/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/151105.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, November 5, 2015, Vol. 19, No. 309 Headlines ALPHA NATURAL: Noteholders File Supplemental 2019 Statement AMERICAN AIRLINES: Order Disallowing L. Meadows' Claims Affirmed AMERICAN INT'L: CEO Rebuffs Idea of Breaking Up Company AMERICAN MANAGED CARE: Chapter 11 Plan Has Effective Date AMERICAN POWER: G. Ho Reports Beneficial Ownership of 31.8M Shares AMERICOLD REALTY: Moody's Assigns B3 CFR; Outlook Stable AMERICOLD REALTY: S&P Assigns 'B+' CCR; Outlook Stable ASR CONSTRUCTORS: Plan Outline Hearing Moved to Dec. 1 Amid Deal ASSOCIATED WHOLESALERS: Gets Court Approval to Sell Co-Op Assets ATLANTIC & PACIFIC: Angelone Seeks Reserve of Store No. 15 Proceeds ATLANTIC & PACIFIC: Seeks Approval of $22M Sale of 2 Stores ATLANTIC & PACIFIC: Seeks Approval of $465K Sale of Acquired Assets BIONITROGEN HOLDINGS: Case Summary & 20 Top Unsecured Creditors BIONITROGEN HOLDINGS: Files Chapter 11 Bankruptcy Petition BOOMERANG TUBE: Points to Welch Ruling to Address SBBT Dispute BOONE COUNTY: Dismissal of Branham Corp. Suit Affirmed BUCKSPORT GENERATION: Case Summary & 9 Largest Unsecured Creditors CAESARS ENTERTAINMENT: Amended Disclosure Statement Filed CAESARS ENTERTAINMENT: Noteholders Say Kirkland Misled Court CCS INTERMEDIATE: Moody's Cuts CFR to Caa1 as Covenant Waiver Looms CCS INTERMEDIATE: Moody's Lowers CFR to Caa1; Outlook Stable CHARLES COWIN: Secured Debts Non-Dischargeable, Court Says CNH INDUSTRIAL: S&P Assigns 'BB' Rating on Proposed Sr. Notes COYNE INTERNATIONAL: Sells Business Operations for $43.5 Million CROSBY US: Moody's Lowers CFR to B3; Outlook Stable CROWN MEDIA: Posts $8.65 Million Net Income for Third Quarter CULLMAN REGIONAL: Moody's Affirms Ba1 Rating on Series 2009A Bonds DALTON PROPERTIES: Voluntary Chapter 11 Case Summary EAGLE ROCK: S&P Raises CCR to 'B+' After Closing of Vanguard Deal EDGEN GROUP: S&P Lowers CCR to 'B' then Withdraws Rating ENERGY CONVERSION: Clark Hill Fee Application Granted in Part ENERGY FUTURE: Enters Last Phase of Bankruptcy ESTMORELAND COAL: J. Gendell Reports 8.3% Stake as of Oct. 23 EXCO RESOURCES: S&P Lowers CCR to 'SD' on Note Repurchase EXECUTIVE TITLE: Celtic Bank Case Against Non-Debtor Can Proceed FAIRWAY GROUP: S&P Lowers CCR to 'CCC+'; Outlook Negative FAMILY CHRISTIAN: Plan Administrator Seeks to Close 2 Cases FOUNDATION HEALTHCARE: Posts $339,000 Net Income for 3rd Quarter FREDDIE MAC: Won't Seek U.S. Aid After First Loss Since 2011 GELTECH SOLUTIONS: Borrows $200,000 From Reger GENWORTH MORTGAGE: Moody's Puts Ba1 Rating on Review for Upgrade GEOMET INC: Incurs $3.8 Million Net Loss in Third Quarter GR ROGUEWOOD: Case Summary & 20 Largest Unsecured Creditors HENKEL TRUCKING: Case Summary & 20 Largest Unsecured Creditors HERCULES OFFSHORE: Fleet Status Report Filed IDEAL MORTGAGE: Global Appraisal Claims Disallowed INDUSTRIAL ENTERPRISES: Esposito Bid to Revoke Plan Order Denied INSITE VISION: Closes Merger with Sun Pharmaceutical KRISHNA ASSOCIATES: Voluntary Chapter 11 Case Summary LAND VENTURES: Magistrate Judge Cannot Decide on Malpractice Suit LEONARD DIAS PC: Trustee's Motion to Dismiss Ch. 7 Case Denied LPL HOLDINGS: S&P Assigns 'BB-' Rating on Proposed Sr. Sec. Loan MANHATTAN 335 TOWER: Case Summary & 20 Top Unsecured Creditors MEDASSETS INC: Moody's Puts B1 CFR on Review for Downgrade MIDWEST QUALITY: Case Summary & 20 Largest Unsecured Creditors MIG LLC: Complaint Filed vs. Shenton Park to Stop BVI Liquidation MOLYCORP: Committee Extends Challenge Period to Nov. 20 MOSAICA EDUCATION: Huron Completes Sale of Assets to Pansophic NORTEL NETWORKS: Files Rule 2015.3 Periodic Report NORTEL NETWORKS: Legal Fees for Bankruptcy Top C$2 Billion OAKFABCO INC: Court Vacates Asbestos Claims Bar Date Order OAKFABCO INC: Has Until Dec. 5 to File Chapter 11 Plan OAKFABCO INC: Logan & Company Okayed as Claims and Noticing Agent PASSPORT POTASH: Has Until November 29 to Cure Debenture Default PATRIOT COAL: Ruling Against Former Eastern Workers Affirmed PLYMOUTH ADVENTURE: Voluntary Chapter 11 Case Summary POTOMAC SUPPLY: Ruling on Failure to Notify APA Termination Flipped PREFERRED ROOFING: Case Summary & 20 Largest Unsecured Creditors PREMIER PEST: Bid to Extend Automatic Stay Denied PUERTO RICO ELECTRIC: Forbearance Agreement Extended to Nov. 5 PWK TIMBERLAND: Withdrawing Members' Summary Judgment Bid Denied QUICKSILVER RESOURCES: Hires FTI Consulting to Provide CRO QUICKSILVER RESOURCES: Hires Peter J Solomon as Investment Banker QUICKSILVER RESOURCES: Swings to $122M Net Loss in Q3 REICHHOLD HOLDINGS: ACE Companies Want Changes to Plan Outline RELATIVITY MEDIA: Judge Overturns TRO on VII Peaks' Bank Accounts RICHARD DEMONBREUN: Dismissal of Suit for Unpaid Fees Reversed SABINE OIL: Bracewell & Giuliani Files Rule 2019 Statement SABINE OIL: UNOCAL's Indemnity Claim Remains in Bankruptcy Court SANDRA BERCOVITZ: Court Refuses to Confirm Amended Ch. 11 Plan SANDY HILLS: Sanction for Automatic Stay Violation Affirmed SCIENTIFIC GAMES: Amends Agreement with Executive Vice Chairman SCIENTIFIC GAMES: Extends CEO's Employment Until 2018 SHAW FAMILY ARCHIVES: Suit Over 1994 Settlement Partially Dismissed SIGA TECHNOLOGIES: Posts $5.6M Net Loss for 3rd Quarter SRP PLAZA: Disclosure Statement Hearing Moved to Nov. 17 STAR GAS: S&P Affirms 'B+' CCR then Withdraws Rating TARGA RESOURCES: Moody's Affirms Ba1 CFR; Outlook Stable TARGA RESOURCES: S&P Affirms 'B+' CCR & Puts on CreditWatch Pos. TEMPLE UNIVERSITY: Moody's Affirms Ba2 Rating; Outlook Developing TENET HEALTHCARE: Incurs $29 Million Net Loss in Third Quarter TIDAL WAVE FITNESS: Case Summary & 20 Top Unsecured Creditors UNIVERSAL HEALTH: Chapter 11 Plan Has Effective Date UNIVERSAL HEALTH: Settlement with BankUnited Approved VANGUARD NATURAL: S&P Affirms 'B+' CCR & Removes from Watch Pos. VANTAGE DRILLING: S&P Slashes CCR to 'D' on Missed Payment VERITAS BERMUDA: S&P Assigns Prelim. 'B' CCR; Outlook Stable WARREN RESOURCES: Debt Swap Prompts Moody's to Cut CFR to 'Ca' WEATHERFORD INTERNATIONAL: S&P Lowers CCR to 'BB+'; Outlook Stable ZUCKER GOLDBERG: McCarter & English Approved as Panel's Counsel [*] Cohen & Grigsby Bankruptcy Practice Gets Best Law Firms Ranking [*] Liquidity Stress Index Moves Higher, Moody's Says [*] Suzanne Koenig Joins Summit Healthcare's Board of Directors [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* ALPHA NATURAL: Noteholders File Supplemental 2019 Statement ----------------------------------------------------------- A group of second lien noteholders filed a supplemental statement to disclose that as of Oct. 7, 2015, Kutak Rock LLP also represents the Commonwealth of Virginia Department of Transportation in connection with the Chapter 11 cases of Alpha Natural Resources Inc. and its affiliates. Kutak Rock was hired earlier by the group's legal counsel, Kirkland & Ellis LLP, as local counsel in connection with the companies' bankruptcy cases. The noteholders said that Kutak Rock's representation of the government agency does not present a conflict for the Richmond-based law firm in connection with its representation of the group. The noteholders made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. 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. AMERICAN AIRLINES: Order Disallowing L. Meadows' Claims Affirmed ---------------------------------------------------------------- Lawrence Meadows appeals an order of the United States Bankruptcy Court for the Southern District of New York dated September 5, 2014, granting AMR Corporation's objections and disallowing as untimely three amended proofs of claim he filed. The Bankruptcy Court determined that the amended claims -- filed eight, eighteen, and twenty months after the bar date -- did not relate back to Meadows's sole timely proof of claim. In an Opinion and Order dated October 8, 2015, a full-text copy of which is available at http://is.gd/TbgPT3from Leagle.com, Judge Paul A. Crotty of the United States District Court for the Southern District of New York affirmed the Bankruptcy Court's Order. The case is captioned LAWRENCE M. MEADOWS, Appellant, v. AMR CORPORATION, et al. Appellees, NO. 14 CIV. 8708(PAC)(S.D.N.Y.). Lawrence M. Meadows, Appellant, Pro Se. AMR Corporation, Appellee, represented by: Stephen Andrew Youngman, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153-0119 Phone: (212) 310-8000 Email: stephen.youngman@weil.com About American Airlines AMR Corp. and its subsidiaries including American Airlines, the third largest airline in the United States, filed for bankruptcy protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan on Nov. 29, 2011, after failing to secure cost-cutting labor agreements. AMR, previously the world's largest airline prior to mergers by other airlines, is the last of the so-called U.S. legacy airlines to seek court protection from creditors. American Airlines, American Eagle and the AmericanConnection carrier serve 260 airports in more than 50 countries and territories with, on average, more than 3,300 daily flights. The combined network fleet numbers more than 900 aircraft. The Company reported a net loss of $884 million on $18.02 billion of total operating revenues for the nine months ended Sept. 30, 2011. AMR recorded a net loss of $471 million in the year 2010, a net loss of $1.5 billion in 2009, and a net loss of $2.1 billion in 2008. AMR's balance sheet at Sept. 30, 2011, showed $24.72 billion in total assets, $29.55 billion in total liabilities, and a $4.83 billion stockholders' deficit. Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law Group, Chartered, are on board as special counsel. Rothschild Inc., is the financial advisor. Garden City Group Inc. is the claims and notice agent. Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP serve as counsel to the Official Committee of Unsecured Creditors in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the co-counsel for conflicts and other matters; Moelis & Company LLC is the investment banker, and Mesirow Financial Consulting, LLC, is the financial advisor. AMERICAN INT'L: CEO Rebuffs Idea of Breaking Up Company ------------------------------------------------------- Leslie Scism and Erik Holm, writing for Dow Jones' Daily Bankruptcy Review, reported that the head of American International Group Inc. delivered a defiant message to billionaire investors Carl Icahn and John Paulson, who are pushing for a breakup of the insurer: We're not budging. According to the report, AIG Chief Executive Peter Hancock said in a conference call with analysts Nov. 3 that management and the board have "carefully reviewed" the idea of breaking up the insurer on many occasions, and concluded that such a move "did not make financial sense." About AIG With corporate headquarters in New York, American International Group, Inc., is an international insurance company, serving customers in more than 130 countries. AIG companies serve commercial, institutional and individual customers through property-casualty networks of any insurer. In addition, AIG companies are providers of life insurance and retirement services. At the height of the 2008 financial crisis, AIG experienced a liquidity crunch when its credit ratings were downgraded below "AA" levels by Standard & Poor's, Moody's Investors Service and Fitch Ratings. AIG almost collapsed under the weight of bad bets it made insuring mortgage-backed securities. The Company, however, was bailed out by the Federal Reserve, but even after an initial infusion of $85 billion, losses continued to grow. The later rescue packages brought the total to $182 billion, making it the biggest federal bailout in U.S. history. AIG sold off a number of its businesses and other assets to pay down loans received from the U.S. government. AMERICAN MANAGED CARE: Chapter 11 Plan Has Effective Date --------------------------------------------------------- Soneet R. Kapila, Liquidating Agent for the estate of American Managed Care, LLC filed with the U.S. Bankruptcy Court for the Middle District of Florida a notice of effective date of American Managed Care, LLC's Modified Chapter 11 Liquidating Plan dated March 19, 2015. On Aug. 18, 2015, the Court entered a Final Order Confirming Modified Chapter 11 Liquidating Plan for AMC. All conditions to the Effective Date have been satisfied or waived. The Effective Date of the Plan is Sept. 1, 2015. By Order dated April 6, 2015, the AMC Modified Plan was conditionally confirmed in all respects, subject only to separate approvals of the WARN Act Settlement incorporated into the AMC Modified Plan. On May 4 2015, the Court entered its Order Granting Chapter 11 Trustee's Motion to Approve Compromise of Controversy of WARN Act Litigation. On May 28, 2015, the Court conducted a fairness hearing in De La Concha, et al. v. American Managed Care, LLC, et al., Adv. No. 8:13-ap-00273-KRM. At the conclusion of the fairness hearing, the Court approved the WARN Act Settlement as fair and equitable, and consistent with the WARN Act Settlement: (a) certified the class of former employees as provided in the WARN Act Settlement; (b) approved proposed Class Counsel; and (c) approved the Class Representatives and their Incentive Awards. The Order Approving Class Representatives, Class Counsel, Class Certification and Related Relief was entered on June 15, 2015 (Doc. No. 80, Adv. No. 8:13-ap-00273-KRM). All of the required WARN Act Settlement Approvals have been obtained and there are no further conditions or contingencies to final confirmation of the AMC Modified Plan. Accordingly, in his Aug. 18, 2015, order, Judge May ruled that: A. The AMC Modified Plan is confirmed, in all respects, in accordance with 11 U.S.C. Sec. 1129. B. Pursuant to the AMC Modified Plan, the WARN Act Class will have the following Allowed Claims, which are limited and more particularly described in the WARN Act Settlement and the AMC Modified Plan: 1. An Allowed Class Administrative Claim in the total amount of a single recovery of $200,000. 2. An Allowed Class Priority Claim in the amount of a maximum single priority recovery of $7.0 million to be funded exclusively from payments received from (a) the Contingent WARN Act Claims of AMC and Universal Health Care Group, Inc., in the receivership proceedings for Universal Health Care, Inc. and Universal Health Care Insurance Company, Inc. and (b) the WARN Act claims filed by AMC and Universal in the receivership proceedings for Universal HMO of Texas, Inc. and Universal Health Care of Nevada, Inc. (the "WARN Act Recoveries"). 3. An Allowed Class Unsecured Claim in the amount of a single maximum recovery of $1.5 million, subject to being increased by the difference between $6.0 million and the actual gross WARN Act Recoveries. About AMC and Universal Health Universal Health Care Group, Inc., owns an insurance company and three health-maintenance organizations that provide managed care services for government sponsored health care programs, focusing on Medicare and Medicaid. Universal Health was founded in 2002 by Dr. A.K. Desai and grew its operations of offering Medicare plans to more than 37,000 members to over 20 states. Universal Health filed a Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida regulators moved to put two of the company's subsidiaries in a receivership. Universal Health Care estimated assets of up to$100 million and debt of less than $50 million in court filings in a Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser serves as counsel to the Debtor Soneet R. Kapila has been appointed the Chapter 11 Trustee in the Debtor's case. He is represented by Roberta A. Colton, Esq., at Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special conflicts counsel and E-Hounds, Inc., serves as a forensic imaging consultant to the Chapter 11 trustee. An affiliate, American Managed Care, LLC, sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 13-05952) on May 3, 2015. See http://bankrupt.com/misc/flmb13-5952.pdf AMERICAN POWER: G. Ho Reports Beneficial Ownership of 31.8M Shares ------------------------------------------------------------------ In an amended Schedule 13D filed with the Securities and Exchange Commission, Gregory P. Ho and his affiliates disclosed that as of Oct. 21, 2015, they beneficially own 31,799,358 shares of common stock of American Power Group Corporation, representing 60.21 percent of the shares outstanding. The amount includes 1,839,544 shares of Common Stock, 11,633,332 shares of Common Stock issuable upon conversion of Preferred Stock beneficially owned by the Reporting Person, 2,596,575 shares of Common Stock issuable upon conversion of Series C Preferred Stock beneficially owned by the Reporting Person, and 15,729,907 shares of Common Stock issuable upon exercise of Warrants beneficially owned by the Reporting Person. These shares of Common Stock are being reported as beneficially owned by the Reporting Person solely because he acts as managing member of Spring Mountain Capital G.P., LLC and Spring Mountain Capital, LLC, and is a partner of SMC Employees Partnership. The Reporting Person disclaims beneficial ownership of those shares, except to the extent of his pecuniary interest therein. On Oct. 21, 2015, upon the filing by the Company of a Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock with the Secretary of State of Delaware, the Company's Subordinated Contingent Convertible Promissory Notes, together with all accrued but unpaid interest thereon, automatically converted into shares of the Company's Series C Convertible Preferred Stock at a conversion price of $10,000 per share. Series C Preferred Stock has no expiration date and is convertible into the Company's Common Stock at the holder's election. Pursuant to the terms of the Notes, upon the conversion of the Notes and in addition to the delivery of Series C Preferred Stock, the Issuer delivered Warrants to the holders. As a result of such automatic conversion, SMC EP received 51.932 shares of Series C Preferred Stock convertible into 2,596,575 shares of Common Stock and a Warrant exercisable for up to 2,596,575 shares of Common Stock. A copy of the regulatory filing is available for free at: http://is.gd/2iurjD 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. AMERICOLD REALTY: Moody's Assigns B3 CFR; Outlook Stable -------------------------------------------------------- Moody's Investors Service assigned a B3 Corporate Family Rating and a B3--PD Probability of Default Rating to Americold Realty Trust. Concurrently, Moody's assigned a B3 (LGD3) rating to the $325 Senior Secured Term Loan B due 2022. The company will use the issuance proceeds from its Senior Secured Term Loan B to refinance a CMBS obligation maturing in February 2016 and pay related transaction fees. The rating outlook is stable. RATINGS RATIONALE Americold's B3 CFR reflects elevated financial leverage given its risk profile, and recent volatility in sales and free cash flow related to the firm's service offerings. Liquidity is weak, as there is insufficient internal sources or committed funding to address the late 2016 maturity at this time. The B3 rating also recognizes Americold's strong business profile as a leader in the cold storage business, which is critical to the food supply chain and has demonstrated resistance to macroeconomic weakness, and the firm's management team with substantial experience in the food and beverage sector. Moody's expects debt relative to EBITDA to remain high, near 6.5 times for 2016, a level at the high end compared to other companies also in the B-rated category for non-financial corporate issuers. As well, the cold storage business is still developing, and temperature-controlled warehouses ("TCWs") typically price at a meaningful discount to their nearest commercial real estate proxies, the industrial warehouses. Moreover, Americold is a real estate investment trust (REIT) that has been owned by private equity for seven years and distributes a significant amount of cash to ownership in the form of dividends. Finally, interest coverage (EBITA/Interest) for 2015 is approximately 1.1 times and below our expectation for B-rated issuers, around 1.5-2.0 times. The term loan is secured by a pledge in the stock of the subsidiaries which own 29 TCWs, which are unique assets. There is not, however, a direct security interest in the TCWs. As a result, Moody's believes that the expected recovery would be more in line with a senior unsecured claim, and the term loan rating of B3 is the same as the CFR. The stable outlook reflects Moody's expectation that Americold will demonstrate steady growth in sales through new and existing customers while lowering leverage and building adequate liquidity to address near term obligations. The ratings could be upgraded if Americold demonstrates adequate liquidity to address current obligations, along with the expectation of lower leverage below 5.5 times and increase interest coverage above 1.5 times. The ratings could be downgraded if debt to EBITDA rises above 7.5 times or interest coverage drops below 1.0 times. Inability to refinance current maturities would also lead to a downgrade. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Americold is a REIT and leading provider of cold storage services headquartered in Atlanta. The firm is focused on the ownership, operation, development and acquisition of temperature-controlled real estate. Americold also provides additional services including warehouse handling and value-add logistics services to manage the entire temperature-controlled supply chain. Assignments: Issuer: Americold Realty Trust Probability of Default Rating, Assigned B3-PD Corporate Family Rating, Assigned B3 Senior Secured Bank Credit Facility, Assigned B3(LGD3) AMERICOLD REALTY: S&P Assigns 'B+' CCR; Outlook Stable ------------------------------------------------------ Standard & Poor's Ratings Services said that it has assigned its 'B+' corporate credit rating to U.S.-based Americold Realty Operating Partnership L.P. The outlook is stable. At the same time, S&P assigned its 'BB' issue-level rating and '1' recovery rating to the company's senior secured credit facility. The '1' recovery rating indicates S&P's expectations that the lenders would receive very high (90%-100%) recovery in a payment default scenario. "Our ratings on Americold take into account the company's leading market position as the largest global cold storage warehousing and logistics provider, the relatively stable and less cyclical market in which it competes, its good customer and end-market diversity, and the stability and visibility of its profit and revenue streams," said Standard & Poor's credit analyst Tatiana Kleiman. "Our ratings also incorporate the company's elevated debt levels and weak credit measures and take into consideration the characteristics of the overall logistics space, which is large, very fragmented, and highly competitive." Additionally, S&P considers the company as it relates to the broader universe of railroads and packaged express providers, under which the industry is grouped in S&P's criteria. Despite its leading presence in the logistics universe relative to the class 1 railroads and packaged express companies, such as UPS and Fed Ex, its scale is far less substantial. The stable outlook on Americold reflects S&P's expectation that the company will continue to demonstrate stable revenue and earnings generation over the next 12-18 months as management focuses on operating-efficiency initiatives, cost controls, and organic growth. S&P believes that the company's credit metrics will remain stable during this time. S&P could lower its rating on Americold if operational challenges cause its credit metrics to weaken such that its FFO-to-debt ratio falls to the low-single digit percent area or its debt-to-EBITDA metric increases to 10x or more. It is unlikely that S&P will raise its rating on Americold given the limitations on its financial risk profile stemming from its financial sponsor ownership. However, S&P could raise its rating on the company if it is able to improve its capital structure by converting its preferred shares to common shares and demonstrating a commitment to maintain a debt-to-EBITDA metric of below 5x. ASR CONSTRUCTORS: Plan Outline Hearing Moved to Dec. 1 Amid Deal ---------------------------------------------------------------- ASR Constructors and its affiliated debtors, Alan Regotti and Stacey Regotti, The Regotti Family Trust dated January 12, 2005, Marc W. Berry and Patricia Berry, Federal Insurance Company, Berkley Regional Insurance Company, Gotte Electric, Inc., and ICW Group Insurance Companies, won approval of a stipulation that, among other things, extends the hearing on the Debtors' disclosure statement to Dec. 1. On May 12, 2015, the Debtors filed their Second Amended Disclosure Statement for Second Amended Chapter 11 Liquidating Plan Jointly Proposed by the Debtors. The Debtors' Chapter 11 Status Conference Report was also filed on May 12, 2015. A hearing to approve the Debtors' Disclosure Statement and a Chapter 11 Status Conference were previously scheduled for Oct. 20, 2015, after parties agreed to the continuance of a Sept. 1 hearing. On Aug. 25, 2015, Gotte filed a Motion for Standing, Leave and Authority to Prosecute Certain Claims on Behalf of the Debtors' Estates and supporting papers. Pursuant to an order approving a stipulation between the parties entered on Sept. 14, 2015, the hearing on Gotte's Motion to Confer Standing was scheduled for Oct. 27, and the last day to file avoidance actions under Bankruptcy Code sections 544, 545, 547, 548, 550 and 553 against Meridian, Inland and/or the Debtors' insiders, including Regotti and Berry, was extended to Nov. 6, 2015 (the "546 Deadline"). The parties have agreed in principal to a global settlement which covers both the Adversary Action and the Disclosure Statement and Plan. The Debtors expect to document the settlement and to file a motion for approval of the settlement which will set forth the distributions to be made to creditors in all of the jointly administered cases and to subsequently file a motion to dismiss the bankruptcy cases. The settlement, if approved, will resolve the Adversary Action and make the Disclosure Statement and Plan moot. In order to allow time for the Settlement Motion to be filed and heard, the parties hereto have agreed that the hearings on the Disclosure Statement and the Chapter 11 Status Conference will be continued to Dec. 1, 2015 at 2:00 p.m. or as soon as possible thereafter that is convenient for the Court's calendar. The parties reserve the right to object to and oppose confirmation of the Plan as currently proposed. The parties obtained approval of the Stipulation from Judge Mark Houle on Oct. 16. The stipulation provides that: 1. The hearings on the Debtors' Disclosure Statement, the Chapter 11 Status Conference, and Gotte's Motion to Confer Standing shall be continued to Dec. 1, 2015 at 2 p.m. ("New Hearing Date"). 2. The 546 Deadline will be extended up to and including Dec. 31, 2015. 3. In accordance with the Local Bankruptcy Rules, any responses to the Disclosure Statement or the Motion to Confer Standing will be extended to until 14 days prior to the New Hearing Date. 4. The Debtors need not file an updated Chapter 11 Status Report prior to the New Hearing Date. Berkeley Regional is represented by Marilyn Klinger, Esq., at Sedgwick LLP. Federal Insurance is represented by Jonathan Durin, Esq., and Andrew C. Harris, Esq., at Salamirad, Morror, Timpane & Dunn LLP. Gotte Electric is represented by Byron Mauss, Esq., at Assayag Mauss LLP. ICW Group is represented by David Veis, Esq., and Howard Weg, Esq., at Robins Kaplan, LLP. Second Amended Plan The Debtors have filed a Chapter 11 liquidating plan that proposes to liquidate, collect and make distributions in respect of any allowed claims against the Debtors' estates. Because there are competing liens and claims against the Debtors' assets some of which are the subject of the Gotte Avoidance Action, plan distributions to general unsecured claims cannot be made until the Gotte Avoidance Action (Gotte Electric, Inc. v. ASR Constructors, Inc., Federal Insurance Company, Another Merdian, LLC and Inland Machinery, Inc., pending as Adversary Case No. 6:13-ap-01402-MH) is resolved either through a settlement or Court order. The Plan provides that upon the Effective Date, the property of the Debtors' estates will vest in each of the Debtors and, in accordance with the Plan, be transferred to a creditors' trust for each of the debtors' estates which will be managed separately by the disbursing agent. The disbursing agent will (i) wind down and complete the remaining ASR projects, (ii) liquidate the remaining real property owned by Meridian and (iii) liquidate the remaining equipment owned by Inland using the same auction procedures that have been previously approved by the Court. A copy of the Second Amended Disclosure Statement dated May 12, 2015, is available at: http://bankrupt.com/misc/ASR_Const_2nd_Am_DS.pdf About ASR Constructors Based in Wildomar, California, ASR Constructors, Inc., is a general contractor, completing over 850 public works projects, with clients such as cities, school districts, and state and federal governments, since its incorporation in May 1999. Another Meridian Company, LLC is in the business of real estate and owns a light industrial building in Riverside, California, parcels of vacant land in Riverside and San Bernardino, California, and a single family residence in Phelan, California. Inland Machinery Inc. is in the business of machinery and equipment rental. ASR's stockholders are the Regotti Family Trust dated Jan. 12, 2005, Alan Regotti and Stacey Regotti trustees (50% of the stock) and Marc Berry and Patty Berry (each owning 25%). Meridian's members are Alan Regotti and Marc Berry (each owning 50%). Inland's stockholders are Alan Regotti and Marc Berry (each owning 50%). ASR, Meridian and Inland filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 13-25794) on Sept. 20, 2013. The petitions were signed by Alan Regotti, the president. ASR disclosed $17,647,556 in assets and $18,901,467 in liabilities as of the Chapter 11 filing. Judge Mark D. Houle presides over the cases. James C. Bastian, Jr., Esq., at Shulman Hodges & Bastian, LLP, serves as the Debtors' bankruptcy counsel. The Law Office of John D. Mannerino serves as corporate counsel to the Debtors. Rodgers, Anderson, Malody & Scott LLP CPAs serves as accountant to the Debtors. ASSOCIATED WHOLESALERS: Gets Court Approval to Sell Co-Op Assets ---------------------------------------------------------------- ADI Liquidation Inc. received court approval to sell substantially all assets of Co-Op Agency Inc. to Strickler Insurance Agency Inc. for $246,610. The order, issued by U.S. Bankruptcy Judge Kevin Carey, allowed ADI Liquidation, formerly known as Associated Wholesalers Inc., to sell the assets used in operating Co-Op's business, which include the company's book of business, books and records, and its right in software licenses. Under the deal, Co-Op agreed to terminate all of its employees. Only two employees namely John Bender and Michael Kirkpatrick will be offered a job with Strickler, according to court filings. The assets of Co-Op were initially included in the sale of ADI Liquidation's assets to C&S Wholesale Grocers Inc. Through the auction process, however, the assets were ultimately excluded from the sale, which was approved by the bankruptcy court in October last year. About Associated Wholesalers Founded in 1962 and headquartered in Robesonia, Pennsylvania, Associated Wholesalers Inc. serviced 800 supermarkets, specialty stores, convenience stores and superettes with grocery, meat, produce, dairy, frozen foods and general merchandise/health and beauty care products. AWI, with distribution facilities in Robesonia, Pennsylvania, and York, Pennsylvania, served the mid-Atlantic United States. AWI is owned by its 500 retail members, who in turn operate supermarkets. AWI had 1,459 employees. White Rose Inc. is a food wholesaler and distributor serving the greater New York metropolitan area. The company traces its origins to 1886, when brothers Joseph and Sigel Seeman founded Seeman Brothers & Doremus to provide grocery deliveries throughout New York City. White Rose carries out its operations through three leased warehouse and distribution centers, two of which are located in Carteret, New Jersey, and one in Woodbridge, New Jersey. White Rose has 777 employees. Associated Wholesalers and its affiliates sought Chapter 11 bankruptcy protection on Sept. 9, 2014, to sell their assets under 11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and better offers. The Debtors were granted joint administration of their Chapter 11 cases for procedural purposes, under the lead case of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092. As of the Petition Date, the Debtors owed the Bank Group (consisting of lenders, Bank of America, N.A., Bank of American Securities LLC as sole lead arranger and joint book runner, Wells Fargo Capital Finance, LLC as joint book runner and syndication agent, and RBS Capita, as documentation agent) an aggregate principal amount of not less than $131,857,966 (inclusive of outstanding letters of credit), plus accrued interest. The Debtors estimate trade debt of $72 million. AWI Delaware disclosed $11,440 in assets and $125,112,386 in liabilities as of the Chapter 11 filing. Saul Ewing LLP and Rhoads & Sinon LLP are serving as legal advisors to the Debtors, Lazard Middle Market is serving as financial advisor, and Carl Marks Advisors is serving as restructuring advisor to AWI. Carl Marks' Douglas A. Booth has been tapped as chief restructuring officer. Epiq Systems serves as the claims agent. The Official Committee of Unsecured Creditors is represented by David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq., and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New York. The Committee also has retained Capstone Advisory Group, LLC, together with its wholly-owned subsidiary Capstone Valuation Services, LLC, as its financial advisors. The Troubled Company Reporter, on Nov. 5, 2014, reported that the Bankruptcy Court authorized Associated Wholesalers to sell substantially all of its assets, including their White Rose grocery distribution business, to C&S Wholesale Grocers, Inc. The C&S purchase price consists of the lesser of the amount of the bank debt, which totals about $18.1 million and $152 million, plus other liabilities, which amount is valued at $194 million. C&S, according to Bill Rochelle and Sherri Toub, bankruptcy columnists for Bloomberg News, ended up paying $86.5 million more cash to be anointed as the winner at the auction. Associated Wholesalers, which changed its name to AWI Delaware, Inc., prior to the approval of the sale. AWI Delaware notified the Bankruptcy Court on Nov. 12, 2014, that closing occurred in connection with the sale of their assets to C&S. AWI Delaware then changed its name to ADI Liquidation, Inc., following the closing of the sale. ATLANTIC & PACIFIC: Angelone Seeks Reserve of Store No. 15 Proceeds ------------------------------------------------------------------- Joseph Angelone asks the U.S. Bankruptcy Court for the Southern District of New York, to direct The Great Atlantic & Pacific Tea Company, Inc. ("A & P") to set aside proceeds to be derived from the impending sale and/or assignment of Store No. 15, which was scheduled to close on Oct. 26, 2015. Mr. Angelone is the owner and landlord of Store No. 15, which is leased by the Debtors and is located at 2424 Flatbush Avenue, Brooklyn, New York ("Premises"). Mr. Angelone objected to the Debtors' Sale Motion to the extent that it involves the Premises because no provision has been made, nor assurance provided that Angelone will receive 50% of the proceeds from the proposed assignment of his lease, a right which he specifically negotiated directly with the A & P in settlement of a lawsuit in 2003 and a right which A & P specifically agreed he should have. Mr. Angelone asserted that the right to share in assignment proceeds was a specific condition he required in exchange for his granting the A & P four successive five year options to extend the lease. Mr. Angelone further asserted that without such grant of options, the lease which debtor has proposed to sell would otherwise be expiring on Oct. 31, 2018 and would have no sale value at all today. Mr. Angelone contended that failure to honor the specific provision providing for 50% of the proceeds would inflict a significant economic injury upon him. The Court overruled Mr. Angelone's objection and the latter filed a notice of appeal to the District Court. Mr. Angelone tells the Court that his motion is brought not to block the sale, but to ensure that the proceeds from the sale are "reserved" and/or "set aside" pending the hearing and determination of his appeal so that the funds will be there should he prevail on his appeal to the District Court. Joseph Angelone is represented by: Jay B. Itkowitz, Esq. ITKOWITZ PLLC 26 Broadway, 21st Floor New York, NY 10004 Telephone: (646)822-1801 Facsimile: (212)822-1402 E-mail: jitkowitz@itkowitz.com 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. The Debtor disclosed total assets of $601,441,108 and total liabilities of $1,984,459,086 as of the Petition Date. 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. Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as serves as its financial advisors and bankruptcy consultants. Elise S. Frejka was appointed as consumer privacy ombudsman. ATLANTIC & PACIFIC: Seeks Approval of $22M Sale of 2 Stores ----------------------------------------------------------- The Great Atlantic Pacific & Tea Company, Inc., and its affiliated debtors ask the U.S. Bankruptcy Court for the Southern District of New York, to approve the sale of two stores as going concerns ("PSK Stores") to PSK Supermarkets, Inc., for $22,181,000. The Debtors contend that the asset purchase agreement with PSK ("PSK Agreement") represents the highest and best transaction for the PSK Stores and secures significant value for the Debtors' estates, including an incremental $2,781,000 as a result of the auction. The Debtors further contend that in addition to the auction, they have extensively marketed the PSK Stores during the pre- and postpetition marketing process, and believe that the value offered by PSK is favorable to the Debtors and their estates. The PSK Agreement provides that the Sellers Great Atlantic & Pacific Tea Company, Inc., APW Supermarkets, Inc., Pathmark Stores, Inc., A&P Real Property, LLC, and A&P Live Better, LLC agree to sell to PSK all of their rights, title and interest in and to the Leases and certain inventory, equipment, furnishings, fixtures, goodwill and pharmacy assets related to the following: (a) Pathmark Store No. 72603, located in 300 West 145th Street, New York, New York, which shall be sold for $13,228,000.00; and (b) Waldbaums Store No. 70611, located in 245 Route 25A, Rocky Point, New York, which shall be sold for $9,535,000.00. The PSK Agreement states that PSK is entitled to credit against the Purchase Price of its break-up fee of $582,000, which PSK used as consideration at the auction. The PSK also states that in each case, there shall be additional amounts paid for inventory. Pursuant to the PSK Agreement, PSK has agreed to use commercially reasonable efforts to interview qualified employees of the PSK Stores who are represented by a labor union and who apply for employment. If PSK makes an offer of employment, it anticipates that, to the extent it has existing collective bargaining agreements within a similar geographic area as the relevant stores, any such offers of employment will be on similar terms as are reflected in such existing collective bargaining agreements. The PSK Agreement provides that The Debtors are responsible for paying any cure costs related to the assumption and assignment to PSK of the Leases. Atlantic & Pacific is represented by: Ray C. Schrock, Esq. Garrett A. Fail, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212)310-8000 Facsimile: (212)310-8007 E-mail: ray.schrock@weil.com garrett.fail@weil.com 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. The Debtor disclosed total assets of $601,441,108 and total liabilities of $1,984,459,086 as of the Petition Date. 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. Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as serves as its financial advisors and bankruptcy consultants. Elise S. Frejka was appointed as consumer privacy ombudsman. ATLANTIC & PACIFIC: Seeks Approval of $465K Sale of Acquired Assets ------------------------------------------------------------------- The Great Atlantic Pacific & Tea Company, Inc., and its affiliated debtors ask the U.S. Bankruptcy Court for the Southern District of New York to approve the sale of acquired assets to PSK Supermarkets, Inc. for $465,000. The acquired assets consist of: (a) the lease of Store Number 70784, located at 2005 Albany Post Road, Croton on Hudson, New York and leased from Baltic Estates, Inc.; (b) all inventory; (c) all furnishings and equipment; and (d) the Pharmacy Assets. Atlantic & Pacific is represented by: Ray C. Schrock, Esq. Garrett A. Fail, Esq. WEIL, GOTSHAL & MANGES LLP 767 Fifth Avenue New York, NY 10153 Telephone: (212)310-8000 Facsimile: (212)310-8007 E-mail: ray.schrock@weil.com garrett.fail@weil.com 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. The Debtor disclosed total assets of $601,441,108 and total liabilities of $1,984,459,086 as of the Petition Date. 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. Pachulski Stang Ziehl & Jones LLP serves as its counsel, and Zolfo Cooper, LLC as serves as its financial advisors and bankruptcy consultants. Elise S. Frejka was appointed as consumer privacy ombudsman. BIONITROGEN HOLDINGS: Case Summary & 20 Top Unsecured Creditors --------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- BioNitrogen Holdings, Corp. 15-29505 fka Hidenet Securities Architectures, Inc. dba BioNitrogen Corp. 8300 NW 53 Street, Suite 350 Miami, FL 33166 BIO-SNG Technologies International Corp. 15-29507 4A Technologies, LLC 15-29509 BioNitrogen Plant FL Hendry, LLC 15-29511 Hendry BN Construction & Fertilizer Services, LLC 15-29512 BioNitrogen Florida Holdings, LLC 15-29513 8300 NW 53 Street, Suite 350 Miami, FL 33166 BioNitrogen Plant FL Taylor, LLC 15-29515 8300 NW 53 Street, Suite 350 Miami, FL 33166 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Robert A Mark (15-29505) Hon. Laurel M Isicoff (15-29513) Hon. Jay Cristol (15-29515) Debtors' Counsel: Jacqueline Calderin, Esq. EHRENSTEIN CHARBONNEAU CALDERIN 501 Brickell Key Drive #300 Miami, FL 33131 Tel: 305.722.2002 Fax: 305.722.2001 Email: jc@ecclegal.com Total Total Assets Liabilities ---------- ----------- BioNitrogen Holdings Unknown $3.5-Mil. BioNitrogen Florida Holdings $0-$50,000 $1MM-$10MM BioNitrogen Plant FL Taylor $0-$50,000 $1MM-$10MM The petition was signed by Carlos A. Contreras, chairman and chief executive officer. A list of BioNitrogen Holdings' 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/flsb15-29505.pdf A list of BioNitrogen Florida Holdings' two largest unsecured creditors is available for free at: http://bankrupt.com/misc/flsb15-29513.pdf A list of BioNitrogen Plant's two largest unsecured creditors is available for free at: http://bankrupt.com/misc/flsb15-29515.pdf BIONITROGEN HOLDINGS: Files Chapter 11 Bankruptcy Petition ---------------------------------------------------------- BioNitrogen Holdings Corp. on Nov. 3 filed for Chapter 11 reorganization in the United States Bankruptcy Court for the Southern District of Florida in connection with its efforts to restructure its debt and reorganize its operations. The Company's Board of Directors approved the bankruptcy filing. Additionally, on October 30, 2015, James Simonton, Carlis "Chic" Sabinson and Roger Imperial resigned as members of our Board of Directors. The bankruptcy filing and the Director resignations are further detailed in the Company's November 4, 2015 Form 8-K filed with the Securities and Exchange Commission. "We seek to emerge from this process as quickly as possible in a stronger position as a Company," stated Carlos Contreras, Chairman and CEO. About BioNitrogen Holdings Corp. BioNitrogen Holdings Corp. (otc pink:BION) -- http://www.BioNitrogen.com-- is a clean tech company that utilizes patented technology to build environmentally friendly plants that convert biomass into urea fertilizer. Its mission is to provide safe, cost effective, green solutions that are economically beneficial in locations where biomass is produced and urea is consumed. BOOMERANG TUBE: Points to Welch Ruling to Address SBBT Dispute -------------------------------------------------------------- Boomerang Tube, LLC, et al., on Oct. 26, 2015, filed documents asking the U.S. Bankruptcy Court for the District of Delaware to direct its attention to Chief Judge Shannon's decision in Welch v. Sun National Bank (In re Welch), Adv. Pro. No. 14-50777 (Bankr. D. Del. Oct. 19, 2015), which was issued three days after debtors Boomerang Tube et al. filed their Post-Trial Brief in support of their Amended Joint Prearranged Chapter 11 Plan Dated September 4, 2015, and which supports the use of the "replacement value" of the Equipment rather than its value "in continued use" for purposes of Sec. 506(a). Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor, LLP, counsel to Boomerang Tube, recounts that the debtors in Welch owned a mobile home that secured a debt of $115,844 to a creditor. The mobile home sat on land leased by the debtors from another entity. Under their chapter 13 plan, the debtors sought to assume the ground lease, retain the mobile home, and cram down the creditor's secured claim to the $30,863 value of the mobile home determined under the NADA Retail Value Guidebook for Manufactured and Mobile Homes. The creditor objected to the debtors' valuation, arguing that an $80,000 "in place" value should be used because it best accounted for the debtors' decision to assume the underlying ground lease and use the mobile home as their residence. According to Mr. Jackson, Judge Shannon rejected the creditor's "in place" valuation, inter alia, as contrary to the Supreme Court's ruling in Associates Commercial Corp. v. Rash, 520 U.S. 953 (1997), which adopted "replacement value" as the appropriate standard for valuing collateral to be retained by a debtor under a plan. In addition, Judge Shannon found that adopting an "in place" valuation would be inappropriate because "permitting Sun National to use the location of the mobile home to its economic advantage vis-a-vis favorable comps allows Sun National to include the value of the ground lease (i.e., the location) without an interest in either the lease or the land and when the Debtors are responsible for the ground lease payments." (Accord Post-Tr. Br. Pars. 72-74 (distinguishing In re Kim, 130 F.3d 862 (9th Cir. 1997) on the basis that the creditor's lien in that case encompassed the debtor's entire business operation, not merely a single piece of equipment), Par. 77 (noting SBBT's proposed valuation would provide SBBT the economic benefit of value that will be realized, if at all, only by the Debtors' continued expenditure of time and money post-confirmation), and Par. 78 (noting SBBT's proposed valuation would provide SBBT the economic benefit of installation costs that it did not pay for or finance, and to which its lien would not extend under state law).) The Debtors' attorneys: YOUNG CONAWAY STARGATT & TAYLOR, LLP Robert S. Brady, Esq. Sean M. Beach, Esq. Margaret Whiteman Greecher, Esq. Patrick A. Jackson, Esq. Ryan M. Bartley, Esq. Rodney Square 1000 North King Street Wilmington, DE 19801 Tel: (302) 571-6600 Fax: (302) 571-1253 E-mail: rbrady@ycst.com sbeach@ycst.com mgreecher@ycst.com pjackson@ycst.com rbartley@ycst.com SBBT's Post-Trial Brief As reported in the Nov. 3 edition of the TCR, SB Boomerang Tubular submitted a post-confirmation-hearing brief in opposition to the Plan. SBBT says that the Debtors and Black Diamond are aggressively advocating for an unjustifiably low valuation of a heat treat line in an effort to secure an $8 million windfall by retaining income-generating equipment at a steep discount -- at SBBT's expense. SBBT states it would not oppose the Debtors' retention of SBBT's equipment as long as SBBT were adequately compensated in accordance with the Bankruptcy Code's protections for lessors1 or secured creditors. SBBT says it objects to the Plan because (i) the Plan improperly seeks to recharacterize a true lease as a secured financing; (ii) upon such recharacterization, the Plan uses an unreasonably low value for the collateral securing the Debtors' obligations, thereby unfairly diminishing the amount of SBBT's secured claim; (iii) the Plan does not satisfy the Bankruptcy Code's provisions for creditors such as SBBT that have taken the election under Sec. 1111(b) because the proposed payment terms are neither "fair and equitable" nor feasible; and (iv) the Plan improperly places SBBT in line for payment behind an invalid claim manufactured by the Debtors and not asserted by the supposed creditor. The Debtors' Plan The Debtors have proposed a Joint Prearranged Plan that reduces their funded debt obligations by converting approximately $214 million in outstanding principal of term loan facility obligations (Class 4) into (i) 100% of the New Holdco common stock, subject to dilution, and (ii) $55 million of subordinated secured notes issued by New Opco. The prepetition revolving credit facility lenders under the ABL facility (Class 3) will receive payment in full all accrued obligations under the ABL Facility. The ABL Facility Lenders provided the $85 million DIP ABL Facility and have committed to provide an Exit ABL Facility. The holders of the SBI secured claims (Class 5) will receive a secured note. The Plan provides for the creation of a post-Effective Date vehicle (the "GUC Trust") which will retain and liquidate all Avoidance Actions (the "GUC Trust Assets") for the benefit of holders of general unsecured claims (Class 6). Holders of preferred units (Class 9) and common units (Class 10), other equity securities (Class 11), and Section 510(b) clams (Class 2) won't receive any distribution. A copy of the Debtors' Amended Joint Prearranged Chapter 11 Plan filed Sept. 4, 2014, is available for free at: http://bankrupt.com/misc/Boomerang_Am_Plan_Sep2015.pdf A black-lined copy of the Amended Disclosure Statement filed Aug. 13, 2015, is available for free at: http://bankrupt.com/misc/Boomerang_T_Am_DS_BL.pdf About Boomerang Tube Boomerang Tube, LLC, is a manufacturer of welded Oil Country Tubular Goods ("OCTG") in the United States. OCTG are used by drillers in exploration and production of oil and natural gas and consist of drill pipe, casing and tubing. Boomerang has corporate offices in Chesterfield, Missouri and manufacturing facilities in Liberty, Texas, strategically located near major steel production centers and end-user markets. With a 487,000 square foot plant that houses two mills and heat treat lines and a contingent 119 acres, these facilities constitute the second largest alloy OCTG mill in North America. Access Tubulars, LLC, owns 81% of the equity interests in Boomerang. Boomerang Tube and its subsidiaries BTCSP LLC and BT Financing sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 15-11247) on June 9, 2015, with a deal with lenders on a balance sheet restructuring that would convert $214 million of debt to 100% of the common stock of the reorganized company. The cases are assigned to Judge Mary F. Walrath. The Debtors tapped Young Conaway Stargatt & Taylor, LLP, as attorneys; Lazard Freres & Co. LLC, as financial advisor; and Donlin, Recano & Co., Inc., as claims and noticing agent. * * * Boomerang Tube secured approval of its Amended Disclosure Statement in support of its Prearranged Chapter 11 Plan. Judge Mary F. Walrath on Sept. 21, 2015, began the hearing to consider confirmation of the Debtors' Amended Joint Prearranged Chapter 11 Plan filed Sept. 4, 2015. The Debtors anticipate that the confirmation hearing will take multiple days over a few weeks, given the Court's and parties' calendars. BOONE COUNTY: Dismissal of Branham Corp. Suit Affirmed ------------------------------------------------------ The Court of Appeals of Indiana affirmed trial court's judgment granting The Branham Corporation's motion to voluntarily dismiss without prejudice proceedings supplemental to execution of garnishment against certain garnishee defendants, conditioning the same upon the payment of the attorney fees incurred by the garnishee defendants up to the time of the filing of the motion to dismiss. The trial court later issued an amended order establishing the amount of the various attorney fee awards, setting a deadline for the payment of those fees, and ordering the dismissal be converted to a dismissal with prejudice in the event of nonpayment of the fees by the established deadline. This is the fourth appeal in this litigation between the parties stemming from a contract for assistance in negotiation for the provision of water and sewer utility services in Boone County. Boone County Utilities, LLC, is an Indiana limited liability company wholly owned by Newland Resources, LLC. A full-text copy of the Decision dated October 15, is available at http://is.gd/sBhbv1from Leagle.com. The case is The Branham Corporation, Appellant-Plaintiff, v. Newland Resources, LLC and John E. Bator, et al. Appellees-Defendants, NO. 06A01-1409-PL-399. Appellants are represented by Donn H. Wray, Esq. -- dwray@katzkorin.com -- Katz & Korin, PC, Marc A. Menkveld, Esq. -- mmenkveld@katzkorin.com -- Katz & Korin, PC, Roger L. Burrus, Esq. -- rburrus@burrusandsease.com -- Burrus & Sease, LLP, Mickey J. Lee, Esq. -- mlee@mauricewutscher.com -- McGinnis Wutscher Beiramee, LLP Appellee John E. Bator, Bator Law, Greenfield, Indiana, Pro Se BUCKSPORT GENERATION: Case Summary & 9 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Bucksport Generation LLC fka Verso Bucksport Power LLC 2 River Road Bucksport, ME 04416 Case No.: 15-10802 Nature of Business: Energy Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court District of Maine (Bangor) Judge: Hon. Peter G Cary Debtor's Counsel: Robert J. Keach, Esq. D. Sam Anderson, Esq. Jessica Lewis, Esq. BERNSTEIN, SHUR, SAWYER & NELSON, P.A. 100 Middle Street, 6th Floor P.O. Box 9729 Portland, ME 04104-5029 Tel: (207) 774-1200 Email: rkeach@bernsteinshur.com sanderson@bernsteinshur.com jlewis@bernsteinshur.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Kyle E. Nenninger, project manager. List of Debtor's Nine Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ GE International Trade Debt $15,058,611 P.O. Box 643449 Pittsburgh, PA 15264-3449 Bangor Natural Gas Trade Debt $90,815 CCB, Inc. Trade Debt $12,947 A.C. Electric Corporation Trade Debt $3,906 Matheson Tri-Gas, Inc. Trade Debt $2,019 Mo' Cleanin' Trade Debt $1,980 Fairpoint Communications Trade Debt $1,720 St. Joseph Ambulatory Care Inc. Trade Debt $610 Cintas Corporation Trade Debt $20 CAESARS ENTERTAINMENT: Amended Disclosure Statement Filed --------------------------------------------------------- Caesars Entertainment Corp., et al., on Oct. 7, 2015, filed a disclosure statement for their First Amended Joint Plan of Reorganization. The Amended Disclosure Statement reflects the terms of agreements reached among the Debtors and their first lien creditors pursuant to the Fifth Amended and Restated Restructuring Support and Forbearance Agreement, dated as of October 7, 2015 (the "Bond RSA"), and the Restructuring Support and Forbearance Agreement, dated as of August 21, 2015 (the "Bank RSA"), but remains subject to ongoing review and comment by the parties to the Bond RSA and the Bank RSA and is subject to change. The Debtors, according to the Oct. 7 filing, have not concurrently filed a motion seeking approval of the Amended Disclosure Statement and are not seeking to set a hearing with respect to approval of Amended Disclosure Statement at this time. A copy of the Amended Disclosure Statement is available for free at: http://bankrupt.com/misc/Caesars_E_2403_Am_DS.pdf About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. On February 5, 2015, U.S. Trustee Patrick Layng appointed nine creditors to the Debtors' official committee of unsecured creditors. Two of these creditors -- the Board of Levee Commissioners for the Yazoo Mississippi Delta and MeehanCombs Global Credit Opportunities Master Fund LP -- resigned from the committee following their appointment. They were replaced by the National Retirement Fund and Relative Value-Long/Short Debt, a Series of Underlying Funds Trust. CAESARS ENTERTAINMENT: Noteholders Say Kirkland Misled Court ------------------------------------------------------------ Stephanie Cumings, writing for Bloomberg News, reported that a group of noteholders in the bankruptcy for Caesars Entertainment Operating Company Inc. wants the court to reconsider approving the employment application of law firm Kirkland & Ellis LLP because the noteholder committee has allegedly "recently discovered that testimony offered by Kirkland in support of that application was incomplete and misleading." According to the report, at the heart of the dispute are some 50 transactions that took place before the bankruptcy that are now the subject of several lawsuits pending in New York and Delaware that were initiated by the noteholders. "Depending on one's point of view, these transactions were intended either to increase liquidity and provide [the debtor] with badly needed capital or to loot [the debtor] of valuable assets, transferring them to [the parent] and related companies," the court said, the report related. The debtor retained Kirkland in July 2014, and the committee alleges that Kirkland led an investigation into the 50 challenged transactions. The noteholders say this investigation revealed that the debtor had "received insufficient consideration" for the transfers and they were therefore "constructively fraudulent," the report further related. Despite these findings, the debtor and its parent company, Caesars Entertainment Corporation, filed suit in New York in August 2014 against various creditors seeking a declaration that the companies had "not breached their fiduciary duties or engaged in fraudulent transfers, or otherwise engaged in any violation of law," the report added. 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. On February 5, 2015, U.S. Trustee Patrick Layng appointed nine creditors to the Debtors' official committee of unsecured creditors. Two of these creditors -- the Board of Levee Commissioners for the Yazoo Mississippi Delta and MeehanCombs Global Credit Opportunities Master Fund LP -- resigned from the committee following their appointment. They were replaced by the National Retirement Fund and Relative Value-Long/Short Debt, a Series of Underlying Funds Trust. CCS INTERMEDIATE: Moody's Cuts CFR to Caa1 as Covenant Waiver Looms ------------------------------------------------------------------- Moody's Investors Service downgraded CCS Intermediate Holdings, LLC's Corporate Family Rating to Caa1 from B3, its Probability of Default Rating to Caa1-PD from B3-PD, and its senior secured first lien bank credit facility ratings to B3 from B1. At the same time, Moody's also downgraded the company's senior secured second lien term loan rating to Caa3 from Caa2. The rating outlook is stable. The rating action reflects the company's operating performance weakness and the deterioration of credit metrics beyond Moody's previous expectations, attributable to recent contract losses, underperformance of certain contracts, and delays in the realization of synergies since the merger with Correctional Healthcare Companies ("CHC"). The downgrade also reflects Moody's concerns related to the minimal cushion under the company's financial covenants, due to earnings volatility and approaching step-downs, and Moody's expectation that a waiver or an amendment will be required over the next twelve months. Following is a summary of Moody's rating actions: CCS Intermediate Holdings, LLC.: Ratings downgraded: Corporate Family Rating to Caa1 from B3 Probability of Default Rating to Caa1-PD from B3-PD Senior secured first lien credit facilities, to B3 (LGD 3) from B1 (LGD 3) Senior secured second lien term loan, to Caa3 (LGD 5) from Caa2 (LGD 5) The rating outlook is stable. RATINGS RATIONALE CCS' Caa1 Corporate Family Rating reflects the company's very high financial leverage, modest interest coverage, and business risks associated with operating within the challenging correctional healthcare segment. The rating also reflects event risk associated with the company's aggressive financial policy and acquisition strategy. Moreover, associated integration and execution risks have materialized since the merger with CHC, and have delayed the realization of synergies. In addition, the ratings reflect operating headwinds and margin compression due to recent contract losses and underperformance of certain contracts. Further constraining the rating are liquidity concerns related to the company's modest cash flow and weak cushion under the company's credit facility financial maintenance covenants. The ratings are supported by CCS's solid scale and market presence, good diversity across customers and geographies, and strong market position in the more attractive jails segment (as opposed to state or federal prisons). Moody's expects the company to realize significant cost savings over the next twelve months. The business is characterized by minimal bad debt expense and modest capital investment needs. The stable rating outlook reflects Moody's expectation that while credit metrics will remain weak, the company will be successful in obtaining a waiver or an amendment over the next few quarters if the company fails to remain in compliance with financial covenants. The ratings could be upgraded if the company exhibits growth in EBITDA from new contract opportunities or repays debt such that adjusted debt to EBITDA approaches 6.0 times on a sustained basis, free cash flow to debt is sustained above 3%, and cushion under the company's credit facility financial covenants improves. The ratings could be downgraded if operating performance deteriorates further, or if it appears likely that the company will breach a covenant and cannot obtain a waiver. The ratings could also be downgraded if the company experiences a loss of key contract resulting in further erosion of credit metrics. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Based in Nashville, Tennessee, CCS Intermediate Holdings, LLC is a leading provider of contract healthcare services (including medical, dental, and behavioral health services) to patients in correctional facilities owned or operated by state and local governments, as well as private institutions. CCS operates through its primary subsidiaries, Correct Care Solutions, LLC and Jessamine Healthcare, Inc., the parent company of Correctional Healthcare Companies, Inc. The company is privately-owned by affiliates of Audax Private Equity, Frazier Healthcare, affiliates of GTCR, and management, and generates annualized revenues in excess of $900 million. CCS INTERMEDIATE: Moody's Lowers CFR to Caa1; Outlook Stable ------------------------------------------------------------ Moody's Investors Service downgraded CCS Intermediate Holdings, LLC's Corporate Family Rating to Caa1 from B3, its Probability of Default Rating to Caa1-PD from B3-PD, and its senior secured first lien bank credit facility ratings to B3 from B1. At the same time, Moody's also downgraded the company's senior secured second lien term loan rating to Caa3 from Caa2. The rating outlook is stable. The rating action reflects the company's operating performance weakness and the deterioration of credit metrics beyond Moody's previous expectations, attributable to recent contract losses, underperformance of certain contracts, and delays in the realization of synergies since the merger with Correctional Healthcare Companies. The downgrade also reflects Moody's concerns related to the minimal cushion under the company's financial covenants, due to earnings volatility and approaching step-downs, and Moody's expectation that a waiver or an amendment will be required over the next twelve months. Following is a summary of Moody's rating actions: CCS Intermediate Holdings, LLC.: Ratings downgraded: Corporate Family Rating to Caa1 from B3 Probability of Default Rating to Caa1-PD from B3-PD Senior secured first lien credit facilities, to B3 (LGD 3) from B1 (LGD 3) Senior secured second lien term loan, to Caa3 (LGD 5) from Caa2 (LGD 5) The rating outlook is stable. RATINGS RATIONALE CCS' Caa1 Corporate Family Rating reflects the company's very high financial leverage, modest interest coverage, and business risks associated with operating within the challenging correctional healthcare segment. The rating also reflects event risk associated with the company's aggressive financial policy and acquisition strategy. Moreover, associated integration and execution risks have materialized since the merger with CHC, and have delayed the realization of synergies. In addition, the ratings reflect operating headwinds and margin compression due to recent contract losses and underperformance of certain contracts. Further constraining the rating are liquidity concerns related to the company's modest cash flow and weak cushion under the company's credit facility financial maintenance covenants. The ratings are supported by CCS's solid scale and market presence, good diversity across customers and geographies, and strong market position in the more attractive jails segment (as opposed to state or federal prisons). Moody's expects the company to realize significant cost savings over the next twelve months. The business is characterized by minimal bad debt expense and modest capital investment needs. The stable rating outlook reflects Moody's expectation that while credit metrics will remain weak, the company will be successful in obtaining a waiver or an amendment over the next few quarters if the company fails to remain in compliance with financial covenants. The ratings could be upgraded if the company exhibits growth in EBITDA from new contract opportunities or repays debt such that adjusted debt to EBITDA approaches 6.0 times on a sustained basis, free cash flow to debt is sustained above 3%, and cushion under the company's credit facility financial covenants improves. The ratings could be downgraded if operating performance deteriorates further, or if it appears likely that the company will breach a covenant and cannot obtain a waiver. The ratings could also be downgraded if the company experiences a loss of key contract resulting in further erosion of credit metrics. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Based in Nashville, Tennessee, CCS Intermediate Holdings, LLC is a provider of contract healthcare services (including medical, dental, and behavioral health services) to patients in correctional facilities owned or operated by state and local governments, as well as private institutions. CCS operates through its primary subsidiaries, Correct Care Solutions, LLC and Jessamine Healthcare, Inc., the parent company of Correctional Healthcare Companies, Inc. The company is privately-owned by affiliates of Audax Private Equity, Frazier Healthcare, affiliates of GTCR, and management, and generates annualized revenues in excess of $900 million. CHARLES COWIN: Secured Debts Non-Dischargeable, Court Says ---------------------------------------------------------- Countrywide Home Loans, Inc., Deutsche Bank National Trust Company, Chase Home Finance, LLC, Wells Fargo Bank, N.A., and WMC Mortgage Corporation, which held mortgages in three Houston properties, filed an adversary proceeding alleging that Charles Cowin, a real-estate developer, was involved in transactions designed to deprive them of their securities interests in, and any of the foreclosure sale proceeds from, the properties. The plaintiffs asserted claims under the Texas Theft Liability Act. The bankruptcy court found and concluded that Cowin was liable and that these debts were nondischargeable. Cowin settled with Chase, Wells Fargo, and WMC. Countrywide and Deutsche Bank remain as appellees. Cowin appeals from the findings and conclusions the bankruptcy court. Judge Lee H. Rosenthal of the United States District Court for the Southern District of Texas, Houston Division, affirmed the bankruptcy court's findings and conclusions and dismissed the case with prejudice. The case is captioned CHARLES PHILLIP COWIN, Appellant, v. COUNTRYWIDE HOME LOANS, INC., et. al., Appellees, CIVIL ACTION NO. H-13-1767 (S.D. Tex.). A full text of the Opinion and Order dated September 29, 2015 is available at http://is.gd/tXQIMbfrom Leagle.com. Charles Phillip Cowin, Debtor/Appellant, represented by Kevin LeRoy Colbert, Esq. -- The Law Office of Kevin L Colbert, JD LLM PLLC, Richard L Fuqua, II, Esq. -- Fuqua & Assoc., William J Arland, Esq. -- warland@thearlandlawfirm.com -- Arland & Associates, Donald Louis Wyatt, Jr, Esq. -- don.wyatt@wyattpc.com -- Wyatt Gracey PC Countrywide Home Loans, Inc, Appellee, represented by Joshua J Bennett, Esq. -- jbennett@carterscholer.com -- Carter Stafford et al, Michael J McKleroy, Jr, Esq. -- michael.mckleroy@akerman.com -- Akerman LLP & Robert Frank Maris, Esq. -- Maris & Lanier PC. CNH INDUSTRIAL: S&P Assigns 'BB' Rating on Proposed Sr. Notes ------------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB' issue-level rating to U.S.-based CNH Industrial Capital LLC's proposed senior unsecured notes. CNH Industrial Capital America LLC (unrated) and New Holland Credit Co. LLC, each a wholly owned subsidiary of CNH Industrial Capital, will guarantee the notes. The company expects to use the proceeds from this debt issuance for the purchase of receivables, working capital, the repayment of maturing debt, or other general corporate purposes. S&P's rating on the proposed senior unsecured notes reflects the company's reliance on secured debt, primarily through asset-backed security transactions, which S&P believes encumbers a significant majority (62% as of the end of 2014) of the assets on its balance sheet and weakens the recovery prospects for its unsecured debtholders in the event of a default. Still, the company's ratio of secured debt to assets has declined and it has access to unsecured committed credit lines, therefore S&P views the proposed note issuance as a consistent step toward achieving greater funding diversification. This should gradually reduce the company's reliance on the asset-backed securities market, which S&P would consider to be a positive rating factor over time. CNH Industrial Capital is a wholly owned subsidiary of CNH Industrial N.V. (CNH), a public limited liability company organized under the laws of the Netherlands with its principal office located in the U.K. CNH Industrial Capital is a captive finance company that provides financial services for CNH's customers in the U.S. and Canada. S&P's 'BB+' corporate credit rating on CNH Industrial Capital reflects S&P's long-term corporate credit rating on CNH, its parent. S&P views this subsidiary as a core holding of CNH, given its strategic importance to the parent (financial services are a key offering that facilitates the sale of CNH's equipment), CNH's ability to influence its actions, and S&P's expectation that the parent would provide financial support to the company in times of need. There is a support agreement between the two companies, and CNH Industrial Capital's receivables account for about half of the total managed portfolio of CNH's financial services organization globally. RATINGS LIST CNH Industrial Capital LLC Corporate Credit Rating BB+/Stable/-- Ratings Assigned CNH Industrial Capital LLC Proposed Senior Unsecured Notes BB COYNE INTERNATIONAL: Sells Business Operations for $43.5 Million ---------------------------------------------------------------- Coyne International Enterprises Corp., a U.S. commercial laundry service company, will sell its business operations to three industrial laundry companies for a total of $43.45 million as part of its Chapter 11 proceedings. The transactions were approved on October 29 by Judge Margaret Cangilos-Ruiz of the U.S. Bankruptcy Court for the Northern District of New York in Syracuse. The three buyers are Cintas Corporation, Prudential Overall Supply Company and Clean Uniforms and More! "Since filing for Chapter 11, we have focused our efforts on concluding this process in an efficient and organized manner, and ensuring a seamless transition of our customers and routes," said Mark Samson, Coyne's CEO. "We believe all three buyers -- Cintas, Prudential Overall Supply and Clean Uniforms -- are each a good fit for providing the high-quality service that customers have come to expect from Coyne." Specifics about the sales that Coyne expects to complete by November 30, 2015, include: Cintas will purchase Coyne's customers and inventory in Bristol, Tennessee; Buffalo, New York; Cleveland, Ohio; London, Kentucky; Syracuse, New York; and York, Pennsylvania, for $28.25 million. Current Coyne employees may apply for any of Cintas' open positions, which are listed at http://www.cintas.com/careers/ "As the premier uniform rental company in the industry, Cintas provides high-quality, innovative products and caring service to our customers. We look forward to a smooth transition and the opportunity to serve our new Coyne customers," said Todd Schneider, President and COO of Cintas' Rental Division. Prudential Overall Supply Company will purchase Coyne's operations in Richmond, Virginia, and Greenville, South Carolina, for $10.2 million. The company will accept job applications from current Coyne employees. "We are excited to offer Coyne Textile Services customers the best possible service experience," said Tom Watts, President of Prudential Overall Supply. "The depth and experience of our service team, along with our product and service offering, will help us meet this goal." Clean Uniforms and More! will purchase Coyne's customers and inventory in New Bedford, Massachusetts, for $4 million and will accept applications from Coyne employees for new positions. "Like Coyne, Clean Uniforms and More! is a privately owned and family-managed organization, one of the many synergies between our companies," said Mark Bodzioch, President of Clean Uniforms and More! "We look forward to welcoming Coyne's Massachusetts-based clients into our circle, providing them with unmatched service that is both professional and personal. We are committed to working closely with Coyne to ensure the transition goes smoothly." In its Chapter 11 filing on July 31, 2015, and under rules approved by the Bankruptcy Court, Coyne's existing senior management team had a preliminary agreement to purchase the company's operations and continue running the business unless the auction resulted in higher bids. Coyne will provide severance to all employees whom it does not retain. "We are disappointed that the existing Coyne team was outbid. We want to thank our hard-working employees for their dedication, our customers for their loyalty and the employee union leaders who ratified agreements with us prior to the auction," Mr. Samson said. "We are pleased to have obtained a higher value for the company during the auction and are using that additional money to increase severance at the locations we lost." During the year prior to its Chapter 11 filing, Coyne marketed its assets to prospective industry and financial buyers unsuccessfully. Except for Coyne's location in Richmond, Virginia, the company's physical facilities are not included in these three sales and will shut down. Herrick, Feinstein LLP is representing Coyne as lead bankruptcy counsel. Coyne's financial advisor is CohnReznick LLP, and its investment banker is SSG Capital Advisors, LLC. Keating Muething & Klekamp PLL is representing Cintas. Norton Rose Fulbright is representing Prudential Overall Supply Company. Plourde, Bogue, Moylan & Marino, LLP is representing Clean Uniforms and More! About Coyne International Coyne International Enterprises Corp. filed a Chapter 11 Bankruptcy petition (Bankr. N.D.N.Y. Case No. 15-31160) on July 31, 2015. The petition was signed by Mark Samson as CEO. Herrick Feinstein LLP serves as the Debtor's general counsel. Phillips Lytle LLP acts as the Debtor's local bankruptcy counsel. Cohnreznick LLP is the Debtor's financial advisor. SSG Capital Advisors LLC is the Debtor's investment banker. Rust Omni serves the Debtor as claims and administrative agent. Raab, Sturm & Ganchrow, LLP acts as labor counsel to the Debtor. Harbridge Consulting Group, LLC serves as the Debtor's pension consultant. Beveridge & Diamond PC is the Debtor's environmental counsel. GZA Geoenvironmental, Inc. serves as the Debtor's environmental consultant. CROSBY US: Moody's Lowers CFR to B3; Outlook Stable --------------------------------------------------- Moody's Investors Service downgraded Crosby US Acquisition Corp's Corporate Family Rating (CFR) to B3 from B2 and Probability of Default Rating (PDR) to B3-PD from B2-PD. Concurrently, Moody's downgraded the first lien senior secured debt to B2 from B1 and the second lien senior secured credit facility to Caa2 from Caa1. The rating outlook is stable. Moody's took these rating actions on Crosby US Acquisition Corp: Ratings Downgraded: Corporate Family Rating, to B3 from B2; Probability of Default Rating, to B3-PD from B2-PD; $65 million senior secured first lien revolver due 2018, to B2 (LGD3) from B1 (LGD3); $560 million senior secured first lien term loan due 2020, to B2 (LGD3) from B1 (LGD3); $90 million senior secured second lien term loan due 2021, to Caa2 (LGD6) from Caa1 (LGD6). The outlook is stable. RATINGS RATIONALE The ratings downgrade reflects the downturn in Crosby's oil and gas end markets and weakness in global industrial manufacturing activity that is leading to a sustained deterioration in the company's credit metrics. Moody's anticipates Crosby's total debt/ EBITDA will remain elevated at over 7 times for the next 12 months (inclusive of Moody's standard accounting adjustments), a level indicative of weakened credit metrics that are consistent with a B3 CFR. The B3 CFR balances Crosby's high leverage of over 7 times and exposure to capital-intensive and cyclical end markets against the company's global presence, strong market position and meaningful customer diversification. Moody's anticipates further contraction in Crosby's 2016 revenues due to ongoing end market weakness and foreign currency headwinds. However, Moody's also believes that business conditions for the oil and gas end market, which represents around a third of sales, will begin to improve as early as the second half of 2016. Operating margins are expected to improve as the company begins to yield greater cost savings from facility upgrades which are expected to be completed in 2017. The company's global footprint, strong market position, and good product diversity for highly-engineered lifting & rigging equipment and custom material handling solutions are supportive of the company's rating. Moody's anticipates Crosby will have an adequate liquidity profile in 2016 supported primarily by a largely unused $65 million revolving credit facility expiring in 2018. Capital expenditures are expected to be elevated over the next year driven by the company's facility upgrades. The company has secured additional financing to fund this project. Moody's believes the company's cash balances plus revolver availability should be sufficient to finance the company's cash outlays over the next 12 to 15 months. Moody's does not anticipate borrowings will trigger the springing first lien net leverage ratio, which applies if utilization exceeds 30% of the facility. The company is expected to maintain good headroom under the first lien net leverage ratio so long as the market does not materially deteriorate in 2016. There are no financial maintenance covenants in the term loan. The stable rating outlook reflects Moody's view that business conditions in Crosby's oil and gas end markets are anticipated to improve in the second half of 2016. The rating could become pressured if the company's free cash flow generation was anticipated to be negative for an extended period or if liquidity deteriorates. Moreover, EBITDA less capital expenditures to interest below 1.5 times on a forecasted basis could also result in a ratings downgrade. The rating could also be downgraded if the oil rig counts were anticipated to be depressed well into 2017. The company's high leverage and weak end markets make a ratings upgrade within the next 12 months unlikely. However, if the end markets improved meaningfully and the company demonstrated the capacity to maintain leverage below 6 times, the rating could experience upward momentum. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Crosby US Acquisition Corp, a subsidiary of Crosby Worldwide Ltd, is a manufacturer of highly-engineered lifting and rigging equipment, as well as customized material handling solutions. The company is headquartered in Tulsa, Oklahoma and had annual revenues of approximately $400 million through the LTM June 2015 period. CROWN MEDIA: Posts $8.65 Million Net Income for Third Quarter ------------------------------------------------------------- Crown Media Holdings, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $8.65 million on $106 million of net total revenue for the three months ended Sept. 30, 2015, compared to net income of $14.9 million on $93.3 million of net total revenue for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported net income of $47.2 million on $320 million of net total revenue compared to net income of $42.9 million on $281 million of net total revenue for the same period during the prior year. As of Sept. 30, 2015, the Company had $1.03 billion in total assets, $500 million in total liabilities and $539 million in total stockholders' equity. "We are pleased with the accomplishments achieved during Third Quarter, including the successful re-launch of our channels on AT&T, the culmination of our debt refinancing and the continued double-digit ratings growth for Hallmark Movies & Mysteries," said Bill Abbott, president and CEO of Crown Media Family Networks. "In a continuously changing marketplace, we are achieving historical audience levels and revenue milestones, underlining our ability to engage viewers. This momentum, along with our robust holiday slate, should pave the way to a strong fourth quarter." A full-text copy of the Form 10-Q is available for free at: http://is.gd/D4Ky39 About Crown Media Crown Media Holdings, Inc., is the corporate parent for the portfolio of cable networks and related businesses under Crown Media Family Networks. The company currently operates and distributes Hallmark Channel in both high definition (HD) and standard definition (SD) to 86 million subscribers in the U.S. Hallmark Channel is the nation's leading destination for quality family programming with an ambitious slate of TV movies and specials; original scripted series, including Cedar Cove, When Calls the Heart, and Signed, Sealed, Delivered; as well as some of television's most beloved sitcoms and series. Hallmark Channel's sibling network, Hallmark Movie Channel, is available in 54 million homes in HD and SD. One of America's fastest-growing cable networks, Hallmark Movie Channel provides family-friendly original movies with a mix of original films, classic theatrical releases, and presentations from the acclaimed Hallmark Hall of Fame library. In addition, Crown Media Family Networks includes the online offerings of http://www.HallmarkChannel.com/and http://www.HallmarkMovieChannel.com/ * * * As reported by the TCR on July 3, 2015, Standard & Poor's Ratings Services said that it raised its corporate credit rating on Crown Media Holdings Inc. to 'BB-' from 'B+'. "The upgrade reflects Crown Media's improved financial risk profile," said Standard & Poor's credit analyst Naveen Sarma. As reported by the TCR on July 2, 2014, Moody's Investors Service upgraded the Corporate Family Rating (CFR) of Crown Media Holdings, Inc. to B1 from B2, its Probability of Default Rating to B1-PD from B2-PD, and instrument ratings as detailed below. The outlook is stable. The upgrade incorporates evidence of traction with the original programming strategy and better than expected performance, which, combined with debt reduction, improved the credit profile. CULLMAN REGIONAL: Moody's Affirms Ba1 Rating on Series 2009A Bonds ------------------------------------------------------------------ Moody's Investors Service affirms the Ba1 assigned to Cullman Regional Medical Center (CRMC) Series 2009A bonds. The action affects $62.5 million of outstanding debt. The outlook remains stable. SUMMARY RATING RATIONALE The affirmation of the Ba1 rating acknowledges CRMC's notable improvement in operations and management which remain outweighed by the organization's small size, high leverage, and low adjusted cash to comprehensive debt. The challenging payor mix is exacerbated by the concentration of one commercial payor. OUTLOOK The stable outlook reflects Moody's expectation that CRMC will maintain operating performance more in line with recent years, continue to build their cash position and continue to pay down debt. WHAT COULD MAKE THE RATING GO UP Continued growth of operating revenue and absolute cash, allowing the organization to continue deleveraging Maintenance of strong operating margin and operating cash flow margin Continued strengthening of the balance sheet resulting in greater unrestricted cash cushion WHAT COULD MAKE THE RATING GO DOWN Increase in leverage and weakening of debt measures Inability to maintain above average margins OBLIGOR PROFILE Cullman Regional Medical Center is a small, 145 bed and $100 million in revenue hospital located in the county and city of Cullman. CRMC is a blended component unit of the Authority which is component unit of Cullman County, Alabama. CRMC is a level III trauma center and operates a cardiac center. LEGAL SECURITY The bonds are secured by a revenue pledge (as defined in the bond documents) of the Obligated Group, which consists of Cullman Regional Medical Center, Inc. (an Alabama nonprofit corporation and a 501(c)(3) organization) and the Health Care Authority of Cullman County, and a mortgage on the land and buildings. USE OF PROCEEDS Not Applicable PRINCIPAL METHODOLOGY The principal methodology used in this rating was Not-for-Profit Healthcare Rating Methodology published in March 2012. DALTON PROPERTIES: Voluntary Chapter 11 Case Summary ---------------------------------------------------- Debtor: Dalton Properties LLC Mobile Home Park fka Tea Properties LLC fka Dalton Properties LLC fka ETD Properties L.L.C. fka Walton L.L.C. fka AAL Properties LLC fka Brook Creek Apartments 80 wilwood Lake Morgantown, WV 26508 Tel: 304-282-9328 Case No.: 15-01071 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Northern District of West Virginia (Clarksburg) Debtor's Counsel: Martin P. Sheehan, Esq. SHEEHAN & NUGENT, PLLC 41 15th Street Wheeling, WV 26003 Tel: (304) 232-1064 Fax: (304) 232-1066 Email: sheehanbankruptcy@wvdsl.net Estimated Assets: $10 million to $50 million Estimated Liabilities: $1 million to $10 million The petition was signed by Eric T. Dalton, member-manager. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. EAGLE ROCK: S&P Raises CCR to 'B+' After Closing of Vanguard Deal ----------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Eagle Rock Energy Partners L.P. to 'B+' from 'B-' and removed it from CreditWatch, where S&P placed it with positive implications on May 22, 2015. This action followed the completion of Vanguard Natural Resources LLC's acquisition of Eagle Rock on Oct. 8, 2015. At the same time, S&P raised Eagle Rock's senior unsecured debt rating to 'B' from 'B-'. This debt is now held by Vanguard Operating, a wholly-owned subsidiary of Vanguard Natural Resources. Subsequently, S&P withdrew the corporate credit rating on Eagle Rock at the issuer's request. The rating actions follow the closing of Vanguard Natural Resources acquisition of Eagle Rock Energy Partners for $474 million in Vanguard common units, and the assumption of $180 million of Eagle Rock's net debt. S&P assess Eagle Rock as a "core" subsidiary of Vanguard, as defined under S&P's group rating methodology, and thus equalized its corporate credit rating on Eagle Rock to that of Vanguard. Subsequently, S&P withdrew the corporate credit rating at the issuer's request. S&P has raised the issue-level rating on Eagle Rock's unsecured debt to 'B' (equalized with the unsecured debt rating on Vanguard), with a recovery rating of '5' (higher end of the range). This debt is now held by Vanguard Operating, a wholly-owned subsidiary of Vanguard Natural Resources. EDGEN GROUP: S&P Lowers CCR to 'B' then Withdraws Rating -------------------------------------------------------- Standard & Poor's Ratings Services said it lowered its corporate credit rating on U.S.-based specialty steel distributor Edgen Group Inc. to 'B' following continued weakness in the global energy market, which has significantly reduced earnings in the company's OCTG segment. The outlook is negative. S&P subsequently withdrew all of its ratings, at the company's request, following the early redemption of its senior secured notes due 2020. ENERGY CONVERSION: Clark Hill Fee Application Granted in Part ------------------------------------------------------------- Judge Thomas J. Tucker of the United States Bankruptcy Court for the Eastern District of Michigan, Southern Division, sustained in part and overruled in part the objection of the Liquidation Trustee of the Energy Conversion Devices Liquidation Trust to the fee application filed by Clark Hill PLC, as counsel to the Official ECD Creditors Sub-Committee of the Official Committee of Unsecured Creditors. The Fee Application is granted subject to certain relatively minor reductions from the fee amount requested. Judge Tucker denied in its entirety a supplemental request filed by Clark Hill seeking approval of an additional $12,541 in fees for work done by the firm in defending its Fee Application against the Liquidation Trustee's Objection. The case is In re: ENERGY CONVERSION DEVICES, INC., et al., Chapter 11, Debtors, CASE NO. 12-43166, (JOINTLY ADMINISTERED)(Bankr. E.D. Mich.). A full-text copy of the Opinion dated October 16, 2015 is available at http://is.gd/wINbGwfrom Leagle.com. Energy Conversion Devices, Inc., Debtor In Possession, represented by Judy B. Calton, Esq. -- jcalton@honigman.com -- HONIGMAN MILLER SCHWARTZ & COHN LLP, Aaron M. Silver, Esq., Daniel J. Weiner, Esq. John Madden, Liquidating Trustee, represented by Tamar Dolcourt, Esq. -- tdolcourt@foley.com -- FOLEY & LARDNER LLP, Robert S. Hertzberg, Esq. -- hertzbergr@pepperlaw.com -- PEPPER HAMILTON LLP, Christopher D. Kaye, Esq. -- cdk@millerlawpc.com -- THE MILLER LAW FIRM PC, Deborah Kovsky-Apap, Esq. -- kovskyd@pepperlaw.com -- PEPPER HAMILTON LLP, Joseph R. Sgroi, Esq. -- jsgroi@honigman.com -- HONIGMAN MILLER SCHWARTZ & COHN LLP, John A. Simon, Esq., James D. VandeWyngearde, Esq. -- vandewyngearde@pepperlaw.com -- PEPPER HAMILTON LLP, Lesley S. Welwarth, Esq. -- welwarth@pepperlaw.com -- PEPPER HAMILTON LLP Daniel M. McDermott, U.S. Trustee, represented by Leslie K. Berg, David Foust Foley & Lardner LLP, Creditor Committee, represented by Judy A. O'Neill, Esq. -- joneill@foley.com -- FOLEY & LARDNER LLP Official Committee of Unsecured Creditors, Creditor Committee, represented by David G. Dragich, Esq. Official ECD Creditors Sub-Committee of the Official Committee of Unsecured Creditors, Creditor Committee, represented by Robert D. Gordon, Esq. About Energy Conversion Energy Conversion Devices -- http://energyconversiondevices.com/ -- has a renowned 51 year history since its formation in Detroit, Michigan and has been a pioneer in materials science and renewable energy technology development. The company has been awarded over 500 U.S. patents and international counterparts for its achievements. ECD's United Solar wholly owned subsidiary has been a global leader in building-integrated and rooftop photovoltaics for over 25 years. The company manufactures, sells and installs thin-film solar laminates that convert sunlight to clean, renewable energy using proprietary technology. ECD filed for Chapter 11 protection (Bankr. E.D. Mich. Case No. 12-43166) on Feb. 14, 2012. Judge Thomas J. Tucker presides over the case. Aaron M. Silver, Esq., Judy B. Calton, Esq., and Robert B. Weiss, Esq., at Honigman Miller Schwartz & Cohn LLP, in Detroit, Michigan, represent the Debtor as counsel. The Debtor estimated assets and debts of between $100 million and $500 million as of the petition date. The petition was signed by William Christopher Andrews, chief financial officer and executive vice president. Affiliate United Solar Ovonic LLC filed a separate Chapter 11 petition on the same day (Bankr. E.D. Mich. Case No. 12-43167). Affiliate Solar Integrated Technologies, Inc., filed a petition for relief under Chapter 7 of the Bankruptcy Code (Bankr. E.D. Mich. Case No. 12-43169). An official committee of unsecured creditors has been appointed in the case. Foley and Lardner, LLP represents the Committee. Scouler & Company, LLC, serves as financial advisor. The company had estimated in court papers that it was worth $986 million, based on nearly $800 million of investment in the manufacturing unit. The Debtors canceled an auction to sell USO as a going concern and discontinued the court-approved sale process after failing to receive an acceptable qualified bid by the bid deadline. Quarton Partners served as the companies' investment banker. The Debtors also hired auction services provider Hilco Industrial to prepare for an orderly sale of the companies' assets. In August 2012, the Debtors won confirmation of their Second Amended Chapter 11 Plan of Liquidation. The Plan was declared effective in September 2012. Under the Plan, unsecured creditors owed up to $337 million in claims were to expect a recovery between 50.1% and 59.3%. The Plan creates a trust to sell remaining assets and distribute proceeds in the order of priority laid out in bankruptcy law. ENERGY FUTURE: Enters Last Phase of Bankruptcy ---------------------------------------------- Steven Church, writing for Bloomberg News, reported that Energy Future Holdings Corp., after 18 months in bankruptcy, started what it hopes will be the final phase of its reorganization on Nov. 3, pushing for approval of its fourth major restructuring proposal. According to the report, the Dallas-based power provider is asking U.S. Bankruptcy Judge Christopher Sontchi in Wilmington, Delaware, to sign off on a deal that splits it in half. The question will be answered in a two-part trial that began Nov. 3, the report related. The deal would create a power distribution unit, including Oncor, Texas's biggest electric-transmission system, and a power generating unit, the report further related. Each half would be owned by separate groups of creditors including big name hedge funds specializing in distressed debt, the report added. About Energy Future Holding Corp. Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the Largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases Jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ESTMORELAND COAL: J. Gendell Reports 8.3% Stake as of Oct. 23 ------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Jeffrey L. Gendell disclosed that as of Oct. 23, 2015, he beneficially owns 1,492,898 shares of common stock of Westmoreland Coal Company, representing 8.3 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/90RBqx About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal Company reported a net loss applicable to common shareholders of $173 million in 2014, a net loss applicable to common shareholders of $6.05 million in 2013 and a net loss applicable to common shareholders of $8.58 million in 2012. As of June 30, 2015, the Company had $1.7 billion in total assets, $2.2 billion in total liabilities and a $423 million total deficit. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. EXCO RESOURCES: S&P Lowers CCR to 'SD' on Note Repurchase --------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Dallas-based EXCO Resources Inc. to 'SD' (selective default) from 'CCC+'. "The downgrade follows Exco's announcement that the company has entered into an agreement to repurchase a portion of its senior unsecured notes at a significant discount to par," said Standard & Poor's credit analyst Christine Besset. The company will repurchase $252 million of aggregate principal amount of notes in exchange for $109 million of senior secured second-lien loans, at a 57% discount to par. S&P views the repurchase as a distressed exchange because at the close of the transaction investors receive less than what was promised on the original securities. S&P notes that the repurchase reduces the company's approximately $1.28 billion of total debt by a $143 million, marginally improving financial leverage. S&P expects to review the corporate credit and issue-level ratings after the transaction closes. S&P's analysis will incorporate the challenging operating environment for oil and gas companies at current commodity prices, Exco's high, though marginally improved, leverage and our assessment of the company's liquidity position in 2016 and 2017. EXECUTIVE TITLE: Celtic Bank Case Against Non-Debtor Can Proceed ---------------------------------------------------------------- Celtic Bank Corporation brings a suit seeking a judgment of foreclosure against Executive Title, Inc. , because Executive Title allegedly defaulted on a loan Celtic had extended in connection with a purchase of real property. Celtic also seeks a judgment for breach of an unconditional guarantee against Martha Tovias based on the alleged default. Defendant Fernando R. Carranza & Associates is a tenant of the subject property. After Celtic instituted the action, Executive Title filed for bankruptcy protection, triggering an automatic stay of the case with respect to it. The parties disagree as to whether the case should proceed against Tovias despite the automatic stay. Before the court is Celtic's motion to proceed against Tovias. Judge Young B. Kim of the United States District Court for the Northern District of Illinois, Eastern Division, granted Celtic's motion. The case is CELTIC BANK CORPORATION, a Utah chartered bank, Plaintiff, v. EXECUTIVE TITLE, INC., f/k/a, Protect 1 Title, Inc., an Illinois corporation, MARTHA E. TOVIAS, and FERNANDO R. CARRANZA & ASSOCIATES, Defendants, NO. 15 CV 30 (N.D. Ill.). A full-text copy of the Memorandum Opinion and Order dated October 13, 2015 is available at http://is.gd/Oqd5vXfrom Leagle.com. Celtic Bank Corporation, Plaintiff, represented by Andrew Neal Levine, Esq. -- alevine@orourkeandmoody.com -- O'Rourke & Moody & Brian J. Stefanich, Esq. -- bstefanich@orourkeandmoody.com -- O'rourke & Moody Defendants, represented by Fernando Rogelio Carranza, Jr., Fernando R. Carranza & Associates, Cicero, Illinois, Phone: 708-298-0106, 800-459-0950 (Toll free) Fax: 708-416-0043. FAIRWAY GROUP: S&P Lowers CCR to 'CCC+'; Outlook Negative --------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on New York City-based Fairway Group Holdings Corp. to 'CCC+' from 'B-'. The outlook is negative. At the same time, S&P lowered its issue-level ratings on Fairway's $40 million 2017 revolver and $275 million 2018 term loan to 'CCC+' from 'B-'. The '4' recovery rating reflects S&P's expectation for average recovery in the event of payment default in the upper half of the 30% to 50% range. "The downgrade reflects our belief that Fairway needs to undergo a fundamental change in its capital structure to operate the business effectively in coming years," said credit analyst Diya Iyer. "Management is currently unable to commit funds for direct marketing or discount on a sustained basis because of covenant constraints. We believe the likelihood of the capital structure improving absent a successful restructuring of its debt burden is low given our expectations for operating performance." The negative outlook reflects S&P's view that Fairway will continue to find it challenging to outgrow its current capital structure given its new store growth plans and limited funding for strategies to restore positive comparable-store sales. As a result, S&P remain cautious on the company's ability to avoid a covenant default scenario absent a covenant waiver under its credit facilities or a sizable new investor infusion. A downgrade would indicate specific default scenarios envisioned for Fairway over the next 12 months from further weak performance or if the company cannot obtain new investor money to deleverage its balance sheet. In this situation S&P would view Fairway's capital structure as unsustainable, with potential for a near-term payment default if its liquidity conditions deteriorate further from increased working capital or other needs. An upgrade would reflect a sustainable capital structure put in place from new investor equity contributions to reduce funded debt levels, resulting in a significant deleveraging of the company well below its current 10x as well as improved liquidity. In addition, S&P would need to see Fairway demonstrate better operating performance from stabilized sales and profitability trends resulting in enhanced cash flow generation. FAMILY CHRISTIAN: Plan Administrator Seeks to Close 2 Cases ----------------------------------------------------------- Gary Murphey, plan administrator for debtors Family Christian, LLC, et. al., and their estates, asks the U.S. Bankruptcy Court for the Western District of Michigan, to authorize the modification of the case captions of the bankruptcy cases and to close the bankruptcy cases of Family Christian Holding, LLC and FCS Giftco, LLC. Mr. Murphey relates that the Court's Sale Order authorized and approved the Debtors' sale of substantially all of their assets to FCS Acquisition, LLC, pursuant to their Asset Purchase Agreement. Mr. Murphey further relates that FCS Acquisition acquired, among other things, all Intellectual Property of the Debtors, including, the rights to the Family Christian name. Mr. Murphey tells the court that pursuant to the Plan the Debtors' names are deemed changed automatically and the Debtors are required to change their names on all pleadings in the bankruptcy cases. Mr. Murphey further tells the Court that pursuant to the Plan, the Court's Confirmation Order shall act as a final decree, formally closing the bankruptcy cases of Family Christian Holding, LLC and FCS Giftco, LLC. U.S. Trustee Objection Daniel M. McDermott, United States Trustee for Region 9, contends that according to his calculations, the estates of the two cases that are proposed to be closed, Family Christian Holding, LLC, and FCS Giftco, LLC, owe unpaid quarterly fees for the third quarter of 2015. Mr. McDermott further contends that they now also owe quarterly fees for the current fourth quarter of 2015. Mr. McDermott calculates that each of these two estates owes at least $650 in quarterly fees. He asserts that these fees should be paid before the Court permits the closing of these two cases. Gary Murphey, Plan Administrator, is represented by: A. Todd Almassian, Esq. Greg J. Ekdahl, Esq. KELLER & ALMASSIAN, PLC 230 East Fulton Street Grand Rapids, MI 49503 Telephone: (616)364-2100 E-mail: talmassian@kalawgr.com gekdahl@kalawgr.com - and - Erich N. Durlacher, Esq. Brad A. Baldwin, Esq. BURR & FORMAN LLP Suite 1100, 171 17th Street, N.W. Atlanta, Georgia 30363 Telephone: (404)815-3000 Facsimile: (404)817-3244 E-mail: edurlacher@burr.com bbaldwin@burr.com Daniel M. McDermott, United States Trustee for Region 9, is represented by: Michael V. Maggio, Esq. OFFICE OF THE UNITED STATES TRUSTEE United States Department of Justice The Ledyard Building, Second Floor 125 Ottawa Avenue NW, Suite 200R Grand Rapids, Michigan 49503 Telephone: (616)456-2002, ext. 114 About Family Christian Family Christian Holding, LLC, is the sole owner and member of Family Christian, LLC, which operates and runs Family Christian stores, one of the largest retail sellers of Christian books, music, DVDs, church supplies, and other faith based merchandise. Family Christian, LLC, Family Christian Holding, LLC, and FCS Giftco, LLC, filed Chapter 11 bankruptcy petitions (Bankr. W.D. Mich. Lead Case No. 15-00643) on Feb. 11, 2015. The petition was signed by Chuck Bengochea as president and CEO. The Debtors estimated assets and liabilities of $50 million to $100 million. The Debtors are being represented by Todd Almassian, Esq., at Keller & Almassian PLC, and Erich Durlacher, Esq., Brad Baldwin, Esq., Bryan Glover, Esq., at Burr & Forman LLP as counsel. The U.S. Trustee for Region 9 appointed seven creditors of Family Christian LLC to serve on the official committee of unsecured creditors. FOUNDATION HEALTHCARE: Posts $339,000 Net Income for 3rd Quarter ---------------------------------------------------------------- Foundation Healthcare, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to Foundation Healthcare common stock of $339,182 on $32.59 million of revenues for the three months ended Sept. 30, 2015, compared to net income attributable to Foundation Healthcare common stock of $154,163 on $27.42 million of revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company recorded net income attributable to Foundation Healthcare common stock of $3.54 million on $94.00 million of revenues compared to a net loss attributable to Foundation Healthcare common stock of $3.24 million on $71.13 million of revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $56.65 million in total assets, $58.72 million in total liabilities, $7.83 million in preferred noncontrolling interest and a $9.90 million total deficit. "Patient care is our number one priority at Foundation HealthCare and a key differentiator in our business model," said Stanton Nelson, CEO of Foundation HealthCare. "Our physician partners and our clinical teams continue to perform at a high level which is why we believe our patient satisfaction scores are some of the highest in the country." "Patient service revenues grew 23% in the third quarter of 2015 compared to the same period last year. Year-to-date growth in patient service revenues has been 37%," said Nelson. "This continued revenue growth validates our business strategy of recruiting top tier physicians, providing our patients with an unparalleled health experience and expanding ancillary services." At Sept. 30, 2015, cash and cash equivalents totaled $4.8 million, compared to $2.9 million at December 31, 2014. A full-text copy of the Form 10-Q is available for free at: http://is.gd/gnjjPL About Foundation Healthcare Oklahoma-based Foundation Healthcare is a healthcare services company primarily focused on owning controlling interests in surgical hospitals and the inclusion of ancillary service lines. The Company currently owns controlling and noncontrolling interests in surgical hospitals located in Texas. The Company also owns noncontrolling interests in ambulatory surgery centers ("ASCs") located in Texas, Oklahoma, Pennsylvania, New Jersey, Maryland and Ohio. Additionally, the Company provides sleep testing management services to various rural hospitals in Iowa, Minnesota, Missouri, Nebraska and South Dakota under management contracts with the hospitals. The Company provides management services to a majority of its Affiliates under the terms of various management agreements. Prior to Dec. 2, 2013, the Company's name was Graymark Healthcare, Inc. Foundation Healthcare reported a net loss attributable to the Company common stock of $2.09 million on $101.9 million of revenues for the year ended Dec. 31, 2014, compared to a net loss attributable to the Company common stock of $20.4 million on $87.2 million of revenues in 2013. Hein & Associates LLP, in Denver, Colorado, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company had insufficient working capital as of Dec. 31, 2014, to fund anticipated working capital needs over the next twelve months. FREDDIE MAC: Won't Seek U.S. Aid After First Loss Since 2011 ------------------------------------------------------------ Cheyenne Hopkins, writing for Bloomberg News, reported that Freddie Mac moved closer to needing another dose of U.S. Treasury Department aid after reporting its first quarterly loss since 2011 stemming mostly from accounting for hedges against interest-rate risk. According to the report, the company, which has operated under federal conservatorship since it was seized along with rival Fannie Mae in 2008, had positive net worth of $1.3 billion after a half-billion dollar loss for the third quarter, according to a statement released Nov. 3. That means it won't need to add to the $71.3 billion in aid it has received since the financial crisis or the $96.5 billion it has sent to Treasury after regaining profitability in 2012, the report said. In the third quarter, the company had derivative losses of $4.2 billion, mainly due to accounting treatment for hedged assets and liabilities as interest rates declined, the report added. GELTECH SOLUTIONS: Borrows $200,000 From Reger ---------------------------------------------- GelTech Solutions, Inc., on Oct. 29, 2015, issued Mr. Reger a $200,000 7.5% secured convertible note in consideration for a $200,000 loan, according to a regulatory filing with the Securities and Exchange Commission. The note is convertible at $0.53 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 188,680 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 Solutions reported a net loss of $5.51 million on $800,000 of sales for the year ended June 30, 2015, compared to a net loss of $7.11 million on $815,000 of sales for the year ended June 30, 2014. As of June 30, 2015, the Company had $1.69 million in total assets, $5.24 million in total liabilities and a $3.55 million in total stockholders' deficit. Salberg & Company, P.A., in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2015, citing that the Company has a net loss and net cash used in operating activities in 2015 of $5.51 million and $3.66 million, respectively and has an accumulated deficit and stockholders' deficit of $40,647,303 and $3,550,528, respectively, at June 30, 2015. These matters raise substantial doubt about the Company's ability to continue as a going concern. GENWORTH MORTGAGE: Moody's Puts Ba1 Rating on Review for Upgrade ---------------------------------------------------------------- Moody's Investors Service has placed the Ba1 insurance financial strength rating of Genworth Mortgage Insurance Corporation on review for upgrade. The rating action was prompted by the announcement by GMICO's parent, Genworth Financial Inc. (Genworth, NYSE: GNW), that GMICO would be compliant with the private mortgage insurer eligibility requirements (PMIERS), with a prudent buffer, when taking into account an excess of loss reinsurance transaction on its 2015 block of business, that was effective on October 1, 2015 and is pending approval by Fannie Mae and Freddie Mac (the government-sponsored enterprises, or GSEs). Moody's stated that execution of the 2015 reinsurance transaction is credit positive for GMICO because it improves the company's ability to comply with the PMIER capital requirements, effective Dec. 31, 2015, and contributes to the company's excess assets above the minimum requirement that help handle volatility in its PMIER capital position. Moody's added, that the recently announced agreement to sell the company's European mortgage insurance operations -- that is pending customary closing conditions and regulatory approvals -- will further bolster the company's level of compliance against the PMIER capital requirements. Genworth stated, that this reinsurance transaction, which is pending approval from the GSEs, has similar terms and conditions to the two recent reinsurance transactions approved by the GSEs. RATINGS RATIONALE Moody's notes that the review for upgrade reflects GMICO's expected ability to comply with the PMIER requirements on the effective date, including an appropriate level of excess capital to handle volatility in its capital position, and its improving financial and business fundamentals, including a continued reduction in legacy losses and strong credit characteristics of new business. Genworth has taken a number of steps to eliminate a shortfall in assets required under the PMIERs that Genworth previously estimated totaled $500-$700 million. These steps include approximately $525 million in PMIERs capital credit year-to-date from three reinsurance transactions covering the 2009 through 2015 books of business, and the sale to its parent, for approximately $200 million in cash, of affiliate-issued preferred securities that did not receive capital credit under the PMIERs. GMICO is well capitalized under traditional measures, with a reported risk-to-capital ratio of 14.3:1 as of Sept. 30, 2015. Moody's stated that while it considers the addition of excess of loss reinsurance, and the improved level of PMIER compliance that it affords, to be credit positive for GMICO, it does not consider reinsurance to be of equivalent quality to equity as a source of capital. In the current environment, reinsurance is an efficient addition to a mortgage insurer's capital structure, but is less fungible, and lacks some of the permanence of equity as a source of capital, and as such, would offer a diminishing improvement in the company's credit profile as the proportion of reinsurance to equity capital increases. In addition to the rating action on GMICO, Moody's has withdrawn the Ba1, positive IFS rating of Genworth Residential Mortgage Insurance Corporation of North Carolina, which was merged into GMICO as part of an internal legal entity restructuring completed on Oct. 1, 2015. RATING DRIVERS Moody's stated that an upgrade of GMICO's Ba1 (review for upgrade) IFS rating is likely on GSE approval of the 2015 excess of loss reinsurance transaction. Because the rating is on review for upgrade, Moody's does not consider a downgrade likely at this stage, however the rating could be confirmed at its current level if the 2015 reinsurance agreement is not approved by the GSEs. LIST OF RATING ACTIONS This rating has been placed on review for upgrade: Genworth Mortgage Insurance Corporation at Ba1 This rating has been withdrawn: Genworth Residential Mortgage Insurance Corporation of North Carolina at Ba1 The principal methodology used in these ratings was Mortgage Insurers published in April 2015. GEOMET INC: Incurs $3.8 Million Net Loss in Third Quarter --------------------------------------------------------- GeoMet, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to common stockholders of $3.76 million for the three months ended Sept. 30, 2015, compared to a net loss available to common stockholders of $2.03 million for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss available to common stockholders of $8.21 million compared to net income available to common stockholders of $55.28 million for the same period during the prior year. As of Sept. 30, 2015, the Company had $18.82 million in total assets, $138,000 in total liabilities, $52.81 million in series A convertible redeemable preferred stock and a $34.12 million total stockholders' deficit. As of Sept. 30, 2015, the Company's remaining balance of cash totaled approximately $18.6 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/mgegXb 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. GR ROGUEWOOD: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------- Debtor: GR Roguewood, LLC 325 A St., Ste. 3 Ashland, OR 97520 Case No.: 15-63715 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court District of Oregon Judge: Hon. Thomas M Renn Debtor's Counsel: Julia I Manela, Esq. THE SCOTT LAW GROUP 497 Oakway Rd #245 Eugene, OR 97401 Tel: (541) 868-8005 Email: ecf@scott-law-group.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Elizabeth Bauer, manager, Gilded Rogue Enterprises, LLC, manager of Debtor. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/orb15-63715.pdf HENKEL TRUCKING: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Henkel Trucking LLC 420 E. Forest St. Lone Rock, WI 53556 Case No.: 15-13952 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Western District of Wisconsin (Madison) Judge: Hon. Robert D. Martin Debtor's Counsel: Roger Gene Merry, Esq. MERRY LAW OFFICES 1518 11th Street, Ste 1-1 Monroe, WI 53566 Tel: (608) 325-2065 Email: merrylaw1@tds.net Estimated Assets: $500,000 to $1 million Estimated Liabilities: $1 million to $10 million The petition was signed by Kenneth M. Henkel, owner. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/wieb15-13952.pdf HERCULES OFFSHORE: Fleet Status Report Filed -------------------------------------------- Hercules Offshore, Inc. on October 27, 2015, posted on its Web site at http://www.herculesoffshore.com/a report entitled "Hercules Offshore Fleet Status Report". The Fleet Status Report includes the Hercules Offshore Rig Fleet Status (as of October 27, 2015), which contains information for each of the Company's drilling rigs, including contract dayrate and duration. The Fleet Status Report also includes the Hercules Offshore Liftboat Fleet Status Report, which contains information by liftboat class for September 2015, including revenue per day and operating days. About Hercules Offshore Headquartered in Houston, Hercules Offshore, Inc. -- http://www.herculesoffshore.com/-- operates a fleet of 27 jackup rigs, including one rig under construction, and 21 liftboats. The Company offers a range of services to oil and gas producers to meet their needs during drilling, well service, platform inspection, maintenance, and decommissioning operations in several key shallow water provinces around the world. On Aug. 13, 2015 Hercules Offshore and 14 affiliated debtors each filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. 15-11685) in the U.S. Bankruptcy Court for the District of Delaware. The cases are pending before the Honorable Kevin J. Carey. The Debtors tapped Baker Botts LLP as counsel; Morris, Nichols, Arsht & Tunnell, as local counsel; Andrews Kurth LLP, as general corporate counsel; Lazard Freres & Co. LLC, as investment banker, Alvarez & Marsal, as restructuring advisor; and Prime Clerk, LLC, as claims and noticing agent. The Steering Group of Holders of Senior Notes is represented by Akin Gump Strauss Hauer & Feld LLP's Arik Preis, Esq., and Michael S. Stamer, Esq. HERO disclosed $546 million in assets and $1.306 billion in debt as of Aug. 11, 2015. * * * The Debtors on the Petition Date filed a pre-packaged Chapter 11 plan that would convert $1.2 billion of outstanding senior notes to 96.9% of new common equity. IDEAL MORTGAGE: Global Appraisal Claims Disallowed -------------------------------------------------- Judge Louis A. Scarcella of the United States Bankruptcy Court for the Eastern District of New York denied Laurence Holzer, individually and as managing member of Global Appraisal Solutions, LLC's motion to allow its claims against Ideal Mortgage Bankers Ltd., a/k/a Lend America, and a/k/a Consumer First Lending Key. Judge Scarcella granted R. Kenneth Barnard, Esq., the Chapter 7 Trustee's objection to the motion to the extent that Holzer's Claim No. 4-1 and Claim No. 4-2 will each be disallowed and expunged from the Court's Claims Register, and Claim No. 27 will be reclassified from a secured claim to a general unsecured claim. The case is In re: IDEAL MORTGAGE BANKERS, LTD., a/k/a LEND AMERICA, a/k/a CONSUMER FIRST LENDING KEY, Debtor, CASE NO. 10-79280-LAS (Bankr. E.D.N.Y.). A full-text copy of the Memorandum Decision dated October 14, 2015 is available at http://is.gd/lsSmLZfrom Leagle.com. R Kenneth Barnard, Trustee, represented by Ronald J Friedman, Esq. -- RFriedman@SilvermanAcampora.com -- SilvermanAcampora LLP, Adam L Rosen, Esq. -- arosen@diamondmccarthy.com -- Diamond McCarthy LLP, Lon J Seidman, Esq. -- lseidman@diamondmccarthy.com -- Diamond McCarthy LLP. INDUSTRIAL ENTERPRISES: Esposito Bid to Revoke Plan Order Denied ---------------------------------------------------------------- Judge Brendan Linehan Shannon tossed a motion filed by Michael C. Esposito to revoke confirmation of the Chapter 11 Plan of Reorganization for Industrial Enterprises of America, Inc. Norman L. Pernick, Chapter 11 trustee for Pitt Penn Holding Co., Inc., et al., objected to the motion, noting that Mr. Esposito is not a creditor of IEAM or any other affiliated debtor. The Trustee also said that the motion to revoke is procedurally deficient and substantively without any merit, and must be denied. Mr. Esposito filed the Motion to Revoke on Feb. 23, 2015, stating that since the confirmation hearing, IEAM has incurred over $1.3 million of professional fee billings. If the Plan was to go effective, the cash deficit to go effective would be well over $2 million. Since there is no effective date in sight, however, the figure will only materially increase over the ensuing months. "The Motion of Michael C. Esposito to Revoke Confirmation of the Chapter 11 Plan of Reorganization for Industrial Enterprises of America, Inc., under Section 1144 of the Bankruptcy Coke is DENIED because an adversary proceeding was not filed within 180 days after the entry of the Confirmation Order as required by Sec. 1144 and Federal Rule of Bankruptcy Procedure 7001(5)", Judge Shannon ruled. "The Request for Sanctions against Michael C. Esposito is DENIED WITHOUT PREJUDICE." Plan Confirmation Order As reported in the TCR, Judge Brendan Linehan Shannon confirmed, on Aug. 28, 2014, the Plan of Liquidation filed by Norman L. Pernick, the court-appointed Chapter 11 trustee for Industrial Enterprises of America, Inc. In accordance with the Plan, the Trustee will execute the IEAM Liquidating Trust Agreement and take all actions necessary to establish the IEAM Liquidating Trust. The IEAM Liquidating Trust will be funded with $500,000 with $500,000 on the effective date. The reserve will be replenished up to $500,000 as litigation proceeds are realized. The replenishment will come first from the 72% of the estate's recovery in litigation and next, to the extent necessary, Omtammot's 28% claim of the estate's recovery in litigation. About Pitt Penn Pitt Penn Holding Co., Inc., and Pitt Penn Oil Co., LLC, each filed voluntary petitions for Chapter 11 relief (Bankr. D. Del. Case Nos. 09-11475 and 09-11476) on April 30, 2009. Industrial Enterprises of America, Inc., f/k/a Advanced Bio/Chem, Inc., filed for Chapter 11 protection (Bankr. D. Del. Case No. 09-11508) on May 1, 2009. EMC Packaging, Inc., filed a voluntary petition for Chapter 11 relief (Bankr. D. Del. Case No. 09-11524) on May 4, 2009. Unifide Industries, LLC, and Today's Way Manufacturing LLC, each filed a voluntary petition for Chapter 11 relief (Bankr. D. Del. Case Nos. 09-11587 and 09-11586) on May 6, 2009. PPH, PPO, EMC, Unifide, and Today's Way are each subsidiaries of IEAM. The cases are jointly administered under Case No. 09-11475. Christopher D. Loizides, Esq., at Loizides, P.A., in Wilmington, Del., represents the Debtors as counsel. In its petition, Industrial Enterprises disclosed total assets of $50,476,697 and total debts of $17,853,997. Industrial Enterprises originally operated as a holding company with four wholly owned subsidiaries, PPH, EMC, Unifide, and Today's Way. PPH, through its wholly owned subsidiary, PPO, was a leading manufacturer, marketer and seller of automotive chemicals and additives. EMC's original business consisted of converting hydrofluorocarbon gases R134a and R152a into branded private label refrigerant and propellant products. Unifide was a leading marketer and seller of automotive chemicals and additives. Today's Way manufactured and packaged the products which were sold by Unifide. Norman L. Pernick was appointed as the chapter 11 trustee for the Debtors. The trustee tapped Cole, Schotz, Meisel, Forman & Leonard, P.A., as counsel, and CohnReznick LLP as his exclusive financial advisor. INSITE VISION: Closes Merger with Sun Pharmaceutical ---------------------------------------------------- As previously disclosed, on Sept. 15, 2015, InSite Vision Incorporated, Ranbaxy, Inc., an indirect wholly owned subsidiary of Sun Pharmaceutical Industries Ltd., and Thea Acquisition Corp., ("Merger Sub") a direct wholly owned subsidiary of Ranbaxy, entered into an Agreement and Plan of Merger, providing for the acquisition of the Company by Ranbaxy at a purchase price of $0.35 per share. Pursuant to the Merger Agreement, on Sept. 29, 2015, Merger Sub commenced a cash tender offer to purchase all outstanding shares of the common stock, par value $0.01 per share, of the Company, at a price of $0.35 per share, without interest and less any withholding of taxes required by applicable law. Following the expiration of the Offer at 12:00 midnight, New York City time, on Oct. 27, 2015, Merger Sub accepted for payment 104,216,642 shares of Common Stock, representing approximately 79% of the outstanding shares of Common Stock. An additional 379,349 shares of Common Stock were tendered by notice of guaranteed delivery, representing, when combined with the shares of Common Stock tendered and not properly withdrawn from the Offer, approximately 79.27% of the outstanding shares of Common Stock. Pursuant to the Merger Agreement, Merger Sub exercised the "top-up option" to acquire an additional 141,599,389 newly issued shares of Common Stock from the Company on Oct. 30, 2015, at a price per share equal to the $0.35 per share offer price in the Offer, following which Merger Sub held more than 90% of the outstanding shares of Common Stock. Pursuant to the terms and conditions of the Merger Agreement, Merger Sub was merged with and into the Company on Nov. 2, 2015, in accordance with applicable provisions of Delaware law that authorize the consummation of the Merger without a vote or meeting of stockholders of the Company. At the effective time of the Merger, each outstanding share of Common Stock not tendered in the Offer was converted into the right to receive $0.35 in cash, without interest thereon and less any applicable withholding taxes. In addition: * At the Effective Time, each option to purchase shares of Common Stock, (i) to the extent not then vested or exercisable, became fully vested and exercisable and (ii) was cancelled in exchange for a cash payment in an amount equal to the excess, if any, of $0.35 over the exercise price of such InSite Option. * Pursuant to the terms of the outstanding warrants to purchase Common Stock, as a result of the Merger, each holder of an InSite Warrant has the right to elect, during the period beginning on the date of public announcement of the Merger and ending 45 days after public announcement of the completion of the Merger, to surrender his, her or its InSite Warrants to the Company as the surviving corporation of the Merger in return for a cash payment equal to the Black- Scholes value of such holder's InSite Warrants in lieu of continuing to hold its InSite Warrants. With respect to InSite Warrants for which an election described in the preceding sentence does not occur within the time specified in the InSite Warrant, such InSite Warrants were cancelled and will only entitle the holder of the InSite Warrant to receive at such time an amount in cash determined by (A) multiplying (1) the number of shares of Common Stock issuable upon exercise of the InSite Warrant immediately prior to the Effective Time by (2) the excess, if any, of $0.35 over the exercise price of such InSite Warrant. Merger Sub funded the total payments required to complete the Offer and the Merger with cash on hand of Ranbaxy. Following the consummation of the Merger, the Company continued as the surviving corporation and became a wholly owned subsidiary of Ranbaxy. Pursuant to the Merger Agreement, Merger Sub exercised the "top-up option" to acquire an additional 141,599,389 newly issued shares of Common Stock from the Company on Oct. 30, 2015, at a price per share equal to the $0.35 per share offer price in the Offer. The aggregate purchase price for such shares of Common Stock was paid by Merger Sub to the Company through a cash payment of $1,415,994 and the issuance of a promissory note in the principal amount of $48,143,793. Changes in Control of the Company As a result of the acceptance of shares of Common Stock in the Offer, a change in control of the Company has occurred. The total amount of funds required by Merger Sub to purchase the shares of Common Stock in the Offer was approximately $36,608,597. Merger Sub obtained the funds from cash on hand of Ranbaxy, its parent company. Departure of Directors In accordance with the terms of the Merger Agreement and effective as of the Effective Time, Timothy McInerney, Brian Levy, Robert O'Holla, Timothy Ruane, Craig Tooman, Anthony J. Yost, who together comprised the entire Board of Directors of the Company prior to the Effective Time, resigned as members of the Board of Directors of the Company. Immediately following the Effective Time, Kal Sundaram, Sunil Mehta and Javesh Shah, the directors of Merger Sub immediately prior to the Effective Time, became the directors of the Company. Amendments to Articles of Incorporation Pursuant to the Merger Agreement, at the Effective Time, the certificate of incorporation of the Company was amended and restated in its entirety and the bylaws of Merger Sub as in effect immediately prior to the Effective Time became the bylaws of the Company, except that in each case the name of the Company set forth therein was changed to "InSite Vision Incorporated." Files Form 15 Insite Vision has suspended its reporting obligations under Section 15(d) of the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the Securities and Exchange Commission on Nov. 2, 2015. Terminates Registration of Securities As a result of the merger, the Company has terminated any offerings of its securities under the following registration statements: (a) Registration Statements on Form S-1 of InSite Vision: * File No. 333-205644 registering 3,464,456 shares of common stock, par value $0.01 per share, of the Company * File No. 333-201052 registering 5,078,070 shares of Common Stock (b) Registration statements on Form S-8: * File No. 333-194965 registering 2,639,020 shares of common stock, par value $0.01 per share, of the Company for issuance under the InSite Vision Incorporated 2007 Performance Incentive Plan * File No. 333-186572 registering 2,639,020 shares of Common Stock for issuance under the InSite Vision Incorporated 2007 Performance Incentive Plan * File No. 333-179038 registering 6,427,421 shares of Common Stock for issuance under the InSite Vision Incorporated 2007 Performance Incentive Plan. * File No. 333-171942 registering 1,896,452 shares of Common Stock for issuance under the InSite Vision Incorporated 2007 Performance Incentive Plan * File No. 333-149832 registering (i) 3,753,961 shares of Common Stock for issuance under the InSite Vision Incorporated 2007 Performance Incentive Plan and (ii) 125,000 shares of Common Stock for issuance under the InSite Vision Incorporated Amended and Restated Employee Stock Purchase Plan * File No. 333-143016 registering (i) 1,865,699 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and (ii) 125,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Employee Stock Purchase Plan * File No. 333-133010 registering (i) 1,592,234 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and (ii) 125,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Employee Stock Purchase Plan * File No. 333-126083 registering (i) 1,247,574 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and (ii) 125,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan * File No. 333-117193 registering (i) 1,586,123 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and (ii) 350,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Employee Stock Purchase Plan * File No. 333-72098 registering 497,014 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan. * File No. 333-43504 registering (i) 405,916 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and (ii) 85,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Employee Stock Purchase Plan * File No. 333-79789 registering 336,979 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan * File No. 333-60057 registering 265,521 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan * File No. 333-29801 registering 500,000 shares of Common Stock for issuance under the InSite Vision Incorporated 1994 Stock Option Plan and 500,000 options to purchase common stock (c) Registration Statements on Form S-3: * File No. 333-137994 registering 5,748,091 shares of common stock, par value $0.01 per share, of the Company * File No. 333-131744 registering 1,460,000 shares of Common Stock * File No. 333-130248 registering 922,800 shares of Common Stock * File No. 333-126084 registering 22,090,884 shares of Common Stock * File No. 333-116973 registering 51,234,294 shares of Common Stock * File No. 333-38266 registering 4,857,097 shares of Common Stock * File No. 333-36673 registering 2,626,000 shares of Common Stock 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. KRISHNA ASSOCIATES: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Krishna Associates, LLC 2910 Harrisburg Lane Texarkana, TX 75503 Case No.: 15-50148 Nature of Business: Motel Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Eastern District of Texas (Texarkana) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Bill F. Payne, Esq. THE MOORE LAW FIRM, L.L.P 100 North Main Street Paris, TX 75460-4222 Tel: (903) 784-4393 ext. 40 Email: lgarner@moorefirm.com bpayne@moorefirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Hiren Patel, president. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. LAND VENTURES: Magistrate Judge Cannot Decide on Malpractice Suit ----------------------------------------------------------------- Land Ventures for 2, LLC, commenced a legal malpractice action against its former bankruptcy attorney, Michael Fritz, and his law firm, invoking the bankruptcy court's diversity jurisdiction. In a Memorandum Opinion and Order dated October 9, 2015, a full-text copy of which is available at http://is.gd/qTMo1Cfrm Leagle.com, Chief Judge W. Keith Watkins of the United States District Court for the Middle District of Alabama, Northern Division, vacated the erroneous primary assignment of the matter to the magistrate judge and adopted and affirmed the orders previously entered by the magistrate judge. Chief Magistrate Judge Susan Russ Walker has been presiding over the action pursuant to the parties' consent and a general order of the court regarding the primary assignment of a percentage of specified civil cases to the magistrate judges. But that consent and assignment do not stand on solid legal ground, Judge Watkins said. Because the malpractice action is "otherwise related to a case under title 11, the authority to enter a final judgment resides solely in "the district judge after considering the bankruptcy judge's proposed findings and conclusions and after reviewing de novo those matters to which any party has timely and specifically objected, Judge Watkins held. The case is captioned LAND VENTURES FOR 2, LLC, Plaintiff, v. MICHAEL A. FRITZ, SR., et al., Defendants, CASE NO. 2:12-CV-240-WKW(M.D. Ala.). Land Ventures for 2, LLC, Plaintiff, is represented by: Christina Diane Crow, Esq. Lynn Wilson Jinks, III, Esq. Nathan Andrew Dickson, II, Esq. JINKS CROW & DICKSON, P.C. Email: ccrow@jinkslaw.com ljinks@jinkslaw.com ndickson@jinkslaw.com -- and -- Nicholas Heath Wooten, Esq. NICK WOOTEN, LLC 1702 Catherine CT Auburn, AL 36831 Phone: 334 887 3000 Email: nick@nickwooten.com Defendants are represented by: R. Austin Huffaker, Jr., Esq. Ronald Gregg Davenport, Esq. RUSHTON STAKELY JOHNSTON & GARRETT PC 184 Commerce Street Montgomery, AL 36104 Phone: 334.834.8480 or 334.206.3100 Fax: 334.262.6277 Email: rah2@rushtonstakely.com RGD@rushtonstakely.com Based in Defuniak Springs, Florida, Land Ventures for 2, LLC, filed for chapter 11 bankruptcy protection (Bankr. M.D. Ala. Case No. 10-30651) on March 16, 2010. Judge William R. Sawyer presides over the case. Michael A. Fritz, Sr., Esq., at Fritz & Hughes, LLC, in Montgomery, Alabama, serves as the Debtor's bankruptcy counsel. In its schedules, the Company disclosed $3,162,500 in assets and $1,294,980 in debts. LEONARD DIAS PC: Trustee's Motion to Dismiss Ch. 7 Case Denied -------------------------------------------------------------- The appointed Chapter 7 Trustee in Leonard L.J. Dias, M.D., P.C.'s case, Collene K. Corcoran, filed a Motion to Dismiss the case. The Debtor and Fifth Third Bank objected. Subsequently, Fifth Third Bank withdrew its objection, but the Debtor's objection remains. In her Motion to Dismiss, the Trustee cites the lack of cooperation of the Debtor's principal, Dr. Leonard L.J. Dias, M.D., the lack of assets in the estate, the substantial amount of patient records of the Debtor that may require disposal pursuant to 11 U.S.C. Section 351, and the lack of a recognizable bankruptcy purpose to file this Chapter 7 proceeding. The Debtor responded by disputing the factual allegations made by the Trustee and pointing out that 11 U.S.C. Section 351 is designed to meet the specific fact scenario present in this case. The Court heard oral argument regarding the Trustee's Motion to Dismiss on September 30, 2015, and allowed the parties an opportunity to file supplemental briefs, which both the Debtor and the Trustee did on October 1, 2015. Judge Daniel S. Opperman of the United States Bankruptcy Court for the Eastern District of Michigan, Southern Division, said the Court is persuaded that the nature of Dr. Dias' medical practice, which involved his patients visiting the office for medical treatment, including minor surgery, does not meet the elements of a "health care business." First, as Section 101(27A) indicates, there must be some sort of medical treatment that requires the need for some sort of specialized, general hospital, or ancillary type facility, all as suggested by subsections (A) and (B). These subsections are instructive and cannot be ignored in construing Section 101(27A) in applying that statute to specific circumstances. Second, as Banes, Medical Assocs., and Alternate Family all point out, there is some sort of need for a residency or extended care visitation required under Section 101(27A). Third, in reviewing the nature of the practice in Banes, Medical Assocs., and Alternate Family, the Court considers the general practice of medicine to be more similar to a dental practice, as was the case in Banes, as opposed to the other two types of practices, which included administrative support for doctors or a child placing and caring agency and facility. Judge Opperman held that the Court cannot ignore the Debtor's own self selection of "other" as opposed to "health care business" in the voluntary petition. Here, the Debtor had an opportunity to label itself as a health care business, but chose not to do so. This self labeling occurred prior to any issue of whether Section 351 applied and cannot be ignored by the Court. While the Court may not always find that the self labeling of a business by a debtor is binding, here it is very instructive that the Debtor did not consider itself a health care business until the issue was raised by the Trustee. The Court then turns to whether the Trustee's Motion to Dismiss should be granted. Judge Opperman ruled that, here, the Court notes the frustration of the Trustee of the lack of cooperation by Dr. Dias, but understands that this lack of cooperation may be caused in part by Dr. Dias' medical condition. Second, the Court notes that many Chapter 7 cases are filed that are without sufficient assets to pay administrative expenses, much less a distribution to unsecured creditors. Taking the factors as argued by the Trustee, the Court cannot find the necessary foundation to find that this case should be dismissed. Accordingly, Judge Opperman concluded that Dias P.C. is not a health care business as defined by Section 101(27A) and, therefore, the provisions of Section 351 do not apply. The Court denied the Motion to Dismiss filed by Chapter 7 Trustee. The case is IN RE: LEONARD L.J. DIAS, M.D., P.C., Chapter 7 Proceeding. Debtor, CASE NO. 15-30729-DOF (Bankr. E.D. Mic.). A full-text copy of the Opinion dated October 16, 2015 is available at http://is.gd/t5UtCUfrom Leagle.com. Leonard L.J. Dias, M.D., P.C., Debtor, represented by: Jeffrey A. Chimovitz, Esq. 7550 S Saginaw St Ste 6 Grand Blanc, MI, 48439-1875 Phone: 810) 238-9615 Collene K. Corcoran, Trustee, represented by: Kevin M. Smith, Esq. BEADLE SMITH PLC 445 South Livernois Road # 305 Rochester Hills, MI 48307 Phone: (248) 650-6094 LPL HOLDINGS: S&P Assigns 'BB-' Rating on Proposed Sr. Sec. Loan ---------------------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'BB-' issue rating on LPL Holdings Inc.'s proposed senior secured term loan B. At the same time, S&P affirmed its 'BB-' issuer credit and senior secured debt ratings on LPL. The outlook remains stable. "The ratings affirmation reflects our view that the firm's funding and liquidity will remain in line with our expectations despite the proposed stock buybacks," said Standard & Poor's credit analyst Robert Hoban. Specifically, S&P expects its gross stable funding ratio (GSFR)--available stable funding to gross stable funding needs--and its liquidity coverage metric (LCM)--balance sheet liquidity sources divided by balance sheet liquidity needs--will both remain well above 100%. Ratings continue to reflect LPL's aggressive financial management, including substantially negative tangible equity, even before this latest round of stock buybacks. As a result, S&P views capitalization as a material rating weakness. The firm's strong, stable risk-adjusted returns and relatively modest credit and market risk exposure and appetite only partially mitigate this risk. The rating also reflects LPL's strong business position given that it is the ninth-largest U.S. retail broker in terms of total client assets, and the largest focused purely on the independent broker/adviser channel. Further supporting the firm's business stability is its relatively low-risk mix of mostly agency business and that recurring asset-based fees and other more-stable sources account for approximately two-thirds of revenues. That said, S&P also believes that the firm's independent contractor model involves higher operating and compliance risks than those faced by firms with employee financial advisers, which typically have compliance people in their sales offices. Although LPL is more narrowly focused than most of its larger peers, S&P considers its diversification appropriate for the rating given its national franchise and full suite of brokerage and investment advisory products. "The stable rating outlook reflects our expectations that LPL will maintain operating performance sufficient to comfortably meet its debt covenants despite some market and cost headwinds," said Mr. Hoban. "Further, we expect that financial management will remain aggressive, with negative tangible equity, but that risk exposure and appetite will remain modest." S&P expects the firm will maintain a minimum of $200 million in liquidity on balance sheet while it executes the share buybacks, and that the GSFR and the LCM will remain above 100%. Further, S&P expects the firm to continue to proactively manage its debt to limit near-term maturities. MANHATTAN 335 TOWER: Case Summary & 20 Top Unsecured Creditors -------------------------------------------------------------- Debtor: Manhattan 335 Tower, Inc. 9322 Third Avenue, Suite 502 Brooklyn, NY 11209 Case No.: 15-74693 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Eastern District of New York (Central Islip) Judge: Hon. Louis A. Scarcella Debtor's Counsel: Ted J. Donovan, Esq. GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP 1501 Broadway, 22nd Floor New York, NY 10036 Tel: (212)-301-6943 Fax: (212)-422-6836 Email: Tdonovan@gwfglaw.com Estimated Assets: $10 million to $50 million Estimated Liabilities: $10 million to $50 million The petition was signed by Tim Ziss, authorized signatory. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Chu Jiang/Hua Dong Ye $500,000 Hui Hua Realty LLC 1515 Jamison Dr, Allen TX 75013 Tel: (972) 757 5869 Xiao M Lu $440,000 c/o Jeffrey Sharkey, Esq. 2564 Aster Place South Westbury, NY 11590 Yang Gui $250,000 1712 Flushing Ave Ridgewood NY 11385 Tel: (917) 831 9093 Hiu Chen $230,000 Yu Tung $200,000 Liangshun Lin $200,000 Liang Chen $198,500 Hong Kong Kari $180,000 Tai Lan Cheng $162,000 Qui Jin Chen $150,625 Qiong Lin $150,000 Peng Peng Loke $150,000 Sheng Yang $130,000 Shu Xin Chen $100,000 Jian Yun Le $100,000 Zhong Lin $100,000 Sheren Cheng $92,000 Zhenmei Zhuo $90,000 Hiu Ying Giuo $62,000 Yuxiang Qiu $60,000 MEDASSETS INC: Moody's Puts B1 CFR on Review for Downgrade ---------------------------------------------------------- Moody's Investors Service placed the ratings of MedAssets, Inc. under review for downgrade, including the company's B1 Corporate Family Rating and B1-PD Probability of Default Rating. The review was prompted by the announcement on Nov. 2, 2015, that Pamplona Capital Management has entered into a definitive agreement to acquire MedAssets for an enterprise value of $2.7 billion, including debt. The transaction is expected to close in the first quarter of 2016, pending receipt of customary approvals and closing conditions. These ratings were placed under review for downgrade: MedAssets, Inc. Corporate Family Rating, B1 Probability of Default Rating, B1-PD Senior secured first lien credit facilities, Ba3 (LGD3) Senior unsecured notes due 2018, B3 (LGD5) RATING RATIONALE The rating review will focus primarily on changes to the organizational structure, financial leverage, and the capital structure that will result from the sale to Pamplona, as well as ongoing operating trends at MedAssets. Given change of control provisions in the company's credit agreement and indenture, Moody's expects that at closing, all of MedAssets' outstanding debt will be retired and that all of MedAssets' ratings will be withdrawn. MedAssets' B1 Corporate Family Rating (currently under review for downgrade) reflects the company's small size relative to many other rated borrowers and large industry players, its high financial leverage, and its historically aggressive acquisition strategy. In addition, the rating reflects the intensely competitive market for MedAssets' services characterized by innovation and the frequent introduction of new product and service offerings to remain successful. Mitigating these risks, the rating reflects the company's good track record of post-acquisition debt reduction and the company's relatively large and geographically diverse customer base. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Based in Alpharetta, Georgia, MedAssets, Inc. provides supply and cost management services and a variety of financial software and revenue service solutions primarily to U.S. hospitals and health systems. MedAssets' customer base includes about 4,500 acute care hospitals and over 123,000 ancillary (non-acute care) provider locations. For the twelve months ended June 30, 2015, MedAssets generated revenue of approximately $750 million. MIDWEST QUALITY: Case Summary & 20 Largest Unsecured Creditors -------------------------------------------------------------- Debtor: Midwest Quality Bedding, Inc. dba Mattress Mart 8400 Industrial Parkway Plain City, OH 43064 Case No.: 15-57113 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Southern District of Ohio (Columbus) Judge: Hon. John E. Hoffman Jr. Debtor's Counsel: Matthew J Thompson, Esq. NOBILE & THOMPSON CO., L.P.A. 4876 Cemetery Road Hilliard, OH 43026 Tel: 614-529-8600 Fax: 614-529-8656 Email: lahennessy@ntlegal.com Total Assets: $61,000 Total Liabilities: $1.73 million The petition was signed by Jerry S. Fogt, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ohsb15-57113.pdf MIG LLC: Complaint Filed vs. Shenton Park to Stop BVI Liquidation ----------------------------------------------------------------- MIG, LLC and ITC Cellular, LLC, on Aug. 19, 2015, commenced an adversary proceeding before the U.S. Bankruptcy Court for the District of Delaware to seek: (a) a declaration that the automatic stay operates to prevent Shenton Park Company, Inc. from taking actions to have a liquidator appointed over the Debtors' sole equity holder, Caucuscom Ventures L.P. or extension of the automatic stay under Section 362(a) of the Bankruptcy Code to such action; and/or (b) a temporary restraining order and preliminary injunction pursuant to Section 105(a) of the Bankruptcy Code, Rules 7001(7) and 7065 of the Federal Rules of Bankruptcy Procedure, and Rule 65 of the Federal Rules of Civil Procedure, enjoining Shenton Park during the pendency of the Chapter 11 Cases from proceeding with prosecution of and requiring them to take all actions necessary to stay, adjourn, or otherwise withdraw the Application for Winding Up and Appointment of Liquidator (the "BVI Application") filed by Shenton Park in the British Virgin Islands, Case Number BVIHCM 2015/0075 (the "BVI Liquidator Action"), which apparently seeks the winding up and appointment of a liquidator over Caucuscom. The Debtors believe that Shenton Park's efforts to seek liquidation of Caucuscom, would be devastating to the Debtors' ability, as debtors-in-possession, to operate their business, administer their Chapter 11 Cases, and negotiate a plan of reorganization that maximizes the value of the Debtors' estates. Thus, the Debtors have commenced the adversary proceeding to protect the Debtors' estates. Caucuscom owns 100% of the membership interests in MIG. The Debtors do not believe that Caucuscom has any assets other than its membership interests in MIG. Shenton Park is a BVI company controlled by Swiss Partners Advisors Ltd., as Trustee. Shenton Park, along with Yola Investments S.a.r.l. ("Yola") and Gtel L.P. ("Gtel") are limited partners of Caucuscom. MIG owns 100% of the membership interests in debtor ITC Cellular. ITC Cellular in turn owns 46% of the membership interests of non-debtor International Telcell Cellular, LLC ("International Telcell"). International Telcell, directly and indirectly through its wholly owned non-debtor subsidiary, Telcell Wireless, LLC, owns all the issued and outstanding equity interests of non-debtor Magticom Ltd., the leading mobile telephone company in the Republic of Georgia. The remaining ownership stake of International Telcell is held 51% by Dr. George Jokhtaberidze, a Georgian national who founded Magticom, and 3% by Gemstone Management Ltd., an entity formed by certain former management of Magticom. The Debtors' value is derived almost solely from their interests in International Telcell and, indirectly, Magticom. The Second Amended and Restated Limited Liability Company Agreement of International Telcell Cellular, LLC, dated January 15, 2009 (the "International Telcell LLC Agreement") provides that Dr. Jokhtaberidze and the Debtors exercise joint management control over International Telcell regarding all key decisions related to the management of Magticom on a 50/50 basis, provided that certain change of control provisions have not been triggered. Both the Debtors and Dr. Jokhtaberidze are bound by non-alienation and change of control provisions regarding their interests in Magticom. These provisions, as they relate to the Debtors, are triggered by the occurrence of certain events with respect to certain entities in MIG's and ITC Cellular's ownership chain (each an "ITC Cellular Change of Control"). Counsel to the Debtors, Dennis A. Meloro, Esq., at Greenberg Traurig, LLP, asserts that although Caucuscom is not a debtor in the Chapter 11 cases, should the BVI Liquidator Action continue against Caucuscom, the Debtors' restructuring efforts will be entirely frustrated, as the value of the Debtors' estates would be severely diminished if the BVI Liquidator Action in fact causes an ITC Cellular Change of Control. Mr. Meloro notes that if an ITC Cellular Change of Control occurs, the chances of a successful reorganization will be substantially impaired, if not foreclosed entirely. He avers that the Debtors' right to receive the critical income stream will be eliminated, and their right to pursue legal action to protect that income stream will be eradicated. In addition, Mr. Meloro points out, the value of the equity interests comprising the Debtors' key assets -- their direct and indirect ownership of International Telcell and Magticom -- will be substantially diminished. A copy of the complaint is available for free at: http://bankrupt.com/misc/MIG_LLC_473_Adv_Pro_vs_Shenton.pdf The Debtors' attorneys: GREENBERG TRAURIG, LLP Dennis A. Meloro, Esq. 1007 North Orange Street, Suite 1200 Wilmington, DE 19801 Telephone: (302) 661-7000 Facsimile (302) 661-7360 E-mail: melorod@gtlaw.com - and - Nancy A. Mitchell, Esq. Maria J. DiConza, Esq. 200 Park Avenue New York, NY 10166 Telephone: (212) 801-9200 Facsimile: (212) 801-6400 E-mail: mitchelln@gtlaw.com diconzam@gtlaw.com * * * According to a court filing, the parties to the Shenton Park Adversary Proceeding have agreed on, and the Court has approved, a scheduling order, and discovery and briefing is underway. A hearing is scheduled before the Court on Dec. 3, 2015, to determine whether a "change of control" has occurred and whether Shenton Park's BVI filing or appointment of a liquidator for Caucuscom violates or would violate the automatic stay or should be enjoined. About MIG LLC Formerly operating under the name "Metromedia International Group, Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and operated and sold dozens of companies in diverse industries, including entertainment, photo finishing, garden equipment and sporting goods, until the late 1990s. In 1997 and 1998, MIG consummated the sale of substantially all of its U.S.-based entertainment assets and began focusing on expanding into emerging communications and media businesses. By 2005, all of MIG's operating businesses were located in the Republic of Georgia and operated through its subsidiaries. MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11 bankruptcy protection on June 30, 2014. The cases are currently jointly administered under Bankr. D. Del. Lead Case No. 14-11605. As of the bankruptcy filing, MIG's sole valuable asset, beyond its existing cash, is its indirect interest in Magticom Ltd. The cases are assigned to Judge Kevin Gross. MIG LLC disclosed $15.9 million in assets and $254 million in liabilities. Headquartered in Tbilisi, Georgia, Magticom is the leading mobile telephony operator in Georgia and is also the largest telephone operator in Georgia. Magticom serves 2.4 million subscribers with a network that covers 97% of the populated regions in Georgia. Magticom is owned by International Telcell Cellular, LLC, which is 46% owned by MIG unit ITC Cellular, 51% owned by Dr. George Jokhtaberidze, and 3% owned by Gemstone Management Ltd. Formerly known as MIG, Inc., MIG was a debtor in a previous case (Bankr. D. Del. Case NO. 09-12118). It obtained approval of its reorganization plan in November 2010. The Debtors have tapped Greenberg Traurig LLP as counsel, Fox Rothschild Inc. as financial advisor; Cousins Chipman and Brown, LLP as conflicts counsel; and Prime Clerk LLC as claims and notice agent and administrative advisor. The Debtors have retained Natalia Alexeeva as chief restructuring officer. A three-member panel has been appointed in these cases to serve as the official committee of unsecured creditors, consisting of Walter M. Grant, Paul N. Kiel, and Lawrence P. Klamon. MOLYCORP: Committee Extends Challenge Period to Nov. 20 ------------------------------------------------------- The Official Committee of Unsecured Creditors of Molycorp, Inc., and its affiliated debtors sought and obtained from Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the District of Delaware approval of a stipulation that it had entered into with OCM MLYCo. CTB Ltd., as administrative agent, collateral agent, and lessor under the Oaktree Transaction Documents. The stipulation seeks to extend the Challenge Period to Nov. 20, 2015, and the Standing Period to Dec. 20, 2015. The Challenge Period for the Committee was set to expire on Oct. 6 and its Standing Period is set to expire on Nov. 5. The Official Committee of Unsecured Creditors is represented by: William P. Bowden, Esq. Philip Trainer, Jr., Esq. Gregory A. Taylor, Esq. ASHBY & GEDDES, P.A. 500 Delaware Avenue, 8th Floor P.O. Box 1150 Wilmington, DE 19899 Telephone: (302)654-1888 Facsimile: (302)654-2067 E-mail: wbowden@ashby-geddes.com gtaylor@ashby-geddes.com - and - Luc A. Despins, Esq. Andrew Tenzer, Esq. Robert E. Winter, Esq. James B. Worthington, Esq. PAUL HASTINGS LLP Park Avenue Tower 75 East 55th Street, First Floor New York NY 10022 Telephone: (212)318-6000 E-mail: lucdespins@paulhastings.com andrewtenzer@paulhastings.com robertwinter@paulhastings.com jamesworthington@paulhastings.com OCM MLYCo. CTB Ltd. is represented by: Robert J. Dehney, Esq. Gregory W. Werkheiser, Esq. MORRIS, NICHOLS, ARSHT & TUNNELL LLP 1201 North Market Street, 16th Floor P.O. Box 1347 Wilmington, Delaware 19899 Telephone: (302)658-9200 Facsimile: (302)658-3989 E-mail: rdehney@mnat.com gwerkheiser@mnat.com - and - Dennis F. Dunne, Esq. Samuel A. Khalil, Esq. Lauren C. Doyle, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP 28 Liberty Street New York, NY 10005 Telephone: (212)530-5000 Facsimile: (212)530-5219 E-mail: ddunne@milbank.com skhalil@milbank.com ldoyle@milbank.com - and - Andrew M. Leblanc, Esq. Aaron L. Renenger, Esq. MILBANK, TWEED, HADLEY & MCCLOY LLP 1850 K Street NW, Suite 1100 Washington, DC 20006 Telephone: (202)835-7500 Facsimile: (202)263-7586 E-mail: aleblanc@milbank.com arenenger@milbank.com About Molycorp, Inc. Molycorp Inc. -- http://www.molycorp.com/-- is a global rare earths and rare metals producer. Molycorp owns several prominent rare earth processing facilities around the world. It has a workforce of 2,530 employees at locations on three continents. Molycorp's Mountain Pass Rare Earth Facility in San Bernadino County, California, is home to one of the world's largest and richest deposits of rare earths. Molycorp has corporate offices in the United States, Canada and China. CEO Geoffrey R. Bedford, and other senior management members are located in Molycorp's corporate offices in Toronto, Canada. Other senior manageemnt members are located at its U.S. corporate headquarters in Greendwood Village, Colorado. Molycorp reported a net loss of $623 million in 2014, a net loss of $377 million in 2013 and a net loss of $475 million in 2012. As of March 31, 2015, the Company had $2.49 billion in total assets, $1.78 billion in total liabilities and $709 million in total stockholders' equity. Molycorp and its North American subsidiaries, together with certain of its non-operating subsidiaries outside of North America, filed Chapter 11 voluntary petitions in Delaware (Bankr. D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching agreement with a group of lenders on a financial restructuring. The Chapter 11 cases of Molycorp and 20 affiliated debts are pending before Judge Christopher S. Sontchi. The agreement provides for a financial restructuring of the Company's $1.7 billion in debt and provides up to $225 million in gross proceeds in new financing to support operations while the Company completes negotiations with creditors. The Company's operations outside of North America, with the exception of non-operating companies in Luxembourg and Barbados, are excluded from the filings. Molycorp Rare Metals (Oklahoma), LLC, with operations in Quapaw, Oklahoma, also is excluded from the filings as it is not 100% owned by the Company. Molycorp is being advised by the investment banking firm of Miller Buckfire & Co. and is receiving financial advice from AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt & Taylor LLP act as legal counsel to the Company in this process. Prime Clerk serves as claims and noticing agent. Secured creditor Oaktree Capital Management L.P., consented to the use of cash collateral and to extend postpetition financing. On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case of Molycorp Inc. appointed eight creditors of the company to serve on the official committee of unsecured creditors. MOSAICA EDUCATION: Huron Completes Sale of Assets to Pansophic -------------------------------------------------------------- Mosaica Education has successfully sold substantially all of its operating assets to Pansophic Learning and Tatonka Capital Corporation. Huron Transaction Advisory, led by Geoffrey Frankel, Mychal Harrison, and Jason Kirshner, served as the sell-side advisor to Mosaica's Federal Court appointed Receiver on the expedited sale process despite significant financial, regulatory, and operational hurdles facing the company throughout the marketing and closing stages of the transaction. Huron Transaction Advisory, LLC, our FINRA registered broker‑dealer affiliate, provides a range of investment banking services to companies and their stakeholders, including mergers and acquisitions advisory, debt and equity financings, balance sheet restructurings, and enterprise valuation. Huron's dedicated investment banking professionals have experience across a broad range of industries, with particular emphasis on industrial, automotive, retail and consumer products, business services, education, and healthcare. About Huron Business Advisory Huron Business Advisory -- http://www.huronconsultinggroup.com-- resolves complex business issues and enhances value. It offers a full suite of services in key areas, including forensic investigations, transaction advisory, restructuring and turnaround, interim management, capital raising, operational improvement, and valuation. About Mosaica Education Mosaica Education is a K-12 private and charter school management and education service provider. NORTEL NETWORKS: Files Rule 2015.3 Periodic Report -------------------------------------------------- Nortel Networks Inc. filed a report, as of June 30, 2015, on the value, operations and profitability of these entities in which the company and Nortel Networks (CALA) Inc. hold a substantial or controlling interest: Companies NNI Interest of Estate --------- ---------------------- Nortel Networks India International Inc. 100% Nortel Technology Excellence Centre 99.01% Private Limited Company NNCI Interest of Estate ------- ----------------------- Nortel Networks de Guatemala, Ltda. 98% Nortel Networks filed the report pursuant to Bankruptcy Rule 2015.3. The report is available for free at http://is.gd/xTefsn About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., and Howard S. Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serve as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The U.S. Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions ncorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The trial on how to divide proceeds among creditors in the U.S., Canada, and Europe commenced on Sept. 22, 2014. The question of how to divide $7.3 billion raised in the international bankruptcy of Nortel Networks Corp. was answered on May 12, 2015, by two judges, one in the U.S. and one in Canada. According to The Wall Street Journal, Justice Frank Newbould of the Ontario Superior Court of Justice in Toronto and Judge Kevin Gross of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the outcome: a modified pro rata split of the money. NORTEL NETWORKS: Legal Fees for Bankruptcy Top C$2 Billion ---------------------------------------------------------- Canada's Globe and Mail reported that last-ditch mediation talks are under way to try to settle a global dispute over the windup of Nortel Networks Corp. as legal costs soar to more than C$2 billion, eroding the money remaining for pensioners and other creditors. According to the report, the unprecedented legal bills have prompted mysterious protesters -- one handing out leaflets in a wolf costume in New York -- to launch a public campaign to urge all sides to reach a deal and drop appeals of the joint U.S.-Canada bankruptcy rulings from May that outlined a plan to divide the $7.3 billion (U.S.) Nortel raised selling its assets. About Nortel Networks Headquartered in Ontario, Canada, Nortel Networks Corporation and its various affiliated entities provided next-generation technologies, for both service provider and enterprise networks, support multimedia and business-critical applications. Nortel did Networks Limited was the principal direct operating subsidiary of Nortel Networks Corporation. On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent Nortel Networks Corporation, NNI's direct corporate parent Nortel Networks Limited and certain of their Canadian affiliates commenced a proceeding with the Ontario Superior Court of Justice under the Companies' Creditors Arrangement Act (Canada) seeking relief from their creditors. Ernst & Young was appointed to serve as monitor and foreign representative of the Canadian Nortel Group. That same day, the Monitor sought recognition of the CCAA Proceedings in U.S. Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter 15 of the U.S. Bankruptcy Code. That same day, NNI and certain of its affiliated U.S. entities filed voluntary petitions for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Del. Case No. 09-10138). In addition, the High Court of England and Wales placed 19 of NNI's European affiliates into administration under the control of individuals from Ernst & Young LLP. Other Nortel affiliates have commenced and in the future may commence additional creditor protection, insolvency and dissolution proceedings around the world. On May 28, 2009, at the request of administrators, the Commercial Court of Versailles, France, ordered the commencement of secondary proceedings in respect of Nortel Networks S.A. On June 8, 2009, Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court for recognition of the English Proceedings as foreign main proceedings under Chapter 15. U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and 15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as Chapter 15 petitioner's counsel. In the Chapter 11 case, James L. Bromley, Esq., and Howard S. Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York, serve as the U.S. Debtors' general bankruptcy counsel; Derek C. Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington, serves as Delaware counsel. The Chapter 11 Debtors' other professionals are Lazard Freres & Co. LLC as financial advisors; and Epiq Bankruptcy Solutions LLC as claims and notice agent. The U.S. Trustee appointed an Official Committee of Unsecured Creditors in respect of the U.S. Debtors. An ad hoc group of bondholders also was organized. An Official Committee of Retired Employees and the Official Committee of Long-Term Disability Participants tapped Alvarez & Marsal Healthcare Industry Group as financial advisor. The Retiree Committee is represented by McCarter & English LLP as Delaware counsel, and Togut Segal & Segal serves as the Retiree Committee. The Committee retained Alvarez & Marsal Healthcare Industry Group as financial advisor, and Kurtzman Carson Consultants LLC as its communications agent. Several entities, particularly, Nortel Government Solutions Incorporated and Nortel Networks (CALA) Inc., have material operations and are not part of the bankruptcy proceedings. As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated assets of $11.6 billion and consolidated liabilities of $11.8 billion. The Nortel Companies' U.S. businesses are primarily conducted through Nortel Networks Inc., which is the parent of majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI had assets of about $9 billion and liabilities of $3.2 billion, which do not include NNI's guarantee of some or all of the Nortel Companies' about $4.2 billion of unsecured public debt. Since the commencement of the various insolvency proceedings, Nortel has sold its business units and other assets to various purchasers. Nortel has collected roughly $9 billion for distribution to creditors. Of the total, $4.5 billion came from the sale of Nortel's patent portfolio to Rockstar Bidco, a consortium consisting of Apple Inc., EMC Corporation, Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In Motion Limited, and Sony Corporation. The consortium defeated a $900 million stalking horse bid by Google Inc. at an auction. The deal closed in July 2011. Nortel has filed a proposed plan of liquidation in the U.S. Bankruptcy Court. The Plan generally provides for full payment on secured claims with other distributions going in accordance with the priorities in bankruptcy law. The trial on how to divide proceeds among creditors in the U.S., Canada, and Europe commenced on Sept. 22, 2014. The question of how to divide $7.3 billion raised in the international bankruptcy of Nortel Networks Corp. was answered on May 12, 2015, by two judges, one in the U.S. and one in Canada. According to The Wall Street Journal, Justice Frank Newbould of the Ontario Superior Court of Justice in Toronto and Judge Kevin Gross of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the outcome: a modified pro rata split of the money. OAKFABCO INC: Court Vacates Asbestos Claims Bar Date Order ---------------------------------------------------------- The U.S. Bankruptcy Court for the Northern District of Illinois vacated its Sept. 22, 2015 order establishing Nov. 30, 2015, as the deadline for all creditors, other than holders of Asbestos-related injury claims against Oakfabco, Inc. About Oakfabco, Inc. Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has not manufactured boilers since 1988 when it sold its Kewanee boiler business in an 11 U.S.C. Section 363 sale to Coppus Engineering Corporation. In early 2009, it sold all of its remaining assets. The Debtor has no employees, and, Frederick W. Stein is the Debtor's sole officer and director. The Debtor's sole remaining asset is its insurance, and it has no known liabilities other than asbestos claims. In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois Corporation, acquired the assets and debt of American Standard, Inc.'s commercial boiler manufacturing division known as "Kewanee Boiler." The boilers manufactured and sold by Kewanee Boiler were insulated with asbestos. Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-27062) on Aug. 7, 2015, to resolve its remaining asbestos claims. Reed Smith LLP serves as counsel to the Debtor. The Debtor estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 11, appointed four members to the Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of Oakfabco Inc. OAKFABCO INC: Has Until Dec. 5 to File Chapter 11 Plan ------------------------------------------------------ The Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois directed Oakfabco, Inc., to file a Chapter 11 Plan and explanatory Disclosure Statement by Dec. 5, 2015, unless excused by further order of the Court. The Debtor is also directed to submit a report on the status of the Plan and Disclosure Statement on Dec. 15, 2015. About Oakfabco, Inc. Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has not manufactured boilers since 1988 when it sold its Kewanee boiler business in an 11 U.S.C. Section 363 sale to Coppus Engineering Corporation. In early 2009, it sold all of its remaining assets. The Debtor has no employees, and, Frederick W. Stein is the Debtor's sole officer and director. The Debtor's sole remaining asset is its insurance, and it has no known liabilities other than asbestos claims. In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois Corporation, acquired the assets and debt of American Standard, Inc.'s commercial boiler manufacturing division known as "Kewanee Boiler." The boilers manufactured and sold by Kewanee Boiler were insulated with asbestos. Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-27062) on Aug. 7, 2015, to resolve its remaining asbestos claims. Reed Smith LLP serves as counsel to the Debtor. The Debtor estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 11, appointed four members to the Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of Oakfabco Inc. OAKFABCO INC: Logan & Company Okayed as Claims and Noticing Agent ----------------------------------------------------------------- The Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois authorized Oakfabco, Inc., to employ Logan & Company, Inc., as claims and noticing agent, effective nunc pro tunc to the Petition Date. As reported by the Troubled Company Reporter on Sept. 10, 2015, Logan & Company is expected to: (a) prepare and serve required notices and documents in the Chapter 11 Case in accordance with the Bankruptcy Code and the Bankruptcy Rules in the form and manner directed by the Debtor and/or the Court, including (i) notice of the commencement of this Chapter 11 Case and the initial meeting of creditors under section 341(a) of the Bankruptcy Code, (ii) notices of objections to claims and objections to transfers of claims, (iii) notices of hearings on motions filed by the Office of the United States Trustee for the Northern District of Illinois, (iv) notices of transfers of claims, (v) notices of any hearings on a disclosure statement and confirmation of the Debtor's plan of reorganization, (vi) notice of the effective date of any plan, and (vii) all other notices, orders, pleadings, publications, or other documents as the Debtor or Court may deem necessary or appropriate for an orderly administration of this Chapter 11 Case; (b) maintain an official copy of the Debtor's schedules of assets and liabilities and statements of financial affairs (collectively, the "Schedules"), listing the Debtor's known creditors and amounts owed thereto; (c) maintain the Master Service List (as the term is defined in the Debtor's Motion for Entry of an Order Establishing Certain Case Management Procedures); (d) maintain a post office box or address for the purpose of receiving claims and returned mail and processing all mail received; (e) for all notices, motions, orders, or other pleadings or documents served, prepare and file or causing to be filed with the Clerk an affidavit or certificate of service within 7 business days of service which includes (i) either a copy of the notice served or the docket number(s) and title(s) of the pleading(s) served, (ii) a list of persons to whom it was mailed (in alphabetical order) with their addresses, (iii) the manner of service, and (iv) the date served; (f) process all proofs of claim received, including those received by the Clerk, checking said processing for accuracy, and maintaining the original proofs of claim in a secure area; (g) maintain the official claims register (the "Claims Register") for the Debtor on behalf of the Clerk; upon the Clerk's request, providing the Clerk with certified, duplicate, unofficial Claims Register; and specifying in the Claims Register the following information for each claim docketed: (i) the claim number assigned, (ii) the date received, (iii) the name and address of the claimant and agent, if applicable, who filed the claim, (iv) the amount asserted, (v) the asserted classification(s) of the claim (e.g., secured, unsecured, priority, etc.), and (vi) any disposition of the claim. (h) record all transfers of claims and providing any notices of such transfers as required by to Bankruptcy Rule 3001(e); (i) upon completion of the docketing process for all claims received to date for each case, turning over to the Clerk copies of the Claims Register for the Clerk's review (upon the Clerk's request); (j) monitor the Court's docket for all notices of appearance, address changes, and claims-related pleadings and orders filed and making necessary notations on and changes to the claims register and any service or mailing lists, including to identify and eliminate duplicative names and addresses from such lists; (k) identify and correct any incomplete or incorrect addresses in any mailing or service lists; (l) assist in the dissemination of information to the public and responding to requests for the administrative information regarding this Chapter 11 Case as directed by the Debtor or the Court, including through the use of a case website and/or call center; (m) 30 days prior to the close of this Chapter 11 Case, to the extent practicable, requesting that the Debtor submit to the Court a proposed order dismissing Logan as Claims and Noticing Agent and terminating its services in such capacity upon completion of its duties and responsibilities and upon the closing of this Chapter 11 Case; (n) within 7 days of notice to Logan of entry of an order closing this Chapter 11 Case, providing to the Court the final version of the Claims Register as of the date immediately before the close of this Chapter 11 Case; and (o) provide such other claims processing, noticing, and related administrative services as may be requested from time to time by the Debtor. Under the services agreement, Logan will invoice the Debtor monthly for services rendered to the Debtor during the preceding month, except that the Debtor will pay Logan by wire transmission of funds for all (a) legal publications costs; and (b) postage for any mailing to at least 500 creditors, before such publication or mailing, as the case may be. As set forth in the Services Agreement, the Debtor has paid, or will pay, Logan a retainer of $3,000. Kathleen Logan, president of Logan & Company, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. About Oakfabco, Inc. Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has not manufactured boilers since 1988 when it sold its Kewanee boiler business in an 11 U.S.C. Section 363 sale to Coppus Engineering Corporation. In early 2009, it sold all of its remaining assets. The Debtor has no employees, and, Frederick W. Stein is the Debtor's sole officer and director. The Debtor's sole remaining asset is its insurance, and it has no known liabilities other than asbestos claims. In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois Corporation, acquired the assets and debt of American Standard, Inc.'s commercial boiler manufacturing division known as "Kewanee Boiler." The boilers manufactured and sold by Kewanee Boiler were insulated with asbestos. Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-27062) on Aug. 7, 2015, to resolve its remaining asbestos claims. Reed Smith LLP serves as counsel to the Debtor. The Debtor estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 11, appointed four members to the Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of Oakfabco Inc. PASSPORT POTASH: Has Until November 29 to Cure Debenture Default ---------------------------------------------------------------- Passport Potash, Inc. on Nov. 4 announced a shareholder update and comments from the CEO. David Salisbury, Chairman and CEO offers the following update and comments: "On July 8, 2015, TSX Venture Exchange suspended trading in the Company's securities as a result of a Cease Trade Order (CTO) issued by the British Columba Securities Commission. As a result of the Company's inability to correct in a timely manner the deficiencies that resulted in the CTO, the Exchange has transferred the securities of the company to NEX effective October 9, 2015." "The Board has considered carefully the Company's being listed on the NEX and believes this transfer listing holds some short-term advantages as the Company works through the steps necessary to overcome very challenging market conditions." "On October 30, 2015, a consolidated group of Convertible Debenture holders filed notice that Passport Potash Inc. is in default of Convertible Debenture terms, including the failure to make interest payments due in February 2015 and other reporting deficiencies. Passport Potash has until November 29, 2015 to cure the default before the claimants exercise right under the terms of the Convertible Debenture to take control of the Passport Potash assets." "Further the Board of Directors announces the resignation of two directors, John Eckersley as an officer and director and Frank Högel, Director. Their service and contribution to the project are greatly appreciated. The board has not yet replaced these directors." "The financing of the Project has been and continues to be the number one priority for Passport. I have been involved in continuing discussions with a private group that hold interests in several agricultural projects who have shown a continuing interest in Passport. We are now at a critical juncture and I will press my discussions with this group to pursue potential investment sufficient to cure the default. We continue diligent efforts in searching for other funding sources. There is however, no certainty that these effort will be successful." "We still believe that there is an opportunity for good projects, with talented management and excellent fundamentals, to meet the inevitable rising global demand for potash. We believe that Passport's Holbrook Basin potash project is uniquely positioned to benefit from current conditions for a number of reasons, including: 1. It is one of the shallowest potash deposits in North America and in the world; 2. It is located in a politically stable environment; 3. It is located in one of the most mining friendly jurisdictions in the world; 4. Infrastructure is in place: a. National and International shipping is available via BNSF railway which has available capacity; b. US Interstate 40 gives access to the US Interstate system; c. Water is on site; d. 995 MW Power Plant located 25 miles from the project site; e. There is a readily available workforce in the area. "We are hopeful that, even in the current environment, we will be able to find savvy investors to provide funding for this excellent project." About the Holbrook Potash Project Passport Potash Inc. is a publicly traded corporation engaged in the exploration and development of advanced potash properties with its major focus on a previously explored potash property in Arizona. Passport has acquired a strategic position in the Holbrook Basin. PATRIOT COAL: Ruling Against Former Eastern Workers Affirmed ------------------------------------------------------------ John Palmer, Scott Lepka, Clif Tennant, Dewayne Jarvis, and Robert Hillberry, individually and on behalf of all others similarly situated, appeal the orders of the Circuit Court of Monongalia County, which granted summary judgment in favor of certain supervisory employees at Patriot Coal, LLC, and Eastern Associated Coal, LLC. The circuit court found that the claims of John Palmer, et al., who were employed by Eastern under a collective bargaining agreement, were controlled by the CBA and therefore preempted by Section 301 of the Labor Management Relations Act. John Palmer, et al., assert that the circuit court erred in ruling that their rights could not be determined without analyzing the terms of the CBA, and that their claims were preempted by Section 301 of the Labor Management Relations Act. The Supreme Court of Appeals of West Virginia affirmed the circuit court's orders and adopted the circuit court's well-reasoned findings and conclusions as to all the assignments of error raised in the appeal. The case is John Palmer, et al., Plaintiffs Below, Petitioners v. John Renner, et al., Defendants Below, Respondent, NO. 14-1111 (W.Va.). A full-text copy of the Memorandum Decision dated October 16, 2015 is available at http://is.gd/682QzFfrom Leagle.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. * * * Patriot Coal on Sept. 22, 2015, announced that, following a competitive auction, it is proceeding with a transaction to sell a substantial majority of its operating assets to Blackhawk Mining, LLC. PLYMOUTH ADVENTURE: Voluntary Chapter 11 Case Summary ----------------------------------------------------- Debtor: Plymouth Adventure Park, LLC 8-18 Natalie Way Plymouth, MA 02360 Case No.: 15-14283 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court District of Massachusetts (Boston) Judge: Hon. Melvin S. Hoffman Debtor's Counsel: George J. Nader, Esq. RILEY & DEVER, P.C. Lynnfield Woods Office Park 210 Broadway, Suite 101 Lynnfield, MA 01940-2351 Tel: (781) 581-9880 Fax: (781) 581-7301 Email: nader@rileydever.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Darin Yee, manager/member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. POTOMAC SUPPLY: Ruling on Failure to Notify APA Termination Flipped ------------------------------------------------------------------- Judge M. Hannan Lauck of the United States District Court for the Eastern District of Virginia reversed in part the decision of the Bankruptcy Court regarding Potomac Supply Corporation's failure to issue a Buyer Default Termination notice. Judge Lauck ruled that Chesapeake Trust can receive the benefit of the majority of the terms of the asset purchase agreement between the Debtor and Chesapeake Bay Enterprises, but not all of them. The APA requires a written notice to establish a Buyer Default Termination, which PSC did not issue, Judge Lauck held. For these reasons, Judge Lauck reversed the judgment of the Bankruptcy Court regarding PSC's failure to issue a Buyer Default Termination notice, and remands the case for further proceedings. The case is captioned CHESAPEAKE BAY ENTERPRISES, INC., Appellant, v. CHESAPEAKE TRUST, Appellee, CIVIL ACTION NO. 3:15CV35. A full-text of the Opinion dated September 30, 2015 is available at http://is.gd/80LkHbfrom Leagle.com. Chesapeake Bay Enterprises, Inc., Appellant, represented by: Steven Scott Biss 300 West Main St., Ste. 102 Charlottesville, Virginia Chesapeake Trust, Appellee, represented by Jerry Lane Hall, Jr., Esq. -- PILLSBURY WINTHROP SHAW PITTMAN LLP & Patrick John Potter, Esq. -- patrick.potter@pillsburylaw.com -- PILLSBURY WINTHROP SHAW PITTMAN LLP. About Potomac Supply Founded in 1948, Potomac Supply Corporation manufactures a diverse range of wood products, including treated lumber, wood pellets, decking, fencing and pallets, in its wood-processing and production facilities. The Kinsale, Virginia-based building- supply manufacturer filed for Chapter 11 bankruptcy (Bankr. E.D. Va. Case No. 12-30347) on Jan. 20, 2012, estimating assets and debts of $10 million to $50 million. Potomac in mid-January 2012 announced it was suspending manufacturing operations in Kinsale after its lender refused to provide financing without additional investment. Judge Douglas O. Tice, Jr., presides over the case. Patrick J. Potter, Esq., at Pillsbury Winthrop Shaw Pittman LLP, in Washington, D.C., serves as the Debtor's bankruptcy counsel. LeClairRyan P.C. is representing the Official Committee of Unsecured Creditors. PREFERRED ROOFING: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: Preferred Roofing South, Inc. 8424 Fairgreen Avenue Waxhaw, NC 28173 Case No.: 15-31724 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court Western District of North Carolina (Charlotte) Judge: Hon. Craig Whitley Debtor's Counsel: Richard S. Wright, Esq. MOON WRIGHT & HOUSTON, PLLC 227 W. Trade Street, Suite 1800 Charlotte, NC 28202 Tel: (704) 944-6564 Fax: (704) 944-0380 Email: rwright@mwhattorneys.com Estimated Assets: $0 to $50,000 Estimated Liabilities: $1 million to $10 million The petition was signed by Christian Hume, president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/ncwb15-31724.pdf PREMIER PEST: Bid to Extend Automatic Stay Denied ------------------------------------------------- Judge Thomas J. Tucker of the United States Bankruptcy Court for the Eastern District of Michigan, Southern Division, denied Premier Pest Management Inc.'s Motion to Extend the Automatic Stay as unnecessary. This is so because 11 U.S.C. Section 362(c)(3) applies only to a debtor who is an "individual" -- i.e., a human being. It does not apply to a debtor that is an entity, like the Debtor in this case (which is a corporation), Judge Tucker held. The case is In re: PREMIER PEST MANAGEMENT INC., Chapter 11, Debtor, CASE NO. 15-54531 (Bankr. E.D. Mich.). A full-text copy of the Order dated October 14, 2015 is available at http://is.gd/1CLs4hfrom Leagle.com. Premier Pest Management Inc, Debtor In Possession, represented by Daniel P. Brent, Esq. -- dpbrent@brentlawgroup.com. Premier Pest Management Inc., first filed a Chapter 11 Petition on Aug. 28, 2015 (Bankr. E.D. Mich., Case No. 15-52811). The case was dismissed on Sept. 23, 2015. Premier Pest delivered a second Chapter 11 Petition on Oct. 2, 2015 (Bankr. E.D. Mich., Case No. 15-54531). The petition was signed by Charles McKlssack, Jr., president. Judge Thomas J. Tucker of the United States Bankruptcy Court for the Eastern District of Michigan, in an order dated Sept. 23, 2015, dismissed the bankruptcy case of Premier Pest Management, Inc., for the following reasons: (1) the Debtor failed to appear at the initial status conference, and (2) the Debtor's attorney failed to comply the last paragraph of the Court's September 2 Order. PUERTO RICO ELECTRIC: Forbearance Agreement Extended to Nov. 5 -------------------------------------------------------------- The Puerto Rico Electric Power Authority (PREPA), Puerto Rico's publicly owned electricity provider, on Nov. 3 disclosed that PREPA, the ad hoc group of bondholders and fuel line lenders have extended their forbearance agreements to November 5, 2015. PREPA will use the extension to finalize its agreements with the forbearing creditors and continue discussions with its monoline bond insurers. * * * The Troubled Company Reporter on Feb. 4, 2015 reported that Standard & Poor's Ratings Services said it maintained its 'CCC' rating on the Puerto Rico Electric Power Authority's (PREPA) power revenue bonds on CreditWatch with negative implications. S&P originally placed the rating on CreditWatch on June 18, 2014. On Dec. 15, 2014, TCRLA reported that Fitch is maintaining the $8.6 billion of Puerto Rico Electric Power Authority (PREPA) power revenue bonds on Negative Rating Watch. The bonds are currently rated 'CC'. As reported in the Troubled Company Reporter on Sept. 19, 2014, Moody's Investors Service has downgraded the rating for Puerto Rico Electric Power Authority's (PREPA) $8.8 billion of Power Revenue Bonds to Caa3 from Caa2. This rating action concludes the rating review that Moody's initiated on July 1, 2014. PREPA's rating outlook is negative. PWK TIMBERLAND: Withdrawing Members' Summary Judgment Bid Denied ---------------------------------------------------------------- The present matter before the United States Bankruptcy Court for the Western District of Louisiana, Lake Charles Division, is a motion for partial summary judgment filed by Withdrawing Members Esther White Goldstein, Daniel Merritt Goldstein, Melissa Catherine Goldstein, Herman Aubrey White, III, Tiffany Leigh White, and Brittany Elisabeth White. The Withdrawing Members seek a partial summary judgment on whether a discount for marketability and illiquidity should be applied to the valuation of their interests in PWK Timberland, LLC, pursuant to the company's Articles of Organization. Judge Robert Summerhays of the United States Bankruptcy Court for the Western District of Louisiana, Lake Charles Division, denied the Withdrawing Members' motion for summary judgment in a Decision dated October 14, 2015, a full-text copy of which is available at http://is.gd/MI1dX7at Leagle.com. The case is IN RE: PWK TIMBERLAND, LLC, Chapter 11, CASE NO. 13-20242 (Bankr. W.D. La.). PWK Timberland, LLC, Debtor, represented by Gerald J. Casey, Esq., A. J. Gray III, Esq. -- Navarro@TheGrayFirmNJ.com -- The Gray Law Firm, APLC. About PWK Timberland Lake Charles, Louisiana-based PWK Timberland LLC sought Chapter 11 protection (Bankr. W.D. La. Case No. 13-20242) on March 22, 2013. Gerald J. Casey, Esq., serves as counsel to the Debtor. The Debtor disclosed $15 million in assets and $1.79 million in liabilities as of the Chapter 11 filing. The Debtor has filed a first amended plan of reorganization and explanatory disclosure statement. A copy of the First Amended Disclosure Statement dated April 30, 2014, is available for free at http://bankrupt.com/misc/PWKTIMBERLAND_1stAmdDS.PDF As reported in the Dec. 11, 2013 edition of the Troubled Company Reporter, PWK Timberland's Plan provides that all allowed claims will be satisfied in full. The Plan contemplates (i) that the unsecured claims of former members are unimpaired; (ii) the Debtor does not believe there are any general unsecured creditors but if there are, they will be paid in full on the Effective Date; and (iii) equity holders agreed to forgo any payments under the plan until all impaired creditors have been paid in according to the terms of the Plan. QUICKSILVER RESOURCES: Hires FTI Consulting to Provide CRO ---------------------------------------------------------- Quicksilver Resources Inc., et al., seek authorization from the U.S. Bankruptcy Court for the District of Delaware to employ FTI Consulting, Inc. to provide Stephen Coulombe as chief restructuring officer and other temporary employees, effective September 9, 2015 petition date. The Debtors require FTI to provide the following: (a) Interim Management -- Mr. Coulombe will serve as the Debtors' CRO; -- Mr. Coulombe will not be a member of the board of directors, but may participate in board meetings; and -- Mr. Coulombe will perform the typical duties of a CRO, and other services as mutually agreed to by FTI and the Company; and (b) Advisory Services: Mr. Coulombe and other FTI professionals will, collectively, lead efforts to implement both short- term and long-term liquidity generation and profit improvement, including the following: -- assisting the Company with information and analyses required pursuant to the postpetition financing; -- assisting with the identification and implementation of short-term cash management procedures; -- assisting in the preparation of financial information for distribution to creditors and others, including, but not limited to, cash receipts and disbursement analysis, analysis of various asset and liability accounts, and analysis of proposed transactions; -- assisting in developing accounting and operating procedures to segregate prepetition and postpetition business transactions; -- assisting the Company in developing and implementing strategies with suppliers; -- assisting the Company with communication to key stakeholders including customers, suppliers, and others; -- assisting the Company in the identification of executory contracts and unexpired leases and performing of cost/benefit evaluations with respect to the assumption or rejection of each; -- assisting the Company in the preparation of required financial related disclosures, including the Schedules of Assets and Liabilities, the Statements of Financial Affairs, and Monthly Operating Reports; -- providing assistance with implementation of court orders; -- assisting in the evaluation and analysis of avoidance actions, including fraudulent conveyances and preferential transfers; -- participating in meetings and providing support to the Company and their other professional advisors in negotiations with potential investors, banks and other secured lenders, the creditors' committee appointed, the United States Trustee, other parties in interest, and professionals hired by the same, as requested; -- rendering such other restructuring and general business consulting or such other assistance for the Company management or counsel may request, that are not duplicative of services provided by other professionals engaged by the Company. The Debtors will provide FTI with the following compensation: -- Monthly Fee. For services provided by Mr. Coulombe, the Company will pay FTI a monthly, non-refundable advisory fee of $125,000. -- Hourly Rates. The normal hourly billing rates for the current, or any additional, professionals with the skills and experience needed for engagements of this kind, which are subject to periodic revision, are as follows: Senior Managing Directors $800-$975 Directors/Managing Directors $595-$795 Consultants/Senior Consultants $315- $570 Administrative/Paraprofessionals $125-$250 -- Completion Fee. If the Debtors succeed in obtaining a final judicial order approving a plan of reorganization under chapter 11 or a sale of substantially all of the Debtors' assets under section 363 of the Bankruptcy Code, then, upon the consummation of such restructuring or sale, the Debtors' will pay FTI a completion fee of $1,000,000. The Completion Fee shall be subject to approval by the Court at the conclusion of Chapter 11 Cases based on a reasonableness standard. FTI will also be reimbursed for reasonable out-of-pocket expenses incurred. On or about September 4, 2015, FTI received $1,100,000 (the "Retainer") from the Debtors, which funds were to be held by FTI to be applied to FTI's professional fees, charges, and disbursements. For the twenty-three days prior to the Petition Date, FTI was paid $905,0005 by the Debtors for fees and expenses incurred during the engagement. As of the Petition Date, the balance of the Retainer was $195,000. Stephen Coulombe, senior managing director of FTI, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. FTI can be reached at: Stephen Coulombe FTI CONSULTING, INC. 200 State Street, 8th Floor Boston, MA, 02109 Tel: (617) 897-1515 E-mail: steve.coulombe@fticonsulting.com About Quicksilver Resources Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. * * * The Debtors have previously been given exclusive right to file a bankruptcy plan through October 13, 2015. They are seeking a further extension of the exclusive plan filing period through February 1, 2016. QUICKSILVER RESOURCES: Hires Peter J Solomon as Investment Banker ----------------------------------------------------------------- Quicksilver Resources Inc., et al., seek authorization from the the U.S. Bankruptcy Court for the District of Delaware to employ Peter J. Solomon Company, L.P. and/or its affiliate Peter J. Solomon Securities Company, LLC ("PJSC") as investment banker, nunc pro tunc to the September 9, 2015 petition date. The Debtors require Peter J. Solomon to provide the following: (a) General Financial Advisory and Investment Banking Services. PJSC will: -- to the extent reasonably appropriate to the services contemplated by the Engagement Letter and feasible, familiarize itself with the business, operations, properties, financial condition and prospects of the Company; and -- if the Company determines to undertake a Restructuring, Financing and/or Sale advise and assist the Company in structuring and effecting the financial aspects of such a transaction or transactions, subject to the terms and conditions of the Engagement Letter. (b) Restructuring Services. If the Company pursues a Restructuring, PJSC will: -- provide financial advice and assistance to the Company in developing and seeking approval of a Restructuring plan, which may be a plan under chapter 11 of the Bankruptcy Code; -- if requested by the Company, in connection therewith, provide financial advice and assistance to the Company in structuring any new securities to be issued under the Plan; -- if requested by the Company, advise and assist the Company in negotiations with entities or groups affected by the Plan; and -- if requested by the Company, participate in hearings before the Bankruptcy Court with respect to the matters upon which PJSC has provided advice, including, as relevant, coordinating with the Company's counsel with respect to testimony in connection therewith. (c) Financing Services. If the Company pursues a Financing, PJSC will: -- provide financial advice and assistance to the Company in structuring and effecting a Financing, identify potential Investors and, at the Company's request, contact such Investors; -- if PJSC and the Company deem it advisable, assist the Company in developing and preparing a memorandum to be used in soliciting potential Investors; and -- if requested by the Company, advise and assist the Company in negotiations with potential Investors. (d) Sale Services. If the Company pursues a Sale, PJSC will: -- provide financial advice and assistance to the Company in connection with a Sale, identify potential acquirers and, at the Company's request, contact such potential acquirers; -- at the Company's request, assist the Company in preparing a memorandum to be used in soliciting potential acquirers; and -- if requested by the Company, advise and assist the Company in negotiations with potential acquirers. The Debtors will compensate PJSC in accordance with the terms and conditions and at the times set forth in the Engagement Letter, which provides in relevant part for the following compensation structure (the "Fee Structure"): -- A monthly financial advisory fee of $150,000, payable in advance by the Company. 50% of the amount of any Monthly Advisory Fees paid to PJSC prior to the closing of any Restructuring or Sale will be credited against any Restructuring Transaction Fee or Sale Transaction Fee, as the case may be; -- If at any time during the term of this engagement or within the twelve full months following the termination of this engagement (including the term of this engagement, the "Fee Period"), (x) any Restructuring is consummated or (y)(1) an agreement in principle, definitive agreement or Plan to effect a Restructuring is entered into and (2) concurrently therewith or at any time thereafter (including following the expiration of the Fee Period), any Restructuring is consummated, PJSC shall be entitled to receive a transaction fee (a "Restructuring Transaction Fee"), contingent upon the consummation of a Restructuring and payable at the closing thereof, equal to $7,500,000. -- If at any time during the Fee Period, (x) any Sale is consummated or (y)(1) an agreement in principle or definitive agreement to effect a Sale is entered into, and (2) concurrently therewith or at any time thereafter (including following the expiration of the Fee Period) any Sale is consummated, PJSC shall be entitled to receive a transaction fee (a "Sale Transaction Fee"), contingent upon the consummation of a Sale and payable at the closing thereof, which shall be equal to the lesser of $7,500,000 or 1.50% of the total consideration received or realized by the Company in connection with such Sale, including but not limited to any credit bid of secured indebtedness or express assumption of liabilities. Notwithstanding anything to the contrary in the Engagement Letter, only one fee shall be payable under the Engagement Letter, and if both of such fees becomes payable to PJSC hereunder, the higher of such fees shall be paid to PJSC. -- In addition to any Restructuring Transaction Fee or Sale Transaction Fee that may become due under the Engagement Letter, if at any time during the Fee Period, the Company (x) consummates any Financing or (y)(1) the Company receives and accepts written commitments for one or more Financings and (2) concurrently therewith or at any time thereafter any Financing is consummated, the Company will pay to PJSC the following fees: (i) 1.00% of the gross proceeds of any indebtedness issued in connection with a Financing that is secured by a first lien, including, without limitation, any DIP Financing; (ii) 3.00% of the gross proceeds of any indebtedness issued in connection with a Financing that (x) is secured by a second or more junior lien, (y) is unsecured and/or (z) is subordinated or unitranche debt; and (iii) 5.00% of the gross proceeds of any equity or equity- linked securities or obligations issued in connection with a Financing. PJSC will also be reimbursed for reasonable out-of-pocket expenses incurred. Durc A. Savini, managing director and head of the Restructuring and Recapitalization Group of PJSC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. PJSC can be reached at: Durc A. Savini PETER J. SOLOMON COMPANY, L.P. AND PETER J. SOLOMON SECURITIES COMPANY, LLC 1345 Avenue of the Americas New York, NY 10105 Tel: (212) 508-1600 Fax: (212) 508-1633 About Quicksilver Resources Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of title 11 of the United States Code in Delaware. The Debtors are seeking joint administration under the main case, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. * * * The Debtors have previously been given exclusive right to file a bankruptcy plan through October 13, 2015. They are seeking a further extension of the exclusive plan filing period through February 1, 2016. QUICKSILVER RESOURCES: Swings to $122M Net Loss in Q3 ----------------------------------------------------- Quicksilver Resources Inc. filed with the Securities and Exchange Commission its Form 10-Q report for the quarterly period ended September 30, 2015. Quicksilver Resources reported revenues of $58,987,000 for the third quarter 2015 compared to $163,498,000 in revenues for the same quarter last year. Revenues for the past three quarters totaled $227,119,000 down from $373,316,000,000 for the same nine-month period in 2014. The Company finished the third quarter with a net loss of $122,452,000. In contrast, it ended the third quarter last year with a net income of $23,757,000. For the nine-month period, the Company reported a net loss of $409,958,000, wider compared to $71,171,000 net loss in 2014. Total assets were $730,224,000 at Sept. 30, 2015, while Total current liabilities were $214,517,000 and Liabilities subject to compromise were $1,884,128,000. A copy of the Third Quarter 2015 report is available at http://is.gd/NY1dFv About Quicksilver Resources Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and production company engaged in the development and production of long-lived natural gas and oil properties onshore North America. Based in Fort Worth, Texas, the company claims to be a leader in the development and production from unconventional reservoirs including shale gas, and coal bed methane. Following more than 30 years of operating as a private company, Quicksilver became public in 1999. The Company has U.S. offices in Fort Worth, Texas; Glen Rose, Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank, Montana. The Company's Canadian subsidiary, Quicksilver Resources Canada Inc., is headquartered in Calgary, Alberta. On March 17, 2015, Quicksilver Resources Inc. and certain of its affiliates filed voluntary Chapter 11 petitions in Delaware, In re Quicksilver Resources Inc. Case No. 15-10585. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. * * * The Debtors have previously been given exclusive right to file a bankruptcy plan through October 13, 2015. They are seeking a further extension of the exclusive plan filing period through February 1, 2016. REICHHOLD HOLDINGS: ACE Companies Want Changes to Plan Outline -------------------------------------------------------------- ACE American Insurance Company and Illinois Union Insurance Company filed an objection to the disclosure statement explaining Reichhold Holdings US, Inc., et al.'s proposed liquidating plan. Prior to the Petition Date, the ACE Companies issued certain insurance policies to one or more of the Debtors or their predecessors, as named insureds. The ACE Companies aver that the Disclosure Statement does not contain the adequate information required by 11 U.S.C. Sec. 1125 because, among other things: -- The Disclosure Statement does not sufficiently or adequately describe Products Insurance Policies and other insurance coverage potential applicable to Asbestos Claims. -- The Disclosure Statement does not attach copies or provide adequate details on the terms of an existing Defense and Indemnity Agreement between the Debtors and certain insurance carriers related to Asbestos Claims and a potential Products Insurance Cooperation Agreement to take the place of Defense and Indemnity Agreement following confirmation of the Plan -- Provisions in the Disclosure Statement and Plan create ambiguity and confusion as to how Asbestos Claims, Products Insurance Policies and Products Insurance Causes of Action will be handled post-confirmation. -- Art. IV Sec. I.G.2 of the Disclosure Statement (and the corresponding section of the Plan) entitled "Resolution of Asbestos Claims by the Liquidating Trust" is ambiguous and confusing because, among other things, the sections provides (i) Insured Asbestos Claims will be "defended against and liquidated, determined, or otherwise resolved by the Liquidating Trust in cooperation with the Products Insurance Carriers participating in the Products Insurance Cooperation Agreement" and (ii) Insured Asbestos Claims will be paid in accordance with the terms of the Products Insurance Cooperation Agreement, but the terms and conditions of the Products Insurance Cooperation Agreement are not disclosed. -- The injunction provisions and the provisions regarding the termination of the automatic stay as to Asbestos Claims create ambiguity as to whether the injunction provision and automatic stay apply to Insured Claims. Counsel for the ACE Companies: Richard W. Riley, Esq. DUANE MORRIS LLP 222 Delaware Avenue, Suite 1600 Wilmington, DE 19801-1659 Telephone: (302) 657-4900 Facsimile: (302) 657-4901 E-mail: rwriley@duanemorris.com - and - Wendy M. Simkulak, Esq. 30 South 17th Street Philadelphia, PA 19103-4196 Telephone: (215) 979-1000 Facsimile: (215) 979-1020 The Liquidating Plan On Sept. 15, 2015, the Debtors filed a proposed Plan of Liquidation that promises a less than 5% recovery to holders of general unsecured claims. Under the Plan, Class 3 - General Unsecured Claims, which are estimated to range from $384,972,000 to $459,972,000, are impaired and will receive pro rata share of the liquidating interests. An integral component of the purchase price for substantially all of the Debtors' assets was ensuring that the Debtors had sufficient funds to wind down their estates. Accordingly, the Stalking Horse Purchaser agreed to fund the Seller's closing and wind down expenses as follows: (X) an amount estimated in good faith by the Debtors, but in no event in excess, in the aggregate, of $6,770,000 for (i) the wind down of the Debtors' bankruptcy estates, (ii) amounts to pay taxes, (iii) fees payable to the U.S. Trustee, (vi) accrued and unpaid professionals, consulting and investment banking fees, (v) insurance premiums, and (vi) other postpetition and unpaid operating expenses; and (Y) the amount which will in no event exceed $1,636,000 to be spent for environmental-related liabilities. The hearing to consider approval of the explanatory Disclosure Statement is slated for Nov. 17, 2015, at 11:30 a.m. (Eastern). About Reichhold Founded in 1927, Reichhold, with its world headquarters and technology center in Durham, North Carolina, is one of the world's largest manufacturer of unsaturated polyester resins and a leading supplier of coating resins for the industrial, transportation, building and construction, marine, consumer and graphic arts markets. Reichhold -- http://www.Reichhold.com/-- has manufacturing operations throughout North America, Latin America, the Middle East, Europe and Asia. As of June 30, 2014, the Reichhold companies had consolidated assets of $538 million and liabilities of $631 million. Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S. affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 14-12237) on Sept. 30, 2014. Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and CDG Group LLC (financial advisor) are representing Reichhold, Inc. Latham & Watkins LLP (legal advisor) and Moelis & Company (investment banker) are serving Reichhold Industries, Inc. Logan & Company is the company's claims and noticing agent. The cases are assigned to Judge Mary F. Walrath. The U.S. Trustee for Region 3 appointed seven creditors of Reichhold Holdings US, Inc. to serve on the official committee of unsecured creditors. On April 1, 2015, the U.S. Trustee named three non-union retirees of Debtors to serve as the official Non-Union Retiree Committee. Each of the Retiree Committee members is receiving retiree welfare benefits from one or more of the Debtors. On April 2, 2015, Reichhold disclosed that the purchase of most of the assets of the U.S. business was completed. This transaction, approved by the Delaware Bankruptcy Court on January 12, 2015, allows Reichhold's U.S. businesses to successfully emerge from bankruptcy and re-join the rest of the global Reichhold organization. Concurrent with this purchase, Reichhold completed a debt-for-equity exchange with a group of investors led by Black Diamond Capital Management LLC and including J.P. Morgan Investment Management, Inc., Third Avenue Management LLC, and Simplon Partners LP. RELATIVITY MEDIA: Judge Overturns TRO on VII Peaks' Bank Accounts ----------------------------------------------------------------- A bankruptcy judge has issued an order dissolving the temporary restraining order that was placed on VII Peaks Capital's bank accounts after it allegedly reneged on an agreement to help fund the sale of Relativity Media LLC's television business. U.S. Bankruptcy Judge Michael Wiles signed the order last week after Relativity and VII Peaks agreed to negotiate to settle the complaint filed by the company. Relativity on Oct. 19 sued the investment management firm after the latter backed out of its obligation to provide $30 million to help finance the $125 million sale of the company's TV business to its senior lenders. In its complaint, Relativity expressed concern that the firm's refusal to fulfill its obligation would jeopardize the company's restructuring. "Its $30 million commitment is a key piece of funding necessary to consummate the transactions that will allow for the restructuring of Relativity," the company said in the filing. Judge Wiles is set to hold a hearing on Nov. 13 to consider Relativity's motion for a preliminary injunction. The lawsuit is Relativity Holdings LLC v. VII Peaks Capital LLC, case number 15-01361, in the U.S. Bankruptcy Court for the Southern District of New York. Television Biz Sale Relativity on Oct. 6 received court approval to sell its TV business to its senior lenders Anchorage Capital Group LLC, Falcon Investment Advisors LLC and Luxor Capital Group LP. The hedge funds, which are owed a total of about $366 million plus interest, agreed to forgive $125 million in debt and inject $75 million of fresh capital into the TV business. Relativity initially received a $250 million offer from the hedge funds to purchase substantially all of its assets. Prior to the court-supervised auction, the hedge funds reduced their bid to $125 million and offered to buy only the company's TV studio out of bankruptcy. A copy of the latest version of the sale agreement is available for free at http://is.gd/zu9Nfh Relativity said it sees its transaction with the hedge funds as the "best strategy to maximize value," adding that it did not only allow the sale of its major assets but also gave the company an opportunity to reorganize the remainder of its business. The sale of the TV business drew objections most of which were related to contracts to be assigned to the buyers as part of the deal. On Oct. 16 and 20, the bankruptcy court issued orders resolving most of these objections. About Relativity Fashion Based in New York, Relativity Fashion LLC dba M3 Relativity -- http://relativitymedia.com/-- is a privately-held entertainment company with an integrated and diversified global media platform that provides, among other things, film and television financing, production and distribution. Relativity was founded in 2004 by Ryan Kavanaugh as a films late cofinancier partnering with major studios such as Sony and Universal. In addition, the Company engages in content production and distribution, including movies, television, fashion, sports, digital and music. The Company and its affiliates filed for Chapter 11 protection on July 30, 2015 (Bankr. S.D.N.Y. Lead case No. 15-11989). Judge Michael E. Wiles presides over the Debtors' Chapter 11 cases. Craig A. Wolfe, Esq., Malani J. Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin Richter & Hampton LLP, and Richard L. Wynne, Esq., Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day, represent the Debtors in the bankruptcy cases. The Debtors reported total assets of $559.9 million, and total debts: $1.1 billion as of Dec. 31, 2014. On August 7, 2015, the U.S. Trustee for Region 2 appointed seven creditors to serve on the Debtors' official committee of unsecured creditors. The creditors are Allied Advertising Limited Partnership, Carat USA Inc., Cinedigm Corp., Comen VFX LLC, Create Advertising Group LLC, NBC Universal, and Technicolor Inc. Togut, Segal & Segal LLP represents the Committee. RICHARD DEMONBREUN: Dismissal of Suit for Unpaid Fees Reversed -------------------------------------------------------------- The Court of Appeals of Tennessee, at Nashville, reversed the judgment of dismissal by the trial court that the suit for unpaid fees was barred by the applicable statute of limitations. The appeal arises from the dismissal of suit for unpaid fees. Dr. Mark A. Cohen, an expert, and Richard A. Demonbreun, an attorney, entered into a services agreement in March 2005. Dr. Cohen first invoiced for his services in January 2006. Additional services were rendered after that date, and Dr. Cohen sent additional invoices. Despite repeated requests from Dr. Cohen and promises from Demonbreun, invoices went unpaid except for a small partial payment. On September 19, 2013, Dr. Cohen filed suit against Demonbreun in general sessions court and obtained a default judgment. Demonbreun then appealed to circuit court. On a motion for summary judgment, the trial court found that Mr. Cohen's suit was barred by the applicable statute of limitations. According to the Court of Appeals, the suit was filed within six years of one of the alleged breaches of the parties' agreement. That disputed issues of material fact exist as to whether the doctrine of equitable estoppel tolls the applicable statute of limitations, the Court of Appeals held. The case is captioned MARK A. COHEN, v. RICHARD A. DEMONBREUN, NO. M2014-02403-COA-R3-CV. A full-text of the Opinion dated September 30, 2015 is available at http://is.gd/MPQgskfrom Leagle.com Mark A. Cohen is represented by: James C. Edwards, Esq. MOORE & VAN ALLEN 100 North Tryon Street Suite 4700 Charlotte, NC 28202-4003 Phone: (704) 331-3660 Fax: (704) 409-5688 Email: jimedwards@mvalaw.com SABINE OIL: Bracewell & Giuliani Files Rule 2019 Statement ---------------------------------------------------------- Bracewell & Giuliani LLP disclosed in a court filing that it represents five creditors in the Chapter 11 cases of Sabine Oil & Gas Corp. and its affiliates. The creditors are El Rucio Land and Cattle Company Inc., San Juanito Land Partnership Ltd., McAllen Trust Partnership, James A. McAllen, and Nordheim Eagle Ford Gathering LLC. Bracewell said it does not own a claim or interest in the companies or their estates. The firm made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. Bracewell can be reached at: William A. (Trey) Wood III Jason G. Cohen Bracewell & Giuliani LLP 711 Louisiana Street, Suite 2300 Houston, Texas 77002 Telephone: (713) 223-2300 Facsimile: (713) 221-1212 E-mail: Trey.Wood@bgllp.com Jason.Cohen@bgllp.com - and - Robert G. Burns Bracewell & Giuliani LLP 1251 Avenue of Americas, 49th Floor New York, New York 10020-1104 Telephone: (212) 508-6100 Facsimile: (800) 404-3970 E-mail: Robert.Burns@bgllp.com 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 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. SABINE OIL: UNOCAL's Indemnity Claim Remains in Bankruptcy Court ---------------------------------------------------------------- Margaret Minor Shaffer, et al., filed suit in the 32nd Judicial District for the Parish of Terrebonne against Chevron USA, Inc., Chevron Environmental, Chevron Midcontinent, Union Oil Company of California, Sabine Oil & Gas Corporation, Tommy F. Thomas and Roger L. Hebert, alleging damage resulting from oil and gas exploration, including the operation of waste pits, wells, gathering/commingling facilities; and the operation of a gas plant on a property adjacent to the Plaintiffs' property. The Plaintiffs seek monetary damages and restoration of their property, including the removal of equipment remaining on site. The Plaintiffs' claims arise under Louisiana law. The State Court case has been pending for over three years during which time the parties have exchanged thousands of documents and conducted numerous depositions. On June 22, 2015, UNOCAL sought leave from the State Court to pursue indemnity and cross-claims against Sabine as the successor-in-interest to Forest. UNOCAL represented that the additional cross-claims against Sabine would not delay the case's resolution. UNOCAL also represented that should Sabine file for bankruptcy relief, the automatic stay would not prohibit the Plaintiffs' suit from progressing but only stay the new cross-claim. Based on these representations, the State Court entered a Judgment to that effect, permitting the filing of the cross-claim, but also recognizing that should Sabine file for bankruptcy relief, the stay would be inapplicable to the main demand. UNOCAL's cross-claim against Sabine asserts an indemnity agreement for damages it may owe to Plaintiffs. On June 24, 2015, Plaintiffs' filed a Motion to Dismiss Sabine from the State Court proceedings. On July 15, 2015, Sabine filed a voluntary petition for relief under Title 11, Chapter 11 of the United States Bankruptcy Code. The case is pending in the Southern District of New York. The Defendants filed a Notice of Removal of the State Court case to the United States District Court for the Eastern District of Louisiana. On August 19, 2015, the United States District Court referred the case to United States Bankruptcy Court for the Eastern District of Louisiana. The Defendants then filed a Motion to Transfer Venue to the Southern District of New York. The Plaintiffs filed a Motion to Remand to State Court or Abstain. The Defendants argue that the Bankruptcy Court has jurisdiction over the main demand because it is related to the administration of Sabine's bankruptcy case. As a result, the Defendants assert that the bankruptcy courts are the preferable forum to liquidate the main demand. In addition, the Defendants seek the transfer of the case to the Southern District of New York where Sabine's bankruptcy is pending. In response, the Plaintiffs aver that the federal courts lack jurisdiction over the main demand because it is not related to the administration of the Sabine bankruptcy and an independent basis for asserting jurisdiction does not exist. The Plaintiffs seek a remand of the main action to State Court. In the alternative, the Plaintiffs request that the Bankruptcy Court abstain from deciding the State Case. Judge Elizabeth W. Magner of the United States Bankruptcy Court for the Eastern District of Louisiana granted in part and denied in part the Plaintiffs' Motion to Remand its claims. The actions by the Plaintiffs against against Chevron USA, Chevron Environmental, Chevron Midcontinent, UNOCAL, Thomas, and Hebert, are remanded as are any cross-claims between them. However, the third-party demand by UNOCAL against Sabine is severed from the actions and retained by the Bankruptcy Court. The Bankruptcy Court will stay any prosecution on the action pending the entry of judgment on the remanded matters. The Motion to Transfer Venue is denied. The case is IN RE: MARGARET MINOR SHAFFER, ET AL, Plaintiffs, v. CHEVRON, U.S.A., INC., ET AL, Defendants, CASE NO. 15-102 (Bankr. E.D. La.). A full-text copy of the Decision dated October 14, 2015 is available at http://is.gd/kpGPkdfrom Leagle.com. Margaret Minor Shaffer, Plaintiff, represented by Brian T Carmouche, Esq. -- Talbot, Carmouche & Marcello, Donald T. Carmouche, Esq. -- Talbot, Carmouche & Marcello, John Hogarth Carmouche, Esq. -- Talbot, Carmouche & Marcello, William Robert Coenen III, Esq. -- Talbot, Carmouche & Marcello, Leah G. Cotton, Esq. -- Talbot, Carmouche & Marcello, Ross Joseph Donnes, Esq. -- Talbot, Carmouche & Marcello, Victor Lynn Marcello, Esq. -- Talbot, Carmouche & Marcello, Caroline Hidalgo Martin, Esq. -- Talbot, Carmouche & Marcello, Diane Adele Owen, Esq. -- Talbot, Carmouche & Marcello, Barbara B. Parsons, Esq. -- bparsons@steffeslaw.com -- Steffes, Vingiello & McKenzie, LLC, William E. Steffes, Esq. -- wsteffes@steffeslaw.com -- Steffes Vingiello & McKenzie LLC, Todd J Wimberley, Esq. -- Talbot, Carmouche & Marcello Chevron U.S.A., Inc., Defendant, represented by Lauren Cullum Barrera, Esq. -- lauren.barrera@keanmiller.com -- Kean Miller LLP, John C Funderburk, Esq. -- john.funderburk@keanmiller.com -- Kean Miller, Louis Victor Gregoire Jr., Esq. -- louis.gregoire@keanmiller.com -- Kean Miller, Michael R. Phillips, Esq. -- michael.phillips@keanmiller.com -- Kean Miller, LLP, Brittany Buckley Salup, Esq. -- brittany.salup@keanmiller.com -- Kean Miller LLP, Andrew M. Stakelum, Esq. -- astakelum@kslaw.com -- King & Spalding, LLP Union Oil Company of California, Defendant, represented by Alan J. Berteau, Esq. -- alan.berteau@keanmiller.com -- Kean Miller, Michelle Purchner Cumberland, Esq. -- michelle.cumberland@keanmiller.com -- Kean Miller LLP Forest Oil Corporation, Defendant, represented by Philip Kirkpatrick Jones Jr., Esq. -- pkjones@liskow.com -- Liskow & Lewis Sabine Oil & Gas Corporation, Defendant, represented by George H. Robinson Jr., Esq. -- ghrobinson@liskow.com -- Liskow & Lewis. 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 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. SANDRA BERCOVITZ: Court Refuses to Confirm Amended Ch. 11 Plan -------------------------------------------------------------- Judge Jacqueline P. Cox of the United States Bankruptcy Court for the Northern District of Illinois, Eastern Division, denied confirmation of Sandra Bercovitz's Amended Plan of Reorganization as the Debtor has not met her burden of showing that the Plan is feasible under Section 1129(a)(11) of the Bankruptcy Code. Sandra Bercovitz filed for bankruptcy to save her home from foreclosure. She is employed as a real estate broker and receives social security income. On July 13, 2015, the Debtor filed the Amended Plan. Select Portfolio Servicing, Inc., which services the first mortgage lien on the Debtor's residence, voted to reject the Plan and, on July 27, 2015, filed an Objection to Confirmation on the basis that the Plan is not feasible. The United States Trustee supports Select Portfolio's Objection. The case is In re: SANDRA BERCOVITZ, Chapter 11, Debtor, BANKRUPTCY NO. 14-44669 (Bankr. N.D. Ill.). A full-text copy of the Memorandum Decision dated October 19, 2015 is available at http://is.gd/L1zbO6from Leagle.com. Sandra Bercovitz, Debtor, represented by O Allan Fridman, Law Office of O. Allan Fridman. SANDY HILLS: Sanction for Automatic Stay Violation Affirmed ----------------------------------------------------------- Joanna Seybert of the United States District Court for the Eastern District of New York denied the appeal of Long Island Pine Barrens Society, Inc., and its attorney, Regina Seltzer, from the May 22, 2014 Order of the Bankruptcy Court finding that Pine Barrens and Ms. Seltzer willfully violated the automatic bankruptcy stay in the Chapter 11 bankruptcy proceeding of Sandy Hills, LLC, and imposed civil contempt sanctions on Pine Barrens and Ms. Seltzer, jointly and severally. The case is captioned LONG ISLAND PINE BARRENS SOCIETY, INC., Appellant, v. SANDY HILLS, LLC, Appellees. NO. 14 CIV. 7643 (ER). E.D. BANKR. CASE NO. 8-12-74482 (AST), NO. 14-CV-4678 (JS). A full-text of the Order dated September 30, 2015 is available at http://is.gd/JG9mJwfrom Leagle.com. Appellant is represented by: Regina Seltzer, Esq. LONG ISLAND PINE BARRENS SOCIETY RIVERHEAD, NY 547 East Main Street Riverhead, NY 11901 Phone: (631) 369-3300 Fax: (631) 369-3389 Appellee is represented by: Stephen P. Gelfand, Esq. LAW OFFICE OF STEPHEN P. GELFAND, ESQ. SMITHTOWN, NY 548 WEST JERICHO TURNPIKE, SMITHTOWN, NEW YORK 11787 Phone: (631) 470-5300 Fax: (631) 470-5302 Email: info@stephengelfandlaw.com About Sandy Hills Sandy Hills, LLC, based in Saint James, NY, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 12-74482) on July 19, 2012, in Central Islip. Judge Dorothy Eisenberg oversees the case. Stephen P. Gelfand, Esq., at Law Offices of Stephen P. Gelfand, P.C., serves as the Debtor's counsel. It scheduled assets of $6,500,093 and liabilities of $4,770,228. The petition was signed by Francis Weber, manager. SCIENTIFIC GAMES: Amends Agreement with Executive Vice Chairman --------------------------------------------------------------- Scientific Games Corporation entered into an amendment agreement with Richard Haddrill, executive vice chairman of the Board, to amend Mr. Haddrill's employment agreement, dated as of Dec. 8, 2014, according to a document filed with the Securities and Exchange Commission. The amendment to Mr. Haddrill's agreement was entered into in light of the successful achievement of certain of the Company's integration and synergy-related goals that Mr. Haddrill was supporting. Additionally, the amendment reflects a shift in Mr. Haddrill's responsibilities to increase his focus on the Company's business development priorities and special strategic projects assigned to him by Mr. Gavin Isaacs and the Board. It is envisioned that these responsibilities will include providing support to Mr. Isaacs in the areas of key account endeavors, organizational development, and the implementation of special strategic and operational projects in support of the Company's near-term business development initiatives and long-term goals. The amendment is intended to provide Mr. Haddrill with appropriate bonus and equity compensation and other incentives tied to the achievement of Mr. Haddrill's responsibilities under his amended agreement. About Scientific Games Scientific Games Corporation is a developer of technology-based products and services and associated content for worldwide gaming and lottery markets. The Company's portfolio includes instant and draw-based lottery games; electronic gaming machines and game content; server-based lottery and gaming systems; sports betting technology; loyalty and rewards programs; and social, mobile and interactive content and services. Visit http://www.scientificgames.com/ Scientific Games reported a net loss of $234 million in 2014, a net loss of $30.2 million in 2013 and a net loss of $62.6 million for 2012. As of June 30, 2015, the Company had $9.4 billion in total assets, $9.7 billion in total liabilities and a $260.1 million total stockholders' deficit. * * * The TCR reported on May 21, 2014, that Moody's Investors Service downgraded Scientific Games Corporation's ("SGC") Corporate Family Rating to 'B1'. The downgrade reflects Moody's view that slower than expected growth in SGC's Gaming and Instant Products segments will cause Moody's adjusted leverage to exceed 6.0 times by the end of 2014. As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating to 'B+' from 'BB-' on Scientific Games Corp. "The downgrade and CreditWatch placement follow Scientific Games' announcement that it has agreed to acquire Bally Technologies for $5.1 billion, including the refinancing of about $1.8 billion in net debt at Bally," said Standard & Poor's credit analyst Ariel Silverberg. SCIENTIFIC GAMES: Extends CEO's Employment Until 2018 ----------------------------------------------------- Scientific Games Corporation entered into an amendment agreement with Gavin Isaacs, president and chief executive officer of the Company on Oct. 29, 2015, according to a Form 8-K filed with the Securities and Exchange Commission. The amendment extends Mr. Isaacs' employment agreement to June 2018. Except for the extension, the terms of Mr. Isaacs' employment agreement remain unchanged. The extension was in recognition of the successful attainment of key business objectives, including integration milestones, over the past 16 months. About Scientific Games Scientific Games Corporation is a developer of technology-based products and services and associated content for worldwide gaming and lottery markets. The Company's portfolio includes instant and draw-based lottery games; electronic gaming machines and game content; server-based lottery and gaming systems; sports betting technology; loyalty and rewards programs; and social, mobile and interactive content and services. Visit http://www.scientificgames.com/ Scientific Games reported a net loss of $234 million in 2014, a net loss of $30.2 million in 2013 and a net loss of $62.6 million for 2012. As of June 30, 2015, the Company had $9.4 billion in total assets, $9.7 billion in total liabilities and a $260.1 million total stockholders' deficit. * * * The TCR reported on May 21, 2014, that Moody's Investors Service downgraded Scientific Games Corporation's ("SGC") Corporate Family Rating to 'B1'. The downgrade reflects Moody's view that slower than expected growth in SGC's Gaming and Instant Products segments will cause Moody's adjusted leverage to exceed 6.0 times by the end of 2014. As reported by the TCR on Aug. 5, 2014, Standard & Poor's Ratings Services lowered its corporate credit rating to 'B+' from 'BB-' on Scientific Games Corp. "The downgrade and CreditWatch placement follow Scientific Games' announcement that it has agreed to acquire Bally Technologies for $5.1 billion, including the refinancing of about $1.8 billion in net debt at Bally," said Standard & Poor's credit analyst Ariel Silverberg. SHAW FAMILY ARCHIVES: Suit Over 1994 Settlement Partially Dismissed ------------------------------------------------------------------- In an order dated September 22, 2015, a full-text copy of which is available at http://is.gd/dS9Cg6from Leagle.com, Judge Nelson S. Roman of the United States District Court for the Southern District of New York granted Gary Adelman's motion to dismiss an adversary proceeding against him, and granted the Shaw Family Defendants' motion to dismiss with respect to claims 9,12,15,19 and 21 and that of claim 8 pertaining to the theory that the 1998 Trust is invalid. Sam Shaw was a photographer whose subjects included celebrities such as Marilyn Monroe, Marlon Brando, and Aaron Copland. Sam had three children, Larry Shaw, Edie Shaw Stevens and Meta Shaw Marcus. Larry was also a photographer. He and his father, Sam, had a contentious relationship. In 1994, Sam sued Larry in New York Supreme Court to recover photographs that were in Larry's possession, which Sam claimed to have snapped. Larry asserted cross-claims concerning the scope of Larry's right to commercially exploit certain photographs of Marilyn Monroe that Sam had assigned to Larry. However, over the course of the succeeding eight years, the litigation expanded into a contest over the attribution and ownership of virtually all photographs snapped by either Larry or Sam during their lifetimes. In 1998, during the pendency of the 1994 Action, Sam allegedly executed a trust purporting to convey all copyrights he owned to a trust for the benefit of Edie and Meta, and completely disinheriting Larry. The Estate alleged that this trust was invalid because the copyrights it purported to transfer were disputed at the time of execution. Sam died on April 5, 1999, and Edie and Meta continued to litigate the 1994 Action against their brother Larry. The 1994 Action ultimately settled on June 5, 2002, when the parties verbally set forth the terms of their settlement in open court before a Judicial Hearing Officer. On June 1, 2011, Shaw Family Archives filed a voluntary Chapter 11 petition in the Bankruptcy Court for the Southern District of New York. The instant litigation is largely concerned on the terms of that settlement, which was transcribed but never reduced to a separate written agreement. The chief issue in the litigation was whether the 2002 Settlement effected a transfer of copyrights from Larry, Edie, and Meta to the new entity, Shaw Family Archives. There are two categories of claims in the Second Amended Complaint. The first category comprises claims related to copyright ownership. The Second Amended Complaint claims that Shaw Family Archives owns the subject copyrights, or, in the alternative, is a beneficial owner. The Estate asks for declaratory and injunctive relief to protect Shaw Family Archives' purported ownership of the copyrights and to prevent Defendants from acting adverse to Shaw Family Archives' ownership claim, as well as disgorgement of any royalties paid to Sam Shaw Inc. The second category comprises claims related to Edie and Meta's alleged waste and mismanagement of Shaw Family Archives. With respect to these causes of action, the Second Amended Complaint requests various forms of declaratory, injunctive, and compensatory relief. The Shaw Family Defendants move to dismiss all of the claims in the Second Amended Complaint. Defendant Adelman moved to dismiss all of the claims asserted against him in the initial Complaint, which the Court construed as a motion to dismiss all of the claims asserted against him in the Second Amended Complaint. Shaw Family Defendants also moved for sanctions pursuant to Rule 11 of the Federal Rules of Civil Procedure. The case is captioned THE ESTATE OF LARRY SHAW and SUSAN SHAW, as the Executor of the Estate of Larry Shaw, asserting claims on behalf of a New York corporation, SHAW FAMILY ARCHIVES, LTD. on a shareholder derivative basis and/or, when so pleaded, individual claims for the benefit of the ESTATE OF LARRY SHAW, Plaintiffs, v. EDIE SHAW MARCUS aka Edith Marcus, META SHAW STEVENS aka Meta Stevens, DAVID MARCUS, MELISSA STEVENS, GARY ADELMAN, ESQ., and SAM SHAW INC., Defendants, and SHAW FAMILY ARCHIVES, LTD., as a Nominal Party to the Action. SAM SHAW, INC., META STEVENS, EDITH MARCUS, MELISSA STEVENS, and DAVID MARCUS, Plaintiffs, v. THE ESTATE OF LARRY SHAW and SUSAN SHAW, Defendants, NOS. 7:14-CV-3849 (NSR), 7:14-CV-5653 (NSR) Plaintiffs are represented by: Joseph H. Adams, Esq. Nyack, New York City Phone:(845) 353 2320 Fax:(845) 353 6934 Email: joelawesq@gmail.com Defendants are represented by: Natalie Sulimani, Esq. SULIMANI LAW FIRM 116 West 23rd Street, Suite 500 New York, NY 10011 Tel. 212.863.9614 Fax 718.228.8739 Email: info@sulilaw.com --and-- Christopher Serbagi, Esq. THE SERBAGI LAW FIRM, P.C. 488 Madison Avenue, Suite 1120 New York, New York 10022 Phone: 212-593-2112 Fax: 212-308-8582 Email: christopher@serbagilaw.com About Shaw Family Archives Shaw Family Archives, Ltd., a company created to own and license photographs made by the late Sam Shaw, filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 11-23099) on June 1, 2011. Mr. Shaw took the famous photograph of Marilyn Monroe standing atop a sidewalk grate, her skirt flying up. The Shaw archive also has photos of John Wayne, Sophia Loren, Marlon Brando and Audrey Hepburn. The organization's president and the late photographer Sam Shaw's daughter, blamed the filing on a series of lawsuits involving the late Marilyn Monroe's photographs and other issues. Lawrence F. Morrison, Esq., at The Morrison Law Offices PC, in New York, serves as counsel. The Debtor estimated $1,000,001 to $10,000,000 in assets and debts. SIGA TECHNOLOGIES: Posts $5.6M Net Loss for 3rd Quarter ------------------------------------------------------- SIGA Technologies, Inc. filed with the Securities and Exchange Commission its Form 10-Q report for the quarterly period ended September 30, 2015. SIGA reported revenues of $1,327,403 from Research and development for the third quarter, a slight increase from $1,099,429 for the same period last year. Revenues were $3,986,955 for the nine-month period ended Sept. 30, 2015, compared to $2,299,456 for the same period last year. SIGA posted $5,630,520 Net and comprehensive loss for the third quarter, down from the Net and comprehensive loss of $240,076,761 for the same period a year ago. The Company said Net and comprehensive loss for the past three quarters was $19,357,276, also down from the Net and comprehensive loss of $246,406,883 a year ago. SIGA had total assets of $197,165,006 at Sept. 30, 2015, against total liabilities of $461,832,710. A copy of the Company's Form 10-Q report is available at http://is.gd/NUFefC About SIGA Technologies Publicly held SIGA Technologies, Inc., with headquarters in Madison Avenue, New York, is a biotech/pharmaceutical company that specializes in the development and commercialization of solutions for serious unmet medical needs and biothreats. SIGA's lead product is Tecovirimat, also known as ST-246, an orally administered antiviral drug that targets orthopoxviruses. SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No. 14-12623) on Sept. 16, 2014, in Manhattan. The case is assigned to Judge Sean H. Lane. The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and Prime Clerk LLC as claims agent. The Debtor's Chapter 11 plan and disclosure statement are due May 14, 2015. The Debtor disclosed total assets of $131,669,746 and $7,954,645 in liabilities as of the Chapter 11 filing. The Statutory Creditors' Committee is represented by Martin J. Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at Proskauer Rose LLP. The Committee tapped to retain Guggenheim Securities, LLC, as its financial advisor and investment banker. SRP PLAZA: Disclosure Statement Hearing Moved to Nov. 17 -------------------------------------------------------- SRP Plaza L.P. and its secured lender have, for a second time, continued the hearing on the disclosure statement explaining SRP Plaza's reorganization plan as the parties are working on a consensual plan. In the first stipulation, the Debtor and U.S. Bank, N.A., as successor trustee for the Registered Holders of Bear Sterns Commercial Mortgage Securities, Inc., Commercial Mortgage Pass-Through Certificates, Series 2005-PWR7, agreed to the continuance of the Sept. 30 hearing to Oct. 21. The parties explained that they have reached an agreement with regards to the repayment terms for the claim of Secured Lender, and that it would be in the best interest for the Parties and the Chapter 11 estate, that a joint consensual plan of reorganization be worked towards and filed once agreed upon in form. Pursuant to the second stipulation, which was approved by Judge Landis on Oct. 14, the hearing on the Disclosure Statement Motion is continued from Oct. 21 to Nov. 17, 2015, at 1:30 p.m. The briefing deadlines with regard to the Motion will be as follows: oppositions to the Motion shall be filed by Nov. 3, 2015; any reply to any opposition(s) to the Motion will be filed by Nov. 10, 2015. The Chapter 11 Plan The Debtor on Aug. 14, 2015, filed its proposed Plan of Reorganization and explanatory Disclosure Statement. Pursuant to the Plan, the allowed secured claim of U.S. Bank (Class 1), which includes the outstanding principal of $7.30 million on a loan, will be refinanced and modified such that the loan will have a maturity date of 120 months, there will be monthly payments of principal and interest, and interest will accrue at 4.6% per annum. Holders of other secured claims (Class 2) will be paid in full in 12 equal monthly payments with post-Effective Date interest at the Federal Judgment Rate. Holders of priority non-tax claims (Class 3) will be paid in full on the first business day after the Effective Date. Holders of unsecured claims (Class 4) will receive payment of 100% of their claims six months after entry of the confirmation order, with simple interest at a rate of 3%. Holders of equity interests (Class 5) will retain their legal interest. Classes 3 and 5 are unimpaired. The impaired classes -- Classes 1, 2 and 4 -- would be entitled to vote on the Plan. About SRP Plaza SRP Plaza, L.P., is the owner of a retail shopping center commonly known as "Mission Paseo Shopping Center" with addresses of 6985 and 7005 West Sahara Avenue and 2555 and 2585 South Rainbow Boulevard, Las Vegas, Nevada. SRP Plaza, L.P., a Single Asset Real Estate, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 15-12127) on April 16, 2015, to halt a receiver from taking Control of the property. U.S. Bank National Association, as successor trustee for the registered holders of Bear Stearns Commercial Mortgage Securities, Inc., Commercial Pass-Through Certificates, Series 20015-PW37, declared an event of default under a Deed of Trust dated on Dec. 7, 2004, and recorded against the real property of SRP on Dec. 9, 2004 as Instrument No. 20041209-0003438. On March 31, 2014, the Bank filed a complaint for appointment of a receiver in the Eight Judicial District Court, Clark County, Nevada, being Case No. A-15-71622 against SRP, and on April 9, 2015, filed an application for the appointment of a receiver seeking the potential seizure of control of SRP's property, which actions, if allowed to proceed, would cause significant and irreparable harm to SPR, its creditors and other parties-in-interest. The bankruptcy case is assigned to Judge August B. Landis. The Debtor disclosed $10,481,975 in assets and $7,327,546 in liabilities as of the Chapter 11 filing. SRP Plaza is represented by Zachariah Larson, Esq., Matthew C. Zirzow, Esq. and Shara L. Larson, Esq. at Larson & Zirzow, LLC in Las Vegas, Nevada. STAR GAS: S&P Affirms 'B+' CCR then Withdraws Rating ---------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' corporate credit rating on U.S.-based energy partnership Star Gas Partners L.P. after the partnership used proceeds from a term loan to redeem the entire amount of its $125 million 8.875% senior notes due 2017. The outlook remains stable. S&P subsequently withdrew all of its ratings at the partnership's request. TARGA RESOURCES: Moody's Affirms Ba1 CFR; Outlook Stable -------------------------------------------------------- Moody's Investors Service affirmed all ratings of Targa Resources Partners LP (TRP or Partners), including the Ba1 Corporate Family Rating, the Ba2 senior unsecured notes ratings, the Ba3 preferred unit rating, and the SGL-3 Speculative Grade Liquidity (SGL) Rating following Targa Resources Corp.'s (TRC or Targa) announced agreement to purchase all of the outstanding common units of TRP. TRC's Ba3 senior secured credit facility ratings and the SGL-3 Speculative Grade Liquidity (SGL) Rating were also affirmed. Additionally, Moody's placed the Ba3 CFR and the Ba3-PD Probability of Default Rating (PDR) for Targa, under review for upgrade. The rating outlook for TRP remains stable. "The announced transaction will somewhat simplify the corporate structure and potentially reduce the combined company's cost of capital over the long term," commented Arvinder Saluja, Moody's Senior Analyst. "However, the transaction has no immediate effect to the combined company's overall financial leverage or the relative priority of the respective debt and preferred equity instruments." Issuer: Targa Resources Corp. On Review for Possible Upgrade: Probability of Default Rating, Ba3-PD, Placed on Review for Upgrade Corporate Family Rating, Ba3, Placed on Review for Upgrade Affirmations: Senior Secured Bank Credit Facility, Affirmed Ba3 (LGD 3) Speculative Grade Liquidity Rating, Affirmed SGL-3 Outlook: Changed To Rating Under Review From Stable Issuer: Targa Resources Partners LP Affirmations: Probability of Default Rating, Affirmed Ba1-PD Corporate Family Rating, Affirmed Ba1 Speculative Grade Liquidity Rating, Affirmed SGL-3 Pref. Stock Preferred Stock, Affirmed Ba3 (LGD 6) Senior Unsecured Regular Bond/Debentures, Affirmed Ba2 (LGD 4) Backed Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD 4) Outlook: Remains Stable Issuer: Targa Pipeline Partners LP Affirmations: Senior Unsecured Regular Bond/Debentures, Affirmed Ba2 Backed Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 Outlook: Remains Stable RATINGS RATIONALE Targa and Partners announced an agreement today in which Targa will acquire all of the public outstanding common units of Partners in an all stock-for-unit transaction. Following the acquisition, TRC will be the sole publicly traded entity with TRP as a wholly owned subsidiary. All existing debt at TRP will remain at TRP and Series A preferred units at TRP will remain outstanding. The transaction will be taxable to Partners' third party limited partner (LP) unit holders, but Targa will benefit from depreciation tax shield from the asset value step-up that should help avoid a cash tax burden over the next few years. The acquisition is expected to close in the first quarter of 2016, subject to TRP unitholder approval, TRC shareholder approval and customary closing conditions. The review for upgrade of Targa's Ba3 CFR reflects Moody's expectation that the CFR will likely be upgraded to Ba1 at the close of the transaction, consistent with the existing Ba1 CFR at Partners. The announced transaction has no initial impact on the financial and operational performance of Partners' leading to the ratings at Partners, including the Ba1 CFR, being affirmed with a stable outlook. Following the reorganization that is designed to eliminate the incentive distribution rights (IDRs) and simplify its equity ownership, Targa will be able to reduce its overall cost of capital by issuing equity at the TRC level. The proposed acquisition of TRP's third party ownership would improve the overall consolidated credit profile of TRC by reducing structural complexity and modestly improving distribution coverage and retained cash flow metrics. TRC is expected to have better coverage of its planned dividends than TRP. TRP's senior notes are unsecured and the creditors have a subordinated claim to TRP's assets behind the senior secured revolving credit facility and the accounts receivable securitization facility. Given the substantial amount of priority-claim secured debt in the capital structure and the likelihood of using a large portion of the revolver to fund growth projects, the notes are rated Ba2, one notch below TRP's Ba1 CFR. The preferred units are rated Ba3, two notches below the Ba1 CFR, reflecting their effective subordination to all of TRP's existing senior unsecured notes and the senior secured revolving credit facility. TRC's senior secured credit facilities (term loan and revolver) are both rated Ba3 as the term loan ranks pari passu with its revolving credit facility and they share the same collateral pool. Both are secured by substantially all of TRC's assets, but have a residual claim to TRP's distributed cash flows following debt service at TRP. Moody's expects there to be no changes in the TRP or TRC debts' and preferred units' priority positioning within each entity's capital structure as a result of the transaction. Therefore it is likely that the notching of the respective debts and preferred units will remain unchanged following the transaction, resulting in the affirmation of all the existing debt instrument and preferred unit ratings. After the completion of the proposed transaction, the expected Ba1 CFR for the combined Targa and Partners would be supported by its scale, EBITDA generation and its track record of strong execution of growth projects. TRP has increased geographic diversification, improved business diversification through entry into crude oil gathering, and continues to grow its fee-based margin contribution (expected to be 70% of operating margin in 2015). Following the acquisition, TRP's creditors could also benefit from a higher proportion of equity funding of growth projects in 2016 and 2017. These positive attributes are tempered by material exposure to the gathering and processing business, intensified commodity price weakness, and volume risks. Despite the resiliency witnessed in the first half of 2015 and the modest benefits to credit metrics from this transaction, Moody's expects volumes to decline through 2016, resulting in dividend coverage of approximately 1.0x-1.1x at TRC and leverage of 4.5x-5.0x at TRP (5.0x-5.5x for the combined company). TRP's and TRC's stable outlook incorporates our expectation that combined company would continue to grow its scale and operating cash flows by using a prudent mix of equity and debt funding for its capital projects, and maintain credit metrics at are below current levels while further increasing fee-based business. TRP's and TRC's ratings could be downgraded if the combined company's Debt/EBITDA rises over 5.5x because of insufficient equity funding of growth capital spending or acquisitions and/or weaker than expected earnings. Debt funded acquisition or significant delays or cost overruns on growth projects could pressure the ratings. An upgrade is unlikely through 2016 given the weak commodity price outlook and elevated financial leverage. However, the combined company could be upgraded to Baa3 if leverage is sustained near 4x and the proportion of fee-based revenues and EBITDA continues to grow. Currently, TRC controls TRP by indirectly owning 8.8% of TRP's outstanding common units, a 2% general partner interest and 100% of the IDRs. TRP is a master limited partnership that operates a portfolio of midstream energy assets that include, gathering pipelines, gas processing plants, NGL pipeline, NGL fractionation units, and a marine import/export facility on the Gulf Coast. The principal methodology used in these ratings was Global Midstream Energy published in December 2010. TARGA RESOURCES: S&P Affirms 'B+' CCR & Puts on CreditWatch Pos. ---------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B+' long-term corporate credit and senior secured debt ratings on Targa Resources Corp. (TRC) and placed them on CreditWatch with positive implications. At the same time, S&P affirmed its 'BB+' long-term corporate credit and senior unsecured debt ratings on Targa Resources Partners L.P. (TRP) and maintained the negative outlook. "The negative outlook on TRP reflects our view that the pro forma company's slightly improved dividend coverage ratio and simplified equity structure is offset by high consolidated leverage," said Standard & Poor's credit analyst Nora Pickens. Although the transaction immediately improves the pro forma company's (Targa) cost of capital by eliminating incentive distribution rights, S&P expects leverage to remain elevated at 5x to 5.5x in 2016, before trending lower toward 4.5x to 5x in 2017. A large proportion of Targa's 2016 estimated operating margin, about 30%, is not based on fees and is therefore exposed to fluctuations in commodity prices. Pro forma for the transaction, S&P expects adjusted debt to EBITDA of 5.1x in 2016, but believe consolidated Targa will maintain financial policies geared to achieve debt to EBITDA below 5x by 2017. In certain aspects, S&P views Targa's pro forma simplified "C-corp" structure as supportive of credit quality because it eliminates incentive distribution rights and streamlines governance provisions. At the same time, however, S&P anticipates Targa to use the vast majority of its free cash flow (after maintenance-related capital spending) to pay dividends to equity holders each quarter, and therefore would face similar financial constraints as a typical master limited partnership. Pro forma for the transaction, S&P continues to view Targa's business risk as "satisfactory" given that the company's asset rofile will remain largely unchanged. Key factors for the business risk include the partnership's growing scale and asset diversity, increasing fee-based cash flows, and good asset diversity. Factors that partly offset these strengths include cash flows that are vulnerable to volatile commodity prices and volume risk, a large capital spending program, and the master limited partnership structure, under which the partnership distributes virtually all cash flow to unitholders. The placement of TRC on CreditWatch with positive implications reflects S&P's expectation that it will raise its ratings in line with those of TRP's existing ratings. S&P expects to resolve the CreditWatch placement once it has better insight into the transaction's timing and final terms. TEMPLE UNIVERSITY: Moody's Affirms Ba2 Rating; Outlook Developing ----------------------------------------------------------------- Moody's Investors Service affirms the Ba2 ratings of Temple University Health System (TUHS). The rating outlook has been revised to developing from negative. The rating action affects approximately $514 million of rated debt issued through the Hospitals and Higher Education Facilities Authority of Philadelphia. SUMMARY RATING RATIONALE The Ba2 remains supported by Temple's fundamental credit elements including its important role as a safety net provider for the City of Philadelphia as substantiated by material and historically sizable funding from the Commonwealth. The affirmation also reflects TUHS' and the System's role as the academic medical center for Aa3-rated Temple University (TU), which is the sole corporate member of TUHS. The Ba2 recognizes TUHS' ability to gain operational traction through physician recruitment and clinical engagement with physicians, driving a quaternary service array, the generation of an operating surplus in FY 2015 (with Commonwealth funding), improved revenue cycle and better results at the recently acquired Fox Chase Cancer Center. The rating remains constrained by TUHS' highly leveraged balance sheet relative to operations and cash, an especially competitive market which continues to consolidate and disproportionate dependence on supplemental funding from the Commonwealth of Pennsylvania (rated Aa3 negative) to balance operations. The Commonwealth's prolonged budget impasse leaves TUHS particularly vulnerable to an outsized consumption of cash that may result in a narrowing to the cash covenant by fiscal year end 2016. The revision of the rating outlook to developing from negative reflects the bifurcated direction the credit profile can take in the near term when balancing TUHS' operational improvement with the uncertainty regarding receipt of Commonwealth appropriations which Moody's believes poses significant risk for bondholders at this time. OUTLOOK The developing outlook acknowledges the substantial organic improvement of TUHS offset by the potential for near-term contraction of liquidity metrics should the Commonwealth's budget delay persist and depress TUHS' absolute liquidity. If the Commonwealth's budget impasse continues unabated, our credit opinion could result in a lower rating, however, the Commonwealth's resolution of its budget impasse could represent a credit-positive event for TUHS, assuming no other exogenous factors. Moody's considers that the combined impact on TUHS' debt ratings of such - potentially offsetting - changes cannot be reasonably forecast at this stage. WHAT COULD MAKE THE RATING GO UP -- Material and sustained momentum in operating cash flow driven by durable operational improvement -- Resolution of the Commonwealth's budget and funding could be a stabilizing factor or may change the outlook to positive -- Growth in revenue that has resulted from clinical activities -- Growth of balance sheet cushion relative to debt and operations -- Growth in demand, market share and acuity of services will also be viewed favorably WHAT COULD MAKE THE RATING GO DOWN -- Failure to secure alternative sources of liquidity if budget impasse continues, specifically if weakened headroom under debt covenants or covenant default are projected -- Reduction in support from the Commonwealth that is not met with core operational improvement at the clinical enterprises -- Inability to sustain improvement in operating cash flow that is driven by internal operational improvement -- Material use of absolute cash or deterioration of relative measures of liquidity -- Increase in debt without a material strengthening of operations and cash -- Disintegration of current relationship with Aa3-rated Temple University OBLIGOR PROFILE Temple University Health System (TUHS) is a $1.5 billion academic health system anchored in northern Philadelphia. The Health System consists of Temple University Hospital (TUH); TUH-Episcopal Campus; TUH-Northeastern Campus; Fox Chase Cancer Center, an NCI-designated comprehensive cancer center; and Jeanes Hospital a community-based hospital offering medical, surgical and emergency services. TUHS also has a network of community-based specialty and primary-care physician practices. TUHS is affiliated with the Lewis Katz School of Medicine at Temple University. LEGAL SECURITY The obligated group consists of Temple University Hospital, Inc., Temple University Health System, Inc. (TUHS), Jeanes Hospital, Temple Health System Transport Team, Inc. and Temple Physicians, Inc. Jeanes, Temple Physicians and Temple Transport each joined the obligated group contemporaneously with the issuance of the 2005 bonds. Each member of the obligated group is jointly and severally liable for all obligations issued under or secured by the Loan and Trust Agreement. The Bonds are secured on parity basis with the obligations currently outstanding issued under the Loan and Trust Agreement. As security for the obligated group's obligations under the Loan and Trust Agreement, each member of the obligated group has pledged its respective gross receipts. The Bonds are also secured by mortgages on certain real property of certain members of the obligated group. With the issuance of the Series 2012 bonds, a liquidity covenant was set at 60 days and a number of the Fox Chase Entities became members of the Obligated Group. USE OF PROCEEDS Not applicable PRINCIPAL METHODOLOGY The principal methodology used in this rating was Not-for-Profit Healthcare Rating Methodology published in March 2012. TENET HEALTHCARE: Incurs $29 Million Net Loss in Third Quarter -------------------------------------------------------------- Tenet Healthcare Corporation filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss available to the Company's common shareholders of $29 million on $4.69 billion of net operating revenues for the three months ended Sept. 30, 2015, compared to net income available to the Company's common shareholders of $9 million on $4.17 billion of net operating revenues for the same period a year ago. For the nine months ended Sept. 30, 2015, the Company reported a net loss available to the Company's common shareholders of $43 million on $13.6 billion of net operating revenues compared to a net loss available to the Company's common shareholders of $49 million on $12.13 billion of net operating revenues for the same period during the prior year. As of Sept. 30, 2015, the Company had $23.2 billion in total assets, $20.5 billion in total liabilities, $1.68 billion in redeemable noncontrolling interests in equity of consolidated subsidiaries and $1.01 million in total equity. "We delivered revenue and EBITDA consistent with our Outlook for the quarter and generated strong adjusted free cash flow," said Trevor Fetter, chairman and chief executive officer. "While we experienced pressure on lower acuity inpatient hospital admissions, we continued to drive increases in higher-acuity admissions. Our Conifer Health Solutions and United Surgical Partners subsidiaries performed well and achieved results in line with our expectations." Mr. Fetter continued, "In light of the recent market volatility combined with the cash proceeds that we are anticipating from divestitures, our Board has approved a new $500 million share repurchase authorization. We regularly review our priorities for capital and believe that a share repurchase authorization is an appropriate tool to have available to us at this time. We are confident that our strategies to drive growth in all three of our business segments will result in long-term value creation for our shareholders." Cash and cash equivalents were $450 million at Sept. 30, 2015, compared to $193 million at Dec. 31, 2014. Tenet's outstanding borrowings on its credit line were $110 million as of Sept. 30, 2015. Accounts receivable days outstanding were 49.5 at Sept. 30, 2015, compared to 50.7 at June 30, 2015 and 49.5 days at Dec. 31, 2014. Adjusted net cash provided by operating activities in the quarter ended Sept. 30, 2015, was $563 million; after subtracting $207 million of capital expenditures, Adjusted free cash flow was $356 million. Year to date, Adjusted free cash flow is $444 million. A full-text copy of the Form 10-Q is available for free at: http://is.gd/SwgoKm About Tenet Tenet Healthcare Corporation -- http://www.tenethealth.com/-- is a national, diversified healthcare services company with 110,000 employees united around a common mission: to help people live happier, healthier lives. The company operates 80 hospitals, 214 outpatient centers, six health plans and Conifer Health Solutions, a leading provider of healthcare business process services in the areas of revenue cycle management, value based care and patient communications. Tenet Healthcare reported net income attributable to the Company's shareholders of $12 million for the year ended Dec. 31, 2014, compared to a net loss attributable to the Company's shareholders of $134 million during the prior year. * * * Tenet carries a 'B' IDR from Fitch Ratings, 'B' corporate credit rating from Standard & Poor's Ratings Services and 'B1' Corporate Family Rating from Moody's Investors Service. TIDAL WAVE FITNESS: Case Summary & 20 Top Unsecured Creditors ------------------------------------------------------------- Debtor: Tidal Wave Fitness, LLC dba World Gym Ocean City 107 67th Street Ocean City, MD 21842 Case No.: 15-25318 Chapter 11 Petition Date: November 3, 2015 Court: United States Bankruptcy Court District of Maryland (Baltimore) Judge: Hon. Thomas J. Catliota Debtor's Counsel: James Greenan, Esq. MCNAMEE, HOSEA, ET AL. 6411 Ivy Lane, Suite 200 Greenbelt, MD 20770 Tel: 301-441-2420 Email: jgreenan@mhlawyers.com Total Assets: $92,217 Total Liabilities: $1.60 million The petition was signed by Byron L. Brooks, III, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mdb15-25318.pdf UNIVERSAL HEALTH: Chapter 11 Plan Has Effective Date ---------------------------------------------------- Soneet R. Kapila, Liquidating Agent for the estate of Universal Health Care Group, Inc. filed a notice of effective date of the Amended Chapter 11 Plan, as Modified, for Universal Health Care Group, Inc. dated April 16, 2015. On Aug. 18, 2015, the Court entered its Final Order Confirming Chapter 11 Trustee’s Liquidating Plan for Universal Health. All conditions to the Effective Date have been satisfied or waived. The Effective Date of the Plan is Sept. 1, 2015. By order dated May 4, 2015, the Universal Amended Plan was conditionally confirmed in all respects, subject only to separate approvals of the WARN Act Settlement incorporated into the Universal Amended Plan. On May 4, 2015, the Court entered its Order Granting Chapter 11 Trustee's Motion to Approve Compromise of Controversy of WARN Act Litigation. On May 28, 2015, the Court conducted a fairness hearing in De La Concha, et al. v. American Managed Care, LLC, et al., Adv. No. 8:13-ap-00273-KRM. At the conclusion of the fairness hearing, the Court approved the WARN Act Settlement as fair and equitable, and consistent with the WARN Act Settlement: (a) certified the class of former employees as provided in the WARN Act Settlement; (b) approved proposed Class Counsel; and (c) approved the Class Representatives and their Incentive Awards. The Order Approving Class Representatives, Class Counsel, Class Certification and Related Relief was entered on June 15, 2015. All of the required WARN Act Settlement Approvals have been obtained and there are no further conditions or contingencies to final confirmation of the Universal Amended Plan. Accordingly, on Aug. 18, 2015, Judge K. Rodney May entered an order providing that: -- The Universal Amended Plan is CONFIRMED, in all respects, in accordance with 11 U.S.C. Sec. 1129. -- Pursuant to the Universal Amended Plan, the WARN Act Class will have the following Allowed Claims, which are limited and more particularly described in the WARN Act Settlement and the Universal Amended Plan: 1. An Allowed Class Administrative Claim in the total amount of a single recovery of $200,000. 2. An Allowed Class Priority Claim in the amount of a maximum single priority recovery of $7.0 million to be funded exclusively from payments received from (a) the Contingent WARN Act Claims of Universal and American Managed Care, LLC ("AMC") filed in the receivership proceedings for Universal Health Care, Inc. and Universal Health Care Insurance Company, Inc. and (b) the WARN Act claims filed by Universal and AMC in the receivership proceedings for Universal HMO of Texas, Inc. and Universal Health Care of Nevada, Inc. (the "WARN Act Recoveries"). 3. An Allowed Class Unsecured Claim in the amount of a single maximum recovery of $1.5 million, subject to being increased by the difference between $6.0 million and the actual gross WARN Act Recoveries. A full-text copy of the Order is available for free at: http://bankrupt.com/misc/Universal_H_Plan_Ord.pdf Pursuant to the Plan, the Chapter 11 Trustee will serve as liquidating agent who will be responsible for overseeing the liquidating estate, which will be funded with all of the Debtor's assets as of the Confirmation Date. Upon Confirmation, the Trustee, as Liquidating Agent, will act to liquidate the remainder of the Debtor's Assets, resolve all remaining litigation, determine the amount of Claims that will be allowed, and make distributions under the Waterfall Schedule set forth in the Amended Plan. The Amended Plan leaves equity interests of non-subordinated shareholders unimpaired and subordinates the equity interests of certain shareholders, including Deepak Desai, Jeff Lundy and Sandip Patel, who have agreed to the subordination. The Amended Plan incorporates a settlement between the Trustee, BankUnited and Citrus. About Universal Health Care Group Universal Health Care Group, Inc., owns an insurance company and three health-maintenance organizations that provide managed care services for government sponsored health care programs, focusing on Medicare and Medicaid. Universal Health was founded in 2002 by Dr. A.K. Desai and grew its operations of offering Medicare plans to more than 37,000 members to over 20 states. Universal Health filed a Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida regulators moved to put two of the company's subsidiaries in a receivership. Universal Health Care estimated assets of up to$100 million and debt of less than $50 million in court filings in a Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser serves as counsel to the Debtor Soneet R. Kapila has been appointed the Chapter 11 Trustee in the Debtor's case. He is represented by Roberta A. Colton, Esq., at Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special conflicts counsel and E-Hounds, Inc., serves as a forensic imaging consultant to the Chapter 11 trustee. An affiliate, American Managed Care, LLC, sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 13-05952) on May 3, 2015. See http://bankrupt.com/misc/flmb13-5952.pdf UNIVERSAL HEALTH: Settlement with BankUnited Approved ----------------------------------------------------- Soneet R. Kapila, the Chapter 11 trustee for Universal Health Care Group, Inc. and American Managed Care, LLC, in October won approval of a settlement with BankUnited, N.A., as Administrative Agent, on BankUnited's claim for substantial contribution. As agreed by the parties, BankUnited will have an additional allowed subordinated administrative claim in the amount of $125,000 for substantial contribution, so that the total allowed subordinated administrative claim for BankUnited is $800,000. This claim is to be paid as provided in the confirmed Chapter 11 plan for Universal Health Care Group, Inc. Each party will bear its own costs with respect to the settlement. About Universal Health Care Group Universal Health Care Group, Inc., owns an insurance company and three health-maintenance organizations that provide managed care services for government sponsored health care programs, focusing on Medicare and Medicaid. Universal Health was founded in 2002 by Dr. A.K. Desai and grew its operations of offering Medicare plans to more than 37,000 members to over 20 states. Universal Health filed a Chapter 11 bankruptcy protection (Bankr. M.D. Fla. Case No. 13-01520) on Feb. 6, 2013, after Florida regulators moved to put two of the company's subsidiaries in a receivership. Universal Health Care estimated assets of up to$100 million and debt of less than $50 million in court filings in a Tampa, Florida. Harley E. Riedel, Esq., at Stichter Riedel Blain & Prosser serves as counsel to the Debtor Soneet R. Kapila has been appointed the Chapter 11 Trustee in the Debtor's case. He is represented by Roberta A. Colton, Esq., at Trenam, Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, PA. Dennis S. Jennis, Esq., and Jennis & Bowen, P.L., serve as special conflicts counsel and E-Hounds, Inc., serves as a forensic imaging consultant to the Chapter 11 trustee. An affiliate, American Managed Care, LLC, sought Chapter 11 protection (Bankr. M.D. Fla. Case No. 13-05952) on May 3, 2015. See http://bankrupt.com/misc/flmb13-5952.pdf VANGUARD NATURAL: S&P Affirms 'B+' CCR & Removes from Watch Pos. ---------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'B+' corporate credit rating on Vanguard Natural Resources LLC. At the same time, S&P affirmed its 'B' issue-level rating on the company's unsecured debt. The recovery rating on this debt remains '5', indicating S&P's expectation for modest (10% to 30%, higher half of the range) recovery in the event of a default payment. S&P removed all ratings from CreditWatch, where it placed them with positive implications on May 22, 2015, following the announcement of the proposed acquisitions. "The ratings affirmation reflects the company's improved business risk profile as a result of its larger pro forma proved reserve base, increased production levels and greater geographic diversity, offset by weaker credit measures due to our lower commodity price deck assumptions," said Standard & Poor's credit analyst David Lagasse. "We now expect Vanguard's FFO to debt to be slightly above 12% over the next two years, compared with our prior estimates of near 20%," he added. S&P's ratings on Vanguard reflect S&P's assessment of the company's "fair" business risk profile, "aggressive" financial risk profile, and "adequate" liquidity, as defined in S&P's criteria. The stable rating outlook on Vanguard Natural Resources reflects S&P's expectation that it will maintain FFO to debt above 12% over the next 12 months. Additionally, S&P expects stable profit margins in 2016 buoyed by strong hedges. S&P could lower the rating if it expects FFO to debt to fall below 12% for a sustained period. This could occur if Vanguard funds additional acquisitions with more than 50% debt. S&P could consider an upgrade if it believed financial measures would improve more in-line with 'BB-' peers, including FFO to debt in the 15% to 20% range. VANTAGE DRILLING: S&P Slashes CCR to 'D' on Missed Payment ---------------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Houston, Texas-based offshore drilling company Vantage Drilling Co. to 'D' from 'CCC' and the issue-level ratings on the company's senior secured term loan and secured notes to 'D' from 'CCC'. The recovery rating on the company's secured debt remains '3', indicating S&P's estimate of meaningful (50% to 70%, higher end of the range) recovery in the event of a payment default. The 'D' ratings reflect Vantage Drilling Co.'s announcement that it has missed a $40.8 million interest payment on its 7.5% secured notes due 2019, and S&P's belief that the company will not make this payment before the grace period ends on Dec 2, 2015. S&P believes that the default will be a general default and the company will fail to pay all or substantially all of its obligations as they come due. The company also disclosed that it is in discussions with a group of senior secured term loan lenders and secured noteholders, representing more than $1.5 billion of the company's secured debt (about 60% of the company's total debt), regarding a potential restructuring transaction. Vantage has also indicated that it has over $200 million of cash on hand. VERITAS BERMUDA: S&P Assigns Prelim. 'B' CCR; Outlook Stable ------------------------------------------------------------ Standard & Poor's Ratings Services said it assigned a preliminary 'B' corporate credit rating to Mountain View, Calif.-based Veritas Bermuda Ltd. The outlook is stable. "We assigned our preliminary 'B+' issue-level rating and preliminary '2' recovery rating to the company's proposed $3.6 billion first-lien credit facility, consisting of a $300 million five-year revolving credit facility, a $2.45 billion seven-year term loan B, and EUR760 million seven-year term loan B. We also assigned our preliminary 'B+' issue-level rating and '2' recovery rating to the company's proposed $500 million senior secured notes. The '2' recovery rating indicates our expectations for substantial (70%-90%; lower half of the range) recovery in the event of payment default. We also assigned our preliminary 'CCC+' issue-level rating and preliminary '6' recovery rating to the proposed $1.775 billion eight-year unsecured notes. The '6' recovery rating indicates our expectations for negligible (0%-10%) recovery in the event of payment default," S&P said. The preliminary issue ratings and expected 'B' corporate credit rating are subject to S&P's review of final documentation. "The preliminary rating on Veritas is based on a 'fair' business risk profile and 'highly leveraged' financial risk profile, reflecting the firm's high leverage, the potential for sales disruption as the firm seeks to transition to a direct rather than channel-based sales strategy, and limited product diversity," said Standard & Poor's credit analyst James Thomas. S&P views a significant recurring maintenance revenue base and leading market share in several key product categories as key strengths for the credit. The stable outlook reflects S&P's expectation that a significant recurring maintenance revenue base and more efficient cost structure after its separation from Symantec will enable the firm to generate consistent free cash flow and lower leverage to the low-7x area by the end of fiscal 2017. S&P could lower the rating on Veritas if accelerating revenue declines, sales force disruption, failure to improve margins, or additional debt issuance lead to leverage sustained above 8x. Ratings upside is limited over the next 12 months due to the firm's limited track record operating as a stand-alone entity and substantial debt burden. WARREN RESOURCES: Debt Swap Prompts Moody's to Cut CFR to 'Ca' -------------------------------------------------------------- Moody's Investors Service downgraded Warren Resources Inc.'s Corporate Family Rating to Ca from Caa2 and Probability of Default Rating (PDR) to Ca-PD/LD from Caa2-PD. Moody's also downgraded the unsecured notes to C from Caa3. The Speculative Grade Liquidity (SGL) Rating was affirmed at SGL-4 and the rating outlook remains negative. On Oct. 22, 2015, Warren announced the closing of a privately negotiated second lien loan transaction that provides Warren with $11.0 million of new money and $40.1 million of second lien term loans through the exchange of $63.1 million of unsecured notes (plus accrued interest). In connection with this exchange, Warren also issued 4,000,000 shares of its common stock to the exchanging noteholders. Following this transaction and the previously announced first lien transaction in May 2015, a total of $167.0 million in unsecured high yield notes will remain outstanding. Moody's considers Warren's exchange of second lien term loans for unsecured notes as a distressed exchange, which is an event of default under Moody's definition of default. As noted above, Moody's appended the Ca-PD PDR with a "/LD" designation indicating limited default. The "/LD" designation will be removed three business days hereafter. "The downgrade reflects our view that although the second lien transaction and the distressed exchange marginally improve the balance sheet, sustained weakness in commodity prices make Warren's capital structure untenable," said Sreedhar Kona, Moody's Senior Analyst. "Absent a sustained commodity price recovery, Warren's liquidity will remain stressed and will result in further erosion of the asset value due to Warren's inability to invest in growth." A complete list of rating actions is: Downgrades: Issuer: Warren Resources, Inc. Corporate Family Rating, Downgraded to Ca from Caa2 Senior Unsecured Notes, Downgraded to C (LGD5) from Caa3 (LGD5) Probability of Default Rating, Downgraded to Ca-PD/LD from Caa2- PD Affirmations: Speculative Grade Liquidity Rating, Affirmed at SGL-4 Outlook Actions: Issuer: Warren Resources, Inc. Outlook remains negative RATINGS RATIONALE Warren's Ca CFR reflects its unsustainable capital structure and extremely poor expected recovery relative to its asset value given the commodity price environment and Moody's industry outlook. The company's weak liquidity, elevated leverage metrics, small scale and limited prospects for reserves and production growth leave little room for improvement in asset value. Moody's expects Warren's EBITDA to interest coverage to fall toward 1x and retained cash flow to debt to drop below 3% through 2016. Furthermore, Warren's debt-to-average daily production should range between $28,000 and $30,000 per barrel of oil equivalent (boe) per day, and debt-to-proved developed (PD) reserves to exceed $12 per boe over the next 12 months. Warren's rating is also impacted by its highly stressed liquidity situation that will require further capital infusions in addition to operational cost savings and proceeds from asset sales; however, there are potentially few meaningful options to shore up its liquidity. Warren's SGL-4 liquidity rating indicates weak liquidity through 2016. At June 30, Warren had approximately $15 million of cash on the balance sheet and $30 million available in the form of delayed draw term loan. Moody's expects Warren has utilized some of this liquidity through third quarter 2015 to meet its liquidity needs. Proforma for the second lien term loan transaction, Warren received $11 million of new money to add to the existing liquidity. In the current weak commodity price environment, without significant operational expense reductions or asset sale proceeds, we do not expect Warren to generate sufficient cash flow from operations to cover the debt service and maintenance capital expenditures. The terms of the second lien term loan allow Warren to defer up to half of the second lien interest burden by capitalizing accrued and unpaid second lien interest. However, Warren's on-going liquidity needs through 2016 create a high likelihood of Warren exhausting its available liquidity in 2016, hence requiring a liquidity infusion either in the form of additional debt or equity. The first lien term loan requires Warren to comply with the leverage covenant ratio of not greater than 5.5x at the end of 18th month (approximately year end 2016) from the closing of the first lien term loan facility. Warren is likely to breach this covenant. Warren's senior unsecured notes are rated C, which is one notch below the company's Ca CFR. This notching reflects the priority claim given to the first lien and the second lien term loan facilities. The negative outlook reflects Moody's assumption that Warren's leverage will remain at unsustainably high levels and further distressed debt exchanges or a restructuring are likely to happen. The rating could be downgraded if asset value erodes further. For consideration of an upgrade, Warren will need to substantially reduce financial leverage, and improve operating performance and liquidity. The principal methodology used in these ratings was Global Independent Exploration and Production Industry published in December 2011. Warren Resources, Inc., headquartered in New York, NY, is an independent exploration and production company with operations primarily focused on oil production in California and natural gas production in Pennsylvania and Wyoming. WEATHERFORD INTERNATIONAL: S&P Lowers CCR to 'BB+'; Outlook Stable ------------------------------------------------------------------ Standard & Poor's Ratings Services lowered its long-term corporate credit and unsecured debt ratings on diversified oilfield services company Weatherford International Ltd. to 'BB+' from 'BBB-'. The rating outlook is stable. At the same time, S&P lowered the short-term corporate credit and commercial paper ratings on the company to 'B' from 'A-3'. S&P also assigned a '3' recovering rating to the company's unsecured debt, indicating its expectation for meaningful (50% to 70%) recovery to creditors in the event of a payment default. "Given our expectations for a more prolonged oil price recovery and our assumption of double-digit drop in oil and gas exploration and production spending next year, we lowered our revenue and EBITDA estimates for diversified oilfield services provider Weatherford International Ltd.," said Standard & Poor's credit analyst Carin Dehne-Kiley. As a result, S&P no longer expects funds from operations (FFO) to debt to return to above 20% until after 2017. Although the company has taken significant steps to cut costs, including a planned 14,000 headcount reduction by year-end and a meaningful drop in capital spending, S&P do not believe these measures will be sufficient to bring leverage back to levels S&P views as appropriate for an investment-grade rating. The ratings on Weatherford reflect S&P's assessment of the company's "satisfactory" business risk, "aggressive" financial risk, and "adequate" liquidity, as defined in S&P's criteria. The stable outlook reflects S&P's view that Weatherford's FFO to debt will stabilize above 12% starting in 2016, as the company's cost cutting efforts and positive cash flow from legacy contracts improve operating margins next year. S&P could lower the rating if it expected Weatherford's FFO/debt to remain below 12% for a sustained period. This would most likely occur if revenues declined by more than S&P currently anticipates and the company's margins did not improve. S&P could raise the rating if it expected Weatherford to bring and maintain FFO/debt above 20% for a sustained period, which would most likely occur if the company were able to improve operating margins in conjunction with an industry recovery. ZUCKER GOLDBERG: McCarter & English Approved as Panel's Counsel --------------------------------------------------------------- The U.S. Bankruptcy Court for the District of New Jersey authorized the Official Committee of Unsecured Creditors in the Chapter 11 case of Zucker, Goldberg & Ackerman, LLC, to retain McCarter & English, LLP, as its counsel nunc pro tunc to Aug. 14, 2015. As reported by the Troubled Company Reporter on Oct. 23, 2015, McCarter will, among other things: a. provide legal advice as necessary with respect to the Committee's powers and duties; b. assist the Committee in investigating the acts, conduct, assets, liabilities, and financial condition of Zucker, Goldberg & Ackerman, LLC, the operation of the Debtor's business, potential claims, and all other matters relevant to the Debtor's bankruptcy case; and c. participate in the sale of assets or the formulation of a plan of reorganization or liquidation. McCarter's hourly rates are: Partners $410 - $550 (reduced rate) Associates $350 - $405 Paralegals/Legal Assistants $205 - $250 To the best of the Committee's knowledge, McCarter is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code. About Zucker Goldberg Formed in 1923 as Zucker & Goldberg, law firm Zucker, Goldberg & Ackerman, LLC, is primarily engaged in the representation of lenders and secured parties in foreclosure matters, insolvency proceedings and related matters. The sole members of ZGA are Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S. Ackerman is the managing member of the firm. ZGA's primary offices are in Mountainside, New Jersey. Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection (Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on Aug. 3, 2015, to complete the orderly liquidation of the business. The case is assigned to Judge Christine M. Gravelle. The Debtor disclosed total assets of $11.5 million and total liabilities of $53.3 million as of June 30, 2015. ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel; Brown, Moskowitz & Kallen, P.C., as special litigation counsel; Genova Burns as labor counsel; and BMC Group, Inc., as noticing and balloting agent. The U.S. Trustee for Region 3 appointed seven creditors to serve on an official committee of unsecured creditors. [*] Cohen & Grigsby Bankruptcy Practice Gets Best Law Firms Ranking ------------------------------------------------------------------- Business law firm Cohen & Grigsby on Nov. 2 announced its 2016 U.S. News – Best Lawyers(R) "Best Law Firms" rankings. Several practice areas have been recognized in both the metro and national designations. Law firms that are included in the rankings are based on rigorous evaluation process, including client and peer reviews. The national first tier rankings will be published this month in a special Legal issue released by U.S. News & World Report. The national and metropolitan first tier rankings will be featured in the 2016 "Best Law Firms" General Counsel Publication. The rankings will also be published online http://bestlawfirms.usnews.com The following practice areas received Pittsburgh metropolitan tier 1, 2 and 3 rankings: Banking and Finance Law Bankruptcy and Creditor Debtor Rights / Insolvency and Reorganization Law Commercial Litigation Corporate Compliance Law Corporate Law Employment Law - Management Immigration Law International Trade and Finance Law Labor Law - Management Litigation - Bankruptcy Litigation - Intellectual Property Litigation - Labor & Employment Litigation - Land Use & Zoning Litigation - Securities Litigation - Trusts & Estates Mediation Mergers & Acquisitions Law Non-Profit/Charities Law Public Finance Law Real Estate Law Tax Law Technology Law Trusts & Estates Law Venture Capital Law These practice areas also received national tier 2 and 3 rankings: Corporate Law Litigation - Labor & Employment Litigation - Securities Public Finance Law Tax Law The U.S. News – Best Lawyers "Best Law Firms" rankings are based on an evaluation process that includes the collection of client and lawyer evaluations, peer review from leading attorneys in their field, and review of additional information provided by law firms as part of the formal submission process. To be eligible for a ranking in a particular practice area and metro region, a law firm must have at least one lawyer who is included in Best Lawyers in that practice area and metro. The mission of "Best Law Firms" is to help guide referring lawyers and clients, including companies requiring legal advice and individuals seeking counsel on personal legal matters. For more information about the rankings, visit http://bestlawfirms.usnews.com/ For more information about Cohen & Grigsby, please visit www.cohenlaw.com About Cohen & Grigsby Since 1981, Cohen & Grigsby, P.C. -- http://www.cohenlaw.com-- and its attorneys have provided sound legal advice and solutions to clients that seek to maximize their potential in a constantly changing global marketplace. Comprised of more than 130 lawyers, Cohen & Grigsby maintains offices in Pittsburgh, PA and Naples, FL. The firm's practice areas include Business Services, Labor & Employment, Immigration/International Business, Intellectual Property, Real Estate & Public Finance, Litigation, Employee Benefits and ERISA, Estates & Trusts, Bankruptcy & Creditors Rights, and Public Affairs. Cohen & Grigsby represents private and publicly held businesses, nonprofits, multinational corporations, individuals and emerging businesses across a full spectrum of industries. [*] Liquidity Stress Index Moves Higher, Moody's Says ----------------------------------------------------- Moody's Liquidity Stress Index (LSI) jumped to 6.1% in October from 5.8% in September, the index's highest level since March 2010, as commodity prices remained under pressure in the energy sector, the rating agency says in its most recent edition of SGL Monitor Flash. Furthermore, the oil and gas LSI rose to 19.2% in October from 16.9% in September as the liquidity ratings of four energy companies were downgraded to SGL-4, Moody's lowest liquidity rating on its scale of 1 to 4. The energy sector saw the most SGL downgrades in October, accounting for four of eight downgrades. Outside of energy, downgrades included one-notch moves for Clearwater Seafoods Limited Partnership (B2 stable) and Vince, LLC (B2 negative), and a two-notch reduction to SGL-4 for Dex Media, Inc. (Caa3 negative). "While our key liquidity indices suggest that risks are rising and the default rate should increase over the next year, they remain below crisis levels," said John Puchalla, a Moody's Senior Vice President. Excluding energy, the LSI edged lower to 2.7% from 2.8% in October and is just above the 2.6% record low. In October, high-yield loan issuance fell sharply, while high-yield bond issuance was half that of September. However, a softer but still accessible new issuance market and a growing US economy that is supporting corporate cash flows do not point to an above-average default rate in 2016. High-yield spreads have also eased back after widening 70-80 basis points in October. Liquidity and credit rating trends suggest a rising but contained default rate. Moody's forecasts a default rate of 3.8% a year from now, compared with 2.5% but still well below the 4.8% average since 1990. [*] Suzanne Koenig Joins Summit Healthcare's Board of Directors --------------------------------------------------------------- Summit Healthcare REIT, Inc. on Nov. 2 disclosed that Suzanne Koenig has joined the Summit Board of Directors effective October 28, 2015, pursuant to an election held at the annual meeting of stockholders. Ms. Koenig is president and founder of SAK Management Services LLC, a nationally recognized long-term care management and healthcare consulting services company. With over 20 years of extensive experience as an owner and operator, Ms. Koenig offers specialized skills in operations improvement, staff development and quality assurance, with particular expertise in marketing, census development and operations enhancement for the whole spectrum of senior housing, long-term care and other healthcare entities requiring turnaround services. Ms. Koenig brings to the Board approximately 30 years of experience in operating long-term care facilities. She offers the practical perspective of the challenges and opportunities confronting healthcare providers in managing the changing dynamics of this industry. Ms. Koenig is a Licensed Nursing Home Administrator and a Licensed Social Worker in multiple states where she has worked. Ms. Koenig's professional experience has included executive positions in marketing, development and operations management for both regional and national healthcare providers representing property portfolios throughout the United States. Recently Ms. Koenig has been appointed as the Patient Care Ombudsman, Receiver and Chapter 11 Trustee in several of the new healthcare bankruptcy filings (Chapter 11 and Chapter 7) with the advent of the Bankruptcy Abuse Prevention and Consumer Protection Act of 2005 (BAPCPA), including healthcare entities such as physician practices and hospitals. In addition, Ms. Koenig has served in an advisory and consulting capacity for numerous client engagements involving bankruptcy proceedings as well as in turnaround management situations. She offers proven proficiency in maximizing financial return and cash flow, while maintaining the highest standards of quality care. Ms. Koenig also serves as an officer and director for several of the states' long term care provider associations. She is the former Co-Chair of the American Bankruptcy Institute's (ABI) Health Care Committee, a Co-Chair for the Steering Committee of the Midwest Turnaround Management Association (TMA) Chapter, and was recently elected to the Global Turnaround Management Association Board of Trustees. In addition, she is on the board of directors for the School of Social Work at the University of Illinois, Champaign-Urbana. Ms. Koenig is a frequent speaker for various healthcare industry associations and business affiliates where she conducts continuing education and training programs. She holds a Master of Science Degree from Spertus College, Illinois, and a Bachelor of Social Work Degree from the University of Illinois, Champaign-Urbana, Illinois. "I am thrilled to serve on the Board of Directors for Summit Healthcare REIT with such a talented, bright and motivated group of individuals who waste no time in creative solutions to advance their shareholders' value," said Ms. Koenig. "The REIT is in an excellent position to grow, and I look forward to adding my expertise from the industry to help shape the path to success." "With her vast experience in all aspects of ownership and management of long-term healthcare facilities, we are fortunate to have Suzanne join our Board as we continue to grow Summit's portfolio," said Kent Eikanas, President and Chief Operating Officer. About Summit Healthcare REIT, Inc. Summit -- http://www.summithealthcarereit.com-- is a publicly registered non-traded REIT that is currently focused on investing in senior housing real estate located throughout the United States. The current portfolio includes interests in 17 long-term triple-net leased healthcare facilities. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Carousel of Languages LLC Bankr. S.D.N.Y. Case No. 15-12851 Chapter 11 Petition filed October 22, 2015 See http://bankrupt.com/misc/nysb15-12851.pdf filed Pro Se In re John D. Jones Bankr. W.D. La. Case No. 15-11982 Chapter 11 Petition filed October 23, 2015 In re James J Chladek Bankr. S.D.N.Y. Case No. 15-12857 Chapter 11 Petition filed October 23, 2015 In re Simon Mark Posen Bankr. S.D.N.Y. Case No. 15-12859 Chapter 11 Petition filed October 23, 2015 In re Crohel, LLC Bankr. E.D. Penn. Case No. 15-17613 Chapter 11 Petition filed October 23, 2015 See http://bankrupt.com/misc/paeb15-17613.pdf represented by: Matthew Croslis, Esq. CROSLIS LAW OFFICES, LLC E-mail: mcroslis@croslislaw.com In re Sophisticated Style, Inc. Bankr. N.D. Tex. Case No. 15-44258 Chapter 11 Petition filed October 23, 2015 See http://bankrupt.com/misc/txnb15-44258.pdf represented by: Howard Marc Spector, Esq. SPECTOR & JOHNSON, PLLC E-mail: hspector@spectorjohnson.com In re TAS Outreach LLC Bankr. W.D. Wash. Case No. 15-16284 Chapter 11 Petition filed October 23, 2015 See http://bankrupt.com/misc/wawb15-16284.pdf filed Pro Se In re Angela Marie Dimpflmaier Bankr. D. Nev. Case No. 15-16057 Chapter 11 Petition filed October 24, 2015 In re JM Doucette LLC Bankr. W.D.N.Y. Case No. 15-12304 Chapter 11 Petition filed October 24, 2015 See http://bankrupt.com/misc/nywb15-12304.pdf represented by: Matthew Allen Lazroe, Esq. LAW OFFICE OF MATTHEW ALLEN LAZROE E-mail: lazroebankruptcy@gmail.com In re Singh Real Estate LLC Bankr. E.D. Wis. Case No. 15-31815 Chapter 11 Petition filed October 24, 2015 See http://bankrupt.com/misc/wieb15-31815.pdf represented by: Jonathan V. Goodman, Esq. LAW OFFICES OF JONATHAN V. GOODMAN E-mail: jgoodman@ameritech.net In re Akop Terpogosyan and Lilit Chaghayan Bankr. C.D. Cal. Case No. 15-13561 Chapter 11 Petition filed October 26, 2015 In re Felipe Antonio Anguiano, Jr Bankr. C.D. Cal. Case No. 15-26363 Chapter 11 Petition filed October 26, 2015 In re Burnt Rice Korean Restaurant, Inc. Bankr. N.D. Cal. Case No. 15-53371 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/canb15-53371.pdf represented by: Lars T. Fuller, Esq. THE FULLER LAW FIRM E-mail: Fullerlawfirmecf@aol.com In re Three Josephs, LLC Bankr. M.D. Fla. Case No. 15-04687 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/flmb15-04687.pdf represented by: Brett A Mearkle, Esq. MEARKLE TRUEBLOOD ADAM, PL E-mail: bmearkle@mtalawyers.com In re Marvin Lee McKenzie Bankr. N.D. Fla. Case No. 15-40546 Chapter 11 Petition filed October 26, 2015 In re Rufino Galarza and Maria N. Galarza Bankr. N.D. Fla. Case No. 15-50362 Chapter 11 Petition filed October 26, 2015 In re Garrett Bisogno and Kimberly Bisogno Bankr. S.D. Fla. Case No. 15-28907 Chapter 11 Petition filed October 26, 2015 In re Alexander Torres Bankr. S.D. Fla. Case No. 15-28924 Chapter 11 Petition filed October 26, 2015 In re Manoj H Desai Bankr. S.D. Ill. Case No. 15-41022 Chapter 11 Petition filed October 26, 2015 In re Downtown Parking Services, Inc. Bankr. E.D. La. Case No. 15-12783 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/laeb15-12783.pdf represented by: Peter D. Coleman, Esq. COLEMAN, JOHNSON, ARTIGUES & JURISCH In re Joly Jacob DMD PC Bankr. D.N.J. Case No. 15-30046 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/njb15-30046.pdf represented by: E. Richard Dressel, Esq. FLASTER GREENBERG E-mail: rick.dressel@flastergreenberg.com In re Hayes Land Holdings, LLC Bankr. N.D.N.Y. Case No. 15-12153 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/nynb15-12153.pdf filed Pro Se In re 961-969 Westchester Avenue Corp. Bankr. S.D.N.Y. Case No. 15-12869 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/nysb15-12869.pdf filed Pro Se In re 1253 Broadway, LP Bankr. W.D.N.Y. Case No. 15-12323 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/nywb15-12323.pdf represented by: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. E-mail: RBG_GMF@hotmail.com In re Meshi Corp Bankr. W.D.N.Y. Case No. 15-12331 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/nywb15-12331.pdf represented by: Robert B. Gleichenhaus, Esq. GLEICHENHAUS, MARCHESE & WEISHAAR, P.C. E-mail: RBG_GMF@hotmail.com In re Odessa's Foster Care Homes, Incorporated Bankr. W.D. Tenn. Case No. 15-30212 Chapter 11 Petition filed October 26, 2015 See http://bankrupt.com/misc/tnwb15-30212.pdf represented by: Russell W. Savory, Esq. BEARD & SAVORY, PLLC E-mail: russ@bsavory.com In re Leon Oscar Ramirez, Jr. Bankr. S.D. Tex. Case No. 15-50164 Chapter 11 Petition filed October 26, 2015 In re Dana Nirschl Bankr. W.D. Wash. Case No. 15-16327 Chapter 11 Petition filed October 26, 2015 In re Mickens Investment 2, Inc. Bankr. M.D. Fla. Case No. 15-04708 Chapter 11 Petition filed October 27, 2015 See http://bankrupt.com/misc/flmb15-04708.pdf filed Pro Se In re Allen Gregory Glover Bankr. M.D. Ala. Case No. 15-81502 Chapter 11 Petition filed October 28, 2015 In re Luis A. Segura and Yolanda Segura Bankr. N.D. Cal. Case No. 15-31330 Chapter 11 Petition filed October 28, 2015 In re Gidalya Holdings, LLC Bankr. D. Md. Case No. 15-24974 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/mdb15-24974.pdf represented by: Jeffrey M. Sirody, Esq. JEFFREY M. SIRODY AND ASSOCIATES, P.A. E-mail: smeyers5@hotmail.com In re Michael A. Ault, Jr. Bankr. D. Nev. Case No. 15-16098 Chapter 11 Petition filed October 28, 2015 In re Igor Goldenberg Bankr. D.N.J. Case No. 15-30244 Chapter 11 Petition filed October 28, 2015 In re 277-283 W Delevan LLC Bankr. E.D.N.Y. Case No. 15-44835 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/nyeb15-44835.pdf filed Pro Se In re Nan Shoo, Inc. Bankr. S.D.N.Y. Case No. 15-12887 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/nysb15-12887.pdf represented by: Shirley J. Spira, Esq. LAW OFFICES OF SHIRLEY J. SPIRA, P.C. In re J & V Gaudio Corp. Bankr. S.D.N.Y. Case No. 15-23564 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/nysb15-23564.pdf represented by: Anne J. Penachio, Esq. PENACHIO MALARA LLP E-mail: apenachio@pmlawllp.com In re Donald J. Zurenda Bankr. M.D. Penn. Case No. 15-04632 Chapter 11 Petition filed October 28, 2015 In re 243 S Main Street LLC Bankr. M.D. Penn. Case No. 15-04648 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/pamb15-04648.pdf filed Pro Se In re Cleft of the Rock Ministries, Inc. Bankr. W.D. Penn. Case No. 15-23937 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/pawb15-23937.pdf represented by: Rodney D. Shepherd, Esq. RIVER PARK COMMONS E-mail: rodsheph@cs.com In re Rondo, Inc. Bankr. D.P.R. Case No. 15-08407 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/prb15-08407.pdf represented by: Luis D Flores Gonzalez, Esq. LUIS D FLORES GONZALEZ LAW OFFICE Email: ldfglaw@coqui.net In re Dallas Foam, Inc. Bankr. N.D. Tex. Case No. 15-44281 Chapter 11 Petition filed October 28, 2015 See http://bankrupt.com/misc/txnb15-44281.pdf represented by: Eric A. Liepins, Esq. ERIC A. LIEPINS, P.C. E-mail: eric@ealpc.com In re John T. Bianco Bankr. E.D. Va. Case No. 15-73678 Chapter 11 Petition filed October 28, 2015 In re Stanley Joseph Crowgey Bankr. W.D. Va. Case No. 15-62043 Chapter 11 Petition filed October 28, 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 ***