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/raid1/www/Hosts/bankrupt/TCR_Public/151112.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 12, 2015, Vol. 19, No. 316 Headlines 33 PECK SLIP: Gets Interim Approval to Use Cash Collateral ACCUDYNE INDUSTRIES: Moody's Lowers CFR to Caa1, Outlook Stable AEMETIS INC: Incurs $5.75 Million Net Loss in Third Quarter AFFINION GROUP: S&P Cuts CCR to 'SD' After Distressed Tender Offer ALLY FINANCIAL: Signs Underwriting Pact with Citigroup, et al. ALPHA NATURAL: Amends DIP Credit Agreement to Increase Commitment ALPHA NATURAL: Gets Nod to Sell Idle Appalachian and Ill. Mines ALPHA NATURAL: Seeks April 2016 Extension of Action Removal Period ARCH COAL: Ch. 11 Bankruptcy Filing Possible Within Months ASPEN GROUP: Presents at MicroCap Conference BLACK ELK: Retains Blackhill Partners as Restructuring Advisor BLUE DOG AT 399: Landlord Fails in Bid to Dismiss Suit CALPINE CORP: Moody's Assigns 'Ba3' Rating on $550MM Loan B CARE NEW ENGLAND: S&P Lowers Rating on 2013A Hosp. Bonds to 'BB' CLIVE PACE: Summary Judgment on Quiet Title Claim Affirmed CODERE FINANCE: Chapter 15 Case Summary CONTOURGLOBAL POWER: Fitch Assigns 'BB-/RR3' Rating on 2019 Notes CRAILAR TECHNOLOGIES: Obtains CCAA Protection Until Nov. 25 CYPRESS SEMICONDUCTOR: Moody's Assigns B1 CFR, Outlook Stable CYRUS CARROL: Voluntary Chapter 11 Case Summary DELLON ASH: Ch. 13 Eligibility Excludes Postpetition Events EAST ORANGE GENERAL: Case Summary & 20 Top Unsecured Creditors EAST ORANGE GENERAL: Files for Chapter 11 to Sell Assets ENERGY FUTURE: Top Exec Defends Hunt-Backed Ch. 11 Turnaround Deal ENVISION SOLAR: Closes Credit Line with Silicon Valley Bank FL 6801: Ends Employment of Prime Clerk as Claims Agent FL 6801: Judge Enters Final Decree Closing Ch. 11 Cases FREDERICK'S OF HOLLYWOOD: Court Approves Liquidation Plan GELTECH SOLUTIONS: Incurs $889,000 Net Loss in First Quarter HAGGEN HOLDINGS: Spencer's Fresh Markets Eyes Arroyo Grande Store HARSCO CORP: S&P Puts 'BB' CCR on CreditWatch Negative HELLAS TELECOMMS: Noteholders OK'd to Pursue New $565M Complaint HERCULES OFFSHORE: S&P Raises CCR to 'CCC+', Outlook Negative HERITAGE PARTNERS: Court Refused to Revive $80M Malpractice Suit HII TECHNOLOGIES: Pendergraft, Kennedy Firm File 2019 Statement INNOVIDA HOLDINGS: 11th Circ. Upheld Former Exec's Conviction INSITE CORPORATION: Walsh's Motion For Summary Judgment Granted INTEGRATED BIOPHARMA: Posts $241,000 Net Income for First Quarter JAMUL INDIAN: Moody's Assigns B3 CFR & Rates $460MM Debt B3 KAMRON EVERGREEN: Case Summary & Largest Unsecured Creditor KRAZ LLC: Summary Judgment Bid vs. BB&T Partially Granted LIBERATOR INC: Completes Name Change to Luvu Brands, Inc. MAGNUM HUNTER: May Have to File for Ch 11 Bankruptcy Protection NATHAN REUTER: Bid Withdraw Reference of Victims' Suit Granted NATIONAL MEDICAL: 11th Circ. Urged to Keep Owner's $6M Verdict NATIONAL MORTGAGE: Moody's Gives Ba2 Insurance Fin. Strength Rating NMI HOLDINGS: S&P Assigns 'BB-' Rating on $150MM Secured Debt OW BUNKER GERMANY: Chapter 15 Case Summary OZBURN-HESSEY HOLDING: Moody's Withdraws B1 Corporate Family Rating PARAGON SHIPPING: Gets Grace Period to Meet Nasdaq Listing Rules PARALLEL ENERGY: Approval of $9.4M DIP Financing Agreement Sought PARALLEL ENERGY: Hires Prime Clerk as Claims and Noticing Agent PARALLEL ENERGY: Proposes Scout-Led Auction on Jan. 6 PETERSBURG REGENCY: Harmons Seek to Obtain Complete Loan History PETIT OIL: Trustee's Bid to Vacate Critical Vendor Orders Denied PLY GEM HOLDINGS: Inks Second Amendment to UBS Credit Facility POMEROY GROUP: S&P Assigns 'B' CCR on Planned Acquisition PRANA BIOTECHNOLOGY: Receives Nasdaq Listing Non-Compliance Notice PROSPECT HOLDING: S&P Lowers ICR to 'CCC+'; Outlook Negative QUICKSILVER RESOURCES: Files Rule 2015.3 Periodic Report QUIKSILVER RESOURCES: Dec. 1 Hearing Oaktree Backstop Fees RCS CAPITAL: Moody's Puts B3 CFR on Review for Downgrade REALOGY HOLDINGS: Reports $110 Million Net Income for Third Quarter RELATIVITY MEDIA: Replies to Macquaire's Adequate Protection Bid RESSOURCES APPALACHES: Court OKs Dufferin Mine Second Sale Attempt SABINE OIL: Bryan Cave Files Rule 2019 Statement STONEBRIDGE FINANCIAL: Sec. 363 Sale of Bank to Close Q2 of 2016 SUN PRODUCTS: Moody's Affirms B3 CFR & Revises Outlook to Stable SUPERMEDIA LLC: Bids for Summary Judgment vs. YPPI Partially OK'd THERAPEUTICSMD INC: Registers $250 Million Worth of Securities THERAPEUTICSMD INC: Reports $19.5 Million Net Loss for Q3 TRANS-LUX CORP: Extends Rights Offering Expiration to Nov. 19 TRITON CONTAINER: S&P Affirms 'BB+' CCR, Outlook Stable UGHS SENIOR LIVING: Case Summary & 20 Largest Unsecured Creditors UNI-PIXEL INC: Amends Q3 Form 10-Q to Add Disclosure UNIVERSITY GENERAL: Foundation Healthcare to Acquire Assets UTSTARCOM HOLDINGS: Shah Capital Reports 28.6% Stake as of Nov. 4 VALEANT PHARMACEUTICAL: Moody's to Retain Ba3 CFR on Deleveraging VIBE MICRO: Urges Florida Federal Court to Toss Racketeering Suit WEST CORP: S&P Assigns 'BB' Rating on $250MM Term Loan [*] Ballard Spahr Taps Paul E. Harner to Lead Restructuring in NY [*] Fitch Says U.S. Life Insurers Face Greater Corp Credit Risk [*] Global Auto Sector Faces Long-Term Pressures, Moody's Says [*] Linklaters Strengthens NY Restructuring with Margot Schonholtz [*] Moody's Examines Chicago's Possible Pension Funding Paths [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 33 PECK SLIP: Gets Interim Approval to Use Cash Collateral ---------------------------------------------------------- 33 Peck Slip Acquisition LLC received interim approval to use the cash collateral of 33 Peck Slip Hotel Capital LLC. The order, issued by U.S. Bankruptcy Judge James Garrity, Jr., allowed the company to use the lender's cash collateral to pay expenses totaling $1.17 million. The interim use of the cash collateral is authorized only for the period from Sept. 3, 2015 through the date on which a final order is entered. In exchange for using the lender's cash collateral, Judge Garrity ordered 33 Peck Slip to grant adequate protection, including monthly payments, to the lender. The next court hearing is scheduled for Nov. 30, 2015. A copy of the interim order is available for free at http://is.gd/6OFAJH About 33 Peck Owners of four New York City hotel properties, namely 33 Peck Slip Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th Street LLC and 52 West 13th P, LLC, have sought Chapter 11 bankruptcy protection, intending to auction off their assets in connection with a Chapter 11 plan. The Debtors are affiliated with Gemini Real Estate Advisors. As of the bankruptcy filing, the Debtors owned: * the Best Western Seaport Hotel, at 33 Peck Slip in the South Street Seaport Historic District on the Lower Manhattan waterfront in New York City, New York; * the Wyndham Flatiron Hotel, at 37 West 24th Street in the Flatiron district of New York City, New York; * the Jade Greenwich Village Hotel at 52 West 13th Street in Greenwich Village in Lower Manhattan in New York City, New York; and * the Bryant Park Development Site, a development lot that is approved for development as a 114-room boutique hotel at 34-36 West 38th Street in the Bryant Park district of New York City, New York. 33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on Sept. 3, 2015. The Debtors reported total assets of $205.8 million and total liabilities of $135.6 million. The Debtors tapped Robins Kaplan LLP as attorneys; and Robert Douglas as real estate advisor. * * * The bar date for filing proofs of claim is Dec. 16, 2015. The Debtors have submitted a liquidating plan that will pay off creditors from proceeds of the sale of the assets. The Debtors have solicited stalking horse initial offers for the properties totaling $200 million, subject to potential higher bids at a Nov. 10 auction. The Debtors plan to sell the Seaport hotel for $37.5 million, the Jade hotel for $78 million, the Wyndham hotel for $57 million, and the development site for $25.5 million. ACCUDYNE INDUSTRIES: Moody's Lowers CFR to Caa1, Outlook Stable --------------------------------------------------------------- Moody's Investors Service downgraded all ratings of Accudyne Industries Borrower S.C.A.'s, including the Corporate Family Rating to Caa1 from B2, the secured debt rating to B3 from B1 and the senior unsecured debt rating to Caa3 from Caa1. The rating outlook is stable. RATINGS RATIONALE The downgrades reflect Moody's expectation of high financial leverage at Accudyne for some time as a result of an adverse operating environment from challenging end markets. Moody's expects that Debt/EBITDA will exceed 9x through 2016 and into 2017. Accudyne's key end market are still weakening, especially oil & gas and construction and mining. Combined with flat or low-growth international markets and the declining rate of growth in China, Moody's expects further revenue declines and earnings erosion, along with sustained high financial risk. Cash flow is unlikely to meaningfully reduce debt. The business also faces currency transaction risk as a substantial portion of sales are denominated in currencies other than the US dollar. Accudyne is taking steps to mitigate the adverse operating environment through cost-restructuring efforts, such as manufacturing plant consolidation and SG&A reduction, and by targeting growth opportunities such as India's infrastructure expansion and North American non-residential construction. The company's aftermarket sales of replacement parts (approximately 1/3 of revenues) for highly engineered pumps and compressors will be essential in offsetting revenue decline. In addition, US regulations regarding the transition of compressors to Tier 4 emissions standard will create additional opportunities for Accudyne to market newly engineered compressors in the North American market. Moody's does anticipate modest free cash flow through 2016 and into 2017. However, the amount is dependent on the company's success in working capital management. Liquidity is good, with no scheduled debt repayments until December 2019. Along with positive free cash flow, Accudyne has access to a largely un-utilized revolver with adequate first-lien net debt leverage cushion, and is expected to maintain a solid cash position ($119 million as of June 30, 2015). The stable outlook reflects Moody's expectation that Accudyne will be able to navigate through the difficult operating environment and weak end markets in the near term through aggressive cost management, supported by good liquidity. The rating could be upgraded if the company were to meaningfully reduce leverage with Debt/EBITDA sustained below 6.5x, restore revenue growth and stability in profits, and improve its FCF/Debt to be consistently in the mid-single digits. However, a ratings upgrade in the near term is unlikely given the company's elevated financial risk and leverage. The ratings could be downgraded if the liquidity profile weakens, if Moody's expects Accudyne's free cash flow to turn negative or Debt/EBITDA to increase. Rating actions: Corporate Family Rating, downgraded to Caa1 from B2 Probability of Default, downgraded to Caa1-PD from B2-PD $300 million Senior Secured First Lien Revolver due 2017, downgraded to B3 (LGD-3) $1.675 ($1.5 billion outstanding as of June 30, 2015) billion Senior Secured First Lien Term Loan due 2019, downgraded to B3 (LGD-3) $650 million Senior Unsecured Global Notes due 2020, downgraded to Caa3 (LGD-5) The outlook is changed to stable from negative. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Other methodologies used include Loss Given Default for Speculative-Grade Non-Financial Companies in the U.S., Canada and EMEA published in June 2009. Accudyne Industries Borrower S.C.A., who's administrative office is located in Dallas, Texas, is a manufacturer of flow control equipment and air compressors. The company, comprised of entities of Hamilton Sundstrand Industrial, was acquired in December 2012 from United Technologies Corporation for $3.4 billion (excluding a working capital adjustment) by funds of BC Partners Limited and The Carlyle Group L.P. Accudyne's operations are divided into two main business segments: Flow Control and Industrial Air Compressors. Flow Control (60% of 2014 revenue) manufactures pumps, gas compressors, and other products while Industrial Air Compressors (40% of 2014 revenue) manufactures various air compressors. End markets served include chemicals, construction & mining, industrial manufacturing, oil & gas, and water treatment among others. Revenue for the LTM period ended June 2015 were approximately $1.2 billion. AEMETIS INC: Incurs $5.75 Million Net Loss in Third Quarter ----------------------------------------------------------- Aemetis, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $5.75 million on $38.5 million of revenues for the three months ended Sept. 30, 2015, compared to net income of $464,000 on $48.3 million of revenues for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company recorded a net loss of $20.7 million on $111 million of revenues compared to net income of $10.9 million on $166 million of revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $87.0 million in total assets, $116 million in total liabilities, and a $29.02 million total stockholders' deficit. Cash and cash equivalents were $2.5 million at Sept. 30, 2015, of which $2.3 million was held in the Company's North American entities and $0.2 million was held in its Indian subsidiary. The Company's current ratio at Sept. 30, 2015, was 0.35 compared to a current ratio of 0.29 at Dec. 31, 2014. The Company expects that its future available capital resources will consist primarily of cash generated from operations, remaining cash balances, EB-5 program borrowings, amounts available for borrowing, if any, under the Company's senior debt facilities and its subordinated debt facilities, and any additional funds raised through sales of equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/wQStmZ About Aemetis Cupertino, Calif.-based Aemetis, Inc., is an international renewable fuels and specialty chemical company focused on the production of advanced fuels and chemicals and the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products and convert first- generation ethanol and biodiesel plants into advanced biorefineries. AFFINION GROUP: S&P Cuts CCR to 'SD' After Distressed Tender Offer ------------------------------------------------------------------ Standard & Poor's Ratings Services said that it lowered its corporate credit rating on Affinion Group Holdings Inc. to 'SD' (selective default) from 'CC'. At the same time, S&P lowered its issue-level ratings on the company's 13.75%/14.5% payment-in-kind (PIK) toggle notes due 2018 and 13.50% senior subordinated notes due 2018 to 'D' (default) from 'CC'. The recovery ratings remain unchanged at '6', indicating S&P's expectation for negligible recovery (0%-10%) of principal in the event of a payment default. Affinion is the borrower of the 13.75%/14.5% payment-in-kind (PIK) toggle notes due 2018. Affinion Investments LLC, an existing wholly owned unrestricted subsidiary of Affinion Group Inc., is the borrower of the 13.5% senior subordinated notes due 2018. S&P also assigned its 'B-' issue-level rating and '2' recovery rating to the company's $110 million 7.5% cash/PIK senior notes due 2018. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; upper half of the range) of principal in the event of a payment default. Affinion International Holdings Ltd. is the borrower of this debt. Affinion will use the net proceeds of this offering primarily to fund working capital purposes and repay certain intercompany loans. The downgrades follow Affinion's announcement that it has completed an exchange of approximately $247.4 million (or approximately 95%) of the outstanding $260.5 million 13.75%/14.5% PIK toggle notes due 2018 and about $337.3 million (approximately 93.7%) of the $360 million 13.5% senior subordinated notes due 2018, issued by Affinion and Affinion Investments, respectively. As a result, approximately $13.1 million aggregate principal amount of the 13.75%/14.5% PIK toggle notes and $22.6 million aggregate principal amount of the 13.5% senior subordinated notes is outstanding. "We view Affinion's distressed debt exchange as tantamount to default," said Standard & Poor's credit analyst Khaled Lahlo. Affinion and Affinion International also completed a rights offering that gives the existing noteholders the right to purchase 7.5% cash/PIK senior notes due 2018 (issued by Affinion International) and approximately 2.5 million shares of new common stock for an aggregate cash purchase price of $110 million. The 'B-' issue-level rating on the $110 million 7.5% cash/PIK senior notes due 2018 is based on S&P's expectation that it will raise its corporate credit rating on Affinion to 'CCC+' from 'SD'. This reflects S&P's view that the company's capital structure is unsustainable during the next 12-18 months, absent a turnaround in operating performance. The exchange offer decreased the total amount of debt outstanding by about $600 million, provided short-term liquidity from the rights offering, and reduced cash interest expense by approximately $50 million, giving the company additional flexibility to execute its organizational restructuring. Nonetheless, S&P believes that Affinion still has a highly leveraged capital structure. S&P's adjusted leverage, which includes its adjustments for operating leases and pensions pro forma for the completed transaction, remains excessive at 8.4x for the 12 months ended June 30, 2015. Furthermore, Affinion depends on favorable market conditions to meet its financial commitments, in S&P's view, but it do not expect the company to face a credit or payment crisis during the next 12-18 months because it has "adequate" liquidity, according to S&P's criteria. ALLY FINANCIAL: Signs Underwriting Pact with Citigroup, et al. -------------------------------------------------------------- Ally Financial Inc. entered into an underwriting agreement incorporating Ally's Underwriting Agreement Standard Provisions (Debt Securities) with Citigroup Global Markets Inc., Goldman, Sachs & Co., Morgan Stanley & Co. LLC and RBC Capital Markets, LLC, as representatives of the several Underwriters named therein, pursuant to which Ally agreed to sell to the Underwriters $750,000,000 aggregate principal amount of 3.250% Senior Notes due 2018. The Notes were registered pursuant to Ally's shelf registration statement on Form S-3 (File No. 333-193070), which became automatically effective on Dec. 24, 2013. The Underwriting Agreement contains customary representations, warranties and covenants of the Company, conditions to closing, indemnification obligations of the Company and the Underwriters, and termination and other customary provisions. The Notes will be issued pursuant to an Indenture dated as of as of July 1, 1982, as supplemented and amended by the first supplemental indenture dated as of April 1, 1986, the second supplemental indenture dated as of June 15, 1987, the third supplemental indenture dated as of Sept. 30, 1996, the fourth supplemental indenture dated as of Jan. 1, 1998, and the fifth supplemental indenture dated as of Sept. 30, 1998, between the Company and The Bank of New York Mellon (successor to Morgan Guaranty Trust Company of New York), as trustee, and an action of the executive committee of Ally dated as of Nov. 2, 2015. About Ally Financial Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/-- is one of the world's largest automotive financial services companies. The Company offers a full suite of automotive financing products and services in key markets around the world. Ally's other business units include mortgage operations and commercial finance, and the company's subsidiary, Ally Bank, offers online retail banking products. Ally operates as a bank holding company. GMAC obtained a $17 billion bailout from the U.S. government in exchange for a 56.3 percent stake. Private equity firm Cerberus Capital Management LP keeps 14.9 percent, while General Motors Co. owns 6.7 percent. As of Sept. 30, 2015, the Company had $156 billion in total assets, $142 billion in total liabilities, and $14.6 billion in total equity. * * * As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings Services said it raised its issuer credit rating on Ally Financial Inc. to 'BB' from 'B+'. "The upgrade reflects the company's release from potential legal and financial liabilities stemming from its ownership of ResCap," said Standard & Poor's credit analyst Tom Connell. In the April 3, 2014, edition of the TCR, Fitch Ratings has upgraded Ally Financial Inc.'s long-term Issuer Default Rating (IDR) and senior unsecured debt rating to 'BB+' from 'BB'. The rating upgrade reflects increased clarity around Ally's ownership structure given Ally's recent announcement that it has launched an initial public offering those shares of its common stock held by the U.S. Treasury (the Treasury). As reported by the TCR on July 16, 2014, Moody's Investors Service affirmed the 'Ba3' corporate family and 'B1' senior unsecured ratings of Ally Financial, Inc. and revised the outlook for the ratings to positive from stable. Moody's affirmed Ally's ratings and revised its rating outlook to positive based on the company's progress toward sustained improvements in profitability and repayment of government assistance received during the financial crisis. ALPHA NATURAL: Amends DIP Credit Agreement to Increase Commitment ----------------------------------------------------------------- BankruptcyData reported that Alpha Natural Resources filed with the U.S. Bankruptcy Court a motion for a supplemental order, pursuant to 11 U.S.C. Section 105, 363 and 364, authorizing an amendment to its D.I.P. credit agreement that provides for increased letter of credit commitments and payment of related fees. The motion explains, "Through the motion, the Debtors seek authority to (a) supplement their debtor in possession financing (the 'DIP Financing') by adding up to $30 million of additional letter of credit capacity under the Term L/C Facility...and (b) pay required fees associated with this increase in financing capacity. The Debtors have needs for additional letter of credit capacity in connection with the ongoing ordinary course operation of their businesses. As described in more detail in the Debtors' original motion to approve the DIP Financing (Docket No. 27) (the 'Original DIP Motion'), the Debtors initially had contemplated adding capacity to issue additional letters of credit in connection with a new revolving credit facility to replace their prepetition receivables facility with General Electric Capital Corp. In particular, the DIP Order expressly contemplated the addition of a DIP Revolving Facility in an amount of up to $200 million for this and other purposes. At the current juncture, however, the Debtors have been unable to obtain the DIP Revolving Facility and have determined that their need for additional letter of credit capacity can most efficiently be satisfied through an amendment to the Term L/C Facility that will permit the Debtors to issue up to $30 million in new letters of credit." The Debtors also filed a separate motion to file related fee letters under seal. The Debtors explain, "If the Fee Letters are not filed with the Court under seal, the Agent has informed the Debtors that it may be competitively harmed." The Court scheduled Nov. 17, 2015 hearing to consider the motions. 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. ALPHA NATURAL: Gets Nod to Sell Idle Appalachian and Ill. Mines --------------------------------------------------------------- Carmen Germaine at Bankruptcy Law360 reported that a West Virginia bankruptcy judge on Nov. 5, 2015, approved Alpha Natural Resources Inc.'s plans to sell more than a dozen inactive Appalachian mines, giving the go-ahead to a January auction over the objections of numerous creditors who criticized the sale plans. U.S. Bankruptcy Judge Kevin R. Huennekens approved Alpha's auction plans in a hearing in West Virginia, paving the way for a Jan. 27 auction of the 17 inactive mine properties -- 16 in Appalachia and one in Illinois. Creditors including banks, and insurance companies. 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. ALPHA NATURAL: Seeks April 2016 Extension of Action Removal Period ------------------------------------------------------------------ Alpha Natural Resources, Inc., et al., ask the U.S. Bankruptcy Court for the Eastern District of Virginia to extend their deadline to remove civil actions pending as of the Petition Date until (a) April 29, 2016; or (b) 30 days after the entry of an order terminating the automatic stay with respect to any particular Civil Action sought to be removed, without prejudice to the Debtors' right to seek further extensions of the removal period. As of the Petition Date, the Debtors were parties to hundreds of Civil Actions pending in courts and tribunals. The Debtors are evaluating whether they may seek to remove certain of the Civil Actions and, where appropriate, subsequently transfer some or all of those Civil Actions to this District or this Court. 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. ARCH COAL: Ch. 11 Bankruptcy Filing Possible Within Months ---------------------------------------------------------- Tracy Rucinski at Reuters reports that Arch Coal expects to file for bankruptcy protection within months, even if current talks with creditors yield a restructuring agreement. The Company said in a filing with the U.S. Securities and Exchange Commission, "If an agreement (with creditors) is reached and we pursue a restructuring, it may be necessary for us to file a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code." Citing sources with knowledge of the restructuring talks, Reuters relates that the likelihood of an out-of-court agreement was remote and that the Company could file for Chapter 11 protection as soon as December 2015. Reuters says that if the Company doesn't file for Chapter 11 protection by Dec. 15, 2015, it can choose to miss its bond payment, setting off a 30-day grace period. Diana Barr at St. Louis Business Journal reports that the Company said it has elected to terminate its $250 million revolver loan, under which it had no borrowings, effective Wednesday. John Drexler, the Company's senior vice president and chief financial officer, said in the earnings statement, "Our cash flow (...) is not sufficient to service our debt sustainably in this operating environment." Reuters states that the Company reported a $2 billion third-quarter net loss on Monday and said it could have trouble servicing $5.1 billion of debt. The Company, according to Business Journal, said it had liquidity of $704.4 million as of Sept. 30, 2015, including $694.5 million in cash and liquid securities. According to The Associated Press, the Company is hurt by weakening demand for coal. The Company cited in its SEC filing "extremely challenging current market conditions" for its need to restructure its balance sheet. About Arch Coal Arch Coal, Inc.'s primary business is the production of thermal and metallurgical coal from surface and underground mines located throughout the United States, for sale to utility, industrial and steel producers both in the United States and around the world. The Company currently operates mining complexes in West Virginia, Maryland, Virginia, Illinois, Wyoming and Colorado. Arch Coal reported a net loss of $558 million in 2014, a net loss of $642 million in 2013 and a net loss of $684 million in 2012. As of June 30, 2015, the Company had $8 billion in total assets, $6.6 billion in total liabilities and $1.4 billion in total stockholders' equity. * * * The Troubled Company Reporter, on Oct. 29, 2015, reported that Fitch Ratings has taken the following rating actions on Arch Coal, Inc. (Arch Coal; NYSE: ACI) in connection with the expiration of the company's debt exchange offers: -- Issuer Default Rating (IDR) affirmed at 'C'; -- Senior secured revolving credit facility downgraded to 'CCC-/RR2' from 'B-/RR2'; -- Senior secured term loan downgraded 'CCC-/RR2' from 'B-/RR2'; -- Second lien secured notes affirmed at 'C/RR6'; -- Senior unsecured notes affirmed at 'C/RR6'. Roughly $5.4 billion in principal amount of debt and commitments are affected by this action. The Troubled Company Reporter, on July 8, 2015, reported that Fitch Ratings has downgraded the Issuer Default Rating of Arch Coal, Inc. to 'C' from 'CCC'. The downgrade follows Arch Coal's announcements of exchange offers which Fitch considers Distressed Debt Exchanges in accordance with Fitch's Distressed Debt Exchange criteria. The TCR, on May 6, 2015, reported that Moody's Investors Service downgraded the corporate family rating of Arch Coal to 'Caa3' from 'Caa1' and the probability default rating to 'Caa3-PD' from 'Caa1-PD'. The downgrade follows the continued stress on the coal sector, and the resulting deterioration in the company's credit metrics. At the same time, Moody's downgraded the ratings on the senior secured term loan and bank revolving facility to 'Caa1' from 'B2', the second lien notes to Caa3 from Caa1, and all unsecured notes to 'Ca', from 'Caa2'. Moody's also affirmed the Speculative Grade Liquidity rating of SGL-3. The outlook is negative. As reported by the TCR on July 9, 2015, Standard & Poor's Ratings Services said it lowered its corporate credit rating on Arch Coal to 'CC' from 'CCC+'. Standard & Poor's Ratings Services said it lowered its corporate credit rating on Arch Coal to 'CC' from 'CCC+'. The rating action reflects Arch Coal's July 3, 2015, announcement of a private debt exchange offer for its senior unsecured debt. ASPEN GROUP: Presents at MicroCap Conference -------------------------------------------- Mr. Michael Mathews, the chairman of the Board and chief executive officer of Aspen Group, Inc. presented at The MicroCap Conference in Philadelphia on Nov. 5, 2015. A copy of the presentation is available for free at http://is.gd/L5xOG4 About Aspen Group Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in 1987 as the International School of Information Management. On Sept. 30, 2004, it was acquired by Higher Education Management Group, Inc., and changed its name to Aspen University Inc. On May 13, 2011, the Company formed in Colorado a subsidiary, Aspen University Marketing, LLC, which is currently inactive. On March 13, 2012, the Company was recapitalized in a reverse merger. Aspen's mission is to become an institution of choice for adult learners by offering cost-effective, comprehensive, and relevant online education. Approximately 88 percent of the Company's degree-seeking students (as of June 30, 2012) were enrolled in graduate degree programs (Master or Doctorate degree program). Since 1993, the Company has been nationally accredited by the Distance Education and Training Council, a national accrediting agency recognized by the U.S. Department of Education. Aspen Group reported a net loss of $4.2 million on $5.2 million of revenues for the year ended April 30, 2015, compared to a net loss of $5.3 million on $3.9 million of revenues for the year ended April 30, 2014. As of July 31, 2015, the Company had $5.6 million in total assets, $3.6 million in total liabilities and $1.9 million in total stockholders' equity. BLACK ELK: Retains Blackhill Partners as Restructuring Advisor -------------------------------------------------------------- Black Elk Energy Offshore Operations, LLC has retained Blackhill Partners, an investment bank and restructuring firm specializing in complex situations, as restructuring advisor to guide the company through its Chapter 11 bankruptcy. Black Elk Energy is an independent oil and gas company headquartered in Houston, Texas. The company operates and holds interests in properties offshore in the Gulf of Mexico, located within Louisiana and Texas State and Federal waters in depths ranging from ten feet up to 3,700 feet. Blackhill Partners' managing director Jeff Jones is leading the engagement. Mr. Jones has more than 25 years' experience as a restructuring advisor and investment banker, with particular expertise in energy restructuring and special situations mergers and acquisitions. "Blackhill Partners' long history of serving energy companies in difficult situations allows us to provide the leadership required in this highly complex bankruptcy," said Mr. Jones. Blackhill's Energy Restructuring Team, which for Black Elk includes Eric Hyman, Lance Gurley, Todd Heinz and Tripp Ballard in addition to Mr. Jones, will draw on its expertise in onshore and offshore energy restructurings to maximize recoveries for creditors. About Blackhill Partners Headquartered in Dallas, Texas, Blackhill Partners, LLC -- http://www.bhpllc.com-- is an investment bank and restructuring firm specializing in complex situations. Blackhill's professionals have advised Fortune 500 and middle-market companies on over $100 billion in mergers, acquisitions, financings and restructurings across a broad range of industries, with particular depth in energy and industrial businesses. About Black Elk Energy Offshore Black Elk Energy Offshore Operations, LLC, is a Houston, Texas based privately held limited liability company engaged in the acquisition, exploitation, development and production of oil and natural gas properties primarily in the shallow waters of the Gulf of Mexico near the coast of Louisiana and Texas. Black Elk had total assets of $340 million and total debt of $432 million as of Sept. 30, 2014. Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern District of Texas placed Black Elk under Chapter 11 bankruptcy protection on Sept. 1, 2015, converting an involuntary Chapter 7 bankruptcy petition by its creditors. Thereafter, the Company filed with the Court a voluntary Chapter 11 petition (Bankr. S.D. Tex. Case No. 15-34287) on Sept. 10, 2015. Judge Paul later recused herself from the case and the matter was given to Judge Marvin Isgur, according to information posted on the case docket on Sept. 14. The Debtor is represented by Elizabeth E. Green of Baker & Hostetler. Blackhill Partners' Jeff Jones is the Debtor's Chief Restructuring Officer. BLUE DOG AT 399: Landlord Fails in Bid to Dismiss Suit ------------------------------------------------------ In an Opinion dated October 27, 2015 available at http://is.gd/sp124lfrom Leagle.com, Judge Michael E. Wiles of the United States Bankruptcy Court for the Southern District of New York denied BP 399 Park Avenue, LLC's motion to dismiss an adversary proceeding brought by Blue Dog at 399 Inc. Among other things, the defendant, which is the Debtor's landlord, takes the position that the Court is precluded from considering the claims raised in the complaint under the doctrines of res judicata and collateral estoppel. The Landlord also takes the position that the Court lacks subject-matter jurisdiction over this adversary proceeding under the Rooker-Feldman doctrine and that the Complaint fails to state a claim for which relief may be granted. The adversary proceeding is BLUE DOG AT 399 INC., Plaintiff, v. BP 399 PARK AVENUE LLC, Defendant,ADV. PROC. NO. 15-1097 (MEW)(Bankr. S.D.N.Y.). The bankruptcy case is In re: BLUE DOG AT 399 INC., Chapter 11, Debtor, CASE NO. 15-10694 (MEW)(Bankr. S.D.N.Y.). Blue Dog at 399 Inc., Plaintiff, represented by Paul R. DeFilippo, Esq. -- pdefilippo@wmd-law.com -- Wollmuth Maher & Deutsch LLP, John D Giampolo, Esq. -- jgiampolo@wmd-law.com -- Wollmuth Maher & Deutsch LLP, Frederick E. Schmidt, Esq. -- eschmidt@cozen.com -- Cozen O'Connor. CALPINE CORP: Moody's Assigns 'Ba3' Rating on $550MM Loan B ----------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Calpine Corporation's proposed $550 million term loan B due 2022. Concurrent with this rating assignment, Moody's affirmed Calpine's B1 Corporate Family Rating, B1-PD Probability of Default Rating, Ba3 rating on the company's senior secured revolver, term loans, and senior secured notes and the B3 rating on the company's senior unsecured notes. In addition, Moody's raised Calpine's Speculative Liquidity Rating to SGL-1 from SGL-2. Proceeds from the new debt issuance will be used to prefund the acquisition of the 745 MW Granite Ridge power plant in New Hampshire as well as general corporate purpose. Calpine's rating outlook is positive. RATINGS RATIONALE Calpine's B1 CFR reflects the inherent volatility of the merchant power sector and its considerable debt leverage (8.4% CFO pre-working capital (WC)/debt for last twelve months ending Sept. 30, 2015), tempered by the scale and geographic diversity of its operations. Calpine also has a significant fuel concentration risk, as its fleet of generation assets are predominantly natural gas-fired. However, natural gas plants are faring much better than most other generation assets in current low gas price environment. Calpine's scale and geographic diversity play an important role in its cash flow resiliency. The company operates nationally, with 82 plants in operation totaling 26.6 GW of generating capacity. This scale and focus on gas-fired facilities allow it to keep operating expenses low while achieving high reliability. Calpine has a major presence in the Northeast, Texas and California. Each of these regions has a very different market environment and regulatory regime, thus providing meaningful cash flow diversification. Calpine has high debt leverage, a credit weakness. Based on Moody's adjusted financials, Calpine's CFO pre-WC/debt ratio for the last twelve months 3Q2015 was 8.4% which was an improvement with the previous two years -- with 6.8% and 5.8% registered in 2013 and 2014, respectively. Despite this level of debt burden, Calpine's ability to generate positive free cash flow through the current low power price environment is an important rating consideration. Unlike its merchant peers with coal or nuclear generation, gas plants have relatively low level of maintenance capital expenditures and environmental compliance expenditures. Liquidity Calpine's speculative-grade liquidity rating is SGL-1. The company continues to possess good liquidity, with $659 million of unrestricted cash on hand at the end of September 2015 and about $1.3 billion of unused capacity on its corporate revolving credit facility. Excluding project finance debt maturities, Calpine's next scheduled debt maturity is a first lien term loan due October 2019 and its corporate revolving facility is due June 2018. The company expects to generate about $825 million to $860 million of adjusted free cash flow before growth capital expenditures for year 2015 and is forecast to generate $710 to $860 million of adjusted free cash flow in 2016 according to its third quarter 2015 earnings presentation. Rating Outlook Calpine's positive outlook reflects its continued free cash flow generation and an expected increase in cash flow to debt ratios over the next few years. What Could Change the Rating -- UP Moody's could upgrade Calpine's ratings at some point over the next 12 to 18 months if its CFO-Pre-WC/debt ratio is sustained in the high single digit range. What Could Change the Rating -- DOWN Moody's may revise the outlook to stable should CFO Pre-WC/debt stay in the mid-single digit range on a sustained basis. The principal methodology used in these ratings was Unregulated Utilities and Unregulated Power Companies published in October 2014. Assignments: Issuer: Calpine Corporation Senior Secured Bank Credit Facility, Assigned Ba3(LGD3) Affirmations: Issuer: Calpine Corporation Probability of Default Rating, Affirmed B1-PD Corporate Family Rating, Affirmed B1 Senior Unsecured Shelf, Affirmed (P)B3 Senior Secured Shelf, Affirmed (P)Ba3 Senior Secured Bank Credit Facility, Affirmed Ba3(LGD3) Senior Secured Regular Bond/Debenture, Affirmed Ba3(LGD3) Senior Unsecured Regular Bond/Debenture, Affirmed B3(LGD5) Raises: Issuer: Calpine Corporation Speculative Grade Liquidity Rating, Raised to SGL-1 from SGL-2 Outlook Actions: Issuer: Calpine Corporation Outlook, Remains Positive CARE NEW ENGLAND: S&P Lowers Rating on 2013A Hosp. Bonds to 'BB' ---------------------------------------------------------------- Standard & Poor's Ratings Services lowered its long-term rating on the Rhode Island Health and Educational Building Corp.'s series 2013A hospital revenue bonds, issued for Care New England Health System (CNE), to 'BB' from 'BBB-'. The outlook is negative. "The lower rating reflects our view of CNE's thin financial profile in recent years that, without intervention, is expected to materially weaken through 2017," said Standard & Poor's credit analyst Jennifer Soule. Management has developed a plan with consultants to achieve $75 million to $95 million in revenue enhancement and cost reduction initiatives across that timeframe. If successful, the underlying run rate for operations would improve with essentially breakeven performance in 2017. However, S&P thinks the plan is aggressive and are uncertain if the system can achieve these targets within such a short timeframe. CNE includes four hospitals and a visiting nurses association. The obligated group includes CNE's parent organization, Women & Infants Hospital of Rhode Island (WIH) and its holding company (Women & Infants Corp.); Kent Hospital; Butler Hospital; the Kent County Visiting Nurses Assn; Southeastern Healthcare System, the holding company for Memorial Hospital, and The Providence Center that was purchased earlier in 2015. The 2013A bonds are secured by a gross receipts pledge of the obligated group; a first mortgage lien on and security interest in certain land, buildings and fixtures of each Butler and Kent Hospitals; a covenant against the creation of liens in favor of any party on certain land, buildings, and fixtures of each Memorial Hospital and Women & Infants Hospital, as well as a debt service reserve. "The negative outlook reflects our view of CNE's weak financial operating performance in recent years and the heavy operating losses expected through fiscal 2016," added Ms. Soule. "We also expect the system's balance sheet to decline in fiscal 2016 as it absorbs the impact of a challenging financial year coupled with the need to fund a limited number of capital projects." S&P could consider a lower rating if CNE falls short of its projections within the one-year outlook period or if it needs to further draw on cash or add debt to support its needs through that timeframe. S&P could revise the outlook to stable if CNE achieves its projections through the outlook period while maintaining its enterprise strengths. CLIVE PACE: Summary Judgment on Quiet Title Claim Affirmed ---------------------------------------------------------- The United States Court of Appeals for the Ninth Circuit affirmed the bankruptcy court's summary judgment in the adversary proceeding filed by Chapter 11 debtors Clive and Yolanda Pace against JPMorgan Chase Bank, N.A., and other defendants, seeking quiet title to real property and a declaration that the defendants' loans on the properties were unsecured. The Paces primarily argued that JPMorgan and Bank of America do not have valid claims because they failed to produce original promissory notes and deeds of trust. The said banks, however, filed certified copies of the notes and deeds and made the originals available to the Paces at hearings and settlement conferences. The Paces then alleged that the notes and deeds are invalid because they were previously split. However, the Ninth Circuit held that this did not render either instrument irreparably void, and the fact remains that they are currently reunited in the care of the defendant banks. The Ninth Circuit thus concluded that the Paces have not established a genuine issue of material fact regarding their quiet title claim. The case is In the Matter of: CLIVE AND YOLANDA PACE, CLIVE PACE and YOLANDA PACE, Plaintiffs-Appellants, v. BANK OF AMERICA, N.A.; et al., Defendants-Appellees, NO. 13-16602 (9th Cir.). A full-text copy of the 9th Circuit's October 23, 2015 memorandum is available at http://is.gd/npOKpZfrom Leagle.com. CODERE FINANCE: Chapter 15 Case Summary --------------------------------------- Chapter 15 Petitioner: David Jimenez Marquez Chapter 15 Debtor: Codere Finance (UK) Limited 20-22 Bedford Row London WC1R 4JS United Kingdom Chapter 15 Case No.: 15-13017 Type of Business: Gaming Chapter 15 Petition Date: November 11, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Chapter 15 Petitioner's Counsel: Emil A. Kleinhaus, Esq. WACHTELL, LIPTON, ROSEN & KATZ 51 West 52nd Street New York, NY 10019 Tel: (212) 403-1332 Fax: (212) 403-2332 Email: eakleinhaus@wlrk.com Estimated Assets: $50,000 to $100,000 Estimated Debts: More than $1 billion CONTOURGLOBAL POWER: Fitch Assigns 'BB-/RR3' Rating on 2019 Notes ----------------------------------------------------------------- Fitch Ratings has assigned a 'BB-/RR3' rating to ContourGlobal Power Holdings S.A.'s (CGPH) $100 million 7.125% Senior Secured Notes due June 2019. The proceeds along with cash on balance sheet will be used to repay the $150 million bridge loan. The rating primarily benefits from a guarantee from CGPH's parent ContourGlobal L.P. (CGLP) which carries a Fitch 'B+' Long-term Issuer Default Rating (IDR) with a Stable Outlook. The security ratings at CGPH are notched based on a recovery analysis that reflects the IDR and the priority ranking of the debt obligations in a hypothetical default scenario. KEY RATING DRIVERS CGLP's IDR primarily reflects its relatively stable earnings from long term contracts and regulated earnings which account for approximately 91% of total revenue between 2014 and 2021. Power Purchase Agreements (PPAs) have a weighted average life of approximately 12 years. Majority of PPAs are either capacity based which covers fuel cost and other variable costs or with fixed long term prices with inflation pass-through. Most PPA offtakers hold an investment grade credit rating. The IDR also considers the improving geographic diversification of CGLP's generation fleet, although counterparty concentration remains a primary credit concern. CGLP's two largest projects Maritsa in Bulgaria and Arrubal in Spain will represent approximately 27% and 14% of 2015 EBITDA. With acquisitions and new projects coming into service, the combined EBITDA of these two projects could decline to 36% but remain substantial. Fitch views positively the settlement between Natsionalna Elektricheska Kompania EAD (NEK) and Maritsa. CGLP was required to reduce capacity prices by 15% and NEK will pay CGLP approximately EUR88 million in net proceeds, eliminating the uncertainty from NEK's chronic late payments. CGLP's operating environment will remain challenging. Fitch believes that European wholesale power prices will remain low through 2019. CGLP has limited financial flexibility as project assets are largely encumbered and subject to various security restrictions under the project financing agreements that could be very complex and prevent upstream distribution to CGLP. CGLP's credit metrics are at the low end of the range for the rating. There is limited headroom in the assigned 'B+' rating level. Fitch evaluates CGLP's credit metrics both on a consolidated basis and a distribution basis. As several projects have been acquired or will become fully operational in 2015 - 2016, Fitch projects consolidated FFO lease adjusted leverage to decline to 6.3x in 2017 from the current 8x. On a distribution only basis, Fitch projects recourse debt/distribution to average 4.8x for the next three years. The distribution cash flow is structurally inferior to cash flow at the operating company level. Recovery Analysis The 'BB-/RR3' for CGPH's senior secured notes are based on Fitch's recovery waterfall and incorporates the limit on total security available to the secured debtholders under the credit agreement. Fitch values CGLP's equity interest in its operating subsidiaries at $462 million under a distressed scenario. The 'RR3' rating for the senior secured notes reflects a one-notch positive differential from the 'B+' IDR and indicates good recovery of principal and related interest of between 51% -70%. KEY ASSUMPTIONS -- Approximately $140 million equity investment for committed acquisitions or construction in 2015; -- Continuation of Arrubal's reduced capacity payment from the system operator until government contract expires in 2017; -- Receives NEK payment of EUR 88 million regarding to overdue receivables in 2015; -- Capacity payment from NEK reduced by 15% starting June 2015; -- Maritsa and Arrubal availability factors are at required level of 82% for Maritsa, and 86%-93% for Arrubal. Fitch notes that actual availabilities have been higher historically. RATING SENSITIVITIES Positive: Based on projections for the next 3 - 5 years, it is unlikely that CGLP will be upgraded. Nevertheless, future developments that may lead to a positive rating action include: -- On a consolidated basis, FFO lease adjusted gross leverage below 5.0x on a sustained basis; On a distribution only basis, recourse debt/distribution below 3.0x on a sustained basis. -- Materially reduced counterparty concentration risks such that EBITDA from any single offtaker is consistently less than 15%; -- High likelihood of re-contracting major PPAs at a level that is similar to existing pricing levels with similar durations. Negative: Future developments that could lead to negative rating action include: -- On a consolidated basis, FFO lease adjusted gross leverage above 7.5x on a sustained basis; On a distribution only basis, recourse debt/distribution above 5.5x on a sustained basis; -- If the major PPAs experience unexpected and material price reduction from current levels or termination; -- If more than 50% of total revenue becomes uncontracted. CRAILAR TECHNOLOGIES: Obtains CCAA Protection Until Nov. 25 ----------------------------------------------------------- Crailar Technologies Inc. on Nov. 10 disclosed that the Company and certain of its subsidiaries have obtained an Initial Order from the Supreme Court of British Columbia under the Companies' Creditors Arrangement Act ("CCAA"). The terms and conditions of the restructuring plan have not yet been determined by Crailar. The Court granted protection under the CCAA for an initial period expiring on Wednesday November 25, 2015 to be extended as required and approved by the Court. The Court has set a further hearing date of November25, 2015, at which time an extension of the protection under the CCAA will be sought. The CCAA filing applies to Crailar, Crailar Inc., Hemptown USA Inc., 0697872 B.C. Ltd., Crailar Fiber Technologies Inc. and HTNaturals Apparel Corp. While Crailar and its subsidiaries are under CCAA protection, creditors and others are stayed from pursuing any claims or enforcing any rights against the companies. After careful consideration of all available alternatives; the Board of Directors of the Company determined that it was in the best interests of the Company and all of its stakeholders to file for an application for creditor protection under the CCAA. Under the CCAA proceedings, it is expected that the Company's operations will continue uninterrupted in the ordinary course of business and obligations to employees, key suppliers of goods and services and obligations to the Company's customers, after the filing date, will continue to be met on an ongoing basis. Under the Initial Order the Company's management will remain responsible for the day-to-day operations of the Company and the Board of Directors has remained intact. Crailar expects to apply for recognition of the Initial Order under chapter 15 of title 11 of the US Code. Pursuant to the Initial Order, The Bowra Group Inc. has been appointed as monitor in the CCAA proceeding (the "Monitor"). All inquiries regarding the CCAA proceeding should be directed to the Monitor (Martin Hyatt, (604) 689-8939 Information about the CCAA proceeding, including all Court Orders and the Monitor's reports, will be available on the Monitor's website at www.bowragroup.com/engagements About CRAiLAR Technologies Inc. CRAiLAR Technologies Inc. brings cost-effective, sustainable, bast fiber-based products to market. These environmentally friendly, natural fiber alternatives offer equivalent or superior performance characteristics to cotton, wool, wood or fossil-fuel based fibers. The Company's business operations consist primarily of licensing its CRAiLAR(R) processing technologies to produce CRAiLAR(R) fibers in the non-woven, yarn and textile industries. CRAiLAR(R) Flax Fiber is a sustainable alternative fiber with performance, consumer preference, environmental advantage, and 'natural feel' suitable for businesses and consumers in the woven and non-woven markets. Crailar is headquartered in Victoria, British Columbia, Canada and its common shares trade on the TSX Venture Exchange under the symbol CL and its debentures under CL.DB. Crailar's common stock is also quoted on the OTC Bulletin Board or the OTCQB tier of the OTC Markets Group, Inc. under the symbol "CRLRF". CYPRESS SEMICONDUCTOR: Moody's Assigns B1 CFR, Outlook Stable ------------------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating and B1-PD Probability of Default Rating to Cypress Semiconductor Corp. Concurrently, Moody's placed a Ba3 rating on the company's first lien credit facilities comprised of an existing $450 million revolving credit facility and a proposed $400 million term loan. Moody's assigned a Speculative Grade Liquidity ("SGL") rating of SGL-3. The proceeds of the new debt financing will be used to partially fund the company's stock repurchase program and repay a portion of the current borrowings under the revolving credit facility. The ratings outlook is stable. Moody's assigned these ratings to Cypress Semiconductor Corp.: Corporate Family Rating- B1 Probability of Default Rating- B1-PD Senior Secured Revolving Credit Facility expiring 2020 -- Ba3 (LGD3) Senior Secured First Lien Term Loan due 2022 -- Ba3 (LGD3) Speculative Grade Liquidity Rating -- SGL-3 Outlook is Stable RATINGS RATIONALE The B1 CFR reflects the risks associated with Cypress' leveraged capital structure as well as its exposure to the cyclical nature of the semiconductor industry which has been susceptible to economic downturns. Moody's expects debt leverage, on a pro forma basis, to approach 3.5x (Moody's adjusted) by the end of 2015, but decline towards the high 2x level by the end of the following year driven principally by debt amortization and projected EBITDA expansion. The rating also factors in a degree of integration risk related to Cypress' acquisition of Spansion Inc. which was completed in early 2015 and more than doubled the company's revenue base. Additionally, the potential for Cypress to pursue incremental acquisitions, stock repurchases, and shareholder distributions could constrain deleveraging efforts. However, the uncertainties associated with the company's credit profile are partially offset by a sizable equity cushion as well as Cypress' strong market position as a provider of NOR flash memory semiconductors, SRAMs, and microcontrollers to an array of end market customers. Moreover, while integration challenges related to Spansion remain, the company has made meaningful progress in realizing expected cost synergies from the merger with additional savings to drive margin expansion in the coming year. Moody's expects Cypress to increase free cash flow after dividends to nearly 10% of total debt in the coming year with similar production in 2017. The company's capital-light manufacturing model and efforts to consolidate its production facilities footprint should support this improved cash generation. These free cash flow prospects, coupled with approximately $295 million in pro forma cash on the company's balance sheet and $90 million in undrawn revolver capacity, support Cypress' adequate liquidity position and SGL-3 rating. The credit facility is subject to financial maintenance covenants with a minimum fixed charge coverage of 1x and total leverage of 3.5x that will step down to 3x in early 2017. The stable ratings outlook reflects Moody's projection for a modest decline in pro forma annual revenue in 2016. However, the realization of incremental cost synergies related to the Spansion merger and anticipated improvements in capacity utilization coinciding with a depletion of excess inventories acquired with Spansion should facilitate meaningful adjusted EBITDA improvement during this period. What Could Change the Rating - Up The ratings could be upgraded if Cypress effectively expands EBITDA such that adjusted leverage and FCF/debt are expected to be sustained under 3x and above 15%, respectively, while the company adheres to disciplined financial policies. What Could Change the Rating - Down The ratings could be lowered if revenue contracts materially from current levels or Cypress adopts more aggressive financial policies that increase debt leverage above 4.5x. The principal methodology used in these ratings was the Global Semiconductor Industry Methodology published in December 2012. Cypress Semiconductor Corp. provides mixed-signal integrated circuits and holds leading positions in the markets for NOR flash memory semiconductors, SRAMs, and microcontrollers. Pro forma for the company's March 2015 merger with Spansion Inc., the company is projected to generate annual revenues of more than $1.8 billion in 2015. CYRUS CARROL: Voluntary Chapter 11 Case Summary ----------------------------------------------- Debtor: Cyrus Carrol LLC 450 S. Melrose Drive #110 Vista, CA 92081 Case No.: 15-07230 Chapter 11 Petition Date: November 10, 2015 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Hon. Christopher B. Latham Debtor's Counsel: Andrew H. Griffin, III, Esq. LAW OFFICES OF ANDREW H. GRIFFIN, III 275 East Douglas Avenue, Suite 112 El Cajon, CA 92020 Tel: 619-440-5000 Fax: 619-440-5991 Email: Griffinlaw@mac.com Total Assets: $1.90 million Total Liabilities: $1.62 million The petition was signed by Nasser Palizban, sole member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. DELLON ASH: Ch. 13 Eligibility Excludes Postpetition Events ----------------------------------------------------------- In a memorandum dated October 29, 2015 available at http://is.gd/RUvItqfrom Leagle.com, Judge Nicholas W. Whittenburg of the United States Bankruptcy Court for the Eastern District of Tennessee denied Dbtor Dellon Binnon Ash II's motion to convert his Chapter 11 case to Chapter 13 as postpetition events may not be taken into account in determining Chapter 13 eligibility because eligibility is to be determined on the date of the filing of the petition. The case is In re: Dellon Binnon Ash, II, Chapter 11, Debtor, NO. 1:14-BK-12338-NWW (Bankr. E.D. Tenn.). Dellon Binnon Ash, II, Debtor, is represented by David J. Fulton, Esq. -- djf@sfglegal.com -- SCARBPROUGH & FULTON. EAST ORANGE GENERAL: Case Summary & 20 Top Unsecured Creditors -------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- East Orange General Hospital, Inc. 15-31232 300 Central Avenue East Orange, NJ 07018 Essex Valley Healthcare, Inc. 15-31233 Type of Business: Health Care Chapter 11 Petition Date: November 10, 2015 Court: United States Bankruptcy Court District of New Jersey (Newark) Judge: Hon. Vincent F. Papalia Debtors' Counsel: Kenneth A. Rosen, Esq. Michael Savetsky, Esq. Gerald C. Bender, Esq. LOWENSTEIN SANDLER LLP 65 Livingston Avenue Roseland, NJ 07068 Tel: 973.597.2500 Fax: 973.597.2400 Email: krosen@lowenstein.com msavetsky@lowenstein.com gbender@lowenstein.com Debtors' PRICEWATERHOUSECOOPERS LLP Financial Advisor: Debtors' MCCARTER & ENGLISH, LLP Special Transactional Counsel: Debtors' PRIME CLERK LLC Claims, Noticing ang Balloting Agent: Estimated Assets: $100 million to $500 million Estimated Debts: $100 million to $500 million The petition was signed by Martin A. Bieber, interim president and chief executive officer. List of Debtor's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Cardinal Health Solutions, Inc. Trade Debt $1,747,463 1330 Enclave Parkway Houston, TX 77077 Qualcare, Inc. Trade Debt $1,529,251 30 Knightsbridge Road, Piscataway, NJ 08854 GE Healthcare Integrated IT Trade Debt $925,894 Solutions 540 W. Northwest Highway Barrington, IL 60010 Center for Family Guidance, P.C. Trade Debt $797,494 765 E. Route 70, Building A-101 Marlton, NJ 08053 Laboratory Corp. of America Trade Debt $720,559 531 South Spring Street Burlington, NC 27215 MMS, Inc. Trade Debt $282,355 145 Huguenot Street, Suite 108 New Rochelle, NY 10801 Con Edison Solutions, Inc. Trade Debt $278,972 100 Summit Lake Drive, Suite 410 Valhalla, NY 10595-1373 B. Braun Medical, Inc. Trade Debt $164,655 Medline Industries, Inc. Trade Debt $155,206 Stryker Orthopedic Trade Debt $147,197 US Foodservice Trade Debt $146,167 Eproz Limited Trade Debt $136,480 Brach Eichler, LLC Trade Debt $112,189 Menco Business Products, Inc. Trade Debt $109,988 Xerox Corporation Trade Debt $109,716 Carefusion Solutions Trade Debt $104,215 NJ Hospital Association Trade Debt $103,720 Liberty Billing & Consulting Trade Debt $97,190 Services, Inc. PSE&G Trade Debt $94,844 CliftonLarsonAllen LLP Trade Debt $93,278 EAST ORANGE GENERAL: Files for Chapter 11 to Sell Assets -------------------------------------------------------- East Orange General Hospital, Inc., and Essex Valley Healthcare, Inc., sought Chapter 11 bankruptcy protection with the intention of selling their assets to Prospect EOGH, Inc. and Prospect Medical Holdings, Inc., subject to higher and better bids. The Debtors currently anticipate to close the sale within 60 days of the Petition Date. The Debtors said that after exploring available options, their management and Board of Trustees have concluded that commencing these Chapter 11 cases would be in the best interests of their creditors and will preserve the going-concern value of their business while they continue to pursue the sale of their assets pursuant to Section 363 of the Bankruptcy Code to Prospect or some other buyer. According to Court documents, the Debtors sustained an average EBIDA loss of approximately $1,100,000 per month in 2014 and currently sustaining losses of approximately $200,000 per month. For the fiscal year ending Dec. 31, 2014, the Debtors incurred an unaudited net operating loss of approximately $19,200,000 with an EBIDA loss of approximately $13,200,000, compared to a net operating loss of approximately $10,700,000 with an EBIDA loss of approximately $5,400,000 for the year ended Dec. 31, 2013. For the nine months ending Sept. 30, 2015, the Debtors incurred an unaudited net operating loss of approximately $8,900,000 with an EBIDA loss of approximately $4,200,000. Martin A. Bieber, interim president and chief executive officer of EOGH said the decline in the decline in the Debtors' financial performance was due, among other things, to insufficient working capital to invest in staff retention, recruitment, training and development, and insufficient capital to assure (i) current, state of the art technology, (ii) replenishment or replacement of fixed and moveable equipment, and (iii) needed upgrades to the physical infrastructure. He added that the Debtors' loss of valued and experience staff over the last several years has further eroded the institution's operating effectiveness. "The Hospital has worked hard to improve the quality of its services by increasing the nurse to patient staffing ratio, strengthening case management, initiating new performance improvement programs, re-aligning business incentives with key medical staff in a regulatory compliant manner, and increasing nursing salaries and staffing mix to improve confidence in bedside care," Mr. Bieber related. Despite these efforts and improvements, Mr. Bieber said the Hospital continues to sustain losses. As of the Petition Date, the Debtors owe PNC Bank, National Association, approximately $7,565,000 on account of prepetition obligations, trade vendors approximately $10,600,000, and lease parties approximately $2,000,000, Court documents indicate. The Sale to Prospect The Debtors entered into an asset purchase agreement with Prospect on May 28, 2014, pursuant to which Prospect agreed to purchase substantially all of the Debtors' assets for consideration consisting of a charitable grant to The Foundation for East Orange General Hospital, Inc., a non-debtor owned by EVHI, certain payments and commitments for capital construction projects and working capital, as well as other payments, commitments and the assumption of certain liabilities. The proposed sale was approved by the New Jersey Department of Health, New Jersey Acting Attorney General John J. Hoffman pursuant to the Community Health Care Assets Protection Act, and the Superior Court of New Jersey. The Debtors intend to file motions to establish bidding procedures and for approval of the sale shortly after the Petition Date. DIP Financing Talks The Debtors said they are in the process of negotiating with several potential lenders regarding the terms of secured post-petition financing. The Debtors intend to file a motion for approval of secured post-petition financing as soon as they reach an agreement with the lender that provides the most favorable terms. In the meantime, the Debtors request authority to use cash collateral and to provide adequate protection to any parties that allege to have an interest in such cash collateral. "The use of cash collateral and financing will allow the Debtors to continue to provide quality healthcare services, preserve employment for their employees, and preserve the Debtors' going-concern value while they run an expedited and orderly sale process under section 363 of the Bankruptcy Code," Mr.Bieber maintained. First Day Motions To minimize the potentially disruptive impact of the commencement of these Chapter 11 cases, the Debtors have filed several first day motions intended to allow them to effectively transition into Chapter 11 and minimize disruption to their business operations, thereby preserving and maximizing the value of their estates while they pursue a sale. Among other things, the Debtors seek Court's authority to use existing cash management system, pay obligations to employees, prohibit utility providers from discontinuing services, pay critical vendor claims, and pay taxes and insurance premiums. A copy of the declaration in support of the First Day Motions is available for free at: http://bankrupt.com/misc/13_EAST_Declaration.pdf About East Orange General East Orange General Hospital, Inc. and Essex Valley Healthcare, Inc. (the Hospital) filed Chapter 11 bankruptcy petitions (Bankr. D. N.J. Case Nos. 15-31232 and 15-31233, respectively) on Nov. 10, 2015. Martin A. Bieber signed the petition as interim president and chief executive officer. The Debtors estimated both assets and liabilities in the range of $100 million to $500 million. The Debtors have engaged Lowenstein Sandler LLP as counsel, PricewaterhouseCoopers LLP as financial advisor, McCarter & English, LLP as special transactional counsel, and Prime Clerk LLC as claims, noticing and balloting agent. Judge Vincent F. Papalia has been assigned the case. Located in East Orange, New Jersey, the 211-bed Hospital claims to be the the only independent, fully accredited, acute-care hospital in Essex County and is a recognized leader in behavioral health services, renal dialysis, wound care, diagnostic services, emergency services, and family health care. The Debtors employ approximately 860 individuals. ENERGY FUTURE: Top Exec Defends Hunt-Backed Ch. 11 Turnaround Deal ------------------------------------------------------------------ Matt Chiappardi at Bankruptcy Law360 reported that one of Energy Future Holdings Corp.'s top executives testified on Nov. 4, 2015, that the reorganization deal proposed in the plan to rework $42 billion in debt was the best option available and highly likely to be consummated, fending off criticism there is too much risk backers could walk away. EFH Chief Financial Officer Paul Keglevic took the witness stand in Delaware bankruptcy court during the second day of the power giant's monthlong bid to confirm a Chapter 11 plan. About Energy Future Energy Future Holdings Corp., formerly known as TXU Corp., is a privately held diversified energy holding company with a Portfolio of competitive and regulated energy businesses in Texas. Oncor, an 80 percent-owned entity within the EFH group, is the Largest regulated transmission and distribution utility in Texas. The Company delivers electricity to roughly three million delivery points in and around Dallas-Fort Worth. EFH Corp. was created in October 2007 in a $45 billion leverage buyout of Texas power company TXU in a deal led by private-equity companies Kohlberg Kravis Roberts & Co. and TPG Inc. On April 29, 2014, Energy Future Holdings and 70 affiliated companies sought Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 14-10979) after reaching a deal with some key financial stakeholders to keep its businesses operating while reducing its roughly $40 billion in debt. The Debtors' cases have been assigned to Judge Christopher S. Sontchi (CSS). The Debtors are seeking to have their cases Jointly administered for procedural purposes. As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in book value and liabilities of $49.7 billion. The Debtors have $42 billion of funded indebtedness. EFH's legal advisor for the Chapter 11 proceedings is Kirkland & Ellis LLP, its financial advisor is Evercore Partners and its restructuring advisor is Alvarez & Marsal. The TCEH first lien lenders supporting the restructuring agreement are represented by Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor, and Millstein & Co., LLC, as financial advisor. The EFIH unsecured creditors supporting the restructuring agreement are represented by Akin Gump Strauss Hauer & Feld LLP, as legal advisor, and Centerview Partners, as financial advisor. The EFH equity holders supporting the restructuring agreement are represented by Wachtell, Lipton, Rosen & Katz, as legal advisor, and Blackstone Advisory Partners LP, as financial advisor. Epiq Systems is the claims agent. Wilmington Savings Fund Society, FSB, the successor trustee for the second-lien noteholders owed about $1.6 billion, is represented by Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A. Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq., Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey, Esq., and Howard L. Siegel, Esq. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee represents the interests of the unsecured creditors of ONLY of Energy Future Competitive Holdings Company LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings Company LLC; and EFH Corporate Services Company, and of no other debtors. The Committee has selected Morrison & Foerster LLP and Polsinelli PC for representation in this high-profile energy restructuring. The lawyers working on the case are James M. Peck, Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC. ENVISION SOLAR: Closes Credit Line with Silicon Valley Bank ----------------------------------------------------------- Envision Solar International, Inc., the renewable energy, media and branding and EV charging product company, on Nov. 6 disclosed that it has successfully closed a revolving Line of Credit with Silicon Valley Bank. The funds will be used to execute on the Company's existing and future orders for EV ARC(TM) and Solar Tree(R) products. "Closing this line of credit is important to us, because it gives us access to inexpensive, non-dilutive capital to cover our operating capital requirements for customers like Caltrans, who pay us after they receive products," said Desmond Wheatley, CEO of Envision Solar. "It is also an important step in our continued efforts to strengthen our financial condition and reduce our costs of capital. Silicon Valley Bank is a great partner and we look forward to growing with them." "Silicon Valley Bank is pleased to partner with Envision Solar," said Eric Otterson, Managing Director of Silicon Valley Bank in San Diego. "Envision's solar-powered transportation and energy storage products are new and important technologies. We look forward to helping them move their business forward quickly with the right financing, connections and global services." Envision Solar invents, engineers and manufactures its products in its San Diego facility, which is staffed by combat veterans, disabled workers, minorities and other highly motivated experts. About Envision Solar International, Inc. Envision Solar designs, manufactures and deploys unique and renewably energized electric vehicle (EV) charging and media and branding systems. The company's products include the patented EV ARC(TM) and Solar Tree(R) product lines. All of Envision Solar's products can be enhanced with EnvisionTrak(TM) patented solar tracking, ARC Technology(TM) energy storage, SunCharge(TM) Electric Vehicle Charging Stations and digital advertising packages. Based in San Diego, the company integrates the highest quality components into its Made in America products. Envision Solar is listed on the OTC Bulletin Board under the symbol [EVSI]. About Silicon Valley Bank For more than 30 years, Silicon Valley Bank (SVB) -- http://www.svb.com-- has helped innovative companies and their investors move bold ideas forward, fast. SVB provides targeted financial services and expertise through its offices in innovation centers around the world. With commercial, international and private banking services, SVB helps address the unique needs of innovators. Forbes named SVB one of America's best banks (2015) and one of America's best-managed companies (2014). About Envision Solar Envision Solar International, Inc., is a developer of solar products and proprietary technology solutions. The Company focuses on creating high quality products which transform both surface and top deck parking lots of commercial, institutional, governmental and other customers into shaded renewable generation plants. Going Concern Doubt Envision Solar International, Inc., filed with the U.S. Securities and Exchange Commission an amendment to its quarterly report on Form 10-Q, disclosing a net loss of $556,000 on $238,000 of revenues for the three months ended Sept. 30, 2014, compared with a net loss of $324,000 on $80,000 of revenues for the same period last year. The Company's balance sheet at June 30, 2014, showed $1.36 million in total assets, $2.39 million in total liabilities and total stockholders' deficit of $1.03 million. For the nine months ended Sept. 30, 2014, the Company had net losses of $2.47 million. Additionally, at Sept. 30, 2014, the Company had a working capital deficit of $1.13 million and an accumulated deficit of $30.09 million. These factors raise substantial doubt about the Company's ability to continue as a going concern. The Company has incurred significant losses from operations, and such losses are expected to continue, according to the regulatory filing. FL 6801: Ends Employment of Prime Clerk as Claims Agent ------------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of New York authorized FL 6801 Spirits LLC, et al., to terminate the employment of Prime Clerk LLC as notice and claims agent. Prime Clerk will have no further obligations to the Court, the Debtors, or any party-in-interest with respect to the case. About FL 6801 Spirits FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers Holdings Inc. and three of its wholly owned subsidiaries filed voluntary Chapter 11 petitions, seeking bankruptcy protection for their condominium hotel property in Miami Beach. The affiliates are FL 6801 Collins North LLC, FL 6801 Collins Central LLC, and FL 6801 Collins South LLC. FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full-service, ocean front condominium hotel located at the site of the old Carillon Hotel in Miami Beach, Florida. The current operator of the hotel, Canyon Ranch Living, is not a debtor, and operations at the property are expected to continue without interruption. FL Spirits and the three affiliates companies have sought joint administration, with pleadings to be maintained at FL 6801's case docket (Bankr. S.D.N.Y. Lead Case No. 14-11691). FL Spirits has tapped Togut, Segal & Segal LLP as general bankruptcy counsel, Shutts & Bowen LLP as special real estate counsel, CBRE, Inc., as real estate broker, and Prime Clerk as claims and notice agent. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Lehman's Chapter 11 plan became effective on March 6, 2012. FL 6801: Judge Enters Final Decree Closing Ch. 11 Cases ------------------------------------------------------- The Hon. Shelley C. Chapman of the U.S. Bankruptcy Court entered a final decree closing the Chapter 11 cases of FL 6801 Spirits LLC and its debtor affiliates. Lehman Brothers Holdings Inc., as Plan Administrator on behalf of the Post-Effective Date Debtors, requested for the closing of the cases. The Debtors had notified the Court that the their Liquidating Plan was deemed to be effective as of June 8, 2015. As reported in the Troubled Company Reporter on May 29, 2015, the Debtors had won approval of a liquidating plan that proposes to pay all creditors in full and make distributions to equity holders. Judge Chapman at the May 20 hearing approved the adequacy of the explanatory disclosure statement. No objections or responses to the Plan and Disclosure Statement were filed. No votes were solicited as no classes of claims are impaired under the Plan. The Debtors filed a notice reflecting the proposed amounts of the administrative claims fund, the disputed claims reserve, and the Expense reserve as contemplated under the Plan. Reserve Proposed Amount ------- --------------- Administrative Claims Fund for Allowed Administrative Claims, including any accrued and estimated Professional Fee Claims and Expenses and additional U.S. Trustee Fees $825,000 Expense Reserve, including fees and expenses to be incurred by the Plan Administrator to effectuate the liquidation and wind down of the Debtors, and resolve and/or object to Disputed Claims $500,000 Disputed Claims Reserve Account for Disputed Claims, including the KM Escrow Fund of approximately $312,400, disputed tax claims and unsecured claims. $590,000 According to the notice of the confirmation order, except for professional fee claims and United States Trustee quarterly fees, all persons and entities including, but not limited to, individuals, partnerships, corporations, estates, trusts and governmental units holding administrative claims or expenses against the Debtors that arose after the closing date (the "Post-Sale Closing Claims"), i.e., unpaid expenses and/or claims that arose on or after Jan. 14, 2015, must file a request for allowance and payment of such claim on or before June 25, 2015. A declaration was filed by Anthony Barsanti, Vice President of Lehman ALI Inc., the sole member of PAMI ALI LLC ("PAMI ALI"), which is, in turn, the sole member and manager of FL 6801 Spirits, in support of confirmation of the Plan, a copy of which is available for free at: http://bankrupt.com/misc/FL_6801_Declaration_Plan.pdf A copy of the order confirming the Plan is available for free at: http://bankrupt.com/misc/FL_6801_Plan_Order.pdf The Liquidating Plan The Debtors in January 2015 sold most of their assets, including the Canyon Ranch Hotel & Spa in Miami Beach, to a Z Capital Partners unit for $21.6 million, following a court-sanctioned auction. Z Capital Florida Resort, LLC, the entity created to acquire the assets, beat rival bidders North Beach Development, LLC and 360 Vox LLC, which opened the auction with a $12 million offer. The primary objective of the Plan is to provide a mechanism to implement the liquidation of the Debtors' remaining assets, reconciling and fixing the claims asserted against the Debtors, and distributing the net liquidation proceeds, including the sale proceeds, in conformity with the distribution scheme provided by the Bankruptcy Code and prior orders of the Court. As of the Petition Date, the Debtors' liabilities consisted primarily of $1.67 million in obligations under a secured loan extended by PAMI ALI LLC. The prepetition secured obligations were satisfied from the sale proceeds. The Plan provides that holders of administrative claims estimated to total $950,000, priority claims totaling $243,000, and general unsecured claims estimated at $1,650,000 will be paid in full. Holders of equity interests will receive any of the proceeds remaining after payment of all claims. No class is impaired. Therefore, all classes are presumed to have accepted the Plan. A copy of the Disclosure Statement dated April 13, 2015 is available for free at: http://bankrupt.com/misc/FL_6801_Spirits_DS.pdf About FL 6801 Spirits FL 6801 Spirits LLC, a wholly owned subsidiary of Lehman Brothers Holdings Inc. and three of its wholly owned subsidiaries filed voluntary Chapter 11 petitions, seeking bankruptcy protection for their condominium hotel property in Miami Beach. The affiliates are FL 6801 Collins North LLC, FL 6801 Collins Central LLC, and FL 6801 Collins South LLC. FL Spirits' Canyon Ranch Living Hotel and Spa is a luxury full-service, ocean front condominium hotel located at the site of the old Carillon Hotel in Miami Beach, Florida. The current operator of the hotel, Canyon Ranch Living, is not a debtor, and operations at the property are expected to continue without interruption. FL Spirits and the three affiliates companies have sought joint administration, with pleadings to be maintained at FL 6801's case docket (Bankr. S.D.N.Y. Lead Case No. 14-11691). FL Spirits has tapped Togut, Segal & Segal LLP as general bankruptcy counsel, Shutts & Bowen LLP as special real estate counsel, CBRE, Inc., as real estate broker, and Prime Clerk as claims and notice agent. Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy petition disclosed US$639 billion in assets and US$613 billion in debts, effectively making the firm's bankruptcy filing the largest in U.S. history. Lehman's Chapter 11 plan became effective on March 6, 2012. FREDERICK'S OF HOLLYWOOD: Court Approves Liquidation Plan --------------------------------------------------------- Jonathan Randles at Nov. 4 Bankruptcy Law360 reported that a Delaware bankruptcy judge on Nov. 3, 2015, approved Frederick's of Hollywood Inc.'s liquidation plan, a strategy that will repay unsecured creditors with claims against the lingerie retailer totaling approximately $22.5 million, less than 3 cents on the dollar. Approval of the plan by U.S. Bankruptcy Judge Kevin Gross comes after the company's estate, now refereed to as Old FOH Inc., said that its Chapter 11 wind-up strategy offers the best possible recovery for creditors, under the circumstances. Frederick's filed for bankruptcy in April. About Frederick's Frederick's of Hollywood Group Inc., sells women's apparel and related products under its proprietary Frederick's of Hollywood brand. Frederick's had more than 200 brick-and-mortar stores at its peak. At present it sells its products at its online shop at http://www.fredericks.com/ On April 19, 2015, Frederick's of Hollywood and five affiliates each filed voluntary petitions for relief under Chapter 11 of the United States Bankruptcy Code. The cases are pending approval to be jointly administered under Case No. 15-10836 before the Honorable Kevin Gross (Bankr. D. Del.). The Company disclosed $36.5 million in assets and $106 million in debt as of the bankruptcy filing. The material debt obligations principally consist of $33 million in loans under a secured credit agreement, $16.2 million in unsecured promissory notes, and $56.7 million in trade debt and liabilities to landlords. The Debtors tapped Milbank, Tweed, Hadley & McCloy LLP, as bankruptcy counsel; Richards, Layton & Finger, P.A., as local counsel; Consensus Advisory Services LLC as investment banker and financial advisor; and Kurtzman Carson Consultants LLC, as claims and noticing agent. GELTECH SOLUTIONS: Incurs $889,000 Net Loss in First Quarter ------------------------------------------------------------ GelTech Solutions, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $890,000 on $536,000 of sales for the three months ended Sept. 30, 2015, compared to a net loss of $950,000 on $111,000 of sales for the same period in 2014. As of Sept. 30, 2015, the Company had $2.09 million in total assets, $5.79 million in total liabilities, and a $3.69 million total stockholders' deficit. As of Nov. 4, 2015, the Company had approximately $363,000 in available cash. A full-text copy of the Form 10-Q is available for free at: http://is.gd/W93gY1 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. 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. HAGGEN HOLDINGS: Spencer's Fresh Markets Eyes Arroyo Grande Store ----------------------------------------------------------------- Katherine Worsham at KSBY.com reports that Spencer's Fresh Markets has placed a bid on Haggen's store in Arroyo Grande, California. KSBY.com relates that several of the Company's stores in San Luis Obispo and Santa Barbara counties went up for auction as part of the Company's bankruptcy filing. The Associated Press states that the Company is auctioning off 95 stores, many of which were bought from Albertsons and Safeway in December 2014. According to court documents, the auction started on Nov. 9 and was scheduled to go through Nov. 11. Court documents say that Albertsons has placed bids on stores in Lompoc and Goleta. The AP says that Albertsons, which is bidding on stores in Washington, Oregon and Arizona, is the baseline bidder for 36 stores. KSBY.com says that Sprouts has placed a bid on a second location in Goleta, and Roxy's Market is bidding for the store on Cliff Drive in Santa Barbara. No bidders are listed for the locations in Los Osos or in San Luis Obispo on Foothill Boulevard, KSBY.com states. About Haggen Holdings Headquartered in Bellingham, Washington, Haggen was founded in 1933 as a single grocery store. From 1933 to 2014, Haggen grew into a 30 store family-run grocery chain, with stores located in the northwestern United States. From 2011 to 2014, Haggen reduced its store base to 18, including a stand-alone pharmacy location. Haggen rapidly expanded in 2014 and 2015, and, as of the Petition Date, Haggen owned and operated 164 stores through three operating companies: Haggen, Inc., Haggen Opco North, LLC and Haggen Opco South, LLC. Haggen Holdings, LLC, and its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 15-11874 to 15-11879) on Sept. 8, 2015, with the intention of reorganizing, or selling as a going concern, their stores for the benefit of their creditors. The petitions were signed by Blake Barnett, the chief financial officer. The Debtors estimated assets of $50 million to $100 million and estimated liabilities of $10 million to $50 million. Young, Conaway, Stargatt & Taylor, LLP, is serving as the Debtors' local counsel. Stroock & Stroock & Lavan LLP serves as the Debtors' general counsel. Alvarez & Marsal North America, LLC, acts as the Debtors' financial advisor. Kurtzman Carson Consultants LLC serves as the Debtors' claims and noticing agent. HARSCO CORP: S&P Puts 'BB' CCR on CreditWatch Negative ------------------------------------------------------ Standard & Poor's Ratings Services said that it has placed all of its ratings on Harsco Corp., including its 'BB' corporate credit rating, on CreditWatch with negative implications. "The CreditWatch placement follows Harsco's announcement that it plans to separate its Metals & Minerals (M&M) segment from the rest of the company," said Standard & Poor's credit analyst Jaissy Lorenzo. "The company is evaluating various options to complete the separation including the potential sale of the business or a tax-free spin-off transaction." Harsco expects to commence a formal strategic review process in the next several weeks, though the company has not set a specific timetable for the strategic review. If Harsco's outstanding rated debt is repaid as part of the separation, S&P will likely withdraw all of its issue-level ratings on the company. If the separation is not completed, S&P would likely affirm its ratings on Harsco and remove them from CreditWatch. S&P expects to resolve the CreditWatch placement after it evaluates the business and financial impact of the separation, the financing details of the transaction, and the financial policies and capital structure of the remaining entity. HELLAS TELECOMMS: Noteholders OK'd to Pursue New $565M Complaint ---------------------------------------------------------------- Jeff Zalesin at Bankruptcy Law360 reported that the trustee for Hellas Telecommunications noteholders has won a New York federal judge's permission to pursue an expanded list of private equity-tied entities for a $565 million judgment, which stems from allegations that TPG Capital and Apax Partners schemed to enrich themselves while driving Hellas into insolvency. U.S. District Judge J. Paul Oetken on Nov. 2, 2015, allowed trustee Wilmington Trust Co. to file a complaint targeting entities including three Apax Partners LLP affiliates that weren't named in WTC's previous federal complaint. About Hellas Telecommunications In February 2007, Hellas Telecommunications was purchased from TPG Capital LP and Apax Partners by the Italian telecommunications giant Weather Group. The Company later suffered liquidity problems and commenced administration proceedings in the U.K. in November 2009. The administrators sold 100% of the shares of Wind Hellas to the existing owners, the Weather Group. An order placing the Company into liquidation was entered on Dec. 1, 2011. Andrew Lawrence Hosking and Carl Jackson, as Joint Liquidators petitioned for the Chapter 15 protection for the Company (Bankr. S.D.N.Y. Case No. 12-10631) on Feb. 16, 2012. Mr. Jackson was later succeeded by Simon James Bonney, and then recently by Bruce Mackay. Bankruptcy Judge Martin Glenn presides over the Chapter 15 case. The Debtor estimated assets and debts of more than $100,000,000. The Debtor did not file a list of creditors together with its petition. The Foreign Representatives commenced the lawsuit against various entities, captioned as, Hosking v. TPG Capital Management, L.P., et al., No. 14-01848 (MG) (Bankr. S.D.N.Y. March 13, 2014). TPG is represented by Paul M. O'Connor, III, Esq., and Andrew K. Glenn, Esq., at Kasowitz, Benson, Torres, & Friedman, LLP of New York, NY. APAX is represented by Robert S. Fischler, Esq., and Stephen Moeller-Sally, Esq., at Ropes & Gray LLP of New York, NY. TCW is presented by Wayne S. Flick, Esq., and Amy C. Quartarolo, Esq., at Latham & Watkins LLP of Los Angeles, CA. Nikesh Aurora is represented by William F. Gray, Jr., Esq., and Alison D. Bauer, Esq., at Torys LLP of New York, NY and Michael A. Sherman, Esq., at Stubbs Alderton & Markiles, LLP of Sherman Oaks, CA. U.S. counsel to the Foreign Representatives as against all Defendants except Deutsch Bank AG and Nikesh Arora are Howard Seife, Esq., Thomas J. McCormack, Esq., Andrew Rosenblatt, Esq., and Marc D. Ashley, Esq., at CHADBOURNE & PARKE LLP. U.S. counsel to the Foreign Representatives as against Deutsch Bank AG and Nikesh Arora are Alexander H. Schmidt, Esq., Alan McDowell, Esq., and Jeremy Cohen, Esq., at WOLF HALDENSTEIN ADLER FREEMAN & HERZ LLP. HERCULES OFFSHORE: S&P Raises CCR to 'CCC+', Outlook Negative ------------------------------------------------------------- Standard & Poor's Ratings Services raised its corporate credit rating on Houston-based Hercules Offshore Inc. to 'CCC+' from 'D'. The outlook is negative. At the same time, S&P is assigning a 'CCC+' issue-level rating to the company's $450 million first-lien term loan. The recovery rating on this debt is '3', indicating S&P's expectation of meaningful (50% to 70%, higher end of the range) recovery for creditors in the event of a payment default. S&P is also withdrawing the 'D' ratings on Hercules' unsecured notes, which have been converted to common equity through the company's restructuring. "The upgrade reflects Hercules Offshore's new capital structure post reorganization," said Standard & Poor's credit analyst Stephen Scovotti. "The negative outlook reflects our expectation that the company will generate negative FFO through 2016 and that liquidity will continue to deteriorate," he added. The company's reorganization converted approximately $1.2 billion of unsecured debt to equity. In addition, the company recently issued a $450 million first-lien term loan, and plans to use proceeds to fund liquidity for ongoing operations and for the final $200 million payment for the Hercules Highlander. S&P's ratings on Hercules reflect S&P's assessment of the company's "vulnerable" business risk profile and "highly leveraged" financial risk profile, as defined in S&P's criteria. Rating factors include the company's participation in the highly volatile and competitive shallow-water drilling and marine services segments of the oil and gas industry, the elevated age of the company's jack-up rig fleet, S&P's expectation of negative cash flow generation over the next 12 months, and Hercules' "less than adequate" liquidity position. S&P could lower the ratings on Hercules Offshore Inc. if it believed the company would have difficulty making its interest payments or could restructure its balance sheet. S&P believes this could occur if offshore contract conditions remain weak for an extended period of time. S&P could revise the outlook to 'stable' if the company were able to maintain its view of 'adequate' liquidity. S&P believes this could occur if offshore contract conditions dramatically improve. HERITAGE PARTNERS: Court Refused to Revive $80M Malpractice Suit ---------------------------------------------------------------- Dani Meyer at Bankruptcy Law360 reported that a New York appellate court on Nov. 5, 2015, refused to revive an $80 million malpractice suit accusing Stroock & Stroock & Lavan LLP of failing to recommend bankruptcy to a condo developer with a problematic loan, saying that the developer didn't show it would have retained the building but for the firm's advice. The trial court applied the correct standard when dismissing Heritage Partners LLC's suit alleging that it wouldn't have lost controlling interest in a troubled multifamily project if Stroock had advised it to refinance. HII TECHNOLOGIES: Pendergraft, Kennedy Firm File 2019 Statement --------------------------------------------------------------- Pendergraft & Simon LLP and The Kennedy Firm disclosed in a court filing that they represent the ad hoc committee of creditors of Apache Energy Services Inc., an affiliate of HII Technologies Inc. The group is composed of Brent Mulliniks, Apache's former president; Billy Cox, former vice-president; Black Gold Energy LLC; One Flow Energy Services LLC; and Fields Water Services LLC. The creditors hold unsecured claims against Apache in the following amounts: Mr. Mulliniks, $46,412; Mr. Cox, $44,923; Black Gold Energy LLC, $95,084; One Flow Energy Services LLC, $201,077; and Fields Water Services LLC, $286,426. Messrs. Mulliniks and Cox also hold claims tied to two promissory notes dated Sept. 27, 2012. Each note is in the principal amount of $650,000, of which $150,000 of the note held by Mr. Cox has been assigned to Buchanan Ventures. The notes are secured by certain assets of the company, the firms further disclosed. Neither Pendergraft & Simon nor The Kennedy Firm holds any claim against or interests in Apache or its bankruptcy estate, according to the court filing. The firms made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. Pendergraft & Simon can be reached at: Leonard H. Simon, Esq. Pendergraft & Simon LLP The Riviana Building 2777 Allen Parkway, Suite 800 Houston, Texas 77019 Direct Line: (713) 737-8207 Direct Fax: (832) 202-2810 Email: lsimon@pendergraftsimon.com The Kennedy Firm can be reached at: Kirk A. Kennedy The Kennedy Firm 4221 Avondale Ave. Dallas, Texas 75219 Tel: (832) 646.9228 Fax: (713) 583.7069 kkennedy@bticlaims.com About HII Technologies HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. proposed lead case No. 15-60070) on Sept. 18, 2015. Judge David R Jones is assigned to the cases. HII Technologies (HIITQ) is a publicly-traded oilfield services company which entered the hydraulic fracturing water management business via acquisition of Apache Energy Services dba AES Water Solutions in September 2012. HII Technologies currently has only one employee, its CEO, Matt Flemming. HII Technologies reported assets of $17.6 million and liabilities of $26.5 million as of July 31, 2015. The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius Ross, Inc. for management and restructuring services. On Sept. 29, HII Technologies appointed Power Reserve Corp., Bold Production Services LLC, and Black Gold Energy LLC to serve on its official committee of unsecured creditors. On Oct. 7, Black Gold was replaced by Worldwide Power Products LLC. INNOVIDA HOLDINGS: 11th Circ. Upheld Former Exec's Conviction ------------------------------------------------------------- Carmen Germaine at Bankruptcy Law360 reported that the Eleventh Circuit on Nov. 3, 2015, upheld the conviction of a former executive of bankrupt manufacturing company InnoVida Holdings LLC for helping fleece investors of $40 million, finding enough evidence that he had altered documents and financial records. A three-judge panel affirmed the 2013 conviction of former InnoVida CFO Craig Stanley Toll, ruling that the lower court had properly allowed testimony from the government's key witness, former InnoVida controller Lewis Carness, on accounting practices even though Carness was not an expert. About InnoVida and Osorio Receiver Mark S. Meland, at Meland Russin & Budwick, PA, filed a Chapter 11 petition for InnoVida Holdings, LLC, fdba COEG, LLC (Bankr. S.D. Fla. Case No. 11-17702) on March 24, 2011. Separate Chapter 11 petitions were filed for these affiliates: InnoVida MRD, LLC (Case No. 11-17704), InnoVida Services, Inc. (Case No. 11-17705), and InnoVida Southeast, LLC (Case No. 11-17706). Peter D. Russin, Esq., at Meland Russin & Budwick, P.A., serves as bankruptcy counsel. InnoVida Holdings has under $50,000 in assets and $10 million to $50 million in debts, according to the petition. Founder Claudio Eleazar and Amarilis Osorio filed a separate Chapter 11 petition (Bankr. S.D. Fla. Case No. 11-17075) on March 17, 2011. Mr. Osorios is being accused of fraud and mismanagement. Bankruptcy Judge Robert A. Mark in Miami authorized the appointment of Mark S. Meland as trustee for InnoVida. Mr. Meland, who had been serving as a receiver for the business in the wake of the allegations against Mr. Osorio, was the one who ushered InnoVida into bankruptcy. Soneet Kapila, Fort Lauderdale accountant and court-appointed fiduciary, was named new Chapter 7 trustee for the case of Claudio Osorio, replacing Chapter 11 trustee Mark Meland. The appointment came after Mr. Osorio's Chapter 11 cases was converted to Chapter 7 liquidations. INSITE CORPORATION: Walsh's Motion For Summary Judgment Granted --------------------------------------------------------------- In an Opinion and Order dated October 29, 2015, available at http://is.gd/K3HyBmfrom Leagle.com, Judge Mildred Caban Flores of the United States Bankruptcy Court for the District of Puerto Rico granted Walsh Construction Company Puerto Rico's motion for summary judgment, finding that Walsh did not violate the automatic stay by withholding payments of contract funds to Debtor Insite Corporation since these are not property of the estate and thus, not covered by the protections of the automatic stay. However, the granting of summary judgment in favor of Walsh does not dispose of the adversary case. The complaint alleges that Walsh seized tools and materials belonging to Debtor. Both parties have failed to address the matter nor put the Court in a position to decide on the pending issue. The parties are ordered within 30 days to file an amended pre-trial report limited to this singular remaining issue. Insomuch as Walsh has explicitly withheld its consent that the Bankruptcy Court enter judgment on this matter and in the event that an appellate court concludes that the bankruptcy judge could not have entered a final order or judgment consistent with Article III of the United States Constitution, this decision may bee deemed to be this Court's Proposed Findings of Fact and Conclusions of Law, subject to the procedures set forth in Fed. R. Bankr. P. 9033. The adversary proceeding is INSITE CORPORATION, Plaintiff, v. WALSH CONSTRUCTION COMPANY PUERTO RICO, Defendant, ADVERSARY CASE NO. 12-00281 (Bankr. D.P.R.). The bankruptcy case is IN RE: INSITE CORPORATION, Chapter 11, Debtor, CASE NO. 11-11209 (MCF)(Bankr. D.P.R.). INSITE CORPORATION, Plaintiff, is represented by: David A. Carrion Baralt Post Office Box 364463 San Juan, PR 00936 Phones: (787) 758-5050 WALSH COSNTRUCTION COMPANY, PUERTO RICO, Defendant, is represented by: Paul T. Devlieger DeVLIEGER HILSER, PC 1518 Walnut Street, 16th Floor Philadelphia, PA 19102 Phone: 215 735-9181 Email: pdevlieger@dvhlaw.com INTEGRATED BIOPHARMA: Posts $241,000 Net Income for First Quarter ----------------------------------------------------------------- Integrated Biopharma, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income of $241,000 on $9.44 million of net sales for the three months ended Sept. 30, 2015, compared to net income of $403,000 on $8.58 million of net sales for the same period during the prior year. As of Sept. 30, 2015, the Company had $12.1 million in total assets, $21.1 million in total liabilities and a $9.06 million total stockholders' deficiency. A full-text copy of the Form 10-Q is available for free at http://is.gd/0dNM6F About Integrated BioPharma Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) -- -- http://www.healthproductscorp.us/-- is engaged primarily in manufacturing, distributing, marketing and sales of vitamins, nutritional supplements and herbal products. The Company's customers are located primarily in the United States. The Company was previously known as Integrated Health Technologies, Inc., and, prior to that, as Chem International, Inc. The Company was reincorporated in its current form in Delaware in 1995. The Company continues to do business as Chem International, Inc., with certain of its customers and certain vendors. Integrated Biopharma reported net income of $735,000 on $37.5 million of net sales for the year ended June 30, 2015, compared to net income of $131,000 on $33.7 million of net sales for the year ended June 30, 2014. JAMUL INDIAN: Moody's Assigns B3 CFR & Rates $460MM Debt B3 ----------------------------------------------------------- Moody's Investor's Service assigned a B3 Corporate Family Rating and B3-PD Probability of Default Rating to Jamul Indian Village Development Corporation. Moody's also assigned a B3 to Jamul's $460 million credit facility comprised of a $15 million 5-year senior secured priority revolver, 6-year $335 million senior secured funded term loan B, and 6-year $110 million senior secured delayed draw term loan B. The rating outlook is stable. Proceeds of the credit facilities will be used to finance the remainder of Hollywood Casino Jamul casino development and repay both development loans fronted by Penn National Gaming, Inc. (Ba3 stable) and a subordinated note due to Lakes Entertainment, Inc., the previous manager of the project. Hollywood Casino Jamul will be a Class III gaming facility located in San Diego County, California, about 20 miles east of San Diego. The project will be developed and managed by San Diego Gaming Ventures, LLC, a subsidiary of Penn National Gaming, Inc. The project is expected to open in July 2016. New Ratings Assigned: Corporate Family Rating at B3 Probability of Default Rating at B3-PD $15 million 5-year priority revolver at B3 (LGD 3) $335 million 6-year term loan B at B3 (LGD 4) $110 million 6-year delayed draw term loan at B3 (LGD 4) RATINGS RATIONALE Moody's typically assigns a B3 Corporate Family Rating to ground up, debt financed casino development projects. The B3 Corporate Family Rating reflects the ramp-up risk, single asset profile, and high pro-forma leverage of Jamul. Moody's expects that Jamul's debt/EBITDA will be between 5.5 times and 6.0 times in its first full year of operations. The ratings also take into account competition from several large casinos already operating in Jamul's primary market area. Currently, there are eight competitors in San Diego County, three of which already target Jamul's core market. Additionally, the ratings reflect the risks common to Native American gaming issuers, including the uncertainty as to enforceability of lender's claims in bankruptcy or liquidation. Positive rating considerations include Jamul's close proximity to San Diego, California. Jamul will be the closest casino to San Diego, a large, heavy populated metropolitan area. The project will also benefit from the expertise of Penn, the manager and developer of the project, who currently operates 27 facilities throughout the US. Penn has invested approximately $179 million into the project, or about 50% of the total development costs. These funds were used to put up the basic structure and foundation, which helps to mitigate the overall construction risk. Jamul's ratings are also supported by the relatively low gaming compact fees, at about $1.8 million per year, that will benefit the casinos operating margins and enable the company to generate cash flow of between $25 million and $30 million per year after interest, capex, mandatory debt amortization, and priority tribal distributions. The stable outlook is based on Moody's expectation that Jamul will have sufficient funds to complete the remaining construction, including an additional reserve that extends three months beyond the construction period and the appropriate level of contingencies reserves typically provided for this type of development project. Ratings improvement is not expected during the construction period. However, once construction is complete, Jamul's ratings can improve after it opens if Moody's believes the company can achieve and maintain debt/EBITDA in the range of 4.0 times to 4.5 times. Ratings could be lowered if the project experiences significant cost over-runs or construction delays that would result in disruption to the casino's development or operations. Beyond the construction period, ratings could be downgraded if the ramp-up performance of Jamul's casino is materially below Moody's stated expectations. The principal methodology used in these ratings was Global Gaming Industry published in June 2014. Jamul Indian Village Development Corporation is an entity of the Jamul Indian Village which is developing a Class III gaming facility in San Diego County, California about 20 miles east of San Diego. Jamul has entered into an agreement with Penn National Gaming, Inc. to develop the casino under the Hollywood brand and manage it for seven years post-opening. KAMRON EVERGREEN: Case Summary & Largest Unsecured Creditor ----------------------------------------------------------- Debtor: Kamron Evergreen LLC 450 S. Melrose Drive # Vista, CA 92081 Case No.: 15-07229 Chapter 11 Petition Date: November 10, 2015 Court: United States Bankruptcy Court Southern District of California (San Diego) Judge: Hon. Margaret M. Mann Debtor's Counsel: Andrew H. Griffin, III, Esq. LAW OFFICES ANDREW H. GRIFFIN, III 275 East Douglas Avenue, Suite 112 El Cajon, CA 92020 Tel: 619-440-5000 Fax: 619-440-5991 Email: Griffinlaw@mac.com Total Assets: $1.85 million Total Liabilities: $1.94 million The petition was signed by Nasser Palizban, sole member. The Debtor listed Jalali Family Trust as its largest unsecured creditor holding a claim of $601,000. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/casb15-07229.pdf KRAZ LLC: Summary Judgment Bid vs. BB&T Partially Granted --------------------------------------------------------- More than three years ago, a state court denied Branch Banking & Trust's attempt to foreclose its mortgage on Kraz LLC's property because the state court determined BB&T had improvidently declared a default. As part of its claim in the bankruptcy case, BB&T seeks to recover interest that accrued on its loan while its foreclosure action was pending, as well as attorney's fees and costs incurred after the adverse judgment but before the petition date. BB&T also claims interest that has accrued (at the contractual default rate) since it declared a second default six months ago when the Debtor failed to pay the note in full on the maturity date. The parties have filed cross-motions for summary judgment seeking a determination of the amount of BB&T's claim as a matter of law. The United States Bankruptcy Court for the Middle District of Florida, Tampa Division, concludes that BB&T is not entitled to accrued interest or attorney's fees and costs as a matter of law. The state court judgment plainly provides that the loan would be reinstated nunc pro tunc to the day before the default was declared and that no "accrued principal and interest payments" would be due. And because BB&T orchestrated a default for its own benefit, it would be improper to award BB&T fees incurred in enforcing its promissory note in state court (even post-judgment). There is no dispute that the Debtor owed $4,754,860.26 as of June 30, 2009 or that the Debtor made $461,407.35 in payments from February 28, 2014 through April 28, 2015. Because the Court has concluded that BB&T is not entitled to accrued interest as a matter of law, $164,287.26 of those payments should be applied to reduce the outstanding principal to $4,590,573.00. There is a question of fact, however, as to whether BB&T is entitled to post-maturity default interest because it is unclear whether BB&T prevented the Debtor from timely tendering the required balloon payment In the Memorandum Opinion dated October 27, 2015 available at http://is.gd/hijHvifrom Leagle.com, Judge Michael G. Williamson of the United States Bankruptcy Court for the Middle District of Florida, Tampa Division granted Debtor's motion for summary judgment as to accrued interest and attorney's fees and costs as a matter of law but denied the summary judgment motion as to the post-maturity interest without prejudice. The case is In re: Kraz, LLC, Chapter 11, Debtors, CASE NO. 8:15-BK-07039-MGW (Bankr. M.D. Fla.). Kraz, LLC, Debtor, is represented by: Stephen R. Leslie, Esq. Mark F. Robens, Esq. STICHTER, RIEDEL, BLAIN & POSTLER, P.A. 110 East Madison Street, Suite 200 Tampa, Florida 33602-4700 Phone: (813) 229-0144 Fax: (813) 229-1811 Email: srl@srbp.com mfr@srbp.com LIBERATOR INC: Completes Name Change to Luvu Brands, Inc. --------------------------------------------------------- Liberator Inc., has changed its name to Luvu Brands, Inc., effective Nov. 5, 2015. The name change is part of the Company's re-branding initiative to expand into new markets and diversify its product offerings. "We are very excited to officially launch our new corporate identity with a name that conveys the passion and spirit embodied within all of our products," said Louis Friedman, CEO and Founder of Luvu Brands. "Our heritage of innovation, combined with our diversified business model, allows us to develop a powerful market position and deliver our products to a wider scope of consumers." Although the name has changed, the company's mission to offer an unmatched combination of inspired designs and unparalleled value will remain at the forefront. All of Company's products are designed for both fashion and comfort and are tailored to offer the ultimate experience in relaxation and lounging. According to Friedman, "This is an important milestone for our company. Luvu Brands is a reflection of the company's philosophy and strategy, and it is important for our name to be associated with producing amazing products people will love. I believe that our success is anchored by the American consumer's insistence on quality, service, and integrity. " The Company will continue to conduct business at its corporate headquarters in Atlanta, and the stock symbol will remain as LUVU. About Luvu Brands Luvu Brands, Inc., formerly Liberator Inc., manufactures and markets an array of imaginative home furnishings and lifestyle products which encompass fashionable indoor and outdoor furniture and casual seating, sexual wellness accessories, and self-care solutions. In addition to their ever expanding product lines, Luvu Brands offers high-end, private label contract services to schools and institutions. The Company is headquartered in Atlanta, Georgia in a 140,000 square foot vertically-integrated manufacturing facility that employs over 150 people. Bringing manufacturing back to the USA, sustainable manufacturing practices, and decreasing the overall impact on the environment are core to the Company's operating principles. Luvu Brands, Inc. promotes its products through a variety of consumer channels that include mass-market retailers and websites, wholesalers, and distributors in the United States and globally. The Company's owned brands are Liberator, Jaxx Living, and Avana Comfort. For more information about Luvu Brands, please visit luvubrands.com. Liberator reported a net loss of $474,000 on $15.6 million of net sales for the year ended June 30, 2015, compared to a net loss of $376,000 on $14.7 million of net sales for the year ended June 30, 2014. As of June 30, 2015, the Company had $3.27 million in total assets, $5.59 million in total liabilities, and a $2.32 million total stockholders' deficit. Liggett, Vogt & Webb, P.A., in Boynton Beach, Florida, issued a "going concern" qualification on the consolidated financial statements stating that the Company has a net loss of $474,000, a working capital deficiency of $1.76 million, and an accumulated deficit of $8.90 million. These factors raise substantial doubt about the Company's ability to continue as a going concern, the auditors said. MAGNUM HUNTER: May Have to File for Ch 11 Bankruptcy Protection --------------------------------------------------------------- Tom Knox at Columbus Business First reports that Magnum Hunter Resources Corp. has admitted that a Chapter 11 bankruptcy filing "may be unavoidable". According to Business First, the Company's latest earnings report outlines more issues that it says could lead to a bankruptcy filing. Business First says that the Company may not even be able to send its gas through its own pipeline, as the majority owner demands payment assurance from the Company. Business First relates that the Company has already paused its oil and gas drilling operations and suspended monthly cash dividends. The Company is under threat of being delisted from the New York Stock Exchange, according to Business First. The Company said in its third-quarter earnings filing, "We continue to incur significant losses from continuing operations." The Company's oil and gas revenue, according to the report, dropped 55% to $27.9 million this year, from $62.5 million last year. Business First says that the Company decreased its administrative expenses by 40%, or $6.8 million, as it lessened legal spending and closed offices in Denver and Calgary. The Company has also hired a former Morgan Stanley "rainmaker" as a restructuring adviser, Business First states. Business First reports that MSI, the infrastructure arm of Morgan Stanley and majority owner of the Eureka Hunter pipeline that the Company owned in part, has sent the Company a demand notice for $20.8 million for past-due gas gathering fees and wants payment assurance from the Company, threatening to suspend its gas-gathering agreement. MSI, Business First relates, will terminate the agreement if it doesn't get assurance by Nov. 20, 2015. According to the report, the Company is trying to sell the pipeline system for hundreds of millions of dollars to help with its liquidity, a deal that the Company has said it is close to finishing. Dallas Salazar, the investor who said in October he would pursue a takeover of the Company, said that he's still waiting for the Company to present a restructuring plan -- one that doesn't have include a bankruptcy filing, Business First states. Magnum Hunter Resources Corporation -- http://www.magnumhunterresources.com/-- is an independent oil and gas company, engaging primarily in the exploration for and the exploitation, acquisition, development and production of natural gas and natural gas liquids (NGLs) resources in the United States. NATHAN REUTER: Bid Withdraw Reference of Victims' Suit Granted -------------------------------------------------------------- Tana S. Cutcliffs, et al., originally filed suit in 2006, alleging that Nathan Reuter and his business partners, together comprising Vertical Group, LLC, operated a Ponzi scheme that defrauded the Plaintiffs out of hundreds of thousands of dollars. The Plaintiffs asked the United States District Court for the Western District of Missouri, Central Division, to refer their claims against Vertical Group to the bankruptcy court for the purpose of determining the amount of damages awarded the Plaintiffs on the Vertical Group judgment and granting post-judgment execution. The Court agreed that the bankruptcy court could exercise related to jurisdiction and referred the matter to the Bankruptcy Court. In October 2013, the Bankruptcy Court submitted proposed findings of fact and conclusions of law, which recommended an award of actual damages, punitive damages, and attorneys' fees to the Plaintiffs. The Plaintiffs now ask that the Court withdraw its earlier reference to the Bankruptcy Court. In an Order dated October 28, 2015, available at http://is.gd/9Hp4knfrom Leagle.com, Judge Nanette K. Laughrey of the United States District Court for the Western District of Missouri, Central Division, granted the Plaintiffs' Motion to Withdraw Reference as the only remaining issue in the litigation is the question of post-judgment execution on the Vertical Group default judgment. The case is TANA S. CUTCLIFF, et al., Plaintiffs, v. NATHAN P. REUTER, et al., Defendants, CASE NO. 2:06-CV-04123-NKL (W.D. Mo.). Plaintiffs are represented by David Gregory Brown, Brown Law Office LLC. Nathan P. Reuter, Defendant, Pro Se. NATIONAL MEDICAL: 11th Circ. Urged to Keep Owner's $6M Verdict -------------------------------------------------------------- Nathan Hale at Bankruptcy Law360 reported that the former owner of a diagnostic imaging company told the Eleventh Circuit it should restore a $6.12 million verdict he won against creditors a jury found had filed a bad faith bankruptcy petition against him, arguing on Nov. 4, 2015, the trial judge vacated the judgment based on an untimely motion. Counsel for Maury Rosenberg, who served as the managing member of National Medical Imaging LLC, told the appeals court during oral arguments in Miami that the district court judge who presided over the trial erred. About National Medical National Medical Imaging Holding Company, L.L.C., was a diagnostic imaging company. DVI Receivables Trusts and other alleged creditors filed involuntary chapter 11 petitions (Bankr. E.D. Pa. Case Nos. 05- 12714 and 05-12719) against Philadelphia, Pa.-based National Medical Imaging, L.L.C., and National Medical Imaging Holding Company, L.L.C., on March 3, 2005. The Creditors amended the involuntary petitions three times: on Nov. 10, 2008; April 10, 2009; and on Aug. 26, 2009, following a contested hearing. In 2014, National Medical Imaging hit U.S. Bank NA with a $50 million lawsuit in Pennsylvania federal court alleging the bank ruined its business by forcing it into involuntary bankruptcy proceedings just as it was beginning to implement a turnaround plan. The company claims that the involuntary bankruptcy petitions U.S. Bank and eight other defendants filed against NMI and its holding company ultimately destroyed its business, even though the cases were ultimately tossed. NATIONAL MORTGAGE: Moody's Gives Ba2 Insurance Fin. Strength Rating ------------------------------------------------------------------- Moody's has assigned a Ba2 insurance financial strength rating to National Mortgage Insurance Corporation and B2 rating to the $150 million senior secured term loan of the parent, NMI Holdings, Inc. The ratings carry a stable outlook. The annual interest rate on the loan is LIBOR + 750 basis points. NMI Holdings, Inc. is a US mortgage insurance holding company that launched in 2011 and went public in 4Q13. RATINGS RATIONALE NMIC's Ba2 financial strength rating reflects the view that the company has yet to attain scale and will require growth and additional capital to reach that point. While Moody's believes that additional funding and growth can be attained, it sees significant uncertainties related to both, in part due to NMIC's late entry into a crowded mortgage insurance market. NMIC currently has about a 5.5% market share among seven US mortgage insurers active in the conforming loan market. "We estimate that NMIC will need to attain at least an 8% market share to justify its cost structure and achieve escape velocity," said Kevin Lee, analyst for NMIH. While Moody's believes that this market share is attainable, NMIH/NMIC would have to raise significant sums of additional capital in the next three years to replace the $150 million term loan, fund further growth, and remain comfortably compliant with Fannie Mae and Freddie Mac's private mortgage insurance eligibility requirements (PMIERs). Moody's sees access to capital as being far from certain and dependent on, among other things, prevailing economic conditions and other uncontrollable variables at the time of access. Moreover, NMIC's late entry into a crowded mortgage insurance market may also hinder its prospects and hence its future capital-raising efforts. Partly because of the company's late entry, Moody's projects that NMIC will not turn a profit until late 2016/early 2017 and will not earn its cost of capital until 2018 or later. The late start will make it difficult for NMIC to attain double-digit market share and the company remains a high-cost producer that would have less flexibility to compete on price for a protracted period of time compared to larger peers. The B2 rating on NMIH's $150 million, 3-year senior secured term loan reflects structural subordination of holding company creditors to operating subsidiary policyholders. Since the loan is only secured by holding company assets and stock ownership of the operating subsidiaries, Moody's has applied standard notching of three notches from NMIC's financial strength rating to arrive at NMIH's senior secured term loan rating. Moody's believes that the financial covenants afford NMIH enough headroom to carry out its business plan. Moody's expects that the term loan will bring NMIC into compliance with the PMIERs at year-end 2015. Ongoing PMIER compliance is one of the financial covenants. The rating agency notes that NMIH's capacity to repay the loan in 2018 will depend on the company's growth trajectory in the next two years. The growth trajectory (or lack of growth) in turn will determine the amount of capital that can and needs to be raised, and whether or not the company will achieve escape velocity, go into runoff, or put itself up for sale. Moody's also considered the imminent departure of NMIH's President and co-founder, who recently announced that he would step down in January 2016. The departure is a distraction to the company at a time when it is trying to gain market traction and adds to the uncertainty around the company's long-term prospects. These factors could lead to an upgrade of the group's ratings: (1) improved likelihood of attaining scale relative to its cost structure; (2) success in accessing capital to fund growth (in addition to the $150M term loan); (3) comfortable compliance with PMIERs. Conversely, the following factors could lead to a downgrade of the group's ratings: (1) failure to grow and attain scale; (2) failure to access enough capital to fund required growth; (3) non-compliance with PMIERs; (4) significant price discounting to purchase market share; (5) debt-to-capital ratio above 35%; (6) further management departures. These ratings have been assigned with a stable outlook: National Mortgage Insurance Corporation ("NMIC") -- Ba2 insurance financial strength; NMI Holdings, Inc. -- B2 rating for $150 million senior secured term loan. NMI Holdings, Inc. (NASDAQ: NMIH), through its principal subsidiary National Mortgage Insurance Corporation, writes mortgage insurance in the US with consolidated shareholders' equity of $408 million as of Sept. 30, 2015. The principal methodology used in these ratings was Mortgage Insurers published in April 2015. NMI HOLDINGS: S&P Assigns 'BB-' Rating on $150MM Secured Debt ------------------------------------------------------------- Standard & Poor's Ratings Services said that it has assigned its 'BB-' debt rating to NMI Holdings Inc.'s (NMI) $150 million senior secured term loan facility due 2018. The ratings on NMI ('BB-/Stable') and its subsidiary National Mortgage Insurance Corp. ('BBB-/Stable') are unaffected by the transaction. The company expects to use the proceeds for general corporate purposes and to meet Private Mortgage Insurer Eligibility Requirements effective Dec 31, 2015. As a result of the transaction, S&P expects NMI's financial leverage to increase to about 29%, accounting for near-term operating losses which, considering the early stages of company's operations, S&P views as moderately high. However, S&P expects financial leverage to moderate over the next two years due to potential additional equity raises to fund growth and reduced drag from improving earnings. S&P expects operating earnings to improve progressively as the company's revenue base grows and expect the prospective fixed-charge coverage to improve to around 4x by year-end 2017. The ratings could come under pressure if leverage/coverage metrics do not improve in accordance with S&P's expectations. RATINGS LIST NMI Holdings Inc. Counterparty Credit Rating BB-/Stable/-- New Rating NMI Holdings Inc. $150 mil sr sec term loan facility due 2018 BB- OW BUNKER GERMANY: Chapter 15 Case Summary ------------------------------------------ Chapter 15 Petitioner: Dr. Gideon Bohm Chapter 15 Debtor: O.W. Bunker Germany GmbH Neumuhlen 11, 22763 Hamburg, Germany Chapter 15 Case No.: 15-13018 Type of Business: Bunker Fuel Supplier Chapter 15 Petition Date: November 11, 2015 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Chapter 15 Petitioner's Counsel: Darren T. Azman, Esq. MCDERMOTT WILL & EMERY LLP 340 Madison Avenue New York, NY 10173 Tel: (212) 547-5615 Fax: (646)728-2942 Email: dazman@mwe.com Estimated Assets: $50 million to $100 million Estimated Debts: $500 million to $1 billion OZBURN-HESSEY HOLDING: Moody's Withdraws B1 Corporate Family Rating ------------------------------------------------------------------- Moody's Investors Service has withdrawn all ratings of Ozburn-Hessey Holding Company, LLC upon the closing of the company's acquisition by GEODIS, a French-based logistics and freight-forwarding company with annual revenues of EUR 6.8 billion. RATINGS RATIONALE Pursuant to the terms of the transaction, all rated debt at OHL has been repaid at closing. Rating actions: Corporate Family Rating -- B1 Withdrawn Probability of Default Rating -- B1-PD Withdrawn Senior Secured Credit Facility Rating -- B1 (LGD 3) Withdrawn Outlook -- Ratings Under Review Up -- Withdrawn Ozburn-Hessey Holding Company, LLC, headquartered in Brentwood, TN, is a provider of third-party logistics and related services, including warehouse management, freight forwarding, and dedicated contract carriage. Ozburn-Hessey's June 30, 2015 LTM revenues approximated $1.4 billion. PARAGON SHIPPING: Gets Grace Period to Meet Nasdaq Listing Rules ---------------------------------------------------------------- Paragon Shipping Inc. on Nov. 11 disclosed that it received a positive determination from the Nasdaq Stock Market granting approval of the Company's request to transfer its listing to the Nasdaq Capital Market from the Nasdaq Global Market. The Company has also been granted an additional 180-day grace period to regain compliance with the Nasdaq's minimum bid price requirement. The Company's securities will begin trading on the Nasdaq Capital Market effective at the opening of business on November 11, 2015. The Company's common shares and senior notes will continue to trade on Nasdaq under the symbols "PRGN" and "PRGNL," respectively. The Nasdaq Capital Market is a continuous trading market that operates in substantially the same manner as the Nasdaq Global Market. Listed companies must meet certain financial requirements and comply with Nasdaq's corporate governance requirements. As previously reported, the Company was notified by Nasdaq Stock Market on May 14, 2015, that it no longer satisfied the minimum bid price requirement for continued listing of $1.00 per share, as set forth in Nasdaq Listing Rule 5450(a)(1). In anticipation of not meeting the minimum bid price requirement by November 10, 2015, the end of its initial 180-day grace period, the Company applied to transfer the listing of its stock to the Nasdaq Capital Market. As a result of the transfer to the Capital Market, the Company is being provided with an additional 180-day grace period to regain compliance with the Nasdaq's minimum bid price requirement. In order to regain compliance, the minimum bid price per share of the Company's common stock must be at least $1.00 for at least ten consecutive business days during the additional 180-day grace period, which will end on May 9, 2016. The Company has provided written notice of its intention to cure the minimum bid price deficiency during the second grace period by effecting a reverse stock split, if necessary. If the Company fails to regain compliance during this grace period, the Company's common stock will be subject to delisting by Nasdaq. About Paragon Shipping Inc. Paragon Shipping -- http://www.paragonship.com-- is an international shipping company incorporated under the laws of the Republic of the Marshall Islands with executive offices in Athens, Greece, specializing in the transportation of drybulk cargoes. Paragon Shipping's current fleet consists of twelve drybulk vessels with a total carrying capacity of 719,769 dwt. In addition, Paragon Shipping's current newbuilding contracts consist of two Ultramax and three Kamsarmax drybulk carriers that are scheduled to be delivered between the fourth quarter of 2015 and the first quarter of 2016. The Company's common shares and senior notes trade on the NASDAQ Capital Market under the symbols "PRGN" and "PRGNL," respectively. PARALLEL ENERGY: Approval of $9.4M DIP Financing Agreement Sought ----------------------------------------------------------------- Parallel Energy LP and Parallel Energy GP LLC seek Bankruptcy Court's order authorizing Parallel GP to obtain a senior secured post-petition financing in an aggregate principal amount not to exceed $9.4 million from Canadian Imperial Bank of Commerce, as administrative agent and collateral agent for the lenders. The Debtors intend to use the proceeds of the Credit Facility for working capital and general corporate purposes. The Debtors also seek approval of the consensual use of cash collateral. "The Debtors have an immediate need to obtain the DIP Facility and use Cash Collateral to, among other things, permit the orderly continuation of the operation of their businesses, to maintain business relationships with vendors, suppliers, and customers, to make payroll, to make capital expenditures, to satisfy other working capital and operation needs, to complete the Debtors' sale process and to otherwise preserve the enterprise value of the Debtors' estates," says GianClaudio Finizio, Esq., at Bayard, P.A., counsel to the Debtors. The Post-Petition Facility allows the Debtors to borrow up to $5,400,000 on an interim basis. All Obligations of the Loan Parties under the Loan Documents, on a joint and several basis, (i) constitute allowed superpriority administrative expense claims in the Cases having priority, subject only to the payment of the Carve-Out in accordance with the Interim Order, over all administrative expense claims, adequate protection and other diminution claims, and unsecured claims of any kind whatsoever against the Loan Parties. Each Loan will bear interest for each day on which it is outstanding at a rate per annum equal to the Applicable Margin. Automatically, after the occurrence and during the continuance of an Event of Default the Borrower will pay interest on all amounts (whether or not past due) owing by it hereunder at a rate per annum at all times, after as well as before judgment, equal to the rate otherwise applicable to such Loan pursuant to this Section 2.08, as applicable, plus 2.00% per annum from the date of such Event of Default until such Event of Default is cured or waived. "Maturity Date" shall mean the earliest to occur of: (i) Feb. 4, 2016,; (ii) 30 days after entry of the Interim Order, if the Final Order has not been entered by such 30th day, among other things, containing such additional protections reasonably required by the Required Lenders, with only such modifications thereto as are satisfactory in form and substance to the Administrative Agent and the Required Lenders; (iii) the effective date of a chapter 11 plan filed in the Cases that is confirmed pursuant to an order entered by the Bankruptcy Court; and (iv) the date on which all Loans shall become due and payable in full hereunder, whether by acceleration or otherwise; provided that, if any such day is not a Business Day, the Maturity Date shall be the Business Day immediately succeeding that day. A copy of the Credit Agreement is available for free at: http://bankrupt.com/misc/4_PARALLEL_DIPAgreement.pdf About Parallel Energy Parallel Energy LP and Parallel Energy GP LLC sought Chapter 11 bankruptcy protection (Bank. D. Del. Case No. 15-12263 and 15-12264, respectively) on Nov. 9, 2015. The petition was signed by Richard N. Miller as chief financial officer. The Debtors are engaged in acquiring, owning, developing and operating long-life oil and natural gas properties in Texas and Oklahoma. The Debtors' workforce consists of 45 employees. The Debtors have engaged Thompson & Knight LLP and Bayard, P.A. as co-counsel, Alvarez & Marsal North America, LLC as financial advisor and Prime Clerk LLC as notice, claims, solicitation and balloting agent. PARALLEL ENERGY: Hires Prime Clerk as Claims and Noticing Agent --------------------------------------------------------------- Parallel Energy LP and Parallel Energy GP LLC seek permission from the Bankruptcy Court to employ Prime Clerk LLC as their claims and noticing agent nunc pro tunc to the Petition. Prime Clerk will assume full responsibility for the distribution of notices and the maintenance, processing and docketing of proofs of claim filed in the Debtors' Chapter 11 cases. Although the Debtors have not yet filed their schedules of assets and liabilities, they anticipate that there will be in excess of 2,500 entities to be noticed. In view of the number of anticipated claimants and the complexity of their businesses, the Debtors assert that the appointment of a claims and noticing agent is in the best interests of both their estates and their creditors. "By appointing Prime Clerk as the Claims and Noticing Agent in these chapter 11 cases, the distribution of notices and the processing of claims will be expedited, and the Office of the Clerk of the Bankruptcy Court will be relieved of the administrative burden of processing what may be an overwhelming number of claims," says Richard N. Miller, chief financial officer. The Debtors request that the undisputed fees and expenses incurred by Prime Clerk in the performance of its services be treated as administrative expenses of their estates pursuant to the Bankruptcy Code and be paid in the ordinary course of business without further application to or order of the Court. Prior to the Petition Date, the Debtors provided Prime Clerk a retainer in the amount of $50,000. Under the terms of the Engagement Agreement, the Debtors have agreed to indemnify, defend and hold harmless Prime Clerk and its members, officers, employees, representatives and agents under certain circumstances, except in circumstances resulting solely from Prime Clerk's gross negligence or willful misconduct. Michael J. Frishberg, co-president and chief operating officer of Prime Clerk represents that Prime Clerk is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code with respect to the matters upon which it is engaged. By separate application, the Debtors will seek authorization to retain and employ Prime Clerk as administrative advisor. About Parallel Energy Parallel Energy LP and Parallel Energy GP LLC sought Chapter 11 bankruptcy protection (Bank. D. Del. Case No. 15-12263 and 15-12264, respectively) on Nov. 9, 2015. The petition was signed by Richard N. Miller as chief financial officer. The Debtors are engaged in acquiring, owning, developing and operating long-life oil and natural gas properties in Texas and Oklahoma. The Debtors' workforce consists of 45 employees. The Debtors have engaged Thompson & Knight LLP and Bayard, P.A. as co-counsel, Alvarez & Marsal North America, LLC as financial advisor and Prime Clerk LLC as notice, claims, solicitation and balloting agent. PARALLEL ENERGY: Proposes Scout-Led Auction on Jan. 6 ----------------------------------------------------- Parallel Energy LP and Parallel Energy GP LLC ask the U.S. Bankruptcy Court for the District of Delaware to approve bid and auction procedures relating to the sale of substantially all of their assets, free and clear of all liens, claims, encumbrances and interests. Prior to the Petition Date, the Debtors have entered into a stalking horse purchase and sale agreement with Scout Energy Group II, LP, as stalking horse bidder, pursuant to which Scout will acquire the Debtors' assets including, among other things, oil and gas leases, wells and related equipment and contract rights for $110,000,000. The Debtors said that after critical analysis, they concluded that their forecasted revenues would be insufficient to adequately fund their business operations and debt service obligations. Thus, in consultation with their professional advisors, the Debtors determined that given their leveraged financial position, their diminishing revenue stream, and their conclusions about the valuation of their businesses and assets, the most effective way to preserve their going concern value for the benefit of all constituencies would be a sale of the their assets following a thorough marketing process. Pursuant to the Purchase and Sale Agreement, Parallel is obligated to seek entry of the Bid Procedures Order within 30 calendar days of the Petition Date. Consistent with these requirements, the Debtors propose the following timeline for the sale process: Event Deadline ----- ---------------- Bid Procedures Hearing December 9, 2015 Proposed Bid Deadline December 22, 2015 Auction January 6, 2016 Sale Hearing January 8, 2016 Closing January 25, 2016 Bid Procedures To maximize the value of the Property for the benefit of the Debtors and their estates and all parties-in-interest, the Debtors seek to implement a competitive bidding process designed to generate maximum net value. The Debtors propose selling the Property to a qualified bidder making the highest or best offer for the Property. Any party interested in submitting a bid must transmit such bid not later than 5:00 p.m. (prevailing Eastern Time) on Dec. 22, 2015. If a Qualified Bid, other than that submitted by the Proposed Purchaser, has been received by the Debtors, the Debtors may conduct an auction with respect to all or some of the Property. The Auction will be conducted at the offices of Thompson & Knight LLP, 1722 Routh Street, Suite 1500, Dallas, TX 75201, at a date and time determined by the Bankruptcy Court, or such other place and time as the Debtors shall notify all Qualified Bidders who have submitted Qualified Bids and expressed their intent to participate in the Auction. To provide an incentive and to compensate the Proposed Purchaser for entering into the Purchase and Sale Agreement, the Debtors have agreed to the Bid Protections, including the Break-Up Fee and Expense Reimbursement. The Debtors believe that offering the Bid Protections to the Proposed Purchaser will provide a post-petition benefit to their estates by establishing a floor and promoting more competitive bidding. According to the Debtors, the availability of the Bid Protections is necessary to provide the Proposed Purchaser with some assurance that it will be compensated for the time and expense it has spent in putting together its offer for the Property and the risk that arises from participating in the bidding and subsequent Auction process. A copy of the Purchase and Sale Agreement is available at: http://bankrupt.com/misc/12_PARALLEL_PurchaseAgreement.pdf About Parallel Energy Parallel Energy LP and Parallel Energy GP LLC sought Chapter 11 bankruptcy protection (Bank. D. Del. Case No. 15-12263 and 15-12264, respectively) on Nov. 9, 2015. The petition was signed by Richard N. Miller as chief financial officer. The Debtors are engaged in acquiring, owning, developing and operating long-life oil and natural gas properties in Texas and Oklahoma. The Debtors' workforce consists of 45 employees. The Debtors have engaged Thompson & Knight LLP and Bayard, P.A. as co-counsel, Alvarez & Marsal North America, LLC as financial advisor and Prime Clerk LLC as notice, claims, solicitation and balloting agent. PETERSBURG REGENCY: Harmons Seek to Obtain Complete Loan History ---------------------------------------------------------------- Mark Rufolo, on behalf of creditors Robert and Marlene Harmon, asks the U.S. Bankruptcy Court for the District of New Jersey to require Itteson Trust-2010-1 to obtain the compete loan history from its agent and produce it to the Harmons. The creditors assert that the compete loan history requested is relevant to the issues pending before the Court. In any event, the creditors submit that Mr. Harmon is entitled to obtain the loan history from the servicing agent and that it should have been provided pursuant to the Court's June 26, 2015 discovery order. On June 26, 2015, the Court entered an order for limited discovery, including issues of the amount of the respective creditor's claim. The Court further ordered that any discovery disputes be brought to the Court's attention by letter-request. On that same date, Petersburg Regency, LLC, requested that Ittleson provide all responsive, non-privilege documents. Ittleson provided certain responsive material, however documents provided were incomplete. In a separate filing, Ittleson submitted reservations, objections and answers to the Debtor's notice of oral deposition and request for production of documents. Ittleson Trust objected to the request for production to the extent that it seeks to impose obligations beyond those permitted by the rules, or any other applicable statute or law. About Petersburg Regency Petersburg Regency, LLC, commenced a Chapter 11 bankruptcy case (Bankr. D.N.J. Case No. 15-17169) in Newark, New Jersey, on April 20, 2015. The case is assigned to Judge Vincent F. Papalia. An involuntary bankruptcy case was previously filed against the company (Bankr. E.D. Va. Case No. 15-30526) but the case was dismissed by consent order in March 2015. PETIT OIL: Trustee's Bid to Vacate Critical Vendor Orders Denied ---------------------------------------------------------------- Judge Paul B. Snyder of the United States Bankruptcy Court for the Western District of Washington, Tacoma, denied the motion filed by the Chapter 7 Trustee for the estate of Petit Oil Company to vacate and void critical vendor orders. On August 14, 2015, the Trustee sought to vacate the supplier orders pursuant to Fed. R. Civ. P. 60(b)(4). The Trustee alleged that the supplier orders are void for lack of due process under the Fifth Amendment to the U.S. Constitution, which provided that no person shall "be deprived of life, liberty or property, without due process of law." Judge Snyder found that the notice of the November 26 and December 5, 2013 hearings was adequate under the exigent circumstances but that notice of the December 19, 2013 hearing was deficient. However, Judge Snyder held that even if notice of all three hearings was deficient, the resulting supplier orders are not void because the Trustee has not established the existence of a due process violation as to any of the supplier orders. The judge explained that the Trustee was unable to establish that any individual or entity entitled to notice of the supplier motions held a property interest that was affected in any way by entry of the supplier orders or the payments made pursuant to such orders. The case is In re: PETTIT OIL COMPANY, Debtor, CASE NO. 13-47285 (Bankr. W.D. Wash.). A full-text copy of Judge Snyder's October 22, 2015 memorandum decision is available at http://is.gd/4FxzgZfrom Leagle.com. Kathryn A Ellis is represented by: Deborah A Crabbe, Esq. FOSTER PEPPER PLLC 1111 3rd Ave #3400 Seattle, WA 98101 Tel: (206) 447-4400 Email: crabd@foster.com United States Trustee is represented by: Sarah R Flynn, Esq. OFFICE OF THE UNITED STATES TRUSTEE 700 Stewart Street Suite 5103 Seattle, WA 98101 Tel: (206) 553-2000 Fax: (206) 553-2566 PLY GEM HOLDINGS: Inks Second Amendment to UBS Credit Facility -------------------------------------------------------------- Ply Gem Holdings, Inc., Ply Gem Industries, Inc., a wholly-owned subsidiary of the Company, and Gienow Canada Inc. and Mitten Inc., on Nov. 5, 2015, entered into a second amended and restated senior secured asset-based revolving credit agreement with UBS Securities LLC, as joint lead arranger and joint bookrunner, Wells Fargo Capital Finance, LLC, as syndication agent, joint lead arranger, joint bookrunner and co-collateral agent, UBS AG, Stamford Branch, as U.S. administrative agent and U.S. collateral agent, UBS AG Canada Branch, as Canadian administrative agent and Canadian collateral agent, and a syndicate of financial institutions and institutional lenders. Structure The ABL Facility provides for revolving credit financing of up to $350 million subject to borrowing base availability, with a maturity of five years, including sub-facilities for letters of credit, swingline loans and borrowings in Canadian dollars and United States dollars. About $300 million of the ABL Facility is available to Ply Gem Industries and $50 million is available to the Canadian Borrowers. In addition, the ABL Facility provides that the revolving commitments may be increased to $400 million, subject to certain terms and conditions. The borrowing base at any time equals the sum (subject to certain eligibility requirements, reserves and other adjustments) of: * 90% of the eligible credit card receivables; * 85% of the net amount of eligible receivables; and * 85% of the net orderly liquidation value of eligible inventory. All borrowings under the ABL Facility will be subject to the satisfaction of customary conditions, including absence of a default and accuracy of representations and warranties. Interest and Fees Borrowings under the ABL Facility bear interest at a rate per annum equal to, at Ply Gem Industries' option, either (a) a base rate determined by reference to the higher of (1) the corporate base rate of the Administrative Agent, as established at its Stamford Branch, and (2) the federal funds rate plus 0.5% or (b) a Eurodollar rate determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs, in each case plus an applicable margin. The initial applicable margin for borrowings under the ABL Facility is 0.50% for base rate loans and 1.50% for Eurodollar rate loans. The applicable margin for borrowings under the ABL Facility will be subject to step ups and step downs based on average excess availability under the facility. Swingline loans will bear interest at a rate per annum equal to the base rate plus the applicable margin. In addition to paying interest on outstanding principal under the ABL Facility, Ply Gem Industries is required to pay a commitment fee, in respect of the unutilized commitments thereunder, which fee will be determined based on utilization of the ABL Facility (increasing when utilization is low and decreasing when utilization is high). The commitment fee is 0.375% when the Company's average excess availability is greater than $100.0 million for the last fiscal quarter and 0.25% when the Company's average availability is less than or equal to $100 million for the last fiscal quarter. Ply Gem Industries must also pay customary letter of credit fees equal to the applicable margin on Eurodollar loans and agency fees. Term The ABL Facility will mature on Nov. 5, 2020. Mandatory prepayments If at any time the aggregate amount of outstanding loans, unreimbursed letter of credit drawings and undrawn letters of credit under the ABL Facility exceeds the lesser of (i) the commitment amount and (ii) the borrowing base, Ply Gem Industries will be required to repay outstanding loans and cash collateralize letters of credit in an aggregate amount equal to such excess, with no reduction of the commitment amount. If the excess availability under the ABL Facility is less than the greater of (a) 12.5% of the lesser of the borrowing base and the aggregate commitments and (b) $30 million ($27.5 million for the months of January, February, March, and April) during five consecutive days or certain events of default have occurred, all cash from Ply Gem Industries material deposit accounts (including all concentration accounts) will be swept daily into a collection account controlled by the administrative agent under the ABL Facility and used to repay outstanding loans and cash collateralize letters of credit. Optional prepayment Ply Gem Industries may voluntarily reduce the unutilized portion of the commitment amount and repay outstanding loans at any time without premium or penalty other than customary "breakage" costs with respect to Eurodollar loans. Amortization and final maturity There is no scheduled amortization under the ABL Facility. All outstanding loans under the facility are due and payable in full on the Stated Maturity Date. Security and Guarantees All obligations under the ABL Facility are unconditionally guaranteed by the Company and substantially all of the Company's existing and future, direct and indirect, wholly-owned domestic subsidiaries, and in any event by all subsidiaries that guarantee the term loans made to Ply Gem Industries under the Credit Agreement, dated as of Jan. 30, 2014, among the Company, Ply Gem Industries, the lenders party thereto and Credit Suisse AG, as administrative agent and collateral agent. All obligations under the ABL Facility, and the guarantees of those obligations, are secured, subject to certain exceptions, by substantially all of the assets of Ply Gem Industries and the Guarantors, including: * a first-priority security interest in personal property consisting of accounts receivable, inventory, cash, deposit accounts, and certain related assets and proceeds of the foregoing; and * a second-priority security interest in, and mortgages on, substantially all of Ply Gem Industries' material owned real property and equipment and all assets that secure the Term Facility on a first-priority basis. The obligations of the Canadian Borrowers are secured by a first-priority security interest in substantially all of the assets of the Canadian Borrowers and by Ply Gem Industries' and the Guarantors' assets on the same basis as borrowings by Ply Gem Industries are secured under the ABL Facility, plus additional mortgages in Canada, and a pledge by Ply Gem Industries of the remaining 35% of the equity interests of the Canadian Borrowers pledged only to secure the Canadian sub-facility. Covenants The ABL Facility requires that if excess availability is less than the greater of (a) 10.0% of the lower of the borrowing base and the aggregate commitments and (b) $25 million, Ply Gem Industries must comply with a minimum fixed charge coverage ratio test of 1.0x. In addition, the ABL Facility includes covenants that, subject to significant exceptions, limit Ply Gem Industries' ability and the ability of the Company and Ply Gem Industries' subsidiaries to, among other things, incur debt, incur liens and engage in sale leaseback transactions, make investments and loans, pay dividends, engage in mergers, acquisitions and asset sales, prepay certain indebtedness, amend the terms of certain material agreements, enter into agreements limiting subsidiary distributions, engage in certain transactions with affiliates and alter the business that Ply Gem Industries' conducts. Events of Default The ABL Facility contains events of default customary for financings of this type, including, but not limited to, payment defaults, breaches of representations and warranties, covenant defaults, cross-defaults to certain indebtedness, certain events of bankruptcy, certain events under ERISA, material judgments, actual or asserted failure of any guaranty or security document supporting the ABL Facility to be in full force and effect and changes of control. If such an event of default occurs, the lenders under the ABL Facility would be entitled to take various actions, including the acceleration of amounts due under the ABL Facility and, subject to the Intercreditor Agreement, all actions permitted to be taken by a secured creditor. Certain of the agents and lenders or their affiliates have provided investment banking and other financial services to the Company and its affiliates from time to time, for which they received customary fees and commissions, and may also provide these services to the Company or its affiliates from time to time in the future. A copy of the Second Amended and Restated Credit Agreement is available for free at http://is.gd/WRFdb5 About Ply Gem Based in Cary, North Carolina, Ply Gem Holdings Inc. is a diversified manufacturer of residential and commercial building products, which are sold primarily in the United States and Canada, and include a wide variety of products for the residential and commercial construction, the do-it-yourself and the professional remodeling and renovation markets. Ply Gem reported a net loss of $31.3 million on $1.56 billion of net sales for the year ended Dec. 31, 2014, compared to a net loss of $79.5 million on $1.36 billion of net sales for the year ended Dec. 31, 2013. The Company's balance sheet at July 4, 2015, showed $1.3 billion in total assets, $1.4 billion in total liabilities and a stockholders' deficit of $119.5 million. * * * In May 2010, Standard & Poor's Ratings Services raised its (unsolicited) corporate credit rating on Ply Gem to 'B-' from 'CCC+'. "The ratings upgrade reflects our expectation that the Company's credit measures are likely to improve modestly over the next several quarters to levels that we would consider more in line with the 'B-' corporate credit rating," said Standard & Poor's credit analyst Tobias Crabtree. POMEROY GROUP: S&P Assigns 'B' CCR on Planned Acquisition --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'B' corporate credit rating to Hebron, Ky.-based Pomeroy Group Holdings Inc. The outlook is stable. "At the same time, we assigned our 'B' issue-level rating and '3' recovery rating to the company's $280 million first-lien credit facility, comprising a $40 million revolving credit facility due 2020 and a $240 million first-lien term loan due 2021. The '3' recovery indicates our expectation of meaningful (50%-70%, higher half of range) recovery for the first-lien debt holders in the event of default," S&P said. S&P also assigned a 'CCC+' issue-level rating and '6' recovery rating to the company's $75 million second-lien term loan due 2022. The '6' recovery indicates S&P's expectation of negligible (0%-10%) recovery for the second-lien debt holders. "The rating on the Pomeroy Group reflects our view of the company's smaller scale in the competitive and fragmented technology solutions industry, offset by its managed services product offering, which we view as a source of differentiation," said Standard & Poor's credit analyst Geoffrey Wilson. The stable outlook reflects S&P's view of the company's consistent profitability, partly resulting from its recurring managed services revenues, and S&P's expectation that the company will continue to generate positive free operating cash flow over the next 12 months. PRANA BIOTECHNOLOGY: Receives Nasdaq Listing Non-Compliance Notice ------------------------------------------------------------------ Prana Biotechnology Limited has received notification from the Listing Qualifications Department of NASDAQ advising the Company that it is currently non-compliant with NASDAQ's requirement that listed securities maintain a minimum bid price of $US1.00 per share on NASDAQ as outlined in the NASDAQ Listing Rules. The NASDAQ notification has no effect at this time on the listing of the Company's American Depositary Shares ("ADSs") and the ADSs will continue to trade uninterrupted on NASDAQ under the symbol "PRAN". The Company's ordinary shares which are traded on the Australian Securities Exchange ("ASX") under the symbol "PBT" are in full compliance with ASX listing requirements and are completely independent of the NASDAQ listing. Prana's management intends to actively monitor the bid price for its ADSs and will consider all available options to regain compliance with the NASDAQ minimum bid price requirement. Prana has a compliance period of 180 calendar days (until May 2, 2016) to regain compliance with the minimum bid price requirement. If at any time during the 180 day compliance period, the closing bid price per ADS is at least $US1.00 for at least ten consecutive business days, NASDAQ will provide the Company a written confirmation of compliance and the matter will be closed. In the event Prana does not regain compliance, the Company may be eligible for an additional 180 calendar days' extension to regain compliance. To qualify, the Company will be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The NASDAQ Capital Market, with the exception of the bid price requirement, and will need to provide written notice of its intention to cure the deficiency during the second compliance period, by effecting a reverse stock split, if necessary. If the NASDAQ staff concludes that the Company will not be able to cure the deficiency or if the Company is otherwise not eligible, the Company's ADSs will be subject to delisting by NASDAQ. About Prana Biotechnology Limited Prana Biotechnology was established to commercialize research into Alzheimer's disease and other major age-related neurodegenerative disorders. The Company was incorporated in 1997 and listed on the Australian Stock Exchange in March 2000 and listed on NASDAQ in September 2002. Researchers at prominent international institutions including The University of Melbourne, The Mental Health Research Institute (Melbourne) and Massachusetts General Hospital, a teaching hospital of Harvard Medical School, contributed to the discovery of Prana's technology. PROSPECT HOLDING: S&P Lowers ICR to 'CCC+'; Outlook Negative ------------------------------------------------------------ Standard & Poor's Ratings Services said it lowered its long-term issuer credit rating on Prospect Holding Co. LLC and its subsidiaries Prospect Holding Finance Co. and Prospect Mortgage LLC to 'CCC+' from 'B'. The outlook is negative. At the same time, S&P lowered its issue rating on Prospect's senior unsecured debt to 'CCC+' from 'B'. S&P is lowering the recovery rating on the notes to '4H', indicating its expectation for average recovery (30%-50%, upper half of the range) in the event of a default, from '3L'. "The downgrade reflects Prospect’s meager earnings, declining equity position, and diminishing mortgage servicing right portfolio during what is normally a seasonally strong quarter for the market," said Standard & Poor's credit analyst Stephen Lynch. Prospect reported a net loss of $18.4 million and adjusted EBITDA of $1 million for the quarter ending Sept. 30, 2015. The firm's tangible equity fell to $62.5 million during the quarter from $80.6 million at the end of the second quarter. Although tangible equity is still higher than it was at the start of the year, S&P is expecting greater equity growth by this point, especially in lieu of the $25 million equity contribution by parent Sterling Partners in the first quarter. Consequently, Prospect has continued monetizing its existing MSR assets to generate operational liquidity, further depleting its primary unencumbered asset. The value of the company's MSRs ended the quarter at $91.5 million, down from $123.2 million at the start of 2015. Prospect ended the third quarter with $38.7 million of cash on its balance sheet, well below the firm's target of at least $50 million. "It is difficult for us to determine how a rising interest rate environment will affect Prospect. On one hand, Prospect's retail-focused origination channel is tilted toward the less interest-rate-sensitive home-purchase market. As a result, Prospect's competitive position could improve if some of its smaller peers, who do rely on the interest-rate-sensitive refinance market, shut down--something many industry participants have been waiting for, in vain, for the past several years. In addition, higher interest rates could lead to slower prepayments and positive fair value adjustments on Prospect's MSRs, thereby causing the firm's equity position to recover. On the other hand, refinance volume still generates income, and Prospect's high operating leverage business model is more dependent on origination activity than companies that operate with lower cost correspondent and wholesale channels. The outlook is negative. Prospect is entering the seasonally weaker fall and winter months, a time when home-purchase activity generally slows due to weather. Over this period, S&P expects the company will struggle to break even and could be forced to monetize MSRs to generate operational liquidity. S&P could lower the rating over the next year if the company loses any of its key warehouse lending relationships or if it is forced to sell significantly more MSRs than it retains in order to generate liquidity. S&P could raise the rating over time if the company replenished its tangible equity, increased its level of MSRs, significantly reduced its leverage and decreased its earnings volatility without altering the long-term prospects of its fundamental business model. QUICKSILVER RESOURCES: Files Rule 2015.3 Periodic Report -------------------------------------------------------- Quicksilver Resources Inc. and its affiliates filed a report, as of Aug. 31, 2015, on the value, operations and profitability of these companies in which they hold a substantial or controlling interest: Companies Interest of Estate --------- ------------------ Quicksilver Resources Canada Inc. 100% Makarios Midstream Inc. 100% Fortune Creek Gathering and Processing Partnership 50% 1622834 Alberta Inc. 100% 0942065 B.C. Ltd. 100% 0942069 B.C. Ltd. 100% Quicksilver Production Partners Operating Ltd. 100% Quicksilver Resources filed the report pursuant to Bankruptcy Rule 2015.3. The report is available for free at http://is.gd/vrEt0P 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. QUIKSILVER RESOURCES: Dec. 1 Hearing Oaktree Backstop Fees ---------------------------------------------------------- Quiksilver Resources Inc., et al., at a hearing on Dec. 1, 2015, at 10:30 a.m. (Eastern) will ask the U.S. Bankruptcy Court for the District of Delaware for approval: (a) to enter into a Backstop Commitment Letter dated as of Oct. 31, 2015, by and among the Debtors and certain funds managed by affiliates of Oaktree Capital Management, L.P. (collectively, "Plan Sponsor"), and, upon the occurrence of certain conditions, pay certain commitment fees; and (b) of certain procedures in connection with the rights offerings to be consummated pursuant to the Plan. Objections to the Debtors' motion are due Nov. 24, 2015 at 4:00 p.m. (Eastern). The Debtors' Plan of Reorganization, filed Oct. 13, 2015, provides for, and is funded in part by, two rights offerings. First, eligible holders of the Debtors' prepetition senior secured notes (the "Secured Notes") or their eligible affiliates will have the right to purchase up to $122.5 million of common stock of reorganized ZQK (the "New Common Stock") pursuant to a rights offering (the "Exit Rights Offering"). Second, Eligible Offerees will have the right to purchase up to EUR50 million of New Common Stock pursuant to an additional rights offering (the "Euro Notes Rights Offering" and together with the Exit Rights Offering, the "Rights Offerings"). The Rights Offerings will provide the Debtors with new capital and allow the Debtors to repay their postpetition debtor-in-possession financing facilities (the "DIP Facilities" comprised of the "DIP Term Loan Facility" and the DIP ABL Facility"), fund recoveries to general unsecured creditors, satisfy other chapter 11 emergence costs, fund their post-emergence business plan, and effectuate a potential deleveraging exchange of the Debtors' European senior notes (the "Euro Notes") through an exchange offer (the "Euro Notes Exchange Offer"). To further effectuate the Plan, pursuant to the Backstop Commitment Letter, the Backstop Parties, which hold a substantial amount of the Secured Notes, some of the Euro Notes, and all of the Debtors' loans under the DIP Term Loan Facility, have committed to backstop (the "Backstop Commitment") (i) the purchase of up to $122.5 million of New Common Stock under the Exit Rights Offering and (ii) the purchase of up to EUR50 million of New Common Stock under the Euro Rights Offering. The Rights Offerings and the associated Backstop Commitment Letter will ensure that the Reorganized Debtors have sufficient liquidity to fund distributions under the Plan and effectuate the Euro Notes Exchange Offer and, as such, are critical to effectuation of the Plan The Backstop Commitment Letter incorporates the terms of the term sheet (the "Backstop Term Sheet"), attached as Exhibit C to that certain Plan Sponsor Agreement, dated as of Sept. 8, 2015, between the Debtors and the Plan Sponsor (the "Plan Sponsor Agreement"), and approved by order of the Court on Oct. 28, 2015. Commitment Fees As is customary, the Backstop Commitment Letter requires this Court's approval thereof as a funding condition and provides for the payment of the Commitment Fees. The Plan Sponsor will fully earn these commitment fees (the "Commitment Fees") upon the Bankruptcy Court entering orders approving the Backstop Commitment Letter and the disclosure statement in respect of the Plan: (a) $6.125 million, which is 5% of the Exit Facility Commitment; and (b) EUR2.5 million, which is 5% of the Euro Notes Commitment. The Commitment Fees will be payable in New Common Stock on the Effective Date consistent with the Plan, to be issued at the same discount as the New Common Stock issued in the Rights Offerings, and which such issuances shall dilute all other issuances of New Common Stock in connection with the effectiveness of the Plan; provided, however, that, at the Plan Sponsor's election, the Commitment Fees will be payable in cash in the event the Plan is not consummated for any reason within 150 days of the Petition Date. The Backstop Commitment Letter assures the Debtors and their stakeholders that, subject to the satisfaction of the applicable conditions precedent, the Debtors have the necessary new capital committed to fund the Plan and to effectuate the Euro Notes Exchange Offer, which is a component of the Plan, and thus allows the Debtors to move forward with the Plan confirmation process. From the estates' perspective, the benefits provided by the Debtors' entry into the Backstop Commitment Letter -- including the stability it provides to the Debtors' operations during the Chapter 11 Cases by providing the Debtors with a clear exit path -- greatly outweigh its relatively limited obligations, including the Commitment Fees, and, therefore, the Court should approve the Debtors' entry into Backstop Commitment Letter. Rights Offering Procedures The Debtors further seek approval of the Rights Offering Procedures, including the related Rights Offering Materials, which will provide for a streamlined and efficient process (i) for holders of Secured Notes (or their affiliates) to make (x) an eligibility election and (y) a determination whether to subscribe in the Rights Offerings concurrent with solicitation of votes on the Plan and (ii) for the Debtors to consummate the Rights Offerings substantially concurrently with the effectiveness of the Plan. The Rights Offering Procedures provide for a two-step process whereby holders of Secured Notes or their affiliates must first certify that they are Eligible Holders or Eligible Affiliates, respectively, by returning, via their Nominees, a Secured Notes Eligibility Certificate, which must be submitted by the Secured Notes Eligibility Certificate Deadline of Dec. 28, 2015. The Subscription Agent will mail the Secured Notes Eligibility Certificates to the Nominees by no later than Dec. 7, 2015, providing parties with approximately 21 days to return their Secured Notes Eligibility Certificates to their Nominees, which must complete the confirmation of ownership section and return the certificates to the Subscription Agent. To expedite the process, Secured Notes Eligibility Certificates may be returned to the Subscription Agent by mail or by email. Transferee Holders -- i.e., holders of Secured Notes who obtain their notes after the commencement of the Rights Offerings but before the Secured Notes Eligibility Certificate Deadline -- must also submit, along with their Secured Notes Eligibility Certificate, a Certification Period Transfer Notice. The Eligible Offerees – i.e., those holders (including Transferee Holders) and their affiliates which return a properly completed Secured Notes Eligibility Certificate -- will then receive a Subscription Form, whereby they can subscribe for the exercise of some or all of their Rights under the Rights Offerings. The Subscription Form and the Subscription Purchase Price must be returned to the Subscription Agent by the Subscription Deadline of Jan. 14, 2016, approximately 17 days after the Secured Notes Eligibility Certificate Deadline. Instructions with respect to completing each of the forms shall accompany such form. In addition to compliance with the Rights Offering Procedures, it is a condition precedent to participation in the Rights Offerings that the holder of the Secured Notes Claims for which Rights are being exercised properly submit a ballot (i) to accept the Plan and (ii) not opting out of the releases included in Article 10.5 of the Plan. The Rights Offering process will run parallel to, but independently of, the solicitation process -- commencing on the date of mailing of solicitation materials and concluding on the deadline for submitting ballots voting on the Plan. To assist the holders of Secured Notes with making a decision with respect to whether to participate in the Rights Offerings, the Rights Offering Procedures and the Disclosure Statement, all of which will be made available to holders of Secured Notes upon commencement of the Rights Offerings, shall contain further detail regarding the Rights Offerings and the Reorganized Debtors. Further, the Rights Offering Materials will contain warnings urging holders to review the Disclosure Statement and Plan prior to making a decision with respect to the exercise of their Rights. Appointment of KCC The Debtors have previously retained Kurtzman Carson Consultants, LLC as administrative agent to the Debtors in the Chapter 11 cases. The Debtors believe such retention is broad enough to encompass the KCC's services as subscription agent for the Rights Offerings. Nonetheless, for the avoidance of doubt, the Debtors request authorization for KCC to act as Subscription Agent in connection with the Rights Offerings, pursuant to their existing engagement letter, as previously approved by the Court. 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. Quicksilver Resources Inc. and certain of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. D. Del. Case No. 15-10585) on March 17, 2015. Quicksilver's Canadian subsidiaries were not included in the chapter 11 filing. The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP in the U.S. and Bennett Jones in Canada. Richards Layton & Finger, P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey Capital, Inc. is serving as financial advisor. Garden City Group Inc. is the claims and noticing agent. The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion in total assets, $2.35 billion in total liabilities and total stockholders' deficit of $1.14 billion. The U.S. Trustee for Region 3 appointed five creditors of Quicksilver Resources Inc. to serve on the official committee of unsecured creditors. The Committee is represented by Landis Rath & Cobb LLP's Richard S. Cobb, Esq., Matthew B. McGuire, Esq., and Joseph D. Wright, Esq.; and Paul Weiss Rifkind Wharton & Garrison LLP's Andrew N. Rosenberg, Esq., Elizabeth R. McColm, Esq., and Adam M. Denhoff, Esq. Quiksilver, et al., on Oct. 13, 2015, filed a Joint Chapter 11 plan of reorganization that will convert secured notes to new common stock and provide $7.5 million to be split by unsecured creditors. RCS CAPITAL: Moody's Puts B3 CFR on Review for Downgrade -------------------------------------------------------- Moody's Investors Service placed RCS Capital Corporation's B3 corporate family rating, B3 $575 million senior secured first lien term loan, B3 $25 million senior secured first lien revolving credit facility, and Caa2 $150 million senior secured second lien term loan on review for downgrade. The rating actions follow a series of announcements made by RCS and affiliated entities that together indicate a heightened level of uncertainty concerning RCS' strategic priorities and prospects. RATINGS RATIONALE Moody's said the termination of Apollo Global Management, LLC's (Apollo, unrated) planned investment in AR Capital, LLC (AR Capital, unrated) heightens the uncertainty concerning the value of RCS' investment banking and capital markets activities, which are dependent on transactions with products sponsored by AR Capital to generate the bulk of their income. Moody's said that other factors also contribute to a rapidly changing environment that could be detrimental to RCS' creditors; these factors include ongoing changes to RCS' board composition; the changed terms and reduced price of the planned partial sale of RCS' wholesale distribution activities to Apollo; the planned sale of RCS' liquid alternatives platform at a significant discount to its 2014 purchase price; and RCS' continued exploration of strategic alternatives in pursuit of capital structure rationalization. Moody's said that the transfer of proxy voting rights in RCS' single outstanding voting share to its independent board members, and its ability to effect the repurchase of this voting right, provides RCS with a clearer path towards making further changes to its capital structure. Moody's added that the announced infusion of $27 million senior debt will improve RCS' short-term liquidity position, a credit positive, but it is currently unclear how this new debt will rank in priority against RCS' existing senior loans. During its review, Moody's said it will assess the execution risk around the announced developments as well as the prospects of RCS' independent retail advisory business, which the board intends to be RCS' sole focus after its various restructuring activities have been completed. What Could Change the Rating - Up Upward rating pressure is unlikely to develop in the short to medium term, given that RCS' ratings are on review for downgrade. A recapitalization that protects creditors' interests, combined with strengthened retail advisory results, could drive upward rating pressure in the longer term. What Could Change the Rating -- Down RCS' ratings could be downgraded should Moody's conclude that the prospects of RCS' independent retail advisory business are not sufficiently reliable and adequate to satisfy RCS' existing obligations at their current ratings level. The principal methodology used in these ratings was Global Securities Industry Methodology published in May 2013. REALOGY HOLDINGS: Reports $110 Million Net Income for Third Quarter ------------------------------------------------------------------- Realogy Holdings Corp. filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing net income attributable to the Company of $110 million on $1.66 billion of net revenues for the three months ended Sept. 30, 2015, compared to net income attributable to the Company of $100 million on $1.53 billion of net revenues for the same period in 2014. For the nine months ended Sept. 30, 2015, the Company reported net income attributable to the Company of $175 million on $4.38 billion of net revenues compared to net income attributable to the Company of $122 million on $4.05 billion of net revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $8.02 billion in total assets, $5.63 billion in total liabilities and $2.39 billion in total liabilities. "Our strong third quarter results reflect our solid financial and operating performance," said Richard A. Smith, Realogy's chairman, chief executive officer and president. "Thus far, we believe 2015 represents a sustainable and steady housing recovery that is still in its early stages, that most of the relevant economic and demographic factors that impact housing are moving in the right direction, and we expect to benefit from that trend." "We remain focused on our strategic initiatives, enhancing our platforms and growth opportunities with the ZAP technology roll-out while continuing to drive efficiencies throughout our business," continued Smith. "We are highly focused on continuing to generate strong free cash flow and delivered in the third quarter, generating $249 million of free cash flow for the quarter and $400 million total year-to-date." "Looking ahead to the fourth quarter of 2015, we expect to achieve homesale transaction volume gains in the range of 7% to 10% year-over-year on a company-wide basis," continued Smith. "Based on our closed and open sales activity in September and October, we expect fourth quarter homesale transaction sides to be up 4% to 6% year-over-year and average homesale price to increase 3% to 4% for RFG and NRT combined." "In October, we completed a successful financing which included increasing the revolving credit facility from $475 million to $815 million and raising $435 million under a new Term Loan A Facility," said Anthony E. Hull, executive vice president, chief financial officer and treasurer. "This financing, coupled with Realogy's strong free cash flow, will enable Realogy to repay approximately $800 million of high cost debt by year-end, be positioned to repay the $500 million of senior notes due next May and reduce our run-rate corporate cash interest expense to approximately $170 million in 2016, down from the current annualized run rate of $210 million." A full-text copy of the Form 10-Q is available for free at: http://is.gd/ZzxTyH About Realogy Holdings Corp. Realogy Holdings Corp. (NYSE: RLGY) is a global leader in residential real estate franchising with company-owned real estate brokerage operations doing business under its franchise systems as well as relocation and title services. Realogy's brands and business units include Better Homes and Gardens(R) Real Estate, CENTURY 21(R), Coldwell Banker(R), Coldwell Banker Commercial(R), The Corcoran Group(R), ERA(R), Sotheby's International Realty(R), NRT LLC, Cartus and Title Resource Group. Collectively, Realogy's franchise system members operate approximately 13,500 offices with 251,000 independent sales associates doing business in 104 countries around the world. Realogy is headquartered in Madison, N.J. Realogy Holdings reported net income attributable to the Company of $143 million on $5.32 billion of net revenues for the year ended Dec. 31, 2014, compared to net income attributable to the Company of $438 million on $5.28 billion of net revenues during the prior year. * * * In the Aug. 1, 2013, edition of the TCR, Moody's Investors Service upgraded the corporate family rating of Realogy Group to to B2 from B3. The upgrade to B2 CFR is driven by expectations for ongoing strong financial performance, supported by Realogy's recently-concluded debt and equity financing activities and a continuing recovery in the US existing home sale market. As reported by the TCR on Feb. 18, 2013, Standard & Poor's Ratings Services raised its corporate credit rating on Realogy Corp. to 'B+' from 'B'. "The one notch upgrade in the corporate credit rating to 'B+' reflects an increase in our expectation for operating performance at Realogy in 2013, and S&P's expectation that total lease adjusted debt to EBITDA will improve to the low-6x area and funds from operations (FFO) to total adjusted debt will be improve to the high-single-digits percentage area in 2013, mostly due to EBITDA growth in the low- to mid-teens percentage area in 2013," S&P said. RELATIVITY MEDIA: Replies to Macquaire's Adequate Protection Bid ---------------------------------------------------------------- ABI.org reported that Tribune Publishing Co., the owner of the Los Angeles Times, offered $3 million to fund Freedom Communications Inc.'s bankruptcy case, setting the stage for a potential bidding war for the publisher. Tribune Publishing Company, headquartered in Chicago, IL, operates the second largest newspaper company in the U.S. serving nine major markets with 11 daily newspapers, including the Los Angeles Times, the Chicago Tribune and the San Diego Union-Tribune, as well as with digital media properties and niche publications. The company recently closed on an acquisition of the San Diego Union-Tribune and its portfolio of community weekly newspapers which further broadened its coverage of the Southern California audience. Tribune Publishing earned $1.71 billion in reported revenue in fiscal year ending Dec. 28, 2014. About Freedom Communications Headquartered in Santa Ana, California, Freedom Communications, Inc., owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications and 24 of its affiliates sought Chapter 11 bankruptcy protection in California with the intention of selling their assets to a group of local investors led by Rich Mirman, Freedom's chief executive officer and publisher. Headquartered in Santa Ana, California, Freedom owns two daily newspapers -- The Press-Enterprise in Riverside, Calif. and The Orange County Register in Santa Ana, Calif. Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on Nov. 1, 2015. Richard E. Mirman signed the petition as chief executive officer. Lobel Weiland Golden Friedman LLP serves as the Debtors' counsel. Freedom Communications Holdings estimated both assets and liabilities in the range of $10 million to $50 million. RESSOURCES APPALACHES: Court OKs Dufferin Mine Second Sale Attempt ------------------------------------------------------------------ Paul Withers at CBC News reports that a Nova Scotia Supreme Court judge has approved a second attempt to sell the insolvent Dufferin gold mine near Sheet Harbour. According to the report, receivers with the accounting firm Ernst & Young tried to sell the mine as a going concern earlier this year, but rejected all five bids on the grounds they "were not fair representations of the asset's values." On Nov. 10, EY receiver George Kinsman got court approval to borrow another $500,000 to continue efforts to sell the mine, according to CBC News. "My role here is to maximize the benefits from the assets so we went through an initial process to try and accomplish that," Mr. Kinsman told CBC News after a brief hearing in a Halifax courtroom. "The result wasn't satisfactory to us so we are still looking to market those assets for the benefits of all the parties." CBC News notes that the mine was put into receivership in January after its owners -- Rimouski-based Ressources Appalaches -- defaulted on $11 million in loans from Lascaux Resource Capital Partners of New York. CBC News says 60 people were thrown out of work and small businesses like excavation company B&P Enterprises on the Eastern Shore were hurt. "I can't speak for any of the others, but we still have never been paid any of the $200,000 we were owed and we are still suffering very badly because of the hit we took from them," the report quotes Jared Kennedy of B&P Enterprises as saying. This time Lascaux has committed to help pay for additional exploration in an effort to entice potential buyers, the report says. Some of the shine has come off gold in recent years, with a double-digit price slide and skittish lenders. And while Dufferin produced 921 ounces of gold in its one year of operation in 2014, that was far short of its target of 20,000 ounces per year, the report notes. "It's a challenging asset. It's a challenging time, but that's the process we are undertaking," Mr. Kinsman, as cited by CBC News, said. According to the report, Sean Kirby of the Mining Association of Nova Scotia would not discuss the specifics of the Ressources Appalaches receivership, but says getting Dufferin back in production would have widespread benefits. "Any time a new mine is opened or a mine can be re-opened is really, really important both for the mining industry, for the province's economy as a whole and of course for the local community that is hosting the project," Mr. Kirby told CBC News. Nova Scotia could do more to help mining in the province by lowering the royalties and taxes it collects from mining companies, he said. Still, he admits, other factors are at work, adds CBC News. "The price of gold has actually slid about 40 per cent in the last couple of years from around $1,900 an ounce and down to $1,100 to $1,200," the report quotes Mr. Kirby as saying. "That is a lot of money. That makes it a lot harder to finance projects and get them up and running." CBC News says the receiver has paid the province of Nova Scotia $18,000 to maintain the key exploration licence at Dufferin, which consists of 14 claims covering 226 hectares of land. That lease will expire in September 2016. Mr. Kinsman said the second sale process will take about five months, the report adds. Ressources Appalaches Inc. is a Canada-based exploration-stage company. The Company is engaged in the acquisition of mining properties in Quebec and Nova Scotia. The Company is also engaged in the exploration, development and mining of new metal deposits and ore bodies. The Company owns 100% of Dufferin gold mine located in Meguma Terrane, Nova Scotia. It is involved in the exploration and development of the Dufferin gold mine. The Company also holds 100% of the property rights in Chocolate Lake, Dufferin North, Dufferin East, Ecum Secum and Miller Lake, all located in Nova Scotia. Its wholly owned properties in Quebec include Boisbuisson, Patapedia, Transfiguration and Lesseps. Dufferin Resources Inc. is a wholly owned subsidiary of the Company. SABINE OIL: Bryan Cave Files Rule 2019 Statement ------------------------------------------------ Bryan Cave LLP disclosed in a court filing that it represents a group of retirees of Forest Oil Corp., which was combined with Sabine Oil & Gas Corp. in May 2014. The retirees are: (a) W. Jeffrey Burford 191 Lake Shore Drive Newnan, GA 30265 (b) Dale F. Dorn 421 Morningside Drive Terrell Hills, TX 78209 (c) Forest D. Dorn 2900 East 7th Ave Pkwy Denver, Co 80206 (d) John C. Dorn 32B Las Tres Galisteo, NM 87540 (e) Richard B. Dorn 138 Kennedy Street Bradford, PA 16701 (f) Paul L. Keyes 5941 Gulf of Mexico Drive Longboat Key, FL 34228 (g) William F. Higie 30 Stone Avenue Bradford, PA 16701 (h) John F. Dorn Hat Creek Production 2900 Wesleyan, Suite 430 Houston TX 77027 (i) Edwin J. Gilbert 3315 Sage Terrace Katy, Tx 77450 The retirees have unsecured claims in an unliquidated amount against Sabine Oil pursuant to certain split dollar life insurance agreements. Some of the retirees may also have additional unliquidated claims for other employees and retirement benefits provided under their agreements with Forest Oil, including the provision of medical and dental insurance coverage and payment of club dues or memberships, according to the filing. Bryan Cave further disclosed that it does not hold ownership interests in any of those claims and that it does not have a claim against Sabine Oil or any of its affiliated debtors. The firm made the disclosure pursuant to Rule 2019 of the Federal Rules of Bankruptcy Procedure. Bryan Cave can be reached at: Michelle McMahon 1290 Avenue of the Americas New York, New York 10104 (212) 541-2000 Michelle.mcmahon@bryancave.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. STONEBRIDGE FINANCIAL: Sec. 363 Sale of Bank to Close Q2 of 2016 ---------------------------------------------------------------- Stonebridge Financial Corp., a bank holding company located in West Chester, Pennsylvania, on Nov. 10 disclosed that pending regulatory approval, it will sell its wholly owned subsidiary, Stonebridge Bank. The bank holding company filed a voluntary petition in the United States Bankruptcy Court for the Eastern District of Pennsylvania. The sale of the bank under Section 363 of the Bankruptcy Code to the highest and best bidder was approved by the court on Nov. 9, 2015. A group of investors has signed a purchase agreement and pending regulatory approval intends to close on the proposed transaction during the second quarter of 2016. "The sale of Stonebridge Bank through the 363 sale process will create a bank poised for growth," Daniel J. Machon, Jr., President and CEO of Stonebridge Financial Corp. and Stonebridge Bank, said in a statement. "Upon approval by the regulatory authorities, the bank will continue its mission to create a strong and secure community bank. Upon closing, the bank's balance sheet and financial position should be greatly improved." "We are very excited with the opportunity ahead of us. The recent merger activities in the marketplace, and expectations of further consolidation, have created an opening for a locally-owned and based community bank in the south-central Pennsylvania region. We are pleased that Stonebridge Bank, pending regulatory approval, will be the platform from which to execute our vision and mission," commented former State Representative Gordon Denlinger, lead investor. About Stonebridge Financial Corp. Stonebridge Financial Corp. -- http://www.stonebridgebank.com/-- was formed in 1999 as the parent company to Stonebridge Bank. Based in West Chester, PA, Stonebridge Bank serves commercial and retail banking customers through its banking offices in West Chester and Warminster. In addition, Stonebridge Bank offers a complete range of banking services at the branch locations and through its website. The Company filed for Chapter 11 bankruptcy protection on June 18, 2015 (Bankr. E.D. Penn. Case No. 15-14353). Judge Eric L. Frank presides the Debtor's case. Joseph N. Argentina, Jr., Esq., and Andrew Charles Kassner, Esq., at Drink Biddle & Reath LLP, represent the Debtor. The Debtor estimated assets of between $500,000 and $1 million, and liabilities between $10 million and $50 million. SUN PRODUCTS: Moody's Affirms B3 CFR & Revises Outlook to Stable ---------------------------------------------------------------- Moody's Investors Service affirmed Sun Product Corporation's B3 Corporate Family Rating and revised the outlook to stable from negative. Concurrently, Moody's affirmed Sun Product's B1 senior secured rating and its Caa2 senior unsecured rating. The change in outlook to stable reflects the company's improved operating performance benefiting from a less competitive environment, improved cost structure, and moderating commodity costs. Moody's expects Sun Products' debt-to-EBITDA leverage to remain in the 6.0x range in the next twelve months (currently 6.4x) as the company continues to slowly delever and improve its cash flow. Ratings affirmed Issuer: Sun Products Corporation -- Corporate Family Rating at B3; -- Probability of Default Rating at B3-PD; -- Senior Secured Bank credit facilities at B1 (LGD 3); -- Senior Unsecured Regular Bond/Debenture at Caa2 (LGD 5) The outlook is Stable. While the laundry category continues to experience promotional activity, pricing has become more rational over the last year since intense pricing pressure swept the category with a new entry into the value laundry detergent space by a large competitor in 2014. While Sun Products is still reinvesting cost savings it has achieved into price promotions and product innovation to protect its market share, the normalized promotional environment allows it to now focus more on expanding its profitability. Sun Products has reduced the number of its manufacturing plants from five to two in the last two years in an effort to drive down costs. The company has also outsourced its warehouse requirements to a third party and reduced its selling and administrative expenses. Most recently, Sun Products announced its plans to renegotiate contracts with the majority of its major suppliers, which will also help to reduce costs. Sun Products could be downgraded if operating performance deteriorates such that debt/EBITDA exceeds 8.0x or if free cash flow is negative for a sustained period. Acquisitions, shareholder distributions or a deterioration in liquidity could also lead to a downgrade. If Sun Products stabilizes revenue and earnings, generates positive free cash flow, and sustains debt/EBITDA below 6.0x, the ratings could be upgraded. The principal methodology used in these ratings was Global Packaged Goods published in June 2013. The Sun Products Corporation, based in Wilton, Connecticut, is a manufacturer of moderately priced owned (roughly 65% of revenue) and store-brand (35%) laundry detergents, fabric softeners and related household care products in the North America market. Significant brands include 'all, Snuggle, Sun Wisk, Sunlight (Canada), and Surf. The company is also the largest private label manufacturer of laundry care products in North America. Sun Products' parent company, Spotless Group Holding, LLC, is controlled by affiliates of Vestar Capital Partners. Sun Products' sales for the 12 months ended September 2015 were approximately $1.6 billion. SUPERMEDIA LLC: Bids for Summary Judgment vs. YPPI Partially OK'd ----------------------------------------------------------------- Plaintiff SuperMedia, LLC and Defendant Yellow Pages Photos, Inc., have cross-moved for summary judgment in their adversary proceeding. SuperMedia moved for leave to file a Second Amended Complaint which the parties argued immediately before the Court heard argument on the summary judgment motions. In the Second Amended Complaint SuperMedia alleges two new facts. First, SuperMedia alleges that the transfers to AMDOCs and ASEC occurred in 2005-2006, and well before AdMedia Systems, Inc.. Second, SuperMedia alleges that on or about November 3, 2006, YPPI changed its name to AdMedia Systems, Inc., and the same day Trent Moore, YPPI's principal, incorporated a new Yellow Pages Photos, Inc., the defendant YPPI. AdMedia thereafter assigned its copyrights to YPPI. The Court granted leave to SuperMedia to file the Second Amended Complaint over YPPI's strenuous objection. YPPI argued that the findings of fact in the Opinion collaterally estopped SuperMedia from raising the issues, the motion to amend was a belated Rule 60 motion and SuperMedia knew earlier about the name change and the creation of YPPI, and the Court's Opinion was collateral estoppel against the allegations. Prejudice to the non-moving party, here YPPI, is the touchstone of whether to permit amendment, and significant delay -- unjustified or undue -- is sufficient prejudice to denying the motion to amend. There is, however, a general presumption in favor of allowing amendments. Further, permitting amendments to correct a pleading is desirable because it enables the trial court to make its determination on the merits of the case. Here, the Court was satisfied that SuperMedia was entitled to amend to bring the facts to a head. YPPI claims that it is entitled to attorneys' fees under the Copyright Act. The Court ruled earlier in this opinion that YPPI is precluded from recovering under the Copyright Act and therefore is not entitled to statutory attorneys' fees. Section 16 of the License Agreement provides that the prevailing party is entitled to attorneys' fees if either YPPI or SuperMedia commences an action arising from a breach of the License Agreement. Several observations are in order. One, YPPI is not yet a prevailing party. The Court denied YPPI's request for an administrative claim. Two, YPPI's existence and the possible bar of the statute of limitations mean it is now premature to award attorneys' fees on YPPI's pre-petition claim. In a Memorandum Opinion dated October 27, 2015, available at http://is.gd/a38uvefrom Leagle.com, Judge Kevin Gross of the United States Bankruptcy Court for the District of Delaware ruled as follows: 1. Summary judgment is granted in favor of SuperMedia on statutory damages and attorneys' fees. 2. Summary judgment is granted in favor of YPPI on the Idearc discharge issue. 3. Summary judgment is denied on the issue of YPPI's existence. 4. Summary judgment is denied on the statutes of limitations issues. 5. Summary judgment is denied on the attorneys' fees issues on the License Agreement. The adversary proceeding is SUPERMEDIA LLC, Plaintiff, v. YELLOW PAGES PHOTOS, INC., Defendant, ADV. PROC. NO. 15-50044(KG)(Bankr. D.Del.). The case is In re: SUPERMEDIA LLC, Chapter 11, Reorganized Debtor, CASE NO. 13-10546(KG) (Bankr. D. Del.). SuperMedia LLC, Debtor, represented by John M. Cone, Esq. -- Hitchcock Evert LLP, Kuangyan Huang, Esq. -- kuan.huang@kirkland.com -- Kirkland & Ellis LLP, Patrick A. Jackson, Esq. -- pjackson@ycst.com -- Young Conaway Stargatt & Taylor, LLP, Eric F. Leon, Esq. -- eric.leon@kirkland.com -- Kirkland & Ellis LLP, Pauline K. Morgan, pjackson@ycst.com -- Young Conaway Stargatt & Taylor, LLP, Megan O'Laughlin, Esq. -- molaughlin@hitchcockevert.com -- Hitchcock Evert LLP, Andrew Orr, Esq. -- andrew.orr@kirkland.com -- Kirkland & Ellis LLP. About Supermedia Headquartered in D/FW Airport, Texas, SuperMedia Inc., formerly known as Idearc, Inc., is a yellow pages directory publisher in the United States. Its portfolio includes the Superpages directories, Superpages.com, digital local search resource on both desktop and mobile devices, the Superpages.com network, which is a digital syndication network, and its Superpages direct mailers. SuperMedia is the official publisher of Verizon, FairPoint and Frontier print directories in the markets in which these companies are the incumbent local telephone exchange carriers.Â Â Idearc was spun off from Verizon Communications, Inc., in 2006. At Dec. 31, 2012, SuperMedia had approximately 3,200 employees, of which approximately 950 or 30% were represented by unions. SuperMedia and three affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-10545) on March 18, 2013, to effectuate a merger of equals with Dex One Corp.Â Â SuperMedia disclosed total assets of $1.4 billion and total debt of $1.9 billion. Morgan Stanley & Co. LLC is acting as financial advisors to SuperMedia, and Cleary Gottlieb Steen & Hamilton LLP and Young Conaway Stargatt & Taylor, LLP are acting as its legal counsel. Fulbright & Jaworski L.L.P is special counsel.Â Â Chilmark Partners Is acting as financial advisor to SuperMedia's board of directors. Epiq Systems serves as claims agent. This is also SuperMedia's second stint in Chapter 11.Â Â Idearc and its affiliates filed for Chapter 11 protection (Bankr. N.D. Tex. Lead Case No. 09-31828) in March 2009 and emerged from bankruptcy in December 2009, reducing debt from more than $9 billion to $2.75 billion. THERAPEUTICSMD INC: Registers $250 Million Worth of Securities -------------------------------------------------------------- TherapeuticsMD, Inc., filed a Form S-3 registration statement with the Securities and Exchange Commission relating to the sale, in one or more series or issuances, any combination of common stock, preferred stock, debt securities, depositary shares, warrants, purchase contracts and units, up to an aggregate amount of $250,000,000. These securities may be offered and sold in the same offering or in separate offerings; to or through underwriters, dealers and agents; or directly to purchasers. The names of any underwriters, dealers, or agents involved in the sale of the Company's securities and any applicable fees, commissions, or discounts will be described in the applicable prospectus supplement. The Company's net proceeds from the sale of securities will also be set forth in the applicable prospectus supplement. A copy of the Form S-3 Prospectus is available for free at: http://is.gd/e1qpeZ About TherapeuticsMD Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a women's healthcare product company focused on creating and commercializing products targeted exclusively for women. The Company currently manufactures and distributes branded and generic prescription prenatal vitamins as well as over-the-counter vitamins and cosmetics. The Company is currently focused on conducting the clinical trials necessary for regulatory approval and commercialization of advanced hormone therapy pharmaceutical products designed to alleviate the symptoms of and reduce the health risks resulting from menopause-related hormone deficiencies. TherapeuticsMD reported a net loss of $54.2 million on $15.02 million of net revenues for the year ended Dec. 31, 2014, compared with a net loss of $28.4 million on $8.77 million of net revenues for the year ended Dec. 31, 2013. As of Sept. 30, 2015, the Company had $90.45 million in total assets, $12.90 million in total liabilities and $77.55 million in total stockholders' equity. THERAPEUTICSMD INC: Reports $19.5 Million Net Loss for Q3 --------------------------------------------------------- TherapeuticsMD, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $19.5 million on $5.19 million of net revenues for the three months ended Sept. 30, 2015, compared to a net loss of $17.8 million on $4.18 million of net revenues for the same period during the prior year. For the nine months ended Sept. 30, 2015, the Company reported a net loss of $67.6 million on $14.5 million of net revenues compared to a net loss of $37.9 million on $10.8 million of net revenues for the same period a year ago. As of Sept. 30, 2015, the Company had $90.5 million in total assets, $12.9 million in total liabilities and $77.6 million in total stockholders' equity. A full-text copy of the Form 10-Q is available for free at: http://is.gd/IoB6Rr About TherapeuticsMD Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a women's healthcare product company focused on creating and commercializing products targeted exclusively for women. The Company currently manufactures and distributes branded and generic prescription prenatal vitamins as well as over-the-counter vitamins and cosmetics. The Company is currently focused on conducting the clinical trials necessary for regulatory approval and commercialization of advanced hormone therapy pharmaceutical products designed to alleviate the symptoms of and reduce the health risks resulting from menopause-related hormone deficiencies. TherapeuticsMD reported a net loss of $54.2 million on $15.02 million of net revenues for the year ended Dec. 31, 2014, compared with a net loss of $28.4 million on $8.77 million of net revenues for the year ended Dec. 31, 2013. TRANS-LUX CORP: Extends Rights Offering Expiration to Nov. 19 ------------------------------------------------------------- Trans-Lux Corporation has extended the expiration date of its previously announced rights offering to 5:00 p.m., Eastern Time, on Nov. 19, 2015. Under the terms of the rights offering, Trans-Lux distributed one non-transferable subscription right to purchase shares of its Series B Convertible Preferred Stock for each share of Trans-Lux's common stock owned at 5:00 p.m., Eastern Time, on Sept. 28, 2015, the record date for the rights offering. Thirty-three subscription rights entitle the holder to purchase one share of Series B Convertible Preferred Stock at a subscription price of $200.00 per share. The rights offering also includes an over-subscription right, which entitles each rights holder that exercises its basic subscription rights in full to purchase additional shares of Series B Convertible Preferred Stock that remain unsubscribed at the expiration of the rights offering, subject to certain limitations. If all of the subscription rights are exercised and all the shares of Series B Convertible Preferred Stock offered are sold, the gross proceeds from the rights offering will be approximately $10.2 million. Trans-Lux intends to use the net proceeds from the rights offering for the repayment of certain debt and for payment of certain required contributions under its defined benefit pension plan, with the remainder to be used for general corporate purposes. The Series B Convertible Preferred Stock carries a 6.0% cumulative annual dividend and is convertible into shares of common stock at an initial conversion price of $10.00 per share, representing a conversion ratio of 20 shares of common stock for each share of Series B Convertible Preferred Stock held at the time of conversion, subject to adjustment. The shares of Series B Convertible Preferred Stock may be subject to mandatory conversion after three years, or as early as one year if the closing sale price of the common stock has been greater than or equal to $15.00 for 30 consecutive trading days. About Trans-Lux Corporation Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a designer and manufacturer of digital signage display solutions for the financial, sports and entertainment, gaming and leasing markets. Trans-Lux Corporation incurred a net loss of $4.62 million on $24.4 million of total revenue for the year ended Dec. 31, 2014, compared with a net loss of $1.86 million on $20.9 million of total revenue for the year ended Dec. 31, 2013. As of June 30, 2015, the Company had $15 million in total assets, $18.3 million in total liabilities and a $3.2 million total stockholders' deficit. BDO USA, LLP, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2014, citing that the Company has suffered recurring losses from operations and has a significant working capital deficiency that raise substantial doubt about its ability to continue as a going concern. Further, the auditors said, the Company is in default of the indenture agreements governing its outstanding 9-1/2% Subordinated debentures which were due in 2012 and its 8-1/4% Limited convertible senior subordinated notes which were due in 2012 so that the trustees or holders of 25% of the outstanding Debentures and Notes have the right to demand payment immediately. Additionally, the Company has a significant amount due to their pension plan over the next 12 months. TRITON CONTAINER: S&P Affirms 'BB+' CCR, Outlook Stable ------------------------------------------------------- Standard & Poor's Ratings Services said that it has affirmed all of its ratings on marine cargo container lessor Triton Container International Ltd., including S&P's 'BB+' corporate credit rating. The outlook is stable. "Based on our preliminary knowledge of the proposed merger, we do not expect that there will be any new debt issuance and thus do not believe that the transaction will have a significant impact on the combined entity's credit metrics," said Standard & Poor's credit analyst Betsy Snyder. "The companies will combine under a newly-formed holding company, Triton International Ltd. (Triton International), and their existing debt facilities will largely remain in place." Both companies currently rank among the largest marine cargo container lessors, and, following the merger, the combined entity will be the largest marine cargo container lessor globally with close to five million TEUs (twenty foot equivalent units) of marine cargo containers. Triton International will be run by members of the senior management teams of both companies. The proposed merger is expected to help the combined company realize $40 million in annual run-rate operating synergies, which will be fully implemented by the end of 2016. S&P expects that the proposed merger, which is subject to shareholder approval, regulatory clearances, and other customary closing conditions, will close in the first half of 2016. The stable outlook reflects S&P's expectation that, pro forma for its merger with TAL, the combined entity will maintain its credit profile despite its weaker earnings due to the pressure on its lease rates, its lower gains on equipment sales, as well as its share repurchases. Triton is a privately held company and does not currently report its financial results publicly. While S&P does not expect to lower its ratings on the combined entity over the next year, S&P could do so if there is a substantial change in its financial profile due to weaker-than-expected earnings or incremental debt leverage caused by a greater-than-expected level of share repurchases. These negative events would have to cause the combined entity's funds from operations (FFO)-to-debt ratio to decline to 10% or its debt-to-capital ratio to increase to over 80% for a sustained period for S&P to lower the rating. Although also unlikely, S&P could raise its rating on the combined entity over the next year if its revenues and earnings growth exceeded S&P's expectations, leading its FFO-to-debt ratio to approach the mid-teens percent area and its debt-to-capital ratio to decline below 75%. UGHS SENIOR LIVING: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- UGHS Senior Living, Inc. 15-80399 227 East Edgewood Drive Friendswood, TX 77546-3820 TrinityCare Senior Living, LLC 15-80400 227 East Edgewood Drive Friendswood, TX 77546-3820 UGHS Senior Living Real Estate of Port Lavaca, LLC 15-80401 UGHS Senior Living Real Estate of Pearland, LLC 15-80402 UGHS Senior Living Real Estate of Knoxville, LLC 15-80406 UGHS Senior Living of Pearland, LLC 15-80404 UGHS Senior Living of Port Lavaca, LLC 15-80405 UGHS Senior Living of Knoxville, LLC 15-80406 TrinityCare Senior Living of Covington, LLC 15-80407 TrinityCare Lighthouse of Pearland, LLC 15-80408 UGHS Senior Living Real Estate, LLC 15-80409 Chapter 11 Petition Date: November 10, 2015 Court: United States Bankruptcy Court Southern District of Texas (Galveston) Judge: Hon. Letitia Z. Paul Debtor's Counsel: John F Higgins, IV, Esq. PORTER HEDGES LLP 1000 Main St, Ste 3600 Houston, TX 77002-6336 Tel: 713-226-6648 Fax: 713-226-6248 Email: jhiggins@porterhedges.com - and - Aaron James Power, Esq. PORTER HEDGES LLP 1000 Main 36th Flr Houston, TX 77002 Tel: 713-226-6631 Fax: 713-226-6231 Email: apower@porterhedges.com Estimated Estimated Assets Liabilities ---------- ----------- UGHS Senior Living, Inc. $0-$50,000 $1MM-$10MM TrinityCare Senior Living, LLC $1MM-$10MM $100K-$500K The petition was signed by Chad J. Shandler, chief restructuring officer. A list of UGHS Senior Living, Inc.'s 20 largest unsecured creditors is available for free at: http://bankrupt.com/misc/txsb15-80399.pdf A list of TrinityCare Senior Living, LLC's eight largest unsecured creditors is available for free at: http://bankrupt.com/misc/txsb15-80400.pdf UNI-PIXEL INC: Amends Q3 Form 10-Q to Add Disclosure ---------------------------------------------------- Uni-Pixel, Inc., filed with the Securities and Exchange Commission an amendment no.1 to its quarterly report on Form 10-Q for the quarterly period ended Sept. 30, 2015, that was filed with the SEC on Nov. 2, 2015, to add disclosure in "Part II - Other Information - Item 2. Unregistered Sales of Equity Securities and Use of Proceeds", which was inadvertently omitted from the Form 10-Q as filed. On July 31, 2015, the Company issued an aggregate of 84,558 unregistered restricted common shares to certain of its directors and executive officers pursuant to its 2011 Stock Incentive Plan. These restricted common shares were issued for no consideration as part of the previously disclosed equity compensation of the Company's directors and officers. The restricted common shares are subject to vesting, with 1/3rd vesting on July 31, 2016, 1/3rd vesting on July 31, 2017, and 1/3rd vesting on July 31, 2018. A copy of the Form 10-Q/A is available for free at: http://is.gd/Dusr9K About Uni-Pixel Inc. The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL) -- http://www.unipixel.com/-- is a production stage company delivering its Clearly Superior(TM) Performance Engineered Films to the Lighting & Display, Solar and Flexible Electronics market segments. Uni-Pixel incurred a net loss of $25.7 million in 2014, a net loss of $15.2 million in 2013 and a net loss of $9.01 million in 2012. As of Sept. 30, 2015, the Company had $26.0 million in total assets, $10.9 million in total liabilities and $15.04 million in total shareholders' equity. UNIVERSITY GENERAL: Foundation Healthcare to Acquire Assets ----------------------------------------------------------- Foundation HealthCare, Inc., on Nov. 10 disclosed that it has signed an Asset Purchase Agreement, or APA, to acquire substantially all of the assets of University General Hospital (UGH). UGH is a sixty-nine bed acute care hospital located near the Texas Medical Center in Houston, Texas. The Hospital, along with its parent company, University General Health System, Inc. (UGHS), filed for protection under Chapter 11 of the U.S. Bankruptcy Code in February 2015. Foundation is purchasing UGH for $33.0 million in the Bankruptcy Court approved sale. Foundation will hold a conference call on Thursday, November 12 at 4:30pm ET to discuss the agreement. In documents filed with the Bankruptcy Court, UGH reported net revenues in excess of $70 million for 2014. "UGH will be an excellent addition to the Foundation family of physician-owned hospitals," stated Foundation CEO, Stanton Nelson. "The Foundation team has a great track record in this market having developed, built and managed seven ambulatory surgery centers and one surgical hospital in the Houston area. We expect the transaction to be immediately accretive to our shareholders and look forward to working with our many physician friends in the Houston market," added Nelson. Hassan Chahadeh, M.D., chairman and CEO of UGHS added, "We are excited about the prospects of UGH becoming part of Foundation's hospital network. Foundation shares our vision of physician-owned hospitals and provides a strong platform for UGH to continue providing high quality and cost-effective healthcare services in a personalized manner favored by physicians, patients and employees." "Foundation has reported $124.8 in net revenues for the twelve months ended September 30, 2015. The scheduled closing date for the UGH transaction is December 31, 2015," said Nelson. Conference Call Foundation's CEO Stanton Nelson, and CFO, Hugh King will host a conference call, followed by a question and answer period: Date: Thursday, November 12, 2015 Time: 4:30 p.m. Eastern time Dial-In Number: (888) 348-6454 Via phone Please dial the toll free number, 888-348-6454, at 4:30 p.m EST (3:30 p.m. CST) and ask to join the Foundation HealthCare earnings call. At the conclusion of the call, a replay will be available until November 26, 2015. To access the replay of the call dial 877-870-5176 and provide the participant passcode 10076153. Via webcast The conference call will also be broadcast live at the investor relations section of the Company's website at www.fdnh.com 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. About University General University General Health System, Inc., with headquarters in Houston, Texas, is a multi-specialty health care provider that delivers concierge physician- and patient-oriented services. UGHS and its consolidated subsidiaries operate, amongst others, a general acute care hospital, ambulatory surgical centers, hyperbaric wound care centers, diagnostic imaging centers, physical therapy centers, and senior living centers. UGHS owns the University General Hospital, a 72-bed, general acute care hospital in the heart of the Texas Medical Center in Houston, Texas. UGHS and its affiliated entities sought Chapter 11 protection (Bankr. S.D. Tex. Lead Case No. 15-31086) in Houston, Texas, on Feb. 27, 2015. The case is assigned to Judge Letitia Z. Paul. The Debtor-affiliates are UGHS Autimis Billing, Inc., UGHS Autimis Coding, Inc., UGHS ER Services, Inc., UGHS Hospitals, Inc., UGHS Management Services, Inc., UGHS Support Services, Inc., University General Hospital, LP, and University Hospital Systems, LLP. The Debtors have tapped John F Higgins, IV, Esq., Aaron James Power, Esq., and Joshua W. Wolfshohl, Esq., at Porter Hedges LLP, in Houston, Texas, as counsel. Upshot Services, LLC, is the claims and noticing agent. U.S. Trustee Judy A. Robbins formed a nine-member panel of unsecured creditors in the Chapter 11 cases of the Debtors. UTSTARCOM HOLDINGS: Shah Capital Reports 28.6% Stake as of Nov. 4 ----------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Shah Capital Management, Inc. disclosed that as of Nov. 4, 2015, it beneficially owns 10,649,369 ordinary shares, par value US$0.00375 per share, of UTStarcom Holdings Corp, representing 28.6 percent of the shares outstanding. A copy of the regulatory filing is available at http://is.gd/4qF70M About UTStarcom, Inc. UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a global leader in IP-based, end-to-end networking solutions and international service and support. The Company sells its solutions to operators in both emerging and established telecommunications markets around the world. UTStarcom enables its customers to rapidly deploy revenue-generating access services using their existing infrastructure, while providing a migration path to cost-efficient, end-to-end IP networks. The Company's headquarters are currently in Alameda, California, with its research and design operations primarily in China. UTStarcom reported a net loss of $30.3 million in 2014, a net loss of $22.7 million in 2013 and a net loss of $34.4 million in 2012. As of June 30, 2015, the Company had $229.7 million in total assets, $119.9 million in total liabilities and $109.8 million in total equity. VALEANT PHARMACEUTICAL: Moody's to Retain Ba3 CFR on Deleveraging ----------------------------------------------------------------- Moody's Investors Service commented that Valeant Pharmaceutical International Inc.'s focus on deleveraging is credit positive in light of challenges facing its dermatology and hospital businesses. In a conference call with analysts, the company reiterated that its use of cash flow in the near term will be for debt repayment and not share repurchases. There is no impact on the existing ratings including the Ba3 Corporate Family Rating and stable rating outlook. "Despite weaker sales in dermatology and neurology, Valeant's cash flow will remain substantial, supporting management's commitment to deleveraging," stated Michael Levesque, Moody's Senior Vice President. VIBE MICRO: Urges Florida Federal Court to Toss Racketeering Suit ----------------------------------------------------------------- Dani Meyer at Bankruptcy Law360 reported that a man accusing Snell & Wilmer LLP of conspiring with his former business partners to bankrupt their payment terminal company urged a Florida federal court to strike a bid by a former shareholder and officer to toss the suit, accusing them of engaging in "gamesmanship" by improperly filing their motion to dismiss. Edward Mandel and his corporation Vibe Micro Inc. claimed on Nov. 3, 2015, that Igor Shabanets and SIG Capital Inc. filed an "unauthorized" motion to dismiss the suit late last month. WEST CORP: S&P Assigns 'BB' Rating on $250MM Term Loan ------------------------------------------------------ Standard & Poor's Ratings Services assigned its 'BB' issue-level rating and '2' recovery rating to Omaha, Neb.-based West Corp.'s proposed $250 million term loan B (TLB-11) due 2021. The '2' recovery rating indicates S&P's expectation for substantial recovery (70%-90%; lower half of the range) of principal in the event of payment default. The company intends to use proceeds from the loan to redeem its outstanding term loan B (TLB-9) due 2016. The corporate credit rating on West Corp. remains at 'BB-' with a stable outlook. West Corp.'s "fair" business risk profile assessment reflects the company's strong market position and good geographic diversity within the competitive and fragmented communication services market. S&P views West Corp.'s financial risk as "aggressive" based on its fairly high pro forma adjusted leverage of 4.9x as of Sept. 30, 2015, which is in line with the 4x-5x range S&P associates with an "aggressive" financial risk profile. The stable rating outlook is based on S&P's expectation that the company's leverage will decrease to the mid- to high-4x area over the next 12 months due to modest EBITDA growth and debt repayment. RATINGS LIST West Corp. Corporate Credit Rating BB-/Stable/-- New Ratings West Corp. $250 million term loan B (TLB-11) due 2021 BB Recovery Rating 2L [*] Ballard Spahr Taps Paul E. Harner to Lead Restructuring in NY ----------------------------------------------------------------- Paul E. Harner, who has served as lead counsel in some of the nation's most significant restructurings, has joined Ballard Spahr to lead the firm's restructuring practice in New York, firm Chair Mark Stewart announced on Nov. 2, 2015. Mr. Harner joins the firm from the New York office of Latham & Watkins, where he was a partner. Mr. Harner -- who will be resident in Ballard Spahr's offices in New York and Baltimore -- represents clients in bankruptcy cases, out-of-court workouts, and litigation. He has played a leading role in landmark national and international corporate restructurings, including Chapter 11 cases involving American Airlines, Six Flags Entertainment, Nextel International, National Century Financial Enterprises, Kmart Corporation, USG Corporation, R.H. Macy & Co., and Federated Department Stores. [*] Fitch Says U.S. Life Insurers Face Greater Corp Credit Risk --------------------------------------------------------------- Fitch Ratings believes that the U.S. life insurance industry is more exposed to corporate credit risk than it was prior to the 2008-2009 financial crisis, according to a special report released today on the downward shift in credit quality of the U.S. life insurance industry's investment grade corporate bond portfolio. 'In the next credit crisis, the U.S. life insurance industry is more susceptible to rating migration due to the increased exposure to corporate bonds,' said Julie Burke, Managing Director, Insurance, Fitch Ratings. The increased corporate exposure has lower credit quality and lower liquidity characteristics on an absolute basis and relative to regulatory capital than before the financial crisis. Since the financial crisis, U.S. life companies have shifted their bond holdings toward corporate securities and away from structured securities. This was partially driven by a dearth of new issuance in the structured space. Within the investment-grade space for corporate securities, U.S. life insurers have moved down the rating scale. The broad NAIC 1 category ('AAA' to 'A-') allocation fell to 53% of corporate bonds at year-end 2014 from 64% at year-end 2007, while the NAIC 2 category ('BBB' category) allocation increased to 39% from 29% over that period. This translated to statutory capital exposure to 'BBB' securities increasing to 170% from 120%. Bonds that migrate to lower NAIC categories require higher capital charges. Therefore, significant migration could cause material declines in RBC ratios for U.S. life insurers. Further, if securities are sold at a loss, or losses are deemed other than temporary, the insurer must recognize the loss as a direct charge to capital. [*] Global Auto Sector Faces Long-Term Pressures, Moody's Says -------------------------------------------------------------- The already challenging conditions in the global automotive manufacturing industry will likely worsen over the long term, says Moody's Investors Service. "The industry is currently extremely cyclical, competitive, capital intensive and burdened with excess capacity," said Bruce Clark, a Moody's Senior Vice President. "What's more, automotive manufacturers face increasingly demanding fuel economy, emissions and safety standards, which will require significant investments from these companies." The greatest credit risk for the sector is cyclicality, particularly in the most profitable regional markets, including North America, Europe, Japan and Latin America, according to the report, "Increasing Risks in Global Auto Sector." Down-cycles will periodically hit every regional market. China, now the largest automotive market in the world, is also growing vulnerable to slowdowns and will eventually see a cyclical contraction in sales. "A key component of our assessment of an automotive issuer is its ability to contend with such cycles, primarily through the breadth of its geographic presence, a low breakeven operating model and a strong liquidity position," added Clark. Moody's expects the sector to face additional pressure from (1) the uncertainty around the multiple technological paths that could be pursued in order to achieve emission and fuel economy objectives; (2) the need to incorporate a host of connectivity features into vehicles; and (3) emerging competitors in the already crowded market. [*] Linklaters Strengthens NY Restructuring with Margot Schonholtz ------------------------------------------------------------------ Cara Salvatore at Bankruptcy Law360 reported that Linklaters LLP has hired away from Willkie Farr & Gallagher LLP a creditor group expert with a hand in many recent energy industry bankruptcies to serve as its New York restructuring head, the firm said on Nov. 4, 2015. Margot Schonholtz specializes in representing institutional creditors, large lender groups and those groups' agents in out-of-court restructurings, loan workouts and asset sales. In recent years, she has worked with major creditor factions in the Chapter 11s of Sabine Oil and Gas Corp. and Samson Resources Corp. In the firm's press release, Linklaters said that Ms. Schonholtz has been elected as a partner in the firm's global Restructuring and Insolvency (R&I) practice, based in New York. Margot has more than 36 years of experience and is among an elite group of practitioners specializing in representing leading institutional creditors, agents to syndicated lending groups, and large lender groups in major debt restructurings, complex loan workouts, asset sale transactions and insolvency matters. A copy of the press release is available for free at http://is.gd/kWYrdJ [*] Moody's Examines Chicago's Possible Pension Funding Paths ------------------------------------------------------------- Moody's Investors Service released a scenario analysis of the City of Chicago's (Ba1 negative) possible pension funding paths. The scenarios incorporate the city's recently adopted property tax increase as well as the outcomes of two key decisions pending with the State of Illinois (Baa1 negative) and the Illinois Supreme Court. The analysis indicates that, despite significantly increasing its contributions to its pension plans, Chicago's unfunded pension liabilities could grow, at a minimum, for another ten years. "Chicago's statutory pension contributions will remain insufficient to arrest growth in unfunded pension liabilities for many years under each scenario," Moody's AVP-Analyst Matthew Butler says in the new report, "Chicago's Pension Roadmap: A Scenario Analysis." The scenario that Moody's views as having the most positive credit impact for Chicago consists of a favorable Illinois Supreme Court decision, as the city's budget assumes, but state legislative action that does not conform to the city's adopted plan. Senate Bill 777 has been passed by the Illinois General Assembly, but requires the governor's approval to become law. The bill lowers Chicago's current statutory public safety pension contributions relative to existing statute, granting the city more time to meet statutory funding targets. Without Senate Bill 777, the city's 2016 statutory pension contribution will be much higher than the city has budgeted. "This scenario is the most credit positive over the long term. Although it would require larger pension contributions than currently budgeted, the higher payments would achieve the slowest and least extensive growth in unfunded liabilities among the four scenarios," Butler says. The city's adopted budget assumes the governor signs Senate Bill 777 and the Illinois Supreme Court reinstates PA 98-0641, the latter of which would preserve benefit reform of Municipal and Laborer pensions and reduce the plans' risk of insolvency. While the adopted budget notably increases the city's pension contributions relative to prior years, the amounts contributed under these assumptions could enable unfunded pension liabilities to grow for up to 20 years. Two other scenarios assume an unfavorable ruling from the Illinois Supreme Court, which would raise the possibility of substantial cost growth for the city over the next decade, with or without Senate Bill 777. "This would exert additional negative credit pressure on Chicago's credit quality because it would likely remove all flexibility to reduce unfunded liabilities through benefit reform and raise the probability of plan insolvency," Butler says. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re The Red Fawn Banquets, Inc. Bankr. E.D. Mich. Case No. 15-55489 Chapter 11 Petition filed October 22, 2015 See http://bankrupt.com/misc/mieb15-55489.pdf represented by: Laura J. Eisele, Esq. LAURA J. EISELE PLC E-mail: leisele@ljelawfirm.com In re Patroske Enterprises, Inc. Bankr. E.D. Mich. Case No. 15-55490 Chapter 11 Petition filed October 22, 2015 See http://bankrupt.com/misc/mieb15-55490.pdf represented by: Laura J. Eisele, Esq. LAURA J. EISELE PLC E-mail: leisele@ljelawfirm.com In re Donna Lee Rager Bankr. D. Ariz. Case No. 15-13897 Chapter 11 Petition filed October 29, 2015 In re Olga Herrera Bankr. C.D. Cal. Case No. 15-13623 Chapter 11 Petition filed October 29, 2015 In re Donald R. Willis Bankr. N.D. Ind. Case No. 15-12533 Chapter 11 Petition filed October 29, 2015 In re Paradise Gypsum, LLC Bankr. D. Kan. Case No. 15-41106 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/ksb15-41106.pdf represented by: William H. Zimmerman, Jr., Esq. ERON LAW, P.A. E-mail: zim@eronlaw.net In re William Thorner, DMD, PSC Bankr. E.D. Ky. Case No. 15-10332 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/kyeb15-10332.pdf represented by: Jamie L. Harris, Esq. DELCOTTO LAW GROUP PLLC E-mail: jharris@dlgfirm.com In re Stardust Limousine, Inc. Bankr. D. Nev. Case No. 15-16153 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/nvb15-16153.pdf represented by: Corey B. Beck, Esq. E-mail: becksbk@yahoo.com In re 411 Rogers Ave LLC Bankr. E.D.N.Y. Case No. 15-44881 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/nyeb15-44881.pdf represented by: Morris Fateha, Esq. LAW OFFICES OF MORRIS FATEHA, P.C. E-mail: morrisfateha@aol.com In re Grinner Properties LLC Bankr. N.D.N.Y. Case No. 15-31572 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/nynb15-31572.pdf represented by: Mary Lannon Fangio, Esq. WHITELAW & FANGIO E-mail: mary@fangiolaw.com In re New Creators Inc. dba Sushi Sasabune NY Bankr. S.D.N.Y. Case No. 15-12899 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/nysb15-12899.pdf represented by: Arnold Mitchell Greene, Esq. ROBINSON BROG LEINWAND GREENE E-mail: amg@robinsonbrog.com In re Subodh Kumar Thakur and Sangeeta Thakur Bankr. E.D.N.C. Case No. 15-05876 Chapter 11 Petition filed October 29, 2015 In re Boulevard Entertainment Greenville, LLC Bankr. D.S.C. Case No. 15-05775 Chapter 11 Petition filed October 29, 2015 See http://bankrupt.com/misc/scb15-05775.pdf represented by: Robert A. Pohl, Esq. POHL, P.A. E-mail: robert@pohlpa.com In re Lowell S. Slaydon Bankr. E.D. Va. Case No. 15-73710 Chapter 11 Petition filed October 29, 2015 In re Filtermag International, Inc. Bankr. D. Ariz. Case No. 15-14001 Chapter 11 Petition filed October 30, 2015 See http://bankrupt.com/misc/azb15-14001.pdf represented by: Mark J. Giunta, Esq. LAW OFFICE OF MARK J. GIUNTA E-mail: markgiunta@giuntalaw.com In re Delta Quad Holdings, LLC Bankr. D. Colo. Case No. 15-22133 Chapter 11 Petition filed October 30, 2015 filed Pro Se In re Baucom Motors, LLC Bankr. M.D. Fla. Case No. 15-04807 Chapter 11 Petition filed October 30, 2015 See http://bankrupt.com/misc/flmb15-04807.pdf represented by: Jason A Burgess, Esq. THE LAW OFFICES OF JASON A. BURGESS, LLC E-mail: jason@jasonaburgess.com In re Keith Darnell Jones Bankr. N.D. Fla. Case No. 15-31087 Chapter 11 Petition filed October 30, 2015 In re Miso Izakaya, LLC Bankr. N.D. Ga. Case No. 15-70871 Chapter 11 Petition filed October 30, 2015 represented by: Gregory M. Frassrand, Esq. GREGORY M. FRASSRAND, LLC E-mail: gfrassrandllc@hotmail.com In re Golden Harvest Restaurant, LLC Bankr. N.D. Ga. Case No. 15-70877 Chapter 11 Petition filed October 30, 2015 represented by: Gregory M. Frassrand, Esq. GREGORY M. FRASSRAND, LLC E-mail: gfrassrandllc@hotmail.com In re Ironmen, Inc. Bankr. W.D. La. Case No. 15-81196 Chapter 11 Petition filed October 30, 2015 See http://bankrupt.com/misc/lawb15-81196.pdf represented by: Thomas R. Willson, Esq. E-mail: rocky@rockywillsonlaw.com In re Hopewell Holdings, LLC Bankr. D. Md. Case No. 15-25122 Chapter 11 Petition filed October 30, 2015 See http://bankrupt.com/misc/mdb15-25122.pdf represented by: Colin James Casler, Esq. COON & COLE, LLC E-mail: cjc@cooncolelaw.com In re ML Seafood Corp Bankr. E.D.N.Y. Case No. 15-44983 Chapter 11 Petition filed October 30, 2015 See http://bankrupt.com/misc/nyeb15-44983.pdf represented by: Kevin K Tung, Esq. KEVIN KERVENG TUNG, P.C. E-mail: ktung@kktlawfirm.com In re Sandra L. Daulton Bankr. E.D.N.C. Case No. 15-05893 Chapter 11 Petition filed October 30, 2015 In re Maria Angelica Alvarez Bankr. C.D. Cal. Case No. 15-15314 Chapter 11 Petition filed October 30, 2015 represented by: Michael R Totaro, Esq. Totaro & Shanahan E-mail: tsecfpacer@aol.com In re Lourie Lanett Folland Bankr. E.D. Cal. Case No. 15-14274 Chapter 11 Petition filed October 30, 2015 represented by: Peter L. Fear, Esq. In re Fabian Alfaro Bankr. C.D. Cal. Case No. 15-26830 Chapter 11 Petition filed November 2, 2015 In re Grover Henry Colin Nix IV Bankr. C.D. Cal. Case No. 15-26855 Chapter 11 Petition filed November 2, 2015 In re Donald Raymond Burnham and Alice Ann Burnham Bankr. M.D. Fla. Case No. 15-11110 Chapter 11 Petition filed November 2, 2015 In re Wright Newman Duncan, Jr. Bankr. M.D. Ga. Case No. 15-52525 Chapter 11 Petition filed November 2, 2015 In re Holwest VI LLC Bankr. N.D. Ga. Case No. 15-71131 Chapter 11 Petition filed November 2, 2015 represented by: Randal A. Mangham, Esq. RANDAL AONZO MANGHAM, LLC In re CRB Rental Properties, LLC Bankr. E.D. La. Case No. 15-12855 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/laeb15-12855.pdf represented by: Phillip K. Wallace, Esq. PHILLIP K.WALLACE, PLC E-mail: PhilKWall@aol.com In re Bernard Sloane Glieberman Bankr. E.D. Mich. Case No. 15-55996 Chapter 11 Petition filed November 2, 2015 In re Ron Starzyk Delivery Service, Inc. Bankr. E.D. Mich. Case No. 15-56020 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/mieb15-56020.pdf represented by: Edward J. Gudeman, Esq. GUDEMAN & ASSOCIATES, P.C. E-mail: ejgudeman@gudemanlaw.com In re Bryan J White and Vicki L White Bankr. D. Nev. Case No. 15-16220 Chapter 11 Petition filed November 2, 2015 In re Jack Ross Industries, LLC Bankr. D. Nev. Case No. 15-51491 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/nvb15-51491.pdf represented by: Kevin A. Darby, Esq. DARBY LAW PRACTICE, LTD. E-mail: kad@darbylawpractice.com In re Kevin V. Garlasco Bankr. D.N.J. Case No. 15-30676 Chapter 11 Petition filed November 2, 2015 In re David Sadek Bankr. D.N.J. Case No. 15-30685 Chapter 11 Petition filed November 2, 2015 In re Davin Investments, Inc. Bankr. W.D. Penn. Case No. 15-24012 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/pawb15-24012.pdf filed Pro Se In re Leoland McGuire & Associates, LLC dba Pruitt's Mortuary Bankr. S.D. Tex. Case No. 15-35786 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/txsb15-35786.pdf represented by: Nelson M Jones, III, Esq. LAW OFFICE OF NELSON M. JONES III E-mail: njoneslawfirm@aol.com In re 1103 33rd Street LLC Bankr. W.D. Wash. Case No. 15-16523 Chapter 11 Petition filed November 2, 2015 See http://bankrupt.com/misc/wawb15-16523.pdf represented by: Charles A. Lyman, Esq. SCHLEMLEIN GOETZ FICK & SCRUGGS, PLLC E-mail: cal@soslaw.com In re Tri-State Homes Of Tifton Inc. Bankr. M.D. Ga. Case No. 15-71275 Chapter 11 Petition filed November 3, 2015 See http://bankrupt.com/misc/gamb15-71275.pdf represented by: Kenneth W. Revell, Esq. ZALKIN REVELL, PLLC E-mail: krevell@zalkinrevell.com In re Michael P. Healey D.D.S, P.C. Bankr. N.D. Ga. Case No. 15-71305 Chapter 11 Petition filed November 3, 2015 See http://bankrupt.com/misc/ganb15-71305.pdf represented by: Howard D. Rothbloom, Esq. THE ROTHBLOOM LAW FIRM E-mail: howard@rothbloom.com In re Stacey Darnella Abena Morton Bankr. N.D. Ill. Case No. 15-37589 Chapter 11 Petition filed November 3, 2015 In re Allen L. Tyler and Charrie L. Tyler Bankr. D. Md. Case No. 15-25289 Chapter 11 Petition filed November 3, 2015 In re Leah M Gansler Bankr. D. Md. Case No. 15-25311 Chapter 11 Petition filed November 3, 2015 In re Chatterbox Enterprises Highland, Inc. Bankr. D. Minn. Case No. 15-33921 Chapter 11 Petition filed November 3, 2015 See http://bankrupt.com/misc/mnb15-33921.pdf represented by: Steven B Nosek, Esq. STEVEN B. NOSEK, P.A. E-mail: snosek@noseklawfirm.com In re Luxury Marketing Inc Bankr. E.D.N.Y. Case No. 15-74689 Chapter 11 Petition filed November 3, 2015 See http://bankrupt.com/misc/nyeb15-74689.pdf represented by: Roman Akopian, Esq. AKOPIAN LLC E-mail: romanakopian.law@gmail.com In re Diesel Fuel Injection Service, Inc. Bankr. S.D. Tex. Case No. 15-10419 Chapter 11 Petition filed November 3, 2015 See http://bankrupt.com/misc/txsb15-10419.pdf represented by: Richard S Hoffman, Esq. LAW OFFICE OF RICHARD S. HOFFMAN E-mail: rhoff88302@aol.com ********* 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 ***