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T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, January 19, 2016, Vol. 20, No. 19
Headlines
ALLIED FINANCIAL: Case Summary & 10 Largest Unsecured Creditors
ALTEGRITY INC: Bankruptcy Court Won't Hear $25MM Okla. Tax Row
AMERICAN AGENCIES: Unsecureds to Recoup 25% Under Exit Plan
AMERICAN APPAREL: Accuses Ex-CEO Of Undermining Chapter 11
AMERICAN APPAREL: Investor Group Offer to Buy Assets for $300M
AMERICAN APPAREL: Trustee Balks at Plan's Exculpation Provision
AMERICAN APPAREL: Unsecureds to Get More Under Revised Plan
AMERICAN COMMERCE: Incurs $66,000 Net Loss in Third Quarter
AMERICAN POWER: Board to Appoint Operations Committee
AMERICAN POWER: Incurs $1.04 Million Net Loss in Fiscal 2015
AMERICAN POWER: Issues 22 Convertible Preferred Shares
AMERICAN POWER: Matt van Steenwyk Has 54.9% Stake as of Jan. 8
ATLANTIC CITY, NJ: Takeover Bid Puts Pressure on Local Officials
BIOPLAN USA: S&P Cuts CCR to B- on Weak Post-Merger Credit Metrics
BLACKMAN COMMUNITY: Case Summary & 13 Top Unsecured Creditors
BLUE RACER: S&P Lowers CCR to 'B', Outlook Stable
BLUE SUN ST. JOE: Judge Conditionally Approved Plan Outline
BOREAL WATER: Exercises Right of Refusal of Property Sale
CAJUN GLOBAL: Moody's Puts Ba1 Rating on A-1 Debt Under Review
CAL DIVE: Court Grants Akin Gump's $891K Fees, Expenses
CANCER GENETICS: Hal Mintz Reports 4.9% Stake as of Dec. 31
CHART INDUSTRIES: S&P Affirms 'BB-' CCR Then Withdraws Rating
CHECKERS DRIVE IN: S&P Affirms 'B-' CCR then Withdraws Rating
CHENG & COMPANY: MR 619's Claim Allowed for Plan Voting Purposes
CHICAGO EDUCATION BOARD: S&P Lowers Rating on GO Bonds to 'B+'
COLT DEFENSE: Gets Court Nod to Rework Chapter 11 Plan
CRESTWOOD MIDSTREAM: S&P Lowers CCR to 'BB-', Outlook Negative
ELBIT IMAGING: Seeks to Dismiss "Kelsi" Derivative Claim
ENCLAVE AT BOYNTON: Have Until Nov. to Sell, Refinance Properties
F-SQUARED INVESTMENT: Court Confirms Ch. 11 Liquidation Plan
GREYSTONE LOGISTICS: Incurs $22,000 Net Loss in Second Quarter
HAGGEN HOLDINGS: Court OKs Sale of 30 Pharmacies to Albertson's
HEALTHWAREHOUSE.COM INC: Appoints Daniel Seliga as COO and CFO
HEMCON MEDICAL: Case Summary & 20 Largest Unsecured Creditors
HOWREY LLP: Bankruptcy Estate Wants Fee Ruling Restored
INMOBILIARIA AVE: Voluntary Chapter 11 Case Summary
INTELLIPHARMACEUTICS INT'L: Reports Rexista Tablets Trial Results
JOY GLOBAL: Moody's Lowers Senior Unsecured Rating to 'Ba3'
JOYCE LESLIE: Files Motion for Approval of Asset Sale
KALOBIOS PHARMACEUTICALS: Creditors Ease Demands after CEO Arrest
LAND STAR: Case Summary & 4 Largest Unsecured Creditors
LAS AMERICAS: Disclosure Statement Hearing on Jan. 29
LAS AMERICAS: Secured Creditor Balks at Disclosure Statement
LONESTAR GEOPHYSICAL: Confirmation Hearing Continued to Feb. 23
MARK TETZLAFF: High Court Denies Law School Debtor's Certiorari Bid
METALICO INC: Corre Opportunities No Longer a Shareholder
MOLYCORP INC: Directed to Revise Deadlines in $1.9-Bil. Case
MONAKER GROUP: Needs More Time to File Nov. 30 Quarterly Report
MOTORS LIQUIDATION: Bankruptcy Limits Liability in Switch Case
MUSCLEPHARM CORP: Completes $10 Million Financing
NAUTILUS DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors
NEPHROS INC: Lambda Investors Reports 61.5% Stake as of Dec. 18
NEW ENGLAND: STH Can't Revive 2 Meningitis MDL Bellwether Cases
NGL ENERGY: S&P Affirms 'BB-' CCR & Revises Outlook to Negative
NNN MET CENTER: Lender Objects to Extension of Exclusivity
PALM BEACH: Court Enters Final Decree Closing Ch. 11 Case
PERFORMANCE SPORTS: Moody's to Retain B1 CFR on Acquisition
PETROFORTE BRASILEIRO: Court Partially OKs Trustee's Discovery Bid
POSITIVEID CORP: Conference Call Held to Provide Company Update
RAE ENTERTAINMENT: Case Summary & 20 Largest Unsecured Creditors
RESPONSE GENETICS: Court Approves CGI as Investment Banker
RESPONSE GENETICS: Court Approves Pachulski Stang as Counsel
REVLON CONSUMER: Moody's Affirms Ba3 CFR, Outlook Revised to Stable
ROSETTA GENOMICS: Hal Mintz Owns 3.7% of Shares as of Dec. 31
SABINE OIL: Court Urges Mediation on Suit Over $650M Lien
SABOA ENTERTAINMENT: Asset Auction Scheduled for January 28
SAM WYLY: Says Offshore Trusts Not Secret in $2.2-Bil. Tax Trial
SFX ENTERTAINMENT: Secures $20-Mil. Financing
SHERWIN ALUMINA: Obtains $40M DIP Financing Commitment
SHERWIN ALUMINA: Proposes KCC as Claims and Noticing Agent
SHERWIN ALUMINA: Seeks Feb. 8 Schedules Filing Deadline
SHERWIN ALUMINA: To be Acquired by Corpus for $95.3 Million
SHERWIN ALUMINA: To Pay More Than $3-Mil. Critical Vendor Claims
SHERWIN ALUMINA: Wants to Assume Supply Agreement with Noranda
SQUARETWO FINANCIAL: Moody's Lowers Corp. Family Rating to Caa2
SUNTECH AMERICA: Plan Goes to Feb. 23 Confirmation Hearing
TAYLOR-WHARTON INT'L: Nixon Peabody Okayed as Adviser in Ch. 11
TERRASSA CONCRETE: Case Summary & 20 Largest Unsecured Creditors
TIMOTHY PLACE: Case Summary & 20 Largest Unsecured Creditors
TIMOTHY PLACE: Files for Chapter 11 with Pre-Negotiated Plan
TRUMP ENTERTAINMENT: 3rd Circ. Lets Taj Mahal Nullify Labor Pact
UNI-PIXEL INC: Receives Noncompliance Notice From Nasdaq
WALTER ENERGY: APA Must Comply w/ Environ. Obligations, Govt Says
WALTER ENERGY: Seeks to Raise $50 Million in DIP Financing
WALTER ENERGY: UCC Has Until Jan. 22 to Present Issues on Appeal
WINDSOR FINANCIAL: Files for Chapter 11 Bankruptcy
WIRELESS CONNECT: Owns 17.5% Equity Stake in Movie Studio
WR GRACE: Moody's Affirms Ba2 CFR, Outlook Remains Stable
[*] Quinn Emanuel Nabs K&E's Jennifer Selendy as Trial Partner
[^] Large Companies with Insolvent Balance Sheet
*********
ALLIED FINANCIAL: Case Summary & 10 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Allied Financial, Inc.
128 Avenida Roosevelt
Hato Rey, PR 00918
Case No.: 16-00180
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Mildred Caban Flores
Debtor's Counsel: Carmen D Conde Torres, Esq.
C. CONDE & ASSOC.
254 San Jose Street, 5th Floor
San Juan, PR 00901-1523
Tel: 787-729-2900
Fax: 787-729-2203
Email: notices@condelaw.com
Total Assets: $10.28 million
Total Debts: $9.14 million
The petition was signed by Rafael Portela, president of the Board
of Directors.
List of Debtor's 10 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Allied Management Group, Inc. Loans $1,919,539
PO Box 191117
San Juan, PR
00919-1117
Banco Popular De PR Credit $232,245
Comisionado De Instituciones $3,144
Financieras
Condado II, LLC Credit $500,000
PO Box 20868
San Juan, PR 00928
CRIM $11,576
Departamento De Hacienda Withholding $3,862
FDR Properties, Inc. Rent/Utilities $47,518
Jose R. Armstrong Tax $392,810
PO Box 191314
San Juan, PR 00919-1314
Municipality of San Juan Tax $44,485
WM Capital Partners 53, LLC $145,000
ALTEGRITY INC: Bankruptcy Court Won't Hear $25MM Okla. Tax Row
--------------------------------------------------------------
Christine Powell at Bankruptcy Law360 reported that a Delaware
bankruptcy judge won't weigh in on Altegrity Inc.'s challenge of a
$24.7 million tax bill assessed by the state of Oklahoma to one of
its subsidiaries, saying on Jan. 14, 2016, that bankruptcy courts
shouldn't rule on constitutional issues unless doing so is
necessary.
U.S. Bankruptcy Judge Laurie Selber Silverstein said she would
abstain from determining security screening firm Altegrity's
corporate income tax liability to Oklahoma for 2011 stemming from
its unit The Official Information Company, or TOIC, because the
Debtor already has a pending tax protest.
About Altegrity Inc.
Altegrity Inc. provides background investigations for the U.S.
government; employment background and mortgage screening for
commercial customers; technology-driven legal services and software
for data management; and investigative, analytic, consulting, due
diligence, and security services. Altegrity is principally owned
by investment funds affiliated with Providence Equity Partners.
Altegrity Inc. and 37 of its affiliates filed Chapter 11 Bankruptcy
petitions (Bankr. D. Del. Lease Case No. 15-10226) on Feb. 8,
2015.
Jeffrey S. Campbell signed the petitions as president and chief
financial officer. The Debtors disclosed total assets of $1.7
billion and total liabilities of $2.1 billion as of June 30, 2014.
M. Natasha Labovitz, Esq., Jasmine Ball, Esq., and Craig A. Bruens,
Esq., at Debevoise & Plimpton LLP serve as the Debtors' counsel.
Joseph M. Barry, Esq., Ryan M. Bartley, Esq., and Edmon L. Morton,
Esq., at Young, Conaway, Stargatt & Taylor, LLP, act as the
Debtors' Delaware and conflicts counsel. Stephen Goldstein and
Lloyd Sprung, at Evercore Group, LLC, are the Debtors' investment
bankers. Kevin M. McShea and Carrianne J. M. Basler, at
Alixpartners LLP serve as the Debtors' restructuring advisors.
Prime Clerk LLC is the Debtors' claims and noticing agent.
PricewaterhouseCoopers LLP serves as the Debtors' independent
auditors.
The Bankruptcy Court has scheduled for May 5, 2015, the hearing to
consider the approval of the disclosure statement explaining the
Debtor's plan, which proposes to liquidate the US Investigations
Services. Land Line relates that USIS lost key federal background
check contracts.
The U.S. Trustee for Region 3 appointed six creditors to serve on
the official committee of unsecured creditors. The Creditors'
Committee retained Wilmer Cutler Pickering Hale & Dorr LLP, as lead
counsel, and Bayard, P.A., as Delaware co-counsel.
* * *
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware on May 15, 2015, approved the disclosure
statement explaining Altegrity, Inc., et al.'s Joint Chapter 11
Plan. A hearing to confirm the Plan was scheduled for July 1,
2015.
As reported in the April 1, 2015 edition of the Troubled Company
Reporter, the Debtors filed a Joint Chapter 11 Plan and
accompanying disclosure statement that will delever the Company by
approximately $700 million, or 40% of the Debtors' outstanding
debt.
The Plan provides for a 2.2% estimated recovery of allowed general
unsecured claims, which total approximately $82,510,532. Holders
of Secured Third Lien Notes Claims are poised to recover 7.7% of
their estimated $66,304,133 total amount of claims. Holders of
Secured Second Lien Notes Claims are poised to recover 48.4% of
their estimated $519,265,011 total amount of claims.
A full-text copy of the Disclosure Statement dated May 16, 2015, is
available at http://bankrupt.com/misc/ALTEGRITYds0516.pdf
Judge Silverstein on Aug. 14, 2015, issued findings of fact,
conclusions of law, and order confirming Altegrity, Inc., et al.'s
Joint Plan of Reorganization.
AMERICAN AGENCIES: Unsecureds to Recoup 25% Under Exit Plan
-----------------------------------------------------------
American Agencies Co., Inc., and New Steel, Inc., filed a Chapter
11 plan that lets the existing owners retain control of the steel
structures manufacturing business.
Banco Popular de Puerto Rico filed a secured claim in the total
amount of $2,525,927. The claim will be paid in full from the sale
of collateral, within a maximum of 36 months, and interest will be
paid under the same loan rate. The Debtors will continue to pay
monthly installments of $16,670 on a monthly basis, independent to
additional payments to principal due to sale of collateral until
full payment of the debt.
The Debtors are proposing a 25% payment to unsecured creditors
within 36 months. The Debtors contend that this amount is
substantially more than liquidation as the liquidation analysis
shows a liquidation value of 5%. General unsecured creditors were
listed in the Debtors' consolidated schedules in the total amount
of $10,696,322.
Equity security holders will receive no dividend at all under the
Plan and will not be allowed to vote.
On the effective date of the Plan, the distribution, administration
and management of the Debtors' affairs will be under the control
and supervision of the current officers, who will assume the same
roles they have assume throughout the reorganization process.
A copy of the Consolidated Disclosure Statement and Plan of
Reorganization/Liquidation filed Jan. 13, 2016, is available for
free at:
http://bankrupt.com/misc/Amer_Agencies_109_DS.pdf
About American Agencies
Puerto Rico-based American Agencies Co., Inc., founded in 1956 by
Eng. Jorge A. Rivera Cardona sells and installs steel fabricated
structures, along with the sale of doors and hardware. American
Agencies operates from leased facilities in Rio Piedras, Puerto
Rico. New Steel, Inc., fabricates steel structures that American
Agencies sells and installs.
American Agencies and New Steel filed Chapter 11 bankruptcy
petitions (Bankr. D.P.R. Case Nos. 15-07088 and 15-07090,
respectively) on Sept. 15, 2015. The petitions were signed by Omir
Mendez, the president. The Debtors cases are substantive
consolidated under Lead Case 15-07088.
American Agencies disclosed $6,810,695 in assets and $9,738,804 in
debt in its schedules. New Steel disclosed $8,429,855 in assets
and $12,182,464 in debt in its schedules. Banco Popular de Puerto
Rico is the largest secured creditor.
The Debtors tapped C. Conde & Associates as counsel; Doris Barroso
Vicens, CPA, at RSM ROC & Company, as accountant; Xavier A. Curret
from Landa Umpierre, P.S., as external auditor; Moises
Avila-Sanchez, Esq., from Avila, Martinez & Hernandez, P.S.C., as
special counsel relating to collective bargaining agreements; Jose
Julian Alvarez-Maldonado Esq., from the firm Fiddler, Gonzalez &
Rodriguez, P.S.C., as special counsel to provide special services
in corporate and contractual matters; and Ismael Isern Suarez from
I.S. Appraiser Group, P.S.C., as appraiser.
AMERICAN APPAREL: Accuses Ex-CEO Of Undermining Chapter 11
----------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that American
Apparel Inc. on Jan. 15, 2016, accused its former CEO Dov Charney
of attempting to submarine the company's financial restructuring
and said in a Delaware court filing that the retailer's
controversial founder may have improperly solicited creditors to
back a rival takeover bid.
The filing comes days before American Apparel is scheduled to go to
trial to defend its Chapter 11 plan, which the company says is
designed to eliminate $200 million in debt and boost its
turnaround. Mr. Charney was terminated for alleged misconduct in
2014.
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-12055) on
Oct. 5, 2015. The petition was signed by Hassan Natha as chief
financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
AMERICAN APPAREL: Investor Group Offer to Buy Assets for $300M
--------------------------------------------------------------
BankruptcyData reported that an investor group comprised of Hagan
Capital Group and Silver Creek Capital Partners had submitted a
$300 million offer to acquire American Apparel.
The offer, which is supported by Company founder Dov Charney,
values American Apparel at $300 million. The investment would be
managed by PressPlay Group, the private equity arm of PressPlay
Global (which is backed by Hagan and Silver Creek).
The terms of the proposal includes an investment from the investor
group of $130 million, including $90 million of new equity and
$40 million of a new term loan. If the proposal is approved by the
U.S. Bankruptcy Court, American Apparel would exit bankruptcy with
approximately $160 million of liquidity and new equity, including
cash, a new $50 million undrawn revolving credit facility and $90
million of equity cushion at closing.
The investor group release noted, "The total enterprise value of
the proposed transaction is $300 million, an attractive valuation
to the debtor and above the valuation range of $180 to $270 million
publicly stated by the Debtor in its disclosure statement.
The Investor Group's offer is an upward revision to a prior
proposal submitted by the investor group to the Company in December
2015. Under the investor group's offer, the Company's prepetition
senior lenders will receive a recovery of over 100% versus 33% to
77% under the debtor's plan, assuming the low and high values of
the debtor's valuation range. Additionally, the unsecured
creditors will receive a recovery of ten times that under the
debtor's plan, plus the benefits from the enhanced long-term
viability of the enterprise."
Chad Hagan, managing partner of Hagan Capital Group, commented,
"Mr. Charney has a consistent track record of driving the Company's
business, growing sales for 25 consecutive years with just one
exception. Dov's creativity, entrepreneurialism, and dedication
are the cornerstone of American Apparel. Removing him from the
Company's board and leadership was a shortsighted mistake and we
are seeing the results of the error unfold in the declining
performance of the Company today." Hagan continued, "The
historical record on this is clear at this point: the Company is a
far less profitable business than it was under Mr. Charney's tenure
as chairman and CEO, and the Company's sales and EBITDA only
continue to deteriorate further under the new regime. We believe
that under the strategy being pursued by current management, the
Debtor's plan, if confirmed by the court, will ultimately prove
unfeasible. This will result in disastrous outcomes for the
Company's various stakeholders."
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-12055) on
Oct. 5, 2015. The petition was signed by Hassan Natha as chief
financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
AMERICAN APPAREL: Trustee Balks at Plan's Exculpation Provision
---------------------------------------------------------------
BankruptcyData reported that the U.S. Trustee assigned to American
Apparel case filed with the U.S. Bankruptcy Court an objection to
the Company's Joint Plan of Reorganization.
The U.S. Trustee asserts, "A Chapter 11 plan may not be confirmed
unless the Court can find that the plan complies with the
provisions of 11 U.S.C. sections 1129 (a). A plan proponent bears
the burden of proof with respect to each and every element of 11
U.S.C. sections 1129 (a). The Plan is not confirmable because it
contains an exculpation provision that is contrary to applicable
law in this District. The exculpation provision contained in
Article IX D of the Plan is overbroad and thus impermissible. It
provides exculpation to all of the parties listed in the definition
of 'Released Parties': '(i) the Debtors, (ii) the Creditors'
Committee, (iii) the members of the Creditors' Committee, (iv) the
Indenture Trustee, (v) the Prepetition Agent, (vi) the Supporting
Parties, (vii) the DIP Agent, (viii) the DIP Lenders and (ix) the
Representatives of each of the parties enumerated in the preceding
clauses (i), (ii), (iii), (iv), (v), (vi), (vii) and (viii);
provided that any Excluded Party, any Entity that objects to
Confirmation of, or votes to reject, the Plan or any of their
respective Representatives, in each cases, shall not be a Released
Party.' The list of parties receiving exculpation should be
limited to those parties who served in the capacity of estate
fiduciaries, i.e., estate professionals and the Debtor's directors
and officers."
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-12055) on
Oct. 5, 2015. The petition was signed by Hassan Natha as chief
financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
AMERICAN APPAREL: Unsecureds to Get More Under Revised Plan
-----------------------------------------------------------
American Apparel, Inc. and certain of its domestic subsidiaries
filed with the Delaware Bankruptcy Court on January 14, 2016, a
First Amended Joint Plan of Reorganization of the Debtors and
Debtors in Possession, and explanatory Disclosure Statement.
American Apparel is slated to return to the Bankruptcy Court on
January 20, 2016, to seek approval of the Plan.
In the weeks that followed the filing of the Prior Plan, the
Debtors, the Creditors' Committee and the Committee of Lead Lenders
undertook extensive discussions with the goal of reaching agreement
on a fully consensual chapter 11 plan. The Committee of Lead
Lenders consists of certain lenders under the Prepetition ABL
Facility and holders of Prepetition Notes comprised of funds
associated with Monarch Alternative Capital LP, Coliseum Capital
Management, LLC, Goldman Sachs Asset Management, L.P. and Pentwater
Capital Management LP.
After numerous meetings and rounds of negotiations, those
discussions were successful, resulting in a global settlement. The
settlement will, among other things, materially improve recoveries
to Holders of Allowed General Unsecured Claims by:
(i) increasing the GUC Support Payment 150% to $2.5 million,
(ii) doubling the Litigation Trust Funds to $500,000 and
(iii) providing for Holders of Prepetition Note Deficiency
Claims to forego cash distributions from the GUC Support
Payment,
which, together, will lead to an estimated recovery rate of 6% for
Holders of Allowed General Unsecured Claims, an improvement of
approximately 30 times over the recoveries provided to the Holders
in the Prior Plan.
The settlement also provides for (i) a commitment of an additional
$40 million in exit capital from the Committee of Lead Lenders
(which can also be provided by a third-party lender), raising the
total of committed exit liquidity to $80 million, and (ii)
modifications to the New Exit Financing Agreement that will provide
the Reorganized Debtors with greater flexibility with which to
operate their businesses after the Effective Date.
The Amended Plan revises the treatment for General Unsecured Claims
(Classes 4A through 4F). Each Holder of an Allowed General
Unsecured Claim in Classes 4A through 4F shall receive, subject to
the terms of this Plan, in full satisfaction, settlement, release
and discharge of, and in exchange for, such Claim, a distribution
equal to its Pro Rata share of:
-- units in the Litigation Trust (and distributions under
the Litigation Trust Agreement on account of such units
shall be subject to the Litigation Trust Proceeds
Allocation), and
-- the GUC Support Payment, which shall be paid in semi-
annual installments for 1 year from and after the
Effective Date; provided that (i) the Holders of General
Unsecured Claims that are Prepetition Note Deficiency
Claims shall not receive a distribution of the GUC
Support Payment on account of such Claims, and (ii) no
Holder of an Allowed General Unsecured Claim shall
receive a distribution of the GUC Support Payment in an
amount less than the amount it would have received as a
distribution in respect of the applicable GUC Support
Payment under the Joint Plan of Reorganization of the
Debtors and Debtors in Possession, dated November 20,
2015.
The Amended Plan also provides that Net proceeds of the Litigation
Trust Assets, if any, will be distributed in this manner:
-- the first $2,500,000 of the proceeds will be
distributed 75% to the so-called Litigation Trust GUC
Beneficiaries and 25% to the Litigation Trust Noteholder
Beneficiaries;
-- the next $2,500,000 of such proceeds shall be distributed
50% to Litigation Trust GUC Beneficiaries and 50% to the
Litigation Trust Noteholder Beneficiaries; and
-- any remaining proceeds shall be distributed 25% to the
Litigation Trust GUC Beneficiaries and 75% to the
Litigation Trust Noteholder Beneficiaries.
The Amended Plan grants the Liquidation Trustee oversight
authority. After the Effective Date, the Litigation Trustee shall
monitor the Claims reconciliation, objection, estimation and
settlement process conducted by the Reorganized Debtors, provide
guidance to the Reorganized Debtors with respect thereto, and
address the Bankruptcy Court as it determines is necessary or
appropriate including, without limitation, by objecting to or
seeking to estimate General Unsecured Claims and Disputed Claims.
American Apparel also filed a (I) Memorandum Of Law In Support Of
Confirmation Of First Amended Joint Plan Of Reorganization Of
Debtors And Debtors In Possession and (II) Consolidated Reply To
Certain Objections To Confirmation Of First Amended Joint Plan Of
Reorganization.
Clean and blacklined versions of the First Amended Joint Plan of
Reorganization of the Debtors, dated Jan. 14, 2016, are available
at http://bankrupt.com/misc/AmericanApparel1stAmendedDS
Early last week, an investor group comprised of Hagan Capital Group
and Silver Creek Capital Partners announced that they have
submitted a $300 million offer to acquire American Apparel.
According to a press statement dated Jan. 11:
-- the Offer, which values American Apparel at $300 million,
is superior to the debtor's plan of reorganization and is
a win-win solution for the Company and all of its
stakeholders
-- the Debtor's plan is not feasible and will lead to poor
long-term recoveries for the Company's stakeholders and
put thousands of manufacturing jobs in Los Angeles at
risk
-- The acquisition proposal has the support of the Company's
founder, Dov Charney, whose leadership and vision is
central to American Apparel's long-term viability.
The American Apparel investment would be managed by PressPlay
Group, the private equity arm of San Francisco- and Shanghai-based
PressPlay Global, which is backed by Hagan and Silver Creek.
The terms of the proposal includes:
-- An investment from the Investor Group of $130 million,
including $90 million of new equity and $40 million of
a new term loan.
-- American Apparel would exit bankruptcy with approximately
$160 million of liquidity and new equity, including cash,
a new $50 million undrawn revolving credit facility, and
$90 million of equity cushion at closing, versus
approximately $75 million under the debtor's plan of
reorganization.
-- The total enterprise value of the proposed transaction is
$300 million, an attractive valuation to the debtor and
above the valuation range of $180 to $270 million
publicly stated by the debtor in its disclosure
statement. The Investor Group's offer is an upward
revision to a prior proposal submitted by the Investor
Group to the Company in December 2015.
-- The Company's pre-petition senior lenders will receive
a recovery of over 100% versus 33% to 77% under the
debtor's plan, assuming the low and high values of the
debtor's valuation range. Additionally, the unsecured
creditors will receive a recovery of ten times that under
the debtor's plan, plus the benefits from the enhanced
long-term viability of the enterprise.
Cardinal Advisors, LLC is serving as financial advisor to Mr.
Charney and Proskauer Rose LLP is serving as legal counsel to Hagan
Capital Group and Silver Creek Capital Partners.
The Confirmation hearing has been moved an hour earlier. The
hearing was first set for 10:00 a.m. (prevailing Eastern time) on
Wednesday, but has now been rescheduled at 9:00 a.m.
Counsel to the Debtors and Reorganized Debtors:
Richard L. Wynne, Esq.
Erin N. Brady, Esq.
JONES DAY
555 South Flower Street, 50th Floor
Los Angeles, CA 90071
Telephone: (213) 489-3939
Facsimile: (213) 243-2539
Email: rlwynne@jonesday.com
enbrady@jonesday.com
- and -
Scott J. Greenberg, Esq.
Michael J. Cohen, Esq.
JONES DAY
222 East 41st Street
New York, ny 10017
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
Email: sgreenberg@jonesday.com
mcohen@jonesday.com
- and -
Laura Davis Jones, Esq.
James E. O'Neill, Esq.
Joseph M. Mulvihill, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19801-8705
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: ljones@pszjlaw.com
joneill@pszjlaw.com
jmulvihill@pszjlaw.com
Counsel to the Creditors' Committee:
David M. Posner, Esq.
Gianfranco Finizio, Esq.
KILPATRICK TOWNSEND & STOCKTON LLP
The Grace Building 1114
Avenue of the Americas
New York, NY 10036-7703
Telephone: (212) 775-8764
Facsimile: (212) 658-9523
- and -
Todd C. Meyers, Esq.
Paul M. Rosenblatt, Esq.
KILPATRICK TOWNSEND & STOCKTON LLP
1100 Peachtree Street NE Suite 2800
Atlanta, GA 30309-4528
Telephone: (404) 815-6482
Facsimile: (404) 541-3307
- and -
Domenic E. Pacitti, Esq.
Richard M. Beck, Esq.
KLEHR HARRISON HARVEY BRANZBURG LLP
919 Market Street, Suite 1000
Wilmington, DE 19801-3062
Telephone: (302) 426-1189
Facsimile: (302) 426-9193
Counsel to U.S. Bank N.A., the indenture trustee:
Ira H. Goldman, Esq.
SHIPMAN & GOODWIN LLP
One Constitution Plaza
Hartford, CT 06103
Counsel to the Committee of Lead Lenders:
Gerard Uzzi, Esq.
Bradley Scott Friedman, Esq.
MILBANK, TWEED, HADLEY & McCLOY LLP
28 Liberty Street
New York, NY 10005
Telephone: (212) 530-5000
Facsimile: (212) 530-5219
- and -
Jeffrey M. Schlerf, Esq.
FOX ROTHSCHILD LLP
Citizens Bank Center
919 North Market Street, Suite 300
P.O. Box 2323
Wilmington, DE 19899-2323
Telephone: (302) 624-7444
Facsimile: (302) 656-8920
Counsel to the DIP Agent, Wilmington Trust N.A.:
Ronald Hewitt, Esq.
COVINGTON & BURLING LLP
620 Eighth Avenue
New York, NY 10018
Telephone: (212) 841-1000
Facsimile: (212) 841-1010
About American Apparel
American Apparel, Inc., American Apparel (USA), LLC, American
Apparel Retail, Inc., American Apparel Dyeing & Finishing, Inc.,
KCL Knitting, LLC and Fresh Air Freight, Inc. sought Chapter 11
bankruptcy protection (Bankr. D. Del. Proposed Lead Case No.
15-12055) on Oct. 5, 2015. The petition was signed by Hassan
Natha as chief financial officer.
The Debtors reported total assets of $199,360,934 and total
liabilities of $397,576,744.
The Debtors and their non-debtor affiliates operate a vertically
integrated manufacturing, distribution, and retail business
focused on branded fashion-basic apparel, employing approximately
8,500 employees across six manufacturing facilities and
approximately 230 retail stores in the United States and 17 other
countries worldwide.
The Debtors have engaged Jones Day as restructuring counsel,
Pachulski Stang Ziehl & Jones LLP as local counsel, Moelis &
Company as investment banker, FTI Consulting, Inc. as financial
advisor, DJM Real Estate as real estate consultant and Garden City
Group, LLC as claims and noticing agent.
AMERICAN COMMERCE: Incurs $66,000 Net Loss in Third Quarter
-----------------------------------------------------------
American Commerce Solutions, Inc., filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $66,246 on $499,839 of net sales for the three months
ended Nov. 30, 2015, compared to a net loss of $40,265 on $599,957
of net sales for the same period in 2014.
For the nine months ended Nov. 30, 2015, the Company reported a net
loss of $172,881 on $1.55 million of net sales compared to a net
loss of $78,775 on $1.68 million of net sales for the same nine
months ended Nov. 30, 2014.
As of Nov. 30, 2015, the Company had $4.77 million in total assets,
$3.20 million in total liabilities and $1.56 million in total
stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/lKEA5M
About American Commerce
American Commerce Solutions, Inc., headquartered in Bartow,
Florida, is primarily a holding company with one wholly owned
subsidiary; International Machine and Welding, Inc., is engaged in
the machining and fabrication of parts used in heavy industry, and
parts sales and service for heavy construction equipment.
American Commerce reported a net loss of $130,000 for the year
ended Feb. 28, 2015, compared to a net loss of $169,000 for the
year ended Feb. 28, 2014.
Messineo & Co., CPAs LLC, in Clearwater, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Feb. 28, 2015, citing that the Company has recurring
losses resulting in an accumulated deficit and is in default of
several notes payable. These conditions raise substantial doubt
about its ability to continue as a going concern.
AMERICAN POWER: Board to Appoint Operations Committee
-----------------------------------------------------
The Board of Directors of American Power Group Corporation will
appoint an Operations Committee to oversee the general management
of the Company's business and affairs. The committee will consist
of one designee of the holders of the Series D Preferred Stock, the
Company's chief executive officer and the Company's chief financial
officer. The committee will report to, and will be subject to the
authority of, the Board of Directors.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
American Power reported a net loss available to common stockholders
of $1.04 million on $2.95 million of net sales for the year ended
Sept. 30, 2015, compared to a net loss available to common
stockholders of $920,066 on $6.28 million of net sales for the year
ended Sept. 30, 2014.
As of Sept. 30, 2015, the Company had $11.12 million in total
assets, $11.34 million in total liabilities and a $226,217 total
stockholders' deficit.
AMERICAN POWER: Incurs $1.04 Million Net Loss in Fiscal 2015
------------------------------------------------------------
American Power Group Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss available to common stockholders of $1.04 million on $2.95
million of net sales for the year ended Sept. 30, 2015, compared to
a net loss available to common stockholders of $920,066 on $6.28
million of net sales for the year ended Sept. 30, 2014.
As of Sept. 30, 2015, the Company had $11.1 million in total
assets, $11.3 million in total liabilities and a $226,217 total
stockholders' deficit.
Liquidity and Management's Plans
"As of September 30, 2015, we had $377,146 in cash, cash
equivalents and restricted certificates of deposit and a working
capital deficit of $3,067,624. We continue to incur recurring
losses from operations, which raises substantial doubt about our
ability to continue as a going concern unless we secure additional
capital to fund our operations as well as implement initiatives to
reduce our cash burn in light of lower diesel/natural gas price
spreads and the impact it has had on our business as well as the
slower than anticipated ramp of our flare capture and recovery
business.
"Management understands that our continued existence is dependent
on our ability to generate positive operating cash flow, achieve
profitability on a sustained basis and generate improved
performance. Based on the information noted below, our fiscal 2016
operating plan, the recent $2.2 million Series D Convertible
Preferred Stock private placement closed January 8, 2016, the cash
saving initiatives that have been implemented below and anticipated
cash flows from operations, we believe we will have sufficient
resources to satisfy our cash requirements through the end of
calendar 2016."
A full-text copy of the Form 10-K is available for free at:
http://is.gd/Cc6p7B
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
AMERICAN POWER: Issues 22 Convertible Preferred Shares
------------------------------------------------------
American Power Group Corporation and certain accredited investors
entered into a purchase agreement on Jan. 8, 2016, pursuant to
which the Company issued 22 shares of its Series D Convertible
Preferred Stock at a purchase price of $100,000 per share. Each
share of Series D Preferred Stock is convertible, at any time at
the option of the holder, into 1,000,000 shares of common stock,
par value $0.01 per share, of the Company.
Upon the issuance of the Series D Preferred Stock, the Company
issued each Purchaser New Warrants to purchase two times that
number of shares of the Common Stock into which such Purchaser's
shares of Series D Preferred Stock is convertible. The New
Warrants may be exercised only for cash.
Each New Warrant included in the Shares entitles the holder to
purchase up to 2,000,000 shares of Common Stock at an exercise
price of $0.10 per share. The New Warrants may be exercised at any
time with respect to not more than one-half of the number of shares
of Common Stock for which each of the New Warrants is exercisable
until such time as the Company has filed a certificate of amendment
to its Restated Certificate of Incorporation with the Secretary of
State of the State of Delaware increasing the number of authorized
shares of Common Stock from 200,000,000 to 350,000,000 shares.
Upon the filing of the certificate of amendment, the New Warrants
may be exercised for the remaining shares. If the holders of a
majority of the New Warrants (measured with reference to the number
of shares of Common Stock issuable from time to time upon the
exercise of all New Warrants) exercise their New Warrants in whole
or part, the holders of all New Warrants are required to exercise a
pro rata portion of their New Warrants. The New Warrants are
initially exercisable for a period of five years. However, (a) if
the certificate of amendment is not effective by Jan. 8, 2017, then
the New Warrants will remain exercisable, with respect to the
Contingent Shares only, until Jan. 8, 2022; and (b) if the
certificate of amendment is not effective by Jan. 8, 2018, then the
New Warrants will remain exercisable, with respect to all of the
shares underlying the New Warrants, until Jan. 8, 2026. In
addition, if the certificate of amendment is not effective by Jan.
8, 2018, the Company will incur certain monetary penalties payable
to the holders of the New Warrants.
The Company has agreed to take all action reasonably necessary to
convene a meeting of its stockholders to be held at the earliest
practicable time for the purpose of approving the certificate of
amendment.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
American Power reported a net loss available to common stockholders
of $1.04 million on $2.95 million of net sales for the year ended
Sept. 30, 2015, compared to a net loss available to common
stockholders of $920,066 on $6.28 million of net sales for the year
ended Sept. 30, 2014.
As of Sept. 30, 2015, the Company had $11.1 million in total
assets, $11.3 million in total liabilities, and a $226,000 total
stockholders' deficit.
AMERICAN POWER: Matt van Steenwyk Has 54.9% Stake as of Jan. 8
--------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Matthew van Steenwyk disclosed that as of Jan. 8, 2016,
he beneficially owns 59,618,146 shares of common stock of American
Power Group Corporation, representing 54.9 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/FMmtZ7
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
American Power reported a net loss available to common stockholders
of $1.04 million on $2.95 million of net sales for the year ended
Sept. 30, 2015, compared to a net loss available to common
stockholders of $920,066 on $6.28 million of net sales for the year
ended Sept. 30, 2014.
As of Sept. 30, 2015, the Company had $11.12 million in total
assets, $11.34 million in total liabilities and a $226,217 total
stockholders' deficit.
ATLANTIC CITY, NJ: Takeover Bid Puts Pressure on Local Officials
----------------------------------------------------------------
Martin Bricketto at Bankruptcy Law360 reported that New Jersey
legislation allowing a state takeover of Atlantic City's finances
increases the pressure on local officials to make drastic
structural changes, including monetizing municipal assets, or face
what could be a last ditch attempt to avoid bankruptcy and another
black eye for the local casino market.
The bill that state Senate President Steve Sweeney, D-Gloucester,
and others introduced on Jan. 12, 2016, which could displace local
officials' financial powers for a 15-year period, was a very public
shot across the bow for Atlantic City officials.
BIOPLAN USA: S&P Cuts CCR to B- on Weak Post-Merger Credit Metrics
------------------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on U.S.-based global sampling provider
Bioplan USA Inc. to 'B-' from 'B'. The rating outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's first-lien debt to 'B' from 'B+'. The '2' recovery
rating remains unchanged, indicating S&P's expectation for
substantial recovery (70%-90%; lower half of the range) of
principal in the event of a payment default.
S&P also lowered its issue-level rating on Bioplan's second-lien
term loan to 'CCC+' from 'B-'. The '5' recovery rating remains
unchanged, indicating S&P's expectation for modest recovery
(10%-30%; lower half of the range) of principal in the event of a
payment default.
The downgrades reflect Bioplan's significant underperformance
relative to S&P's expectations for revenue, EBITDA margins, and
cash flow since its merger in September 2014. The company's
operating performance has been negatively affected by a confluence
of factors, including negative foreign exchange effects, decreased
sales volumes with key clients, pricing pressure from competitors,
and unfavorable product mix shifts. "We believe that these
factors, especially pricing pressure and product mix shifts, will
remain operational risks in 2016 and beyond," said Standard &
Poor's credit analyst Scott Zari. "If the company is unable to
demonstrate sustainable revenue growth, improve its operating
efficiency, and generate positive discretionary cash flow in 2016,
we will likely lower the rating one notch to 'CCC+' to reflect the
current capital structure's unsustainability at these depressed
operating levels."
The negative rating outlook reflects the risk that Bioplan may not
successfully resolve the operating challenges it experienced in
2015 and underperform our expectations for 2016, causing its credit
metrics and cash flow to further deteriorate.
S&P could lower its corporate credit rating on Bioplan if the
company is unable to stabilize its revenue trends, maintain
adjusted EBITDA margins above 15%, and generate positive
discretionary cash flow. This would likely result from volume and
pricing pressure from key customers, foreign exchange headwinds,
and the company's inability to execute on management initiatives to
improve operating performance.
S&P could revise the outlook to stable if the company's performance
exceeds S&P's expectations, its debt leverage decreases below 7x,
and it demonstrates an ability to sustainably generate
discretionary cash flow above $15 million. This could occur if
Bioplan increases revenue in the mid-single-digit percent area and
attains an adjusted EBITDA margin higher than 16%.
BLACKMAN COMMUNITY: Case Summary & 13 Top Unsecured Creditors
-------------------------------------------------------------
Debtor: Blackman Community Water System Inc.
7626 Highway 189 N
Baker, FL 32531
Case No.: 16-30031
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
Northern District of Florida (Pensacola)
Judge: Hon. Jerry C. Oldshue Jr.
Debtor's Counsel: Ashley B. Rogers, Esq.
CHESSER & BARR, P.A.
398 N. Main St., Ste. B
Crestview, FL 32536
Tel: 850-683-9945
Fax: 850-398-6911
Email: rogers@chesserbarr.com
Total Assets: $5.32 million
Total Liabilities: $1.96 million
The petition was signed by Randall Ward, president.
A list of the Debtor's 13 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flnb16-30031.pdf
BLUE RACER: S&P Lowers CCR to 'B', Outlook Stable
-------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit
rating on Blue Racer Midstream LLC (Blue Racer) to 'B' from 'B+'.
The rating outlook is stable.
In addition, S&P lowered the issue-level rating on the $850 million
senior unsecured notes due 2022 to 'B-' from 'B'. The recovery
rating on this debt is unchanged at '5', indicating expectations
for modest (10% to 30%; upper half of the range) recovery of
principal if a payment default occurs.
At the same time, S&P lowered the issue-level rating on the senior
secured revolving credit facility to 'BB-' from 'BB'. The recovery
rating on this debt remains '1', indicating expectations for very
high (90% to 100%) recovery in the event of payment default.
"The downgrade on Blue Racer reflects the anticipated impact of
weaker commodity prices on the company's volumetric growth and
forecasted cash flows," said Standard & Poor's credit analyst Mike
Llanos. Although the direct impact of weaker commodity prices on
Blue Racer's cash flows are minimal because over 90% of cash flows
are fee-based, S&P expects volumes of natural gas and natural gas
liquids (NGL) will be lower than previously anticipated, which will
lead to weaker credit measures over the next two years. S&P
forecasts adjusted debt to EBITDA to exceed 5x for the next 18 to
24 months, and as a result revised S&P's assessment of the
company's financial risk profile to "highly leveraged" from
"aggressive". S&P continues to expect volumetric growth, albeit at
a lower rate than its prior forecast. In addition, S&P believes
Blue Racer's producer customers adds risk.
The stable outlook reflects S&P's view that Blue Racer will have
adequate liquidity through the challenging commodity price
environment. S&P projects adjusted debt to EBITDA above 5x through
2017 mainly due to lower volumes of natural gas and natural gas
liquids gathered and processed.
S&P could lower the rating if liquidity deteriorates or if it
expects further reductions in volumes such that Blue Racer sustains
debt to EBITDA above 6x.
S&P could raise the rating if volumes grow at a faster rate than it
anticipates such that adjusted debt to EBITDA falls below 5x.
BLUE SUN ST. JOE: Judge Conditionally Approved Plan Outline
-----------------------------------------------------------
A U.S. bankruptcy judge signed off on an order conditionally
approving the outline of the liquidating plan proposed by Blue Sun
St. Joe Refining LLC.
Judge Arthur Federman approved the disclosure statement after the
unsecured creditors' committee consented to its approval, subject
to its right to object to the outline in advance of a hearing.
The bankruptcy judge set a Feb. 12 hearing to consider final
approval of the outline and the liquidating plan. Objections must
be filed on or before 7 days prior to the hearing.
Blue Sun's proposed plan will be funded from what's left of the
estate after the sale of most of its assets to Joann Horton Family
Limited Partnership, the company's pre-bankruptcy lender, or to the
winning bidder.
The Missouri-based company will hold an auction for its assets on
Feb. 11 if it receives multiple bids. Joann Horton's $3.75 million
offer will serve as the stalking horse bid at the auction.
About Blue Sun St. Joe
Originally founded in 2001 as SunFuels, Inc., privately-held Blue
Sun Energy Inc. introduced biodiesel into the existing petroleum
fuels pool by focusing on an integrated approach to addressing
market needs. In 2004, Blue Sun Energy developed the proprietary
Fusion(TM) brand of biodiesel fuel. Early in 2012, Blue Sun
Biodiesel also established a downstream terminal presence for
biodiesel blending in Knoxville, TN. In 2012, Blue Sun St. Joe
Refining began operating the St. Joe refinery to produce
high-quality biodiesel for wholesale distribution.
Blue Sun St. Joe Refining, LLC, and its three affiliates sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D.
Mo., Case No. 15-42231) on July 31, 2015. The cases are assigned
to Judge Arthur B. Federman.
The Debtors engaged as bankruptcy counsel Jeffrey A. Deines, Esq.,
at Lentz Clark Deines PA, in Overland Park, Kansas; and Todd A.
Burgess, Esq., John R. Clemency, Esq., and Lindsi M. Weber, Esq.,
at Gallagher & Kennedy, P.A., in Phoenix, Arizona. MCA Financial
Group, Ltd. serves as their financial advisors.
The Official Committee of Unsecured Creditors retained Stinson
Leonard Street LLP as its counsel.
BOREAL WATER: Exercises Right of Refusal of Property Sale
---------------------------------------------------------
Boreal Water Collection, Inc., through a letter from its legal
counsel, Billig Loughlin & Baer, LLP, exercised its First Right of
Refusal as outlined in the agreements between Leisure Time Spring
Water, Inc., Alpine Farms, Inc., Andrew J. Krieger and Suri Levow
Krieger, dated Nov. 1, 1995, and amended on April 25, 2000.
The Agreement provides Leisure Time the exclusive right to draw
water and use the artesian spring, water supply and existing
facility upon Town of Callicoon SBL No. 4-1-14.1; in addition to a
first right of refusal if the owner contracts to sell the subject
property. The Company is the successor to Leisure Time.
A $60,000 check was tendered as down payment for the Contract of
Sale; 10% of the purchase price of $600,000. The Contract for Sale
is the purchase of the Property by Purchaser Heather Tilton, dated
(signed by the Seller) on Dec. 2, 2015. The Company has a right to
match the Contract of Sale on a first refusal basis; as aforesaid.
Billig Loughlin makes note of an error in the closing date of the
Contract of Sale, assuming May 18, 2016, is the correct closing
date.
About Boreal Water
Kiamesha Lake, N.Y.-based Boreal Water Collection, Inc., is a
personalized bottled water company specializing in premium custom
bottled water.
Boreal Water reported a net loss of $886,000 on $2.41 million of
sales for the year ended Dec. 31, 2014, compared with net income of
$613,000 on $2.15 million of sales for the year ended Dec. 31,
2013.
As of March 31, 2015, the Company had $3 million in total assets,
$2.68 million in total liabilities, and $314,000 in total
stockholders' equity.
Terry L. Johnson, CPA, in Casselberry, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014. The accounting firm noted that the
Company has incurred a deficit of approximately $3.6 million and
has used approximately $800,000 of cash due to its operating
activities in the two years ended Dec. 31, 2014. The Company may
not have adequate readily available resources to fund operations
through Dec. 31, 2015. This raises substantial doubt about the
Company's ability to continue as a going concern.
CAJUN GLOBAL: Moody's Puts Ba1 Rating on A-1 Debt Under Review
--------------------------------------------------------------
Moody's Investors Service has placed under review for possible
downgrade two classes of notes issued in the Cajun Global, LLC,
whole-business securitization. The transaction is backed by mostly
existing and future revenue-generating assets of Church's Holding
Corporation, owner and operator of quick service restaurants under
the brand names of Church's Chicken and Texas Chicken, which
operate in the U.S. and internationally. Specific collateral assets
include intellectual property assets, franchise and development
agreements, profits from the company-owned restaurants, real estate
assets and rental income.
The complete rating actions are as follows:
Issuer: Cajun Global LLC, Series 2011-1
Cl. A-1 Senior Secured Revolving Notes, Ba1 (sf) Placed Under
Review for Possible Downgrade; previously on Sep 30, 2014
Downgraded to Ba1 (sf)
Cl. A-2 Senior Secured Notes, Ba1 (sf) Placed Under Review for
Possible Downgrade; previously on Sep 30, 2014 Downgraded to Ba1
(sf)
RATINGS RATIONALE
The reviews for downgrade are prompted by weaker than expected
revenues and net cash flows to the transaction, and the resulting
negative trends in the main performance indicators. The debt
service coverage ratio (i.e., the ratio of the annual net cash flow
to the required interest and principal payments for the year) has
declined to 1.56x as of November 2015 from 1.82x reported in
November 2014. During the same period, the number of stores in the
transaction has decreased from 1662 to 1610 in addition to decline
in the same store sales growth. Furthermore, profits from the
company-owned stores have declined substantially since the November
2014 reporting date. During the review period we will explore the
reasons for the weakening trends and conduct a detailed cash flow
analysis.
The principal methodology used in these ratings was "Moody's
Approach to Rating Operating Company Securitizations" published in
December 2015. Please see the Credit Policy page on www.moodys.com
for a copy of this methodology.
Factors that would lead to an upgrade or downgrade of the rating:
Up
Improvements in collections and net cash flow, leading to decreases
in leverage and increases in the debt service coverage ratio.
Down
Further reductions in collections and net cash flow, leading to
increases in leverage and declines in the debt service coverage
ratio.
CAL DIVE: Court Grants Akin Gump's $891K Fees, Expenses
-------------------------------------------------------
Judge Christopher S. Sontchi of the United States Bankruptcy Court
for the District of Delaware allowed the first interim fee
application filed by Akin Gump Strauss Hauer & Feld LLP in the
amount of $880,210 for fees rendered and $11,025 for reimbursement
of expenses.
Akin Gump filed its first interim application as co-counsel to the
official committee of unsecured creditors for allowance of
compensation and reimbursement of expenses incurred for the period
from March 17, 2015, through and including May 31, 2015. Akin Gump
sought fees in the amount of $973,628 and expenses in the amount of
$20,206. The fee application was later modified to $880,210.00 in
fees and $11,025.36 in expenses.
The Bank of America, N.A., as agent for the lenders under the DIP
Facility Agreement, objected to the fee application and sought a a
reduction in the total amount of $397,115.33.
Judge Sontchi, however, did not find Akin Gump's fees to be vastly
disproportionate. The judge found that Akin Gump billed
approximately 30% of the counsel fees incurred in the first interim
period. Thus, Judge Sontchi allowed Akin Gump's interim fee
application, though subject to Akin Gump's final fee application.
The case is In re: CAL DIVE INTERNATIONAL, INC., et al., Chapter
11, Debtors, Case No. 15-10458 (CSS), Jointly Administered (Bankr.
D. Del.).
A full-text copy of Judge Sontchi's December 28, 2015 memorandum
order is available at http://is.gd/A41E0Ofrom Leagle.com.
Cal Dive International, Inc. is represented by:
Rachel Layne Biblo, Esq.
Mark D. Collins, Esq.
Michael Joseph Merchant, Esq.
Amanda R. Steele, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square, 920 North King Street
Wilmington, DE 19801
Tel: (302)651-7700
Fax: (302)651-7701
Email: biblo@rlf.com
collins@rlf.com
merchant@rlf.com
steele@rlf.com
-- and --
George Davis, Esq.
Andrew M. Parlen, Esq.
Daniel S. Shamah, Esq.
O'MELVENY & MYERS LLP
Times Square Tower
7 Times Square
New York, NY 10036
Tel: (212)326-2000
Fax: (212)326-2061
Email: gdavis@omm.com
aparlen@omm.com
dshamah@omm.com
-- and --
Peter Friedman, Esq.
O'MELVENY & MYERS LLP
1625 Eye Street, NW
Washington, DC 20006
Tel: (202)383-5300
Fax: (202)383-5414
Email: pfriedman@omm.com
-- and --
Suzzanne Uhland, Esq.
O'MELVENY & MYERS LLP
Two Embarcadero Center, 28th Floor
San Francisco, CA 94111
Tel: (415)984-8700
Fax: (415)984-8701
Email: suhland@omm.com
United States Trustee is represented by:
Benjamin A. Hackman, Esq.
OFFICE OF THE UNITED STATES TRUSTEE
844 King Street Suite 2207
Lockbox 35
Wilmington, DE 19801
Tel: (302)573-6491
Fax: (302)573-6497
Kurtzman Carson Consultants LLC is represented by:
Albert Kass, Esq.
KURTZMAN CARSON CONSULTANTS, LLC
1290 Avenue of the Americas 9th Floor
New York, NY 10104
Tel: (917)281-4800
Email: akass@kccllc.com
Official Committee of Unsecured Creditors is represented by:
Kevin M. Eide, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
Robert S. Strauss Building
1333 New Hampshire Avenue, N.W.
Washington, DC 20036-1564
Tel: (202)887-4000
Fax: (202)887-4288
Email: keide@akingump.com
-- and --
Meredith A. Lahaie, Esq.
Lauren R. Lifland, Esq.
Abid Qureshi, Esq.
Nicholas P. Stabile, Esq.
Michael S. Stamer, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
One Bryant Park
Bank of America Tower
New York, NY 10036-6745
Tel: (212)872-1000
Fax: (212)872-1002
Email: mlahaie@akingump.com
llifland@akingump.com
aqureshi@akingump.com
nstabile@akingump.com
mstamer@akingump
-- and --
Evelyn J. Meltzer, Esq.
John Henry Schanne, II, Esq.
David B. Stratton, Esq.
PEPPER HAMILTON LLP
Hercules Plaza, Suite 5100
1313 Market Street
Wilmington, DE 19899-1709
Tel: (302)777-6500
Fax: (302)421-8390
Email: meltzere@pepperlaw.com
schannej@pepperlaw.com
strattond@pepperlaw.com
About Cal Dive
Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe. Cal Dive and
its U.S. subsidiaries filed simultaneous voluntary petitions
(Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015.
Through the Chapter 11 process, the Company intends to sell non-
core assets and intends to reorganize or sell as a going concern
its core subsea contracting business.
Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.
The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker
LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent. The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.
The U.S. Trustee for Region 3 amended the committee of unsecured
creditors in the case from five-member committee to four members.
The Committee retained Akin Gump Strauss Hauer & Feld LLP and
Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC
as exclusive investment banker.
Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.
CANCER GENETICS: Hal Mintz Reports 4.9% Stake as of Dec. 31
-----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Hal Mintz, et al., disclosed that as of Dec. 31, 2015,
they beneficially own 531,531 shares of common stock of Cancer
Genetics, Inc., representing 4.99 percent of the shares
outstanding. A copy of the regulatory filing is available at
http://is.gd/xCZQDF
About Cancer Genetics
Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage
diagnostics company focused on developing and commercializing
proprietary genomic tests and services to improve and personalize
the diagnosis, prognosis and response to treatment (theranosis) of
cancer.
Cancer Genetics reported a net loss of $16.6 million in 2014, a net
loss of $12.4 million in 2013 and a net loss of $6.66 million in
2012.
As of Sept. 30, 2015, the Company had $35.97 million in total
assets, $13.66 million in total liabilities and $22.31 million in
total stockholders' equity.
CHART INDUSTRIES: S&P Affirms 'BB-' CCR Then Withdraws Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit rating on Garfield Heights, Ohio-based Chart Industries Inc.
At the same time, S&P affirmed its 'BB-' issue-level ratings on
the company's subordinated debt, with a '3' recovery rating,
indicating its expectation of meaningful recovery (50% to 70%,
lower half of the range) in the event of a payment default.
S&P then withdrew the corporate credit and debt ratings at the
company's request.
CHECKERS DRIVE IN: S&P Affirms 'B-' CCR then Withdraws Rating
-------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its ratings on
Tampa-based Checkers Drive In Restaurants Inc., including its 'B-'
corporate credit rating. Subsequently, S&P withdrew the ratings at
the company's request following the redemption of the company's
$160 million senior notes due December 2017. At the time of
withdrawal, the outlook was stable.
CHENG & COMPANY: MR 619's Claim Allowed for Plan Voting Purposes
----------------------------------------------------------------
Judge S. Martin Teel, Jr., of the United States Bankruptcy Court
for the District of Columbia temporarily allowed the claim of MR
619 H Street Capital LLC in its full amount for purposes of voting
on the most recent plan of reorganization filed by debtor Cheng &
Company, L.L.C.
MR 619's claim relates to a Purchase and Sale Agreement entered
into on December 21, 2012, between Cheng, MR 619 and other parties.
Under the agreement, MR 619 would purchase Cheng's property known
as the H Street Property if certain acquisition requirements were
timely met. MR 619 made a deposit upon which Cheng may make
withdrawals, but with the obligation to refund such withdrawals in
the event that the sale does not push through. Such obligation was
evidenced by a note and secured by a deed of trust. MR 619
eventually canceled the sale when the H Street acquisition
requirements were not timely met. MR 619 then filed a proof of
claim asserting a secured claim in the amount of $1,378,245 for
"Money Loaned under Note and Deed of Trust."
Cheng objected to the claim, asserting that it is entitled to
rescind the deed of trust securing MR 619's claim and to recover
damages suffered by it as a result of the breach of certain
obligations, which damages are a complete offset to the amounts
owed to MR 619.
MR 619 requested pursuant to Bankruptcy Rule 3018(a) that its claim
be temporarily allowed for the purpose of voting on the debtor's
plan of reorganization.
Judge Teel found that the MR 619 could not be held liable for the
obligations asserted by Cheng, as these pertained to the separate
sale of property known as the Eye Street Property to another
purchaser. The judge pointed out that, although the sales were
addressed in the same agreement, the agreement made clear that the
H Street Property sale and the Eye Street Property sale were
independent of each other.
The case is In re CHENG & COMPANY L.L.C., Chapter 11, Debtor, No.
15-00014 (Bankr. D.C.).
A full-text copy of Judge Teel's December 18, 2015 memorandum
decision is available at http://is.gd/Nr78ydfrom Leagle.com.
Cheng & Company L.L.C. is represented by:
Ronald Jay Drescher, Esq.
DRESCHER & ASSOCIATES
4 Reservoir Circle, Suite 107
Baltimore, MD 21208
Tel: (410)484-9000
Email: rondrescher@drescherlaw.com
-- and --
Bradshaw Rost, Esq.
TENENBAUM & SAAS, PC
4504 Walsh Street
Chevy Chase, MD 20815
Tel: (301)961-5300
Fax: (301)961-5305
U.S. Trustee for Region Four is represented by:
Bradley D. Jones, Esq.
U.S. TRUSTEE'S OFFICE
115 South Union Street, Plaza Level Suite 210
Alexandria, VA 22314
Tel: (703)557-7176
Fax: (703)557-7279
Cheng & Company L.L.C., based in Washington, DC, filed for Chapter
11 bankruptcy (Bankr. D.D.C. Case No. 15-00014) on January 13,
2015. Cheng said it is a Single Asset Real Estate debtor. The
Hon. Martin Teel, Jr. presides over the case. Ronald Jay
Drescher,
Esq., at Drescher & Associates, serves as counsel to the Debtor.
In its petition, the Debtor listed total assets of $5 million and
total liabilities of $4.98 million. The petition was signed by
Anthony Cheng, member. A list of the Debtor's two largest
unsecured creditors is available for free at
http://bankrupt.com/misc/dcb15-00014.pdf
CHICAGO EDUCATION BOARD: S&P Lowers Rating on GO Bonds to 'B+'
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating and
underlying rating (SPUR) on Chicago Board of Education's general
obligation (GO) bonds to 'B+' from 'BB' and kept the ratings on
CreditWatch with negative implications while it continues to
monitor the board's efforts to maintain sufficient liquidity to
meet its financial obligations. At the same time, S&P assigned its
'B+' rating, on CreditWatch with negative implications, to the
board's series 2016A and taxable series 2016B unlimited-tax GO
bonds (dedicated revenues).
"The rating action reflects our view of the board's low liquidity
and significant reliance on market access to continue supporting
operating and debt-service expenses," said credit analyst Jennifer
Boyd. "We also believe the board's lack of progress in addressing
its structural imbalance further weakens its credit quality. In
our view, adverse business, financial, or economic conditions will
likely impair the board's capacity or willingness to meet its
financial commitments."
The CreditWatch reflects S&P's view that it could lower the rating
further during the next six months if the board cannot demonstrate
that Chicago Public Schools has sufficient liquidity to address
costs.
The rating is based on S&P's view of the board's:
-- Reliance on market access, including the successful sale of
a portion of the pending issuance of bonds, to maintain
sufficient liquidity to meet its operating and debt service
obligations in fiscal 2016;
-- Low liquidity, with current cash-flow projections showing
the board ending fiscal 2016 with just $33 million in cash
(less than 1% of fiscal 2015 general operating fund
expenditures) after depleting the $870 million of proceeds
from tax-anticipation notes and its line of credit to make
its June pension payment and without an additional fiscal
year 2017 line of credit;
-- Fiscal 2016 budget, which relies on $480 million in
assistance from the state that has not been secured and $334
million in one-time resources through the use of reserves
and refundings to push off debt service payments to future
years;
-- Preliminary fiscal 2017 budget avenues that include $458
million in assistance from the state that has not been
secured, $170 million in an elimination of the 7% employee
pension contribution paid by union members that has not been
successfully negotiated, and a $170 million property tax
levy for pensions that still needs state authorization to be
enacted;
-- Negotiations with the Chicago Teachers' Union for a new
labor contract, which are ongoing and present additional
challenges with the board pushing for employees to pay more
of their share of the pension contributions; and
-- Limited revenue-raising flexibility.
COLT DEFENSE: Gets Court Nod to Rework Chapter 11 Plan
------------------------------------------------------
Matt Chiappardi at Bankruptcy Law360 reported that a Delaware
bankruptcy judge on Jan. 11, 2016, agreed to allow Colt Defense to
modify its Chapter 11 plan with certain noteholders agreeing to
pick up part of $15 million in new money-funding needed to complete
the reorganization that majority stakeholder Sciens Capital
Management had defaulted on.
During an emergency hearing in Delaware, U.S. Bankruptcy Judge
Laurie Selber Silverstein said she would green-light a proposed
order that changes the funding sources for an equity commitment
agreement to help Colt Defense LLC either lease or purchase.
About Colt Defense
Colt Defense LLC is one of the world's oldest and most iconic
designers, developers, and manufacturers of firearms for military,
law enforcement, personal defense, and recreational purposes and
was founded over 175 years ago by Samuel Colt, who patented the
first commercial successful revolving cylinder firearm in 1836 and
began supplying U.S. and international military customers with
firearms in 1847. Colt is incorporated in Delaware and
headquartered in West Hartford, Connecticut.
In 1992, Colt Manufacturing Company, then the principal operating
subsidiary, filed chapter 11 petitions (Bankr. D. Conn.). An
investment by Zilkha & Co. allowed CMC to confirm a chapter 11
plan and emerge from Bankruptcy in 1994.
Sometime after 1994, majority ownership of the Company
Transitioned from Zilkha & Co. to Sciens Capital Management.
Colt Holding Company LLC and nine affiliates, including Colt
Defense LLC, on June 14, 2015, filed voluntary petitions (Bankr.
D. Del. Lead Case No. 15-11296) for relief under Chapter 11 of the
Bankruptcy Code to pursue a sale of the assets as a going concern.
Colt Defense estimated $100 million to $500 million in assets and
debt.
On June 16, 2015, the Court directed the joined administration of
the assets.
The Debtors tapped Richards, Layton & Finger, P.A., and O'Melveny
& Myers LLP, as attorneys, and Kurtzman Carson Consultants LLC as
claims and noticing agent. Perella Weinberg Partners L.P. is
acting as financial advisor of the Company, and Mackinac Partners
LLC is acting as its restructuring advisor.
Wilmington Savings Fund Society, FSB, as agent under the $13.3
million Term DIP Loan Agreement, is represented by Pryor Cashman
LLP's Eric M. Hellige, Esq.; and Willkie Farr & Gallagher LLP's
Leonard Klingbaum, Esq.
Cortland Capital Market Services LLC, as agent under the $6.67
million Senior DIP Credit Agreement, is represented by Holland &
Knight LLP's Joshua M. Spencer, Esq.; Stroock & Stroock & Lavan
LLP's Brett Lawrence, Esq.; and Osler, Hoskin & Harcourt LLP's
Richard Borins, Esq., and Tracy Sandler, Esq.
The U.S. Trustee for Region 3 appointed five creditors of Colt
Defense Inc. and its affiliates to serve on the official committee
of unsecured creditors. MagPul Industries Corp. has resigned from
the committee leaving only four Committee members.
Sciens Capital is represented by Skadden, Arps, Slate, Meagher &
Flom LLP's Anthony W. Clark, Esq., and Jason M. Liberi, Esq.
CRESTWOOD MIDSTREAM: S&P Lowers CCR to 'BB-', Outlook Negative
--------------------------------------------------------------
Standard & Poor's Ratings Services lowered its corporate credit and
senior unsecured debt ratings on Crestwood Midstream Partners L.P.
(Crestwood) to 'BB-' from 'BB'. The outlook is negative.
The '4' recovery rating on the senior unsecured debt is unchanged.
The '4' recovery rating indicates that lenders can expect average
(50% to 70%; lower half of the range) recovery if a payment default
occurs.
"The downgrade reflects Crestwood's weaker credit measures
resulting from the impact that lower commodity prices have on the
partnership's volumes in the Marcellus and Bakken shale areas,"
said Standard & Poor's credit analyst Mike Llanos. Although the
majority of cash flows are fee-based, S&P expects the prolonged
period of low commodity prices to result in lower volumes than it
previously expected. S&P now forecasts adjusted debt to EBTIDA to
remain above 5x compared to its previous expectations of adjusted
debt to EBTIDA of about 4.5x.
The negative outlook reflects S&P's expectation that credit
measures will continue to be pressured due to weaker-than-expected
volumes in the Marcellus and the Bakken shale regions resulting in
adjusted debt to EBITDA above 5x.
S&P could lower the ratings if the partnership's adjusted debt to
EBITDA is expected to exceed 5x and S&P do not see a clear path to
delever due to operational underperformance or decrease in volumes
from forecasted levels. S&P could also lower ratings if demand
weakens in the transportation and storage segment.
Although not expected over the next few months, S&P could revise
the outlook to
stable if adjusted debt to EBITDA improves to 4.5x on a sustained
basis.
ELBIT IMAGING: Seeks to Dismiss "Kelsi" Derivative Claim
--------------------------------------------------------
Elbit Imaging Ltd. disclosed that a mutual request has been filed
with the Court to dismiss a motion for approval of a derivative
claim against the Company's and its directors.
On Sept. 25, 2015, Mr. Shlomi Kelsi, a director of the Company,
filed the Motion which alleges, among other things, a breach of
fiduciary duty and duty of care by the Company's directors as a
result of resolutions that were taken in recent Board meetings.
The Claim further alleges, that those resolutions should be void or
at least to be declared as voidable. The regard resolutions mainly
concerning the approval of the board to convey a shareholders
meeting of the Company to re-elect the Company's board members, and
the convening of extraordinary general meeting in Plaza Centers NV
a subsidiary of the Company to dismiss certain directors from their
position as board members in Plaza.
Both the applicant and the respondents have agreed to avoid taking
any further legal procedures with respect to any actions taken as
part of the Company and its subsidiaries' activity.
The Motion dismissal is subject to the court decision.
About Elbit Imaging
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
holds investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
ENCLAVE AT BOYNTON: Have Until Nov. to Sell, Refinance Properties
-----------------------------------------------------------------
Mike Seemuth at Sun-Sentinel reports that Enclave at Boynton Waters
Properties, LLC, et al., will try to sell or refinance properties
in Broward and Palm Beach counties, Florida, to pay off defaulted
debt.
Sun-Sentinel relates that under an agreement reached in Bankruptcy
Court, the Debtors have 11 months to sell or refinance three vacant
lots in Hillsboro Beach and an unfinished gated community for 72
homes near Boynton Beach, called Enclave at Boynton Waters.
The properties have until mid-November to refinance, sell or
develop, Sun-Sentinel states, citing Bradley Shraiberg, Esq., the
attorney for the Debtors.
"We're looking at all possibilities. The properties are being
heavily marketed. This deal gives us some breathing room," the
report quoted Mr. Shraiberg as saying.
About Enclave at Boynton
Enclave at Boynton Waters Properties, LLC, et al., filed Chapter 11
bankruptcy petitions (Bankr. S.D. Fla. Case Nos. 15-26141,
15-26143, 15-26148, 15-26152, 15-26155, 15-26156, 15-26162 and
15-26165) on Sept. 8, 2015. The petitions were signed by John B.
Kennelly as manager. Erik P. Kimball is assigned to the
first-filed case (15-26141).
On Oct. 7, 2015, the Court ordered that the Debtor's cases will be
jointly administered under Lead Case No. 15-26155.
The Debtors own various parcels of real property that constitute
the collateral of the same secured lender, BI Boca Boynton
Portfolio, LLC.
F-SQUARED INVESTMENT: Court Confirms Ch. 11 Liquidation Plan
------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware on Jan. 14, 2016, signed an order
confirming the joint Chapter 11 plan of liquidation proposed by
F-Squared Investment Management, LLC, et al., and the Official
Committee of Unsecured Creditors.
The Liquidation Plan provides that holders of Class 3 - General
Unsecured Claims are estimated to recover 6.0% to 11.9% of the
total allowed claim amount.
As of the General Bar Date, the Debtors received or scheduled the
following Claims:
No. of
Claim Priority Claims Amount of Claims
-------------- ------ ----------------
Secured Claims 9 $112,512
Admin. Claims 2 $367,540
Priority Non-Tax Claims 43 $588,121
Priority Tax Claims 8 $24,811
Unsecured Claims 375 $2,654,222,161
Of the General Unsecured Claims mount, approximately $512 million
constitutes Intercompany Claims (which are being eliminated by
virtue of the substantive consolidation proposed under the Plan),
significant portions thereof are currently and will in the future
be subject to objection on various substantive and non-substantive
grounds and $2.0 billion constitutes four proofs of Claim in the
amount of $500 million each filed by the Youngers Plaintiffs in
connection with the Youngers Litigation. The Debtors have
already objected to one of the Youngers Plaintiffs' proofs of
Claim as being duplicative and have filed an objection to the
remaining three proofs of Claim.
Kevin Martin, a director of BMC Group, Inc., the voting agent for
F-Squared Investment Management, LLC, et al., filed a declaration
informing the U.S. Bankruptcy Court for the District of Delaware
that 97.44% of the holders of Class 3 - General Unsecured Claims,
which is the only class of claims entitled to vote under the Joint
Chapter 11 Plan of Liquidation, voted to accept the Plan.
About F-Squared Investment
Headquartered in Wellesley, MA, F-Squared Investments, Inc. --
http://www.f-squaredinvestments.com-- is a privately owned
investment manager. The firm primarily provides its services to
other investment advisers. It also caters to individuals, high
net worth individuals, and pension and profit sharing plans. The
firm provides index management services. It manages separate
client-focused equity, fixed income, and multi-asset portfolios.
The firm invests in the public equity, fixed income, and
alternative investment markets across the globe. It makes all its
investments through exchange-traded funds. The firm invests in
small-cap stocks of companies across diversified sectors.
F-Squared Investment Management, LLC and eight of its affiliates
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case
No. 15-11469) on July 8, 2015. The petition was signed by Laura
Dagan as president and chief executive officer. The cases are
assigned to Laurie Selber Silverstein.
Richards, Layton & Finger, P.A. serves as the Debtors' counsel.
Gennari Aronson, LLP represents the Debtors as special corporate
counsel. Grail Advisory Partners LLC (d/b/a PL Advisors) and
Managed Account Services, LLC act as the Debtors' financial
advisors and investment bankers. Stillwater Advisory Group LLC is
the Debtors' crisis managers and restructuring advisors. BMC
Group, Inc. acts as the Debtors' claims and noticing agent.
GREYSTONE LOGISTICS: Incurs $22,000 Net Loss in Second Quarter
--------------------------------------------------------------
Greystone Logistics, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common stockholders of $22,420 on $4.42 million of
sales for the three months ended Nov. 30, 2015, compared to a net
loss attributable to common stockholders of $796,121 on $3.92
million of sales for the same period in 2014.
For the six months ended Nov. 30, 2015, the Company reported a net
loss attributable to common stockholders of $113,735 on $9.99
million of sales compared to a net loss attributable to common
stockholders of $581,623 on $9.99 million of sales for the six
months ended Nov. 30, 2014.
As of Nov. 30, 2015, the Company had $15.06 million in total
assets, $16.21 million in total liabilities and a total deficit of
$1.15 million.
A full-text copy of the Form 10-Q is available for free at:
http://is.gd/fJnAXk
About Greystone Logistics
Tulsa, Okla.-based Greystone Logistics, Inc. (OTC BB: GLGI.OB -
News) -- http://www.greystonelogistics.com/-- manufactures and
sells plastic pallets through its wholly owned subsidiary,
Greystone Manufacturing, LLC. Greystone sells its pallets through
direct sales and a network of independent contractor distributors.
Greystone also sells its pallets and pallet leasing services to
certain large customers direct through its President, Senior Vice
President of Sales and Marketing and other employees.
HAGGEN HOLDINGS: Court OKs Sale of 30 Pharmacies to Albertson's
---------------------------------------------------------------
Judge Kevin Gross of the United States Bankruptcy for the District
of Delaware entered an order authorizing Haggen Holdings, LLC, et
al., to sell assume an asset purchase agreement with Albertson's,
LLC, for the sale of the Debtors' assets that relate exclusively to
the Debtors' Pharmacy business.
Judge Gross overruled all objections to the sale of the assets,
including the objections raised by Andrew R. Vara, Acting U.S.
Trustee for Region 3, who complained that the transaction
implicates consumer personally identifiable information, including
medical records. The U.S. Trustee asserted that a Consumer Privacy
Ombudsman must be appointed to evaluate the transaction since the
Motion involves the sale of property (pharmacy lists) subject to a
complex web of regulatory provisions (e.g., consumer privacy laws,
healthcare laws, and the Debtors’ own privacy policy).
In support of the sale of the Pharmacy Assets, Jonathan P.
Goulding, Managing Director with Alvarez & Marsal North America,
LLC, maintained that the Asset Purchase Agreement is a key
component of the Debtors' continuing efforts to preserve and
maximize estate value, reduce administrative expenses, and
successfully prosecute the Chapter 11 Cases. Mr. Goulding told the
Court that the Sale Transaction represents the highest and best
value for the Assets subject to the Purchase Agreement for the
Debtors stand to receive approximately $8 million in connection
with the consummation of the Sale Transaction, which reflects a
sizeable recovery for the Debtors. Mr. Goulding added that there
are certain Assets at the Pharmacies that only received a bid from
the Buyers and that absent the Buyer's bid, those Assets would
remain unsold.
Anthony J. DalPonte, Manager of Pharmacy Services at New
Albertsons, Inc., an affiliate of Albertson's, LLC, and Safeway
Inc., stated that the Debtors and the Buyers entered into the APA
contemplating an acquisition by the Buyers of (a) all original and
all copies of any and all prescription records, customer records,
lists and medical profiles and all other written or recorded
information in any form relating to the operation of the
Pharmacies, (b) the goodwill of those Pharmacies, and (c)
prescription drug inventory. Mr. DalPonte added that in
consideration of the Records and Goodwill, and subject to the terms
of the APA, the Buyers will pay a purchase price of $8,909,000, the
Buyers will purchase the Inventory for a maximum of $3,574,500 and
in addition to the Purchase Price, if the Purchased Assets of all
the Pharmacies are transferred to the attendant Buyers' stores, the
Buyers will also pay $500,000 for the thirtieth Pharmacy.
According to Mr. DalPonte, the Buyers are each "Covered Entities"
Under HIPAA, the "Privacy Rule", which generally provides federal
protections for "individually identifiable health information".
Upon Mr. DalPonte’s review of the APA, he claimed that the
disclosure and transfer of PHI to the Buyers in connection with the
due diligence and the consummation of the transactions contemplated
by the APA is, and will be, in compliance with HIP AA as per his
discussion with the Privacy Office.
Haggen Holdings, LLC, et al. are represented by:
Matthew B. Lunn, Esq.
Robert F. Poppiti, Jr., Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1256
Email: mlunn@ycst.com
rpoppiti@ycst.com
-- and --
Frank A. Merola, Esq.
Sayan Bhattacharyya, Esq.
Matthew G. Garofalo, Esq.
STROOCK & STROOCK & LAVAN LLP
180 Maiden Lane
New York, New York 10038
Telephone: (212) 806-5400
Facsimile: (212) 806-6006
Email: fmerola@stroock.com
sbhattacharyya@stroock.com
mgarofalo@stroock.com
United States Trustee is represented by:
Timothy J. Fox, Jr., Esq.
Office of the United States Trustee
J. Caleb Boggs Federal Building
844 King Street, Suite 2207, Lockbox 35
Wilmington, DE 19801
Telephone: (302) 573-6491
Facsimile: (302) 573-6497
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.
In September 2015, T. Patrick Tinker, assistant U.S. trustee for
Region 3, appointed seven creditors to the official committee of
unsecured creditors.
HEALTHWAREHOUSE.COM INC: Appoints Daniel Seliga as COO and CFO
--------------------------------------------------------------
HealthWarehouse.com, Inc., announced that it has appointed Daniel
Seliga as chief operating officer and chief financial officer.
"I am pleased to announce this new executive appointment as it
serves to significantly enhance and strengthen the management of
HealthWarehouse.com's expanding operations and positions the
Company for future growth," said Lalit Dhadphale, the Company's
president and chief executive officer.
Seliga, 50, has provided financial and operational consulting to
HealthWarehouse.com since August 2013. His expertise in these
areas has solidified financial reporting and pharmacy operations
for the Company.
Prior to joining the Company full time, Mr. Seliga was a managing
director of Melrose Capital, the Company's senior lender. From
September 2010 to December 2012, he was general manager and
business manager for MVI Enterprises, the largest truck dealership
network in Ohio. From November 1996 to July 2010, Mr. Seliga was
the chief financial officer and vice president of operations for
Mae Holding Company, a privately held wholesale distributor of
commercial construction materials and a retail home improvement
company. Prior to 1996, Mr. Seliga served as a commercial and real
estate lending officer for Bank of New York and PNC Bank. Seliga
received an MBA in Finance from the University of Notre Dame and a
BS in Accounting from Saint Vincent College.
"We are fortunate to have such a talented individual as part of our
senior management team," said Dhadphale. "Dan has held several
leadership positions in operations and finance in various companies
for 20 years, and we expect his skills, experience and leadership
to contribute significantly to HealthWarehouse.com's future growth
and development."
On Jan. 11, 2016, the Company entered into an employment agreement
with Mr. Seliga. The Employment Agreement contains the following
key terms:
(a) a term of two years beginning on Jan. 1, 2016, subject to
automatic one year extensions, unless written notice of
non-extension is provided by either party;
(b) the titles and positions of chief operating officer and
chief financial officer reporting directly to the Company's
Board of Directors;
(c) an initial base salary of $150,000 per year in 2016, with
an increase to $165,000 per year on Jan. 1, 2017;
(d) an annual target bonus of up to 100% of base salary under
the annual bonus program for senior management of the
Company, which bonus is payable 50% in cash and 50% in
stock options; provided that for calendar years 2016 and
2017, Mr. Seliga will earn a minimum bonus of 30% of base
salary;
(e) in the event of a termination of Mr. Seliga's employment
other than for cause or a resignation for good reason, Mr.
Seliga will be entitled to severance equal to six months of
his then-current base salary; and Mr. Seliga's agreement is
to be bound by restrictive covenants regarding (a)
disclosure of confidential information for his lifetime,
(b) non-solicitation with clients and employees for 18
months after termination of employment and (c) non-
competition with the Company's business for 18 months after
termination of employment.
About HealthWarehouse.com
HealthWarehouse.com, Inc., headquartered in Florence, Kentucky,
is a U.S. licensed virtual retail pharmacy ("VRP") and healthcare
e-commerce company that sells brand name and generic prescription
drugs as well as over-the-counter medical products.
Healthwarehouse.com reported a net loss attributable to common
stockholders of $2.08 million on $6.12 million of net sales for the
year ended Dec. 31, 2014, compared with a net loss attributable to
common stockholders of $7.3 million on $10.23 million of net sales
in 2013.
Marcum LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2014, citing that the Company has incurred significant losses and
needs to raise additional funds to meet its obligations and sustain
its operations. These conditions raise substantial doubt about the
Company's ability to continue as a going concern.
As of Sept. 30, 2015, the Company had $1.06 million in total
assets, $4.78 million in total liabilities and total stockholders'
deficiency of $3.71 million.
Bankruptcy Warning
"The Company recognizes it will need to raise additional capital in
order to fund operations, meet its payment obligations and execute
its business plan. There is no assurance that additional financing
will be available when needed or that management will be able to
obtain financing on terms acceptable to the Company and whether the
Company will become profitable and generate positive operating cash
flow. If the Company is unable to raise sufficient additional
funds, it will have to develop and implement a plan to further
extend payables, attempt to extend note repayments, attempt to
negotiate the preferred stock redemption and reduce overhead until
sufficient additional capital is raised to support further
operations. There can be no assurance that such a plan will be
successful. If the Company is unable to obtain financing on a
timely basis, the Company could be forced to sell its assets,
discontinue its operation and /or seek reorganization under the
U.S. bankruptcy code," the Company states in the report for the
period ended Sept. 30, 2015.
HEMCON MEDICAL: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: HemCon Medical Technologies, Inc.
fdba HemCon, Inc.
720 SW Washington St., Ste. 260
Portland, OR 97205
Case No.: 16-30119
Type of Business: Offers Advanced Wound Care Technologies
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Oregon
Judge: Hon. Peter C McKittrick
Debtor's Counsel: Timothy J Conway, Esq.
TONKON TORP LLP
888 SW 5th Ave #1600
Portland, OR 97204
Tel: (503) 802-2027
Email: tim.conway@tonkon.com
- and -
Albert N Kennedy, Esq.
888 SW 5th Ave #1600
Portland, OR 97204
Tel: (503) 802-2013
Email: al.kennedy@tonkon.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Michael Wax, president and CEO.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Sussex Associates, LP Loan Unknown
24200 SW Freeway #402-285
Rosenberg, TX 77471
Grace Christian Promissory Note $1,200,000
Ministries, Inc
15401 Bellaire Blvd.
Houston, TX 77083
Barry Starkman Arbitration Award $300,000
7447 SW Hergert Rd.
Cornelius, OR 97113
Innovize Trade $250,980
500 Oak Grove Parkway
St. Paul, MN 55127
SSOE Group Building $218,162
Contractor
Icon Pool 3 West, LLC Restoration $173,125
Claim
Quality Bioresources, Inc. Trade $93,163
Innovize Loan $89,319
Miller Nash LLP Patent $77,342
Washington County Tax Collector Taxes $52,456
Paul Taylor Note $50,000
NSAI Inc. Nat'l Standards Trade $26,942
WuXi AppTec, Inc. Trade $21,953
TSI Manufacturing LLC Trade $19,245
Michael L. Larson Company, P.C. Tax $18,024
Boyd Corporation Trade $15,561
Larry L. Alloway Note $15,000
STERIS Isomedix Trade $13,686
Healthcare Manufaktur GmbH Trade $12,700
Judy Wadhams Note $10,000
Jared Peek Note $10,000
HOWREY LLP: Bankruptcy Estate Wants Fee Ruling Restored
-------------------------------------------------------
Joyce E. Cutler, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that the U.S. District Court for the Northern
District of California erred in ruling Howrey LLP was barred from
seeking unfinished business profits from cases former partners
brought with them from the now-defunct firm, the estate argues in
the U.S. Court of Appeals for the Ninth Circuit opening briefs
Diamond v. Hogan Lovells US LLP, 9th Cir., No. 15-16326.
According to the report, Trustee Allan Diamond, Diamond McCarthy
LLP in Houston, wants the appellate panel to overturn Judge James
Donato, who held the estate had no property interest in legal work
handled by its former partners for different firms.
"The questions here are of significant importance, not only as a
matter of debtor and creditor law, but also to our profession and
to the bar. This is one of several similar cases currently being
litigated across the country, and it is the only case governed by
D. C. law," the trustee's brief said, the report related.
Diamond contends D.C. law on this issue is settled, the report
said. "However, if this Court were inclined to agree with the
District Court, the proper course is to allow D.C. to determine its
own laws in the first instance," the report cited Mr. Diamond as
saying.
"I think this trustee is dead wrong and shouldn't be doing it, and
I would be shocked if a court ever upheld what he is asking for,"
Leslie D. Corwin, Esq. -- LCorwin@BlankRome.com -- of Blank Rome's
New York office told Bloomberg BNA.
"It's the biggest issue in the country because it has to do with
the whole right of clients to counsel of their choice," Mr. Corwin
further told Bloomberg.
About Howrey LLP
Three creditors filed an involuntary Chapter 7 petition (Bankr.
N.D. Cal. Case No. 11-31376) on April 11, 2011, against the
remnants of the Washington-based law firm Howrey LLP. The filing
was in San Francisco, where the firm had an office. The firm
previously was known as Howrey & Simon and Howrey Simon Arnold &
White LLP. The firm at one time had more than 700 lawyers in 17
offices. The partners voted to dissolve in March 2011.
The firm specialized in antitrust and intellectual-property
matters. The three creditors filing the involuntary petition
together have $36,600 in claims, according to their petition.
The involuntary chapter 7 petition was converted to a chapter 11
case in June 2011 at the request of the firm. In its schedules
filed in July, the Debtor disclosed assets of $138.7 million and
liabilities of $107.0 million.
Representing Citibank, the firm's largest creditor, is Kelley
Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton &
Garrison. Representing Howrey is Wiley Rein.
The Official Committee of Unsecured Creditors is represented in
the case by Bradford F. Englander, Esq., at Whiteford, Taylor And
Preston LLP.
In September 2011, Citibank sought conversion of the Debtor's case
to Chapter 7 or, in the alternative, appointment of a Chapter 11
Trustee. The Court entered an order appointing a Chapter 11
Trustee. In October 2011, Allan B. Diamond was named as Trustee.
He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd
Loden, Esq., at Diamond McCarthy LLP as counsel.
INMOBILIARIA AVE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: Inmobiliaria Ave Fenix, LLC
Carretera 123 Kilometro 8.5
Barrio Magueyes
Ponce, PR 00730
Case No.: 16-00229
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Ponce)
Debtor's Counsel: Javier Vilarino, Esq.
VILARINO & ASSOCIATES LLC
PO Box 9022515
San Juan, PR 00902-2515
Tel: 787-565-9894
Email: jvilarino@vilarinolaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Samuel Hernandez, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
INTELLIPHARMACEUTICS INT'L: Reports Rexista Tablets Trial Results
-----------------------------------------------------------------
Intellipharmaceutics International Inc. announced that pivotal
bioequivalence trials of the Company's Rexista Oxycodone XR (abuse
deterrent oxycodone hydrochloride) extended release tablets, dosed
under fasted and fed conditions, had demonstrated bioequivalence to
Oxycontin (oxycodone hydrochloride) extended release tablets as
manufactured and sold in the United States by Purdue Pharma LP. The
study design was based on United States Food and Drug
Administration recommendations and compared the lowest and highest
strengths of exhibit batches of the Company's Rexista Oxycodone XR
to the same strengths of Oxycontin. The results show that the
ratios of the pharmacokinetic metrics, Cmax, AUC0-t and AUC0-f for
Rexista vs. Oxycontin, are within the interval of 80% - 125%
required by the FDA with a confidence level exceeding 90%.
The Company had earlier announced, in March 2015, that topline data
results of three definitive Phase I pharmacokinetic clinical trials
(single dose fasting, single dose steady-state fasting, and single
dose fed), conducted on pilot batches of the Company's Rexista
Oxycodone XR, all met the FDA bioequivalence criteria when compared
to the existing branded drug Oxycontin.
The Company had also earlier announced, in May 2015, that the FDA
had provided the Company with notification regarding its
Investigational New Drug Application submission for Rexista
Oxycodone XR. The notification from the FDA had stated that the
Company would not be required to conduct Phase III studies if
bioequivalence to Oxycontin was demonstrated.
Having now demonstrated such bioequivalence for its Rexista
Oxycodone XR product to be marketed upon FDA approval, the Company
intends to complete the regulatory filing requirements and file a
New Drug Application for Rexista Oxycodone XR with the FDA within
the next 6 months in accordance with the NDA 505(b)(2) regulatory
pathway. There can be no assurance that the FDA will ultimately
approve the NDA for the sale of Rexista Oxycodone XR in the U.S.
market, or that it will ever be successfully commercialized.
"We take great pride in being the first pharmaceutical company, to
the best of our knowledge, to have demonstrated bioequivalence in
both fasted and fed conditions to the brand reference drug
Oxycontin. This enables us to accelerate the development and
commercialization of our abuse deterrent Rexista Oxycodone XR
product candidate without the need for costly and time-consuming
Phase III efficacy trials," stated Dr. Isa Odidi, CEO and
co-founder of Intellipharmaceutics. "We look forward to filing an
NDA within the next six months, which we hope will lead to a
positive contribution in addressing an unmet need in opioid abuse
and addiction."
Rexista Oxycodone XR
Rexista Oxycodone XR is the Company's non-generic extended release
formulation intended for the management of moderate to severe pain
when an around-the-clock analgesic is required. The formulation is
intended to present a significant barrier to tampering when
subjected to various forms of anticipated physical and chemical
manipulation commonly used by abusers. It is also designed to
prevent dose dumping when inadvertently or intentionally
co-administered with alcohol. In addition, when crushed or
pulverized and hydrated, the proposed extended release formulation
is designed to coagulate instantaneously and entrap the drug in a
viscous hydrogel, which is intended to prevent syringing, injecting
or snorting.
About Intellipharmaceutics
Toronto, Canada-based Intellipharmaceutics International Inc. is
incorporated under the laws of Canada. Intellipharmaceutics is a
pharmaceutical company specializing in the research, development
and manufacture of novel and generic controlled-release and
targeted-release oral solid dosage drugs. Its patented
Hypermatrix(TM) technology is a multidimensional controlled-
release drug delivery platform that can be applied to the
efficient development of a wide range of existing and new
pharmaceuticals. Based on this technology,
Intellipharmaceutics has a pipeline of product candidates in
various stages of development, including filings with the FDA in
therapeutic areas that include neurology, cardiovascular,
gastrointestinal tract, diabetes and pain.
Intellipharmaceutics reported a net loss of $3.85 million on $8.76
million of revenues for the year ended Nov. 30, 2014, compared with
a net loss of $11.5 million on $1.52 million of revenues for the
year ended Nov. 30, 2013.
As of Aug. 31, 2015, the Company had $6.21 million in total assets,
$3.87 million in total liabilities and $2.34 million in
shareholders' equity.
Deloitte LLP, in Toronto, Canada, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Nov. 30, 2014, citing that the Company's recurring losses
from operations and the accumulated deficit raise substantial doubt
about the Company's ability to continue as a going concern.
JOY GLOBAL: Moody's Lowers Senior Unsecured Rating to 'Ba3'
-----------------------------------------------------------
Moody's Investors Service downgraded the senior unsecured rating of
Joy Global Inc. (Joy) to Ba3 from Baa3, and reinstated a corporate
family rating (CFR) of Ba3, assigned a probability of default
rating (PDR) of Ba3-PD and assigned a Speculative Grade Liquidity
rating of SGL-2. The downgrade concludes the review for downgrade
initiated on December 17, 2015 and reflects the continued pressure
on the credit metrics in light of the challenges facing the metals
and mining sector, the company's end market. The outlook is
stable.
Downgrades:
Issuer: Joy Global Inc.
-- Senior Unsecured Regular Bond/Debentures, Downgraded to Ba3
(LGD4) from Baa3
Assignments:
-- Probability of Default Rating, Assigned Ba3-PD
-- Speculative Grade Liquidity Rating, Assigned SGL-2
Reinstatements:
-- Corporate Family Rating, Reinstated to Ba3
Outlook Actions:
-- Outlook, Changed To Stable From Rating Under Review
RATINGS RATIONALE
The downgrade reflects continued deterioration in the company's end
markets, leading to the ongoing contraction in scale and pressure
on debt protection metrics. "We expect that the company's Debt/
EBITDA, as adjusted, will increase from roughly 3x in 2015 towards
4.0x - 4.5x in 2016, as the company's sales contract from $3.2
billion to $2.4-$2.6 billion. We do not anticipate recovery in
2017, and believe further contraction is possible in the company's
top line and earnings."
"We expect that the company will remain free cash flow generative
and will direct free cash flow towards debt repayment. We expect
management to reduce costs, contain capital investment, suspend
share repurchases and keep dividends to a minimum as the company
continues to manage through a severe contraction in the mining
industry. In the near term, the company's cash flows will be helped
by working capital movements, and we expect the company to generate
operating cash flows of $200-$300 million over the next twelve
months."
"We believe that operating cash flows will weaken further in 2017,
while capital investment will remain steady at around $80 million
per year."
The Speculative Grade Liquidity rating of SGL-2 reflects our
expectation that the company will continue to maintain good
liquidity over the next twelve months. Joy's liquidity position is
supported by its $103 million cash balance as of October 30, 2015
and substantial borrowing availability on its $850 million
unsecured revolving credit facility. As of October 31, 2015 the
company had $59 million in borrowings and $131 million of standby
letters of credit outstanding. The credit facility has financial
covenants in place, which the company recently amended to allow
additional headroom in light of weakening metrics. "We believe that
if business conditions continue to deteriorate, the headroom under
covenants will tighten."
Joy's ratings continue to be supported by its strong profitability
and cash flow metrics, leading market position in several mining
equipment product segments, large installed base of equipment, the
stability and higher profitability of its service revenue stream,
and its global presence and market position in growing emerging
markets. The company's rating is constrained by its dependence on
volatile commodity markets and the highly cyclical mining industry,
which remains weak and has led to substantially reduced demand for
the company's new original equipment. The rating also reflects Joy
Global's substantial exposure to one commodity (coal) but recognize
Joy's strategic initiative to diversify their products and
technologies into industrial minerals and hard rock end markets.
Stable outlook reflects our expectation that the company will
direct free cash flows towards debt repayment such that Debt/
EBITDA, as adjusted, is maintained below 4.5x even if the company's
end markets continue to contract.
"A positive rating action would be considered if we expected Debt/
EBITDA, as adjusted, to be sustained below 4x."
A further downgrade could be considered if Debt/ EBITDA, as
adjusted, was expected to be above 4.5x on a sustained basis,
and/or if liquidity deteriorates.
The principal methodology used in these ratings was Global
Manufacturing Companies published in July 2014. Please see the
Credit Policy page on www.moodys.com for a copy of this
methodology.
Joy Global is a leading worldwide manufacturer, distributor and
servicer of high productivity mining equipment for the extraction
of coal, copper, iron ore, industrial minerals. The company
operates in two business segments, which include underground mining
machinery (slightly over half of sales) and surface mining
equipment. The company generated revenues of $3.2 billion for the
twelve months ended October 30, 2015.
JOYCE LESLIE: Files Motion for Approval of Asset Sale
-----------------------------------------------------
Joyce Leslie, Inc. on Jan. 18 disclosed that it had filed a motion
on January 14th for court approval to set bid procedures and an
auction date for a sale of most of its assets. Joyce Leslie, Inc.
had previously announced that it had filed a voluntary petition
under Chapter 11 of the U.S. Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of New York on January
9th. Lee Diercks, Chief Restructuring Officer of the Company, and
Partner with Clear Thinking Group LLC, explains, "This is a still
an iconic brand that does over $60 million in revenue and it is our
continued hope that we can find a going concern buyer for the
Company. There is still a very loyal customer base to this brand
and if the Company were properly capitalized, and with a few
changes, I believe this chain could still be very successful."
The Company's motion asks for approval to set bid procedures, set
an auction date, and set a court date for approval of a sale. The
Company also filed two "stalking horse" agreements for selected
assets to set the "floor" for the asset sale. The Company filed an
Agency Agreement with SB Capital Group, Tiger Capital Group, and
360 Debtor Solutions to provide a guaranteed return on sale of the
Company's inventory, furniture, and fixtures. The Company also
filed a proposal from 618 Main Street Corp. to purchase a number of
store leases, the related furniture & fixtures, and the Company's
intellectual property.
Mr. Diercks commented, "This motion, if approved, allows the
Company to now look at all proposals from interested buyers on the
entire business or pieces of the business. Obviously, we need to
do this quickly to maximize recovery for all of our creditors; and
if sold to a going concern buyer a quick sale would allow the
business to re-stock its inventory quickly for the important
spring/summer selling season. We are interested in talking to all
serious interested parties."
Mr. Diercks had previously said, "The Chapter 11 filing was the
result of continuing sales declines over the past four years. The
extreme competition in this sector, a lack of an e-commerce
platform, and the shift in the consumer buying patterns have lead
the Company to this action." Mr. Diercks anticipates that an
auction would occur sometime in the first week of February.
The Company operates a chain of 47 women's retail clothing stores
located throughout New York, New Jersey, Pennsylvania, and
Connecticut. The Company caters to women, ages 15-35 living in
urban areas, selling a variety of junior women's apparel.
Joyce Greenberg of Lynx Capital & Oberon Securities is the
Company's Investment Banker. The Company's Bankruptcy Counsel is,
Kevin Nash, of Goldberg Weprin Finkel Goldstein LLP. Clear
Thinking Group LLC, is the Company's Financial Advisor.
About Joyce Leslie
Joyce Leslie, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
S.D.N.Y. Case No. 16-22035) on Jan. 9, 2016. The petition was
signed by Lee Diercks as chief restructuring officer. The Debtor
disclosed total assets of $7 million and total debts of $9 million.
Judge Robert D. Drain has been assigned the case.
The Debtor has engaged Goldberg Weprin Finkel Goldstein LLP as
counsel, Clear Thinking Group as financial advisor, Oberon
Securities, LLC as investment advisor, SB Capital Group LLC, Tiger
Capital Group, LLC, and 360 Merchant Solutions, LLC as liquidation
agents and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
The Company operates a chain of 47 women's retail clothing stores
located throughout New York, New Jersey, Pennsylvania and
Connecticut.
KALOBIOS PHARMACEUTICALS: Creditors Ease Demands after CEO Arrest
-----------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that creditors of
KaloBios Pharmaceuticals Inc. said on Jan. 15, 2016, they would
withdraw a request that funds held by the bankrupt company be
placed in escrow after learning former CEO Martin Shkreli --
arrested on securities fraud charges in December -- would not try
to regain control of the company, among other reassuring
developments.
The easing of investor demands emerged just three days after U.S.
Bankruptcy Judge Laurie Selber Silverstein ordered the company to
keep at least $5.4 million in its accounts as part of its initial
Chapter 11 restrictions.
About KaloBios Pharmaceuticals
Based in South San Francisco, Calif., KaloBios Pharmaceuticals,
Inc., is a company biopharmaceutical company focused on the
development of monoclonal antibody therapeutics.
The Company's balance sheet at March 31, 2015, showed $32.0 million
in total assets, $15.9 million in total liabilities, and a
stockholders' deficit of $16.1 million.
KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a
voluntary petition for bankruptcy protection under Chapter 11 of
Title 11 of the United States Bankruptcy Code. The filing was made
in the U.S. Bankruptcy Court for the District of Delaware (Case No.
15-12628).
The Company is represented by Eric D. Schwartz of Morris, Nichols,
Arsht & Tunnell.
LAND STAR: Case Summary & 4 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: Land Star Investments, LLC
1525 SW 89th Street
Oklahoma City, OK 73159
Case No.: 16-10100
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
Western District of Oklahoma (Oklahoma City)
Judge: Hon. Janice D. Loyd
Debtor's Counsel: Gabriel Rivera, Esq.
RIVERA & ASSOCIATES, INC.
3605 Phillips
PO Box 7837
Moore, OK 73153-1837
Tel: (405) 237-3352
Fax: 405-237-3352
Email: rivassoc9@gmail.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Philip Hurtt, manager.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/okwb16-10100.pdf
LAS AMERICAS: Disclosure Statement Hearing on Jan. 29
-----------------------------------------------------
Judge Edward A. Godoy of the U.S. Bankruptcy Court for the District
of Puerto Rico will convene a hearing on Jan. 29, 2016, at 9:30
a.m. to consider approval of the disclosure statement explaining
Las Americas 74-75, Inc.'s Chapter 11 plan.
The Debtor has filed a Chapter 11 plan that proposes a 100% payment
to creditors.
The Debtor says that through its bankruptcy proceeding, it will be
able to maximize the return of its assets while providing
distribution to all creditors, including payment to its secured
creditor ALD Acquisition, LLC.
ALD's claim secured with a first rank lien in the amount of
$4,380,000 over Lot No. 74 will be paid in full within 90 days from
the Effective Date. ALD's allowed claim secured with a second rank
note in the amount of $3,250,000 over Lot No. 74 will be paid
within 90 days from the Effective Date. General unsecured claims
of the Debtor will be paid in full within 24 months from the
Effective Date. Holders of equity interests will not receive
distribution under the Plan until all senior classes are paid in
full.
Plan Timeline
The Debtor filed its plan of reorganization and its disclosure
statement on July 13, 2015. A copy of the Disclosure Statement is
available for free at:
http://bankrupt.com/misc/Las_Americas_55_DS.pdf
On August 11, 2015, the Debtor filed its first supplement to the
Disclosure Statement. A copy of the document is available for free
at:
http://bankrupt.com/misc/Las_Americas_72_DS_Supplement.pdf
The Court scheduled a hearing to approve the adequacy of the
Disclosure Statement for Aug. 28, 2015, granting creditors and
parties in interest until Aug. 14 to file objections thereto.
On Aug. 14, 2015, ALD Acquisitions, LLC, filed an objection to the
Disclosure Statement.
In December 2015, the judge scheduled another hearing on the
Disclosure Statement for Jan. 29.
About Las Americas 74-75
Las Americas 74-75, Inc., was incorporate in 2004 by Porfirio
Guzman and Maria M. Benitez, and is the owner of certain real
estate property located at the Hato Rey Ward, in San Juan, Puerto
Rico, right next to the reorganized area of Plaza Las Americas.
Las Americas 74-75, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2,
2015.
The petition was signed by Omar Guzman Benitez, vice president.
The case is assigned to Judge Edward Godoy.
Las Americas 74-75 tapped Carmen Conde Torres, Esq., at C. Conde &
Associates, in San Juan, Puerto Rico, as counsel; and Albert
Tamarez Vasquez as accountant.
Las Americas disclosed total assets estimated at $21.2 million and
total debt estimated at $18.7 million.
LAS AMERICAS: Secured Creditor Balks at Disclosure Statement
------------------------------------------------------------
Secured creditor ALD Acquisitions, LLC, opposes the approval of the
disclosure statement explaining Las Americas 74-75, Inc.'s Chapter
11 plan.
ALD claims that the Disclosure Statement contains misleading and
false financial information in that:
* The Disclosure Statement doesn't disclose the accounting and
valuation methods utilized to produce the financial information
contained therein; the actual or projected value that can be
obtained from avoidable transfers; the tax consequences of the
Plan; and the relationship of the Debtor with affiliates.
* the Debtor's liability as reported in the Balance Sheet seems
to be understated and differs from the liabilities that are
reported in the Disclosure Statement and contemplated in the Plan.
* The Disclosure Statement fails to accurately account for the
secured portions of ALD's claims in Classes 4, 5, 6, 7 and 8
limiting the same to only the face value of the mortgage notes,
without taking into consideration their extension to past due
interest, penalties, and legal costs, as specified in the mortgage
deed.
* The Plan and Disclosure Statement fail to provide for the
payment of postpetition interest to creditors, as well as interest
on the proposed deferred payments under the Plan
ALD adds that the Disclosure Statement does not provide sufficient
information of material facts concerning the Debtor's books and
records. It cites, among other things,
* The Debtor's expression that it "proposes to sell or refinance
the Lot No. 75 within two years from effective date" and with such
funds pay all other claims, without more, is not only highly
speculative, but lacks any information allowing creditors to be
able to vote in favor or against the Plan, with knowledge of the
risks they are taking and as to what they are going to get, when
are they going to get it and the contingencies present for the
proposed distribution.
* The Disclosure Statement fails to disclose with supporting
evidence as to when, how and the sources these creditors, including
ALD, are to be paid, since the Debtor fails to indicate why Lot 75
is not to be refinanced or sold now, for how much it expects to
refinance or sell the same vis a vis existing encumbrances, its
efforts to that effect, the amount of any expected sale or
refinancing and the basis therefor.
Secured creditor ALD Acquisitions is represented by:
Charles A. Cuprill-Hernandez
CHARLES A. CUPRILL, P.S.C., LAW OFFICES
356 Fortaleza Street - Second Floor
San Juan, PR 00901
Tel: 787-977-0515
Fax: 787-977-0518
E-mail: ccuprill@cuprill.com
About Las Americas 74-75
Las Americas 74-75, Inc., was incorporate in 2004 by Porfirio
Guzman and Maria M. Benitez, and is the owner of certain real
estate property located at the Hato Rey Ward, in San Juan, Puerto
Rico, right next to the reorganized area of Plaza Las Americas.
Las Americas 74-75, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 15-01527) on March 2,
2015.
The petition was signed by Omar Guzman Benitez, vice president.
The case is assigned to Judge Edward Godoy.
Las Americas 74-75 tapped Carmen Conde Torres, Esq., at C. Conde &
Associates, in San Juan, Puerto Rico, as counsel; and Albert
Tamarez Vasquez as accountant.
Las Americas disclosed total assets estimated at $21.2 million and
total debt estimated at $18.7 million.
LONESTAR GEOPHYSICAL: Confirmation Hearing Continued to Feb. 23
---------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Oklahoma will
continue the hearing on the Chapter 11 reorganization plan proposed
by Lonestar Geophysical Surveys LLC to Feb. 23, 2016.
The restructuring plan proposes to pay claims in full. Creditors
will receive monthly payments until the claims are paid in full in
at least one year.
Frontier State Bank's secured claim will be paid in full with
interest at the market rate in 120 equal monthly installments. The
bank will retain its security interests.
Unsecured non-insider and insider claims will be paid in full with
interest at the market rate in 180 equal monthly installments.
Meanwhile, equity interests will be cancelled. All member
interests in the reorganized company will then be owned by Heath
Harris. The current board of managers will be eliminated and Mr.
Harris, the founder and president, will act as manager.
About LoneStar Geophysical
LoneStar Geophysical Surveys, LLC, is in the business of acquiring
seismic data for the oil and gas industry. It owns a fleet of 13
state-of-the-art vibes (vibrators that generate seismic waves) and
a commensurately large inventory of wireless nodes (that receive
those seismic waves and transmit the resulting information for
processing and interpretation). LoneStar was formed as an Oklahoma
limited liability company on August 4, 2009, by Heath Harris who
continues to serve as its manager.
LoneStar Geophysical sought Chapter 11 bankruptcy protection
(Bankr. W.D. Okla. Case No. 15-11872) on May 18, 2015. The Debtor
disclosed total assets of $21,643,793 and total liabilities of
$12,311,768 in its amended schedules.
Judge Hon. Sarah A. Hall presides over the case. The Debtor tapped
Ross A. Plourde, Esq., at McAfee & Taft, as counsel.
MARK TETZLAFF: High Court Denies Law School Debtor's Certiorari Bid
-------------------------------------------------------------------
Patrick Gregory, writing for Bloomberg Brief - Distress &
Bankruptcy, reported that the "undue hardship" standard for
determining a debtor's eligibility to discharge student loan debt
in bankruptcy won't be reviewed by the U.S. Supreme Court after it
denied a petition for review Jan. 11.
According to the report, the petition for certiorari asked the
court to resolve a circuit split on whether
a debtor must show a "certainty of hopelessness" in repaying
student loan debt, as required by the U.S. Court of Appeals for the
Second Circuit in Brunner v. N.Y. State Higher Educ. Servs. Corp.,
831 F.2d 395.
The Bloomberg report related that the Seventh Circuit found that
Mark Tetzlaff -- the petitioner before the Supreme Court -- failed
to meet that standard despite employment troubles, a bar exam
failure and about $260,000 in student loan debt, in Tetzlaff v.
Educ. Credit Mgmt. Corp., 794 F.3d 756. In contrast, the Eighth
Circuit applies a "totality of the circumstances test" in
determining undue hardship, the report pointed out. Tetzlaff asked
the court to resolve the circuit split in favor of this "more
lenient standard," the Bloomberg report further related.
METALICO INC: Corre Opportunities No Longer a Shareholder
---------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Corre Opportunities Qualified Master Fund, LP, Corre
Opportunities Fund, LP, Corre Partners Advisors, LLC, Corre
Partners Management, LLC, John Barrett and Eric Soderlund disclosed
that as of Dec. 31, 2015, they no longer own shares of common stock
of Metalico, Inc. A copy of the regulatory filing is available for
free at http://is.gd/j3yKCW
About Metalico
Metalico, Inc., is a holding company with operations in two
principal business segments: ferrous and non-ferrous scrap metal
recycling, and fabrication of lead-based products. The Company
operates recycling facilities in New York, Pennsylvania, Ohio,
West Virginia, New Jersey, Texas, and Mississippi and lead
fabricating plants in Alabama, Illinois, and California.
Metalico's common stock is traded on the NYSE MKT under the symbol
MEA.
Metalico reported a net loss attributable to the Company of $44.4
million on $476 million of revenue for the year ended Dec. 31,
2014, compared with a net loss attributable to the Company of $34.8
million on $457 million of revenue for the year ended
Dec. 31, 2013.
As of June 30, 2015, the Company had $163.90 million in total
assets, $71.60 million in total liabilities and $92.30 million in
total stockholders' equity.
CohnReznick LLP, in Roseland, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company anticipates that it
will not meet the maximum Leverage Ratio covenant as prescribed by
the Financing Agreement for the quarter ended March 31, 2015, and
there can be no assurance that the Company can resolve any
noncompliance with their lenders. As a result, the Company's debt
could be declared immediately due and payable which would result in
the Company having insufficient liquidity to pay its debt
obligations and operate its business. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
MOLYCORP INC: Directed to Revise Deadlines in $1.9-Bil. Case
------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that a Delaware
bankruptcy judge late Jan. 14, 2016, directed Molycorp Inc. to
revise voting and objection deadlines for its accelerating Chapter
11 restructuring of $1.9 billion in debt, and issued an order
designed to ferret out the source of recent leaks to the press.
U.S. Bankruptcy Judge Christopher S. Sontchi said voters need to
know the results of a March 4 company auction before choosing sides
during a teleconference with Debtors and creditors on continuing
revisions to a disclosure statement.
About Molycorp Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior management members are located at its U.S.
corporate headquarters in Greenwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss
of $377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with
certain of its non-operating subsidiaries outside of North
America, filed Chapter 11 voluntary petitions in Delaware (Bankr.
D. Del. Lead Case No. 15-11357) on June 25, 2015, after reaching
agreement with a group of lenders on a financial restructuring.
The Chapter 11 cases of Molycorp and 20 affiliated debts are
pending before Judge Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from
the filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from
AlixPartners, LLP. Jones Day and Young, Conaway, Stargatt &
Taylor LLP act as legal counsel to the Company in this process.
Prime Clerk serves as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case
of Molycorp Inc. appointed eight creditors of the company to serve
on the official committee of unsecured creditors.
MONAKER GROUP: Needs More Time to File Nov. 30 Quarterly Report
---------------------------------------------------------------
Monaker Group, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
Nov. 30, 2015. The Company said it was not able to obtain all
information prior to filing date, the accountant could not complete
the required financial statements, and management could not
complete Management's Discussion and Analysis of those financial
statements by Jan. 14, 2016.
About Monaker Group
Monaker Group, Inc., formerly known as Next 1 Interactive, Inc., is
a digital media marketing company focusing on lifestyle enrichment
for consumers in the travel, home and employment sectors. Core to
its marketing services are key elements including proprietary
video-centered technology and established partnerships that enhance
its reach. Video is quickly becoming consumer's preferred method
of searching and educating themselves prior to purchases.
Monaker's video creation technology and film libraries combine to
create lifestyle video offerings that can be shared both to its
customers and through trusted distribution systems of its major
partners. The end result is better engagement with consumers who
gain in-depth information on related products and services helping
to both inform and fulfill purchases. Unlike traditional marketing
companies that simply charge for advertising creation, Monaker
holds licenses and/or expertise in the travel, real estate and
employment sectors allowing it to capture fees at the point of
purchase while the majority of transactions are handled by
Monaker's partners. This should allow the company to capture
greater revenues while eliminating much of the typical overhead
associated with fulfillment. Monaker core holdings include
Maupintour, NameYourFee.com, RealBiz Media Group - helping it to
deliver marketing solutions to consumers at home, work and play.
Next 1 Interactive reported a net loss of $50,500 on $1.1 million
of total revenue for the year ended Feb. 28, 2015, compared with a
net loss of $18.3 million on $1.5 million of total revenues for the
year ended Feb. 28, 2014.
As of Aug. 31, 2015, the Company had $6.90 million in total assets,
$9.88 million in total liabilities and a $2.98 million total
stockholders' deficit.
D'Arelli Pruzansky, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Feb. 28, 2015, citing that the Company has incurred
an operating loss of $5.44 million and net cash used in operations
of $2.62 million for the year ended Feb. 28, 2015, and the Company
had an accumulated deficit of $86.1 million and a working capital
deficit of $12.8 million at Feb. 28, 2015. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
MOTORS LIQUIDATION: Bankruptcy Limits Liability in Switch Case
--------------------------------------------------------------
Sindhu Sundar at Bankruptcy Law360 reported that the 12 jurors
chosen on Jan. 11, 2016, in the first bellwether trial over General
Motors' faulty ignition switches received emphatic instructions
from a New York federal judge that they will need to distinguish
evidence about the New GM from that of its pre-bankruptcy version.
U.S. District Judge Jesse Furman, who is presiding over the
multi-district litigation, stressed to the jurors that the 2009
Cahpter 11 proceedings left New GM with liabilities for only
certain allegations involving Old GM, but said that he would
elaborate in greater detail.
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
As of June 30, 2015, Motors Liquidation had $860 million in total
assets, $74 million in total liabilities and $786 million in net
assets in liquidation.
MUSCLEPHARM CORP: Completes $10 Million Financing
-------------------------------------------------
MusclePharm Corporation announced the completion of a financing
agreement with Prestige Capital Corporation in the initial amount
of $10 million.
The Company said the financing agreement is a major step towards
strengthening the Company's financial position.
The agreement with Prestige Capital allows the Company to use its
receivables to finance up to a total of $10 million. The Company
used the initial borrowings to retire the $6.0 million outstanding
debt with ANB Bank and intends to utilize future borrowings for
general working capital and other business needs.
"We are striving to be a fully sustainable free cash flow
business," said Ryan Drexler, MusclePharm's executive chairman.
"Retiring the ANB debt and adding the Prestige Capital financing
has helped reduce uncertainty regarding liquidity and capital
resources. These are significant milestones in our restructuring
plan and strengthen our balance sheet. I am very excited about the
Company's future as we continue to build a profitable growing
business and add value for our shareholders."
About MusclePharm
Headquartered in Denver, Colorado, MusclePharm Corporation
(OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life-
style company that develops and manufactures a full line of
National Science Foundation approved nutritional supplements that
are 100 percent free of banned substances. MusclePharm is sold in
over 120 countries and available in over 5,000 U.S. retail
outlets, including GNC and Vitamin Shoppe. MusclePharm products
are also sold in over 100 online stores, including
bodybuilding.com, Amazon.com and Vitacost.com.
MusclePharm Corporation reported a net loss of $13.8 million in
2014, a net loss of $17.7 million in 2013 and a net loss of $19
million in 2012.
As of Sept. 30, 2015, the Company had $62.2 million in total
assets, $67.8 million in total liabilities and a $5.54 million
total stockholders' deficit.
NAUTILUS DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors
---------------------------------------------------------------
Debtor: Nautilus Development,Inc
193 Thames Street
Groton, CT 06340
Case No.: 16-20056
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Connecticut (Hartford)
Judge: Hon. Ann M. Nevins
Debtor's Counsel: Peter L. Ressler, Esq.
GROOB RESSLER & MULQUEEN, P.C.
123 York Street, Ste 1B
New Haven, CT 06511-0001
Tel: (203) 777-5741
Fax: 203-777-4206
Email: ressmul@yahoo.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by John Syragakis, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/ctb16-20056.pdf
NEPHROS INC: Lambda Investors Reports 61.5% Stake as of Dec. 18
---------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Joseph M. Jacobs, et al., disclosed that as of Dec. 18,
2015, they beneficially own 30,133,834 shares of common stock of
Nephros, Inc., representing 61.99 percent of the shares
outstanding. Lambda Investors LLC also reported beneficial
ownership of 29,800,424 common shares representing 61.48% equity
stake.
On Dec. 18, 2015, the Company completed its offer to exercise
certain outstanding warrants including outstanding warrants to
purchase an aggregate of 2,782,577 shares of the Company's common
stock at an exercise price of $0.40 per share, issued on March 10,
2011, to Lambda Investors LLC in connection with a private
placement financing transaction. The Lambda Warrants were
exercisable at a temporarily reduced cash exercise price of $0.20
per share of common stock for the period beginning on November 20,
2015 and ending on Dec. 18, 2015, in accordance with an amendment
to the warrant agreement that governs the Lambda Warrants.
Lambda exercised its warrants and received 2,782,577 shares of
Common Stock at a purchase price of $0.20 per share for a cost of
$556,515.20.
A copy of the regulatory filing is available for free at:
http://is.gd/3HcjeX
About Nephros
River Edge, N.J.-based Nephros, Inc., is a commercial stage
medical device company that develops and sells high performance
liquid purification filters. Its filters, which it calls
ultrafilters, are primarily used in dialysis centers and
healthcare facilities for the production of ultrapure water and
bicarbonate.
Nephros reported a net loss of $7.37 million on $1.74 million of
total net revenues for the year ended Dec. 31, 2014, compared to
net income of $1.32 million on $1.74 million of total net revenues
for the year ended Dec. 31, 2013.
As of June 30, 2015, the Company had $3.4 million in total assets,
$9.3 million in total liabilities and a stockholders' deficit of
$5.9 million.
Withum Smith+Brown PC, in Morristown, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has incurred
negative cash flow from operations and recurring net losses since
inception. These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.
NEW ENGLAND: STH Can't Revive 2 Meningitis MDL Bellwether Cases
---------------------------------------------------------------
Emily Field at Bankruptcy Law360 reported that a Massachusetts
federal judge presiding over multi-district litigation over a
deadly 2012 meningitis outbreak caused by tainted steroid
injections distributed by a now-bankrupt compounding pharmacy on
Jan. 14, 2016, denied a bid to strike the voluntary dismissals of
two bellwether cases.
In a short order, U.S. District Judge Rya W. Zobel denied a motion
by Saint Thomas Hospital West to strike the voluntary dismissals of
two cases, both of which were proposed by the Tennessee-based
healthcare network in its initial list of eight bellwether cases.
About New England Compounding Pharmacy
New England Compounding Pharmacy Inc., filed a Chapter 11 petition
(Bankr. D. Mass. Case No. 12-19882) in Boston on Dec. 21, 2012,
after a meningitis outbreak linked to an injectable steroid,
methylprednisolone acetate ("MPA"), manufactured by NECC, killed
39
people and sickened 656 in 19 states, though no illnesses have
been
reported in Massachusetts. The Debtor owns and operates the
New England Compounding Center is located in Framingham, Mass. In
October 2012, the company recalled all its products, not just
those
associated with the outbreak.
Paul D. Moore, Esq., at Duane Morris LLP, in Boston, has been
appointed as Chapter 11 Trustee of NECC. He is represented by
Jeffrey D. Sternklar, Esq., at DUANE MORRIS LLP.
An Official Committee of Unsecured Creditors appointed in the case
has been represented by BROWN RUDNICK LLP's William R. Baldiga,
Esq., Rebecca L. Fordon, Esq., Jessica L. Conte, Esq., and
David J. Molton, Esq.
NGL ENERGY: S&P Affirms 'BB-' CCR & Revises Outlook to Negative
---------------------------------------------------------------
Standard & Poor's Ratings Services affirmed its 'BB-' corporate
credit and senior unsecured debt ratings on NGL Energy Partners
L.P. (NGL) and revised the outlook to negative from stable.
The recovery rating on the senior unsecured debt remains '3',
indicating expectations for meaningful (50% to 70%; upper half of
the range) recovery if a payment default occurs.
"The outlook revision reflects our expectation of further weakness
in commodity prices which will pressure volumes in the water
solutions and crude logistics businesses," said Standard & Poor's
credit analyst Mike Llanos. Though the recent announcement to sell
its ownership in TransMontaigne G.P. LLC to an affiliate of
ArcLight Capital Partners for $350 million is expected to improve
liquidity, S&P believes weakness in the capital markets will limit
material improvements in credit measures from current levels as NGL
has relied heavily on equity issuances over the past three years
due to its aggressive growth strategy. As a result, S&P forecasts
adjusted debt to EBITDA in excess of 5x over the next 12 months.
Though the partnership has a low percentage (roughly 50%) of
fee-based cash flow and limited long-term contracts compared with
peers in the midstream sector, the partnership has expanded its
geographic diversity and has a presence in multiple shale basins,
although some of these assets are relatively small. S&P expects
the percentage of fee-based cash flows to improve in the latter
part of the year with the completion of the Grand Mesa Pipeline.
Though the Grand Mesa Pipeline is expected to result in a material
improvement in EBITDA once operational, the partnership is exposed
to counterparty risk with those committed volumes which clouds
EBITDA visibility related to those take-or-pay agreements.
The negative outlook reflects S&P's expectation that credit metrics
will be pressured over the next 12 months due to weak commodity
prices and elevated levels of cost of capital. S&P expects the
partnership will maintain adjusted debt to EBITDA in excess of 5x.
S&P could lower the ratings if operational challenges pressure
liquidity or if S&P forecasts adjusted debt to EBITDA to remain
above 5x through fiscal 2017. S&P could also lower the rating if
construction on the Grand Mesa Pipeline falls materially behind
schedule or if the partnership pursues additional acquisitions
which would lead to adjusted leverage remaining above 5x.
S&P could revise the outlook to stable if the partnership improves
the level of fee-based cash flows such that commodity price risk
diminishes while maintaining adjusted debt to EBITDA below 5x in
2017.
NNN MET CENTER: Lender Objects to Extension of Exclusivity
----------------------------------------------------------
GECMC 2005-C4 Metro Center, LLC, objects to NNN Met Center 15 39,
et al.'s request for extension of its exclusive periods,
complaining that these bankruptcy cases are not complex since these
are single asset real estate cases and by their very nature are
easier to reorganize, which requires taking affirmative steps
toward reorganization -- either in the form of a plan or debt
service -- within 90, rather than 120, days, a fact supported by
the Bankruptcy Code.
According to the Lender, an extension of exclusivity is not
necessary to accommodate the claims resolution process since this
would only serve to "railroad" a plan that provides the Debtors and
their investors with an $8 million windfall at the expense of the
Lender's bargained-for rights under the loan documents.
The Lender argued that since the Motion was filed, the Debtors have
filed the Plan and Disclosure Statement, largely mooting the Motion
in any event. According to the Lender, with respect to
"solicitation" exclusivity, the Debtors' Plan includes no impaired
classes entitled to vote pursuant to the terms of the plan, and
thus, the Debtors have no votes to solicit because all classes are
"deemed" to have accepted the Debtor's Plan pursuant to Section
1126(f) of the Bankruptcy Code. The Lender added that the Debtors'
Motion operates only to "lock-in" the threat of this treatment for
additional time and does not exhibit a desire for good faith
progress toward reorganization. The Lender further complained that
there is ample value in the Property to pay all claims against the
Debtors' estates, including the Lender's Claim, for which the
Debtors could agree to pay Lender what it is owed and immediately
move forward with a consensual plan, but instead they are
attempting to utilize an $8 million "loophole" to exit these
Bankruptcy Cases in a much better position than they entered them.
An extension of the Debtors' exclusivity period would serve no
purpose other than to provide the Debtors with additional leverage
over Lender in terms of negotiating a resolution of its claim
amount prior to the plan confirmation process, as it would prohibit
Lender from filing a competing plan that provides for a more
equitable treatment of its claim, the Lender reasoned. The Lender
averred that it does not oppose a reasonable extension of time for
the plan confirmation process to allow for, among other things, a
potential resolution of and discovery with respect to the allowed
amount of Lender's Claim but what the Lender opposes is an
extension of exclusivity that will have the practical effect of
holding Lender "hostage" to the terms of the Debtors' Plan, which
is premised on a stripping off approximately 30% of Lender’s
Claim for the benefit of equity holders, including new investors.
Debtors' Reply to Lender
The Lender is attempting to make an end-run around the major
confirmation issue raised by the Plan by threatening to file a
competing plan and to force the payment of its Proof of Claim No. 5
without having to provide the documents substantiating its claim,
the Debtors told the Court.
The Debtor argued that this case of 33 jointly administered cases
is a complex case because of the difficulty of obtaining a
resolution of this central issue within the time constraints of the
Bankruptcy Code and the inherent issue which involved in
refinancing over $20 million in debt. Importantly, the Debtor
asserted that despite the informal stipulation made between the
Debtor and the Lender before Judge Montali for the mediation of
this central issue, the Lender has made the case all the more
complex under the circumstances, by its continuing delay and
refusal to provide the documents to substantiate its own claim for
the resolution of which is the key to the feasibility of the Plan
of Reorganization.
In addition, the Debtor contended that the Lender's security is
well protected by the fair market value of the Property for which
the Lender is in control of the revenue from the Property and is
being paid adequate protection in the amount of $153,059 per month.
Moreover, the Debtor explained that the Plan proposes to pay the
Lender's claim in full in the proper amount allowed by the
Bankruptcy Court, under such circumstances, the only pressure that
the Lender may feel is that of properly documenting and
substantiating its Proof of Claim No. 5, which is no more than an
honest and responsible creditor is bound to do.
NNN Met Center 15 39, LLC is represented by:
Darvy Mack Cohan, Esq.
Attorney at Law
7855 Ivanhoe Avenue, Suite 400
La Jolla, California 92037
Telephone Number (858) 459-4432
Facsimile Number (858) 454-3548
Email: dmc@cohanlaw.com
-- and --
Sally J. Elkington, Esq.
James A. Shepherd, Esq.
ELKINGTON SHEPHERD LLP
409 - 13th Street, 10th Floor
Oakland, California 94612
Telephone Number (510) 465-0404
Facsimile Number (510) 465-0202
Email: Sally@ElkingtonLaw.com
Jim@ElkingtonLaw.com
GECMC 2005-C4 Metro Center, LLC is represented by:
Yochun Katie Lee, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
2029 Century Park East, Suite 2400
Los Angeles, California 90067
Telephone: (310) 229-1000
Facsimile: (310) 229-1001
Email: kylee@akingump.com
-- and --
Charles R. Gibbs, Esq.
Eric C. Seitz, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201
Telephone: 214-969-2800
Facsimile: 214-969-4343
Email: cgibbs@akingump.com
eseitz@akingump.com
About NNN Met Center 15 39
NNN Met Center 15 39 and 32 entities are each the owners of
varying, undivided tenancy-in-common ("TIC") interests in a
commercial real property commonly known as "Met Center 15",
situated at 7301 Metro Center Dr., Austin, Texas. The property
consists of a commercial building, containing 257,600 square feet
of rentable area, on 26.83 acres of land.
NN Met Center 15 39 and 32, et al., filed Chapter 11 bankruptcy
petitions (Bankr. N.D. Cal. Lead Case No. 15-42359) on July 31,
2015. Alan Sparks, as manager and responsible individual, signed
the petitions.
NNN Met Center 15 39, LLC, disclosed total assets of $32,003,866
and total liabilities of $28,143,523 as of the Petition Date.
Judge William J. Lafferty presides over the cases.
The Debtors tapped The Law Offices of Darvy Mack Cohan as counsel,
and Elkington Shepherd LLP as their local counsel.
On Aug. 12, 2015, the Court entered an amended order approving the
joint administration of the cases.
PALM BEACH: Court Enters Final Decree Closing Ch. 11 Case
---------------------------------------------------------
The Hon. Erik P. Kimball of the U.S. Bankruptcy Court for the
Southern District of Florida entered a final decree closing the
Chapter 11 case of Palm Beach Community Church, Inc.
The order also provides that, if applicable, all future payments
under the plan of reorganization will be disbursed in accordance
with the plan.
As reported by the Troubled Company Reporter on March 5, 2015, the
Debtor filed a final report and motion for final decree closing its
case.
According to the Debtor, its plan of reorganization was confirmed
on Dec. 4, 2014. The plan provided for a 100% dividend to
unsecured creditors. The deposit required by the plan has been
distributed and all matters to be completed upon the effective date
of the confirmed plan have been fulfilled or completed. There are
no longer any pending adversary proceedings or contested matters
which would affect the substantial consummation of this case, the
Debtor added.
The Debtor said all administrative claims and expenses have been
paid in full, or appropriate arrangements have been made for the
full payment.
About Palm Beach Community
Palm Beach Community Church, Inc., filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 13-35141) on Oct. 20, 2013. The
petition was signed by Raymond Underwood as president. The Debtor
scheduled total assets of $14.6 million and total liabilities of
$11.43 million.
Palm Beach Community Church won permission to employ Robert C. Furr
and the law firm of Furr and Cohen, P.A., as attorney; and Roy
Wiley and Covenant Financial, Inc. dba SmartPlan Financial Services
as accountants.
In December 2013, the U.S. Trustee informed the Bankruptcy Court
that it was unable to appoint a committee of creditors in the
case.
On Dec. 4, 2014, the Bankruptcy Court confirmed Palm Beach
Community Church, Inc.'s Third Amended Plan of Reorganization;
named Robert C. Furr, Esq., as disbursing agent; and scheduled a
status conference on Feb. 19, 2015 at 2:00 p.m.
The Third Amended Plan proposes to pay creditors from the Debtor's
funds on hand, revenue from its preschool, Lease Agreements,
revenues from the Borland Center, tithing and other donations from
the Church members. The Plan also provides for the payment of
administrative claims to be paid in full on the Effective Date of
the Plan with respect to any such claim.
PERFORMANCE SPORTS: Moody's to Retain B1 CFR on Acquisition
-----------------------------------------------------------
Moody's said Performance Sports Group Ltd.'s acquisition of Easton
Hockey is credit positive, but does not effect the B1 CFR. The
acquisition will combine the number one company in hockey equipment
(PSG's Bauer) with Easton Hockey number three brand (market
information disclosed in PSG's public filings).
In Moody's view, the acquisition will modestly decrease credit
metrics in 2016 as Easton Hockey is expected to generate break even
EBITDA, but will drive improvements in 2017 and beyond.
The principal methodology used in rating PSG was the Global
Consumer Durables methodology published in September 2014.
Headquartered in Exeter, New Hampshire, Performance Sports Group
Ltd., designs, manufactures and distributes high performance sports
equipment for ice hockey, roller hockey, lacrosse, baseball,
softball and related apparel and accessories. Pro forma revenue
approximated $690 million for the twelve months ended November
2015.
PETROFORTE BRASILEIRO: Court Partially OKs Trustee's Discovery Bid
------------------------------------------------------------------
In an order dated December 22, 2015, which is available at
http://is.gd/TQzabzfrom Leagle.com, Judge Robert A. Mark of the
United States Bankruptcy Court for the Southern District of Florida
held that recognizing Petroforte Brasileiro de Petroleo Ltda.'s
bankruptcy case and granting Dr. Afonso Henrique Alves Braga, as
Trustee, relief to conduct discovery in this jurisdiction is not
manifestly contrary to U.S. public policy.
The Trustee filed the Chapter 15 bankruptcy case to investigate
"suspected misappropriated assets of Petroforte." Following entry
of the Recognition Order, the Trustee sought and obtained authority
to issue subpoenas with gag provisions preventing subpoena
recipients from communicating with other parties about the
subpoenas which the Court granted. Subsequently, the Trustee's
discovery strategy was successfully challenged by the law firm of
Carlton Fields Jorden Burt, P.A., who learned about the Seal and
Gag Order because they represent two of the subpoena recipients,
Geofinance Limited and 1st BridgeHouse Asset Management, LLC.
Carlton Field's efforts culminated in this Court's April 20, 2015
Order Granting In Part Motion for Relief from Seal and Gag Order.
According to Judge Mark, the Trustee is entitled to broad discovery
relating to any Debtor entities or Third Party Targets whose stock
is majority owned by a Debtor. As to other Third Party Targets,
discovery is properly limited to transactions between these targets
and any Debtor entity, Judge Mark ruled.
The case is In re: PETROFORTE BRASILEIRO DE PETROLEO LTDA., CHAPTER
15, Debtors, Case No. 14-15408-RAM (Bankr. S.D. Fla.).
Petroforte Brasileiro de Petroleo Ltda., Debtor, is represented by
Annette C Escobar, Esq. -- aescobar@astidavis.com -- Astigarraga
Davis, Gregory S Grossman, Esq. -- ggrossman@astidavis.com --
Astigarraga Davis.
Dr. Afonso Henrique Alves Braga filed a petition under Chapter 15
of the U.S. Bankruptcy Code for Petroforte Brasileiro de Petroleo
Ltda. on March 7, 2014 (Case No. 14-15408, Bankr. S.D. Fla.). The
Chapter 15 Petitioner's counsel is Gregory S Grossman, Esq., at
ASTIGARRAGA DAVIS MULLINS & GROSSMAN PA, in Miami, Florida.
POSITIVEID CORP: Conference Call Held to Provide Company Update
---------------------------------------------------------------
PositiveID Corporation hosted a shareholder webcast including a
question and answer session on Jan. 13, 2016.
"I want to let everybody know that 2015 was an outstanding year for
PositiveID. We made great strides on many fronts," said Bill
Caragol, PositiveID's chairman and CEO. "With all of our
accomplishments in 2015, we believe that 2016 will be a bigger and
better year for us, and we're very pleased again to be here this
morning to talk to you about our plans and where we are in those
plans," he continued.
An audio transcript of the webcast is available for free at:
http://is.gd/fKxkmV
About PositiveID
Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market. Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.
PositiveID reported a net loss attributable to common stockholders
of $8.22 million on $945,000 of revenue for the year ended
Dec. 31, 2014, compared with a net loss attributable to common
stockholders of $13.33 million on $0 of revenue for the year ended
Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $1.04 million in total
assets, $10.86 million in total liabilities and a $9.82 million
total stockholders' deficit.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014. The accounting firm noted that the
Company reported a net loss, and used cash for operating
activities of approximately $7.19 million and $2.57 million
respectively, in 2014. At Dec. 31, 2014, the Company had a working
capital deficiency, stockholders' deficit and accumulated deficit
of approximately $8.076 million, $8.45 million and $133 million,
respectively.
RAE ENTERTAINMENT: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: RAE Entertainment Group LLC
1687-A Kalauokalani Way #105
Honolulu, HI 96814
Case No.: 16-00035
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Hawaii (Honolulu)
Debtor's Counsel: Christopher J. Muzzi, Esq.
TSUGAWA BIEHL LAU & MUZZI, LLLC
1132 Bishop Street, Ste. 2400
Honolulu, HI 96813
Tel: 808.531.0490
Fax: 808.534.0202
Email: cmuzzi@hilaw.us
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alan Goldberg, manager.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/hib16-00035.pdf
RESPONSE GENETICS: Court Approves CGI as Investment Banker
----------------------------------------------------------
Response Genetics, Inc. sought and obtained permission from the
Hon. Laurie S. Silverstein of the U.S. Bankruptcy Court for the
District of Delaware to employ Canaccord Genuity Inc. as investment
banker, nunc pro tunc to the August 9, 2015 petition date.
The Debtor requires CGI to:
(a) review and analyze the Debtor's business and financial
projections;
(b) evaluate the Debtor's strategic and financial alternatives;
(c) assist the Debtor in negotiating, refinancing,
restructuring, deferring or amending the maturity of,
principal amount of, or interest rate or yield of,
exchange, or otherwise pay off some or all of the Debtor's
existing indebtedness;
(d) assist the Debtor in evaluating, structuring, negotiating,
and implementing potential Transactions;
(e) assist the Debtor in preparing descriptive material to be
provided to potential parties that might participate in
potential Transactions;
(f) develop, update and review with the Debtor on an ongoing
basis a list of parties that might participate in potential
Transactions;
(g) contact potential parties to Transactions;
(h) provide summaries to the Debtor of communications with
potential parties to potential Transactions;
(j) evaluate, structure and negotiate the terms and conditions
of any Proposed Transaction, whether in connection with a
confirmed chapter 11 plan or otherwise;
(k) together with the Debtor and its counsel, prepare for and
participate in meetings with the Debtor's existing lenders,
creditor groups, official constituencies and other
interested parties, as necessary;
(1) to participate in hearings before the Bankruptcy Court and
provide relevant- testimony with respect to the matters
described in the Engagement Letter and arising in
connection with any Transaction or proposed plan of
reorganization;
(m) assist the Debtor and its counsel in negotiating agreements
and definitive contracts for Transactions;
(n) assist in the development of presentations to the Debtor's
Board of Directors and representatives, and to various
creditors, committees and other parties, such on-site
presence at the Debtor, as the Debtor shall reasonably
request; and
(o) perform other such services as CGI and the Debtor shall
mutually agree in a separate writing.
CGI will be compensated with the following fee structure:
-- Monthly Retainer Fees. In addition to the other fees
described below and as further provided for in the
Engagement Letter, the Debtor shall pay CGI a fee due,
earned and fully payable in the amount of $50,000 on July
10, 2015 and on the first business day of each month
thereafter, for three consecutive months of which, one-half
will be applied once to any Recapitalization Fee or. M&A Fee
and for each two subsequent month, two-thirds of such
Monthly Retainer Fee will be applied once to any
Recapitalization Fee or M&A Fee. Thereafter, 100% of the
Monthly Retainer Fees paid to CGI shall be applied once
to any Recapitalization Fee or M&A Fee.
-- New Capital Fee. Upon consummation of a new Capital
Transaction, a fee calculated by multiplying the applicable
fee percentage by the total gross proceeds raised or
committed pursuant to an executed final definitive agreement
as follows:
Funds Raised Fee
Debt 3.00%
Equity or Equity Equivalents 6.00%
-- Recapitalization Fee. Upon consummation of a
Recapitalization Transaction, a fee equal to $450,000.
-- M&A Fee. Upon the consummation of an M&A Transaction, a fee
equal to 4.0% of the Aggregate Consideration, subject to a
$450,000 minimum fee.
CGI will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Geoffrey Richards, managing director and head of U.S. Debt Finance
and Restructuring of CGI, , assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
CGI can be reached at:
Geoffrey Richards
CANACCORD GENUITY INC.
350 Madison Avenue
New York, NY 10017
Tel: (212) 389-8000
About Response Genetics
Los Angeles, California-based Response Genetics, Inc.
(otcqb:RGDX)-- http://www.responsegenetics.com-- is a
CLIA-certified clinical laboratory focused on the development and
sale of molecular diagnostic testing services for cancer. The
Company's technologies enable extraction and analysis of genetic
information derived from tumor cells stored as formalin-fixed and
paraffin-embedded specimens. The Company's principal customers
include oncologists and pathologists. In addition to diagnostic
testing services, the Company generates revenue from the sale of
its proprietary analytical pharmacogenomic testing services of
clinical trial specimens to the pharmaceutical industry.
Response Genetics, fdba Bio Type, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 15-11663) on Aug. 9, 2015,
represented by James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP. Canaccord Genuity, Inc., serves as its investment
banker; and Rust Consulting Omni Bankruptcy acts as its claims and
noticing agent.
The Company disclosed total assets of $10.7 million and total debts
of $15.7 million. The petition was signed by Thomas Bologna,
chairman and chief executive officer.
No request has been made for the appointment of a trustee or an
examiner in the cases, and no official committee has yet been
appointed by the Office of the U.S. Trustee.
* * *
Response Genetics executed a "stalking horse" agreement to sell all
of its business assets to Cancer Genetics, Inc., for $14 million,
comprised of a 50/50 split in value of cash and the common stock of
CGI.
CGI is represented by Kramer Levin Naftalis & Frankel LLP's James
A. Grayer, Esq.
RESPONSE GENETICS: Court Approves Pachulski Stang as Counsel
------------------------------------------------------------
Response Genetics, Inc. sought and obtained permission from the
Hon. Laurie S. Silverstein of the U.S. Bankruptcy Court for the
District of Delaware to employ Pachulski Stang Ziehl &Jones LLP as
counsel, nunc pro tunc to the August 9, 2015 petition date.
The Debtor requires Pachulski Stang to:
(a) provide legal advice with respect to the Debtor's powers
and duties as a debtor in possession in the continued
operation of its business and management of its property;
(b) prepare on behalf of the Debtor any necessary applications,
motions, answers, orders, reports, and other legal papers;
(c) appear in Court on behalf of the Debtor;
(d) prepare and pursue confirmation of a plan and approval of a
disclosure statement; and
(e) perform other legal services for the Debtor that may be
necessary and proper in this proceeding.
Pachulski Stang will be paid at these hourly rates:
Ira D. Kharasch $975
Jeffrey N. Pomerantz $895
James E. O'Neill $750
Shirley S. Cho $750
John W. Lucas $625
Jason H. Rosen $525
Paralegals $305
Pachulski Stang and the Debtor have agreed that Pachulski Stang
will be compensated at a blended rate not to exceed $700 per hour
for all attorneys rendering services in connection with the
engagement.
Pachulski Stang will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jeffrey N. Pomerantz, partner of Pachulski Stang, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Pachulski Stang can be reached at:
Jeffrey N. Pomerantz, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705
Tel: (302) 652-4100
Fax: (302) 652-4400
E-mail: jpomerantz@pszjlaw.com
About Response Genetics
Los Angeles, California-based Response Genetics, Inc.
(otcqb:RGDX)-- http://www.responsegenetics.com-- is a
CLIA-certified clinical laboratory focused on the development and
sale of molecular diagnostic testing services for cancer. The
Company's technologies enable extraction and analysis of genetic
information derived from tumor cells stored as formalin-fixed and
paraffin-embedded specimens. The Company's principal customers
include oncologists and pathologists. In addition to diagnostic
testing services, the Company generates revenue from the sale of
its proprietary analytical pharmacogenomic testing services of
clinical trial specimens to the pharmaceutical industry.
Response Genetics, fdba Bio Type, Inc., filed for Chapter 11
bankruptcy (Bankr. D. Del. Case No. 15-11663) on Aug. 9, 2015,
represented by James E. O'Neill, Esq., at Pachulski Stang Ziehl &
Jones LLP. Canaccord Genuity, Inc., serves as its investment
banker; and Rust Consulting Omni Bankruptcy acts as its claims and
noticing agent.
The Company disclosed total assets of $10.7 million and total debts
of $15.7 million. The petition was signed by Thomas Bologna,
chairman and chief executive officer.
No request has been made for the appointment of a trustee or an
examiner in the cases, and no official committee has yet been
appointed by the Office of the U.S. Trustee.
* * *
Response Genetics executed a "stalking horse" agreement to sell all
of its business assets to Cancer Genetics, Inc., for $14 million,
comprised of a 50/50 split in value of cash and the common stock of
CGI.
CGI is represented by Kramer Levin Naftalis & Frankel LLP's James
A. Grayer, Esq.
REVLON CONSUMER: Moody's Affirms Ba3 CFR, Outlook Revised to Stable
-------------------------------------------------------------------
Moody's Investors Service revised Revlon Consumer Products
Corporation's outlook from stable to developing following the
announcement by majority shareholder MacAndrews & Forbes
Incorporated that it is exploring strategic alternatives involving
Revlon. MacAndrews & Forbes owned approximately 78% of Revlon's
outstanding common stock as of Sept. 30, 2015. The developing
outlook reflects uncertainty regarding the outcome of the strategic
review, including any potential transactions and the resulting
impact to the operating profile, credit metrics and capital
structure. Moody's affirmed Revlon's Ba3 Corporate Family Rating
(CFR) based the company's ability to generate good free cash flow
that should support reducing debt-to-EBITDA leverage to under 5x by
the end of FY2015 and ultimately to a level of 4x by mid 2017 in
the absence of a strategic transaction, but will continue to
monitor the situation as more information emerges.
Ratings affirmed:
Issuer: Revlon Consumer Products Corporation
-- Corporate Family Rating at Ba3;
-- Probability of Default Rating at Ba3-PD;
-- Senior Secured Bank credit facilities at Ba2 (LGD 3);
-- Senior Unsecured Bond at B2 (LGD 5)
-- Speculative Grade Liquidity Rating at SGL-1
The outlook was revised to developing from stable.
RATINGS RATIONALE
Revlon's Ba3 CFR reflects the company's modest scale relative to
primary competitors, high leverage and event risks related to the
controlling ownership by M&F Worldwide/Ron Perelman. It also
reflects the company's strong global brand franchises, as well as
good geographic and product diversification for a number of
well-known beauty brands.
Operational improvements in recent years is leading to positive and
consistent cash flow. This is providing the company more
flexibility to re-invest through product development, required
display spending, increased product promotional support and through
acquisitions. Revlon's high leverage and smaller scale relative to
more diversified and highly competitive global cosmetic suppliers
create vulnerability to changes in the economic environment, shifts
in consumer demand and the product, pricing and promotional
activities of competitors. Debt financing for the acquisition of
Colomer in 2013 increased leverage to around 6.8x at closing,
though the company has managed to reduced leverage to approximately
5.5 times as of Sept. 30, 2015. Moody's expects that Revlon will
generate modest revenue and EBITDA growth in 2016.
Revlon's ratings could be downgraded if the company's operating
performance deteriorates or if for any reason the company fails to
reduce debt/EBITDA leverage below 4.5x over the next 18 to 24
months.
For an upgrade, Revlon will need to increase its scale, and
generate meaningful free cash flow. Revlon will also need to
maintain above average organic growth, and improve its market share
for its core Revlon and Almay brands. Revlon will also need to
sustain debt/EBITDA below 4.0x, EBIT-to-interest expense of at
least 3.0x, and maintain good liquidity.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.
Revlon, headquartered in New York, NY, is a worldwide cosmetics,
hair color, hair care, men's grooming products, beauty tools,
fragrance, and personal care products company. The company is a
wholly-owned subsidiary of publicly-traded Revlon, Inc., which is
majority-owned by MacAndrews & Forbes (M&F). M&F is wholly-owned
by Ronald O. Perelman. Revlon's principal brands include Revlon,
Revlon Professional, CND, Almay, American Crew and Mitchum.
Revlon's net sales for the 12 months ended September 2015 were
approximately $2.4 billion.
ROSETTA GENOMICS: Hal Mintz Owns 3.7% of Shares as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Hal Mintz disclosed that as of Dec. 31, 2015, he
beneficially owns 674,576 ordinary shares of Rosetta Genomics Ltd
representing 3.78 percent of the shares outstanding. A copy of the
regulatory filing is available at http://is.gd/ncuRFn
About Rosetta
Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs. MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies. The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.
Rosetta Genomics reported a loss from continuing operations of
$14.5 million on $1.32 million for the year ended Dec. 31, 2014, a
loss from continuing operations of $13.2 million in 2013 and a
loss from continuing operations of $10.69 million in 2012.
As of June 30, 2015, Rosetta Genomics had $23.3 million in total
assets, $3.49 million in total liabilities and $19.8 million in
total shareholders' equity.
Bankruptcy Warning
"We will likely require substantial additional funding and expect
to augment our cash balance through financing transactions,
including the issuance of debt or equity securities and further
strategic collaborations. On December 7, 2012, we filed a shelf
registration statement on Form F-3 with the SEC for the issuance of
ordinary shares, various series of debt securities and/or warrants
to purchase any of such securities, either individually or in
units, with a total value of up to $75 million, from time to time
at prices and on terms to be determined at the time of such
offerings. The filing was declared effective on December 19, 2012.
As of the time of the filing of this Annual Report on Form 20-F,
we had sold through the Cantor Sales Agreement an aggregate of
4,736,854 of our ordinary shares for gross proceeds of $19.9
million under this shelf registration statement, leaving an
aggregate of approximately $55.1 million of securities available
for sale under this Form F-3, subject to limitations imposed by the
SEC for companies with a public float of less than $75 million. If
we need additional funding, there can be no assurance that we will
be able to obtain adequate levels of additional funding on
favorable terms, if at all. If adequate funds are needed and not
available, we may be required to:
* delay, reduce the scope of or eliminate certain research and
development programs;
* obtain funds through arrangements with collaborators or
others on terms unfavorable to us or that may require us to
relinquish rights to certain technologies or products that we
might otherwise seek to develop or commercialize
independently;
* monetize certain of our assets;
* pursue merger or acquisition strategies; or
* seek protection under the bankruptcy laws of Israel and the
United States," the Company said in its annual report for the
year ended Dec. 31, 2014.
SABINE OIL: Court Urges Mediation on Suit Over $650M Lien
---------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that a New York
bankruptcy judge on Jan. 12, 2016, pushed for mediation in a
lawsuit brought by Sabine Oil & Gas Corp. against second-lien
noteholders that seeks to wipe out a $650 million lien on assets
held by Forest Oil Corp., Sabine's partner in an ill-fated 2014
merger.
U.S. Bankruptcy Judge Shelley Chapman said during a court hearing
in Manhattan that she will hold off judgment on a pending motion to
dismiss the complaint brought by Wilmington Trust NA,
administrative agent for second-lien lenders.
About Sabine Oil & Gas Corporation
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
tapped Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as counsel. The
Committee also retained Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.
SABOA ENTERTAINMENT: Asset Auction Scheduled for January 28
-----------------------------------------------------------
A Burbank recording studio with a rich history of serving the
music, film and television industries is set to go on the auction
block at 10:00 a.m. (PT) on January 28, when Tiger Capital Group's
Remarketing Services Division and Tranzon Asset Strategies conduct
a live auction to sell the real estate and other assets of the
former Magnolia Theatre building site most recently operated by the
bankrupt Saboa Entertainment LP.
By order of the U.S. Bankruptcy Court, the historic
15,000-square-foot building at 4403 W. Magnolia Blvd. in Burbank,
as well as a full range of recording studio/sound-mixing gear,
microphones, musical instruments, office furniture and furnishings,
and a state-of-the-art chef's kitchen are being offered for sale as
a complete turnkey package. The property also includes a large
patio area and a parking lot with more than 70 spots, plus gated
VIP parking.
Bids, which are subject to a stalking horse offer currently in
place, are now being accepted. Qualifying overbids must be a
minimum of $6.5 million. Those intending to bid are required to
prequalify with Tranzon by submitting a written offer and deposit
by January 26. Only qualifying bidders will be invited to the live
auction at the Burbank site.
Previews of the facility will be held on January 13, from 1:00 p.m.
to 5:00 p.m. (PT); January 14, from 9:00 a.m. to 1:00 p.m. (PT);
January 20, from 10:00 a.m. to 1:00 p.m. (PT); and
January 26, from 12:00 p.m. to 4:00 p.m. (PT).
"Situated in the heart of the creative corridor that also hosts
Disney studios, Warner Brother facilities and other recording
studios, this strategically located site offers an extraordinary
opportunity for recording artists, restaurant operators, schools or
other uses," said Michael Walters, President of Tranzon Asset
Strategies. "Constructed in 1940, the building underwent extensive
renovations from the late-1970's, when it was converted to a studio
use, and has benefitted from ongoing improvements since 2004. The
ample parking lot and large patio area make this site all the more
appealing."
"This is a jewel of a facility, which has served many top recording
artists," added Jeff Tanenbaum, President of Tiger Remarketing
Services. "Industry professionals touring the building have
commented on the studio's diversity and ability to support jazz,
orchestral, rock and pop music, not to mention film and video
production. The facility has been dialed in by some of the
industry's top engineers, and features a 72-channel Neve 8078
console along with Flying Faders automation and outboards including
several Tube-Tech, Pultec and Fairchild dynamics/EQ units. It
would be a tremendous undertaking to reconstruct a studio offering
similar capabilities."
The facility also features a 30-foot-tall scoring stage measuring
approximately 4,000 square feet; a theatrical mixing room with
Dolby digital, THX and DTS; two 5.1 editing rooms; two video
editing suites; an isolation booth; two ADR recording studios;
multiple offices; and the chef's kitchen.
The sale also includes all of the facility's recording studio and
sound mixing gear. Highlights include the Neve mixing console;
Studer recorders; Tube-Tech, Pultec and Fairchild outboards; a
vintage EMT 250 digital reverb; and more than 40 vintage Neuman,
Telefunken, Sennheiser, Shure and Sony tube and condenser
microphones.
The studio additionally includes musical instruments, theater
equipment, furniture, furnishings and business equipment.
For more information, go to: www.SoldTiger.com or for a complete
property information package, including qualification and bidding
procedures, go to: www.tranzon.com/TAS160128
Saboa Entertainment LP filed for Chapter 7 bankruptcy on April 28,
2015 in the California Central District Bankruptcy Court (case
number 2:15-bk-16749).
SAM WYLY: Says Offshore Trusts Not Secret in $2.2-Bil. Tax Trial
----------------------------------------------------------------
Jess Davis at Bankruptcy Law360 reported that Sam Wyly, the
business tycoon challenging a $2.2 billion tax fraud claim by the
Internal Revenue Service, on Jan. 12, 2016, testified in Texas
bankruptcy court that a series of Isle of Man trusts in which he
and his late brother held many of their assets were not secret.
In his second day of cross-examination, Mr. Wyly said he and his
late brother Charles Wyly created the trusts in part to prevent
creditors from getting their assets, with the IRS included as a
potential creditor.
About Sam Wyly
Sam Wyly is a lifelong entrepreneur and author. His first book,
1,000 Dollars & An Idea, is a biography that tells his story of
creating and building companies, including University Computing,
Michaels Arts & Crafts, Sterling Software, and Bonanza Steakhouse.
His second book, Texas Got It Right!, co-authored with his son,
Andrew, was gifted to roughly 450,000 students and teachers,
thought leaders, and readers, and continues to be a best-seller in
its Amazon category.
Samuel Wyly filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Tex. Case No. 14-35043) on Oct. 19, 2014, weeks after a judge
ordered him to pay several hundred million dollars in a civil
fraud case. In September 2014, a federal judge ordered Mr. Wyly
and the estate of his deceased brother to pay more than $300
million in sanctions after they were found guilty of committing
civil fraud to hide stock sales and nab millions of dollars in
profits.
About Caroline Wyly
Caroline Wyly is the widow of business tycoon Charles Wyly. She
and her brother-in-law Sam Wyly sought Chapter 11 bankruptcy
protection as leverage to settle a looming tax bill and a $329
million claim from the Securities and Exchange Commission. Her
bankruptcy is In re Caroline D. Wyly, 14-35074, in U.S. Bankruptcy
Court, Northern District Texas (Dallas).
SFX ENTERTAINMENT: Secures $20-Mil. Financing
---------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that concert producer SFX Entertainment Inc. has secured
$20 million in financing to cover operational expenses as it
negotiates with its lenders, including bondholders that declared an
event of default.
According to the report, SFX disclosed in regulatory filings that
it had skipped a $3 million interest payment to bondholders, who
quickly declared the company in default on the $5.8 million balance
of the bond. The company's $220 million in senior bond debt and
$30 million revolving credit facility from Catalyst Fund LP each
contain cross-default provisions, but SFX hasn't said that either
group has declared a default, the report related.
Headquartered in New York, New York, SFXE, with approximately
$312 million in pro-forma revenues, is a leading producer of live
events and media and entertainment content focused exclusively on
electronic music culture.
The Troubled Company Reporter, on Sept. 29, 2015, reported that
Moody's Investors Service said SFX Entertainment, Inc.'s (SFXE;
Caa3 negative) $60 million in preferred share funding is credit
positive because the company has access to much needed additional
funding. That said, because the company's future cash flow
requirements continue to be uncertain, the incremental funding has
no rating or outlook implications. Potential positive rating and
outlook adjustments will depend on clarity of forward-looking
operational results, as well as clarity of operational results
translating into cash flow.
SHERWIN ALUMINA: Obtains $40M DIP Financing Commitment
------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek authority from the
Bankruptcy Court to obtain postpetition financing and utilize cash
collateral to satisfy employee wages and benefits, tax obligations,
certain other operational expenses, and to fund the administration
of their Chapter 11 cases.
The Debtors have secured from their prepetition lender Commodity
Funding, LLC, a $40-million debtor-in-possession financing,
$500,000 of which will be available on an interim basis.
Borrowings under the DIP Facility bear an interest rate of eight
percent per annum. In an event of default, the DIP Facility will
accrue interest at an additional 2% per annum, payable in cash on
demand.
The Debtors propose to provide the Prepetition Lender with five
primary forms of adequate protection to protect against the
postpetition diminution in value of the Prepetition Collateral
resulting from the use, sale, or lease of the Prepetition
Collateral by the Debtors and the imposition of the automatic
stay:
a. A superpriority claim under Section 507(b) of the Bankruptcy
Code, with priority over all administrative expense claims
and unsecured claims (other than the DIP Claims and the
Carve-Out) now existing or after arising.
b. A valid, enforceable, fully perfected security interest in
and replacement lien on all of the Debtors' assets subject
to: (i) the Carve-Out; (ii) the DIP Liens on the DIP
Collateral; and (iii) the Permitted Priority Liens and
Prepetition Credit Agreement Liens on the Prepetition
Collateral. The replacement liens shall be senior to all
other security interests in, liens on, or claims against any
of the DIP Collateral.
c. Payment of the Prepetition Lender's reasonable and
documented out-of-pocket costs and expenses in connection
with these Chapter 11 cases, including the monitoring of
these Chapter 11 cases or in connection with the enforcement
or protection of any of the Prepetition Lender's rights and
remedies.
d. The Prepetition Lender will be allowed to credit bid the
full amount of the Prepetition Credit Agreement Obligations
with respect to any sale of the Prepetition Collateral not
in the ordinary course of business pursuant to a Chapter 11
Plan or Section 363 of the Bankruptcy Code.
e. Certain reporting and information covenants.
The Debtors believe the DIP Facility is reasonable, appropriate and
critical to ensure that adequate liquidity is available to fund
their restructuring.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SHERWIN ALUMINA: Proposes KCC as Claims and Noticing Agent
----------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek authority from the
Bankruptcy Court to employ Kurtzman Carson Consultants LLC as their
noticing, claims, and balloting agent effective nunc pro tunc to
the Petition Date.
KKC's hourly rates for consulting services are:
Position Hourly Rate
-------- -----------
Executive Vice President Waived
Director/Senior Managing Consultant $170
Consultant/Senior Consultant $70-$160
Technology/Programming Consultant $35-$70
Clerical $25-$50
The Debtors request that the undisputed fees and expenses incurred
by KCC in the performance of the services be treated as
administrative expenses of their estates. The Debtors further
request the authority to pay those undisputed fees and expenses in
the ordinary course of business without further application to or
order of the Court.
Prior to the Petition Date, the Debtors provided KCC a retainer in
the amount of $20,000. KCC seeks to hold the retainer under the
Services Agreement during the cases as security for the payment of
fees and expenses incurred under the Services Agreement.
KCC represents it 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 to be engaged.
As part of the overall compensation payable to KCC under the terms
of the Services Agreement, the Debtors have agreed to certain
indemnification and contribution obligations.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SHERWIN ALUMINA: Seeks Feb. 8 Schedules Filing Deadline
-------------------------------------------------------
Sherwin Alumina Company, LLC, et al., ask the Bankruptcy Court to
extend the deadline by which they must file their schedules of
assets and liabilities, schedules of current income and
expenditures, schedules of executory contracts and unexpired
leases, and statements of financial affairs, through Feb. 8, 2016.
The Debtors said the collection of the necessary information will
require a significant expenditure of time and effort.
"In the days leading up to the Petition Date, the Debtors' primary
focus has been preparing for these Chapter 11 cases," said Zack A.
Clement, Esq. at Zack A. Clement PLLC, counsel for the Debtors.
"Focusing the attention of key personnel on critical operational
and chapter 11 compliance issues during the early days of these
chapter 11 cases will facilitate the Debtors' smooth transition
into chapter 11, thereby maximizing value for their estates, their
creditors, and other parties in interest," he continued.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SHERWIN ALUMINA: To be Acquired by Corpus for $95.3 Million
-----------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek authority from the
Bankruptcy Court to enter into and perform under a stalking horse
purchase agreement in connection with the sale of substantially all
of their assets.
The Debtors and Corpus Christi Alumina LLC, an affiliate of
Commodity Funding, LLC, as stalking horse bidder, entered into the
Asset Purchase Agreement, dated as of Jan. 11, 2016, pursuant to
which Corpus has agreed to acquire the Debtors' assets for $95.25
million, consisting of a credit bid of $95 million on account of
the Prepetition Secured Lender's secured claims, and if the
Debtors' general unsecured creditors vote to accept the Plan, cash
in the amount of $250,000.
The proposed sale is subject to higher or otherwise better offers.
The Debtors have proposed bidding procedures designed to permit a
fair, efficient, competitive, and value-maximizing auction process
for their assets, consistent with the timeline of these Chapter 11
cases, to confirm that the Stalking Horse Bid is the highest or
otherwise best offer.
The deadline to submit qualified bids is March 18, 2016. If one or
more Qualified Bids (other than the Stalking Horse Bid) are
received by the Bid Deadline, then the Debtors will conduct the
Auction. The Auction will commence on Wednesday, March 23, 2016,
at 10:00 a.m. (prevailing Central Time), at the offices of Kirkland
& Ellis LLP, 600 Travis Street Suite 3300 Houston, Texas 77002, or
such later time or other place as the Debtors shall timely notify
the Stalking Horse Bidder and all other Qualified Bidders.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SHERWIN ALUMINA: To Pay More Than $3-Mil. Critical Vendor Claims
----------------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek authority from the
Bankruptcy Court to pay more than $3 million critical vendor
claims.
The Debtors tell the Court they require a steady stream of goods
and services from their Critical Vendors to maintain operational
stability as they seek approval of their proposed asset sale
transaction while simultaneously transitioning into Chapter 11.
"Without the goods and services provided by the Critical Vendors,
the Debtors would be forced to halt production immediately while
they search for substitute vendors and service providers, which
would cause the Debtors to forego existing favorable trade terms,"
according to Zack A. Clement, Esq. at Zack A. Clement PLLC, counsel
to the Debtors. "Any disruption to the Debtors' supply chain could
result in a significant loss of operational efficiency, decreasing
the value of these businesses and negatively impacting the Debtors'
active marketing and sale process, which would impair stakeholder
value at this critical juncture in these chapter 11 cases," he
added.
In return for paying the Critical Vendor Claims, the Debtors will
use commercially reasonable efforts to require the applicable
Critical Vendor to provide favorable trade terms in line with
historical practice for the postpetition delivery of goods and
services or otherwise continue supplying the Debtors with essential
goods and services for the duration of these Chapter 11 cases. The
Debtors therefore request authority to condition payment upon such
party's written agreement to continue supplying goods or services
to the Debtors for the duration of these Chapter 11 cases in
accordance with trade terms at least as favorable to the Debtors as
those practices and programs in place prior to the Petition Date,
as may be modified by any Trade Agreement.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SHERWIN ALUMINA: Wants to Assume Supply Agreement with Noranda
--------------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek permission from the
Bankruptcy Court to assume an agreement with Noranda Bauxite
Limited for the supply of bauxite, which is the key component to
the production of alumina.
Sherwin and Noranda are parties to the Bauxite Sales Agreement
dated as of Dec. 29, 2012. Pursuant to the Noranda Agreement, the
Debtors source nearly two-thirds of their bauxite from Noranda,
and, according to the Debtors, it is virtually impossible for them
to source such a significant amount of comparable bauxite from any
other supplier.
"The preservation of the Noranda Agreement is essential to the
successful consummation of a sale transaction to the stalking horse
bidder, Corpus Christi Alumina LLC, or any other potential
purchaser," said Zack A. Clement, Esq., at Zack A. Clement PLLC,
counsel for the Debtors. "Uncertainty regarding whether the
Noranda Agreement is subject to assumption or is terminable could
have a detrimental and perhaps irreversible impact on the Debtors'
proposed sale process," he added.
The Debtors assert they cannot sell their business as a going
concern unless they are able to assume the Noranda Agreement.
"Preventing the Debtors from being able to sell their business as a
going concern, in turn, will significantly diminish the value of
their estates to the detriment of all stakeholders," Mr. Clement
told the Court.
About Sherwin Alumina
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. The Debtors
estimated both assets and liabilities in the range of $100 million
to $500 million. Judge David R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
SQUARETWO FINANCIAL: Moody's Lowers Corp. Family Rating to Caa2
---------------------------------------------------------------
Moody's Investors Service downgraded SquareTwo Financial
Corporation's Corporate Family Rating to Caa2 and Senior Secured
Second Lien Notes to Caa3 with ratings under review for further
downgrade.
Downgrades:
Issuer: SquareTwo Financial Corporation
Corporate Family Rating Downgraded from Caa1 to Caa2, Under
Review for further Downgrade
Senior Secured Second Lien Notes Downgraded from Caa1 to Caa3,
Under Review for further Downgrade
RATINGS RATIONALE
The downgrade reflects continued weakened profitability and
cashflow generation, as well as its growing negative equity as a
result of reduced supply of charged-off debt and elevated pricing.
These conditions have negatively impacted SquareTwo's profitability
and debt coverage for more than two years as charged-off debt
supply has been slow to normalize to historical levels. These
difficult operating conditions are occurring at a sensitive time
with maturities on the senior revolving credit facility and the
senior secured second lien notes occurring in April 2016 and April
2017 respectively.
SquareTwo is currently in active discussions with various investors
and lenders to address the maturity of the senior revolving credit
facility as part of a broader evaluation of financing options. In
addition to its upcoming maturity, the senior revolving credit
facility has a $165 million minimum trailing twelve month Adjusted
EBITDA covenant which, through Sept. 30, 2015, SquareTwo has been
in compliance but with minimal cushion. If the covenant were
breached, current lenders would be entitled to demand immediate
repayment of all borrowings. Additionally, a default under the
senior revolving credit facility could trigger a cross default with
respect to the senior secured second lien notes.
Losses have depleted SquareTwo's positive equity position of
$9.1 million as of March 31, 2014, to ($74.7) million as of
Sept. 30, 2015. In addition, a combination of high prices for
charged-off debt and a declining portfolio has had a negative
impact on cashflow and could impact SquareTwo's ability to pursue
new purchase opportunities once supply fully returns to the
market.
Moody's review will assess SquareTwo's ability to address the
maturity of the senior revolving credit facility and its ability to
improve profitability and build capital, particularly in light of
increased prices in the charged-off debt industry.
WHAT COULD CHANGE THE RATINGS UP
The review for SquareTwo could return to stable if the company is
able to address the maturity of the senior revolving credit
facility with limited impact to the senior secured second lien
notes.
WHAT COULD CHANGE THE RATINGS DOWN
Ratings could be downgraded further if SquareTwo is unable to
address the maturity of the senior revolving credit facility or if
profitability and leverage fail to improve from constrained supply
conditions.
The principal methodology used in these ratings was Finance
Companies published in October 2015.
SquareTwo is a purchaser of charged off debt receivables which
pursues collections via in-house staff and a network of attorneys.
SquareTwo is headquartered in Denver, CO.
SUNTECH AMERICA: Plan Goes to Feb. 23 Confirmation Hearing
----------------------------------------------------------
Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on Jan. 14, 2016, approved the disclosure
statement explaining Suntech America, Inc., et al.'s Chapter 11
Plan of Liquidation and scheduled the hearing to consider
confirmation of the Plan on Feb. 25, 2016, at 2:00 p.m. (ET).
The Court established the following dates for confirmation of the
Plan:
Voting Record Date Jan. 13, 2016
Date Solicitation will Commence Jan. 19, 2016
3018 Motion Deadline Feb. 9, 2016
3018 Objection Deadline Feb. 16, 2016
Plan Supplement Filing Deadline Feb. 2, 2016
Voting Deadline Feb. 16, 2016
Plan Objection Deadline Feb. 16, 2016
Deadline to File Memoranda of Law
in Support of Confirmation of
the Plan Feb. 23, 2016
Deadline to File Replies to any
Objections to the Plan Feb. 23, 2016
Voting Report Filing Deadline Feb. 23, 2016
Prior to the Disclosure Statement hearing, the Debtors filed an
amended Disclosure Statement after holding a hearing on the merits
of the Debtors' objection to the claim filed by Energy Conversion
Devices Liquidation Trust, the Bankruptcy Court entered an order
disallowing the claim. The Debtors relate that, therefore, at this
time, (i) ECD is not entitled to a Distribution from the Estates on
account of the ECD Claim or otherwise, and (ii) the Debtors are not
required to reserve any amounts on account of the ECD Claim.
However, the ECD Action is currently under appeal and, if ECD is
ultimately successful in the Appeal, ECD may request
that the Bankruptcy Court vacate the Disallowance Order. If the
Disallowance Order is vacated prior to the Debtors making material
Distributions to the Holders of Allowed Claims in Class 3, or if
the Disallowance Order is appealed and reversed on appeal, the
timing and amount of any Distribution or any remaining Distribution
that the Holders are entitled to receive may be materially and
adversely affected, the Debtors said.
A blacklined version of the Combined Plan is available for free
at http://bankrupt.com/misc/SUNTECHplan0114.pdf
About Suntech America
Headquartered in San Francisco, California, Suntech America, Inc.,
aka Suntech Power, an affiliate of Wuxi, China-based Suntech Power
Holdings Corp., was the main operating subsidiary of the Suntech
Group in the Americas and its primary business purpose was acting
as an intermediary for marketing, selling and distributing Suntech
Group manufactured products.
Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and
15-10056) on Jan. 12, 2015. Judge Christopher S. Sontchi presides
over the cases.
Mark D. Collins, Esq., Paul Noble Heath, Esq., William A.
Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton &
Finger, P.A., serve as the Debtors' bankruptcy counsel. Upshot
Services LLC is the Debtors' claims and noticing agent.
The Debtors estimated their assets at between $100 million and $500
million, and their debts at between $100 million and $500 million.
TAYLOR-WHARTON INT'L: Nixon Peabody Okayed as Adviser in Ch. 11
---------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that specialty
tank-maker Taylor-Wharton International got a Delaware bankruptcy
court go-ahead on Jan. 12, 2016, to retain Nixon Peabody LLP as a
personal injury and liability claim adviser, overcoming objections
about needless Chapter 11 expense.
A committee of unsecured creditors and the U.S. Trustee's office
had questioned the professional service retention, citing in part
the automatic stay on third-party legal actions that accompanied
Taylor-Wharton's bankruptcy filing.
The company, which has only one domestic factory operation, sought
protection from creditors in November, listing $100 million to $500
million in debts.
About Taylor-Wharton
Taylor-Wharton International LLC and Taylor-Wharton Cryogenics LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed
Lead Case No. 15-12075) on Oct. 7, 2015. The petition was signed
by Thomas Doherty as chief restructuring officer.
Cryogenics is a leading designer, engineer and manufacturer of
cryogenic equipment designed to transport and store liquefied
atmospheric and hydrocarbon gases. Cryogenics has a single United
States operation in Theodore, Alabama. Cryogenics is the direct
or indirect parent of several foreign non-debtor subsidiaries
which have manufacturing operations in China, Malaysia, Slovakia,
and warehousing operations in Germany and Australia.
The Debtors have engaged Reed Smith LLP as general bankruptcy
counsel, Argus Management Corporation as interim management
services provider, Stifel, Nicolaus & Company, Incorporated and
Miller Buckfire & Company LLC as investment banker and Logan &
Company, Inc., as noticing and claims agent.
The Debtors estimated both assets and liabilities of $100 million
to $500 million. O'Neal Steel Inc. is listed as the largest
unsecured creditor holding a trade claim of $788,815.
Judge Brendan Linehan Shannon is assigned to the case.
TERRASSA CONCRETE: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Terrassa Concrete Industries, Inc.
URB. Sta. Rosa
35-17, Calle 24
Bayamon, PR 00959
Case No.: 16-00182
Chapter 11 Petition Date: January 15, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Enrique S. Lamoutte Inclan
Debtor's Counsel: Alexis Fuentes Hernandez, Esq.
FUENTES LAW OFFICES, LLC
PO Box 9022726
San Juan, PR 00902-2726
Tel: (787) 722-5216
Fax: (787) 722-5206
Email: alex@fuentes-law.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Luis E. Terrassa Muniz, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb16-00182.pdf
TIMOTHY PLACE: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Timothy Place, NFP 16-01336
aka Park Place Chrisitian Retirement Community
aka Park Place Chrisitian -- Elmhurst
aka Park Place Chrisitian Community
aka Park Place Chrisitian Community
aka Park Place Chrisitian Community of Elmhurst
aka Park Place Christian Services
aka Park Place Chrisitian Community of Elmhurst
aka Park Place Chrisitian Services
aka Park Place Chrisitian - Elmhurst
aka Park Place Chrisitian Retirement Community
18601 North Creek Drive
Tinley Park, IL 60477
Christian Healthcare Foundation, NFP 16-01337
aka Park Place of Elmhurst
18601 North Creek Drive
Tinley Park, IL 60477
Type of Business: Health Care
Chapter 11 Petition Date: January 17, 2016
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Jacqueline P. Cox
Debtors' Counsel: David A Agay, Esq.
Joshua A. Gadharf, Esq.
MCDONALD HOPKINS LLC
300 N. LaSalle
Chicago, Illinois 60654
Tel: (312) 280-0111
Fax: (312) 280-8232
Email: dagay@mcdonaldhopkins.com
jgadharf@mcdonaldhopkins.com
- and -
Shawn M. Riley, Esq.
Manju Gupta, Esq.
MCDONALD HOPKINS LLC
600 Superior Avenue, E., Suite 2100
Cleveland, OH 44114
Tel: (216) 348-5400
Fax: (216) 348-5474
Email: sriley@mcdonaldhopkins.com
mgupta@mcdonaldhopkins.com
Debtors' NORTH SHORES CONSULTING, INC.
Financial
Advisor:
Debtors' GLOBIC ADVISORS
Claims and
Noticing
Agent:
Estimated Assets: $100 million to $500 million
Total Liabilities: $100 million to $500 million
The petition was signed by William DeYoung, chief financial
officer.
A. List of Timothy Place, NEP's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Blue Cross Blue Shield Association Trade Debt $47,625
Gordon Food Service, Inc Trade Debt $47,334
Marianjoy Rehabilitation Hospital Trade Debt $36,208
Premier Produce, Inc. Trade Debt $8,035
Medline Industries, Inc. Trade Debt $5,339
McFarlane Douglass & Co Trade Debt $5,333
Templar Construction, Inc. Trade Debt $5,060
Martin Whalen Office Solutions, Inc. Trade Debt $2,422
A New Dairy, Inc. Trade Debt $2,298
HLS- Wheeling LLC Trade Debt $2,264
Fitzsimmons Hospital Services Trade Debt $2,234
Red Hawk Fire & Security Trade Debt $2,020
K.Hoving Recycling & Disposal, Inc. Trade Debt $1,821
Parker Cromwell Healthcare Associates Trade Debt $1,623
McKesson Trade Debt $1,516
Metro Professional Products Trade Debt $1,360
GlynnDevins Advertising Trade Debt $1,307
Pepsi-Cola Trade Debt $1,241
Motion Picture Licensing Corp. Trade Debt $1,067
Staples Advantage Trade Debt $922
B. List of Christian Healthcare's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Blue Cross Blue Shield Association Trade Debt $47,652
Gordon Food Service, Inc. Trade Debt $47,334
Marianjoy Rehabilitation Hospital Trade Debt $36,208
Premier Produce, Inc. Trade Debt $8,035
Medline Industries, Inc. Trade Debt $5,339
McFarlane Douglass & Co Trade Debt $5,333
Templar Construction, Inc. Trade Debt $5,060
Martin Whalen Office Solutions, Inc, Trade Debt $2,422
A New Dairy, Inc. Trade Debt $2,298
HLS- Wheeling LLC Trade Debt $2,264
Fitzsimmons Hospital Services Trade Debt $2,234
Red Hawk Fire & Security Trade Debt $2,020
K.Hoving Recycling & Disposal, Inc. Trade Debt $1,821
Parker Cromwell Healthcare Associate Trade Debt $1,623
McKesson Trade Debt $1,516
Metro Professional Products Trade Debt $1,360
GlynnDevins Advertising Trade Debt $1,307
Pepsi-Cola Trade Debt $1,241
Motion Picture Licensing Corp. Trade Debt $1,067
Staples Advantage Trade Debt $922
TIMOTHY PLACE: Files for Chapter 11 with Pre-Negotiated Plan
------------------------------------------------------------
Timothy Place, NFP and and Christian Healthcare Foundation, NFP
sought Chapter 11 bankruptcy protection to implement a largely
consensual balance sheet restructuring of their funded debt
obligations, through a pre-negotiated Plan among the Debtors, the
trustee to the Debtors' currently outstanding bonds issued by the
Illinois Finance Authority, an ad hoc group of holders of the
Debtors' currently outstanding bonds, and the Debtors' sole member,
Rest Haven Illiana Christian Convalescent Home d/b/a Providence
Life Services.
Headquartered in Elmhurst, Illinois, the Debtors own and operate
Park Place Christian Community of Elmhurst, a continuing care
retirement community which provides its residents with independent
living units, enriched housing, memory support services,
comprehensive licensed skilled nursing care, and related health,
social, and quality of life programs and services.
"[T]he Debtors' restructuring and Plan are designed to have no
meaningful impact on Park Place operations, Park Place's Residents,
or the Debtors' general unsecured and other creditors," said
William DeYoung, chief financial officer of the Debtors.
Mr. DeYoung said that since opening in February 2012, the Debtors'
financial health has been negatively affected by the real estate
market not having rebounded from the 2008 recession so as to enable
the Debtors to service the 2010 Bonds. Because of these factors,
the Debtors have been unable to achieve their originally forecasted
occupancy levels. The lower occupancy rates, have, in turn, caused
the Debtors to repay the 2010 Bonds at a slower pace than
originally projected.
As of the Petition Date, the outstanding principal amount owed on:
the Series 2010A Bonds is $109,115,000, the Series 2010B Bonds is
$7,875,000, the Series 2010C Bonds is $5,000,000, the Series
2010D-1 Bonds is $10,275,000, and the Series 2010D-2 Bonds is
$13,860,000. The Series 2010D-3 Bonds and Series 2010E Bonds were
repaid in full prior to the Petition Date.
Because of the Debtors' faltering financial position, defaults
started to occur in 2015 under the Bond Indenture. As a result of
the Debtors' defaults, and in order to provide additional time to
negotiate a long-term solution to the Debtors' financial situation,
prior to the bankruptcy filing, the Debtors entered into certain
agreements with the 2010 Bond Trustee and the Issuer, pursuant to
which, among other things, the 2010 Bond Trustee agreed to forbear
from the exercise of remedies and permitted the Debtors to maintain
certain levels of operating liquidity while servicing its
obligations on the 2010 Bonds, subject to certain budget and
reporting requirements.
Culminating the negotiations, on Jan. 11, 2016, the Debtors and the
Consenting Bondholders entered into a Plan Support Agreement, which
provides for the Consenting Bondholders' support of the Debtors'
proposed Plan on terms consistent with the Restructuring Term
Sheet.
The Plan Support Agreement
Through the Plan Support Agreement, the Debtors have secured
support of the Consenting Bondholders for the Plan, which should
enable the Debtors to proceed quickly to confirmation of the Plan
and an exit from bankruptcy. The Plan Support Agreement contains
certain obligations of the Debtors and the Consenting Bondholders,
which, if not fulfilled, would cause termination of the Plan
Support Agreement. Among the Debtors' obligations are certain
milestones the Debtors must meet, including filing of the
Bankruptcy Case by Jan. 17, 2016, obtaining confirmation of the
Plan by March 22, 2016, and the Effective Date for Plan occurring
on or before April 1, 2016.
The Restructuring Term Sheet provides that the Issuer will issue
new Series 2016 Bonds under a new Bond Trust Indenture between the
Issuer and the 2016 Bond Trustee. On the Plan Effective Date, the
holders of Series 2010A Bonds, Series 2010B Bonds, and Series 2010C
Bonds will exchange the outstanding bonds for: (i) their pro rata
share of the principal amount of Series 2016A Revenue Bonds in the
aggregate principal amount equal to approximately 85% of the
outstanding Series 2010A Bonds, Series 2010B Bonds and Series 2010C
Bonds; (ii) their pro rata share of Series 2016C Bonds Excess Cash
Revenue Bonds (Park Place at Elmhurst Project) in the aggregate
principal amount equal to 15% of the then outstanding Series 2010A
Bonds, Series 2010B Bonds, and Series 2010C Bonds; and (iii)
payment in full in cash on account of their allocable share of
accrued and unpaid interest on the Series 2010A Bonds, Series 2010B
Bonds and Series 2010C Bonds, through the date immediately
preceding the consummation of the proposed restructuring.
On the Effective Date, the holders of the Series 2010D Bonds will
exchange the outstanding bonds for a pro rata share of: (i) the
principal amount of Series 2016B Revenue Bonds in the aggregate
principal amount equal to approximately 85% of the then outstanding
Series 2010D Bonds, allocated to that respective maturity; (ii)
their pro rata share of Series 2016C Bonds in the aggregate
principal amount equal to 15% of the then outstanding Series 2010D
Bonds; and (iii) payment in full in cash on account of its
allocable share of accrued and unpaid interest on the Series 2010D
Bonds through the date immediately preceding the consummation of
the transaction.
In connection with the restructuring, Providence will deposit
$5,000,000 with the Trustee to be used to support the operations of
the Borrower. The repayment of the Sponsor Contribution will be
subordinate in security and payment to the Series 2016 Bonds and
solely payable from excess cash in accordance with the Distribution
Waterfall. The Sponsor loan will accrue 0% interest and mature in
the same year as the Series 2016C Bonds.
The Restructuring Term Sheet contemplates the Debtors establishing
and maintaining certain funds in connection with the 2016 Bonds,
including an entrance fee fund, a revenue fund, an operating
reserve fund, and a capital expenditures fund. The purpose of
these funds is to ensure sufficient operational liquidity and
capital reserves for the Debtors and to allow the Debtors to
service the 2016 Bonds. The Restructuring Term Sheet sets forth a
distribution scheme for these funds on a go-forward basis.
First Day Motions
The Debtors have filed certain first day motions concurrently with
the filing of their Chapter 11 petitions. The Debtors request to,
among other things, assume the Plan Support Agreement, use cash
collateral, pay prepetition trade claims, pay employee
compensation, use existing cash management system, and pay
insurance obligations.
On the Petition Date, the Debtors also filed their proposed Plan of
Reorganization Under Chapter 11 of the Bankruptcy Code and a
proposed disclosure statement, along with a motion to set objection
deadlines and a hearing on the Disclosure Statement and the
Debtors' motion to approve the Disclosure Statement and
solicitation procedures.
A copy of the declaration in support of the First Day Motions is
available for free at:
http://bankrupt.com/misc/7_TIMOTHY_Declaration.pdf
About Timothy Place
Timothy Place, NFP and Christian Healthcare Foundation, NFP filed
Chapter 11 bankruptcy petitions (Bankr. N.D. Ill. Case Nos.
16-01336 and 16-01337, respectively) on Jan. 17, 2016. The
petitions were signed by William DeYoung as chief financial
officer. The Debtors estimated both assets and liabilities in the
range of $100 million to $500 million. Judge Jacqueline P. Cox has
been assigned the case.
The Debtors have engaged McDonald Hopkins LLC as counsel, North
Shores Consulting, Inc., as financial advisor and Globic Advisors
as claims and noticing agent.
TRUMP ENTERTAINMENT: 3rd Circ. Lets Taj Mahal Nullify Labor Pact
----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that in a matter of
first impression, the Third Circuit on Jan. 15, 2016, allowed the
owner of the Trump Taj Mahal in Atlantic City to nullify a
collective bargaining agreement with approximately 1,000 employees,
ruling that the action is permitted under U.S. bankruptcy law
because the company's survival hinges on its ability to reduce its
labor costs. The federal appeals court determined that Trump
Entertainment Resorts Inc. can reject the continuing terms and
conditions of an expired CBA with its employees' union.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owns two Atlantic City Boardwalk
casinos that bear the name of Donald Trump.
The predecessor, Trump Hotels & Casino Resorts, Inc., first filed
for Chapter 11 protection on Nov. 21, 2004 (Bankr. D.N.J. Case No.
04-46898 through 04-46925) and exited bankruptcy in May 2005 under
the name Trump Entertainment Resorts Inc. Trump Entertainment
Resorts sought Chapter 11 protection on Feb. 17, 2009 (Bankr.
D.N.J. Lead Case No. 09-13654) and exited bankruptcy in 2010.
Trump Entertainment Resorts Inc. returned to Chapter 11 bankruptcy
(Bankr. D. Del. Case No. 14-12103) on Sept. 9, 2014, with plans to
shutter its casinos.
The Debtors have sought an order authorizing the joint
administration of their Chapter 11 cases and the consolidation
thereof for procedural purposes only. Judge Kevin Gross presides
over the Chapter 11 cases.
The Debtors have tapped Young, Conaway, Stargatt & Taylor, LLP, as
counsel; Stroock & Stroock & Lavan LLP, as co-counsel; Houlihan
Lokey Capital, Inc., as financial advisor; and Prime Clerk LLC, as
noticing and claims agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing.
The Debtors as of Sept. 9, 2014, owe $285.6 million in principal
plus accrued but unpaid interest of $6.6 million under a first
lien
debt issued under their 2010 bankruptcy-exit plan. The Debtors
also have trade debt in the amount of $13.5 million.
* * *
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware on March 12, 2015, confirmed Trump Entertainment Resorts,
Inc., et al.'s Third Amended Joint Plan of Reorganization and
Disclosure Statement pursuant to Section 1129 of the Bankruptcy
Code.
The Debtors filed on January 5, 2015, the Plan and accompanying
Disclosure Statement to, among other things, provide that holders
of General Unsecured Claims will receive Distribution Trust
Interests, which will include $1 million in cash and the proceeds,
if any, of certain avoidance actions. Under the revised plan,
holders of general unsecured claims are estimated to recover 0.47%
to 0.43% of their total allowed claim amount. The Amended Plan
also includes language reflecting the recently-approved $20
million
loan from Carl Icahn.
The Effective Date of the Plan has not yet occurred, as certain
conditions precedent to the occurrence of the Effective Date,
including the CBA Order having become a Final Order, have not yet
been met.
UNI-PIXEL INC: Receives Noncompliance Notice From Nasdaq
--------------------------------------------------------
Uni-Pixel, Inc., received on Jan. 8, 2016, a deficiency letter from
the Listing Qualifications Department of the Nasdaq Stock Market
notifying the Company that, for the prior 30 consecutive business
days, the bid price for the Company's common stock had closed below
the minimum $1.00 per share requirement for continued inclusion on
the Nasdaq Capital Market pursuant to Nasdaq Listing Rule
5550(a)(2). The notice has no immediate effect on the listing or
trading of the Company's common stock and the common stock will
continue to trade on The Nasdaq Capital Market under the symbol
"UNXL" at this time.
In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company
has been given 180 calendar days, or until July 6, 2016, to regain
compliance with the Rule. If, at any time before July 6, 2016, the
bid price for the Company's common stock closes at $1.00 or more
for a minimum of 10 consecutive business days as required under
Listing Rule 5810(c)(3)(A), the Staff will provide written
notification to the Company that it complies with the Rule. If the
Company does not regain compliance with the Rule by July 6, 2016,
but meets the Nasdaq Capital Market initial inclusion criteria set
forth in Listing Rule 5550, except for the $1.00 per share bid
price requirement, the Company may be granted an additional 180
calendar day compliance period. The Company intends to actively
monitor the bid price for its common stock between now and July 6,
2016, and will consider all available options to resolve the
deficiency and regain compliance with the Nasdaq minimum bid price
requirement.
If the Company does not regain compliance with the Rule by July 6,
2016, and is not eligible for an additional compliance period at
that time, the Staff will provide written notification to the
Company that its common stock may be delisted. At that time, the
Company may appeal the Staff's delisting determination to a Nasdaq
Listing Qualifications Panel. The Company would remain listed
pending the Panel's decision. There can be no assurance that, if
the Company does appeal a subsequent delisting determination by the
Staff to the Panel, that such appeal would be successful.
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.
WALTER ENERGY: APA Must Comply w/ Environ. Obligations, Govt Says
-----------------------------------------------------------------
The United States, on behalf of the U.S. Environmental Protection
Agency, and the United States Department of Interior, Office of
Surface Mining Reclamation and Enforcement, opposes to Walter
Energy, Inc., et al.'s motion seeking authority to sell
substantially all of their assets, complaining that details of the
Debtors' wind-down plans associated with the Walter Coke Trust and
the West Virginia mines have not been filed.
According to the U.S. Government, it is in the dark about whether
or to what extent the plans provide for the compliance with
environmental obligations. The United States challenged the
Debtors to demonstrate that their proposed sale and winddown scheme
would have sufficient funding to perform the required environmental
obligations under non-bankruptcy law.
The United States further complained that hidden in the proposed
Asset Purchase Agreement are certain provisions that provide for
the Debtors to drop certain properties from the proposed Sale and
place them in a Liquidation Trust along with unspecified wind-down
funding -- selling the valuable parts of the Debtors' Assets, and
leaving environmentally impacted properties behind in a
hypothetical Liquidation Trust -- without any demonstration of the
sufficiency of funding for continued compliance with environmental
obligations under non-bankruptcy law could pose a serious risk to
public health and safety.
Accordingly, the Debtors cannot use bankruptcy laws to evade
compliance with environmental obligations with respect to property
of the estate because bankruptcy does not insulate a debtor from
environmental regulatory statutes, the Government argued. Where
the Bankruptcy Code has conferred special powers upon the trustee
and where there was no common-law limitation on that power,
Congress has expressly provided that the efforts of the trustee to
marshal and distribute the assets of the estate must yield to
governmental interest in public health and safety, the United
States further argued.
Walter Energy, Inc., its affiliated Debtors and
Debtors-in-possession are represented by:
Patrick Darby, Esq.
Jay Bender, Esq.
Cathleen Moore, Esq.
James Bailey, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
One Federal Place
1819 Fifth Avenue North
Birmingham, Alabama 35203
Telephone: (205) 521-8000
Email: pdarby@babc.com
jbender@babc.com
ccmoore@babc.com
jbailey@babc.com
- and –
Stephen J. Shimshak, Esq.
Kelley A. Cornish, Esq.
Claudia R. Tobler, Esq.
Ann K. Young, Esq.
Michael S. Rudnick, Esq.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, New York 10019
Telephone: (212) 373-3000
Email: sshimshak@paulweiss.com
kcornish@paulweiss.com
ctobler@paulweiss.com
ayoung@paulweiss.com
mrudnick@paulweiss.com
The United States is represented by:
Karl J. Fingerhood
Senior Counsel
ENVIRONMENTAL ENFORCEMENT SECTION ENVIRONMENT
AND NATURAL RESOURCES DIVISION
UNITED STATES DEPARTMENT OF JUSTICE
P.O. Box 7611 Washington,
DC 20044
Telephone: (202) 514-7519
Email: Karl.fingerhood@usdoj.gov
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
iindustry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys. The
Retiree Committee retained Adams & Reese LLP and Jenner & Block LLP
as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WALTER ENERGY: Seeks to Raise $50 Million in DIP Financing
----------------------------------------------------------
Walter Energy, Inc. and its affiliated debtors ask the U.S.
Bankruptcy Court for the Northern District of Alabama for authority
to:
-- obtain senior secured postpetition financing,
-- continue using cash collateral postpetition, and
-- grant adequate protection to the so-called prepetition
secured parties.
Specifically, the Debtors seek approval of the DIP Facility in the
maximum aggregate principal amount of $50,000,000. A hearing on
their request is set for hearing on January 28, 2016 at 1:30 p.m.
(prevailing Central time).
On January 15, Walter Energy filed with the Court a "Notice to
First Lien Creditors of the Opportunity to Participate as a DIP
Lender in the Senior Secured Superpriority Debtor-in-Possession
Credit Agreement". The DIP Notice contains syndication procedures
for holders of the Company's 9.50% Senior Secured Notes due in 2019
and lenders under the Company's first lien credit facility to
participate in a new debtor-in-possession credit facility under
Section 364 of the Bankruptcy Code, in an aggregate principal
amount not to exceed $50,000,000, subject to the procedures and
documentation detailed therein.
The Syndication Procedures provide in part:
-- This is a notification of the syndication procedures
with respect to the opportunity to participate as a
lender in a non-amortizing multiple draw super-priority
senior secured debtor-in-possession term loan facility
of Walter Energy in an aggregate principal amount not
to exceed $50,000,000. Commencing on the January 15,
2016, each Eligible Holder that is a holder of First
Lien Claims that is not a party to the Commitment Letter,
may participate in the DIP Facility up to its respective
Pro Rata Share of the DIP Loans and DIP Commitment,
subject in all respects to the terms and conditions of
these syndication procedures and the applicable
subscription documents.
-- An "Eligible Holder" is defined as an entity that is
(i) either (A) a "qualified institutional buyer," as
the term is defined in Rule 144A under the Securities
Act of 1933, as amended, or (B) an "institutional
accredited investor" within the meaning of Rule
501(a)(1), (2), (3) or (7) under the Securities Act or
an entity in which all of the equity investors are IAIs,
(ii) a beneficial owner of First Lien Claims as of 11:59
p.m., New York time, on January 13, 2016 -- Record Date
-- (iii) not the Borrower or an Affiliate of the Borrower
and (iv) not a Backstop Party. Natural persons shall not
be Eligible Holders. If you are not an Eligible Holder,
you may not participate in the Opportunity.
-- The syndication process will expire at 5:00 p.m., New
York City Time, on January 29, 2016, unless extended
earlier or terminated, in accordance with the applicable
subscription documents, and which extension will be made
by public announcement by the Debtors by Form 8-K or by
filing a notice on the Debtors' docket with the
Bankruptcy Court related to their Chapter 11 Petitions.
-- Copies of the relevant subscription documents may be
obtained by contacting the Information Agent:
Kurtzman Carson Consultants LLC
1290 Avenue of the Americas, 9th Floor
New York, NY 10104
Attn: Walter Energy, Inc.
Telephone: (917) 281-4800
E-mail: WalterEnergyDIP@kccllc.com
-- Notwithstanding, the Backstop Parties and the Company may
amend or modify the terms of the Opportunity, including
the Subscription Form and the other Subscription
Documents, at any time, by filing a notice of the
amendment or modification on the Debtors' docket.
This latest move from the Debtors come after they secured
bankruptcy court approval to sell assets to Coal Acquisition LLC, a
Delaware limited liability company formed by members of Walter
Energy's senior lender group. The Court on January 8, entered an
order approving the sale of the Debtors' assets to Coal free and
clear of all liens, claims, interests and encumbrances of the
Debtors.
Walter Energy, together with certain subsidiaries, entered into a
stalking horse asset purchase agreement with Coal on November 5,
2015. Under the deal, Coal agreed to acquire substantially all of
the Company's Alabama assets for aggregate consideration of:
-- $5.4 million in cash (subject to certain adjustments),
-- a credit bid of first lien obligations in an aggregate
amount of approximately $1.25 billion (subject to certain
adjustments), and
-- assumption of certain liabilities.
The Asset Purchase Agreement provides that the sale of the Subject
Assets is subject to a number of closing conditions set forth
therein, including, among others, (i) the approval of the sale by
the Bankruptcy Court in the Chapter 11 Cases, (ii) the accuracy of
representations and warranties of the parties, (iii) relief from
the successor clauses in the collective bargaining agreements
between the Debtors and the United Mine Workers of America, and
(iv) material compliance with the obligations set forth in the
Asset Purchase Agreement.
The Asset Purchase Agreement further provides that transactions
contemplated thereunder are required to close by February 29, 2016,
subject to extension for up to 30 days under certain
circumstances.
On December 28, 2015, the Court entered the Memorandum Opinion and
Order authorizing the Debtors to reject their collective bargaining
agreements with the UMWA.
The sale of the Assets pursuant to the Asset Purchase Agreement was
conducted under the provisions of Sections 363 and 365 of the
Bankruptcy Code in accordance with bidding procedures that were
previously approved by the Bankruptcy Court. The Company has
determined that it did not receive higher or otherwise better bids
for the Assets.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys. The
Retiree Committee retained Adams & Reese LLP and Jenner & Block LLP
as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders -- Steering Committee -- retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WALTER ENERGY: UCC Has Until Jan. 22 to Present Issues on Appeal
----------------------------------------------------------------
Walter Energy Inc.'s official committee of unsecured creditors and
Dominion Resources Black Warrior Trust have until Jan. 22, 2016, to
file a statement of issues on appeal.
In October last year, Dominion Resources and the committee appealed
a court order that allowed the coal producer to use the cash
collateral of its lenders.
The order was issued on Sept. 28 last year by U.S. Bankruptcy Judge
Tamara Mitchell, who oversees Walter Energy's Chapter 11 case.
Earlier, the bankruptcy judge issued a separate order granting the
request of an informal group of lenders called the steering
committee to fix the amount of the first lien lenders' "adequate
protection" claims.
In that order, Judge Mitchell ruled that the total diminution in
value of the first lien lenders' collateral as of Dec. 21, 2015, is
$140.5 million.
About Walter Energy
Walter Energy -- http://www.walterenergy.com/-- is a publicly
traded "pure-play" metallurgical coal producer for the global steel
industry with strategic access to steel producers in Europe, Asia
and South America. The Company also produces thermal coal,
anthracite, metallurgical coke and coal bed methane gas. Walter
Energy employs approximately 2,700 employees, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy, Inc., and its affiliates sought Chapter 11
protection (Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham,
Alabama on July 15, 2015, after signing a restructuring support
agreement with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total debt
of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; Blackstone Advisory Services, L.P.,
as investment banker; AlixPartners, LLP, as financial advisor, and
Kurtzman Carson Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys. The
Retiree Committee retained Adams & Reese LLP and Jenner & Block LLP
as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders (the "Steering Committee") retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WINDSOR FINANCIAL: Files for Chapter 11 Bankruptcy
--------------------------------------------------
Windsor Financial Group LLC sought Chapter 11 bankruptcy protection
after it was forced to cease operations as a result of ASICS
America Corporation severing its ties with the Company.
The Debtor owned and operated ASICS retail stores in the United
States through a license agreement with ASICS. The Debtor opened
13 ASICS retail stores -- including ASICS's North American flagship
store in Times Square -- expanding ASICS's brand and presence in
the United States. Prior to the Petition Date, ASICS terminated
the Debtor's retail operating agreement.
Windsor intends to use the Chapter 11 process to sue ASICS for its
alleged misconduct and hopes to use those litigation proceeds to
provide a distribution to creditors and equity.
To fund the prosecution of this litigation by Windsor, Mickey Segal
agreed to provide funding, in the principal amount of $80,000. The
Loan bears an interest of 10% per annum. The Loan will be paid in
full from any recoveries from the litigation before distributions
are made to creditors or equity.
The Debtor and First Republic Bank are parties to a Loan Agreement
dated as of Nov. 20, 2013, as modified by that certain Modification
Agreement dated as of Feb. 10, 2015, pursuant to which First
Republic Bank made available to the Debtor a line of credit in the
maximum principal amount of $4,860,000, which is evidenced by that
certain Amended and Restated Promissory Note dated as of Feb. 10,
2015.
About Windsor Financial
Windsor Financial Group LLC filed a Chapter 11 bankruptcy petition
(Bankr. S.D.N.Y. Case No. 16-10097) on Jan. 15, 2016. Armando Ruiz
signed the petition as chief executive officer. The Debtor
estimated both assets and liabilities in the range of $10 million
to $50 million. Lowenstein Sandler LLP serves as the Debtor's
counsel.
WIRELESS CONNECT: Owns 17.5% Equity Stake in Movie Studio
---------------------------------------------------------
Wireless Connect Inc. (f/k/a Seven Arts Entertainment Inc.)
disclosed in a Schedule 13G filed with the Securities and Exchange
Commission that as of Oct. 16, 2015, it beneficially owns 4,500,000
shares of common stock of The Movie Studio Inc. representing 17.5
percent of the shares outstanding. A copy of the regulatory filing
is available at http://is.gd/rgXDDl
About Wireless Connect
Wireless Connect Inc. (f/k/a Seven Arts Entertainment Inc.) was
founded in 2002 as an independent motion picture production
and distribution company engaged in the development, acquisition,
financing, production and licensing of theatrical motion pictures
for exhibition in domestic (i.e., the United States and Canada)
and foreign theatrical markets, and for subsequent worldwide
release in other forms of media, including home video and pay and
free television.
The Hall Group, CPAs, in Dallas, Texas, expressed substantial
doubt about the Company's ability to continue as a going concern
following the financial results for the year ended June 30, 2013,
citing the Company's recurring losses from operations and net
capital deficiency.
The Company reported a net loss of $22.4 million on $1.52 million
of total revenue for the fiscal year ended June 30, 2013, compared
with a net loss of $11.15 million on $4.06 million of total
revenue in 2012.
As of Dec. 31, 2013, Seven Arts had $16.9 million in total assets,
$24.3 million in total liabilities and a $7.42 million total
shareholders' deficit.
WR GRACE: Moody's Affirms Ba2 CFR, Outlook Remains Stable
---------------------------------------------------------
Moody's Investors Service has affirmed the Ba2 corporate family
rating and Ba2-PD probability of default rating of W. R. Grace &
Co.—Conn., the main operating subsidiary of W.R. Grace & Co
(unrated). Moody's also affirmed (1) the Ba1 rating assigned to
Grace's first-lien senior secured credit agreement rating; (2) the
Ba3 rating assigned to Grace's senior unsecured notes due in 2021
and 2024; and (3) the SGL-2 speculative grade liquidity rating,
meaning Grace's liquidity position for the next 12-18 months is
good. The outlook on the ratings remain stable.
The rating affirmation reflects the approval by the board, on
Jan. 12, 2016, of the previously announced plan to separate its
construction products segment and Darex Packaging Technologies
business from the remaining businesses of Grace to form GCP Applied
Technologies Inc. (GCP, Ba3 stable). Grace has stated that the
planned separation is expected to be completed on
Feb. 3, 2016.
On the same day, and in conjunction with the planned separation,
GCP announced a proposed financing transaction that will see GCP
raise a $275 million term loan due in 2022, rated Ba2; and $525
million in senior unsecured notes due 2023, rated B1. Moody's
understands that proceeds of the term loan and notes will largely
be used to fund a $750 million dividend distribution from GCP to
Grace. Additionally, Moody's expects that at least $500 million of
this distribution will be used to pay down a large portion of
Grace's outstanding senior secured term loan due in 2021, rated
Ba1.
"The spin-off of GCP reduces Grace's size and earnings diversity.
However, given the expected reduction in debt and Grace's solid
position in the global refining catalyst industry, Grace continues
to be adequately positioned in the Ba2 rating category," says
Anthony Hill, a Moody's Vice President - Senior Credit Officer and
lead analyst for Grace.
Below is a full list of Grace ratings affected by the actions.
Affirmations:
Issuer: W.R. Grace & Co.-Conn.
Corporate Family Rating, Affirmed Ba2
Probability of Default Rating, Affirmed Ba2-PD
Senior Secured Bank Credit Facilities, Affirmed Ba1 LGD2
Senior Unsecured Notes due 2021, Affirmed Ba3 LGD5
Senior Unsecured Notes due 2024, Affirmed Ba3 LGD5
Speculative Grade Liquidity Rating, Affirmed SGL-2
Outlook is stable
RATINGS RATIONALE
The basis for the Ba2 CFR affirmation is in large part Moody's
expectation that Grace will see a gross debt reduction of at least
$500 million following the separation of GCP. Pro forma for the
separation and this level of debt reduction, Moody's now expects
the company's leverage will be around 3.9x debt/EBITDA (up from the
rating agency's original expectation of 3.4x debt/EBITDA, and on a
Moody's-adjusted basis) for the fiscal year-end (FYE) December
2015.
Furthermore, the loss in earnings diversity that comes as a result
of the separation of GCP is credit negative for Grace. Following
the separation of GCP, Grace's catalyst technologies segment will
represent around 70% of sales, up from approximately 35%; and
around 76% of EBITDA, up from approximately 50%. While not
expected, any meaningful deterioration in Grace's catalyst segment
will significantly weaken Grace's profitability and cash flow.
However, offsetting the further loss of earning diversity at Grace
is the increase in profitability the company will experience
following the separation of GCP. For example, pro forma for the
separation, Grace's as reported EBITDA margin is expected to go to
around 28% versus approximately 24% prior to the separation.
Moody's expects steady global demand through early 2016 for refined
products such as transportation fuels, which drive the demand for
catalysts, especially amid current low oil prices. But in the near
term, Grace faces a number of challenges, including a weak trading
environment for chemicals in China and other emerging markets this
year; a US shift toward lighter refinery feedstocks, which require
fewer catalysts; and a strengthening US dollar.
Despite these concerns, Grace's Ba2 CFR also reflects Moody's
expectation that Grace will continue to be a leading specialty
chemicals producer for the global refining catalyst, and engineered
materials industries, and maintain solid market shares in these
product lines. Moody's also continues to acknowledge Grace's
proven ability to generate solid cash flows through all global
economic cycles, and its resilient business model, solid operating
performance, and ability to pass through material and production
costs while simultaneously improving profitability. Ultimately,
Moody's continues to expect Grace's operating performance to
exhibit greater stability than most other Ba-rated chemicals
companies over the coming quarters/years.
Pro forma for the separation of GCP, the Speculative Grade
Liquidity Rating of SGL-2 (good liquidity) is supported by balance
sheet cash, revolver availability and cash flow generation. Balance
sheet cash will be over $200 million at the end of 2015 and Grace
will generate retained cash flows of over $250 million in 2016 and
2017. While Moody's expects capital expenditures to be elevated in
2016 and 2017, free cash flow will still be over $150 million in
each of those years. Grace currently has about $230 million out of
$500 million approved stock purchase plan. There is no expiration
date so Moody's does not expect Grace to repurchase the remaining
shares in 2016 but instead, between $80 and $100 million in 2016
and 2017. Grace also has a $300 million revolving credit facility
which Moody's does not expect to be drawn in 2016 or 2017.
Using Moody's Loss Given Default (LGD) methodology, the PDR is
equal to the CFR, based on a 50% recovery rate, primarily due to
the covenant-lite structure of the senior secured credit
facilities. The company's revolving credit facility and other
first-lien senior secured credit facilities are rated Ba1, one
notch above the Ba2 CFR. This is due to the first-lien senior
secured facility's priority over the $1.0 billion senior unsecured
notes, which are rated Ba3, one notch below the CFR due to their
lower priority in the capital structure. Pro forma for the
separation of GCP, the proportion of Grace's assets outside of the
US will increase. So too will the company's reliance on those
assets. As a result, Moody's further discounts the level of
security backing Grace's first-lien senior secured credit
facilities. Thus, Moody's will not notch the first-lien senior
secured credit facilities rating any higher than one notch above
the CFR. This despite any increase in subordination enjoyed by the
first-lien senior secured credit debt holders following an expected
pay down in debt.
OUTLOOK
The stable outlook reflects Moody's expectation that Grace will
continue to be a leading specialty chemicals producer for the
global refining catalyst, and engineered materials industries, and
maintain a solid market share in these product lines. Additionally,
Moody's expects Grace's credit metrics will improve over the coming
quarters.
WHAT COULD CHANGE THE RATING UP/DOWN
Given Grace's elevated leverage and loss of earnings diversity
following the separation of GCP, Moody's does not anticipate any
pressure to upgrade Grace any time over the coming 18-24 months.
However, Moody's would consider an upgrade to Grace's ratings if
the company's Moody's-adjusted (1) debt/EBITDA ratio is around
3.0x; (2) EBITDA/interest expense ratio is above 6.0x; and (3)
retained cash flow/debt ratio is above 20% - all on a sustained
basis.
Conversely, Moody's could downgrade Grace if the company's
financial policies, with respect to acquisitions and shareholder
distributions, become aggressive; or the company's operating
performance exhibits any sign of sustained weakness.
Quantitatively, Moody's would consider downgrading Grace's ratings
if the company's Moody's-adjusted (1) debt/EBITDA ratio solidly
increases to above 4.0x; (2) EBITDA/interest expense ratio falls
below 4.0x; or (3) retained cash flow/debt ratio falls to around
15% -- all on a sustained basis.
CORPORATE PROFILE
Headquartered in Maryland, USA, W. R. Grace & Co. is the ultimate
parent of W. R. Grace & Co.--Conn. Grace is a manufacturer of
specialty chemicals and materials with operations in over 40
countries. Early this year Grace is expected to separate its
construction products segment and Darex Packaging Technologies
business from the remaining businesses of Grace to form GCP Applied
Technologies Inc. (GCP, Ba3 stable). Once this is done, Grace will
have two major reporting segments: catalysts technologies and
materials technologies. Pro forma for the separation of GCP,
Moody's projects Grace's FYE December 2015 revenues and
Moody's-adjusted EBITDA will be approximately $1.64 billion and
$592 million, respectively.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Global Chemical
Industry Rating Methodology published in December 2013.
[*] Quinn Emanuel Nabs K&E's Jennifer Selendy as Trial Partner
--------------------------------------------------------------
Cara Salvatore at Bankruptcy Law360 reported that litigation firm
Quinn Emanuel Urquhart & Sullivan LLP has hired a top trial partner
from Kirkland & Ellis LLP who's brought litigation against the Big
Two credit-card networks and has experience in antitrust,
securities, bankruptcy, international arbitration and intellectual
property, the firm said on Jan. 12, 2016.
Jennifer Selendy joins Quinn Emanuel in New York, the firm said.
She'll continue the type of complex commercial litigation she did
at Kirkland.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ABT CN 140.4 (51.4) (47.6)
ABSOLUTE SOFTWRE ALSWF US 140.4 (51.4) (47.6)
ADV MICRO DEVICE AMD* MM 3,229.0 (336.0) 1,017.0
ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8)
AEROJET ROCKETDY GCY TH 1,957.4 (107.2) 96.3
AEROJET ROCKETDY GCY GR 1,957.4 (107.2) 96.3
AEROJET ROCKETDY AJRD US 1,957.4 (107.2) 96.3
AIR CANADA AC CN 12,755.0 (51.0) 531.0
AIR CANADA ACEUR EU 12,755.0 (51.0) 531.0
AIR CANADA ADH2 TH 12,755.0 (51.0) 531.0
AIR CANADA ACDVF US 12,755.0 (51.0) 531.0
AIR CANADA ADH2 GR 12,755.0 (51.0) 531.0
AK STEEL HLDG AKS* MM 4,250.3 (484.7) 792.0
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC ANGI US 173.2 (19.8) (33.1)
ANGIE'S LIST INC 8AL TH 173.2 (19.8) (33.1)
ANGIE'S LIST INC 8AL GR 173.2 (19.8) (33.1)
ARCH COAL INC ACIIQ* MM 5,848.0 (605.4) 824.1
ARIAD PHARM ARIA US 576.1 (49.7) 213.9
ARIAD PHARM ARIAEUR EU 576.1 (49.7) 213.9
ARIAD PHARM APS TH 576.1 (49.7) 213.9
ARIAD PHARM APS GR 576.1 (49.7) 213.9
ARIAD PHARM ARIA SW 576.1 (49.7) 213.9
ARIAD PHARM ARIACHF EU 576.1 (49.7) 213.9
ASPEN TECHNOLOGY AST GR 266.8 (63.0) (44.1)
ASPEN TECHNOLOGY AZPN US 266.8 (63.0) (44.1)
AUTOZONE INC AZ5 GR 8,217.5 (1,778.1) (721.4)
AUTOZONE INC AZ5 TH 8,217.5 (1,778.1) (721.4)
AUTOZONE INC AZOEUR EU 8,217.5 (1,778.1) (721.4)
AUTOZONE INC AZ5 QT 8,217.5 (1,778.1) (721.4)
AUTOZONE INC AZO US 8,217.5 (1,778.1) (721.4)
AVID TECHNOLOGY AVD GR 264.2 (327.6) (158.4)
AVID TECHNOLOGY AVID US 264.2 (327.6) (158.4)
AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1
AVON - BDR AVON34 BZ 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP* MM 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP QT 3,774.7 (768.4) 660.1
AVON PRODUCTS AVP CI 3,774.7 (768.4) 660.1
BARRACUDA NETWOR CUDA US 429.9 (30.5) (27.7)
BARRACUDA NETWOR 7BM GR 429.9 (30.5) (27.7)
BARRACUDA NETWOR CUDAEUR EU 429.9 (30.5) (27.7)
BENEFITFOCUS INC BNFT US 172.4 (8.7) 28.3
BENEFITFOCUS INC BTF GR 172.4 (8.7) 28.3
BERRY PLASTICS G BERY US 5,028.0 (53.0) 678.0
BERRY PLASTICS G BP0 GR 5,028.0 (53.0) 678.0
BLUE BIRD CORP 1291067D US 307.6 (133.8) 5.4
BLUE BIRD CORP BLBD US 307.6 (133.8) 5.4
BLUE BUFFALO PET B6B GR 479.1 (2.7) 290.6
BLUE BUFFALO PET B6B TH 479.1 (2.7) 290.6
BLUE BUFFALO PET BUFF US 479.1 (2.7) 290.6
BOMBARDIER INC-B BBDBN MM 23,863.0 (3,660.0) 1,076.0
BOMBARDIER-B OLD BBDYB BB 23,863.0 (3,660.0) 1,076.0
BOMBARDIER-B W/I BBD/W CN 23,863.0 (3,660.0) 1,076.0
BRINKER INTL EAT US 1,549.3 (108.1) (201.0)
BRINKER INTL BKJ GR 1,549.3 (108.1) (201.0)
BURLINGTON STORE BURL US 2,805.3 (121.9) 112.6
BURLINGTON STORE BUI GR 2,805.3 (121.9) 112.6
BURLINGTON STORE BURL* MM 2,805.3 (121.9) 112.6
CABLEVISION SY-A CVY GR 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVCEUR EU 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVY TH 6,745.7 (4,957.7) 39.4
CABLEVISION SY-A CVC US 6,745.7 (4,957.7) 39.4
CABLEVISION-W/I 8441293Q US 6,745.7 (4,957.7) 39.4
CABLEVISION-W/I CVC-W US 6,745.7 (4,957.7) 39.4
CAMBIUM LEARNING ABCD US 185.8 (72.7) (12.7)
CASELLA WASTE CWST US 660.7 (15.6) 4.9
CASELLA WASTE WA3 GR 660.7 (15.6) 4.9
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CHOICE HOTELS CZH GR 712.8 (400.6) 168.4
CHOICE HOTELS CHH US 712.8 (400.6) 168.4
CINCINNATI BELL CBB US 1,460.2 (323.3) (38.6)
CLEAR CHANNEL-A C7C GR 6,133.3 (297.8) 433.3
CLEAR CHANNEL-A CCO US 6,133.3 (297.8) 433.3
COMMUNICATION CSAL US 2,622.8 (1,092.2) -
COMMUNICATION 8XC GR 2,622.8 (1,092.2) -
CPI CARD GROUP I PMTS US 289.3 (207.8) 55.7
CPI CARD GROUP I CPB GR 289.3 (207.8) 55.7
CPI CARD GROUP I PNT CN 289.3 (207.8) 55.7
CYAN INC YCN GR 112.1 (18.4) 56.9
CYAN INC CYNI US 112.1 (18.4) 56.9
DELEK LOGISTICS D6L GR 361.8 (11.7) 8.2
DELEK LOGISTICS DKL US 361.8 (11.7) 8.2
DENNY'S CORP DE8 GR 289.7 (7.5) (18.3)
DENNY'S CORP DENN US 289.7 (7.5) (18.3)
DIRECTV DTV US 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV CI 25,321.0 (3,463.0) 1,360.0
DIRECTV DTVEUR EU 25,321.0 (3,463.0) 1,360.0
DOMINO'S PIZZA EZV GR 603.2 (1,255.9) 125.1
DOMINO'S PIZZA EZV TH 603.2 (1,255.9) 125.1
DOMINO'S PIZZA DPZ US 603.2 (1,255.9) 125.1
DUN & BRADSTREET DNB US 2,082.4 (1,146.5) (96.6)
DUN & BRADSTREET DB5 TH 2,082.4 (1,146.5) (96.6)
DUN & BRADSTREET DNB1EUR EU 2,082.4 (1,146.5) (96.6)
DUN & BRADSTREET DB5 GR 2,082.4 (1,146.5) (96.6)
DUNKIN' BRANDS G 2DB TH 3,348.1 (65.8) 285.7
DUNKIN' BRANDS G 2DB GR 3,348.1 (65.8) 285.7
DUNKIN' BRANDS G DNKN US 3,348.1 (65.8) 285.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
EDGE THERAPEUTIC EU5 GR 58.5 (50.6) 47.1
EDGE THERAPEUTIC EDGE US 58.5 (50.6) 47.1
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
ENERGIZER HOLDIN ENR US 1,629.6 (60.1) 658.7
EOS PETRO INC EOPT US 1.2 (27.9) (29.0)
EPL OIL & GAS IN EPA1 GR 1,140.6 (388.7) (257.6)
EPL OIL & GAS IN EPL US 1,140.6 (388.7) (257.6)
EXELIXIS INC EX9 GR 363.2 (74.2) 151.4
EXELIXIS INC EX9 TH 363.2 (74.2) 151.4
EXELIXIS INC EXEL US 363.2 (74.2) 151.4
EXELIXIS INC EXELEUR EU 363.2 (74.2) 151.4
FREESCALE SEMICO FSL US 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS TH 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS QT 3,159.0 (3,079.0) 1,264.0
GAMING AND LEISU 2GL GR 2,516.1 (236.6) (98.2)
GAMING AND LEISU GLPI US 2,516.1 (236.6) (98.2)
GARDA WRLD -CL A GW CN 1,828.2 (378.3) 124.2
GARTNER INC IT* MM 2,091.5 (159.6) (173.7)
GARTNER INC IT US 2,091.5 (159.6) (173.7)
GARTNER INC GGRA GR 2,091.5 (159.6) (173.7)
GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0
GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GOLD RESERVE INC GRZ CN 15.0 (32.3) (42.5)
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,242.0 (386.5) 30.8
H&R BLOCK INC HRB TH 2,289.9 (27.2) 160.2
H&R BLOCK INC HRB GR 2,289.9 (27.2) 160.2
H&R BLOCK INC HRBEUR EU 2,289.9 (27.2) 160.2
H&R BLOCK INC HRB US 2,289.9 (27.2) 160.2
HCA HOLDINGS INC 2BH GR 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC HCAEUR EU 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC 2BH TH 31,896.0 (5,812.0) 2,908.0
HCA HOLDINGS INC HCA US 31,896.0 (5,812.0) 2,908.0
HD SUPPLY HOLDIN 5HD GR 5,486.0 (126.0) 1,101.0
HD SUPPLY HOLDIN HDS US 5,486.0 (126.0) 1,101.0
HECKMANN CORP-U HEK/U US 582.6 (4.9) 50.0
HERBALIFE LTD HOO GR 2,421.5 (130.7) 461.6
HERBALIFE LTD HLF US 2,421.5 (130.7) 461.6
HERBALIFE LTD HLFEUR EU 2,421.5 (130.7) 461.6
HOVNANIAN-A-WI HOV-W US 2,602.3 (128.1) 1,612.1
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
IDEXX LABS IX1 GR 1,477.2 (38.8) 8.6
IDEXX LABS IDXX US 1,477.2 (38.8) 8.6
INFOR US INC LWSN US 6,778.1 (460.0) (305.9)
INNOVIVA INC INVA US 437.6 (323.0) 212.5
INNOVIVA INC HVE GR 437.6 (323.0) 212.5
INSTRUCTURE INC 1IN GR 64.2 (15.3) (15.5)
INSTRUCTURE INC INST US 64.2 (15.3) (15.5)
INTERNATIONAL WI ITWG US 345.4 (9.7) 99.8
INVENTIV HEALTH VTIV US 2,205.7 (699.2) 112.4
IPCS INC IPCS US 559.2 (33.0) 72.1
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
J CREW GROUP INC JCG US 1,627.1 (759.0) 111.7
JUST ENERGY GROU 1JE GR 1,281.8 (650.4) (48.0)
JUST ENERGY GROU JE US 1,281.8 (650.4) (48.0)
JUST ENERGY GROU JE CN 1,281.8 (650.4) (48.0)
KEMPHARM INC 1GD GR 61.4 (5.7) 52.8
KEMPHARM INC KMPH US 61.4 (5.7) 52.8
L BRANDS INC LTD GR 7,969.0 (657.0) 1,836.0
L BRANDS INC LB* MM 7,969.0 (657.0) 1,836.0
L BRANDS INC LBEUR EU 7,969.0 (657.0) 1,836.0
L BRANDS INC LTD TH 7,969.0 (657.0) 1,836.0
L BRANDS INC LB US 7,969.0 (657.0) 1,836.0
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0
MADISON-A/NEW-WI MSGN-W US 863.1 (1,246.3) 78.8
MAJESCOR RESOURC MJXEUR EU 0.0 (0.1) (0.1)
MALIBU BOATS-A M05 GR 195.3 (8.5) 9.7
MALIBU BOATS-A MBUU US 195.3 (8.5) 9.7
MANNKIND CORP MNKD IT 278.0 (124.6) (196.1)
MARRIOTT INTL-A MAQ TH 6,153.0 (3,589.0) (1,786.0)
MARRIOTT INTL-A MAQ GR 6,153.0 (3,589.0) (1,786.0)
MARRIOTT INTL-A MAR US 6,153.0 (3,589.0) (1,786.0)
MDC COMM-W/I MDZ/W CN 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MDZ/A CN 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MDCA US 1,617.2 (376.7) (326.5)
MDC PARTNERS-A MD7A GR 1,617.2 (376.7) (326.5)
MDC PARTNERS-EXC MDZ/N CN 1,617.2 (376.7) (326.5)
MERITOR INC MTOR US 2,195.0 (646.0) 174.0
MERITOR INC AID1 GR 2,195.0 (646.0) 174.0
MERRIMACK PHARMA MP6 GR 102.7 (140.7) (24.3)
MERRIMACK PHARMA MACK US 102.7 (140.7) (24.3)
MICHAELS COS INC MIK US 2,083.1 (1,909.9) 585.9
MICHAELS COS INC MIM GR 2,083.1 (1,909.9) 585.9
MIDSTATES PETROL MPO1EUR EU 1,298.1 (816.0) 96.2
MONEYGRAM INTERN MGI US 4,511.4 (244.2) (27.1)
MOODY'S CORP DUT GR 4,772.9 (240.2) 1,811.9
MOODY'S CORP DUT TH 4,772.9 (240.2) 1,811.9
MOODY'S CORP MCOEUR EU 4,772.9 (240.2) 1,811.9
MOODY'S CORP MCO US 4,772.9 (240.2) 1,811.9
MOTOROLA SOLUTIO MOT TE 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MSI US 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MTLA TH 8,086.0 (298.0) 2,758.0
MOTOROLA SOLUTIO MTLA GR 8,086.0 (298.0) 2,758.0
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
MSG NETWORKS- A 1M4 GR 863.1 (1,246.3) 78.8
MSG NETWORKS- A 1M4 TH 863.1 (1,246.3) 78.8
MSG NETWORKS- A MSGN US 863.1 (1,246.3) 78.8
NATHANS FAMOUS NFA GR 81.9 (61.6) 60.8
NATHANS FAMOUS NATH US 81.9 (61.6) 60.8
NATIONAL CINEMED NCMI US 1,006.2 (228.3) 65.4
NATIONAL CINEMED XWM GR 1,006.2 (228.3) 65.4
NAVIDEA BIOPHARM NAVB IT 17.5 (51.8) 8.7
NAVISTAR INTL NAV US 6,692.0 (5,160.0) 834.0
NAVISTAR INTL IHR GR 6,692.0 (5,160.0) 834.0
NAVISTAR INTL IHR TH 6,692.0 (5,160.0) 834.0
NEW ENG RLTY-LP NEN US 202.4 (30.1) -
NTELOS HOLDINGS NTLS US 668.4 (22.1) 150.8
OMEROS CORP 3O8 TH 41.4 (9.0) 17.2
OMEROS CORP OMEREUR EU 41.4 (9.0) 17.2
OMEROS CORP OMER US 41.4 (9.0) 17.2
OMEROS CORP 3O8 GR 41.4 (9.0) 17.2
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
OUTERWALL INC OUTR US 1,266.8 (2.1) (7.0)
OUTERWALL INC CS5 GR 1,266.8 (2.1) (7.0)
PALM INC PALM US 1,007.2 (6.2) 141.7
PBF LOGISTICS LP 11P GR 432.7 (191.5) 27.8
PBF LOGISTICS LP PBFX US 432.7 (191.5) 27.8
PHILIP MORRIS IN PMI1 IX 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN 4I1 TH 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM US 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PMI EB 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN 4I1 GR 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM FP 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PMI SW 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1CHF EU 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1EUR EU 32,011.0 (12,226.0) 10.0
PHILIP MORRIS IN PM1 TE 32,011.0 (12,226.0) 10.0
PLANET FITNESS-A 3PL GR 701.1 (14.2) (1.2)
PLANET FITNESS-A PLNT US 701.1 (14.2) (1.2)
PLANET FITNESS-A 3PL TH 701.1 (14.2) (1.2)
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PG6 GR 1,311.1 (80.8) 264.6
PLY GEM HOLDINGS PGEM US 1,311.1 (80.8) 264.6
POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
PUREBASE CORP PUBC US 0.4 (1.1) (1.4)
PURETECH HEALTH PRTCL L3 - - -
PURETECH HEALTH PRTCGBX EU - - -
PURETECH HEALTH PRTC LN - - -
PURETECH HEALTH PRTCL IX - - -
PURETECH HEALTH PRTCL EB - - -
QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9
QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9
QUINTILES TRANSN QTS GR 4,033.7 (179.9) 996.2
QUINTILES TRANSN Q US 4,033.7 (179.9) 996.2
RAYONIER ADV RYQ GR 1,286.9 (17.0) 208.0
RAYONIER ADV RYAM US 1,286.9 (17.0) 208.0
REGAL ENTERTAI-A RGC US 2,409.1 (902.0) (133.8)
REGAL ENTERTAI-A RETA GR 2,409.1 (902.0) (133.8)
REGAL ENTERTAI-A RGC* MM 2,409.1 (902.0) (133.8)
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTECH NITROGEN 2RN GR 291.1 (138.0) 13.7
RENTECH NITROGEN RNF US 291.1 (138.0) 13.7
RENTPATH LLC PRM US 208.0 (91.7) 3.6
REVLON INC-A RVL1 GR 1,924.5 (623.3) 334.4
REVLON INC-A REV US 1,924.5 (623.3) 334.4
ROUNDY'S INC 4R1 GR 1,095.7 (92.7) 59.7
ROUNDY'S INC RNDY US 1,095.7 (92.7) 59.7
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
SALLY BEAUTY HOL S7V GR 2,094.4 (297.8) 695.4
SALLY BEAUTY HOL SBH US 2,094.4 (297.8) 695.4
SANCHEZ ENERGY C SN* MM 1,532.2 (473.6) 171.9
SBA COMM CORP-A SBJ TH 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBACEUR EU 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBJ GR 7,396.8 (1,697.7) 46.6
SBA COMM CORP-A SBAC US 7,396.8 (1,697.7) 46.6
SCIENTIFIC GAM-A SGMS US 8,615.1 (980.8) 655.1
SCIENTIFIC GAM-A TJW GR 8,615.1 (980.8) 655.1
SEARS HOLDINGS SEE GR 12,769.0 (1,293.0) 701.0
SEARS HOLDINGS SEE TH 12,769.0 (1,293.0) 701.0
SEARS HOLDINGS SHLD US 12,769.0 (1,293.0) 701.0
SILVER SPRING NE SSNI US 529.8 (99.3) (31.1)
SILVER SPRING NE 9SI GR 529.8 (99.3) (31.1)
SILVER SPRING NE 9SI TH 529.8 (99.3) (31.1)
SIRIUS XM CANADA XSR CN 311.1 (147.2) (189.0)
SOLERA HOLDINGS SLH US 3,754.7 (10.8) 378.4
SOLERA HOLDINGS BXS GR 3,754.7 (10.8) 378.4
SONIC CORP SO4 GR 616.1 (20.7) 7.4
SONIC CORP SONCEUR EU 616.1 (20.7) 7.4
SONIC CORP SONC US 616.1 (20.7) 7.4
SPORTSMAN'S WARE 06S GR 343.4 (14.0) 91.8
SPORTSMAN'S WARE SPWH US 343.4 (14.0) 91.8
STINGRAY - SUB V RAY/A CN 128.2 (17.8) (41.0)
STINGRAY DIG-VSV RAY/B CN 128.2 (17.8) (41.0)
SUN BIOPHARMA IN SNBP US - - -
SUPERVALU INC SJ1 TH 4,643.0 (444.0) 81.0
SUPERVALU INC SVU US 4,643.0 (444.0) 81.0
SUPERVALU INC SJ1 GR 4,643.0 (444.0) 81.0
SYNERGY PHARMACE SGYPEUR EU 144.0 (27.1) 123.4
SYNERGY PHARMACE S90 GR 144.0 (27.1) 123.4
SYNERGY PHARMACE SGYP US 144.0 (27.1) 123.4
TRANSDIGM GROUP TDG US 8,427.0 (1,038.3) 1,173.7
TRANSDIGM GROUP T7D GR 8,427.0 (1,038.3) 1,173.7
TRINET GROUP INC TNET US 1,609.6 (14.1) 54.4
TRINET GROUP INC TNETEUR EU 1,609.6 (14.1) 54.4
TRINET GROUP INC TN3 TH 1,609.6 (14.1) 54.4
TRINET GROUP INC TN3 GR 1,609.6 (14.1) 54.4
UNISYS CORP UISCHF EU 2,097.9 (1,451.3) 124.7
UNISYS CORP UIS1 SW 2,097.9 (1,451.3) 124.7
UNISYS CORP UIS US 2,097.9 (1,451.3) 124.7
UNISYS CORP USY1 TH 2,097.9 (1,451.3) 124.7
UNISYS CORP UISEUR EU 2,097.9 (1,451.3) 124.7
UNISYS CORP USY1 GR 2,097.9 (1,451.3) 124.7
VECTOR GROUP LTD VGR GR 1,398.8 (56.8) 457.4
VECTOR GROUP LTD VGR US 1,398.8 (56.8) 457.4
VENOCO INC VQ US 403.8 (354.3) 195.7
VERISIGN INC VRS GR 2,577.3 (1,031.4) (38.8)
VERISIGN INC VRS TH 2,577.3 (1,031.4) (38.8)
VERISIGN INC VRSN US 2,577.3 (1,031.4) (38.8)
VERISIGN INC VRS QT 2,577.3 (1,031.4) (38.8)
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VERSEON CORP VSN LN - - -
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
WEIGHT WATCHERS WW6 QT 1,395.2 (1,337.7) (193.6)
WEIGHT WATCHERS WTW US 1,395.2 (1,337.7) (193.6)
WEIGHT WATCHERS WW6 TH 1,395.2 (1,337.7) (193.6)
WEIGHT WATCHERS WW6 GR 1,395.2 (1,337.7) (193.6)
WEIGHT WATCHERS WTWEUR EU 1,395.2 (1,337.7) (193.6)
WEST CORP WT2 GR 3,556.9 (595.5) (6.6)
WEST CORP WSTC US 3,556.9 (595.5) (6.6)
WESTERN REFINING WNRL US 412.0 (28.1) 66.3
WESTERN REFINING WR2 GR 412.0 (28.1) 66.3
WINGSTOP INC EWG GR 117.2 (14.3) 3.6
WINGSTOP INC WING US 117.2 (14.3) 3.6
WINMARK CORP GBZ GR 46.8 (36.0) 11.1
WINMARK CORP WINA US 46.8 (36.0) 11.1
WYNN RESORTS LTD WYR GR 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYR TH 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNN* MM 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNNCHF EU 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNN SW 9,981.2 (60.8) 1,234.7
WYNN RESORTS LTD WYNN US 9,981.2 (60.8) 1,234.7
XERIUM TECHNOLOG XRM US 570.2 (107.3) 71.1
XERIUM TECHNOLOG TXRN GR 570.2 (107.3) 71.1
YRC WORLDWIDE IN YEL1 GR 1,964.8 (427.3) 197.3
YRC WORLDWIDE IN YEL1 TH 1,964.8 (427.3) 197.3
YRC WORLDWIDE IN YRCW US 1,964.8 (427.3) 197.3
*********
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 2016. 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 ***