/raid1/www/Hosts/bankrupt/TCR_Public/160125.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, January 25, 2016, Vol. 20, No. 25
Headlines
293 ADELPHI: Voluntary Chapter 11 Case Summary
AFFIRMATIVE INSURANCE: Seeks to Extend Deadline to Remove Suits
ALKERMES INC: Moody's Affirms Ba3 Corporate Family Rating
AMERICAN POWER: Conference Call Held to Provide Update
AMPLIPHI BIOSCIENCES: CEO Gets $85,000 Performance Bonus
AMPLIPHI BIOSCIENCES: Names Steve Martin Chief Financial Officer
BOSTON OMAHA CORP: Posts Net Loss, Raises Going Concern Doubt
CANCER GENETICS: Empery, et al, Hold 4.9% Stake as of Dec. 31
CCNG ENERGY: Committee Gets Approval to Hire Gardere as Counsel
CHAMPION INDUSTRIES: Board Approves 1-for-200 Reverse Stock Split
CHAMPION INDUSTRIES: Board OKs New Class of Capital Stock
CONSTAR INTERNATIONAL: Dechert to Pay $1M to End Malpractice Suit
CORNERSTONE HOMES: Ch. Trustee's Suit vs. Banks Dismissed
COUTURE HOTEL: Court Confirms Ch. 11 Plan
DAEBO INT'L: Court Grants Request to Vacate Maritime Attachments
DEWEY & LEBOEUF: Manager Zachary Warren Headed for March Trial
DEWEY & LEBOEUF: Trial Star Witness in Settlement Talks With SEC
DIAMONDHEAD CASINO: Bogs Down in Bid to Escape Forced Chapter 7
DIAMONDHEAD CASINO: Stephanie Forster Quits From Board
DOVER DOWNS: Notified by NYSE of Non-Compliance with Standards
EASTERN CONTINENTAL: Seeks US Recognition of UK Proceeding
ELBIT IMAGING: Court Dismisses Motion to Approve Derivative Claim
ELBIT IMAGING: Gets Noncompliance Notice from Nasdaq
ELEPHANT TALK: Issues $500,000 Unsecured Promissory Note
EMMAUS LIFE: Board Appoints Committee Members
EMMAUS LIFE: SingerLewak Replaced KPMG as Accountants
ENERGY FUTURE: Court Recommends UMB Appeal Withdrawn from Mediation
EPIC STORES: Auditor Raises Going Concern Doubt
ESSAR STEEL: Claims Bar Date Slated for February 26
FREE FLOW: Cites Going Concern Doubt, Management Plans
GENIUS BRANDS: Hires Haynie & Company as New Accountants
GLYECO INC: Extends Rights Offering Until Feb. 26
GOLD RIVER: Ch. 11 Trustee Appointment Necessary, Loan Oak Asserts
HALCON RESOURCES: Hosts General Update Conference Call
HEALTH DIAGNOSTIC: Has Until March 3, 2016 to Remove Suits
INTELLIPHARMACEUTICS INT'L: Presented at Noble Fin'l Conference
J & J CLEAN UP: Case Summary & 20 Largest Unsecured Creditors
JERSEY SHORE: Case Summary & 20 Largest Unsecured Creditors
JOE'S JEANS: Stockholders Approved All Proposals at Annual Meeting
KEMET CORP: Royce & Associates Has 8% Stake as of Dec. 31
KU6 MEDIA: Reports 4th Quarter and Full Year 2015 Results
LASTING IMPRESSIONS: Case Summary & Largest Unsecured Creditor
LOTON CORP: Deficit, Net Loss Raise Going Concern Doubt
LYONDELL CHEMICAL: Court Junk Counts 14, 19 in Suit vs. Blavatnik
LYONDELL CHEMICAL: Court Junks Bid to Recharacterize $750MM Loan
MAGNUM HUNTER: Committee Taps Ropes & Gray as Counsel
MCCLATCHY CO: Royce & Associates Owns 9.9% of Class A Shares
MCDERMOTT INT'L: Moody's Lowers Corp Family Rating to 'B1'
MEADOW LLC: Case Summary & 4 Largest Unsecured Creditors
MEADOW ST LLC: Case Summary & 5 Largest Unsecured Creditors
METINVEST B.V.: Seeking U.S. Recognition of English Proceeding
MIDSTATES PETROLEUM: R/C IV Eagle Reports 25% Stake as of Jan. 14
MILLENNIUM LAB: Court Approves A&M as Financial Advisor
MNP PETROLEUM: Raises Going Concern Doubt, Needs More Funding
MOBIVITY HOLDINGS: Closes Acquisition of LiveLenz Capital Stock
MOLYCORP INC: Ch. 11 Judge Won't Delay Hunt for Bloomberg Leaks
MOLYCORP INC: Creditors Object to Proposed Bidding Procedures
MOLYCORP INC: Plan Confirmation Hearing Set for March 28
MOLYCORP: Court Okays March 4 Auction for Assets
NEW GULF: Trims $2.5M Plan Operating Fund After Objections
NEWLEAD HOLDINGS: Commercial Performance of MT Sofia in 2015
NYC CONSTRUCTORS: Gets Nod for Up to $3 Million Stopgap Financing
OFFSHORE GROUP: Court Issues Final Cash Collateral Order
PERFORMANCE FOOD: Moody's Hikes Corporate Family Rating to Ba3
PHARMACYTE BIOTECH: Amends Oct. 31, 2015 Quarterly Report
PHARMACYTE BIOTECH: Reports $1.5M Amended Loss for July 31 Qtr.
PHARMACYTE BIOTECH: Reports Amended 2015 Net Loss of $9.9M
PHILLIPS INVESTMENTS: Court Approves Hale Retail as Broker
POMARE LTD: Court Confirms Ch. 11 Plan
PRECISION OPTICS: Has Resale Prospectus of 1.6M Common Shares
PREMIER EXHIBITIONS: In Talks With Lenders on Note Draw Delay
QUIKSILVER INC: UST Says Exculpation Provision Non-Compliant
RAAM GLOBAL: Court Confirms 2nd Amended Plan of Liquidation
REICHHOLD HOLDINGS: Wants $10K Sale of Ferndale Property Approved
RELATIVITY FASHION: Wants Claims Allowed for Voting Purposes
ROSETTA GENOMICS: Empery Asset, et al., Own 4.8% of Ordinary Shares
SABINE OIL: Formal Mediation Sessions to Commence on Jan. 26
SAITO BROTHERS: Voluntary Chapter 11 Case Summary
SAMSON RESOURCES: Court OKs Deloitte as Tax Services Provider
SAMSON RESOURCES: Farnan LLP Okayed as Committee's Local Counsel
SAMSON RESOURCES: White & Case Approved as Committee Counsel
SPANISH BROADCASTING: Bluestone Fin'l Owns 8% of Class A Shares
SPI ENERGY: Appoints New Independent Director
SPI ENERGY: Rings the Nasdaq Opening Bell
STELLAR BIOTECHNOLOGIES: To Form Joint Venture With Neovacs
STEREOTAXIS INC: Fails to Comply with Nasdaq Listing Requirement
TRANSGENOMIC INC: John Thompson Quits as Director
TREEHOUSE FOODS: Moody's Confirms Ba2 Corporate Family Rating
TRIBUNE CO: Hedge Fund Urges Justices to Let It Fight $7BB Plan
TRUMP ENTERTAINMENT: Obtains Favorable Ruling in CBA Dispute
VIGGLE INC: Robert R. Bellick, et al., Report 6% Equity Stake
VIRTUAL PIGGY: Issued $62,500 Unsecured Promissory Notes
WAFERGEN BIO-SYSTEMS: Empery Asset, et al., Hold 3.7% Stake
WESTMORELAND COAL: Mangrove Partners, et al., Report 10% Stake
WIRE COMPANY: Court OKs $8.8-Mil. Sale to JRP Wire Acquisitions
YINHANG INTERNET: Raises Going Concern Doubt Amid Loss, Deficit
ZOGENIX INC: Israel Englander Reports 1.2% Stake as of Dec. 31
ZUCKER GOLDBERG: Court Okays AJ Willner as Auctioneer
[*] Akerman LLP Nabs Two Baker & McKenzie Bankruptcy Pros
[*] Debevoise & Plimpton Named One of 2015 Bankruptcy Group
[*] GE Capital Says Selling Assets Won't Pose Threat to Industry
[*] Jenner & Block Named One of Blaw360's 2015 Bankruptcy Group
[*] Jenner & Block Named One of Law360's 2015 Bankruptcy Group
[*] Judge Says Insurers Don't Owe For Post-Explosion Evacuation
[^] BOND PRICING: For the Week from Jan. 18 to 22, 2016
*********
293 ADELPHI: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: 293 Adelphi LLC
293 Adelphi Street
Brooklyn, NY 11205
Case No.: 16-40248
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Arnold Mitchell Greene, Esq.
ROBINSON BROG LEINWAND GREENE GENOVESE & GLUCK
P.C.
875 Third Avenue, 9th Floor
New York, NY 10022
Tel: (212) 603-6399
Fax: (212) 956-2164
Email: amg@robinsonbrog.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Reginald Beauvais, Jr., co-managing
member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
AFFIRMATIVE INSURANCE: Seeks to Extend Deadline to Remove Suits
---------------------------------------------------------------
Affirmative Insurance Holdings Inc. has filed a motion seeking
additional time to remove lawsuits involving the company and its
affiliates.
In its motion, the company asked the U.S. Bankruptcy Court in
Delaware to move the deadline for filing notices of removal of the
lawsuits to May 11, 2016.
The extension, if granted, would afford the debtors a "reasonable"
additional amount of time to determine whether to remove any
lawsuit, according to its lawyer, Shanti Katona, Esq., at
Polsinelli PC, in Wilmington, Delaware.
The motion is on Judge Christopher Sontchi's calendar for Feb. 25.
Objections are due by Jan. 26.
About Affirmative Insurance
Affirmative Insurance Holdings, Inc., Affirmative Management
Services, Inc., Affirmative Services, Inc., Affirmative
Underwriting Services, Inc., Affirmative Insurance Services, Inc.,
Affirmative General Agency, Inc., Affirmative Insurance Group, Inc.
and Affirmative, L.L.C. sought Chapter 11 bankruptcy protection
(Bankr. D. Del. Proposed Lead Case No. 15-12136) on Oct. 14, 2015.
The petition was signed by Michael J. McClure as chief executive
officer.
The Debtors have engaged McDermott Will & Emery LLP as general
bankruptcy counsel, Polsinelli PC as local Delaware counsel, Faegre
Baker Daniels LLP as special regulatory counsel, BDO USA LLP as
financial consultant and Rust Consulting/Omni Bankruptcy as notice
and claims agent.
The Debtors disclosed total assets of $25.20 million and total
debts of $91.26 million as of Aug. 31, 2015.
Founded in June 1998, Affirmative provides non-standard personal
automobile insurance policies for individual consumers in targeted
geographic markets. NSPAI policies provide coverage to drivers who
find it difficult to obtain insurance from standard automobile
insurance companies due to their lack of prior insurance, age,
driving record, limited financial resources, or other factors.
On October 30, 2015, the Office of the U.S. Trustee appointed five
creditors to the official committee of unsecured creditors.
ALKERMES INC: Moody's Affirms Ba3 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service affirmed the ratings of Alkermes, Inc.
including the Ba3 Corporate Family Rating, the Ba3-PD Probability
of Default Rating, the Ba3 senior secured rating and the SGL-1
Speculative Grade Liquidity Rating. At the same time, Moody's
revised the rating outlook to negative from stable.
Ratings affirmed:
Corporate Family Rating at Ba3
Probability of Default Rating at Ba3-PD
Senior secured bank credit facilities at Ba3(LGD3)
Speculative Grade Liquidity Rating at SGL-1
The outlook change to negative follows disappointing clinical trial
results for ALKS 5461, an experimental depression treatment and one
of the major products in Alkermes' late-stage pharmaceutical
pipeline. Certain clinical trial data still points to the
effectiveness of ALKS 5461, and the drug is continuing in another
clinical trial with the potential for approval if results are
successful. Nonetheless, the results represent a setback in timing
at a minimum, and also raise the reliance on the remaining clinical
trial.
In addition, the setback highlights the risk associated with
Alkermes' strategy of conducting drug development and a shift
towards a more integrated pharmaceutical model. It is too early to
gauge the success of this transition, but Alkermes' recently
launched schizophrenia drug Aristada could help validate the
strategy if the launch is successful, or prompt the company to
shift its strategy if the launch is unsuccessful.
RATINGS RATIONALE
The Ba3 Corporate Family Rating reflects Alkermes' expertise in
proprietary drug delivery technologies, high gross margins, and
good revenue growth prospects over the next several years from
existing products and potential pipeline launches. The ratings are
also supported by cash levels well in excess of debt levels, and
considerable value in Alkermes' existing revenue streams as well as
its pipeline. Existing revenue streams generate over $600 million
of revenue, derived from pharmaceutical products marketed by
leading firms including Johnson & Johnson. In addition, Alkermes
has three major Phase III programs in progress: ALKS 8700 for
multiple sclerosis, ALKS 3831 for schizophrenia and ALKS 5461 for
major depressive disorder.
Offsetting these strengths are Alkermes' limited size and scale
relative to pharmaceutical peers and its high reliance on
collaboration partners on key products. The company has high
revenue concentration among several marketed schizophrenia products
(Risperdal Consta and Invega Sustenna), but revenue should
diversify over time with growth in Vivitrol and from the newly
launched schizophrenia treatment Aristada. In addition, Moody's
anticipates that the company's earnings will be negative at least
through 2016 as it funds higher R&D costs related to its late-stage
pipeline and invests in the Aristada launch. These investments will
continue to have a negative impact on near-term credit ratios, but
could drive significant future growth for the company.
The SGL-1 rating reflects very good liquidity arising from $816
million of cash and investments reported as of September 30, 2015,
the ability to absorb negative cash flow in 2016, and no financial
maintenance covenants in the credit agreement.
The outlook is negative, reflecting high reliance on the Aristada
launch to shift towards positive earnings, and the potential for a
downgrade if the launch is slow.
Moody's could downgrade Alkermes' ratings if growth rates falter
due to competitive dynamics or a weak Aristada launch, if pipeline
execution is weak, if the company performs debt-financed
acquisitions, or if debt/EBITDA is sustained above 4.0 times.
Conversely, Moody's could upgrade Alkermes' ratings if: the
company's key products continue to grow, if Aristada experiences
fast sales uptake, if pipeline momentum is strong, and if
debt/EBITDA is sustained below 3.0 times.
Alkermes, Inc. is a US subsidiary of Dublin, Ireland-based Alkermes
plc (collectively "Alkermes"). Alkermes is a specialty
biopharmaceutical company that develops long-acting medications for
the treatment of central nervous system. Revenues totaled
approximately $640 million over the last twelve months ended
September 30, 2015.
AMERICAN POWER: Conference Call Held to Provide Update
------------------------------------------------------
American Power Group Corporation held a telephonic conference call
to provide an update on the Company to investors on Jan. 14, 2016.
A transcript of the conference call is available for free at:
http://is.gd/m4BziS
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/
For the 12 months ended Sept. 30, 2015, the Company reported a net
loss available to common shareholders of $1.04 million on $2.95
million of net sales compared to a net loss available to common
shareholders of $920,000 on $6.28 million of net sales for the 12
months 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
stockholders' deficit.
AMPLIPHI BIOSCIENCES: CEO Gets $85,000 Performance Bonus
--------------------------------------------------------
AmpliPhi Biosciences Corporation's Board of Directors approved the
payment of an annual performance bonus to M. Scott Salka, the
Company's chief executive officer, in the amount of $85,000. The
foregoing bonus was awarded to Mr. Salka based on the partial
achievement of corporate performance objectives and the terms of
Mr. Salka's offer letter with the Company.
About AmpliPhi
AmpliPhi Biosciences Corp. is a biopharmaceutical company that
develops bacteriophage-based therapeutics. It also develops an
internally generated pipeline of naturally occurring viruses
called bacteriophage (Phage) for the treatment of bacterial
infection, such as drug-resistant strains of bacteria that are
commonly found in the hospital setting. The company's Phage
discovery also focuses on acute & chronic lung, sinus and
gastrointestinal infections. AmpliPhi Biosciences was founded in
March 1989 and is headquartered in Glen Allen, Virginia.
The Company reported net income attributable to common stockholders
of $21.82 million for the year ended Dec. 31, 2014, compared to a
net loss attributable to common stockholders of $65.2 million for
the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $34.07 million in total
assets, $7.47 million in total liabilities, $10.94 million in
series B redeemable convertible preferred stock, and $15.66 million
in total stockholders' equity.
AMPLIPHI BIOSCIENCES: Names Steve Martin Chief Financial Officer
----------------------------------------------------------------
AmpliPhi Biosciences Corporation appointed Steve R. Martin as its
chief financial officer, principal financial officer and principal
accounting officer, effective Jan. 18, 2016, replacing David E.
Bosher in those capacities. Mr. Bosher remains employed with the
Company as a consultant.
Mr. Martin, age 54, served as senior vice president and chief
financial officer of Applied Proteomics, Inc., a molecular
diagnostics company, from December 2014 to August 2015. From June
2011 to December 2014, Mr. Martin served as senior vice president
and chief financial officer of Apricus Biosciences, Inc., a
publicly traded pharmaceutical company, and served as the interim
chief executive officer of Apricus from November 2012 through March
2013. From 2008 to January 2011, Mr. Martin served as senior vice
president and chief financial officer of BakBone Software, a
publicly traded software company. During his final 10 months with
BakBone until the company's acquisition in January 2011, Mr. Martin
also served as BakBone's interim chief executive officer. From
2005 to 2007, Mr. Martin served as chief financial officer of
Stratagene Corporation, a publicly traded clinical diagnostics
company. Mr. Martin's previous experience also includes serving as
controller with Gen-Probe Incorporated, a publicly traded molecular
diagnostics company, as well as 10 years with Deloitte & Touche
LLP, a public accounting firm. Mr. Martin holds a Bachelors of
Science degree from San Diego State University and is a certified
public accountant.
In connection with Mr. Martin's appointment, the Company entered
into an offer letter agreement with Mr. Martin, dated Jan. 18,
2016. Pursuant to the offer letter, the Company agreed to provide
Mr. Martin with the following compensation: (i) annual base salary
of $320,000; (ii) eligibility to receive annual performance-based
bonuses, with an initial target bonus of 35% of his base salary;
and (iii) the grant of a stock option to purchase 99,919 shares of
the Company's common stock at an exercise price of $2.85 per share,
which is equal to the closing price of the Company's common stock
on the NYSE MKT on Jan. 15, 2016. Twenty-five percent of the
shares underlying the option vest on the one-year anniversary of
the commencement of Mr. Martin's employment with the Company, and
the balance of the shares vest in equal monthly installments over
the following 36 months, subject to Mr. Martin's continued service
with the Company. In the event Mr. Martin is terminated without
"cause" or resigns for "good reason" (as those terms are defined in
the offer letter) within one month before or 12 months after a
change in control of the Company, any shares subject to the option
that remain unvested at the time of such termination or resignation
will become vested. Mr. Martin's option grant is subject to the
terms of the Company's 2013 Stock Incentive Plan and stock option
grant notice and option agreement thereunder. In addition, the
offer letter provides that if Mr. Martin is terminated without
cause or resigns for good reason from his employment with the
Company, Mr. Martin will be entitled to receive severance benefits
in the form of salary continuation at the rate of his base salary
in effect at the time of his termination or resignation for a
period of 12 months, subject to the Company's timely receipt of an
effective release and waiver of claims.
About AmpliPhi
AmpliPhi Biosciences Corp. is a biopharmaceutical company that
develops bacteriophage-based therapeutics. It also develops an
internally generated pipeline of naturally occurring viruses
called bacteriophage (Phage) for the treatment of bacterial
infection, such as drug-resistant strains of bacteria that are
commonly found in the hospital setting. The company's Phage
discovery also focuses on acute & chronic lung, sinus and
gastrointestinal infections. AmpliPhi Biosciences was founded in
March 1989 and is headquartered in Glen Allen, Virginia.
The Company reported net income attributable to common stockholders
of $21.82 million for the year ended Dec. 31, 2014, compared to a
net loss attributable to common stockholders of $65.2 million for
the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $34.07 million in total
assets, $7.47 million in total liabilities, $10.94 million in
series B redeemable convertible preferred stock, and $15.66 million
in total stockholders' equity.
BOSTON OMAHA CORP: Posts Net Loss, Raises Going Concern Doubt
-------------------------------------------------------------
Boston Omaha Corporation had a net loss of $449,291 for the three
months ended September 30, 2015 as compared to a loss of $15,053
during the third quarter of 2014, or a per-share loss of $0.18
during the third quarter of 2015, compared to a per-share loss of
$0.06 during the third quarter of 2014, in view of revenues and an
increase in expenses.
Moreover, the company has an accumulated deficit of $1,218,458
since its inception and has not yet produced earnings from
operations.
"These factors raise substantial doubt about the company's ability
to continue as a going concern," disclosed Alex B. Rozek, president
and treasurer of the company, in a regulatory filing with the U.S.
Securities and Exchange Commission dated November 23, 2015.
Mr. Rozek further noted: "Management has in July 2015 raised an
additional $14,500,000 through the issuance of stock through a
private purchase of common stock. We also anticipate
profitability from our recently acquired billboard operations.
"We continue to explore both the types and scope of acquisitions
and business lines that we wish to pursue. The amount of capital
that we will need will depend on the scope of the acquisitions and
business lines that we ultimately decide to pursue, which is
uncertain at this time. However, for us to acquire any significant
additional businesses, we would be required to undertake certain
financing activities once we exhaust the funding raised in July
2015. The sources for financing would initially most likely be
institutional investors or accredited individuals. We currently
do not have any binding commitments for additional financing. We
cannot assure anyone that additional financing will be available to
us when needed or, if available, that such financing can be
obtained on commercially reasonable terms. If we do not obtain
additional financing, it will limit the acquisitions we can
complete. We cannot assure anyone that we will be successful in
obtaining necessary capital in our acquisition activities or that
any acquisition will achieve or maintain profitability.
"The ability of the company to continue as a going concern is
dependent upon the company's ability to attain a satisfactory level
of profitability. There can be no assurance that management's plan
will be successful."
At September 30, 2015, the company had total assets of $24,278,899
and total stockholders' equity of $23,846,859.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/h7xtghv
Boston Omaha Corporation was originally incorporated as REO Plus,
Inc. on August 10, 2009 under the laws of the State of Texas. On
March 18, 2015, the company incorporated as a Delaware corporation
and changed its name to Boston Omaha Corporation. Based in Boston,
the company has acquired outdoor billboard assets in Alabama,
Florida and Georgia and expects to continue to seek additional
acquisitions in billboard advertising.
CANCER GENETICS: Empery, et al, Hold 4.9% Stake as of Dec. 31
-------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Empery Asset Management, LP, Ryan M. Lane and Martin D.
Hoe disclosed that as of Dec. 31, 2015, they beneficially own
833,300 shares of Common Stock issuable upon exercise of Warrants
of Cancer Genetics, Inc., representing 4.99 percent of the shares
outstanding. A copy of the regulatory filing is available at:
http://is.gd/TTOBde
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.
CCNG ENERGY: Committee Gets Approval to Hire Gardere as Counsel
---------------------------------------------------------------
CCNG Energy Partners LP's official committee of unsecured creditors
received court approval to hire Gardere Wynne Sewell LLP as its
counsel.
As counsel, Gardere Wynne will provide these services to the
committee:
(a) advise the committee on its rights, obligations, and
powers in CCNG's bankruptcy case;
(b) appear before the court and others on the committee's
behalf;
(c) prepare and file for the committee all necessary legal
papers, and appear on the committee's behalf in
proceedings instituted by, against, or involving CCNG,
the committee or the case;
(d) represent the committee on any potential claim against or
by third parties;
(e) assist the committee in investigating and analyzing the
actions, assets, liabilities and financial condition of
the company and its assets and business operations;
(f) assist the committee in examining claims filed against
the company to determine whether any asserted claims are
objectionable or otherwise improper;
(g) advise the committee on matters relevant to the case and
the formulation of a plan;
(h) advise the committee on any potential sale or other
disposition of any estate asset; and
(i) consult with CCNG, its representatives and professionals
regarding the administration of the case.
Gardere has agreed to charge hourly rates below its standard hourly
rates as follows:
Partners $400 - $875
Associates $285 - $480
Paraprofessionals $180 - $290
The firm does not hold nor represent any adverse interest in
connection with the company, according to an affidavit executed by
Michael Haynes, Esq., a partner at Gardere Wynne Sewell LLP.
About CCNG Energy
CCNG Energy Partners, L.P. (the "Parent"), CCNG Energy Partners GP,
L.L.C. ("CCNG GP"), Trinity Environmental SWD, L.L.C., Trinity
Environmental Catarina SWD, L.L.C., Trinity Environmental Titan
Trucking, L.L.C., Moss Bluff Property, L.L.C. and Trinity
Environmental Services, L.L.C. (collectively, the "Operating
Subsidiaries") filed Chapter 11 bankruptcy petitions (Bankr. W.D.
Tex. Proposed Lead Case No. 15-70136) on Oct. 12, 2015. The
petition was signed by Daniel B. Porter as CEO of General Partner.
All of the Debtors' operations are performed by the Operating
Subsidiaries.
The Debtors estimated both assets and liabilities in the range of
$100 million to $500 million.
Taube Summers Harrison Taylor Meinzer Brown LLP serves as the
Debtors' counsel.
Judge Ronald B. King is assigned to the case.
The Debtors are engaged in the disposal of produced saltwater and
waste from the exploration and production of oil and gas.
In 2015, the Office of the U.S. Trustee appointed six creditors to
the official committee of unsecured creditors. The creditors are
Sun Coast Resources Inc., KBK Industries, Sabine Storage &
Operations Inc., Cambrian Management Ltd., WLP Oilfield Services,
and Dolphin Services & Chemicals LLC.
CHAMPION INDUSTRIES: Board Approves 1-for-200 Reverse Stock Split
-----------------------------------------------------------------
The Board of Directors of Champion Industries, Inc., approved a
1-for-200 reverse stock split of the outstanding shares of its
Class A Common Stock. As part of the proposed transaction,
authorized shares of Class B Common Stock, which are unissued,
likewise would be subject to and adjusted for a 1-for-200 reverse
stock split as well.
If the transaction is approved by the Company's stockholders and
implemented, the Company expects to have fewer than 300
stockholders of record of its outstanding common stock, in which
event the Company intends to deregister its shares and cease to be
a reporting company under the Securities and Exchange Act of 1934.
Pursuant to the proposed transaction, stockholders holding fewer
than 200 shares of the Company's Class A Common Stock immediately
before the transaction would have such shares cancelled and
converted into the right to receive from the Company a cash payment
of thirty cents ($0.30) for each such share owned before the
reverse stock split. Stockholders holding 200 or more shares of
the Company's Class A Common Stock immediately before the reverse
stock split will receive one share for each 200 common shares held
and, as applicable, fractional shares based on the 1-for-200
reverse stock split ratio. Cash consideration would only be paid
to shareholders who, after the reverse stock split, hold less than
one (1.0) whole share of the post-split Class A Common Stock.
If, after completion of the reverse stock split, the Company has
fewer than 300 shareholders of record, the Company intends to
terminate the registration of its common stock under the Securities
and Exchange Act of 1934, as amended. If that occurs, the Company
will be relieved of its requirements to file periodic reports with
the SEC, including annual reports on Form 10-K and quarterly
reports on Form 10-Q. Though it will no longer be required to do
so by the Exchange Act or SEC rules and regulations, following
deregistration the Company plans to continue to provide
stockholders with annual audited financial statements and quarterly
unaudited financial statements and to solicit proxies in connection
with its annual stockholder meeting.
Implementation of the reverse stock split is subject to stockholder
approval of an amendment to the Company's Articles of
Incorporation. Approval of the amendment would require the
approval of a majority of the Company's outstanding shares. The
Company expects the amendment will be presented to the stockholders
for a vote on the amendment at the Company's 2016 annual meeting of
stockholders which will be held on March 21, 2016, and that if this
amendment is approved, the reverse stock split and deregistration
will be effective thereafter. If for any reason, the amendment
cannot be presented at the 2016 annual stockholders meeting, the
Board will set a date and time for a special meeting of
stockholders at which the amendment will be voted upon by
stockholders. Current directors and the Company's current Chief
Executive Officer/Chairman of the Board and its current Senior Vice
President/Chief Financial Officer, and affiliates, owning
approximately 56.6% of the Company's outstanding Class A Common
Stock, have indicated they support the proposed transaction and to
the extent they own or control shares of Class A Common Stock are
expected to support the proposed transaction and to vote in favor
of the proposed amendment to the Company's Articles of
Incorporation when the amendment is presented to a vote of the
Company's stockholders.
The Company's Board of Directors may abandon the proposed reverse
stock split at any time prior to the completion of the proposed
transaction if they believe that the proposed transaction is no
longer in the best interests of the Company or its stockholders.
The Company currently has outstanding 11,299,528 shares of its
Class A Common Stock, held by approximately 346 record holders. No
Class B shares have been issued and thus no Class B shares are
outstanding. The Company currently estimates that the proposed
transaction would reduce the outstanding common shares by
approximately 88,000 shares, or less than 1% (0.78%), through the
cash-out of fractional share interests of less than one (1.0) whole
post-split share and will reduce the number of record holders of
Class A Common Stock below 300. Changes in share ownership prior
to the time the transaction is to become effective, as well as the
distribution of shares held in street name through brokers and
other intermediaries and the extent to which beneficial owners of
those shares participate in the transaction, will affect those
estimates, perhaps materially.
About Champion Industries
Champion Industries, Inc., is engaged in the commercial printing
and office products and furniture supply business in regional
markets east of the Mississippi River. The Company also publishes
The Herald-Dispatch daily newspaper in Huntington, West Virginia
with a total daily and Sunday circulation of approximately 23,000
and 28,000.
Champion Industries reported a net loss of $1.13 million for the
year ended Oct. 31, 2014, compared to net income of $5.71 million
in 2013.
As of July 31, 2015, the Company had $22.9 million in total assets,
$20.7 million in total liabilities and $2.1 million in total
shareholders' equity.
CHAMPION INDUSTRIES: Board OKs New Class of Capital Stock
---------------------------------------------------------
The Board of Directors of Champion Industries, Inc. approved and
recommended that shareholders approve an amendment of the Articles
of Incorporation of the Company to create a new class of capital
stock, i.e., 2,500 shares of Preferred Series A with a par value of
$1,000 per shares.
The purpose of this proposed amendment and proposed authorization
of such Preferred Series A shares was to allow implementation of a
conversion of debt owed to a shareholder into equity in the form of
preferred shares, which conversion had been approved by the Board
on June 15, 2015, and was disclosed in a previous filing (10-Q
filed for the quarter ending April 30, 2015). Specifically, as
approved on June 15, 2015, the Board authorized and approved
conversion of a $2,500,000 note payable to a shareholder, accruing
interest at the rate of 3.25% per annum (3.50% currently), to
preferred stock equity that would pay either a 0.00% dividend or
6.00% dividend contingent on the Company,s net income after income
taxes being at least $1.0 million, such that if the Company's net
income after income taxes is less than $1.0 million the dividend
rate on such preferred stock would be 0.00%. However, because the
Company does not have a class of preferred shares currently, the
proposed amendment is necessary in order to authorize creation of
the preferred shares necessary to complete the Conversion. The
Chairman of the Board, who is also the Chief Executive Officer of
the Company, is the shareholder affected by the Conversion and
consequently recused himself from the votes on these matters at the
Board's July 15, 2015, and Jan. 18, 2016, meetings.
If the transaction is approved by the Company's stockholders and
implemented, the Company expects to issue all 2,500 Preferred
Series A shares, which would have the following features under the
proposed amendment:
* The proposed Preferred Series A shares would be non-voting
shares.
* The voting power for the election of directors and for all
other voting purposes would be vested exclusively in the
holders of the Class A common shares and, except as otherwise
required by law, the holders of the proposed Preferred Series
A shares would not have any voting power or be entitled to
receive any notice of meetings of shareholders.
* The proposed Preferred Series A shares would be issued in
consideration of the conversion by a stockholder of
$2,500,000.00 principal amount of debt owed to such
shareholder by the Company, and shall be issued on the date of
the Conversion upon surrender and cancellation of such debt by
such stockholder.
* The proposed Preferred Series A shares would be entitled to a
preference in the event of liquidation as to proceeds thereof,
over the common shares.
* The proposed Preferred Series A shares would be entitled to a
contingent dividend and a preference as to dividends, and no
dividends would be paid by the Company to any holders of any
class of common shares unless and until such dividends as are
required to be paid to the proposed Preferred Series A shares
have in fact been declared and paid to the holders of the
proposed Preferred Series A shares.
* The proposed Preferred Series A shares would be entitled to
receive a contingent dividend, at the rate of six percent
(6.00%) per annum on the par value thereof, to be paid in the
first quarter of the next ensuing fiscal year, following any
fiscal year in which the net income of the Company after taxes
is at least $1,000,000.00 or greater; provided, however, that
no dividend would be permitted to be paid on the proposed
Preferred Series A shares, and such shares would have a zero
percent (0.00%) dividend rate, unless the corporation earned
at least $1,000,000.00 in net income after taxes in the prior
fiscal year.
* On each anniversary of the Conversion Date, the Company would
have the option and right to redeem, in whole or in part,
Preferred Series A shares at the redemption price of $1,000
per share (par), at the option of the Company.
* The proposed Preferred Series A shares would not have a
conversion right to convert the proposed Preferred Series A
shares to any class of common shares.
About Champion Industries
Champion Industries, Inc., is engaged in the commercial printing
and office products and furniture supply business in regional
markets east of the Mississippi River. The Company also publishes
The Herald-Dispatch daily newspaper in Huntington, West Virginia
with a total daily and Sunday circulation of approximately 23,000
and 28,000.
Champion Industries reported a net loss of $1.13 million for the
year ended Oct. 31, 2014, compared to net income of $5.71 million
in 2013.
As of July 31, 2015, the Company had $22.9 million in total assets,
$20.7 million in total liabilities and $2.1 million in total
shareholders' equity.
CONSTAR INTERNATIONAL: Dechert to Pay $1M to End Malpractice Suit
-----------------------------------------------------------------
Kali Hays at Bankruptcy Law360 reported that Dechert LLP will pay
$1.15 million to former client Capsule International Inc. to bring
an end to its $80 million malpractice suit over the firm's alleged
scheme to divert money to the bankrupt plastic bottle maker's
ex-bosses.
Capsule, formerly known as Constar International Holdings LLC, will
also receive a refund of a $150,000 retainer currently being held
by Dechert, according to Jan. 15, 2016's motion in Delaware
bankruptcy court. Meanwhile, the law firm will release its
$600,000 unpaid-fees claim against the bottle maker
About Constar International
Privately held Constar International Holdings and nine affiliated
debtors (nka Capsule International Holdings, et al.) filed for
Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-13281) on
Dec. 19, 2013.
Constar, which manufactures plastic containers, is represented by
Michael J. Sage, Esq., Brian E. Greer, Esq., Stephen M. Wolpert,
Esq., and Janet Bollinger Doherty, Esq., at Dechert LLP; and
Robert
S. Brady, Esq., and Sean T. Greecher, Esq., at Young Conaway
Stargatt & Taylor, LLP. Prime Clerk LLC serves as the Debtors'
claims and noticing agent, and administrative advisor. Lincoln
Partners Advisors LLC serves as the Debtors' financial advisor.
Judge Christopher S. Sontchi oversees the 2013 case.
This is Constar International's third bankruptcy. Constar first
filed for Chapter 11 protection (Bankr. D. Del. Lead Case No.
08-13432) in December 2008, with a pre-negotiated Chapter 11 Plan
and emerged from bankruptcy in May 2009. Constar and its
affiliates returned to Chapter 11 protection (Bankr. D. Del. Case
No. 11-10109) on Jan. 11, 2011, with a pre-negotiated Chapter 11
plan and emerged from bankruptcy in June 2011.
The new petition listed assets worth less than $100 million
against $123 million on three layers of secured debt.
Attorneys at Brown Rudnick LLP represent the official committee of
unsecured creditors. The Committee retained Alvarez & Marsal
North America LLC as its financial advisor.
Counsel to Wells Fargo Capital Finance, LLC, the revolving loan
agent, is Andrew M. Kramer, Esq., at Otterbourg P.C.
On Feb. 10, 2014, the Bankruptcy Court authorized Constar to sell
certain assets to Plastipak Packaging, Inc., a global manufacturer
of rigid plastic packaging. The Court determined that Plastipak's
$102,450,000 offer for the Debtors' U.S. assets bested the offers
from Amcor Rigid Plastics USA, Inc., and Envases Universales De
Mexico S.A.P.I. De C.V. during a Feb. 6 auction.
Separately, the Court authorized Constar to sell a facility in
Havre de Grace, Maryland, to Smucker Natural Foods, Inc., for $3
million. There was no other bidder for the Maryland facility.
The sole director of debtor Constar International U.K. Limited
appointed Daniel Francis Butters and Nicolas Guy Edwards of
Deloitte LLP as administrators. The U.K. Administration
Proceeding follows the closing of the sale of the U.K. assets to
Sherburn Acquisition Limited. The Delaware Bankruptcy Judge
authorized the U.S. Debtors to sell the U.K. Assets to Sherburn for
GBP3,512,727, (or US$7,046,000), less the deposit in the sum of
US$1,250,000.
Secured lender Black Diamond Commercial Finance, LLC, as DIP note
agent, and Wells Fargo Capital Finance, LLC, as DIP revolving agent
and agent under the revolving loan facility, consented to the
administration of Constar U.K. and the appointment of the Joint
Administrators.
In view of the asset sales in the U.S. and the U.K., the Debtors
changed their corporate trade names -- and with the Bankruptcy
Court's consent, their bankruptcy case caption -- to Capsule Group
Holdings, Inc.; Capsule Intermediate Holdings, Inc.; Capsule Group,
Inc.; Capsule International LLC; Capsule DE I, Inc.; Capsule DE II,
Inc.; Capsule PA, Inc.; Capsule Foreign Holdings, Inc.; and Capsule
International U.K. Limited (Foreign).
Christopher R. Murray of Diamond McCarthy LLP, serves as special
litigation counsel for the Constar bankruptcy estate.
CORNERSTONE HOMES: Ch. Trustee's Suit vs. Banks Dismissed
---------------------------------------------------------
Judge Paul R. Warren of the United States Bankruptcy Court for the
Western District of New York denied the motion for summary judgment
filed by Michael H. Arnold, Chapter 11 Trustee for Cornerstone
Homes, Inc.
Judge Warren granted instead the cross-motions for summary judgment
filed by defendants First Citizens National Bank, Community
Preservation Corporation, and Elmira Savings Bank, and dismissed
the trustee's complaint.
The Chapter 11 Trustee requested entry of a declaratory judgment on
each of the five counts in the complaint, determining that each of
the consolidated notes and mortgages held by the defendants in
connection with a series of commercial loans made to the Debtor are
unenforceable as a matter of law.
The Debtor had previously granted numerous notes and mortgages to
individual "investors" who, in turn, executed a written assignment
of their mortgage to one of the defendants. Each written
assignment of mortgage was signed by the actual person named in the
assignment who was the holder of the underlying note.
The Chapter 11 Trustee argued that because the individual lenders
never indorsed or delivered physical possession of the underlying
notes, the assignments of the individual investor mortgages are not
valid under New York real property law.
Judge Warren, however, held that the consolidated notes and
mortgages are enforceable, secured, and that defendants have
standing to enforce their consolidated notes and mortgages. The
judge explained that this is because the defendants obtained
written assignments of the individual investor mortgages from
actual individuals with the legal right to assign their rights
under both the mortgage and the underlying note -- and because the
assignments specifically included the phrase "together with the
bond or obligation described in the mortgage."
The adversary proceeding is MICHAEL H. ARNOLD, as Chapter 11
Trustee, Plaintiff, v. FIRST CITIZENS NATIONAL BANK, COMMUNITY
PRESERVATION CORPORATION, and ELMIRA SAVINGS BANK, Defendants,
Adversary Proceeding No. 15-2030-PRW (Bankr. W.D.N.Y.).
The bankruptcy case is In re: CORNERSTONE HOMES, INC., Chapter 11,
Debtor, Bankruptcy Case No. 13-21103-PRW (Bankr. W.D.N.Y.).
A full-text copy of Judge Warren's December 23, 2015, decision and
order is available at http://is.gd/CyGGQUfrom Leagle.com.
Michael H. Arnold is represented by:
Gregory J. Mascitti, Esq.
LECLAIRRYAN
885 Third Avenue Sixteenth Floor
New York, NY 10022 US
Tel: (212) 697-6555
Fax: (212) 986-3509
Email: gregory.mascitti@leclairryan.com
-- and --
Michael John Crosnicker, Esq.
LECLAIRRYAN
2318 Mill Road Suite 1100
Alexandria, VA 22314 US
Tel: (703) 684-8007
Fax: (703) 684-8075
Email: michael.crosnicker@leclairryan.com
First Citizens National Bank is represented by:
Allan L. Hill, Esq.
PHILLIPS LYTLE LLP
28 East Main Street Suite 1400
Rochester, NY 14614-1935
Tel: (585)238-2000
Fax: (585)232-3141
Email: ahill@phillipslytle.com
The Community Preservation Corporation is represented by:
Ronald M. Terenzi, Esq.
STAGG, TERENZI, CONFUSIONE & WABNIK, LLP
401 Franklin Avenue, Suite 300
Garden City, NY 11530
Tel: (516) 812-4500
Fax: (516) 812-4600
Email: rterenzi@stcwlaw.com
Elmira Savings Bank is represented by:
David D. MacKnight, Esq.
LACY, KATZEN LLP
130 East Main Street, Second Floor
Rochester, NY 14604
Tel: (585)454-5650
Fax: (585)269-3077
Email: dmacknight@lacykatzen.com
About Cornerstone Homes
Cornerstone Homes Inc. is based in Corning, New York and is engaged
in the business of buying, selling and leasing single family homes
in the State of New York, with such properties primarily located in
the South Central and South Western portions of the State.
Cornerstone Homes Inc. filed a Chapter 11 petition (Bankr. W.D.N.Y.
Case No. 13-21103) on July 15, 2013, in Rochester alongside a
reorganization plan already accepted by 96 percent of unsecured
creditors' claims.
The Debtor disclosed assets of $18.6 million and liabilities of
$36.2 million. Four secured lenders with $21.8 million in claims
are to be paid in full under the plan. Unsecured creditors --
chiefly noteholders with $14.5 million in claims -- will have a 7
percent recovery.
Judge Paul R. Warren presides over the case. Curtiss Alan Johnson,
Esq., and David L. Rasmussen, Esq., at Davidson Fink, LLP, in
Rochester, N.Y., serve as the Debtor's counsel. The Debtor has
tapped GAR Associates to appraise a selection of its properties to
support the Debtor's liquidation analysis.
The Official Committee of Unsecured Creditors is represented by
Gregory J. Mascitti, Esq., at LeClairRyan PC. The Committee
retained Getzler Henrich & Associates LLC as financial advisor.
Cornerstone Homes Inc. delivered to the Bankruptcy Court a First
Amended Plan of Reorganization and explanatory Disclosure Statement
on Jan. 3, 2014. The Amended Plan supersedes the Plan Cornerstone
prepared prior to filing for bankruptcy. The Debtor intends to
liquidate properties over a period of time, so as to achieve
maximum recovery for the creditors while avoiding a deleterious
effect on the housing market. The Plan provides for a distribution
of $1 million as an Unsecured Distribution Amount.
Owner David Fleet will pledge up to $1 million to fund
distributions under the Plan. It also provides for the
distribution of the stock in the Reorganized Debtor to holders of
Allowed Unsecured Noteholder Claims under Class 5. The Class 5
Claimants are expected to receive 7% plus distribution of stock on
the Distribution Date. The Claimants are impaired and entitled to
vote on the Plan.
No hearing was slated to consider the Amended Plan documents.
Instead, the Court accepted the request of the Committee to appoint
a Chapter 11 trustee to replace management. The Court approved the
appointment of Michael H. Arnold, Esq., as Chapter 11 trustee. He
is represented by his law firm, Place and Arnold as his counsel.
Michael H. Arnold, Chapter 11 trustee, is represented by the firm
of Place and Arnold. LeClairRyan and Barclay Damon LLP serve as
his special counsel.
COUTURE HOTEL: Court Confirms Ch. 11 Plan
-----------------------------------------
Couture Hotel Corporation a/k/a Hugh BlackāSt Mary Enterprises,
Inc., filed a Fifth Amended Plan of Reorganization that contains
all changes and modifications announced on the record at the Final
Confirmation Hearing.
In a Findings of Fact, Conclusions of Law and Order dated January
5, 2016, which is available at http://is.gd/B4rqZafrom Leagle.com,
Judge Barbara J. Houser of the United States Bankruptcy Court for
the Northern District of Texas, Dallas Division ordered:
(1) The confirmation of the Plan. The Plan is approved and
confirmed in its entirety. Any objections that have not been
withdrawn, waived, or settled, and all reservations of rights
pertaining to confirmation of the Plan included therein, are
overruled on the merits.
(2) The modifications, including the Prior Modifications and
those set forth on the record at the Final Confirmation Hearing and
contained and incorporated into the Plan, are approved.
The case is In re: COUTURE HOTEL CORPORATION a/k/a HUGH BLACK-ST
MARY ENTERPRISES, INC., Chapter 11, Debtor, Case No.
14-34874-BJH-11 (Bankr. N.D. Tex.).
Couture Hotel Corporation is represented by:
Jason Patrick Kathman, Esq.
Gerrit M. Pronske, Esq.
PRONSKE GOOLSBY & KATHMAN, P.C.
2200 Ross Avenue, Suite 5350
Dallas, TX 75201
Telephone: (214)658-6500
Facsimile: (212)658-6509
Email: jkathman@pgkpc.com
gpronske@pgkpc.com
-- and --
Mark Sean Toronjo, Esq.
TORONJO & PROSSER LAW
10000 N. Central Expy
Suite 407
Dallas, TX 75231
Telephone: 214-609-8787
Facsimile: (866)640-7043
Email: info@t-plaw.com
About Couture Hotel
Couture Hotel Corporation, fka Hugh Black-St Mary Enterprises,
Inc., owns and operates four hotels: a Wyndham Garden Inn in
Dallas, Texas, consisting of 356 rooms and remodeled in 2013; a
Howard Johnson in Corpus Christi, Texas, consisting of 140 rooms
and remodeled in 2012; a Howard Johnson in Las Vegas, Nevada,
consisting of 110 rooms and remodeled in 2012; and an independent
hotel in Las Vegas, Nevada (formerly branded as a Value Place),
consisting of 121 rooms and also remodeled in 2012. The Las Vegas
hotels are located at one of the entrances to Nellis Air Force
base in North Las Vegas. The Debtor owns the real property and
improvements, as well as the franchise rights to the hotels
(except for Las Vegas Value Place).
The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 14-34874) in Dallas, Texas, on Oct. 7, 2014. The case is
assigned to Judge Barbara J. Houser.
The Debtor disclosed $20.8 million in assets and $27.8 million in
liabilities as of the Chapter 11 filing.
The Debtor tapped Mark Sean Toronjo, Esq., at Toronjo & Prosser
Law, as counsel.
No creditors' committee or other official committee been appointed
in the case.
DAEBO INT'L: Court Grants Request to Vacate Maritime Attachments
----------------------------------------------------------------
The foreign representative of Daebo International Shipping Co., LTD
has asked the Bankruptcy Court to vacate maritime attachments made
against the M/V DAEBO TRADER in Louisiana.
The parties in the case agree that a Korean court issued an order,
before the attachments were made, that stayed creditors from
attaching assets of Daebo. The creditors argue that the
attachments and the creditors' claims are really being asserted
against the registered owner of the TRADER, Shinhan Capital Co.,
and are not barred by the Korean court's stay order.
Alternatively, they argue that the Court should permit the
attachments to protect the interests of the US creditors.
In a Memorandum Decision dated December 15, 2015, which is
available at http://is.gd/VrJ3Omfrom Leagle.com, Judge Michael E.
Wiles of the United States Bankruptcy Court for the Southern
District of New York concluded that the attachments should be
vacated.
The case is In re: DAEBO INTERNATIONAL SHIPPING CO., LTD., Chapter
15, Debtor in a Foreign Proceeding, Case No. 15-10616 (MEW)(Bankr.
S.D.N.Y.).
Daebo International Shipping Co., Ltd., Foreign Representative, is
represented by Michael B. Schaedle, Esq. -- Schaedle@BlankRome.com
-- Blank Rome LLP.
About Daebo International
Based in Seoul, Korea, Daebo International Shipping Co., Ltd.,
engages in the marine cargo transport business and also acts as an
international shipping agency providing marine cargo
transportation forwarding, ship management, and combined transport
agency and trading to its customers. The company operates bulk
carriers as its cores business.
Then operating 19 vessels, Daebo had revenue of about
$143 million in 2013 and $140 million in 2014. Key customers
include KEPCO, Malaysia Electric Power Company, SeAH Steel Corp.
and Hanwha Chemical, for which the Company transports coal, steel
products and salt.
On Feb. 11, 2015, Daebo filed an application for commencement of
rehabilitation proceedings under the Korean Rehabilitation and
Bankruptcy Act pending before the Seoul Central District Court
(Case No. 2015 10036 Rehabilitation).
Daebo filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case
No. 15-10616) on March 16, 2015, in Manhattan, in the United
States to seek recognition of its proceedings in Korea. The case
is assigned to Judge Michael E. Wiles. Chang-Jung Kim, the
custodian and foreign representative, signed the petition. Blank
Rome LLP, in Philadelphia, serves as counsel to the Debtor.
DEWEY & LEBOEUF: Manager Zachary Warren Headed for March Trial
--------------------------------------------------------------
Stewart Bishop at Bankruptcy Law360 reported that the sole
non-executive employee of Dewey & LeBoeuf LLP to fight charges that
he aided in a purported scheme to defraud the law firm's lenders
and investors is headed for trial in a matter of months, ahead of a
second trial of two of the firm's former top leaders.
New York Supreme Court Judge Robert Stolz said during a hearing in
Manhattan jury selection in the trial of former Dewey Client
Relations Manager Zachary Warren will begin on March 14.
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.
Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure. The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate. The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million. The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.
Judge Martin Glenn oversees the case. Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy
Solutions LLC serves as claims and notice agent. The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors. The Noteholders hired
Bingham McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.
DEWEY & LEBOEUF: Trial Star Witness in Settlement Talks With SEC
----------------------------------------------------------------
Max Stendahl at Bankruptcy Law360 reported that the U.S. Securities
and Exchange Commission is in settlement talks with former Dewey &
LeBoeuf LLP Finance Director Frank Canellas, who pled guilty to
fraud and served as the star witness in a trial of three former
executives at the collapsed firm, the agency told a New York
federal judge on Jan. 15, 2016.
In a letter to U.S. District Judge Valerie Caproni, SEC lawyer
Howard Fischer said the agency was in negotiations on a possible
deal to resolve civil claims against Canellas.
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) to complete the wind-down of its operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.
Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure. The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate. The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million. The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.
Judge Martin Glenn oversees the case. Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy
Solutions LLC serves as claims and notice agent. The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors. The Noteholders hired
Bingham McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.
DIAMONDHEAD CASINO: Bogs Down in Bid to Escape Forced Chapter 7
---------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that Diamondhead
Casino Corp.'s bid for release from an involuntary bankruptcy case
dissolved in Delaware bankruptcy court into disputes over imprecise
witness lists and second-hand testimony on Jan. 15, 2016, with
creditors and debtors eventually falling back to exchange arguments
on paper.
One person -- Diamondhead President Deborah Vitale -- made it to
the witness stand to testify before U.S. Bankruptcy Judge Laurie
Selber Silverstein on the financial condition of the long-proposed
luxury casino on a 400-acre Mississippi site off the north shore of
St. Louis Bay.
About Diamondhead Casino
Largo, Fla.-based Diamondhead Casino Corporation, from inception
through approximately August of 2000, operated gaming vessels in
international waters. The Company eventually divested itself of
its gaming operations to satisfy financial obligations to its
vendors, lenders and taxing authorities and to focus its resources
on the development of a casino resort in Diamondhead, Mississippi.
The Company owns, through its wholly-owned subsidiary, Mississippi
Gaming Corporation, an approximate 404.5 acre tract of unimproved
land in Diamondhead, Mississippi. The property is located at 7051
Interstate 10. The Company intends, in conjunction with unrelated
third parties, to develop the site in phases beginning with a
casino resort. The casino resort is expected to include a casino,
a hotel and spa, pools, a sport and entertainment center, a
conference center and a state-of-the-art recreational vehicle
park.
On August 6, 2015, an involuntary Chapter 7 bankruptcy petition
(Bankr. D. Del. 15-11647) was filed in Wilmington, Delaware
bankruptcy court by F. Richard Stark, Arnold J. Sussman and A.
David Cohen. The three creditors list combined claims of $150,000
in principal, plus interest due on certain promissory notes. On
Sept. 17, DDM Holdings filed a joinder to the involuntary
petition.
The Petitioning Creditors are represented by William E. Chipman,
Jr., Esq., Joseph B. Cicero, Esq., and Mark D. Olivere, Esq., at
Chipman Brown Cicero & Cole, LLP; and John H. Genovese, Esq., at
Genovese Joblove & Battista, PA.
Diamondhead Casino Corporation is represented in the involuntary
bankruptcy case by David L. Finger, Esq., at Finger & Slanina, P.A.
DIAMONDHEAD CASINO: Stephanie Forster Quits From Board
------------------------------------------------------
Stephanie M. Stevens Forster tendered her resignation to the Board
of Directors of Diamondhead Casino Corporation on Jan. 13, 2016.
Mrs. Forster was appointed to the Board of Directors on April 10,
2015, and was a member of the Audit Committee. In her resignation
letter, Mrs. Forster expressed no disagreement with management and
thanked the President of the Company for the opportunity to
participate on the Board of Directors.
About Diamondhead Casino
Diamondhead Casino Corporation and Subsidiaries own a total of
approximately 404.5 acres of unimproved land in Diamondhead,
Mississippi on which the Company plans, unilaterally, or in
conjunction with one or more partners, to construct a casino resort
and hotel and associated amenities. The Company was originally
formed to principally own, operate and promote gaming vessels
offering day and evening cruises in international waters.
As of Sept. 30, 2015, the Company had $5.72 million in total
assets, $8.73 million in total liabilities and a total
stockholders' deficit of $3.01 million.
"The Company has incurred continued losses over the past several
years and certain conditions raise substantial doubt about the
Company's ability to continue as a going concern. The Company has
had no operations since it ended its gambling cruise ship
operations in 2000. Since that time, the Company has concentrated
its efforts on the development of its Diamondhead, Mississippi
Property. The development of the Diamondhead Property is dependent
on obtaining the necessary capital, through equity and/or debt
financing, unilaterally, or in conjunction with one or more
partners, to master plan, design, obtain permits for, construct,
staff, open, and operate a casino resort. In the past, the Company
has been able to sustain itself through various short term
borrowings, however, as of September 30, 2015, the Company cash on
hand amounted to $87,599, while accounts payable and accrued
expenses totaled $3,747,634. Therefore, in order to sustain
itself, it is imperative that the Company secure a source of funds
to provide further working capital," the Company states in its
quarterly report for the period ended Sept. 30, 2015.
DOVER DOWNS: Notified by NYSE of Non-Compliance with Standards
--------------------------------------------------------------
Dover Downs Gaming & Entertainment, Inc., was notified by the New
York Stock Exchange on Jan. 18, 2016, that the average closing
price of the Company's common stock had fallen below $1.00 per
share over a period of 30 consecutive trading days, which is the
minimum average share price for continued listing on the NYSE under
the NYSE Listed Company Manual.
Under NYSE rules, the Company has six months following receipt of
the notification, subject to possible extension, to regain
compliance with the minimum share price requirement or be subject
to delisting. The Company can also regain compliance at any time
during the six-month cure period if its common stock has a closing
share price of at least $1.00 on the last trading day of any
calendar month during the period and also has an average closing
share price of at least $1.00 over the 30-trading day period ending
on the last trading day of that month.
The notice has no immediate impact on the listing of the Company's
common stock, which will continue to trade on the NYSE under the
symbol "DDE" but will be assigned a ".BC" indicator by the NYSE to
signify that we are not currently in compliance with NYSE continued
listing standards.
The Company has 10 business days to notify the NYSE of its intent
to cure this deficiency. The Company intends to so notify the NYSE
on a timely basis.
About Dover Downs
Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE),
Dover Downs Hotel & Casino(R) is a gaming and entertainment resort
destination in the Mid-Atlantic region. Gaming operations consist
of approximately 2,500 slots and a full complement of table games
including poker. The AAA-rated Four Diamond hotel is Delaware's
largest with 500 luxurious rooms/suites and amenities including a
full-service spa/salon, concert hall and 41,500 sq. ft. of multi-
use event space. Live, world-class harness racing is featured
November through April, and horse racing is simulcast year-round.
Professional football parlay betting is accepted during the
season. Additional property amenities include multiple
restaurants from fine dining to casual fare, bars/lounges and
retail shops. Visit http://www.doverdowns.com/
Dover Downs reported a net loss of $706,000 in 2014, compared to
net earnings of $13,000 in 2013.
As of Sept. 30, 2015, the Company had $176 million in total assets,
$62.05 million in total liabilities and $114 million total
stockholders' equity.
KPMG LLP, in Philadelphia, Pennsylvania, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's credit facility
expires on Sept. 30, 2015, and at present no agreement has been
reached to refinance the debt, which raises substantial doubt about
the Company's ability to continue as a going concern.
EASTERN CONTINENTAL: Seeks US Recognition of UK Proceeding
----------------------------------------------------------
Ninos Koumettou, in his capacity as the liquidator and authorized
foreign representative of Eastern Continental Mining and
Development Ltd, filed a Chapter 15 bankruptcy petition (Bankr. D.
Del. Case No. 16-10121) on Jan. 18, 2016, in the United States,
seeking recognition of a proceeding commenced under the United
Kingdom's Insolvency Rules 1986.
Based in London, the Debtor was formed to explore and develop
direct investment opportunities in the Asian raw materials and
mineral resources sector. The Debtor planned to construct networks
of mineral mining and collection, processing and shipping centers.
Its principal focus was developing opportunities in Indonesia, with
a view to exporting to other Asian economies including China,
India, Japan, and Korea. As part of its commitment to sustainable
development, all of the Debtor's projects were tailored to advance
the interests of local communities -- a key selling points to gain
the support of the Indonesian government. The Debtor's micro port
projects were to open isolated districts to new development
opportunities, employment opportunities and investments in local
infrastructure. Additionally, the micro ports would also help
reduce waste and increase productivity by bringing new levels of
efficiency to an otherwise outdated trade cycle.
The Debtor looked at and evaluated over 100 potential projects.
After identifying the ones that were potentially the most
lucrative, the Debtor entered into a joint venture with the holders
of six concessions for mining from the government of Indonesia, all
of which were located on the islands of Sumatra and Java. The
Debtor's plan was to focus initially on establishing mining and
related operations for the mining of iron sand on Java. Iron sand
mining is the fastest and least capital intensive way to enter the
mining sector, and iron sands contain high amounts of iron and
other valuable minerals and metals.
After generating revenues through its iron sand concession on Java,
the Debtor planned to mine for iron ore on an adjacent concession
and prepare to build up additional processing for the separation
and processing of titanium dioxide from the iron sands.
To execute its plans, the Debtor needed to raise $50 million in
capital. Signet Group LLC indicated that it had the unique
capability to raise the required funds for the Debtor.
In connection with its efforts to raise those funds, the Debtor
spent substantial sums, mainly through payments to SG, entities
affiliated with SG and/or entities with which SG had or desired to
have an ongoing working relationship.
Both Debtor and SG determined that, if the $50 million could be
raised, within 12 months of the commencement of the iron sand
project, the Debtor would have a profit of $4 million. The Debtor
and SG further determined that in the ensuing years, the Debtor
could, through its iron sands concession, expect to have profits of
$19 million to $78 million per year.
SG proposed to raise the required funds by: (a) assembling and
acquiring a pool of life insurance policies; (b) forming an entity
to issue $500 million in notes, the obligations of which were to be
covered by proceeds from the life insurance policies; and (c) use
$50 million of the $500 million in proceeds from the notes offering
to provide the funding for Debtor's mining project.
"Unfortunately, SG was not truthful about its accomplishments and
ability to raise the necessary funds," related Kevin S. Mann, Esq.,
at Cross & Simon, LLC, counsel for the Debtor. "SG wrongfully led
the Debtor to believe that SG had the experience and capacity to
discharge its contractual obligations when SG plainly did not.
Thus, while SG led Debtor to believe that SG had a track record of
success, that was not the case. In actuality, SG had never
accomplished any financing of the type sought by the Debtor. The
Debtor would not have entered into agreements with SG and incurred
over $1 million in costs if SG had not misled Debtor about SG's
accomplishments," Mr. Mann continued.
Further, the Debtor said SG breached its obligations under a
retention agreement. The Debtor asserts SG's failure to fulfill
its obligations under the Retention Agreement has resulted in its
multi-million dollar losses.
According to the Debtor, SG appears to have discontinued its
business and transferred its assets and operations to Cygnus LS,
LLC. The Debtor asserts that this business scheme was an attempt
by SG and its principals to hide assets and avoid making payment to
Debtor.
On or about March 22, 2013, the Debtor filed a complaint in the
Southern District of New York against SG and several of its
individual principals alleging breach of the Retention Agreement
and fraudulent misrepresentation. An amended complaint was filed
to add Cygnus LS, LLC as a party. SG filed a counterclaim against
the Debtor alleging that the Debtor had breached the Retention
Agreement and owes SG in excess of $250,000. Although several of
the parties have since been dismissed from the litigation, the case
is currently scheduled for trial beginning March 8, 2016.
As the Debtor was never able to obtain the financing necessary to
conduct its operations, on or about Jan. 13, 2016, the Debtor's
shareholders voted to voluntarily wind up the company pursuant to
the United Kingdom's Insolvency Rules 1986 and appointed Ninos
Koumettou as liquidator and foreign representative of the company.
ELBIT IMAGING: Court Dismisses Motion to Approve Derivative Claim
-----------------------------------------------------------------
The court dismissed the Motion for approval of a derivative claim
against Elbit Imaging Ltd. and its directors with no order for
legal expenses. 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.
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.
ELBIT IMAGING: Gets Noncompliance Notice from Nasdaq
----------------------------------------------------
Elbit Imaging Ltd. announced that it received a written
notification from the Listing Qualifications Department of The
NASDAQ Stock Market LLC advising the Company that it is no longer
in compliance with the NASDAQ Listing Rules because the closing bid
price for the Company's ordinary shares was below the minimum $1.00
per share for a period of 30 consecutive business days. NASDAQ
Listing Rule 5450(a)(1) requires the Company to maintain a minimum
bid price of $1 per share.
The notification letter states that in accordance with the NASDAQ
Listing Rules the Company will be afforded 180 calendar days to
regain compliance. In order to regain compliance, the closing bid
price for the Company's ordinary shares must be a least $1.00 per
share for a minimum of 10 consecutive business days. The
compliance period expires on July 12, 2016.
The Company intends to monitor the bid price for its ordinary
shares between the date hereof and July 12, 2016, and will consider
all available options to resolve the deficiency and regain
compliance with the minimum bid price requirement. If necessary,
the Company may effect a reverse stock split to regain compliance.
In the event that the bid price non-compliance is not cured by the
end of the applicable compliance period, the Company's ordinary
shares may be subject to delisting.
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.
ELEPHANT TALK: Issues $500,000 Unsecured Promissory Note
--------------------------------------------------------
Elephant Talk Communications Corp., upon consent of the Company's
existing lenders, borrowed $500,000 by issuing certain unsecured
promissory note with a principal amount of $500,000 at an interest
rate of 16% and a maturity date of Jan. 3, 2018, to a potential
buyer in connection with such party's potential acquisition of
ValidSoft Limited, the Company's wholly owned subsidiary. Such
buyer may loan an additional $1,500,000 to the Company within the
next ten days.
In the event the Proposed Transaction is consummated, the aggregate
loan of $2,000,000 will be applied toward the purchase price to be
paid by the buyer. In the event the additional $1,500,000 loan
will not be fully funded by the buyer by Jan. 25, 2016, the Company
will issue (i) certain 9% unsecured subordinated convertible
promissory note in the principal amount of $500,000, which will be
convertible into shares of common stock of the Company, $.00001 par
value, at the option of the holder at a conversion price of $.30
per share, subject to certain exceptions; and (ii) a five-year
warrant to purchase 1,666,667 shares of Common Stock at an exercise
price of $.45 per share, subject to certain exceptions. Upon
issuance of the 9% Note and Warrant, the 16% Note shall be
superseded in its entirety.
The Company gives no assurance that it will consummate the Proposed
Transaction with such potential buyer or receive the additional
$1,500,000 loan from that buyer.
About Elephant Talk
Lutz, Fla.-based Elephant Talk Communications, Inc. (OTC BB: ETAK)
-- http://www.elephanttalk.com/-- is an international provider of
business software and services to the telecommunications and
financial services industry.
Elephant Talk reported a net loss of $21.9 million in 2014, a net
loss of $25.5 million in 2013 and a net loss of $23.1 million in
2012.
As of Sept. 30, 2015, the Company had $30.7 million in total
assets, $14.3 million in total liabilities and $16.4 million in
total stockholders' equity.
EMMAUS LIFE: Board Appoints Committee Members
---------------------------------------------
The Board of Directors of Emmaus Life Sciences, Inc. appointed Jon
Kuwahara, Ian Zwicker and Masaharu Osato, M.D., to serve as members
of the Audit Committee. Mr. Kuwahara is a certified public
accountant in California and has financial management experience
and will serve as the Chairman of the Audit Committee and is
considered an "audit committee financial expert".
On Jan. 14, 2016, the Board of the Company appointed Ian Zwicker,
Jon Kuwahara and Masaharu Osato, M.D., to serve as members of the
Compensation, Nominating and Corporate Governance Committee. Mr.
Zwicker will serve as the Chairman of the Compensation, Nominating
and Corporate Governance Committee.
About Emmaus Life
Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases. This biopharmaceutical
company's headquarters is in Torrance, California.
Emmaus Life reported a net loss of $20.8 million on $500,700 of net
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $14.06 million on $391,000 of net revenues for the year ended
Dec. 31, 2013.
As of March 31, 2015, the Company had $2.2 million in total assets,
$24.3 million in total liabilities and a $22.1 million total
stockholders' deficit.
KPMG LLP, in San Diego, California, issued a "going Concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014. The independent auditors noted that the
Company has suffered recurring losses from operations, has
significant amounts of debt due within a year, and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
EMMAUS LIFE: SingerLewak Replaced KPMG as Accountants
-----------------------------------------------------
Emmaus Life Sciences, Inc., dismissed KPMG LLP as the Company's
independent registered public accounting firm. The decision to
dismiss KPMG was approved by the Audit Committee of the Company's
Board of Directors on Jan. 14, 2016.
KPMG's reports on the consolidated financial statements of the
Company as of and for the years ended Dec. 31, 2014, and Dec. 31,
2013, did not contain an adverse opinion or a disclaimer of
opinion, nor were they qualified or modified as to uncertainty,
audit scope, or accounting principles, except as follows:
KPMG's audit reports on the consolidated financial statements of
the Company as of and for the years ended Dec. 31, 2014, and
Dec. 31, 2013, contained a separate paragraph stating that "the
Company has suffered recurring losses from operations, has
significant amounts of debt due within a year, and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern. Management's plans in regard to
these matters are also described in note 2. The consolidated
financial statements and financial statement schedules do not
include any adjustments that might result from the outcome of this
uncertainty."
The Company disclosed that in connection with the audits of the
fiscal years ended Dec. 31, 2014, and 2013 and through Jan. 14,
2016, there were no: (1) disagreements with KPMG on any matter of
accounting principles or practices, financial statement disclosure,
or auditing scope or procedure.
As reported in the Company's Annual Reports on Form 10-K for the
years ended Dec. 31, 2014, and 2013, and in the Company's Quarterly
Report on Form 10-Q for the period ended March 31, 2015, the
Company's management has identified that the Company had a material
weakness in its internal control over financial reporting and
concluded that the Company's disclosure controls and procedures and
internal control over financial reporting were not effective as of
the periods set forth therein.
The Company has not yet filed its interim financial statements for
the periods ended June 30, 2015, and Sept. 30, 2015, since a member
of the Company's Audit Committee (who is no longer on the Company's
Board of Directors) would not approve the filing of the June 30,
2015, Form 10-Q. The unwillingness of the Audit Committee member
to approve the Form 10-Q filing arose from unspecified concerns.
KPMG informed the Company that they would not be able to complete
their review of the Company's interim financial statements for the
period ended June 30, 2015, until such concerns had been
independently investigated by the Company's Audit Committee or
Board of Directors. The lack of independent representation on the
Company's Audit Committee has delayed the Company's ability to
review and investigate the reasons the former Audit Committee
member would not approve the filing of the
June 30, 2015. Form 10-Q.
On Jan. 14, 2016, the Company engaged SingerLewak LLP as its
independent registered public accounting firm, effective
immediately. The engagement was approved by the Audit Committee on
Jan. 14, 2016. Prior to Jan. 14, 2016, neither the Company nor
anyone acting on its behalf consulted with SingerLewak.
About Emmaus Life
Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases. This biopharmaceutical
company's headquarters is in Torrance, California.
Emmaus Life reported a net loss of $20.8 million on $500,700 of net
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $14.06 million on $391,000 of net revenues for the year ended
Dec. 31, 2013.
As of March 31, 2015, the Company had $2.2 million in total assets,
$24.3 million in total liabilities and a $22.1 million total
stockholders' deficit.
KPMG LLP, in San Diego, California, issued a "going Concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014. The independent auditors noted that the
Company has suffered recurring losses from operations, has
significant amounts of debt due within a year, and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
ENERGY FUTURE: Court Recommends UMB Appeal Withdrawn from Mediation
-------------------------------------------------------------------
In a Recommendation dated dated January 5, 2016, which is available
at http://is.gd/Zvwo3Ffrom Leagle.com, Magistrate Judge Mary Pat
Thynge of the United States District Court for the District of
Delaware recommended to withdraw the cases captioned UMB Bank,
N.A., Appellant, v. Energy Future Holdings Corp., Appellees. UMB
Bank, N.A. Appellant v. Energy Future Holdings Corp., Appellees
Subsequent Settling EFIH PIK Noteholders, Appellant, v. Energy
Future Holdings Corp., Appellees. Subsequent Settling EFIH PIK
Noteholders, Appellant, v. Energy Future Holdings Corp., Appellees,
C. A. No. 15-1098-RGA, C.A. No. 15-1099-RGA, C. A. No.
15-1117-RGA., 15-1118-RGA (D. Del.). from mandatory mediation.
UMB Bank, N.A., Appellant, is represented by Raymond H. Lemisch,
Esq. -- rlemisch@klehr.com -- Klehr, Harrison, Harvey, Branzburg &
Ellers.
Energy Future Holdings Corp., Appellee, represented by Mark David
Collins, Esq. -- collins@rlf.com -- Richards, Layton & Finger, PA,
Daniel J. DeFranceschi, Esq. -- defranceschi@rlf.com -- Richards,
Layton & Finger, PA & Jason Michael Madron, Esq. -- madron@rlf.com
-- Richards, Layton & Finger, PA.
About Energy Future Holding Corp.
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.
Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
jointly
administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for
the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
EPIC STORES: Auditor Raises Going Concern Doubt
-----------------------------------------------
Epic Stores Corp.'s auditors issued a going concern opinion on our
financial statements for the year ended December 31, 2014. "This
means that there is substantial doubt that we can continue as an
on-going business for the next twelve months unless we obtain
additional capital to pay for our expenses. There is no assurance
we will ever reach this point," related Brian Davidson, president,
chief executive officer, secretary, treasurer and director, and
Zach Bradford, chief financial officer and director of the company
in a regulatory filing with the U.S. Securities and Exchange
Commission on November 23, 2015.
For the three months ended September 30, 2015, the company reported
a net loss of $1,461,750 as compared with a net loss of $1,270,071.
At September 30, 2015, the company had total assets of $2,187,922,
total liabilities of $4,369,643 and total stockholders' deficit to
the company of $2,181,721.
Messrs. Davidson and Bradford related: "The continuation of our
business is dependent upon obtaining further financing and
achieving more profitable operations. If we issue additional
equity securities, the equity interests of our current or future
stockholders could be significantly diluted. Obtaining commercial
loans, assuming those loans would be available, will increase our
liabilities and future cash commitments.
"There are no assurances that we will be able to obtain additional
financing through private placements, and/or bank financing or
other loans necessary to support our working capital requirements.
To the extent that funds generated from operations and any private
placements, public offerings and/or bank financing are
insufficient, we will have to raise additional working capital. No
assurance can be given that additional financing will be available,
or if available, will be on terms acceptable to us."
A full-text copy of the company's quarterly report is available for
free at http://tinyurl.com/hrj32c5
Phoenix-based Epic Stores Corp. operates second hand retail stores
in the United States. This second hand goods retailer focuses on
offering on-trend second hand clothing, accessories and household
products at affordable prices.
ESSAR STEEL: Claims Bar Date Slated for February 26
---------------------------------------------------
The Ontario Superior Court of Justice issued an order requiring
that all persons who assert:
-- a pre-filing claim and a D&Q pre-filing claim against
Essar Steel Algoma Inc. et al., and directors and officers
of the companies must file a proof of claim with Ernst &
Young Inc. on or before 5:00 p.m. (Toronto Time) on
Feb. 26, 2016; or
-- a restructuring claim and a D&Q restructuring claim against
the companies, and their directors and officers must file a
proof of claim to E&Y no later of:
i) 5:00 p.m. (Toronto Time) on Feb. 26, 2016; and
ii) the date that is 20 business days after E&Y sends
claims package with respect to a restructuring claim
in accordance with the claims procedure order.
Ernst & Young can be reached at:
Ernst & Young Inc.
Court-appointed monitor
of Essar Steel Algoma Inc. et al.
222 Bay Street, PO Box 251
Toronto, Ontario M5K 1J7
Attention: Essar Steel Algoma Inc. Claims
Tel: 1 855 941 1820 or 416 941 1820
Fax: 416 943 2865
Email: essaralgoma@ca.ey.com
About Essar Steel
Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an
integrated steel producer. Approximately 80% to 85% of ESA's
sales
are sheet products with plate products accounting for the balance.
For the 12 months ending December 31, 2013, ESA generated revenues
of C$1.8 billion.
Robert J. Sandoval filed a petition under Chapter 15 of the U.S.
Bankruptcy Code for Essar Steel Algoma Inc., and its debtor
affiliates on July 16, 2014, following the companies' initiation
of
a reorganization under Canada's Companies' Creditors Arrangement
Act. The lead case is Essar Steel Algoma Inc., Case No. 14-11730
(D. Del.). Essar Steel operates one of Canada's largest
integrated
steel manufacturing facilities. The Chapter 15 case is assigned
to
Judge Brendan Linehan Shannon. The Chapter 15 Petitioner's
Counsel
is Daniel J. DeFranceschi, Esq., and Amanda R. Steele, Esq., at
Richards, Layton & Finger, P.A., in Wilmington, Delaware.
FREE FLOW: Cites Going Concern Doubt, Management Plans
------------------------------------------------------
Free Flow, Inc.'s independent registered public accounting firm's
report on its financial statements as of December 31, 2014, and for
each of the years in the two-year period then ended, includes a
"going concern" explanatory paragraph, that describes substantial
doubt about the company's ability to continue as a going concern.
"The company has not yet established itself as a stable ongoing
business entity with established revenues sufficient to cover its
operating costs and allow it to continue as a going concern. The
ability of the company to continue as a going concern is dependent
on among other things the company executing a Sales Contract that
contemplates the company selling to Salim's Paper Private Limited
30,000 metric tons of tissue paper in hand and also liquidating its
inventories and continue as a going business," Sabir Saleem, chief
executive officer, principal officer, chief financial officer and
principal accounting officer of the company, said in a regulatory
filing with the U.S. Securities and Exchange Commission dated
November 20, 2015.
Mr. Saleem pointed out: "In order to continue as a going concern,
the company will need, among other things, Sales of its skin care
product lines. Management's plan is to obtain such sales through
Internet sales and marketing companies who specialize in promotion
of such businesses. Management anticipates obtaining capital from
management and significant shareholders sufficient to meet its
minimal operating expense and is expecting that cash flow from
sales will soon be available to augment the operating capital
needs. However, management cannot provide an assurance that the
company will be successful in accomplishing any of its plans.
"The ability of the company to continue as a going concern is
dependent upon its ability to successfully accomplish the plans
described in the preceding paragraph and eventually secure sources
for sales to attain profitable operations."
At September 30, 2015, the company had total assets of $2,340,018,
total liabilities of $2,051,326 and total stockholders' equity of
$288,692.
For the three months ended September 30, 2015, the company reported
a net loss of $11,658 as compared with a net loss of $6,273 for the
same period in 2014.
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/j3njsn2
Free Flow, Inc. is based in Herndon, Virginia. In February 2015,
the company acquired certain assets from Promedaff Skin Care, Inc.
for $2,000,000. Meanwhile, the company's solar farm project in
India is pending on hold due to issues yet to be resolved.
GENIUS BRANDS: Hires Haynie & Company as New Accountants
--------------------------------------------------------
Genius Brands International, Inc., has been informed that effective
as of Jan. 1, 2016, all of the assets of HJ & Associates, LLC and
HJ Associates and Consultants, LLP were acquired by Haynie &
Company, Salt Lake City, Utah, and, as a result, on Jan. 15, 2016,
HJ resigned as the Company's independent registered public
accounting firm because the firm will no longer be an active entity
and not able to certify the Company's financial statement from and
after the Effective Date.
On Jan. 15, 2016, the Company engaged Haynie & Company, Salt Lake
City, Utah, as its new independent registered public accounting
firm. The engagement of Haynie & Company was unanimously approved
by the Company's audit committee and Board of Directors.
The reports of HJ regarding the Company's consolidated financial
statements for the two most recent fiscal years did not contain an
adverse or disclaimer of opinion and were not qualified or modified
as to uncertainty, audit scope, or accounting principles.
About Genius Brands
Beverly Hills, Calif.-based Genius Brands International, Inc.,
creates and distributes music-based products which it believes are
entertaining, educational and beneficial to the well-being of
infants and young children under its brands, including Baby Genius
and Little Genius.
Genius Brands reported a net loss of $3.72 million in 2014, a net
loss of $7.21 million in 2013, a net loss of $2.06 million in
2012 and a net loss of $1.37 million in 2011.
As of Sept. 30, 2015, the Company had $16.0 million in total
assets, $4.67 million in total liabilities, and $11.3 million in
total equity.
GLYECO INC: Extends Rights Offering Until Feb. 26
-------------------------------------------------
GlyEco, Inc., filed a post-effective Amendment No. 1 to its
Registration Statement on Form S-1 to extend the expiration date of
the Company's Rights Offering from Jan. 22, 2016, to Feb. 26,
2016.
The Company is distributing, at no charge, to holders of its common
stock non-transferable subscription rights to purchase up to
50,200,947 shares of its common stock, par value $0.0001 per share.
In this rights offering, holders will receive one subscription
right for every one share of common stock owned at 5:00 p.m., New
York time, as of Oct. 30, 2015, the record date. The Company is
offering a total of 71,715,638 subscription rights in the
offering.
Shares of the Company's common stock are, and the Company expects
that the shares of common stock to be issued in the rights offering
will be, quoted on the OTC Pink Sheets under the symbol "GLYE". On
Oct. 30, 2015, the price of the Company's Common Stock was $0.10
per share, as reported by the OTC Pink Sheets.
About GlyEco, Inc.
Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.
Glyeco reported a net loss attributable to common shareholders of
$8.73 million on $5.89 million of net sales for the year ended Dec.
31, 2014, compared with a net loss of $4 million on $5.53 million
of net sales for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $15.1 million in total
assets, $2.37 million in total liabilities and $12.8 million in
total stockholders' equity.
Semple, Marchal & Cooper, LLP, in Phoenix, Arizona, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has yet to
achieve profitable operations and is dependent on its ability to
raise capital from stockholders or other sources to sustain
operations and to ultimately achieve viable operations. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
GOLD RIVER: Ch. 11 Trustee Appointment Necessary, Loan Oak Asserts
------------------------------------------------------------------
Secured creditor Lone Oak Fund, LLC, maintains that grounds exist
for the U.S. Bankruptcy Court for the Central District of
California to find that the conditions to confirmation of Gold
River Valley, LLC's Plan have not been satisfied and, thus, the
Court must vacate the confirmation order conditionally confirming
the Plan.
Lone Oak asks that the Court should immediately appoint a Chapter
11 trustee or, in the alternative, advance the hearing on the
motion to appointment a Chapter 11 trustee.
According to Lone Oak, the grounds for immediate appointment of
trustee include, among other things:
(1) current management of the Debtor, Lucy Gao, and Benjamin
Kirk have interferred with the Debtor's fidiciary duty to creditors
and the estate to sign documents necessary to close the escrow for
the sale of the property; and
(2) the Debtor's management has failed to confirm to escrow
whether they intend to proceed with the sale of the property.
Loan Oak argues that the Debtor's arguments that the appointment of
a trustee at this time would not only be a pointless, but wasteful
exercise are undercut by the fact that the sale has not closed
because of breach of fiduciary duty and will not close in the
foreseeable future.
Elsa Horowitz, a member of the law firm of Wolf, Rifkin, Shapiro,
Schulman & Rabkin LLP, counsel for Lone Oak, submitted a
declaration in support of the motion to appoint a Chapter 11
trustee in the Debtor's case. According to Ms. Horowitz, she
called Beatrice Wang, the escrow officer at Central Escrow, Inc.,
regarding the status of the closing of escrow on the property, and
was informed that because of the delay in escrow obtaining signed
documents from the seller's representative (Benjamin Kirk), the
buyer's loan commitment and rate lock expired. As of Nov. 12, Ms.
Wang confirmed that the buyer had not yet obtained a new loan
commitment and had not yet locked in a new rate.
The Debtor, in its objection to the request for appointment of a
Chapter 11 trustee, argued that as a preliminary matter, a trustee
may not be appointed because, on Sept. 16, 2015, the Court entered
the order conditionally confirming the Plan. This is because
Section 1104(a) of the Bankruptcy Code explicitly provides that a
trustee may only be appointed "before confirmation of a plan," the
Debtor asserted.
Creditors Lana Tsang and Elaine Tsang opposed the motion to appoint
a trustee, stating that there are no grounds to either appoint on
an emergency basis a trustee or convert the case. Rather, it was
an attempt by a creditor to avoid unfavorable treatment under the
Debtor's proposed plan of reorganization and prevent the sale of
the Debtor's sole asset that would pay all creditors in full, the
Tsangs said.
The Debtor added that the motion was wholly devoid of any merit or
evidence, but instead was simply an expression of frustration of a
creditor who opposes the Debtor's efforts to cure and reinstate the
loan and pay the secured creditor off in full, but excluding
default interest.
Loan Oak, in its motion to appoint trustee, explained that it is
necessary on the grounds that the current management of the Debtor,
Lucy Gau (aka Xiangxin Gau aka Lucy Gao), and Benjamin Kirk (aka
Benny Ko, aka Benny T. Ko, aka Benny Kirk, aka Benn Ko, dba SJ 1077
LLC) have engaged in fraud and criminal forgery prior to the
commencement of the Chapter 11 case, and have conducted the
financial affairs of the Debtor in a dishonest and incompetent
manner, grossly mismanaged the Debtor's businesses, and continue to
make decisions to the detriment of its creditors as evidenced by
the "compromise" reached with the Tsangs by shifting their personal
liability to the Debtor and granting the Tsangs a junior secured
claim against the Debtor's real property for $3,112,297 and by its
filing of motion for confirmation of the Debtor's Plan.
The Debtor is represented by:
David B. Golubchik, Esq.
Jeffrey S. Kwong, Esq.
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, CA 90067
Tel: (310) 229-1234
Fax: (310) 229-1244
E-mail: dbg@lnbyb.com
jsk@lnbyb.com
Lone Oak is represented by:
Simon Aron, Esq.
Elsa Horowitz, Esq.
WOLF, RIFKIN, SHAPIRO, SCHULMAN & RABKIN, LLP
11400 West Olympic Boulevard, 9th Floor
Los Angeles, CA 90064-1582
Tel: (310) 478-4100
Fax: (310) 479-1422
E-mail: saron@wrslawyers.com
ehorowitz@wrslawyers.com
About Gold River Valley
Gold River Valley, LLC, sought Chapter 11 bankruptcy protection
(Bankr. C.D. Cal. Case No. 15-10691) in Los Angeles, on Jan. 16,
2015.
David B. Golubchik, Esq., and Jeffrey S. Kwong, Esq., at Levene,
Neale, Bender, Yoo & Brill L.L.P., represents the Debtor as
counsel.
The Debtor disclosed $12,000,000 in assets and $8,720,911 in
liabilities as of the Chapter 11 filing.
* * *
Judge Thomas B. Donovan of the U.S. Bankruptcy Court for the
District of California on Sept. 16, 2015, entered an order
conditionally confirming the Chapter 11 Plan of Gold River Valley.
The order authorized and approved the sale of the Debtor's
property to Ding Gang, the buyer, for $10.8 million. A copy of
the
order is available for free at http://is.gd/2JWI1V
HALCON RESOURCES: Hosts General Update Conference Call
------------------------------------------------------
Halcon Resources Corporation hosted a conference call on Thursday,
Jan. 21, 2016, to provide investors with a general business update
including discussion of Halcon's preliminary 2016 capital plans.
The Company has also updated its investor presentation which can be
found on the Company's website at http://www.halconresources.com/
in the Investor Relations section under Events & Presentations.
A telephonic replay of the call will be available approximately two
hours after the live broadcast ends and will be accessible through
Jan. 27, 2016. To access the replay, dial (855) 859-2056 for
domestic callers or (404) 537-3406 for international callers, in
both cases referencing conference ID 34356633.
About Halcon Resources
Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States. This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.
As of Sept. 30, 2015, the Company had $4.25 billion in total
assets, $3.62 billion in total liabilities, $156 million in
redeemable noncontrolling interest and $473 million in total
stockholders' equity.
* * *
As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.
In September 2015, Standard & Poor's Ratings Services lowered its
corporate credit rating on Oklahoma City-based Halcon Resource
Corp. to 'SD' (selective default) from 'B-'. "The downgrade
follows Halcon's announcement that it reached an agreement with
holders of portions of its senior unsecured notes to exchange the
notes for new senior secured third-lien notes," said Standard &
Poor's credit analyst Ben Tsocanos.
HEALTH DIAGNOSTIC: Has Until March 3, 2016 to Remove Suits
----------------------------------------------------------
Health Diagnostic Laboratory Inc. has until March 3, 2016, to
remove lawsuits involving the company and its affiliates, according
to a filing with the U.S. Bankruptcy Court for the Eastern District
of Virginia.
About Health Diagnostic
Health Diagnostic Laboratory, Inc., Central Medical Laboratory,
LLC, and Integrated Health Leaders, LLC, are health care businesses
based in Richmond, Virginia. HDL is a blood testing company.
Health Diagnostic Laboratory, Inc. (Bankr. E.D. Va. Case No.
15-32919) and affiliates Central Medical Laboratory, LLC (Bankr.
E.D. Va. Case No. 15-32920) and Integrated Health Leaders, LLC
(Bankr. E.D. Va. Case No. 15-32921) filed separate Chapter 11
bankruptcy petitions on June 7, 2015. The petitions were signed by
Martin McGahan, chief restructuring officer. The Company disclosed
$96,130,468 in assets and $108,328,110 in liabiities as of the
Chapter 11 filing.
Justin F. Paget, Esq., Tyler P. Brown, Esq., Jason W. Harbour,
Esq., and Henry P. (Toby) Long, III, Esq. at Hunton & Williams LLP
serve as the Debtors' bankruptcy counsel. Alvarez & Marsal is the
Debtors' financial advisor. Robert S. Westermann, Esq., at
Hirshler Fleisher, P.C., serve as the Debtors' conflicts counsel.
American Legal Claims Services, LLC, is the Debtors' claims,
noticing and balloting agent.
Ettin Group, LLC, will market and sell the miscellaneous equipment
and other assets. MTS Health Partners, L.P., serves as investment
banker.
In 2015, the Office of the U.S. Trustee appointed seven creditors
to the official committee of unsecured creditors. The creditors
are Aetna Inc., Cleveland Heart Lab Inc., Diadexus Inc., Kansas
Bioscience Authority, Mercodia Inc., Numares GROUP Corp., and
Pietragallo Gordon Alfano Bosick & Raspanti LLP.
The official committee of unsecured creditors retained Cooley LLP
as its counsel and Protiviti Inc. as its financial advisor.
INTELLIPHARMACEUTICS INT'L: Presented at Noble Fin'l Conference
---------------------------------------------------------------
Intellipharmaceutics International Inc. presented at the Noble
Financial Capital Markets' 12th Annual Investor Conference on Jan.
20, 2016. The presentation took place at 9:00 a.m. (EST) at the
Club Med, Sandpiper Bay, Florida. The presentation may be accessed
through the Investor Relations' Events and Presentations section on
Intellipharmaceutics' Website at
http://www.intellipharmaceutics.com/
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.
J & J CLEAN UP: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------------
Debtor: J & J Clean Up Services, Inc.
aka James Floyd Cannon
1024 Black Gold Rd
Bakersfield, CA 93308-9545
Case No.: 16-10137
Nature of Business: Demolition, clean up service, dirt work,
recycler, oil field maintenance, rentals.
Chapter 11 Petition Date: January 20, 2016
Court: United States Bankruptcy Court
Eastern District of California (Fresno)
Judge: Hon. Fredrick E. Clement
Debtor's Counsel: Phillip W. Gillet, Jr., Esq.
PHILLIP GILLET, JR., ATTORNEY AT LAW
1705 27th St
Bakersfield, CA 93301-2807
Tel: (661) 323-3200
Email: lawyer@bak.rr.com
Total Assets: $2.85 million
Total Liabilities: $1.34 million
The petition was signed by James Cannon, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/caeb16-10137.pdf
JERSEY SHORE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Jersey Shore Steel, Inc.
636 Herman Road
Jackson, NJ 08527
Case No.: 16-11029
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
District of New Jersey (Trenton)
Judge: Hon. Michael B. Kaplan
Debtor's Counsel: Joseph Casello, Esq.
COLLINS, VELLA & CASELLO, LLC
2317 Route 34 South, Suite 1A
Manasquan, NJ 08736
Tel: (732) 751-1766
Fax: (732) 751-1866
Email: jcasello@cvclaw.net
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Gary Loveland, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/njb16-11029.pdf
JOE'S JEANS: Stockholders Approved All Proposals at Annual Meeting
------------------------------------------------------------------
At Joe's Jeans Inc.'s annual meeting of stockholders held on
Jan. 15, 2016, the stockholders:
(1) approved the issuance of common stock pursuant to the
agreement and plan of merger, pursuant to which RG Parent,
LLC will become a wholly owned subsidiary of the Company;
(2) approved, under applicable NASDAQ Listing Rules, the
issuance of common stock pursuant to the rollover agreement
with the holders of the Company's convertible notes;
(3) approved, under applicable NASDAQ Listing Rules, the
issuance of common stock upon conversion of the Modified
Convertible Notes being issued pursuant to the Rollover
Agreement;
(4) approved, under applicable NASDAQ Listing Rules, the
issuance of common stock upon conversion of the Series A
Convertible Preferred Stock being issued in connection with
the Merger;
(5) approved an amendment to the Company's Seventh Amended and
Restated Certificate of Incorporation to effect a reverse
stock split of the Company's issued and outstanding common
stock such that each thirty shares of the Company's issued
and outstanding common stock is reclassified into one share
of the Company's issued and outstanding common stock, which
reverse stock split will not change the par value or the
amount of authorized shares of the Company's common stock;
(6) elected Samuel J. Furrow, Joanne Calabrese, Kelly Hoffman,
Suhail R. Rizvi and Kent Savage as directors to serve on
the Board of Directors until the 2016 annual meeting of
stockholders or until their respective successors are
elected and qualified; provided, however, that if the
Merger is completed the Board of Directors will be
reconstituted as described in the joint proxy and consent
solicitation statement/prospectus;
(7) approved a proposal to conduct an advisory vote to approve
compensation that the Company's named executive officers
may receive in connection with the Merger pursuant to
existing agreements or arrangements with the Company; and
(8) ratified the appointment of Moss Adams LLP as the
independent registered public accounting firm of the
Company for the fiscal year ending Nov. 30, 2015.
At the Annual Meeting of the Board of Directors on Jan. 15, 2016,
the Compensation and Stock Option Committee of the Board of
Directors approved a cash bonus of $10,000 to Hamish Sandhu, chief
financial officer and approved a cash payment of $98,000 to each of
the directors for their service in 2015.
About Joe's Jeans
Joe's Jeans Inc. -- http://www.joesjeans.com/-- designs, produces
and sells apparel and apparel-related products to the retail and
premium markets under the Joe's(R) brand and related trademarks.
As of Aug. 31, 2015, the Company had $172 million in total
assets, $149 million in total liabilities and $22.6 million in
total stockholders' equity.
In its audit report on the consolidated financial statements for
the year ended Nov. 30, 2014, Moss Adams LLP expressed substantial
doubt about the Company's ability to continue as a going concern,
citing that the Company has a net working capital deficiency due to
debt covenant violations and has suffered recurring losses from
operations.
The Company reported a net loss of $27.7 million on $189 million of
net sales for the fiscal year ended Nov. 30, 2014, compared with a
net loss of $7.31 million on $140 million of net sales in 2013.
KEMET CORP: Royce & Associates Has 8% Stake as of Dec. 31
---------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Royce & Associates, LLC disclosed that as of Dec. 31,
2015, it beneficially owns 3,685,347 shares of common stock of
KEMET Corporation representing 8.05 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/zKMUBH
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
As of Sept. 30, 2015, the Company had $739 million in total assets,
$609 million in total liabilities, and $130 million in total
stockholders' equity.
* * *
As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1'
from 'B2' and the Probability of Default Rating to 'Caa1-PD' from
'B2- PD' based on Moody's expectation that KEMET's liquidity will
be pressured by maturing liabilities and negative free cash flow
due to the interest burden and continued operating losses at the
Film and Electrolytic segment.
As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on KEMET to 'B-' from
'B+'. "The downgrade is based on continued top-line and margin
pressures and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.
The TCR reported in August 2014 that S&P revised its outlook on
KEMET to 'stable' from 'negative'. S&P affirmed the ratings,
including the 'B-' corporate credit rating.
KU6 MEDIA: Reports 4th Quarter and Full Year 2015 Results
---------------------------------------------------------
Ku6 Media Co., Ltd., reported net profit of $83,000 on $3.72
million of total revenues for the three months ended Dec. 31, 2015,
compared to a net loss of $39,000 on $3.46 million of total
revenues for the same period in 2014.
For the 12 months ended Dec. 31, 2015, the Company reported a net
loss of $2.05 million on $10.90 million of total revenues compared
to a net loss of $10.72 million on $8.58 million of total revenues
for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $9.01 million in total assets,
$14.31 million in total liabilities and a $5.29 million total
shareholders' deficit.
Mr. Feng Gao, chief executive officer of Ku6 Media, commented, "The
fourth quarter of 2015 has marked a milestone in Ku6's history, as
we achieved our first quarterly break-even and determined Ku6's new
strategy for the years ahead, which is to become a leading virtual
reality internet content provider. We have established a VR
community during our fourth quarter of 2015, and started to
negotiate with international VR entities for further cooperation.
In addition, we also see great potential to use VR technology in
advertising and operating video social communication businesses
with an eye on improved user experience. I believe Ku6 will have an
exciting year in 2016."
A full-text copy of the press release is available for free at:
http://is.gd/P0hynB
About Ku6 Media
Ku6 Media Co., Ltd. -- http://ir.ku6.com/-- is an Internet video
company in China focused on User-Generated Content. Through its
premier online brand and online video Web site --
http://www.ku6.com/-- Ku6 Media provides online video uploading
and sharing service, video reports, information and entertainment
in China.
PricewaterhouseCoopers Zhong Tian LLP, in Shanghai, the People's
Republic of China, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that the Company's recurring losses, negative working
capital, net cash outflows, and uncertainties associated with
significant changes made, or planned to be made, in respect of the
Company's business model, raise substantial doubt about the
Company's ability to continue as a going concern.
LASTING IMPRESSIONS: Case Summary & Largest Unsecured Creditor
--------------------------------------------------------------
Debtor: Lasting Impressions Holding Company
P.O. Box 1776
Bowie, MD 20717
Case No.: 16-10729
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
District of Maryland (Greenbelt)
Judge: Hon. Thomas J. Catliota
Debtor's Counsel: Kimberly D. Marshall, Esq.
603 Post Office Road, Suite 209
Waldorf, MD 20602
Tel: 301-893-2311
Fax: 301-893-0392
Email: somdbankruptcy@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by James Flippo, Jr., president and sole
shareholder.
The Debtor listed Old Line Bank as its largest unsecured creditor
holding a claim of $455,204.
A copy of the petition is available for free at:
http://bankrupt.com/misc/mdb16-10729.pdf
LOTON CORP: Deficit, Net Loss Raise Going Concern Doubt
-------------------------------------------------------
Loton, Corp. had an accumulated deficit at Sept. 30, 2015, a net
loss and net cash used in operating activities for the reporting
period then ended.
"These factors raise substantial doubt about the company's ability
to continue as a going concern," said Robert Ellin, executive
chairman and president, and Barry Regenstein, interim chief
financial officer of the company in a regulatory filing with the
U.S. Securities and Exchange Commission on November 23, 2015.
"Prior to the merger with KoKo (Camden) Holdings (US), Inc., the
company was seeking a suitable candidate for a business
combination; however, notwithstanding the company's cash position
may not be sufficient to support the company's daily operations.
While the company believes in the viability of its strategy and in
its ability to raise additional funds, there can be no assurance to
that effect. The ability of the company to continue as a going
concern is dependent on the company's ability to execute its
strategy and in its ability to raise additional funds."
At Sept. 30, 2015, the company had total assets of $2,066,260,
total liabilities of $7,261,623 and total deficit of $5,195,363.
For the three months ended, the company recorded a net loss
attributable to stockholders of $1,886,394 as compared with a net
loss attributable to stockholders of $813,720 for the quarter ended
September 30, 2014.
A full-text copy of the company's quarterly report is available for
free at http://tinyurl.com/ha8vb7y
Beverly Hills, California-based Loton, Corp. was incorporated under
the laws of the State of Nevada on December 28, 2009. On April 28,
2014, the company consummated an Agreement and Plan of Merger with
Loton Acquisition Sub I, Inc. and KoKo (Camden) Holdings (US), Inc.
(KoKo Parent). As a result of the merger, KoKo Parent became a
wholly owned subsidiary of Loton, and Loton's primary business
became that of KoKo Parent and its subsidiaries, KoKo (Camden)
Limited, a private limited company registered in England and Wales,
which owns 50% of Obar Camden Holdings Limited (OCHL), which in
turn owns OBAR Camden, which is engaged in the operation of
nightclub and live music venue "KOKO" in Camden, London.
LYONDELL CHEMICAL: Court Junk Counts 14, 19 in Suit vs. Blavatnik
-----------------------------------------------------------------
In an Amended Complaint, Edward S. Weisfelner, the trustee of the
LB Litigation Trust, asserts a total of 21 claims against
defendants Leonard Blavatnik, et al., including charges of breaches
of fiduciary duty; the aiding and abetting of those alleged
breaches; intentional and constructive fraudulent conveyances,
unlawful dividends, and a host of additional bases for recovery
under state law, the Bankruptcy Code, and the laws of Luxembourg,
under which several of the Basell entities were organized. The
Complaint also seeks to equitably subordinate the defendants'
claims that might otherwise be allowed.
The the Trustee's Complaint, in turn, engendered a large number of
motions to dismiss. This is one of several opinions ruling on
those motions -- here relating to Counts 14 and 19.
Those counts relate to a shareholder distribution of EUR100 million
Basell made on December 7, 2007, about two weeks before the closing
of the Merger (the "December Distribution"), that allegedly drained
Basell of the capital that it would soon desperately need to
continue in operation and meet its obligations. In Count 14, the
Trustee seeks to hold various defendants, including BI S.a.r.l.,
the parent of Basell before the Merger, liable for
extra-contractual tort under Articles 1382 and 1383 of the
Luxembourg Civil Code for approving the December Distribution. In
Count 19, the Trustee seeks to avoid and recover the December
Distribution as a fraudulent transfer.
Defendant BI S.a.r.l. moves to dismiss Counts 14 and 19 for lack of
personal jurisdiction, and to dismiss Count 19 for failure to state
a claim, on grounds that the avoidance powers of section 548 of the
Bankruptcy Code do not apply to the December Distribution because
it was an extraterritorial transaction.
In a Decision and Order dated January 4, 2016, which is available
at http://is.gd/t4ByU8from Leagle.com, Judge Robert E. Gerber of
the United States Bankruptcy Court for the Southern District of New
York:
(1) granted BI S.a.r.l.'s motion to dismiss Counts 14 and 19 for
lack of personal jurisdiction, but grants leave to the Trustee to
amend the Complaint to remedy its jurisdictional deficiencies;
(2) denied BI S.a.r.l.'s motion to dismiss Count 19 for failure
to state a claim upon which relief can be granted; and
(3) the Trustee's request to conduct further jurisdictional
discovery is denied.
The adversary proceeding is EDWARD S. WEISFELNER, AS LITIGATION
TRUSTEE OF THE LB LITIGATION TRUST, Plaintiff, v. LEONARD
BLAVATNIK, et al., Defendants, No. 09-10023 (REG) (Jointly
Administered)(Bankr. S.D.N.Y.).
The bankruptcy case is In re: LYONDELL CHEMICAL COMPANY, et al.,
Chapter 11 Debtors, Adversary Proceeding No. 09-1375 (REG)(Bankr.
S.D.N.Y.).
Edward S. Weisfelner, as Litigation Trustee of the LB Litigation
Trust, Plaintiff, is represented by Sigmund S. Wissner-Gross, Esq.
-- swissnergross@brownrudnick.com -- Brown Rudnick, LLP.
Blavatnik, Defendant, is represented by Nicholas Calamari, Esq. --
1/0 Capital, LLC, Benjamin Finestone, Esq. --
benjaminfinestone@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Whitman L. Holt, Esq. -- wholt@ktbslaw.com -- Klee,
Tuchin, Bogdanoff & Stern LLP, Susheel Kirpalani, Esq. --
susheelkirpalani@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP, Rex Lee, Esq. -- rex.lee@quinnemanuel.com -- Quinn
Emanuel Urquhart Oliver & Hedges, LLP, Frances S. Lewis, Esq. --
frances.lewis@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Andrew J. Rossman, Esq. --
andrew.rossman@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Alex J.B. Rossmiller, Esq. --
alex.rossmiller@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, Sarah L Rubin, Esq. -- Barrasso Usdin Kupperman Freeman &
Sarver, L.L.C., Katherine Scherling, Esq. --
katherine.scherling@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Richard I. Werder, Esq. --
richard.werder@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP.
Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company. LyondellBasell became saddled with debt as
part of the US$12.7 billion merger. Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.
On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts. The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023). Seventy-nine Lyondell entities filed
for Chapter 11. Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.
Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel. Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer. Clifford Chance LLP served as
restructuring advisors to the European entities.
LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity. A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell. LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases. LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.
LYONDELL CHEMICAL: Court Junks Bid to Recharacterize $750MM Loan
----------------------------------------------------------------
In an Amended Complaint, Edward S. Weisfelner, the trustee of the
LB Litigation Trust asserts a total of 21 claims against the
defendants Leonard Blavatnik, et al in this action. The 21 claims
variously charge breaches of fiduciary duty; the aiding and
abetting of those alleged breaches; intentional and constructive
fraudulent conveyances, unlawful dividends, and a host of
additional bases for recovery under state law, the Bankruptcy Code,
and the laws of Luxembourg, under which several of the Basell
entities were organized. The Complaint also seeks to equitably
subordinate defendants' claims that might otherwise be allowed.
The Trustee's Complaint, in turn, engendered a large number of
motions to dismiss. This is one of several opinions ruling on those
motions -- here relating to Counts 12, 15, and 16.
Those counts relate to a $750 million revolving credit facility
(the "Revolver") -- one of several debt facilities into which the
Debtors ultimately entered -- under which the Resulting Company,
Lyondell and Basell Finance Company, B.V. ("Basell Finance") were
the borrowers and Access Industries Holdings LL and its assignee AI
International, S.a.r.l. ("AI International") were the lenders. The
Revolver was put into place following the Merger in an attempt to
supply Lyondell with much-needed liquidity. Count 12 charges the
Lenders with breach of the Revolver agreement by reason of their
failure to fund upon a draw request in December 2008, shortly
before the Debtors' chapter 11 filing. Counts 15 seeks to
recharacterize the Revolver as equity, and, assuming the Revolver
debt is recharacterized as equity, to impose liability against the
post-Merger Board of Directors of Lyondell for unlawful dividends
based on the repayment of the Revolver debt.
The Lenders assume potential liability under Count 12 for 12(b)(6)
purposes, but seek to dismiss Count 12 under provisions of the
Revolver documentation exempting them from liability for any
special, punitive, indirect or consequential damages related to
this Agreement. And the Lyondell Post-Merger Directors move to
dismiss the Trustee's recharacterization claim in Count 15, and
then the illegal dividend claims in Count 16 that might exist if
the recharacterization claims were upheld.
In a Decision and Order dated January 4, 2016, which is available
at http://is.gd/RwD2Bxfrom Leagle.com, Judge Robert E. Gerber of
the United States Bankruptcy Court for the Southern District of New
York:
(1) Denied the motion to dismiss Count 12 to the extent Count 12
seeks restitutionary damages, but grants the motion to the extent
Count 12 seeks damages of other types;
(2) Granted the motion to dismiss Count 15, seeking
recharacterization; and
(3) Granted the motion to dismiss Count 16, charging illegal
dividends.
The adversary proceeding is EDWARD S. WEISFELNER, AS LITIGATION
TRUSTEE OF THE LB LITIGATION TRUST, Plaintiff, v. LEONARD
BLAVATNIK, et al., Defendants, Adversary Proceeding No. 09-1375
(REG)(Bankr. S.D.N.Y.).
The bankruptcy case is In re: LYONDELL CHEMICAL COMPANY, et al.,
Chapter 11 Debtors, No. 09-10023 (REG) (Jointly
Administered)(Bankr. S.D.N.Y.).
Edward S. Weisfelner, as Litigation Trustee of the LB Litigation
Trust, Plaintiff, is represented by Sigmund S. Wissner-Gross, Esq.
-- swissnergross@brownrudnick.com -- Brown Rudnick, LLP.
Blavatnik, Defendant, is represented by Nicholas Calamari, Esq. --
1/0 Capital, LLC, Benjamin Finestone, Esq. --
benjaminfinestone@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Whitman L. Holt, Esq. -- wholt@ktbslaw.com -- Klee,
Tuchin, Bogdanoff & Stern LLP, Susheel Kirpalani, Esq. --
susheelkirpalani@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP, Rex Lee, Esq. -- rex.lee@quinnemanuel.com -- Quinn
Emanuel Urquhart Oliver & Hedges, LLP, Frances S. Lewis, Esq. --
frances.lewis@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Andrew J. Rossman, Esq. --
andrew.rossman@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Alex J.B. Rossmiller, Esq. --
alex.rossmiller@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, Sarah L Rubin, Esq. -- Barrasso Usdin Kupperman Freeman &
Sarver, L.L.C., Katherine Scherling, Esq. --
katherine.scherling@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan, LLP, Richard I. Werder, Esq. --
richard.werder@quinnemanuel.com -- Quinn Emanuel Urquhart &
Sullivan LLP.
Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company. LyondellBasell became saddled with debt as
part of the US$12.7 billion merger. Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.
On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts. The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023). Seventy-nine Lyondell entities filed
for Chapter 11. Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.
Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel. Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer. Clifford Chance LLP served as
restructuring advisors to the European entities.
LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity. A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell. LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases. LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.
MAGNUM HUNTER: Committee Taps Ropes & Gray as Counsel
-----------------------------------------------------
The Official Committee of Unsecured Creditors of Magnum Hunter
Resources Corporation and its debtor-affiliates asks the U.S.
Bankruptcy Court for the District of Delaware for authority to
employ Ropes & Gray LLP as its counsel.
A hearing is set for Jan. 28, 2016, at 11:00 a.m., to consider the
request. Objections to the request were due Jan. 21, 2016.
The firm will:
a) consult with the Committee, the Debtors and the United States
Trustee concerning the administration of these Chapter 11 cases;
b) review, analyze, and respond to pleading filed with the Court
by the Debtors and other parties in interest and to participate at
hearings on such pleadings;
c) investigate the acts, conduct, assets, liabilities and
financial condition of the Debtors, the operation of the Debtors'
business and any matters relevant to these Chapter 11 cases to the
extent required by the Committee;
d) take all necessary action to protect the rights and interests
of the Committee, including, but not limited to, in negotiation and
preparation of documents relating to any plan of reorganization and
disclosure statement;
e) represent the Committee in connection with the exercise of
its powers and duties under the Bankruptcy Code, and connection
with these Chapter 11 cases; and
f) perform all other necessary legal services in connection with
these Chapter 11 cases.
The current hourly rate of certain professionals of the firm:
Mark I. Bane, Esq. Partner $1,380
Mark R. Somerstein, Esq. Partner $1,230
James A. Wright, III, Esq. Counsel $885
Patricia I. Chen, Esq. Senior Attorney $775
Meredith S. Parkinson, Esq. Associate $765
Martha E. Martir, Esq. Associate $695
Meir Weinberg Paralegal $285
Mark R. Somerstein, Esq., attorney at the firm, assures the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
The firm can be reached at:
Mark I. Bane, Esq.
Mark R. Somerstein, Esq.
James A. Wright, III, Esq.
Patricia I. Chen, Esq.
Meredith S. Parkinson, Esq.
Martha E. Martir, Esq.
Ropes & Gray LLP
1211 Avenue of the Americas
New York, NY 10036-8704
Tel: (212) 596-9000
Fax: (212) 596-9090
Email: mark.somerstein@ropesgray.com
mark.bane@ropesgray.com
James.Wright@ropesgray.com
Patricia.Chen@ropesgray.com
Meredith.Parkinson@ropesgray.com
Martha.Martir@ropesgray.com
About Magnum Hunter
Irving, Texas-based MHRC, an oil and gas company that primarily
engaged, through its subsidiaries, in the acquisition, development,
and production of oil and natural gas reserves in the United
States, said these macroeconomic factors, coupled with the their
substantial debt obligations and natural gas gathering and
transportation costs, strained their ability to sustain the weight
of their capital structure and devote the capital necessary to
maintain and grow their businesses. The Debtors' total number of
drilling rigs in operation in the United States is just 38 percent
of the number of rigs that were in operation just one year ago,
Court filing indicates.
Magnum Hunter Resources Corporation and 19 of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead Case
No. 15-12533) on Dec. 15, 2015. The petition was signed by Gary C.
Evans as chairman and chief executive officer.
The Debtors have engaged Kirkland & Ellis, LLP as their general
counsel, Pachulski Stang Ziehl & Jones LLP as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC, as restructuring advisor, and Prime Clerk, LLC as notice,
claims and balloting agent.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Magnum Hunter Resources Corp. to serve on the official
committee of unsecured creditors.
MCCLATCHY CO: Royce & Associates Owns 9.9% of Class A Shares
------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Royce & Associates, LLC disclosed that as of Dec. 31,
2015, it beneficially owns 6,100,965 shares of Class A Common Stock
of The McClatchy Company representing 9.93 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/xyIMW7
About The McClatchy Company
Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is a media company that provides
both print and digital news and advertising services. Its
operations include 30 daily newspapers, community newspapers,
websites, mobile news and advertising, niche publications, direct
marketing and direct mail services. Its owned newspapers include,
among others, the (Fort Worth) Star-Telegram, The Sacramento Bee,
The Kansas City Star, the Miami Herald, The Charlotte Observer,
and The (Raleigh) News & Observer. The Company holds interest in
digital assets which include CareerBuilder, LLC, Classified
Ventures, LLC, HomeFinder, LLC, and Wanderful Media.
McClatchy Co reported net income of $374 million on $1.14 billion
of net revenues for the year ended Dec. 28, 2014, compared with net
income of $18.8 million on $1.21 billion of net revenues for the
year ended Dec. 29, 2013.
As of Sept. 27, 2015, the Company had $1.95 billion in total
assets, $1.74 billion in total liabilities and $202 million in
stockholders' equity.
* * *
McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service. In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million. The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.
As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive. The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.
MCDERMOTT INT'L: Moody's Lowers Corp Family Rating to 'B1'
----------------------------------------------------------
Moody's Investors Service downgraded McDermott International,
Inc.'s corporate family rating (CFR) to B1 from Ba3, its
probability of default rating to B1-PD from Ba3-PD, its senior
secured first lien credit facility rating to Ba2 from Ba1 and its
senior secured notes rating to B2 from B1. At the same time, the
Speculative Grade Liquidity Rating of SGL-3 is unchanged. The
ratings downgrades reflects the increased risks of project
cancellations and delays and reduced capital spending in the
upstream oil & gas sector due to the recent plunge in oil prices.
This has increased the possibility that McDermott's operating
results, liquidity and credit metrics could deteriorate in the
medium term. The ratings outlook is stable.
The following rating action was taken:
Corporate Family Rating, downgraded to B1 from Ba3;
Probability of Default Rating, downgraded to B1-PD from Ba3-PD;
$820 million senior secured first lien credit facilities,
downgraded to Ba2 (LGD2) from Ba1 (LGD2);
$500 million senior secured 2nd lien notes, downgraded to B2 (LGD4)
from B1 (LGD4)
Unchanged:
Speculative Grade Liquidity Rating, Unchanged at SGL-3
Outlook Actions:
Outlook, changed to Stable from Negative
RATINGS RATIONALE
McDermott's B1 corporate family rating reflects its focus on the
highly cyclical and competitive offshore E&C industry and its
exposure to large, fixed-price contracts on complex projects in
harsh environments that are susceptible to execution issues and
cost overruns and have relatively low margin for error due to
competitive bidding primarily against larger and more diversified
companies. Furthermore, the rating reflects the increased risks of
project cancellations and delays and reduced capital spending in
the upstream oil & gas sector due to the recent plunge in oil
prices. The rating also considers McDermott's good market position
in a niche segment and its strong relationship with national oil
companies, its enhanced focus on cost control, project risk
management and execution, and its adequate liquidity, which
provides a cushion against the downside risks inherent in its
business.
The nature of McDermott's business, which includes sizeable fixed
priced offshore and subsea oil & gas projects, lends itself to
volatility in orders, project timing, revenues and profitability
and encompasses high execution risk. These risks were evident in
2013 and 2014 when project bidding and execution issues led to
losses on certain projects and a very weak operating performance.
However, McDermott has enjoyed a strong turnaround in 2015,
supported by work on the $2 billion-plus Inpex Ichthys project and
brownfield projects for Saudi Aramco. The company has also
benefitted from improved operational execution, cost cutting and
efficiency improvement initiatives and its enhanced focus on
customer relations, leading to successful change-order
negotiations. Therefore, we expect the company to achieve adjusted
EBITDA in the range of $320 million - $350 million in 2015 versus
$174 million in 2014.
McDermott's strong relationships with National Oil Companies (NOCs)
has enabled it to maintain a healthy backlog of orders and a pretty
good revenue pipeline, despite significantly reduced E&P spending.
McDermott's relationships with NOCs in the Middle East, especially
Saudi Aramco (unrated), enabled the company to raise its backlog of
orders to $4.4 billion as of September 2015. That is the highest
backlog in the past 18 months and represents about 1.4x McDermott's
trailing 12-month revenues of $3.2 billion. About $2.4 billion of
the backlog is scheduled to be completed in 2016 and provides a
downside buffer for the year's operating results.
McDermott's healthy order backlog, along with its enhanced focus on
operational execution and incremental cost reductions, should
support its 2016 operating performance. However, the magnitude of
the benefits achieved in 2015 are not likely to be repeated in 2016
and the opportunity for short-cycle work will be limited by weak
industry conditions. As a result, Moody's anticipates its operating
results are likely to deteriorate moderately in 2016. The weaker
operating performance combined with up front working capital
investments on new projects and final spending on new vessels will
weaken its credit profile. McDermott's adjusted leverage ratio
(Debt/EBITDA) could rise towards 4.0x in December 2016 from 3.3x in
September 2015 and its interest coverage ratio (EBITA/Interest
Expense) could decline to about 1.0x from 1.8x.
McDermott is expected to maintain adequate liquidity, as reflected
in the SGL-3 rating. The company had an unrestricted cash balance
of $631 million as of September 30, 2015. It also had $136 million
of restricted cash, with about $116 million of that cash
collateralized for performance and financial letters of credit.
This cash could become unrestricted if McDermott used availability
on its $520 million letter of credit facility to enhance its
liquidity, since this facility had only $320 million in letters of
credit issued as of September 2015. McDermott expects to produce
negative free cash flow in the range of $165 million - $220 million
between September 2015 and December 2016, but plans to maintain at
least $500 million of unrestricted cash.
The stable outlook reflects Moody's expectation that McDermott's
operating results and credit metrics may deteriorate moderately in
the medium term, but are likely be supported by its strong backlog
of work and healthy bid pipeline with national oil companies and
remain commensurate with the B1 rating.
Given the expectation for negative free cash generation and
moderately weaker operating results and credit metrics, upside
rating movement in the medium term is unlikely. However, should
McDermott be able to generate positive free cash flow and achieve
improved credit metrics including EBITA-to-Interest above 2.25x and
Debt/EBITDA below 4.0x, then a change in rating could be
considered.
A downgrade could be considered if McDermott continues to generate
negative free cash flow and its operating results and credit
metrics deteriorate more substantially than expected in the near
term. Downside triggers would include a material contraction in
liquidity, the interest coverage ratio declining below 1.5x or the
leverage ratio exceeding 5.0x.
McDermott International, Inc. (McDermott) is a full-service
engineering and construction company that provides fully integrated
EPCI (engineer, procure, construct and install) services
exclusively to the upstream offshore oil & gas sector. McDermott
provides both shallow water and deep water construction services
and delivers and installs fixed and floating production facilities
and subsea infrastructure. Its customers include national, major
integrated and other oil and gas companies. During the twelve
months ended September 30, 2015 the company reported revenues of
approximately $3.2 billion with about 51% generated in the Asia
(ASA) segment, 34% in The Middle East (MEA) segment and 15% in the
Americas, Europe and Africa (AEA) segment.
MEADOW LLC: Case Summary & 4 Largest Unsecured Creditors
--------------------------------------------------------
Debtor: Meadow, LLC
3195 Meadow Ln
Eugene, OR 97402
Case No.: 16-60122
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
District of Oregon
Judge: Hon. Thomas M Renn
Debtor's Counsel: Stephen L Behrends, Esq.
BEHRENDS, CARUSONE, AND COVINGTON, PC
POB 10552
Eugene, OR 97440
Tel: (541) 344-7472
Email: sbehrends@oregon-attorneys.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Troy Morris, managing member.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/orb16-60122.pdf
MEADOW ST LLC: Case Summary & 5 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Meadow St, LLC
3195 Meadow Ln
Eugene, OR 97402
Case No.: 16-60114
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
District of Oregon
Judge: Hon. Frank R Alley III
Debtor's Counsel: Stephen L Behrends, Esq.
BEHRENDS, CARUSONE, AND COVINGTON, PC
POB 10552
Eugene, OR 97440
Tel: (541) 344-7472
Email: sbehrends@oregon-attorneys.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Troy Morris, managing member.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/orb16-60114.pdf
METINVEST B.V.: Seeking U.S. Recognition of English Proceeding
--------------------------------------------------------------
Svitlana Romanova, in her capacity as foreign representative of
Metinvest B.V., filed a Chapter 15 bankruptcy petition in the U.S.
Bankruptcy Court for the District of Delaware (Bankr. D. Del. Case
No. 16-10105) on Jan. 13, 2016, in the United States, seeking
recognition of a scheme of arrangement under part 26 of the English
Companies Act 2006 currently pending before the High Court of
Justice of England and Wales.
The Debtor and its subsidiaries claim to be the largest vertically
integrated mining and steel business in Ukraine.
Joseph M Barry, Esq., at Young Conaway Stargatt & Taylor, LLP,
counsel for the petitioner, said the Metinvest Group has struggled
in recent years in light of the ongoing political turmoil in
Ukraine since the end of 2013, which has negatively impacted
Ukraine's economy and the protracted slump in prices for steel
products, coal, and iron ore throughout much of 2014 and 2015.
Mr. Barry related that the geopolitical tensions in Ukraine have
decreased demand from the global investor base in the region, and
the Debtor has therefore been unable to obtain funding from the
international or domestic capital and loan markets to refinance
existing indebtedness. The combination of decreased earnings from
operations and the inability to raise new capital has created a
liquidity crisis for the Debtor rendering it unable to repay its
debts at this time and maintain operations.
On June 26, 2015, the Debtor successfully obtained a consensual
waiver in respect of three series of Eurobond notes with an
aggregate outstanding principal amount of approximately $1.12
billion. However, one series of the Notes with an aggregate
outstanding principal amount of $85,238,250, and bearing interest
at an annual rate of 10.25%, which was originally scheduled to
mature on May 20, 2015, but was deferred in the consensual waiver,
is now coming due on Jan. 31, 2016. The failure to pay at such
maturity date would result in various cross-defaults enabling
holders of the Notes to accelerate outstanding obligations and
pursue remedies against the Debtor.
"Without provisional relief, the Debtor could be forced to cease
operations and ultimately liquidate assets at forced sale values to
the detriment of all stakeholders," Mr. Barry said in a document
filed with the Court.
According to the Debtor, it has been and remains fully committed to
working collaboratively with its creditors to achieve a
comprehensive restructuring of its indebtedness. However, with the
impending Jan. 31, 2016, maturity date for one series of the Notes,
the Debtor said it does not have sufficient time to finalize and
implement a proposed restructuring.
As a result, the Debtor is seeking to implement a temporary
moratorium pursuant to the Scheme against creditor action to
provide the stability necessary for it to negotiate and finalize a
restructuring of its indebtedness and preserve operations for the
benefit of all stakeholders.
The Foreign Representative has commenced this Chapter 15 case
seeking aid in respect of the English Proceeding to ensure the
successful implementation of the Scheme. If the Scheme is not
enforced on a provisional basis before Jan. 31, 2016, the Debtor
will face potential adverse creditor actions in the United States
pending resolution of the Petition by holders of the Notes and the
effectiveness of the Scheme will be severely compromised.
The petitioner has engaged Young, Conaway, Stargatt & Taylor and
Allen & Overy LLP as her as counsel.
Judge Laurie Selber Silverstein has been assigned the case.
MIDSTATES PETROLEUM: R/C IV Eagle Reports 25% Stake as of Jan. 14
-----------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, R/C IV Eagle Holdings, L.P., et al., disclosed that as
of Jan. 14, 2016, they beneficially own 2,741,944 shares of common
stock of Midstates Petroleum Company, Inc., representing 25.3
percent of the shares outstanding.
On Jan. 8, 2016, Eagle Holdings sold an aggregate of 21,210 shares
of Common Stock at a weighted average price of $1.54. On Jan. 11,
2016, Eagle Holdings sold an aggregate of 100 shares of Common
Stock at a price of $1.54 pursuant to Rule 144. On Jan. 12, 2016,
Eagle Holdings sold an aggregate of 51,154 shares of Common Stock
at a weighted average price of $1.01. On Jan. 13, 2016, Eagle
Holdings sold an aggregate of 29,176 shares of Common Stock at a
weighted average price of $1.01. On Jan. 14, 2016, Eagle Holdings
sold an aggregate of 23,790 shares of Common Stock at a weighted
average price of $0.93. On Jan. 15, 2016, Eagle Holdings sold an
aggregate of 22,672 shares of Common Stock at a weighted average
price of $0.81.
A copy of the regulatory filing is available for free at:
http://is.gd/lBqrTc
About Midstates Petroleum Company
Midstates Petroleum Company, Inc. --
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion efforts are
currently focused in the Mississippian Lime oil play in Oklahoma
and Anadarko Basin in Texas and Oklahoma. The Company's operations
also include the upper Gulf Coast tertiary trend in central
Louisiana.
Midstates reported net income of $117 million on $794 million of
total revenues for the year ended Dec. 31, 2014, compared to a net
loss of $344 million on $470 million of total revenues for the year
ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had $2.47 billion in total assets,
$2 billion in total liabilities and $466 million in total
stockholders' equity.
The Company's independent auditor, Deloittee & Touche LLP, in
Houston, Texas, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2014,
citing that Midstates' projected debt covenant violation and
resulting lack of liquidity raise substantial doubt about its
ability to continue as a going concern.
* * *
Midstates Petroleum carries a 'B' corporate credit rating from
Standard & Poor's Ratings Services.
As reported by the TCR on April 8, 2013, Moody's Investors Service
affirmed Midstates Petroleum's 'B3' Corporate Family Rating.
MILLENNIUM LAB: Court Approves A&M as Financial Advisor
-------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
Millennium Lab Holdings II LLC and its debtor-affiliates to employ
Alvarez & Marsal Healthcare Industry Group LLC as their financial
advisors.
The firm will:
a) assist to the Debtors in the preparation of financial-
related disclosures required by the Court, to the extent
necessary, including the Debtors' Schedules of Assets and
Liabilities, Statements of Financial Affairs and Monthly
Operating Reports;
b) assist with the identification and implementation of short-
term cash management procedures;
c) advisory assistance in connection with the development and
implementation of employee compensation and employee
benefit programs;
d) assist as necessary with the identification of executory
contracts and leases and performance of cost/benefit
evaluations with respect to the affirmation or rejection of
each;
e) assist to Debtors' management team and counsel focused on
the coordination of resources related to the ongoing
reorganization effort;
f) assist in the preparation of financial information for
distribution to creditors and others, including, to the
extent required, but not limited to, cash flow projections
and budgets, cash receipts and disbursement analysis,
analysis of various asset and liability accounts, and
analysis of proposed transactions for which Court approval
is sought;
g) attend at meetings and assistance in discussions with
potential investors, banks and other secured lenders, any
official committee(s) appointed in the Chapter 11 Cases,
the U.S. Trustee, other parties in interest, and
professionals hired by the same, as requested;
h) analyze creditor claims, if any, by type, entity, and
individual claim, including assistance with development of
databases, as necessary, to track such claims;
i) assist in the preparation of information and analysis
necessary for the confirmation of a plan of reorganization
in the Chapter 11 Cases, including information contained in
the disclosure statement, to the extent not already
completed with respect to the Prepack;
j) assist in the evaluation and analysis of avoidance actions,
including fraudulent conveyances and preferential
transfers;
k) advice and assist regarding pending or threatened
litigation with regulators, lenders, and other parties in
interest, including settlement issues with the United
States of America;
l) provide tax consulting services, including relating to the
tax deductibility of certain expenses and to the review of
the Debtors' tax distribution methodology;
m) assist in the analysis/preparation of information necessary
to assess the tax attributes related to the confirmation of
a plan of reorganization in the Chapter 11 Cases, including
the development of the related tax consequences contained
in the disclosure statement (which has been completed with
respect to the Prepack);
n) litigate advisory services with respect to accounting and
tax matters, along with expert witness testimony on case
related issues as required by the Debtors; and
o) render such other general business consulting or such other
assistance as the Debtors' management or counsel may deem
necessary consistent with the role of a financial advisor
to the extent that it would not be duplicative of services
provided by other professionals in this proceeding.
A&M Professionals' customary hourly billing rates are:
Managing Director $675-875
Director or Senior Director $475-675
Associate or Senior Associate $375-475
Analyst or Staff $275-375
According to the Debtors, A&M received $600,000 as a retainer in
connection with preparing for and conducting the filing of the
Chapter 11 Cases, as described in the engagement letter. In the 90
days prior to the Petition Date, A&M received retainers and
payments totaling $1,592,971 in the aggregate for services
performed for the Debtors. A&M has applied these funds to amounts
due for services rendered and expenses incurred prior to the
Petition Date. A precise disclosure of the amounts or credits
held, if any, as of the Petition Date will be provided in A&M's
first interim fee application for postpetition services and
expenses to be rendered or incurred for or on behalf of the
Debtors. The unapplied residual retainer, which is estimated to
total approximately $330,000, will not be segregated by A&M in a
separate account, and will be held until the end of the Chapter 11
Cases and applied to A&M's finally approved fees in these
proceedings.
George Pillari, managing director with the firm, assured the Court
that the firm is a "disinterested person" within the meaning of
Section 101(14) of the Bankruptcy Code.
Mr. Pillari can be reached at:
George Pillari
Managing Director
600 Madison Avenue, 8th Floor
New York, NY 10022
Tel: (+1) 408 656 7070
Fax: (+1) 212 759 5532
gpillari@alvarezandmarsal.com
About Millennium Lab
Millennium Lab Holdings II, LLC, Millennium Health, LLC and Rxante,
LLC, providers of laboratory-based diagnostic testing focused on
drugs of abuse and clinical medication monitoring, filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 15-12284, 15-12285
and 15-12286, respectively) on Nov. 10, 2015. The Debtors estimated
assets in the range of $100 million to $500 million and liabilities
of more than $1 billion.
The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as conflicts
counsel; Lazard Freres & Co., LLC, as investment banker; Alvarez &
Marsal as financial advisor; and Prime Clerk LLC as claims and
noticing agent.
Judge Laurie Selber Silverstein has been assigned the case.
MNP PETROLEUM: Raises Going Concern Doubt, Needs More Funding
-------------------------------------------------------------
MNP Petroleum Corporation and its subsidiaries (the group) have no
operating income and therefore will remain dependent upon continued
funding from its shareholders or other sources, according to Dr.
Werner Ladwein, chief executive officer, president and director,
and Peter-Mark Vogel, chief financial officer, treasurer and
secretary of the company in a November 23, 2015 regulatory filing
with the U.S. Securities and Exchange Commission.
The company's cash balance as of Sept. 30, 2015 was US$212,491, of
which US$97,998 has been restricted leaving a balance of
US$114,493.
"These matters raise substantial doubt about the group's ability to
continue as a going concern," Messrs. Ladwein and Vogel stated.
The officers elaborated: "Based on the group's expected monthly
burn rate of US$352,364 on basic operational activities, management
estimates that the company has sufficient working capital to fund
operations for less than one month.
"In order to continue to fund operations for the next twelve months
and implement the work program for the group's projects in Central
Asia as well as to finance continuing operations, the group will
require further funds.
"On October 29, 2015 the company entered into an Investment
Agreement with Seven and Seven IST Petro Kimya (Seven & Seven)
providing for a staged private placement of equity and convertible
debt for gross proceeds of up to EUR250 million (approx. US$266
million). Both parties are working on closing the transaction.
"Seven & Seven and its subsidiaries have investments and had
investments in energy and oil and gas operations in Kazakhstan and
the Middle East as well as other investments in various industry
sectors. Seven & Seven is incorporated under the laws of Turkey
and is headquartered in Istanbul.
"If the company is not able to raise the required funds, it may
consider other alternatives, including a possible farm-out of one
or more of its projects in order to reduce short term financial
commitments. If the company is unable to obtain the funding that
it needs or arrive at an acceptable alternative solution, the
company will not be able to continue its business. In addition,
any equity financing may be dilutive to shareholders, and debt
financing, if available, will increase expenses and may involve
restrictive covenants. The company will be required to raise
additional capital on terms which are uncertain, especially under
the current capital market conditions. If the company is unable to
obtain capital or is required to raise it on undesirable terms, it
may have a material adverse effect on the company's financial
condition."
At September 30, 2015, the company had total assets of
US$13,907,345, total liabilities of US$3,002,777 and total
shareholders' equity of US$10,904,568.
Net loss for the three month period ended September 30, 2015 was
US$755,895 compared to net loss of US$2,731,215 for the same period
in 2014. This increase of US$1,975,320 was primarily due to a
change in fair value of our investment in Petromanas Energy Inc..
A full-text copy of the company's quarterly report is available for
free at: http://tinyurl.com/zoy9dos
Baar, Switzerland-based MNP Petroleum Corporation explores and
produces oil and gas, primarily in Central and East Asia. The
company carries out its operations both directly and through
participation in ventures with other oil and gas companies. The
company is also actively involved in projects in Mongolia and
Tajikistan.
MOBIVITY HOLDINGS: Closes Acquisition of LiveLenz Capital Stock
---------------------------------------------------------------
Mobivity Holdings Corp. completed its acquisition of all of the
outstanding capital stock of LiveLenz Inc. pursuant to an agreement
dated Jan. 15, 2016, among the Company and the stockholders of
LiveLenz.
Pursuant to the agreement, the Company acquired all of the capital
stock of LiveLenz in consideration of the Company's issuance of
1,000,000 shares of its $0.001 par value common stock to the
LiveLenz stockholders and the Company's issuance of an additional
15,000 share of its common stock in satisfaction of certain
liabilities of LiveLenz. The agreement includes customary
representations, warranties, and covenants by the Company and the
LiveLenz stockholders, including the LiveLenz stockholders'
agreement to indemnify the Company against certain claims or losses
resulting from certain breaches of representations, warranties or
covenants by the LiveLenz stockholders in the agreement.
Pursuant to the agreement, the LiveLenz stockholders have agreed to
adjust the number of Consideration Shares downward based on
LiveLenz' working capital as of the closing and in the event of any
claims for indemnification by the Company. The LiveLenz
stockholders have agreed that 100% of the Consideration Shares will
be escrowed for a period of 18 month and subject to forfeiture
based on indemnification claims of the Company or the final
determination of LiveLenz' working capital as of the closing date.
On Jan. 15, 2016, the Company issued 1,015,000 shares of its common
stock in connection with its acquisition of all of the outstanding
capital stock of LiveLenz.
About Mobivity Holdings
Mobivity Holdings Corp. was incorporated as Ares Ventures
Corporation in Nevada in 2008. On Nov. 2, 2010, the Company
acquired CommerceTel, Inc., which was wholly-owned by CommerceTel
Canada Corporation, in a reverse merger. Pursuant to the Merger,
all of the issued and outstanding shares of CommerceTel, Inc.,
common stock were converted, at an exchange ratio of 0.7268-for-1,
into an aggregate of 10,000,000 shares of the Company's common
stock, and CommerceTel, Inc., became a wholly owned subsidiary of
the Company. In connection with the Merger, the Company changed
its corporate name to CommerceTel Corporation on Oct. 5, 2010.
In connection with the Company's acquisition of assets from
Mobivity, LLC, the Company changed its corporate name to Mobivity
Holdings Corp. and its operating company to Mobivity, Inc, on
Aug. 23, 2012.
Mobivity Holdings reported a net loss of $10.4 million in 2014, a
net loss of $16.8 million in 2013, a net loss of $7.33 million in
2012, and a net loss of $16.3 million in 2011.
As of Sept. 30, 2015, the Company had $7.09 million in total
assets, $915,000 in total liabilities and $6.18 million in total
stockholders' equity.
MOLYCORP INC: Ch. 11 Judge Won't Delay Hunt for Bloomberg Leaks
---------------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that a Delaware
bankruptcy judge flatly rejected Bloomberg News' request to delay a
court-ordered search for the source of news leaks involving
Molycorp Inc.'s contentious $1.9 billion Chapter 11 plan, bringing
warnings that the decision would chill public-interest
newsgathering.
According to the report, U.S. Bankruptcy Judge Christopher S.
Sontchi denied without elaboration a request from Bloomberg to
delay for 48 hours a collection of sworn statements from more than
120 people about any contacts they had with Bloomberg reporters.
The order also sought details about communication with reporters
and any knowledge those covered by the order have about the leaks.
The Law360 report relates that Bloomberg published three articles
in December and January citing information from unnamed sources
about responses to a proposed asset sale and the results of
court-ordered mediation.
Judge Sontchi previously approved an order giving those named five
days to provide statements on the leaks, at risk of perjury.
"The order issued by the Delaware bankruptcy court last Thursday
strikes at the heart of the First Amendment and the fundamental
mission of a free press: to provide transparency into important
public events, including the bankruptcy of the largest rare-earths
producer in the U.S.," Bloomberg Editor-in-Chief John Micklethwait
said in an emailed statement.
Bloomberg's attorneys in a court filing described the court order
as "overly broad" and vague.
Luc A. Despins, an attorney for Molycorp's ad hoc committee of
unsecured creditors, said after Judge Sontchi's ruling that
attorneys for all committees covered by the order had agreed to its
terms.
"The parties to that consent order consented to the filing of those
declarations," Mr. Despins said.
But the Reporters Committee for Freedom of the Press said in an
amicus brief that complex news stories, such as bankruptcies, gain
substance and meaning from confidential sources.
"There is little doubt that many of the individuals who can
thoughtfully discuss important business, financial and bankruptcy
issues with reporters will be fearful to speak to reporters in the
future" if they hear about the court's hunt, the committee said in
a letter to Judge Sontchi.
The letter was signed by The Associated Press, First Look Media
Inc., Gannett Co. Inc., The McClatchy Company, National Public
Radio Inc., Tribune Publishing Company and The Washington Post.
After Judge Sontchi's ruling, Molycorp wrestled with plans for a
looming, epic court fight over Oaktree Capital Management LP's role
as a company lender both before and after the bankruptcy filing.
The unsecured creditors committee filed a 123-page, 16-count
adversary complaint accusing Oaktree, associated companies and
Molycorp directors and officers of everything from fiduciary
failings to fraud.
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 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.
The Debtors' agreement with lenders 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.
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. The committee is
represented by William P. Bowden, Gregory A. Taylor and Stacy L.
Newman of Ashby & Geddes PA and Luc A. Despins, Andrew V. Tenzer
and Robert E. Winter of Paul Hastings LLP.
Oaktree is represented by Dennis F. Dunne, Samuel A. Khalil, Lauren
C. Doyle and Andrew M. Leblanc of Milbank Tweed Hadley & McCloy LLP
and Robert J. Dehney, Gregory W. Werkheiser and Andrew R. Remming
of Morris Nichols Arsht & Tunnell LLP.
The noteholders are represented by Laura Davis Jones, James E.
O'Neill and Colin R. Robinson of Pachulski Stang Ziehl & Jones LLP
and Thomas Moers Mayer, Gregory A. Horowitz and Joshua K. Brody of
Kramer Levin Naftalis & Frankel LLP.
* * *
Molycorp is moving on a dual-track auction-or-reorganization
proceeding. Under current schedules, the court plans a two-part
trial, with the first, three-day phase beginning on March 8, 2016,
and a second, four-day phase slated to start on March 28. Bids for
Molycorp's possible stalking horse asset sale, meanwhile, are
scheduled to be received by March 4, with voting on the
reorganization plan set for March 14 and the confirmation hearing
scheduled for March 28.
MOLYCORP INC: Creditors Object to Proposed Bidding Procedures
-------------------------------------------------------------
UMB Bank, N.A., as successor to 10% Notes Indenture Trustee, the Ad
Hoc 10% Noteholders, the Official Committee of Unsecured Creditors
objected to Molycorp, Inc., et al.'s motion seeking approval of
bidding procedures for the sale of the Debtors' assets because the
current proposed bidding procedures do not appropriately account
for credit bid and related rights associated with the 10% Notes and
suggest an aggressive timeline to attempt a sale of the Debtors'
assets without any meaningful showing that a compressed schedule
will nonetheless permit a viable marketing process.
In their Objection, the Creditors demanded that the approval of the
Bidding Procedures be conditioned on modifications that, among
other things, confirm any credit bid rights as to the Shared
Collateral that must be vested in the Collateral Agent and
otherwise ensure that the Bidding Procedures are consistent with
the terms of the Collateral Agency Agreement. Furthermore, the
Creditors demanded that they should be included as a Consultation
Party and that Oaktree should not be eligible to receive bidder
incentives.
The Committee added that the approval of the Bidding Procedures
Motion at this time is premature considering that the Court is
faced with competing motions that could result in the termination
of the exclusive periods for the Debtors. In addition, the
Committee avers that the Debtors obtained an extension of the DIP
maturity date by Oaktree for which the Mediation has not yet
concluded, which means the DIP maturity date has not yet been
established. The hearing on the Bidding Procedures Motion should be
adjourned until the exclusivity issues are resolved, the Committee
claimed. The Committee further complained that the Oaktree Plan and
Disclosure Agreement are the result of extensive negotiations only
with Oaktree as admitted by the Debtors themselves.
Wells Fargo Bank, National Association, as collateral agent, agrees
with the Objectors' request to the extent that the Collateral Agent
is vested with the right to credit bid with respect to the Shared
Collateral on behalf of the 10% Notes Indenture Trustee and Oaktree
together, the "Secured Parties" and that the Bidding Procedures
must be consistent with the terms of the Collateral Agency
Agreement and if vested with the right to credit bid for the Shared
Collateral, the Collateral Agent exercises such right only in
accordance with the terms of the Collateral Agency Agreement. The
Collateral Agent reserves its right to object to any modifications
to the Bidding Procedures to the extent such modifications may
alter, impair, restrict, or otherwise contravene the relative
rights, priorities, and obligations of the Secured Parties and the
Collateral Agent under the Collateral Agency Agreement.
In response to the objections, the Debtors and Oaktree pointed out
that prior to the court-mandated mediation for the Plan and the
Bidding Procedures, Oaktree had already made numerous concessions
as part of the originally proposed Plan and Bidding Procedures and
has agreed to additional concessions as part of an amended Plan and
Bidding Procedures that are submitted in connection with the
Debtors' reply to the objections. Contrary to the Objectors'
accusations, the Plan reflects a series of compromises and
concessions from Oaktree, including, among other things: Extension
of the DIP Facility Maturity Date from January 31, 2016 until March
22, 2016; Permitting a Dual-Track Sale and Plan Process; Equitizing
the DIP Facility and Oaktree's Prepetition Claims; Mountain Pass
Sale Concessions including a $30 million release price for the
equipment owned by Oaktree substantially below the $140 million
acquisition cost; Oaktree Consideration for General Unsecured
Creditors; and Make-Whole Settlement where Oaktree has agreed to
reduce the amount of its Make-Whole Claims by up to approximately
$11 million in the event of a positive sale outcome that realizes
value that results in Oaktree being oversecured. In sum, the
Objectors are already receiving nearly everything they have
requested in terms of process including the 10% Noteholders
Groupās right to credit bid consistent with the applicable
documents, significant consultations rights and Oaktreeās
agreement to extend the maturity of the DIP Facility.
Throughout these Chapter 11 cases, the Committee and the 10%
Noteholders have been highly litigious, contesting almost every
decision the Debtors have made. To get to this point, the Debtors
considered all of Objectors' alternatives, and have been open to
any viable alternatives that the Committee and the 10% Noteholders
may propose but to date, no viable proposals have been forthcoming
from these parties. As to an alternative DIP Facility, the
proposed financing facility from the 10% Noteholders, is a facility
that is structurally senior to Oaktree that would require a risky
litigation strategy that may prove unsuccessful at a time when, if
not approved, the Debtors have no time or resources to recover and
get back on a path to confirming a chapter 11 plan prior to the
expiration of their existing DIP Facility.
The Debtors are represented by:
M. Blake Cleary, Esq.
Edmon L. Morton, Esq.
Justin H. Rucki, Esq.
Ashley E. Jacobs, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, Delaware 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
Email: mbcleary@ycst.com
emorton@ycst.com
jrucki@ycst.com
ajacobs@ycst.com
-- and --
Paul D. Leake, Esq.
Lisa Laukitis, Esq.
George R. Howard, Esq.
JONES DAY
222 East 41st Street
New York, New York 10017
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
Email: pdleake@jonesday.com
llaukitis@jonesday.com
grhoward@jonesday.com
-- and --
Brad B. Erens, Esq.
Joseph M. Tiller, Esq.
JONES DAY
77 West Wacker
Chicago, Illinois 60601
Telephone: (312) 782-3939
Facsimile: (312) 782-8585
Email: bberens@jonesday.com
jtiller@jonesday.com
UMB Bank, N.A. as 10% Notes Indenture Trustee is represented by:
Thomas D. Walsh, Esq.
MARSHALL DENNEHEY WARNER
COLEMAN & GOGGIN
1007 N. Orange St., 6th Fl., PO Box 8888
Wilmington, Delaware 19899
Telephone: (302) 552-4325
Email: tdwalsh@MDWCG.com
-- and --
William W. Kannel, Esq.
Ian A. Hammel, Esq.
Adrienne K. Walker, Esq.
MINTZ, LEVIN, COHN, FERRIS, GLOVSKY AND POPEO, P.C.
One Financial Center
Boston, Massachusetts 02111
Telephone: (617) 542-6000
Facsimile: (617) 542-2241
E-mail: wkannel@mintz.com
iahammel@mintz.com
awalker@mintz.com
Ad Hoc 10% Noteholders are represented by:
Laura Davis Jones, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, l 7 th Floor
P.O. Box 8705
Wilmington, DE 19899-8705 (Courier 19801)
Telephone: (302) 652-4100
Facsimile: (302) 652-4400
Email: ljones@pszjlaw.com
jo'neill@pszjlaw.com
crobinson@pszjlaw.com
-- and --
Thomas Moers Mayer, Esq.
Gregory Horowitz, Esq.
Joshua K. Brody, Esq.
Andrew M. Dove, Esq.
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, New York 10036
Telephone: (212) 715-9100
Facsimile: (212) 715-8000
Email: tmayer@kramerlevin.corn
ghorowitz@krarnerlevin.corn
jbrody@kramerlevin.com
adove@krarnerlevin.corn
The Official Committee of Unsecured Creditors is represented by:
William P. Bowden, Esq.
Gregory A. Taylor, Esq.
Benjamin W. Keenan, Esq.
ASHBY & GEDDES, P.A.
500 Delaware Avenue, 8th Floor
P.O. Box 1150
Wilmington, DE 19899
Telephone: (302) 654-1888
Facsimile: (302) 654-2067
Email: wbowden@ashby-geddes.com
gtaylor@ashby-geddes.com
bkeenan@ashby-geddes.com
-- and --
Luc A. Despins
Andrew Tenzer
Robert E. Winter
John J. Ramirez
PAUL HASTINGS LLP
Park Avenue Tower
75 East 55th Street, First Floor
New York, New York 10022
Telephone: (212) 318-6000
Email: andrewtenzer@paulhastings.com
lucdespins@paulhastings.com
robertwinter@paulhastings.com
johnramirez@paulhastings.com
Wells Fargo Bank, National Association is represented by:
J. Cory Falgowski, Esq.
REED SMITH LLP
1201 Market Street, Suite 1500
Wilmington, DE 19801
Telephone: (302) 778-7500
Facsimile: (302) 778-7575
Email: jfalgowski@reedsmith.com
-- and --
Eric A. Schaffer, Esq.
Luke A. Sizemore, Esq.
REED SMITH LLP
225 Fifth Avenue, Suite 1200
Pittsburgh, PA 15222
Telephone: (412) 288-3131
Facsimile: (412) 288-3063
Email: eschaffer@reedsmith.com
lsizemore@reedsmith.com
About Molycorp Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior manageemnt members are located at its U.S.
corporate headquarters in Greendwood Village, Colorado.
Molycorp reported a net loss of $623 million in 2014, a net loss of
$377 million in 2013 and a net loss of $475 million in 2012.
As of March 31, 2015, the Company had $2.49 billion in total
assets, $1.78 billion in total liabilities and $709 million in
total stockholders' equity.
Molycorp and its North American subsidiaries, together with certain
of its non-operating subsidiaries outside of North America, filed
Chapter 11 voluntary petitions in Delaware (Bankr. D. Del. Lead
Case No. 15-11357) on June 25, 2015, after reaching agreement with
a group of lenders on a financial restructuring. The Chapter 11
cases of Molycorp and 20 affiliated debts are pending before Judge
Christopher S. Sontchi.
The agreement provides for a financial restructuring of the
Company's $1.7 billion in debt and provides up to $225 million in
gross proceeds in new financing to support operations while the
Company completes negotiations with creditors.
The Company's operations outside of North America, with the
exception of non-operating companies in Luxembourg and Barbados,
are excluded from the filings. Molycorp Rare Metals (Oklahoma),
LLC, with operations in Quapaw, Oklahoma, also is excluded from the
filings as it is not 100% owned by the Company.
Molycorp is being advised by the investment banking firm of Miller
Buckfire & Co. and is receiving financial advice from AlixPartners,
LLP. Jones Day and Young, Conaway, Stargatt & Taylor LLP act as
legal counsel to the Company in this process. Prime Clerk serves
as claims and noticing agent.
Secured creditor Oaktree Capital Management L.P., consented to the
use of cash collateral and to extend postpetition financing.
On July 8, 2015, the U.S. trustee overseeing the Chapter 11 case of
Molycorp Inc. appointed eight creditors of the company to serve
MOLYCORP INC: Plan Confirmation Hearing Set for March 28
--------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will convene
a hearing to consideration confirmation of Molycorp, Inc., et al.'s
Plan, including the approval of the sale of substantially all of
the Debtors' assets pursuant to the Plan, on March 28, 2016, 10:00
a.m., Eastern Time.
Judge Christopher Sontchi in Delaware approved the disclosure
statement explaining the Debtors' Plan on Jan. 20, 2015, after the
Debtors revised the Disclosure Statement to incorporate certain
modifications directed by the Court during the Jan. 14 hearing.
The Plan contemplates two possible outcomes: (1) the sale of
substantially all of the Debtors' assets if certain conditions set
forth in the Plan are satisfied and (2) (a) the sale of the assets
associated with the Debtors' Mountain Pass mining facility in San
Bernardino County, California; and (b) the stand-alone
reorganization around the Debtors' other three business units.
Any party that wishes to take part in the sale process must submit
a bid for any portion of the Debtors' assets no later than
Feb. 26. If more than one Qualified Bid in respect of all or
substantially all of the assets is received, the Debtors will
conduct an auction to take place beginning at 10:00 a.m., Eastern
Time, on March 4, at the offices of Jones Day, in New York.
Objections, if any, to the confirmation of the Plan must be
submitted so that they are received no later than March 17.
A full-text copy of the Debtors' Second Amended Plan dated Jan. 21
is available at http://bankrupt.com/misc/MOLYCORPds0121.pdf
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.
MOLYCORP: Court Okays March 4 Auction for Assets
------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware approved bidding procedures proposed by
Debtors Molycorp, Inc., et al.
The Bidding Procedures contain these relevant terms, among others:
(a) Bid deadline: Feb. 26, 2016, no later than 5:00 p.m.
(b) Auction date: March 4, 2016, 10:00 a.m.
(c) The successful bidders will be selected after consultation
with each of the Creditors' Committee, Oaktree and the ad hoc group
("10% Noteholder Group") of the Debtors' senior secured 10%
noteholders, the indenture trustee for the Debtors' senior secured
10% notes and their respective advisors.
(d) Sale and confirmation hearing: March 28, 2016, 10:00 a.m.
(e) The Debtors will only consider bids on one or more of the
following categories of Assets:
(1) substantially all of the assets of Molycorp and each
of its affiliates:
(2) one or more of the following business units in their
entirety as going concern businesses: (i) the Debtors' magnetic
materials and alloys business unit; (ii) the Debtors' chemicals and
oxides business unit; and (iii) the Debtors' rare metals business
unit.
(3) any of the Molycorp minerals assets (either as a
whole, or individual Assets), with or without the Oaktree
Equipment; and/or
(4) the Oaktree Equipment.
Judge Sontchi contends that the approval of the Bidding Procedures
is necessary to avoid immediate and irreparable harm to the Debtors
and their estates.
Judge Sontchi granted the Debtors' Motion seeking the approval of
their Bidding Procedures despite the objection made by the ad hoc
group of holders of the 10% secured notes issued by Molycorp, Inc.
The Ad Hoc 10% Noteholders is represented by:
Laura Davis Jones, Esq.
James E. O'Neill, Esq.
Colin R. Robinson, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 N. Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899-8705 (Courier 19801)
Telephone: (302)652-4100
Facsimile: (302)652-4400
E-mail: ljones@pszjlaw.com
jo'neill@pszjlaw.com
crobinson@pszjlaw.com
- and -
Thomas Moers Mayer, Esq.
Gregory Horowitz, Esq.
Joshua K. Brody, Esq.
Andrew M. Dove, Esq.
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, NY 10036
Telephone: (212)715-9100
Facsimile: (212)715-8000
E-mail: tmayer@kramerlevin.com
ghorowitz@kramerlevin.com
jbrody@kramerlevin.com
adove@kramerlevin.com
Molycorp, Inc. and its affiliated debtors are represented by:
M. Blake Cleary, Esq.
Edmon L. Morton, Esq.
Justin H. Rucki, Esq.
Ashley E. Jacobs, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
Rodney Square
1000 North King Street
Wilmington, DE 19801
Telephone: (302)571-6600
Facsimile: (302)571-1253
E-mail: mbcleary@ycst.com
emorton@ycst.com
jrucki@ycst.com
ajacobs@ycst.com
- and -
Paul D. Leake, Esq.
Lisa Laukitis, Esq.
George R. Howard, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017
Telephone: (212)326-3939
Facsimile: (212)755-7306
E-mail: pdleake@jonesday.com
llaukitis@jonesday.com
grhoward@jonesday.com
- and -
Brad B. Erens, Esq.
Joseph M. Tiller, Esq.
JONES DAY
77 West Wacker
Chicago, Illinois 60601
Telephone: (312)782-3939
Facsimile: (312)782-8585
E-mail: bberens@jonesday.com
jtiller@jonesday.com
About Molycorp, Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
rare earth processing facilities around the world. It has a
workforce of 2,530 employees at locations on three continents.
Molycorp's Mountain Pass Rare Earth Facility in San Bernadino
County, California, is home to one of the world's largest and
richest deposits of rare earths.
Molycorp has corporate offices in the United States, Canada and
China. CEO Geoffrey R. Bedford, and other senior management
members are located in Molycorp's corporate offices in Toronto,
Canada. Other senior 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.
NEW GULF: Trims $2.5M Plan Operating Fund After Objections
----------------------------------------------------------
Jeff Montgomery at Bankruptcy Law360 reported that faced with
objections from another bankrupt oil and gas producer, New Gulf
Resources temporarily cut $2.5 million from its latest Chapter 11
plan operating fund request, and attorneys said in Delaware
bankruptcy court that the company would quickly amend disclosures
to clarify the issue.
The moves came after Texas-based Energy & Exploration Partners LLC
objected to alleged New Gulf failures to clearly protect ENXP's
secured claims, including one involving as much as $15 million
arising from a joint operating agreement in Texas.
About New Gulf Resources
New Gulf Resources, LLC, NGR Holding Company LLC, NGR Texas, LLC
and NGR Finance Corp. filed Chapter 11 bankruptcy petitions (Bankr.
D. Del. Proposed Lead Case No. 15-12566) on Dec. 17, 2015.
The petition was signed by Danni Morris as chief financial
officer.
Founded in 2011 and headquartered in Tulsa, Oklahoma, New Gulf is
an independent oil and natural gas company engaged in the
acquisition, development, exploration and production of oil and
natural gas properties, focused primarily in the East Texas Basin.
The Company currently employs 55 people.
The Debtors have engaged Baker Botts L.L.P., as bankruptcy counsel,
Young, Conaway, Stargatt & Taylor, LLP as co-counsel,
Barclays Capital Inc., as investment banker, Zolfo Cooper, LLC as
financial advisor, and Prime Clerk LLC as claims and notice agent.
Judge Brendan Linehan Shannon has been assigned the case.
NEWLEAD HOLDINGS: Commercial Performance of MT Sofia in 2015
------------------------------------------------------------
NewLead Holdings Ltd. announced a review of the commercial
performance of one of its bitumen tanker vessels, the MT Sofia in
2015.
The Sofia is a 2008-built bitumen tanker vessel of 2,888 dwt and is
one of the five bitumen tanker vessels that were delivered to
NewLead's fleet during the fourth quarter of 2014.
In 2015, the Sofia traded in the spot market under consecutive
voyages. From January to December 2015, the Vessel completed
twenty different voyage charter agreements and twenty-nine
different voyages. During the same period, the Vessel transported
approximately 76,785 metric tons of bitumen stored and delivered at
temperatures above 180 degrees Celsius.
The Sofia has been trading mainly in the Central and East
Mediterranean and the Black Sea areas with the Vessel loading in
Greece and Italy and discharging in Greece, Lebanon, Cyprus, Libya,
Romania, Egypt and Turkey at oil major refineries.
Upon delivery of the Sofia to NewLead, the Company invested in the
maintenance and improvement of the Vessel's condition so as to
become more attractive to charterers. NewLead improved the intake
capacity of the Vessel, as well as the fuel efficiency for steaming
and heating that resulted from the installation of new high
specification equipment and the continuous efforts of the
specialized crew on board the Vessel.
Mr. Michael Zolotas, chairman and chief executive officer of
NewLead, stated, "The employment efficiency of Sofia in 2015 was
the result of NewLead's effective commercial, operational and
technical management. The adaptive but prudent chartering
strategy, the flexible operational performance together with the
successful vetting of the vessel by principal oil majors and oil
traders led to the enhanced and continuous attraction by reliable
and reputable charterers. In 2015, the Sofia was constantly
employed at competitive market rates while the vessel traded in a
highly demanding and competitive market area that continues to
remain one of the most active bitumen trading areas worldwide."
Mr. Zolotas, added: "Global asphalt trade is rising both regionally
and globally and is expected to increase over the period 2016-2020
due to tight supply. Bitumen prices are getting more competitive
since they are directly related to oil prices. I believe increased
funding for road infrastructure in all developed and developing
countries is expected to increase demand for bitumen in the next
four years."
NewLead has 6.82% and 55.75% of its operating days covered for 2016
for the dry-bulk and bitumen tanker vessels, respectively.
About NewLead Holdings Ltd.
Based in Athina, Greece, NewLead Holdings Ltd. --
http://www.newleadholdings.com/-- is an international, vertically
integrated shipping company that owns and manages product tankers
and dry bulk vessels. NewLead currently controls 22 vessels,
including six double-hull product tankers and 16 dry bulk vessels
of which two are newbuildings. NewLead's common shares are traded
under the symbol "NEWL" on the NASDAQ Global Select Market.
Newlead reported a net loss attributable to the Company's
shareholders of $100 million on $12.6 million of revenues for the
year ended Dec. 31, 2014, compared to a net loss attributable to
the Company's shareholders of $158 million on $7.34 million of
revenues for the year ended Dec. 31, 2013.
As of Dec. 31, 2014, the Company had $190 million in total assets,
$300 million in total liabilities, and a $110 million total
shareholders' deficit.
Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company has
incurred a net loss, has negative cash flows from operations,
negative working capital, an accumulated deficit and has defaulted
under its credit facility agreements resulting in all of its debt
being reclassified to current liabilities all of which raise
substantial doubt about its ability to continue as a going concern.
NYC CONSTRUCTORS: Gets Nod for Up to $3 Million Stopgap Financing
-----------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that NYC
Constructors Inc., a firm assisting in the construction of the 3
World Trade Center office tower in lower Manhattan, obtained
stopgap financing from a New York bankruptcy judge in order to
continue its operations after running into liquidity problems.
The Debtor got interim approval from the court to tap bankruptcy
financing worth up to $3 million provided by lender Banker Steel.
Approval of the bankruptcy financing came during a first day court
hearing in New York Constructors' bankruptcy.
Prior to the bankruptcy filing, Banker Steel provided New York
Constructors with $2 million in funding and holds a lien on the
debtor's assets, according to court documents. Banker Steel has
submitted a stalking horse bid for New York Constructor's assets.
An attorney for NYC Constructors told U.S. Bankruptcy Judge Shelley
Chapman that the company ran into liquidity problems after entering
into a fixed-price contract with WTC contractor Tishman Realty &
Construction. Unable to acquire funding to complete the job,
Tishman advised New York Constructors last month that it would cut
funding to the project if the company didn't meet certain
conditions under the deal.
"The debtors knew they couldn't finish [the job] without losing a
tremendous amount of money," said Scott Markowitz of Tarter Krinsky
& Drogin LLP, who is representing the debtors.
New York Constructors began working on the World Trade Center after
purchasing in 2014 assets held by steel contractor DCM Erectors
after that company's chief executive Larry Davis was indicted on
fraud charges.
About NYC Constructors
NYC Constructors Inc. and its subsidiary, MRP, LLC, are under
contract to install steel at the 3 World Trade Center tower.
Besides work at 3 World Trade Center, New York Constructors said in
court documents that it has active steel erection projects at the
Museum of Modern Art and Rockefeller University.
NYC Constructors and MRP, LLC, sought Chapter 11 protection (Bankr.
S.D.N.Y. Case Nos. 16-10069 and 16-10070) on Jan. 14, 2016, with
plans to their assets to Banker Steel for at least $7.2 million.
Judge Shelley C. Chapman presides over the cases.
The Debtors tapped Scott S. Markowitz, Esq., at Tarter Krinsky &
Drogin LLP, as attorneys; and Getzler Henrich & Associates LLC, as
advisor. NYC Constructors estimated $1 million to $10 million in
assets and debt. The petition was signed by Barry King, president.
OFFSHORE GROUP: Court Issues Final Cash Collateral Order
--------------------------------------------------------
Judge Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware, in his final order, authorized Offshore Group
Investment Limited and its affiliated debtors to use cash
collateral.
The Debtor has these prepetition secured obligations:
(a) Revolving Credit Facility Obligations: Prior to the
Petition Date, pursuant to a Revolving Credit Agreement and other
Revolving Credit Facility Documents, the Revolving Credit Facility
Lenders made available to OGIL and Vantage Drilling Company
("Vantage Parent"), as borrowers, a senior secured revolving credit
facility ("Revolving Credit Facility") in the principal amount not
to exceed $200,000,000. Each of the Revolving Credit Facility
Guarantors provided an unconditional joint and several guaranty of
the Revolving Credit Facility Obligations arising under the
Revolving Credit Facility Documents. As of the Petition Date, the
Revolving Credit Facility Obligors were indebted to the Revolving
Credit Facility Secured Parties pursuant to the Revolving Credit
Facility Documents in the aggregate amount of not less than: (i)
$150,000,000 of outstanding principal and $22,900,000 of undrawn
letters of credit under the Revolving Credit Facility, plus (ii)
accrued and unpaid interest with respect thereto, fees, costs and
expenses, and all other obligations under the Revolving Credit
Facility Documents.
(b) 2017 Term Loan Obligations. Prior to the Petition Date,
pursuant to the 2017 Term Loan Agreement and the other 2017 Term
Loan Documents, the 2017 Term Loan Lenders made available to OGIL
and Delaware Holdings, as borrowers, a term loan in the principal
amount of $500,000,000. Each of the 2017 Term Loan Guarantors
provided and unconditional joint and several guaranty of the 2017
Term Loan Obligations arising under the 2017 Term Loan Documents.
As of the Petition Date, the 2017 Term Loan Obligors were indebted
to the 2017 Term Loan Secured Parties in the aggregate amount of
not less than (i) $323,543,429 of outstanding principal under the
2017 Term Loan, plus (ii) accrued and unpaid interest with respect
thereto, fees, costs and expenses, and all other obligations under
the 2017 Term Loan Documents.
(c) 2019 Term Loan Obligations. Prior to the Petition Date,
pursuant to the 2019 Term Loan Agreement and other 2019 Term Loan
Documents, the 2019 Term Loan Lenders made available to OGIL and
Delaware Holdings, as borrowers, a term loan in the principal
amount of $350,000,000. Each of the 2019 Term Loan Guarantors
provided an unconditional joint and several guaranty of the 2019
Term Loan Obligations arising under the 2019 Term Loan Documents.
As of the Petition Date, the 2019 Term Loan Obligors were indebted
to the 2019 Term Loan Secured Parties in the aggregate amount of
not less than (i) $341,250,000 of outstanding principal under the
2019 Term Loan plus (ii) accrued and unpaid interest with respect
thereto, fees, costs and expenses, and all other obligations under
the 2019 Term Loan Documents.
(d) 7.5% Notes Obligations. Prior to the Petition Date,
pursuant to the 7.5% Indenture and the other 7.5% Notes Documents,
OGIL issued notes to the 7.5% Noteholders in the aggregate
principal amount of $1,150,000,000. Each of the 7.5% Notes
Guarantors provided an unconditional joint and several guaranty of
the 7.5% Notes Obligations arising under the 7.5% Notes Documents.
As of the Petition Date, the 7.5% Notes Obligors were indebted to
the 7.5% Notes Secured Parties in the aggregate amount of not less
than (i) $1,086,815,000 of outstanding principal under the 7.5%
Notes plus (ii) accrued and unpaid interest with respect thereto,
fees, costs and expenses, and all other obligations under the 7.5%
Notes Documents.
(e) 7.125% Notes Obligations. Prior to the Petition Date,
pursuant to the 7.125% Indenture and the other 7.125% Notes
Documents, OGIL issued notes to the 7.125% Noteholders in the
aggregate principal amount of $775,000,000. Each of the 7.125%
Notes Guarantors provided an unconditional joint and several
guaranty of the 7.5% Notes Obligations arising under the 7.125%
Notes Documents. As of the Petition Date, the 7.125% Notes
Obligors were indebted to the 7.125% Notes Secured Parties in the
aggregate amount of not less than (i) $727,622,000 of outstanding
principal under the 7.125% Notes plus (ii) accrued and unpaid
interest with respect thereto, fees, costs and expenses, and all
other obligations under the 7.125% Notes Documents.
The Revolving Credit Facility Obligations, the 2017 Term Loan
Obligations, the 2019 Term Loan Obligations, the 7.5% Notes
Obligations and the 7.125% Notes Obligations are secured by, among
other things, first priority liens or mortgages on, security
interests in, and assignments or pledges of certain property
described in the Revolving Credit Facility Documents, the 2017 Term
Loan Documents, the 2019 Term Loan Documents, the 7.5% Notes
Documents and the 7.125% Notes Documents, respectively, which
include cash collateral, vessels owned by the Obligors, and other
collateral.
Judge Shannon relates that an immediate and critical need exists
for the Debtors to use the Cash Collateral in accordance with the
Approved Budget, for (i) working capital purposes, (ii) other
general corporate purposes of the Debtors, and (iii) the
satisfaction of the costs and expenses of administering the Chapter
11 Cases. Judge Shannon further relates that the Prepetition
Agents have consented to the Debtors' use of Cash Collateral.
Judge Shannon relates that the authority for use of Cash Collateral
under the Final Order will terminate upon the earliest to occur of:
(i) the date the Final Order ceases to be in full force and effect
for any reason; (ii) the date the Court enters an order dismissing
any of the Chapter 11 cases; and (iii) the date the Court enters an
order converting any of the Chapter 11 cases to a case under
Chapter 7 of the Bankruptcy Code.
Hsin Chi Su's Objection
Hsin Chi Su, an interested party, objected to the Debtors' Cash
Collateral Motion and contended that it is prejudicial to the
interests of Victory Drilling Company ("VTG"), a non-debtor and
parent company of the Debtors which has common officers and
directors with the Debtors, for the Debtors to seek final orders on
their cash collateral motion before an independent party is
appointed to control the operations of Vantage Drilling Company.
Hsin Chi Su contended that the final orders could affect the
significant and substantive rights of VTG.
The Debtors contended that Hsin Chi Su ("Nobu Su") is the sole
shareholder of F3 Capital, which in turn, is a shareholder and
purported creditor of the Debtors' non-debtor parent company
Vantage Parent. The Debtors further contended that neither Nobu
Su, personally, nor F3 Capital has any claim against or interest in
any Debtor. The Debtors added that Nobu Su has no standing to
participate in the cases or ask the Court to grant any relief for
his benefit, let alone object to the Debtors' motion to use cash
collateral.
Hsin Chi Su represented by:
Rachel B. Mersky, Esq.
MONZACK MERSKY MCLAUGHLIN AND
BROWDER, P.A.
1201 N. Orange Street, Suite 400
Wilmington, DE 19801
Telephone: (302)656-8162
Facsimile: (302)656-2769
E-mail: rmersky@monlaw.com
- and -
Deirdre Carey Brown, Esq.
HOOVER SLOVACEK LLP
Galleria Tower II
5051 Westheimer, Suite 1200
Houston, TX 77056
Telephone: (713)977-8686
Facsimile: (713)977-5395
E-mail: brown@hooversovacek.com
Offshore Group Investment Limited and its affiliated debtors are
represented by:
Mark D. Collins, Esq.
Daniel J. DeFranceschi, Esq.
Zachary I. Shapiro, Esq.
RICHARDS, LAYTON & FINGER, P.A.
One Rodney Square
920 North King Street
Wilmington, DE 19801
Telephone: (302)651-7700
Facsimile: (302)651-7701
E-mail: collins@rlf.com
defranceschi@rlf.com
shapiro@rlf.com
- and -
Ray C. Schrock, Esq.
Ronit J. Berkovich, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, NY 10153
Telephone: (212)310-8000
Facsimile: (212)310-8007
E-mail: ray.schrock@weil.com
ronit.berkovich@weil.com
About Offshore Group Investment Limited
Offshore Group Investment Limited is an international offshore
drilling company operating a fleet of modern, high-specification
drilling units around the world. Its principal business is to
contract their drilling units, related equipment, and work crews
to
drill underwater oil and natural gas wells for major, national,
and
independent oil and natural gas companies.
Offshore Group Investment Limited and 23 other units of publicly
traded Vantage Drilling Company filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-12421) on Dec. 3, 2015
to pursue a prepackaged restructuring backed by Vantage.
Christopher G. DeClaire, the authorized officer, signed the
petition.
The Debtors have engaged Weil, Gotshal & Manges LLP as counsel;
Richards, Layton & Finger, P.A. as co-counsel; Lazard Freres & Co.
LLC as investment banker; Alvarez & Marsal North America, LLC, as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as claims
and noticing agent.
PERFORMANCE FOOD: Moody's Hikes Corporate Family Rating to Ba3
--------------------------------------------------------------
Moody's Investors Service today upgraded Performance Food Group,
Inc.'s (PFG) Corporate Family Rating to Ba3 from B1 and Probability
of Default to Ba3-PD from B1-PD. Moody's also upgraded the
company's senior secured bank facility to B2 from B3 and assigned a
Speculative Grade Liquidity rating of SGL-2. The rating outlook is
stable.
"T[he] rating action reflects PFG's improved operating performance
and material debt reduction that has driven stronger credit metrics
and liquidity" stated Bill Fahy, Moody's Senior Credit Officer. The
company used the net cash proceeds from its IPO to reduce funded
debt by over $220 million. "The upgrade also reflects Moody's
expectations that PFG continues to benefit from various growth and
costs saving initiatives such as expanding its vending business
segment and higher margin "street" business that caters to
independent restaurants and small local and regional chains while
maintaining a balanced financial policy" added Fahy.
The following ratings were upgraded:
Corporate Family Rating to Ba3 from B1
Probability of Default Rating to Ba3-PD from B1-PD
$750 million (approx. $500m outstanding) senior secured second lien
term loan to B2 (LGD 5) from B3 (LGD 5)
The following rating was assigned:
Speculative Grade Liquidity Rating at SGL-2
The outlook will remain stable.
RATINGS RATIONALE
The Ba3 CFR reflects PFG's steady improvement in operating earnings
and more moderate leverage with Moody's adjusted debt/EBITDA -- pro
forma for the material debt reduction -- of about 4.0 times for the
twelve months period ending September 26, 2015. In addition,
Moody's believes credit metrics will gradually improve as operating
performance and cost saving initiatives drive higher earnings and
more moderate debt levels going forward. The ratings are also
supported by PFG's large scale within the food service industry
with its nationwide distribution capability, greater business
diversification provided by its vending business segment, and a
moderate financial policy. However, PFG's thin operating margins,
high exposure to the restaurant industry which could be negatively
impacted by negative macroeconomic issues, and acquisitive business
strategy are viewed as credit negatives. Also constraining the
ratings are the company's ownership structure where over 75% of the
company is owned by two financial sponsors and only 17% is publicly
traded.
The stable rating outlook reflects Moody's view that PFG's
operating performance and credit metrics continue to improve as the
company successfully executes its growth initiatives and focuses on
lowering costs throughout its system while maintaining a balanced
financial policy. The outlook also expects that PFG successfully
addresses the relatively near term maturity of its asset-based
revolver that matures in May 2017 and becomes current in May 2016.
Ratings could be upgraded in the event PFG generates sustained
growth in sales and profitability while maintaining good liquidity.
Quantitatively, an upgrade would require debt/EBITDA approaching
3.5 times and EBITA/Interest expense sustained above 3.0 times. An
upgrade would also require a moderate financial policy and more
diversified ownership structure.
Ratings could be downgraded if a sustained deterioration in
operating performance or a more aggressive financial policy
resulted in debt/EBITDA sustained above 4.25 times or
EBITA/Interest expense falling below 2.5 times.
The principal methodology used in these ratings was Distribution &
Supply Chain Services Industry published in December 2015.
Performance Food Group, Inc., a wholly owned subsidiary of
Performance Food Group Company, headquartered in Richmond,
Virginia, is a food distributor with annual revenues of
approximately $15.5 billion. The company is majority owned by
affiliates of the Blackstone Group with Wellspring Capital
Management as a minority shareholder.
PHARMACYTE BIOTECH: Amends Oct. 31, 2015 Quarterly Report
---------------------------------------------------------
Pharmacyte Biotech, Inc., filed with the Securities and Exchange
Commission an amended quarterly report on Form 10-Q/A for the
period ended Oct. 31, 2015.
PharmaCyte restated its condensed consolidated financial statements
to reflect adjustments made to correct the treatment of the
issuance of certain shares of the Company's common stock, $0.0001
par value per share, warrants and certain other matters, resulting
in a material understatement to assets, a material overstatement to
liabilities and a material understatement to stockholders' equity.
As restated, the Company reported a net loss of $1.63 million for
the three months ended Oct. 31, 2015, compared to a net loss of
$1.09 million as reported.
The Company's restated balance sheet as of Oct. 31, 2015, showed
$7.97 million in total assets, $1.08 million in total liabilities
and $6.89 million in total stockholders' equity.
A full-text copy of the Form 10-Q/A is available for free at:
http://is.gd/9cug2m
About PharmaCyte Biotech, Inc.
PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is
dedicated to bringing to market scientifically derived products
designed to improve the health, condition and well-being of those
who use them. The Company is a clinical stage biotechnology
company focused on developing and preparing to commercialize
treatments for cancer and diabetes based upon a proprietary
cellulose-based live-cell encapsulation technology known as
Cell-in-a-Box. The Company intends to use this unique and patented
technology as a platform upon which to build treatments for several
types of cancer, including advanced, inoperable pancreatic cancer,
and diabetes.
PHARMACYTE BIOTECH: Reports $1.5M Amended Loss for July 31 Qtr.
---------------------------------------------------------------
PharmaCyte Biotech, Inc., filed with the Securities and Exchange
Commission an amended quarterly report on Form 10-Q/A for the
period ended July 31, 2015.
PharmaCyte restated its condensed consolidated financial statements
for the period to reflect adjustments made to correct the treatment
of the issuance of certain shares of the Company's common stock,
$0.0001 par value per share, and warrants and certain other
matters, resulting in a material understatement to assets, a
material overstatement to liabilities and a material understatement
to stockholders' equity.
For the three months ended July 31, 2015, the Company reported a
restated net loss of $1.51 million on $0 of product sales compared
to a net loss of $546,164 on $0 of product sales as reported.
The Company's restated balance sheet as of July 31, 2015, showed
$8.98 million in total assets, $1.15 million in total liabilities
and $7.82 million in total stockholders' equity.
As previously reported, the Company disclosed $8.14 million in
total assets, $1.18 million in total liabilities and $6.95 million
in total stockholders' equity as of July 31, 2015.
A full-text copy of the Form 10-Q/A is available for free at:
http://is.gd/7F9Mm4
About PharmaCyte Biotech, Inc.
PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is
dedicated to bringing to market scientifically derived products
designed to improve the health, condition and well-being of those
who use them. The Company is a clinical stage biotechnology
company focused on developing and preparing to commercialize
treatments for cancer and diabetes based upon a proprietary
cellulose-based live-cell encapsulation technology known as
Cell-in-a-Box. The Company intends to use this unique and patented
technology as a platform upon which to build treatments for several
types of cancer, including advanced, inoperable pancreatic cancer,
and diabetes.
PHARMACYTE BIOTECH: Reports Amended 2015 Net Loss of $9.9M
----------------------------------------------------------
PharmaCyte Biotech, Inc., filed with the Securities and Exchange
Commission an amended annual report on Form 10-K/A for the fiscal
year ended April 30, 2015.
PharmaCyte restated its consolidated financial statements to
reflect adjustments made to correct the treatment of the issuance
of certain shares of the Company's common stock, $0.0001 par value
per share, warrants and certain other matters, resulting in a
material understatement to assets, a material overstatement to
liabilities and a material understatement to stockholders' equity
for the fourth quarter of the year ended April 30, 2015, as well as
corrections to disclosures relating to certain issuances of common
stock and options to purchase common stock to certain directors and
officers of the Company.
As restated, the Company reported a net loss of $9.92 million for
the year ended April 30, 2015, compared to a net loss of $10.85
million as previously reported.
The Company's amended balance sheet for the year ended April 30,
2015, showed $9.29 million in total assets, $1.52 million in total
liabilities and $7.77 million in total stockholders' equity.
A full-text copy of the Form 10-K/A is available for free at:
http://is.gd/IIlGcG
About PharmaCyte Biotech, Inc.
PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is
dedicated to bringing to market scientifically derived products
designed to improve the health, condition and well-being of those
who use them. The Company is a clinical stage biotechnology
company focused on developing and preparing to commercialize
treatments for cancer and diabetes based upon a proprietary
cellulose-based live-cell encapsulation technology known as
Cell-in-a-Box. The Company intends to use this unique and patented
technology as a platform upon which to build treatments for several
types of cancer, including advanced, inoperable pancreatic cancer,
and diabetes.
PHILLIPS INVESTMENTS: Court Approves Hale Retail as Broker
----------------------------------------------------------
Phillips Investments, LLC sought and obtained permission from Hon.
Mary Grace Diehl of the U.S. Bankruptcy Court for the Northern
District of Georgia to re-employ Hale Retail Group, LLC as real
estate broker to the Debtor's property located in Gwinnet County,
Georgia, commonly known as Gwinnet Prado - 2300 Pleasant Hill Road,
in Duluth, Georgia.
The Debtor seeks to re-retain the Broker under the terms of the
attached Exclusive Right to Sale Listing, which terms are
substantially the same as the Original Listing Agreement -- in
particular a 2% commission if the Property is sold -- but extends
the term of the Brokerās extension for another six months.
Sam Hale, principal of Hale Retail, 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.
Hale Retail can be reached at:
Same Hale
HALE RETAIL GROUP, LLC
1303 Hightower Trail, Suite 201
Atlanta, GA 30350
Tel: (770) 594-1309
About Phillips Investments
Phillips Investments, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D. Ga. Case No. 14-61444) on June 11, 2014. Ly Phillips,
the managing member, signed the petition. Judge Mary Grace Diehl
presides over the case. Scroggins & Williamson, P.C., serves as
the Debtor's counsel.
Phillips Investments owns several parcels of improved commercial
real estate from which it operates two retail shopping centers. The
Debtor disclosed $29,558,424 in assets and $28,667,234 in
liabilities as of the Chapter 11 filing.
POMARE LTD: Court Confirms Ch. 11 Plan
--------------------------------------
In a Findings of Fact and Conclusions of Law dated January 5, 2016,
which is available at http://is.gd/dura0Vfrom Leagle.com, Judge
Robert J. Faris of the United States Bankruptcy Court for the
District of Hawaii confirmed the Chapter 11 Plan of Pomare, Ltd.,
d/b/a Hilo Hattie, after having considered all of the pleadings and
evidence filed in support of confirmation, all of the objections to
confirmation of the Plan having been withdrawn or overruled, and
based on the record in these cases, the arguments and
representations of counsel, and the declarations of Mark J. Stoner,
David Brandt, and Allison A. Ito, Esq., filed in support of the
Plan, all of the attached exhibits to the said declarations having
been accepted into evidence, and good cause appearing.
The case is In re POMARE, LTD., dba HILO HATTIE, (Chapter 11).
Debtor and Debtor-in-possession, Case No. 15-00203 (Bankr. D.
Hawaii.).
The Official Committee of Unsecured Creditors is represented by:
Susan Tius, Esq.
RUSH MOORE LLP
Pacific Guardian Center
737 Bishop Street, Suite 2400
Honolulu, HI 96813
Tel: (808) 521-0400
Fax: (808) 521-0597
E-mail: STius@rmhawaii.com
The Debtor is represented by:
Allison A. Ito, Esq.
James A. Wagner, Esq.
WAGNER CHOI & VERBRUGGE
745 Fort Street, Suite 1900
Honolulu, HI 96813
Tel: 808-533-1877
Fax: 808-566-6900
Email: cchoi@hibklaw.com
aito@hibklaw.com
jwagner@hibklaw.com
Based in Honolulu, Hawaii, Pomare Ltd., dba Hilo Hattie, is a
tourist-destination retailer with operations chiefly in Hawaii.
It has seven stores in Hawaii and two in California.
The Company filed for Chapter 11 relief on October 2, 2008 (Bankr.
D. Hawaii Case No. 08-01448). Chuck C. Choi, Esq., and James A.
Wagner, Esq., at Wagner Choi & Verbrugge, represent the Debtor as
counsel. Alexis M. McGinness, Esq., and Ted N. Pettit, Esq., at
Case Lombardi & Pettit, represent the official committee of
unsecured creditors. In its schedules, the Debtor listed total
assets of $15,825,657, and total debts of $13,767,047.
PRECISION OPTICS: Has Resale Prospectus of 1.6M Common Shares
-------------------------------------------------------------
Precision Optics Corporation, Inc., filed a Form S-1 registration
statement with the Securities and Exchange Commission relating to
the sale or other disposition of up to 1,648,249 shares of the
Company's common stock by selling stockholders. The Company is not
selling any securities in this offering and therefore will not
receive any proceeds from this offering. All costs associated with
this registration will be borne by the COmpany. The Company's
common stock is quoted on the OTCQB under the symbol "PEYE." On
Jan. 15, 2016, the last reported sale price of the Company's common
stock on the OTCQB was $0.35 per share. A full-text copy of the
Form S-1 is available for free at:
http://is.gd/vg52X5
About Precision Optics
Headquartered in Gardner, Massachusetts, Precision Optics
Corporation, Inc., has been a developer and manufacturer of
advanced optical instruments since 1982. The Company designs and
produces high-quality micro-optics, medical instruments and other
advanced optical systems. The Company's medical instrumentation
line includes laparoscopes, arthroscopes and endocouplers and a
world-class product line of 3-D endoscopes for use in minimally
invasive surgical procedures.
Precision Optics reported a net loss of $1.17 million on $3.91
million of revenues for the year ended June 30, 2015, compared to a
net loss of $1.16 million on $3.65 million of revenues for the year
ended June 30, 2014.
As of Sept. 30, 2015, the Company had $1.72 million in total
assets, $1.33 million in total liabilities, all current, and
$385,000 in total stockholders' equity.
Stowe & Degon LLC, in Westborough, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2015, citing that the Company has suffered
recurring net losses and negative cash flows from operations, which
raises substantial doubt about its ability to continue as a going
concern.
PREMIER EXHIBITIONS: In Talks With Lenders on Note Draw Delay
-------------------------------------------------------------
Premier Exhibitions, Inc., on Dec. 9, 2015, entered into a Secured
Promissory Note and Guarantee with Mr. Yanzi Gao as agent for the
lenders listed therein, with an aggregate principal sum not to
exceed US$5,000,000. The Note provides that the Company will make
draws of: (i) $1,000,000 on or before Dec. 10, 2015; (ii)
$1,000,000 within five business days after delivering written
notice to the Lenders requesting the second draw, on or before Dec.
18, 2015; and (iii) $1,000,000 within five business days after
delivering written notice to the Lenders requesting the third draw,
on or before Dec. 31, 2015, provided in each case there is no event
of default under the Note. The Note provides the Company may
request an additional advance in the amount of $2,000,000 at any
time during the term of the Note, provided the Lenders will have
the option to grant or deny the request in their sole and absolute
discretion. The proceeds of the Note will be used in the normal
course of the Company's business operations.
On Jan. 4, 2016, the Company agreed to delay the second draw until
Jan. 15, 2016, and the third draw until Jan. 28, 2016. Interest on
these amounts would not accrue until the amounts were received by
the Company. The Note otherwise remained unchanged and in full
effect.
While the first $1,000,000 draw was timely made in accordance with
the terms of the Note, the Company did not receive the $1,000,000
draw that was scheduled for Jan. 15, 2016, and has not received the
draw to date. The Company has provided notice to the Lenders of
the failure to deliver this draw in accordance with the terms of
the Note, and is in discussions with the Lenders to determine when
and if the funds will be delivered to the Company.
About Premier Exhibitions
Premier Exhibitions, Inc., develops, deploys and operates
exhibition products that are presented to the public in exhibition
centers, museums and non-traditional venues. The Atlanta-based
Company's exhibitions generate income primarily through ticket
sales, third-party licensing, sponsorship and merchandise sales.
Premier Exhibitions reported a net loss of $11.7 million on $29.4
million of total revenue for the year ended Feb. 28, 2015, compared
with a net loss of $778,000 on $29.3 million of total revenue for
the year ended Feb. 28, 2014.
As of Aug. 31, 2015, the Company had $35.89 million in total
assets, $32.2 million in total liabilities, $2.66 million in equity
attributable to shareholders of the Company and $1.02 million in
equity attributable to non-controlling interest.
QUIKSILVER INC: UST Says Exculpation Provision Non-Compliant
------------------------------------------------------------
BankruptcyData reported that the U.S. Trustee assigned to the
Quiksilver case filed with the U.S. Bankruptcy Court an objection
to Debtors' Second Amended Joint Plan of Reorganization.
The objection explains, "The Plan's exculpation provision does not
comply with the applicable case law, as it covers numerous entities
that are not estate fiduciaries in the cases. The only parties
eligible for exculpation in the cases are the Debtors, the Debtors'
officers and directors serving during the Chapter 11 cases in their
capacity as such, the Committee, and their respective attorneys,
financial advisors and other professionals...All other entities,
including without limitation the Backstop Parties, the Plan
Sponsor, the DIP Lenders, the DIP Agents, the Secured Notes Agent,
well as each such entity's entourage of officers, directors,
affiliates, etc., well as their respective professionals, are not
estate fiduciaries and must not be exculpated.
Those parties should instead be stricken from the Plan's definition
of Exculpated Parties. The U.S. Trustee has been advised that
certain Non-Fiduciaries insist on being included in the list of
Exculpated parties in order to preserve the exculpation offered by
Bankruptcy Code Section 1125(e). However, the definition of
Exculpated Claim in Plan Article IB, Section 1.82 is far broader
than the relatively narrow safe harbor offered by Section
1125(e)."
About Quiksilver Inc.
Quiksilver, Inc., and its affiliates filed Chapter 11 bankruptcy
petitions (Bankr. D. Del., Case Nos. 15-11880 to 15-11890) on
Sept. 9, 2015. Andrew Bruenjes signed the petition as chief
financial officer. The Debtors disclosed total assets of $337
million and total debts of $826 million.
Skadden, Arps, Slate, Meagher & Flom LLP is serving as the
Debtors' legal advisor, FTI Consulting, Inc. as their
restructuring advisor, and Peter J. Solomon Company as their
investment banker. Kurtzman Carson Consultants LLC acts as the
Debtors' claims and noticing agent.
The Debtors' First Amended Joint Chapter 11 Plan of Reorganization
provides that on the effective date, Reorganized Quiksilver will
issue new common stock to be distributed as follows: (a) first,
19%
to holders of Allowed Secured Notes Claims; (b) second, up to 77%
to Rights Offering Participants; and (c) third, 4% to the Backstop
Parties. As of the Effective Date, the anticipated value of the
New Quiksilver Common Stock will be approximately $276 million.
The U.S. trustee overseeing the Chapter 11 cases of Quiksilver
Inc. and its affiliates appointed seven members to the official
committee of unsecured creditors. The Committee tapped Akin Gump
Strauss Hauer & Feld LLP, and Pepper Hamilton LLP as its
co-counsel as co-counsel; Province Inc. as its financial advisor
and PJT Partners Inc. as investment banker.
RAAM GLOBAL: Court Confirms 2nd Amended Plan of Liquidation
-----------------------------------------------------------
BankruptcyData reported that the U.S. Bankruptcy Court confirmed
RAAM Global Energy Company's Second Amended Joint Plan of
Liquidation.
According to documents filed with the Court, the Plan provides for
the following recoveries: Holders of Class 2: First Lien Credit
Agreement Claims will receive their pro rata share of, (a) if
Highbridge (and its affiliates) is the purchaser, (1) the
consideration provided in the purchase agreement, (2) the payment
of amounts necessary to satisfy the allowed first lien credit
agreement claims in cash from the liquidating trust assets
(excluding any funds held in the sale escrow), if any, and (3) the
payment of its share of litigation recoveries or (b) if Highbridge
(and its affiliates) is not the purchaser, payment in full in cash
from the sale proceeds. H olders of Class 3B: Senior Secured Notes
Deficiency Claims will receive their will receive their pro rata
share of payment in cash, if any, from the liquidating trust assets
to be shared on a pro rata basis with holders of allowed ace
claims, allowed general unsecured trade claims and allowed general
unsecured non-trade claims not otherwise satisfied under the Plan.
Holders of Class 6: General Unsecured Non-Trade Claims will receive
their pro rata share of (a) the general unsecured trade claims'
settlement distribution in cash from the sale escrow or sale
proceeds and (b) any additional amounts, if any, recovered from the
liquidating trust assets to be shared on a pro rata basis with
holders of allowed senior secured notes deficiency claims. Ace
claims and allowed ace claims and allowed general unsecured
non-trade claims not otherwise satisfied under the Plan.
About RAAM Global
RAAM Global Energy Company, Century Exploration New Orleans, LLC,
Century Exploration Houston, LLC, and Century Exploration
Resources, LLC filed Chapter 11 bankruptcy petitions (Bankr. S.D.
Tex. Lead Case No. 15-35615) on Oct. 26, 2015. The petitions were
signed by James R. Latimer as chief restructuring officer.
RAAM Global is an independent oil and natural gas exploration and
production company engaged in the exploration, development,
production, exploitation, and acquisition of oil and natural gas
properties.
The Debtors estimated assets of more than $50 million and
liabilities in the range of $100 million to $500 million.
The Debtors listed unsecured trade and vendor claims in the
aggregate amount of $3.3 million.
REICHHOLD HOLDINGS: Wants $10K Sale of Ferndale Property Approved
-----------------------------------------------------------------
Reichhold Holdings US, Inc., and its affiliated debtors ask the
U.S. Bankruptcy Court for the District of Delaware to approve the
sale of non-residential real property located at 3101 Bermuda,
Ferndale, Michigan ("Property") to Five Star Store It Ferndale LLC
for $10,000, free and clear of all liens, claims and encumbrances.
The Debtors contend that sound business reasons exist for the sale.
The Debtors further contended that they have determined that,
after analyzing the viable options for their business, a plan to
exit bankruptcy as a stand-alone going concern business was not a
likely option and accordingly, the Debtors sold all their operating
assets to Reichhold, LLC. The Debtors tell the Court that
following that sale, the Debtors further explored how best to
proceed with selling the Property and their other remaining assets,
and retained Hilco Real Estate, LLC ("HRE") as their real estate
consultant to market their surplus properties for sale. The
Debtors further tell the Court that the Property is not used in the
operation of the Debtors' business. The Debtors believe that
selling the Property to Five Star through a private sale is
justified and appropriate.
The Debtors' Motion is scheduled for hearing on Feb. 4, 2016, at
11:30 a.m. The deadline for the filing of objections to the Motion
is set on Jan. 28, 2016 at 4:00 p.m.
Reichhold Holdings US, Inc., and its affiliated debtors are
represented by:
Norman L. Pernick, Esq.
Marion M. Quirk, Esq.
David W. Giattino, Esq.
COLE SCHOTZ P.C.
500 Delaware Avenue, Suite 1410
Wilmington, DE 19801
Telephone: (302)652-3131
Facsimile: (302)652-3117
E-mail: npernick@coleschotz.com
mquirk@coleschotz.com
dgiattino@coleschotz.com
- and -
Gerald H. Gline, Esq.
Kenneth L. Baum, Esq.
COLE SCHOTZ P.C.
25 Main Street
Hackensack, NJ 07602-0800
Telephone: (201)489-3000
Facsimile: (201)489-1536
E-mail: ggline@coleschotz.com
kbaum@coleschotz.com
About Reichhold Holdings
Founded in 1927, Reichhold, with its world headquarters and
technology center in Durham, North Carolina, is one of the world's
largest manufacturer of unsaturated polyester resins and a leading
supplier of coating resins for the industrial, transportation,
building and construction, marine, consumer and graphic arts
markets. Reichhold -- http://www.Reichhold.com/-- has
manufacturing operations throughout North America, Latin America,
the Middle East, Europe and Asia.
As of June 30, 2014, the Reichhold companies had consolidated
assets of $538 million and liabilities of $631 million.
Reichhold Holdings US, Inc., Reichhold, Inc., and two U.S.
affiliates sought Chapter 11 protection (Bankr. D. Del. Lead Case
No. 14-12237) on Sept. 30, 2014.
Cole, Schotz, Meisel, Forman & Leonard, P.A. (legal advisor) and
CDG Group LLC (financial advisor) are representing Reichhold, Inc.
Latham & Watkins LLP (legal advisor) and Moelis & Company
(investment banker) are serving Reichhold Industries, Inc.
Logan & Company is the company's claims and noticing agent.
The cases are assigned to Judge Mary F. Walrath.
The U.S. Trustee for Region 3 appointed seven creditors of
Reichhold Holdings US, Inc., to serve on the official committee of
unsecured creditors.
On April 2, 2015, Reichhold disclosed that the purchase of most of
the assets of the U.S. business was completed. This transaction,
approved by the Delaware Bankruptcy Court on January 12, 2015,
allows Reichhold's U.S. businesses to successfully emerge from
bankruptcy and re-join the rest of the global Reichhold
organization. Concurrent with this purchase, Reichhold completed
a
debt-for-equity exchange with a group of investors led by Black
Diamond Capital Management LLC and including J.P. Morgan Investment
Management, Inc., Third Avenue Management LLC, and Simplon Partners
LP.
On April 1, 2015, the U.S. Trustee named three non-union retirees
of Debtors to serve as the official Non-Union Retiree Committee.
Each of the Retiree Committee members is receiving retiree welfare
benefits from one or more of the Debtors. The Retiree Committee
tapped the law firm of Stahl Cowen Crowley Addis LLC as its
counsel.
RELATIVITY FASHION: Wants Claims Allowed for Voting Purposes
------------------------------------------------------------
Relativity Fashion, LLC, and its affiliated debtors ask the
Bankruptcy Court to allow certain disputed claims solely for the
purpose of voting to accept or reject the Amended Plan of
Reorganization.
The Solicitation Procedures Order provides, among others, that "if
a Claim for which a proof of Claim has been timely filed is
asserted as wholly contingent, unliquidated or disputed and/or does
not otherwise specify a fixed or liquidated amount, such Claim will
be temporarily allowed for voting purposes in the amount of $1.00."
The Solicitation Procedures Order also provides that the Debtors
may seek the estimation and/or challenge the classification of any
claim for voting purposes pursuant to Rule 3018 of the Bankruptcy
Rules, which expressly permits estimation of claims for plan voting
purposes, and provides that "notwithstanding an objection to a
claim or interest, the court after notice and hearing may
temporarily allow a claim or interest in an amount which the court
deems proper for the purpose of accepting or rejecting a plan."
According to the Debtors, the temporary allowance of claims for
voting purposes is without prejudice to the rights of the Debtors
and other parties in interest in any other context, including the
right to contest the amount, validity or classification of any
claim for purposes of allowance and/or distribution under the
Plan.
Estimation of a claim for plan voting purposes is not a binding
legal determination as to the ultimate validity of the amount of a
claim, nor a binding determination of a cause of action before a
non-bankruptcy court, the Debtors assert. The Debtors say that
their goal in reviewing proofs of claim in connection with
soliciting the Plan is to ensure that the holders of claims
entitled to vote to accept or reject the Plan are afforded a fair
opportunity to do so.
Absent the relief requested in the Motion, all creditors will
potentially be adversely affected by these claimants voting in a
disproportionate amount, the Debtors tell the Court.
The Debtors relate that they anticipate emerging from Chapter 11 as
expeditiously as possible following confirmation by the Court of
the Plan in a hearing scheduled for February 1, 2016.
Relativity Fashion, LLC is represented by:
Craig A. Wolfe, Esq.
Malani J. Cademartori, Esq.
Blanka K. Wolfe, Esq.
SHEPPARD MULLIN RICHTER & HAMPTON LLP
30 Rockefeller Plaza
New York, New York 10112
Telephone: (212) 653-8700
Facsimile: (212) 653-8701
E-mail: cwolfe@sheppardmullin.com
mcademartori@sheppardmullin.com
bwolfe@sheppardmullin.com
-- and --
Richard L. Wynne, Esq.
Bennett L. Spiegel, Esq.
Lori Sinanyan, Esq.
JONES DAY
222 East 41st Street
New York, NY 10017
Telephone: (212) 326-3939
Facsimile: (212) 755-7306
E-mail: rlwynne@jonesday.com
blspiegel@jonesday.com
lsinanyan@jonesday.com
About Relativity
Relativity -- http://relativitymedia.com/-- is a next-generation
global media company engaged in multiple aspects of content
production and distribution, including movies, television, sports,
digital and music. More than just a collection of
entertainment-related businesses, Relativity is a content engine
with the ability to leverage each of these business units,
independently and together, to create content across all mediums,
giving consumers what they want, when they want it.
Relativity Studios, the Company's largest division, has produced,
distributed or structured financing for more than 200 motion
pictures, generating more than $17 billion in worldwide box-office
revenue and earning 60 Oscar nominations. Relativity's films
include Oculus, Safe Haven, Act of Valor, Immortals, Limitless, and
The Fighter.
Relativity Media LLC and its affiliates, including Relativity
Fashion, LLC, sought protection under Chapter 11 of the Bankruptcy
Code on July 30, 2015 (Bankr. S.D.N.Y., Case No. 15-11989). The
case is assigned to Judge Michael E. Wiles.
The Debtors are represented by Craig A. Wolfe, Esq., Malani J.
Cademartori, Esq., and Blanka K. Wolfe, Esq., at Sheppard Mullin
Richter & Hampton LLP, in New York; and Richard L. Wynne, Esq.,
Bennett L. Spiegel, Esq., and Lori Sinanyan, Esq., at Jones Day, in
New York.
Brian Kushner of FTI Consulting, Inc., serves as chief
restructuring officer and crisis and turnaround manager. Luke
Schaeffer of FTI Consulting, Inc., serves as deputy CRO.
Blackstone Advisory Partners L.P. serves as the Debtors' investment
banker. The team is led by Timothy Coleman, Senior Managing
Director, CJ Brown, Senior Managing Director, Paul Sheaffer, Vice
President, and Joseph Goldschmid, Associate.
The Debtors' noticing and claims agent is Donlin, Recano & Company,
Inc.
* * *
An investor group composed of Anchorage Capital Group, L.L.C.,
Falcon Investment Advisors, LLC and Luxor Capital Group, LP on Oct.
21, 2015, completed its purchase of the assets of Relativity
Television.
After selling their TV business, the Debtors and CEO Ryan C.
Kavanaughfiled a proposed plan of reorganization that will allow
the Debtors to reorganize their non-TV business units with a
substantially de-levered balance sheet utilizing new equity
investments and new financing. Jim Cantelupe, of Summit Trail
Advisors, LLC, has committed to work with the Debtors to raise up
to $100 million of new equity to fund the Plan.
ROSETTA GENOMICS: Empery Asset, et al., Own 4.8% of Ordinary Shares
-------------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Empery Asset Management, LP, Ryan M. Lane and Martin D.
Hoe disclosed that as of Dec. 31, 2015, they beneficially own
386,136 Ordinary Shares and 515,625 Ordinary Shares issuable upon
exercise of Warrants of Rosetta Genomics Ltd. representing 4.82
percent of the shares outstanding. A copy of the regulatory filing
is available for free at http://is.gd/yvmNCs
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: Formal Mediation Sessions to Commence on Jan. 26
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorized the Hon. Allan L. Gropper (Ret.) to serve as a mediator
in the Chapter 11 cases of Sabine Oil & Gas Corporation, et al.
The mediator will mediate any issues, concerning, among other
things, the terms of a plan of reorganization for the Debtors,
including these disputes:
(a) claims and causes of action raised in the Proposed
Complaints, the UCC Standing Motions, the Trustee/Noteholder
Participant Joinders, the Forest Notes Indenture Trustees' Standing
Motion, the Forest Notes Indenture Trustees' Proposed Complaint,
and the Independent Committee's Reports; and
(b) any other issues, including Plan confirmation issues, as
determined by the Mediator or as further directed by the Court.
The initial meeting was set for Jan. 6, 2016. Formal mediation
sessions will commence on Jan. 26, at 10:00 a.m. The mediator may
schedule additional mediation sessions as necessary.
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.
SAITO BROTHERS: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Saito Brothers Inc.
dba Atlas Cities of Commerce
1087 Olds Ferry Rd.
PO Box 728
Weiser, ID 83672
Case No.: 16-00064
Chapter 11 Petition Date: January 21, 2016
Court: United States Bankruptcy Court
District of Idaho (Boise)
Debtor's Counsel: John Michael Karass, Esq.
JOHN M. KARASS, ESQ., PLLC
6126 W. State St., Ste. 513
Boise, ID 83703
Tel: 208-412-3581
Email: john@jmkesq.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Alan Saito, president of Saito Brothers
Inc.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
SAMSON RESOURCES: Court OKs Deloitte as Tax Services Provider
-------------------------------------------------------------
Samson Resources Corporation, et al., sought and obtained
authorization from the U.S. Bankruptcy Court for the District of
Delaware to employ Deloitte Tax LLP as tax services provider, nunc
pro tunc to the September 16, 2015 petition date.
The Debtors require Deloitte Tax to:
(a) advise the Debtors as they consult with counsel and
financial advisors on the cash tax effects of
restructuring, bankruptcy, and the post-restructuring
tax profile, including plan of reorganization tax costs;
(b) advise the Debtors regarding the restructuring and
bankruptcy emergence process from a tax perspective,
including the tax work plan;
(c) advise the Debtors on the cancellation of debt income for
tax purposes under Internal Revenue Code section 108;
(d) advise the Debtors on post-bankruptcy tax attributes
available under the applicable tax regulations and the
reduction of such attributes based on the Debtors'
operating projections, including a technical analysis
of the effects of Treasury Regulation Section 1.1502-28 and
the interplay with IRC sections 108 and 1017;
(e) advise the Debtors on the potential effect of the
alternative minimum tax in various post-emergence
scenarios;
(f) advise the Debtors on the effects of tax rules under IRC
sections 382(l)(5) and (l)(6) pertaining to the post-
bankruptcy net operating loss carryovers and limitations on
their utilization and the Debtors' ability to qualify for
IRC section 382(l)(5);
(g) advise the Debtors on net built-in gain or net built-in
loss position at the time of "ownership change", including
limitations on use of tax losses generated from post-
restructuring or postbankruptcy asset or stock sales;
(h) advise the Debtors as to the treatment of post-petition
interest for state and federal income tax purposes;
(i) advise the Debtors as to the state and federal income tax
treatment of pre-petition and post-petition reorganization
costs including restructuring-related professional fees and
other costs, the categorization and analysis of such costs,
and the technical positions related thereto;
(j) advise the Debtors in their evaluation and modeling of the
tax effects of liquidating, disposing of assets, merging,
or converting entities as part of the restructuring,
including the effects on federal and state tax attributes,
state incentives, apportionment, and other tax planning;
(k) advise the Debtors on state income tax treatment and
planning for restructuring or bankruptcy provisions in
various jurisdictions including cancellation of
indebtedness calculation, adjustments to tax attributes,
and limitations on tax attribute utilization;
(l) advise the Debtors on responding to tax notices and audits
from various taxing authorities;
(m) assist the Debtors with identifying potential tax refunds
and advising the Debtors on procedures for tax refunds from
tax authorities;
(n) advise the Debtors on income tax return reporting of
bankruptcy issues and related matters;
(o) advise the Debtors in their review and analysis of the tax
treatment of items adjusted for financial reporting
purposes as a result of "fresh start" accounting as
required for the emergence date of the U.S. financial
statements in an effort to identify the appropriate tax
treatment of adjustments to equity, and other tax basis
adjustments to assets and liabilities recorded;
(p) assist in documenting as appropriate, the tax analysis,
development of the Debtors' opinions, recommendation,
observations, and correspondence for any proposed
restructuring alternative tax issue or other tax matter
described above;
(q) advise the Debtors regarding other state or federal tax
questions that may arise in the course of this engagement,
as requested by the Debtors, and as may be agreed to by
Deloitte Tax; and
(r) advise the Debtors in their efforts to calculate tax basis
in the stock in each of the Debtors' subsidiaries or other
entity interests.
Deloitte Tax will be paid at these hourly rates:
Specialist Partner/
Principal/Director $850
Partner/Principal/Director $750
Senior Manager $615
Manager $525
Senior $395
Staff $265
Deloitte Tax will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The Debtors paid Deloitte Tax approximately $526,000, including
certain retainers, in the 90 days prior to the Petition Date, and
certain of the Deloitte Tax invoiced amounts have been applied
against such retainers. As of the Petition Date, approximately
$44,000 of the retainers remained outstanding.
Jackie Albright, partner of Deloitte Tax, 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.
Deloitte Tax can be reached at:
Jackie Albright
DELOITTE TAX LLP
1111 Bagby Street, Suite 4500
Houston, TX 770022-2591
Tel: (713) 982-4069
Fax: (713) 982-2001
About Samson Resources
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015.
Philip W. Cook signed the petition as executive vice president and
chief financial officer. The Debtors estimated assets and
liabilities of more than $1 billion.
Samson is an onshore oil and gas exploration and production company
with interests in various oil and gas leases primarily located in
Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming.
The Operating Companies operate, or have royalty or working
interests in, approximately 8,700 oil and gas production sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors' investment
banker. Garden City Group, LLC serves as claims and noticing agent
to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.
SAMSON RESOURCES: Farnan LLP Okayed as Committee's Local Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of Samson Resources
Corporation, et al., sought and obtained authorization from the
Hon. Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware to retain Farnan LLP as Delaware counsel to
the Committee, nunc pro tunc to September 30, 2015.
The Committee requires Farnan LLP to:
(a) assist, advise, and represent the Committee in its
consultations with the Debtors regarding the administration
of these cases;
(b) assist, advise, and represent the Committee with respect
to the Debtors' retention of professionals and advisors
with respect to the Debtors' business and these cases;
(c) assist, advise, and represent the Committee in analyzing
the Debtors' assets and liabilities, investigating the
extent and validity of liens and participating in and
reviewing the proposed asset sales, any asset dispositions,
financing arrangements, and cash collateral stipulations or
proceedings;
(d) assist, advise, and represent the Committee in any manner
relevant to reviewing and determining the Debtors' rights
and obligations under leases and other executory contracts;
(e) assist, advise, and represent the Committee in
investigating the acts, conduct, assets, liabilities and
financial condition of the Debtors, the Debtors'
operations, and the desirability of the continuance of any
portion of those operations, and any other matters relevant
to the cases or to the formulation of a plan;
(f) assist, advise and represent the Committee in connection
with the proposed sale of the Debtors' assets;
(g) assist, advise, and represent the Committee in its
participation in the negotiation, formulation, or objection
to any plan of liquidation or reorganization;
(h) assist, advise, and represent the Committee in
understanding its powers and its duties under the
Bankruptcy Code and the Bankruptcy Rules and in performing
other services as are in the interests of those represented
by the Committee;
(i) assist and advise the Committee in analyzing the claims of
the Debtors' secured and unsecured creditors and in
negotiating and communicating with such creditors regarding
significant matters in these cases;
(j) assist and advise the Committee in protecting, preserving
and maximizing the value of the Debtors' estates;
(k) assist, advise, and represent the Committee in the
evaluation of claims and on any litigation matters,
including avoidance actions;
(l) assist, advise and represent the Committee at all hearings
and other proceedings;
(m) review and analyze applications, orders, statement of
operations, and schedules filed with the Court and advise
the Committee with respect thereto;
(n) prepare pleadings and applications as may be necessary in
furtherance of the Committee's interests and objectives;
and
(o) provide such other services to the Committee as may be
necessary in these cases.
Farnan LLP will be paid at these hourly rates:
Joseph J. Farnan, Jr. $850
Joseph J. Farnan, III $550
Rosemary Piergiovanni $525
Michael J. Farnan $450
Paralegals $190
Farnan LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Michael J. Farnan, attorney at Farnan LLP, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtors and their estates.
Farnan LLP provides the responses listed below as a courtesy to
comply with the Appendix B Guidelines for Reviewing Applications
for Compensation and Reimbursement of Expenses Filed Under United
States Code by Attorneys in Larger Chapter 11 Cases:
-- Farnan did not represent the client in the 12 month period
prepetition. The billing rates for Farnan are disclosed in
the Application and are subject to periodic adjustment in
accordance with the firm's practice.
-- The Committee and Farnan expect to develop a prospective
budget to comply with the United States Trustee's requests
for information and additional disclosures, recognizing that
in the course of these large chapter 11 cases, there may be
unforeseeable fees and expenses that will need to be
addressed by the Committee and Farnan.
Farnan LLP can be reached at:
Michael J. Farnan, Esq.
FARNAN LLP
919 North Market St., 12th Floor
Wilmington, DE 19801
Tel: (302) 777-0300
Fax: (302) 777-0301
E-mail: farnan@farnanlaw.com
About Samson Resources
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015.
Philip W. Cook signed the petition as executive vice president and
chief financial officer. The Debtors estimated assets and
liabilities of more than $1 billion.
Samson is an onshore oil and gas exploration and production company
with interests in various oil and gas leases primarily located in
Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming.
The Operating Companies operate, or have royalty or working
interests in, approximately 8,700 oil and gas production sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors' investment
banker. Garden City Group, LLC serves as claims and noticing agent
to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.
SAMSON RESOURCES: White & Case Approved as Committee Counsel
------------------------------------------------------------
The Official Committee of Unsecured Creditors of Samson Resources
Corporation, et al., sought and obtained authorization from the
U.S. Bankruptcy Court for the District of Delaware to retain White
& Case LLP as counsel, nunc pro tunc to September 30, 2015.
The Committee requires White & Case to:
(a) advise the Committee regarding its rights, powers, and
duties under the Bankruptcy Code and in connection with the
Chapter 11 Cases;
(b) assist and advise the Committee in its consultations and
negotiations with the Debtors concerning the administration
of the Chapter 11 Cases;
(c) assist and advise the Committee in its examination,
investigation, and analysis of the acts, conduct, assets,
liabilities, and financial condition of the Debtors,
including without limitation, reviewing and investigating
prepetition transactions, the operation of the Debtors'
business, and the desirability of the continuance of such
business;
(d) assist the Committee in the formulation, review, analysis,
and negotiation of any chapter 11 plans that have been or
may be filed and assist the Committee in the formulation,
review, analysis, and negotiation of the disclosure
statement accompanying any chapter 11 plans;
(e) take all necessary action to protect and preserve the
interests of the Committee and creditors holding general
unsecured claims against the Debtors' estates, including
(i) the investigation and possible prosecution of actions
enhancing the Debtors' estates, and (ii) review and
analysis of claims filed against the Debtors' estates;
(f) review and analyze motions, applications, orders,
statements of operations, and schedules filed with the
Bankruptcy Court and advise the Committee as to their
propriety;
(g) prepare on behalf of the Committee all necessary pleadings,
applications, memoranda, orders, reports, and other papers,
including, if applicable, any request for appointment of a
trustee or examiner under section 1104 of the Bankruptcy
Code, in support of positions taken by the Committee;
(h) represent the Committee at court hearings, statutory
meetings of creditors, and proceedings;
(i) assist the Committee in the review, analysis, and
negotiation of any financing agreements;
(j) assist and advise the Committee as to its communications
with its constituents regarding significant matters in
these Chapter 11 Cases, including but not limited to,
communications required under section 1102(b)(3) of the
Bankruptcy Code; and
(k) perform such other legal services as required or otherwise
deemed to be in the interests of the Committee in
connection with these Chapter 11 Cases.
White & Case will be paid at these hourly rates:
Thomas E Lauria, partner $1,250
Glenn M. Kurtz, partner $1,145
J. Christopher Shore, partner $1,145
Claudine Columbres, partner $910
Michele J. Meises, counsel $830
Thomas MacWright, associate $810
Lauren Fujiu-Berger, associate $810
Andrew Zatz, associate $810
Ian Silverbrand, associate $800
Isaac Glassman, associate $750
Jason Goldstein, associate $730
Laura L. Femino, associate $440
Warren Klinger, associate $440
Rashida Adams, associate $440
Hannah Lee, paralegal $240
White & Case will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Glenn M. Kurtz, partner of White & Case, assured the Court that the
firm is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
The following are provided in response to the request for
additional information set forth in paragraph D.1 of the US Trustee
Guidelines for Reviewing Applications for Compensation and
Reimbursement of Expenses Filed Under 11 U.S.C. Section 330 by
Attorneys in Larger Chapter 11 Cases:
-- White & Case did not agree to any variations from, or
alternatives to, its standard or customary billing
arrangements for this engagement.
-- None of the professionals included in this engagement vary
their rate based on the geographic location of the bankruptcy
case.
-- White & Case did not represent the Committee in the 12 months
prepetition.
-- White & Case has in the past represented, currently
represents, and may represent in the future certain Committee
members and/or their affiliates in their capacities as
members of official committees or creditors in other chapter
11 cases.
-- The Committee and White & Case expect to develop a
prospective budget and staffing plan to comply with the U.S.
Trustee's requests for information and additional
disclosures, recognizing that in the course of these large
Chapter 11 Cases, there may be unforeseeable fees and
expenses that will need to be addressed by the Committee and
White & Case.
White & Case can be reached at:
Glenn M. Kurtz, Esq.
WHITE & CASE LLP
1155 Avenue of the Americas
New York, NY 10036
Tel: (212) 819-8200
Fax: (212) 354-8113
E-mail: gkurtz@whitecase.com
About Samson Resources
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015.
Philip W. Cook signed the petition as executive vice president and
chief financial officer. The Debtors estimated assets and
liabilities of more than $1 billion.
Samson is an onshore oil and gas exploration and production company
with interests in various oil and gas leases primarily located in
Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming.
The Operating Companies operate, or have royalty or working
interests in, approximately 8,700 oil and gas production sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors' investment
banker. Garden City Group, LLC serves as claims and noticing agent
to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors.
SPANISH BROADCASTING: Bluestone Fin'l Owns 8% of Class A Shares
---------------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Bluestone Financial Ltd. disclosed that as of Jan. 19,
2016, it beneficially owns 340,618 shares of Class A Class A Common
Stock of Spanish Broadcasting Systems, Inc., representing 8.174
percent of the shares outstanding. A copy of the regulatory filing
is available for free at http://is.gd/8OsPar
About Spanish Broadcasting
Headquartered in Coconut Grove, Florida, Spanish Broadcasting
operates 21 radio stations targeting the Hispanic audience. The
Company also owns and operates Mega TV, a television operation
with over-the-air, cable and satellite distribution and affiliates
throughout the U.S. and Puerto Rico. Its revenue for the twelve
months ended Sept. 30, 2010, was approximately $140 million.
Spanish Broadcasting reported a net loss of $20.0 million on $146
million of net revenue for the year ended Dec. 31, 2014, compared
with a net loss of $88.6 million on $154 million of net revenue in
2013.
As of Sept. 30, 2015, the Company had $457 million in total assets,
$551 million in total liabilities and a total stockholders' deficit
of $94 million.
* * *
In November 2010, Moody's Investors Service upgraded the corporate
family and probability of default ratings for Spanish Broadcasting
System, Inc., to 'Caa1' from 'Caa3' based on improved free cash
flow prospects due to better than anticipated cost cutting and the
expiration of an unprofitable interest rate swap agreement.
Moody's said Spanish Broadcasting's 'Caa1' corporate family rating
incorporates its weak capital structure, operational pressure in
the still cyclically weak economic climate, generally narrow
growth prospects (though Spanish language is the strongest growth
prospect) given the maturity and competitive pressures in the
radio industry, and the June 2012 maturity of its term loan
magnify this challenge.
In July 2010, Standard & Poor's Ratings Services raised its
corporate credit rating on Miami, Fla.-based Spanish Broadcasting
System Inc. to 'B-' from 'CCC+', based on continued improvement in
the company's liquidity position. The rating outlook is stable.
"The rating action reflects S&P's expectation that, despite very
high leverage, SBS will have adequate liquidity over the
intermediate term to meet debt maturities, potential swap
settlements, and operating needs until its term loan matures on
June 11, 2012," said Standard & Poor's credit analyst Michael
Altberg.
SPI ENERGY: Appoints New Independent Director
---------------------------------------------
SPI Energy Co., Ltd., announced that Mr. Charles Sheung Wai Chan
has been appointed as a new independent director, effective Jan.
19, 2016.
The Board of Directors also elected the members of its newly
established Board Committees. Charles Sheung Wai Chan was elected
as chairman and Jeffrey Yunan Ren and Lang Zhou as members of the
Audit Committee. Xiaofeng Peng was elected as chairman and Charles
Sheung Wai Chan and Jeffrey Yunan Ren as members of the
Compensation Committee. Xiaofeng Peng was elected as chairman and
Jeffrey Yunan Ren and Lang Zhou as members of the Nominating and
Corporate Governance Committee.
"We are pleased to welcome Mr. Chan to our Board of Directors, a
highly seasoned finance, audit and capital markets veteran with
extensive board level experience," said Xiaofeng Peng, Chairman of
SPI Energy. "The appointment of Mr. Chan and the establishment of
the Board Committees reflects our strong commitment to corporate
governance as we commence trading on the Nasdaq Global Select
Market."
Mr. Chan joined Arthur Andersen Canada in 1977 and was admitted to
the AA Worldwide Partnership in 1988. Transferred to Arthur
Andersen Hong Kong/China in 1994, Mr. Chan was Head of Audit and
Business Advisory Service for Greater China. After Arthur Andersen
merged with PricewaterhouseCoopers, or PwC, in 2002, Mr. Chan
assumed management positions at PwC, including as a partner and as
a member of various committees. He has served as a member of
professional, government and regulatory committees, including the
Hong Kong Stock Exchange Listing Committee, the Selection Committee
for the first Legislative Council of the Hong Kong SAR and the Hong
Kong Society of Certified Public Accountants. For the Hong Kong
Society of Certified Public Accountants, he served as a member of
its council, accounting standards committee and auditing standards
committee, and was chairman of its China technical committee. Mr.
Chan retired from PwC on June 30, 2012.
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors. SPI Energy focuses on the downstream PV market including
the development, financing, installation, operation and sale of
utility-scale and residential solar power projects in China, Japan,
Europe and North America. The Company operates an innovative online
energy e-commerce and investment platform, www.solarbao.com, which
enables individual and institutional investors to purchase
innovative PV-based investment and other products; as well as
www.solartao.com, a B2B e-commerce platform offering a range of PV
products for both upstream and downstream suppliers and customers.
The Company has its operating headquarters in Shanghai and
maintains global operations in Asia, Europe, North America and
Australia.
Solar Power reported a net loss of $5.19 million in 2014, a net
loss of $32.2 million in 2013 and a net loss of $25.4 million in
2012.
As of Sept. 30, 2015, the Company had $727 million in total assets,
$431 million in total liabilities and $296 million in total equity.
SPI ENERGY: Rings the Nasdaq Opening Bell
-----------------------------------------
SPI Energy Co., Ltd., began trading on Jan. 19, 2016, on the Nasdaq
Global Select Market under the ticker symbol "SPI". Chairman
Xiaofeng Peng, accompanied by members of SPI Energy's leadership
team, joined with employees, partners and investors to ring the
opening bell at Nasdaq MarketSite in New York City to mark the
occasion.
SPI Energy was founded in California in 2006 as a PV solution
provider specializing in solar power projects. It now maintains
global operations in five major markets including North America,
Europe, China, Japan and Australia. In January 2015, SPI Energy
moved its operating headquarters to Shanghai and began its
transition to a green energy Internet company with the launch of
Solarbao.com, an innovative e-commerce and investment platform. SPI
Energy's mission is to connect people to create a greener world.
"We are excited to celebrate this milestone with our employees,
partners and investors as we embark on our next chapter together,"
said Xiaofeng Peng, chairman of SPI Energy. "Solarbao.com is
transforming the way people participate in the green economy and is
helping to resolve environmental and air quality issues in China.
It is creating a closed-loop solar energy ecosystem from power
generation and power storage to power efficiency management in a
way that has never been done before."
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors. SPI Energy focuses on the downstream PV market including
the development, financing, installation, operation and sale of
utility-scale and residential solar power projects in China, Japan,
Europe and North America. The Company operates an innovative online
energy e-commerce and investment platform, www.solarbao.com, which
enables individual and institutional investors to purchase
innovative PV-based investment and other products; as well as
www.solartao.com, a B2B e-commerce platform offering a range of PV
products for both upstream and downstream suppliers and customers.
The Company has its operating headquarters in Shanghai and
maintains global operations in Asia, Europe, North America and
Australia.
Solar Power reported a net loss of $5.19 million in 2014, a net
loss of $32.2 million in 2013 and a net loss of $25.4 million in
2012.
As of Sept. 30, 2015, the Company had $727 million in total assets,
$431 million in total liabilities and $296 million in total equity.
STELLAR BIOTECHNOLOGIES: To Form Joint Venture With Neovacs
-----------------------------------------------------------
Stellar Biotechnologies, Inc., and Neovacs S.A. announced they have
entered into a term sheet to form a joint venture for the
manufacture of conjugated therapeutic vaccines using Stellar's
proprietary Keyhole Limpet Hemocyanin (KLH). The purpose of the
proposed Joint Venture is to produce Neovacs' Kinoid product
candidates, including IFNa-Kinoid, as well as potentially
manufacture other KLH-based immunotherapies on behalf of third
party customers.
The parties intend to negotiate the terms of one or more definitive
agreements related to the organization, ownership allocation, and
supply and services for the Joint Venture. The parties anticipate
that the Joint Venture will be owned initially 70% by Neovacs, with
Stellar holding the remaining 30% interest. There can be no
assurance that the Joint Venture will be consummated or, if
consummated, will achieve the expected results.
Stellar is a leader in the sustainable manufacture of KLH, a
carrier protein used for its immune-stimulating properties in the
production of active immunotherapies (also known as conjugated
therapeutic vaccines). KLH is a key component of Neovacs' Kinoid
technology.
Neovacs is a leader in the development of active immunotherapies
for autoimmune and inflammatory diseases. Neovacs' patented Kinoid
technology combines a targeted cytokine attached to Stellar KLH as
the immune-stimulating carrier molecule. Neovacs' lead product
candidate IFNa-Kinoid for the treatment of systemic lupus
erythematosus (lupus) is in Phase IIb clinical trials in Europe,
Latin America and Asia. A Phase IIa trial in the United States is
expected to begin in 2016. There can be no assurance that the
clinical trials will ultimately lead to commercialization of the
products.
"We look forward to working with Stellar Biotechnologies to form
this cooperative venture, as they are the leading supplier of KLH
protein based on sustainable, scalable aquaculture techniques,"
said Miguel Sieler, chief executive officer of Neovacs. "Since KLH
is a key component of IFNa-Kinoid, this venture is intended to
support Neovacs as we work toward potential market launch, as well
as bring added value in the field of KLH-Kinoid conjugate
vaccines."
Frank Oakes, president, chief executive officer, and chairman of
Stellar added, "We believe the proposed joint venture could be a
very positive development for both Stellar and Neovacs. It would
enable us to work together to ensure the successful development of
IFNa-Kinoid at scale but, importantly, we anticipate building
manufacturing infrastructure and expertise that could be offered to
other developers of conjugate vaccines looking to transition their
product candidates from clinical to commercial scale. For Stellar,
this is an example of leveraging our KLH core business to expand
our potential clinical and commercial opportunities."
About Stellar
Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations. The Company markets KLH and suKLH formulations to
customers in the United States and Europe.
KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.
Stellar Biotechnologies reported a net loss of $8.43 million for
the year ended Aug. 31, 2014, a net loss of $14.5 million for the
year ended Aug. 31, 2013, and a net loss of $5.52 million for the
year ended Aug. 31, 2012. Stellar Biotechnologies reported a net
loss of $2.84 million on $758,689 of revenues for the year ended
Sept. 30, 2015.
As of Sept. 30, 2015, the Company had $10.38 million in total
assets, $2.38 million in total liabilities and $8 million in total
shareholders' equity.
STEREOTAXIS INC: Fails to Comply with Nasdaq Listing Requirement
----------------------------------------------------------------
The Nasdaq Stock Market notified Stereotaxis, Inc., that it no
longer complies with Rule 5550(a)(2), as the bid price of the
Company's shares of common stock closed below the minimum $1.00 per
share for the 30 consecutive business days prior to the date of the
letter. In accordance with Rule 5810(c)(3)(A), the Company will be
provided 180 calendar days, or until July 18, 2016, to regain
compliance with the Minimum Bid Price Rule. The Company may regain
compliance with the Minimum Bid Price Rule if the bid price of the
Common Stock closes at $1.00 per share or more for a minimum of 10
consecutive business days at any time before
July 18, 2016.
The Nasdaq letter further states that if compliance with the
Minimum Bid Price Rule cannot be demonstrated by July 18, 2016,
and, except for the bid price requirement, the Company meets all
other initial listing standards for The Nasdaq Capital Market set
forth in Marketplace Rule 5505, then the Company may be granted an
additional 180 calendar day period in which to demonstrate
compliance with the Minimum Bid Price Rule. If the Company does
not regain compliance with the Minimum Bid Price Rule prior to July
18, 2016, and is not eligible for the additional compliance period,
then Nasdaq will notify the Company that the Common Stock will be
subject to delisting. At such time, the Company may appeal
Nasdaq's delisting determination.
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $5.20 million in 2014, a net
loss of $68.8 million in 2013 and a net loss of $9.23 million in
2012.
As of Sept. 30, 2015, the Company had $18.63 million in total
assets, $35.21 million in total liabilities and a $16.57 million
total stockholders' deficit.
Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company has incurred recurring
operating losses and has a net capital deficiency. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
TRANSGENOMIC INC: John Thompson Quits as Director
-------------------------------------------------
John D. Thompson notified Transgenomic, Inc., of his decision to
resign from the Board of Directors of the Company and each
committee of the Board that he was a member of, effective Jan. 14,
2016.
Mr. Thompson served as a member of the Audit Committee of the Board
and the Compensation Committee of the Board. Mr. Thompson resigned
from the Board for personal reasons. His resignation was not due
to any disagreement with the Company on any matter relating to the
Company's operations, policies or practices. Upon Mr. Thompson's
resignation, Mya Thomae was appointed as a member of the Audit
Committee of the Board and the Compensation Committee of the
Board.
About Transgenomic
Transgenomic, Inc. -- http://www.transgenomic.com/-- is a global
biotechnology company advancing personalized medicine in
cardiology, oncology, and inherited diseases through its
proprietary molecular technologies and world-class clinical and
research services. The Company is a global leader in cardiac
genetic testing with a family of innovative products, including
its C-GAAP test, designed to detect gene mutations which indicate
cardiac disorders, or which can lead to serious adverse events.
Transgenomic has three complementary business divisions:
Transgenomic Clinical Laboratories, which specializes in molecular
diagnostics for cardiology, oncology, neurology, and mitochondrial
disorders; Transgenomic Pharmacogenomic Services, a contract
research laboratory that specializes in supporting all phases of
pre-clinical and clinical trials for oncology drugs in
development; and Transgenomic Diagnostic Tools, which produces
equipment, reagents, and other consumables that empower clinical
and research applications in molecular testing and cytogenetics.
Transgenomic believes there is significant opportunity for
continued growth across all three businesses by leveraging their
synergistic capabilities, technologies, and expertise. The
Company actively develops and acquires new technology and other
intellectual property that strengthens its leadership in
personalized medicine.
Transgenomic reported a net loss available to common stockholders
of $15.1 million in 2014, a net loss available to common
stockholders of $16.7 million in 2013 and a net loss available to
common stockholders of $8.98 million in 2012.
As of Sept. 30, 2015, the Company had $24.5 million in total
assets, $17.7 million in total liabilities and $6.71 million in
total stockholders' equity.
Ernst & Young LLP, in Hartford, Connecticut, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company has recurring
losses from operations that raise substantial doubt about its
ability to continue as a going concern.
TREEHOUSE FOODS: Moody's Confirms Ba2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service has confirmed the Ba2 Corporate Family
Rating and Ba2-PD Probability of Default Rating of TreeHouse Foods,
Inc. and downgraded the company's senior unsecured debt rating to
Ba3 from Ba2. Moody's also affirmed the SGL-2 Speculative Grade
Liquidity rating and revised the rating outlook to negative. These
actions conclude the review for downgrade that began on November 2,
2015 after TreeHouse announced that it had agreed to purchase the
private brands business of ConAgra Foods ("ConAgra", Baa2
developing) for $2.7 billion.
Moody's also assigned a Ba3 rating to $775 million of senior
unsecured notes being offered by TreeHouse, the proceeds from which
will be used to partially fund the pending private brands
acquisition. The remaining amount of the $2.7 billion purchase
price will be funded through a $750 million common equity issuance
completed yesterday, a new $1.025 billion senior secured term loan
(not rated) and approximately $250 million of incremental
borrowings under its $900 million senior secured revolving credit
facility (not rated). The size of the equity issuance was reduced
from the $1 billion amount originally contemplated due to market
conditions; the $250 million difference was shifted to secured bank
financing.
RATINGS RATIONALE
The Ba2 Corporate Family Rating reflects significant benefits
resulting from the proposed $2.7 billion of ConAgra's private
brands business, partly offset by high execution and financial
risks. Benefits include a significant increase in scale, improved
segmental diversification, and attractive prospects for value
creation based on a purchase price that represents a significant
discount to previous net asset value. In addition, with this
acquisition TreeHouse will become by far the nation's largest
private label foods manufacturer, giving it significant clout with
its customers. These transaction benefits are partially offset by
increased financial leverage that will result and Moody's
anticipation that the integration process will be difficult given
the large size of the target business and its recent history of
operational challenges.
"The negative outlook reflects our expectation that TreeHouse will
successfully integrate ConAgra's private brands over time, but that
it could face difficulties in the near-term that could hinder its
ability to reduce leverage fast enough to hold the rating,"
commented Moody's analyst Brian Weddington.
Closing leverage as measured by debt/EBITDA will be high for the
current ratings, approaching 5x, by Moody's estimate. However,
TreeHouse plans to stabilize the acquired business and increase
combined annual free cash flow, primarily through cost reductions,
to nearly $300 million within two years from about $230 million
today on a pro forma basis. If successful, leverage would fall
comfortably below 4.0x by the end of 2017.
The senior unsecured ratings were lowered one notch below the Ba2
CFR, reflecting the subordination of $1.2 billion of senior
unsecured debt to $2.3 billion of secured debt instruments.
Moody's has taken the following rating actions on TreeHouse Foods,
Inc.:
Ratings confirmed:
Corporate Family Rating at Ba2;
Probability of Default at Ba2-PD.
Ratings downgraded:
Senior unsecured shelf to (P)Ba3 from (P)Ba2;
$400 million guaranteed senior unsecured notes due 2022 to Ba3
(LGD5) from Ba2 (LGD4).
Rating Assigned:
Proposed $775 million guaranteed senior unsecured notes due 2024 at
Ba3 (LGD5).
Rating affirmed:
Speculative Grade Liquidity Rating at SGL-2
Outlook, changed to Negative from Rating Under Review
A rating downgrade could occur if TreeHouse is unable to
successfully integrate and stabilize the to-be-acquired private
brands business. Additionally, a downgrade could occur if operating
performance deteriorates in the legacy portfolio, or financial
policy becomes more aggressive. Quantitatively, if debt/EBITDA is
not likely to be reduced to below 4.0 times EBITDA within 24
months, retained cash flow to net debt falls below 16%, or the
company's earnings cushion against bank covenants falls below 10%,
a downgrade could occur. An upgrade is unlikely in the near-term.
However, over time through the successful execution of its growth
strategy, stable operating performance and the continued balanced
use of debt and equity to finance acquisitions, an upgrade could
occur if the company is able to sustain debt/EBITDA below 3.0
times.
TreeHouse Foods, Inc. is a leading private label food manufacturer
servicing primarily the retail grocery and foodservice distribution
channels. It sells products within a wide array of food categories
including: beverages; salad dressings; snacks; beverage enhancers;
pickles; Mexican and other sauces; soup and infant feeding;
cereals; dry dinners; aseptic products; jams; and other products.
Sales for the twelve month period ended September 30, 2015 were
approximately $3.2 billion. After the acquisition of ConAgra's
private brands, TreeHouse will generate annual sales of just over
$7 billion.
TRIBUNE CO: Hedge Fund Urges Justices to Let It Fight $7BB Plan
---------------------------------------------------------------
Kurt Orzeck at Bankruptcy Law360 reported that a hedge fund is
urging the U.S. Supreme Court to let it fight Tribune Media Co.'s
$7 billion reorganization plan, arguing in a filing made public on
Jan. 15, 2016, that the justices need to review a doctrine used to
block bankruptcy plan challenges once reorganization is underway.
In a petition for writ of certiorari dated Jan. 11, Aurelius
Capital Management LP says that it and other noteholders have
strong claims for avoiding some $2.3 billion of senior debt
incurred in billionaire Sam Zell's buyout of Tribune.
About Tribune Co.
Chicago, Illinois-based Tribune Co. -- http://www.tribune.com/--
and 110 of its affiliates filed for Chapter 11 protection (Bankr.
D. Del. Lead Case No. 08-13141) on Dec. 8, 2008. The Debtors
proposed Sidley Austin LLP as their counsel; Cole, Schotz, Meisel,
Forman & Leonard, PA, as Delaware counsel; Lazard Ltd. and Alvarez
& Marsal North America LLC as financial advisors; and Epiq
Bankruptcy Solutions LLC as claims agent. As of Dec. 8, 2008, the
Debtors listed $7,604,195,000 in total assets and $12,972,541,148
in total debts. Chadbourne & Parke LLP and Landis Rath LLP served
as co-counsel to the Official Committee of Unsecured Creditors.
AlixPartners LLP served as the Committee's financial advisor.
Landis Rath Moelis & Company served as the Committee's investment
banker. Thomas G. Macauley, Esq., at Zuckerman Spaeder LLP, in
Wilmington, Delaware, represented the Committee in connection with
the lawsuit filed against former officers and shareholders for the
2007 LBO of Tribune.
Protracted negotiations and mediation efforts and numerous
proposed plans of reorganization filed by Tribune Co. and
competing creditor groups delayed Tribune's emergence from
bankruptcy. Many of the disputes among creditors center on the
2007 leveraged buyout fraudulence conveyance claims, the
resolution of which is a key issue in the bankruptcy case.
Judge Kevin J. Carey issued an order dated July 13, 2012,
overruling objections to the confirmation of Tribune Co. and its
debtor affiliates' Plan of Reorganization. In November 2012,
Tribune received approval from the Federal Communications
Commission to transfer media licenses, one of the hurdles to
implementing the reorganization plan. Aurelius Capital Management
LP failed in halting implementation of the plan pending appeal.
Tribune Co. exited Chapter 11 protection Dec. 31, 2012, ending
four years of reorganization. The reorganization allowed a group
of banks and hedge funds, including Oaktree Capital Management and
JPMorgan Chase & Co., to take over the media company.
TRUMP ENTERTAINMENT: Obtains Favorable Ruling in CBA Dispute
------------------------------------------------------------
Squire Patton Boggs disclosed that on January 15, 2016, Trump
Entertainment was handed a victory by the Third Circuit Court of
Appeals, which held that Trump Entertainment could reject the
continuing terms and conditions of a collective bargaining
agreement (CBA) that had already expired by its terms. This case
is a matter of first impression among the courts of appeal and is
likely to significantly alter the balance of power between
debtor-employers and their unions. The end result of the Trump
Entertainment decision may be that more companies with burdensome
CBAs choose to file bankruptcy in order to reduce their labor
costs.
A complete copy of the update is available at http://is.gd/oTMKa3
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.
VIGGLE INC: Robert R. Bellick, et al., Report 6% Equity Stake
-------------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Robert R. Bellick, et al., disclosed that as of Jan.
13, 2016, they beneficially own 2,048,804 shares of common stock of
Viggle Inc. representing 6 percent of the shares outstanding. A
copy of the regulatory filing is available for free at
http://is.gd/Id58S1
About Viggle
New York City-based Viggle Inc. is a loyalty marketing company.
The Company has developed a loyalty program for television that
gives people real rewards for checking into the television shows
they are watching on most mobile operating system. Viggle users
can redeem their points in the app's rewards catalog for items
such as movie tickets, music, or gift cards.
Viggle reported a net loss attributable to common stockholders of
$78.9 million on $25.5 million of revenue for the year ended
June 30, 2015, compared to a net loss attributable to common
stockholders of $68.1 million on $18.0 million of revenues for the
year ended June 30, 2014.
As of Sept. 30, 2015, the Company had $74.0 million in total
assets, $59.8 million in total liabilities, $12.04 million in
series C convertible preferred stock and $2.10 million in total
stockholders' equity.
BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
June 30, 2015, citing that the Company has suffered recurring
losses from operations and at June 30, 2015, has a deficiency in
working capital that raise substantial doubt about its ability to
continue as a going concern.
VIRTUAL PIGGY: Issued $62,500 Unsecured Promissory Notes
--------------------------------------------------------
Virtual Piggy, Inc., issued $62,500 in aggregate principal amount
of unsecured Promissory Notes to two accredited investors pursuant
to Promissory Note Agreements on January 15 and 19, 2016. The
Investors also received two-year Warrants to purchase an aggregate
of 12,500 shares of Company common stock at an exercise price of
$0.90 per share.
The Notes bear interest at a rate of 10 percent per annum and
mature on the six month anniversary of the issuance date, or on
such earlier date that (i) the Company completes the closing of a
specified joint venture agreement or (ii) the Company completes the
sale of at least an additional $1 million of 10% Secured
Convertible Promissory Notes.
About Oink (Virtual Piggy, Inc.)
Virtual Piggy is the provider of Oink, a secure online and in-store
teen wallet. Oink enables teens to manage and spend money within
parental controls, while gaining valuable financial management
skills. The technology company also delivers payment platforms
designed for the Under 21 age group in the global market, and
enables online businesses the ability to function in a manner
consistent with the Children's Online Privacy Protection Act and
similar international children's privacy laws. The company, based
in Hermosa Beach, CA, is on the Web at: http://www.oink.com/and
holds three technology patents, US Patent No. 8,762,230, 8,650,621
and 8,812,395.
Virtual Piggy reported a net loss of $9.65 million in 2014, a net
loss of $16 million in 2013 and a net loss of $12.03 million in
2012.
As of Sept. 30, 2015, the Company had $1.31 million in total
assets, $6.26 million in total liabilities, all current, and a
$4.94 million stockholders' deficit.
Morison Cogen LLP, in Bala Cynwyd, PA, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014, citing that the Company's losses from
development stage activities raise substantial doubt about its
ability to continue as a going concern.
WAFERGEN BIO-SYSTEMS: Empery Asset, et al., Hold 3.7% Stake
-----------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Empery Asset Management, LP, Ryan M. Lane and Martin D.
Hoe disclosed that as of Dec. 31, 2015, they beneficially own
560,000 shares of Common Stock issuable upon exercise of Warrants
of WaferGen Bio-systems, Inc., representing 3.73 percent of the
shares outstanding. A copy of the regulatory filing is available
for free at http://is.gd/vPrLp5
About WaferGen Bio-systems
Fremont, California-based WaferGen Bio-systems, Inc., engages in
the development of systems for gene expression quantification,
genotyping and stem cell research. Since 2008, the Company's
primary focus has been on the development, manufacture and
marketing of its SmartChip System, a genetic analysis platform
used for profiling and validating molecular biomarkers in the life
sciences and pharmaceutical drug discovery industries.
WaferGen Bio-systems reported a net loss of $10.7 million in 2014,
a net loss of $16.3 million in 2013 and a net loss of $8.97
million in 2012.
As of Sept. 30, 2015, the Company had $10.65 million in total
assets, $7.66 million in total liabilities and $2.99 million in
total stockholders' equity.
WESTMORELAND COAL: Mangrove Partners, et al., Report 10% Stake
--------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Mangrove Partners Master Fund, Ltd, The Mangrove
Partners Fund, L.P., Mangrove Partners Fund (Cayman), Ltd.,
Mangrove Partners, Mangrove Capital and Nathaniel August disclosed
that as of Jan. 19, 2016, they beneficially own 1,894,608 shares of
common stock of Westmoreland Coal Company, representing 10.49
percent of the shares outstanding. A copy of the regulatory filing
is available for free at http://is.gd/ULLRTr
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland Coal Company reported a net loss applicable to common
shareholders of $173 million in 2014, a net loss applicable to
common shareholders of $6.05 million in 2013 and a net loss
applicable to common shareholders of $8.58 million in 2012.
As of Sept. 30, 2015, the Company had $1.72 billion in total
assets, $2.21 billion in total liabilities and a $489 million total
deficit.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the
company's proposed new $300 million First Lien Term Loan, the TCR
reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the company will
be break-even to modestly free cash flow positive over the same
time period.
WIRE COMPANY: Court OKs $8.8-Mil. Sale to JRP Wire Acquisitions
---------------------------------------------------------------
Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware approved the sale of substantially all of
debtors Wire Company Holdings, Inc., et al.'s assets free and clear
of liens, claims and encumbrances, to JRP Wire Acquisitions, LLC.
JRP was proclaimed the successful bidder at the conclusion of the
auction held on Dec. 3, 2015.
The Asset Purchase Agreement contains, among others, these relevant
terms:
(a) Purchased Assets: consists of all right, title and
interest of each of the Sellers in, to or under all of the
properties and assets of such Seller, of every kind and
description, wherever located, real personal or mixed, tangible or
intangible, owned, leased, licensed, used or held for use in or
relating to the Business.
(b) Excluded Assets: The Sellers shall retain all right, title
and interest to, in and under, among others, the following:
(1) all cash and cash equivalents, including commercial
paper, treasury bills, certificates of deposit and other bank
deposits of any of the Sellers;
(2) all shares of capital stock or other equity interests
of any of the Sellers or any securities convertible into,
exchangeable or exercisable for shares of capital stock or other
equity interests of any of the Sellers;
(3) all minute books, stock ledgers, corporate seals and
stock certificates of any of the Sellers; and
(4) all rights, claims or causes of action of any of the
Sellers under the Asset Purchase Agreement or the Ancillary
Documents.
(c) Purchase Price: $8,800,000.
Judge Silverstein held that the sale transaction represents the
sound business judgment of the Debtors and is appropriate in light
of the facts and circumstances surrounding the sale transaction and
the Debtors' Chapter 11 cases because (1) the sale transaction will
result in the best value received for the purchased assets and (2)
the terms of the sale were negotiated at arm's-length with the
purchaser.
Wire Company Holdings, Inc., and its affiliated debtors are
represented by:
Sharon L. Levine, Esq.
Nicole Stefanelli, Esq.
Andrew D. Behlmann, Esq.
LOWENSTEIN SANDLER LLP
65 Livingston Avenue
Roseland, New Jersey 07068
Telephone: (973)597-2500
Facsimile: (973)597-2400
E-mail: slevine@lowenstein.com
nstefanelli@lowenstein.com
abehlmann@lowenstein.com
- and -
Christopher A. Ward, Esq.
Justin K. Edelson, Esq.
POLSINELLI PC
222 Delaware Avenue, Suite 1101
Wilmington, DE 19801
Telephone: (302)252-0920
Facsimile: (302)252-0921
E-mail: cward@polsinelli.com
jedelson@polsinelli.com
About Wire Company Holdings
Wire Company Holdings, Inc., and Wire Property Holdings, LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
15-12097 and 15-12098, respectively) on Oct. 8, 2015. Sandeep
Gupta signed the petition as chief restructuring officer.
The Debtors are manufacturer of wire and wire mesh products
servicing a broad range of applications.
The Debtors estimated both assets and liabilities of $10 million to
$50 million.
For the year ended Dec. 31, 2014, the Debtors reported a net loss
of $4,942,000 on revenues of $44,399,000 on a consolidated basis.
For the year ended Dec. 31, 2013, the Debtors reported a net loss
of approximately $4,145,000 on revenues of approximately
$46,712,000. Through August 2015, the Debtors reported a net loss
of approximately $3,859,000 on revenues of $27,617,000 on a
consolidated basis.
The Debtors have engaged Polsinelli PC and Lowenstein Sandler LLP
as counsel; and Kurtzman Carson Consultants LLC as claims and
noticing agent.
As of Sept. 1, 2015, the Debtors employed approximately 237
individuals.
YINHANG INTERNET: Raises Going Concern Doubt Amid Loss, Deficit
---------------------------------------------------------------
Yinhang Internet Technologies Development, Inc., posted a net loss
of $200,106 for the three months ended Sept. 30, 2015, compared
with a net loss of $640,612 for the period ended September 30,
2014.
The company incurred net losses of $2.07 million for the nine
months ended September 30, 2015. The company also had a
shareholders' deficit of $8.30 million as of Sept. 30, 2015 with
total assets of $9.57 million and total liabilities of $17.9
million.
"These conditions raise a substantial doubt about the company's
ability to continue as a going concern," said Yahong Zhao, chief
executive officer, and Changqing Liu, chief financial officer of
the company in a regulatory filing with the U.S. Securities and
Exchange Commission on November 20, 2015.
"The company is currently changing its current business model to a
rural e-commerce trading platform, which integrates e-commerce and
electronic administrative affairs of villages, and targets the
users from villages and rural areas. The company is currently test
running the rural e-commerce trading platform, expects official
operation to begin within a few months. With existing resources
for sales and marketing channels including over 8,000 agents, and
the huge market for internet users in rural areas, the managements
expects a healthy growth of the business; the management also
intends to raise additional financing through debt and equity
financing or through other means that it deems necessary, with a
view to moving forward and sustaining prolonged growth in its
strategy phases. However, no assurance can be given that the
company will be successful in raising additional capital."
A full-text copy of the company's quarterly report is available for
free at http://tinyurl.com/hkjhwrh
Beijing, China-based Yinhang Internet Technologies Development,
Inc. was incorporated under the name Bison Petroleum, Corp. in
2010. In May 2015, Bison, then a publicly traded shell company
without any operations, entered into and closed a share exchange
agreement with Yinhang Internet Technologies Development, Inc., a
privately-owned Nevada holding company (Yinhang US), whereby Bison
acquired 100% of the issued and outstanding capital stock of
Yinhang US in exchange for a total of 758,116,667 shares of Bison's
common stock. As a result of the Share Exchange, Yinhang US became
a wholly-owned subsidiary of Bison and Bison became the owner of
the all of the outstanding capital stock of Yinhang (Hongkong)
Internet Technologies Development Limited (Yinhang HK), which in
turn owned all of the outstanding capital stock of Huashang Wujie
(Beijing) Internet Technology Co., Ltd. (Huashang), a wholly
foreign owned enterprise under Chinese law.
ZOGENIX INC: Israel Englander Reports 1.2% Stake as of Dec. 31
--------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Israel A. Englander disclosed that as of Dec. 31, 2015,
he beneficially owns 308,761 shares of common stock of Zogenix Inc.
representing 1.2 percent of the shares outstanding. A copy of the
regulatory filing is available for free at http://is.gd/bpCi9C
About Zogenix Inc.
Zogenix, Inc. (NASDAQ: ZGNX), with offices in San Diego and
Emeryville, California, is a pharmaceutical company
commercializing and developing products for the treatment of
central nervous system disorders and pain.
Zogenix reported net income of $8.58 million in 2014 following a
net loss of $80.85 million in 2013.
As of June 30, 2015, the Company had $246.7 million in total
assets, $138.6 million in total liabilities and $108.1 million in
total stockholders' equity.
Ernst & Young LLP, in San Diego, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2014, citing that the Company's
recurring losses from operations and negative cash flows from
operating activities raise substantial doubt about its ability to
continue as a going concern.
ZUCKER GOLDBERG: Court Okays AJ Willner as Auctioneer
-----------------------------------------------------
Zucker, Goldberg & Ackerman, LLC sought and obtained permission
from the Hon. Christine M. Gravelle of the U.S. Bankruptcy Court
for the District of New Jersey to employ A.J. Willner Auctions, LLC
as auctioneer.
A.J. Willner will auction office furniture, computers and equipment
related to a law firm located at 200 Sheffield St., Suite 101,
Mountainside, New Jersey.
A.J. Willner commission will be 15% of the gross sale and A.J.
Willner will charge and retain a 10% buyers' premium to all
customers.
Michael Sklar, member of A.J. Willner, 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.
A.J. Willner can be reached at:
Michael Sklar
A.J. WILLNER AUCTIONS, LLC
P.O. Box 1012
Springfield, NJ 07081
Tel: (908) 789-9999
Fax: (908) 928-9788
About Zucker Goldberg
Formed in 1923 as Zucker & Goldberg, law firm Zucker, Goldberg &
Ackerman, LLC, is primarily engaged in the representation of
lenders and secured parties in foreclosure matters, insolvency
proceedings and related matters. The sole members of ZGA are
Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S.
Ackerman is the managing member of the firm. ZGA's primary
offices are in Mountainside, New Jersey.
Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection
(Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on
Aug. 3, 2015, to complete the orderly liquidation of the business.
The case is assigned to Judge Christine M. Gravelle.
The Debtor disclosed total assets of $11.5 million and total
liabilities of $53.3 million as of June 30, 2015.
ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel;
Brown, Moskowitz & Kallen, P.C., as special litigation counsel;
Genova Burns as labor counsel; and BMC Group, Inc., as noticing
and balloting agent.
The U.S. Trustee for Region 3 appointed seven creditors to serve
on an official committee of unsecured creditors.
[*] Akerman LLP Nabs Two Baker & McKenzie Bankruptcy Pros
---------------------------------------------------------
Akerman LLP continues its expansion of its Dallas office with
partners John Mitchell and David Parham. They join Akerman's
Bankruptcy & Reorganization Practice Group from Baker & McKenzie
with nearly four decades of combined experience in complex
bankruptcies, corporate restructurings, and bankruptcy-related
litigation across the United States. They build upon Akerman's
core strengths in the mergers and acquisitions, financial services
and real estate sectors, and broaden the firm's significant
experiences in the retail, restaurant, transportation and energy
sectors.
"John and David have a tremendous reputation in the bankruptcy
courts and have been instrumental in representing U.S. and
international clients in bankruptcies and restructurings," said
Andrea Hartley, chair of Akerman's Bankruptcy & Reorganization
Practice Group. "Their arrival to the Dallas office expands our
ability to serve clients in key industry sectors nationally and
adds a new dimension to the breadth and depth of our bankruptcy and
reorganization practice."
Mr. Mitchell handles all aspects of commercial restructurings and
focuses his practice on complex bankruptcies, out-of-court workouts
and sales, voluntary liquidations, receiverships, and asset sales
and general insolvency related litigation. He represents lenders,
creditors, debtors and trustees across the United States in
bankruptcy and pre-bankruptcy workouts in the real estate, energy,
oil and gas, power, food service, retail, consumer finance, and
commercial vehicles and heavy equipment sectors.
Mr. Mitchell is recognized by Chambers for his proficiency in
bankruptcy and restructuring. He also was honored with the
Turnaround Management Association's International Turnaround of the
Year Award and the Robert B. Wilson Distinguished Service Award
from the Bankruptcy Law Section of the State Bar of Texas. He
received his J.D. magna cum laude from Texas Tech School of Law and
his B.B.A. from Texas A&M University where he was a distinguished
military graduate. Prior to law school, Mitchell served as a
lieutenant in the United States Army from 1988 to 1992, and served
in Desert Storm. He is president-elect of the Texas Aggie Bar
Association and serves on the Board of Directors for The Texas
Veterans of Foreign Wars Foundation.
Mr. Parham has extensive experience in a wide range of bankruptcy
and insolvency matters. He represents financial institutions,
corporate and partnership debtors, creditor committees, equity
holders, secured and unsecured creditors, lessors, and trustees in
bankruptcy proceedings, litigation and workouts. He handles a
variety of commercial litigation matters in bankruptcy courts and
in federal and state courts. These representations include
prosecution and defense of claims against directors and officers
for breach of fiduciary duty and cases involving allegations of
fraud, fraudulent conveyance and preference. He has represented
clients across a range of sectors including, insurance, real
estate, retail, aviation, telecommunications, distribution,
manufacturing, energy and mining.
Mr. Parham is recognized by Chambers for his proficiency in
bankruptcy and restructuring. He has been honored with the
Turnaround Management Association's Turnaround of the Year Award
for a Mega Company, Chapter 11 Reorganization Deal of the Year in
the Middle Markets category, and the Turnaround Atlas Awards. He
earned his J.D. from the University of Oklahoma College of Law and
received his B.B.A. with distinction from the University of
Oklahoma.
Akerman's growing Dallas office includes 22 lawyers with experience
in commercial litigation, corporate and M&A transactions,
bankruptcy and regulatory compliance issues, with a strong focus in
the financial services and real estate sectors.
[*] Debevoise & Plimpton Named One of 2015 Bankruptcy Group
-----------------------------------------------------------
Max Stendahl at Bankruptcy Law360 reported that Debevoise &
Plimpton LLP earned a spot among Law360's Bankruptcy Practice
Groups of the Year for 2015.
Debevoise steered security screening firm Altegrity through a
complex $1.8 billion restructuring and helped a hedge fund rescue
thousands of RadioShack stores from potential liquidation.
Debevoise's business restructuring and workouts group, located
primarily in New York with an emerging presence in London, has
about a dozen lawyers who spend most of their time on restructuring
matters, according to group co-chair Natasha Labovitz.
[*] GE Capital Says Selling Assets Won't Pose Threat to Industry
----------------------------------------------------------------
Evan Weinberger at Bankruptcy Law360 reported that General Electric
Capital Corp. used its resolution plan to explain to federal
regulators how its plan to sell off most of its assets removes it
as a threat to the broader financial industry, according to a
public section released on Jan. 15, 2016.
GE's financing unit, which announced plans to shrink itself to
escape its designation as a systemically important financial
institution in April, was one of 125 banks and other financial
firms to see the public portions of their so-called living wills
released by the Federal Reserve.
[*] Jenner & Block Named One of Blaw360's 2015 Bankruptcy Group
---------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Jenner & Block
LLP earned the recognition as one of Law360's Bankruptcy Groups of
the Year. The firm crafted the winning argument for client
Wellness International in perhaps the most important bankruptcy
case the U.S. Supreme Court heard in 2015 and continued to help
guide Caesars Entertainment as its operating unit goes through a
heated Chapter 11. Jenner & Block, is one of eight firms
recognized by Law360 for restructuring work in the last 12 months.
[*] Jenner & Block Named One of Law360's 2015 Bankruptcy Group
--------------------------------------------------------------
Jonathan Randles at Bankruptcy Law360 reported that Jenner & Block
LLP earned the recognition as one of Law360's Bankruptcy Groups of
the Year. The firm crafted the winning argument for client
Wellness International in perhaps the most important bankruptcy
case the U.S. Supreme Court heard in 2015 and continued to help
guide Caesars Entertainment as its operating unit goes through a
heated Chapter 11. Jenner & Block, is one of eight firms
recognized by Law360 for restructuring work in the last 12 months.
[*] Judge Says Insurers Don't Owe For Post-Explosion Evacuation
---------------------------------------------------------------
Joe Van Acker at Bankruptcy Law360 reported that a Louisiana
federal judge said on Jan. 19, 2016, that two insurers' policies
don't protect an explosives recycling company driven into
bankruptcy by dangerous criminal violations revealed after an
accidental gunpowder blast, ruling against a man seeking damages
for being forced to evacuate his home. U.S. District Judge Donald
E. Walter granted a motion for summary judgment by Crum & Forster
Specialty Insurance Co. and Seneca Specialty Insurance Co., finding
that their policies didn't cover the smokeless powder involved in
the October 2012 explosion.
[^] BOND PRICING: For the Week from Jan. 18 to 22, 2016
-------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
99 Cents Only Stores LLC NDN 11.00 30.88 12/15/2019
A. M. Castle & Co CAS 12.75 73.00 12/15/2016
A. M. Castle & Co CAS 7.00 39.00 12/15/2017
A. M. Castle & Co CAS 12.75 67.75 12/15/2016
A. M. Castle & Co CAS 12.75 67.75 12/15/2016
ACE Cash Express Inc AACE 11.00 47.00 2/1/2019
ACE Cash Express Inc AACE 11.00 46.50 2/1/2019
AK Steel Corp AKS 7.63 33.75 5/15/2020
AT&T Inc T 0.74 99.99 2/12/2016
Affinion Investments LLC AFFINI 13.50 65.88 8/15/2018
Alcatel-Lucent USA Inc ALUFP 4.63 104.56 7/1/2017
Alcatel-Lucent USA Inc ALUFP 4.63 102.50 7/1/2017
Alcatel-Lucent USA Inc ALUFP 6.75 107.65 11/15/2020
Alpha Appalachia
Holdings Inc ANR 3.25 2.30 8/1/2015
Alpha Natural
Resources Inc ANR 6.25 0.13 6/1/2021
Alpha Natural
Resources Inc ANR 7.50 1.00 8/1/2020
Alpha Natural
Resources Inc ANR 4.88 0.10 12/15/2020
Alpha Natural
Resources Inc ANR 3.75 0.50 12/15/2017
Alpha Natural
Resources Inc ANR 7.50 0.87 8/1/2020
Alpha Natural
Resources Inc ANR 7.50 0.87 8/1/2020
Alta Mesa Holdings LP /
Alta Mesa Finance
Services Corp ALTMES 9.63 28.07 10/15/2018
American Eagle
Energy Corp AMZG 11.00 8.00 9/1/2019
American Eagle
Energy Corp AMZG 11.00 5.25 9/1/2019
Approach Resources Inc AREX 7.00 24.96 6/15/2021
Appvion Inc APPPAP 9.00 33.94 6/1/2020
Appvion Inc APPPAP 9.00 38.25 6/1/2020
Arch Coal Inc ACI 7.00 0.20 6/15/2019
Arch Coal Inc ACI 7.25 0.81 6/15/2021
Arch Coal Inc ACI 8.00 1.25 1/15/2019
Arch Coal Inc ACI 7.25 0.40 10/1/2020
Arch Coal Inc ACI 9.88 0.56 6/15/2019
Arch Coal Inc ACI 8.00 1.13 1/15/2019
Ares Capital Corp ARCC 5.75 98.10 2/1/2016
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 7.75 13.45 1/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.25 13.05 8/15/2021
Atwood Oceanics Inc ATW 6.50 34.40 2/1/2020
Avaya Inc AVYA 10.50 28.19 3/1/2021
Avaya Inc AVYA 10.50 30.50 3/1/2021
BPZ Resources Inc BPZR 8.50 4.00 10/1/2017
BPZ Resources Inc BPZR 6.50 4.00 3/1/2015
BPZ Resources Inc BPZR 6.50 3.95 3/1/2049
Basic Energy Services Inc BAS 7.75 28.00 2/15/2019
Basic Energy Services Inc BAS 7.75 25.10 10/15/2022
Berry Petroleum Co LLC LINE 6.38 21.00 9/15/2022
Berry Petroleum Co LLC LINE 6.75 22.81 11/1/2020
Black Elk Energy Offshore
Operations LLC /
Black Elk Finance Corp BLELK 13.75 5.00 12/1/2015
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 7.88 14.50 4/15/2022
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.63 15.11 10/15/2020
Caesars Entertainment
Operating Co Inc CZR 10.00 30.75 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 6.50 24.75 6/1/2016
Caesars Entertainment
Operating Co Inc CZR 12.75 32.00 4/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.00 30.88 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.75 25.00 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.00 30.75 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.75 12.25 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.00 30.63 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.00 30.75 12/15/2018
California Resources Corp CRC 5.00 24.89 1/15/2020
California Resources Corp CRC 5.50 20.99 9/15/2021
Cenveo Corp CVO 7.00 60.00 5/15/2017
Chaparral Energy Inc CHAPAR 7.63 20.50 11/15/2022
Chaparral Energy Inc CHAPAR 9.88 26.10 10/1/2020
Chaparral Energy Inc CHAPAR 8.25 21.00 9/1/2021
Chassix Holdings Inc CHASSX 10.00 8.00 12/15/2018
Chassix Holdings Inc CHASSX 10.00 8.00 12/15/2018
Chesapeake Energy Corp CHK 6.50 53.25 8/15/2017
Chesapeake Energy Corp CHK 6.63 30.00 8/15/2020
Chesapeake Energy Corp CHK 3.87 29.94 4/15/2019
Chesapeake Energy Corp CHK 7.25 39.51 12/15/2018
Chesapeake Energy Corp CHK 6.13 30.54 2/15/2021
Chesapeake Energy Corp CHK 2.50 46.70 5/15/2037
Chesapeake Energy Corp CHK 6.88 30.50 11/15/2020
Chesapeake Energy Corp CHK 2.50 52.50 5/15/2037
Chesapeake Energy Corp CHK 2.25 32.00 12/15/2038
Chesapeake Energy Corp CHK 2.75 5.00 11/15/2035
Claire's Stores Inc CLE 8.88 19.80 3/15/2019
Claire's Stores Inc CLE 7.75 14.88 6/1/2020
Claire's Stores Inc CLE 10.50 44.72 6/1/2017
Claire's Stores Inc CLE 7.75 13.13 6/1/2020
Cliffs Natural
Resources Inc CLF 5.95 15.58 1/15/2018
Cliffs Natural
Resources Inc CLF 6.25 11.50 10/1/2040
Cliffs Natural
Resources Inc CLF 4.88 9.88 4/1/2021
Cliffs Natural
Resources Inc CLF 5.90 11.91 3/15/2020
Cliffs Natural
Resources Inc CLF 4.80 10.35 10/1/2020
Cliffs Natural
Resources Inc CLF 7.75 19.87 3/31/2020
Cliffs Natural
Resources Inc CLF 7.75 19.05 3/31/2020
Cloud Peak Energy
Resources LLC /
Cloud Peak Energy
Finance Corp CLD 8.50 42.40 12/15/2019
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 1.55 11/15/2017
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 1.10 11/15/2017
Colt Defense LLC /
Colt Finance Corp CLTDEF 8.75 1.10 11/15/2017
Community Choice
Financial Inc CCFI 10.75 28.00 5/1/2019
Comstock Resources Inc CRK 10.00 38.75 3/15/2020
Comstock Resources Inc CRK 7.75 12.00 4/1/2019
Comstock Resources Inc CRK 9.50 11.50 6/15/2020
Cumulus Media Holdings Inc CMLS 7.75 40.00 5/1/2019
EP Energy LLC / Everest
Acquisition Finance Inc EPENEG 9.38 40.50 5/1/2020
EPL Oil & Gas Inc EXXI 8.25 7.00 2/15/2018
EV Energy Partners LP /
EV Energy Finance Corp EVEP 8.00 35.18 4/15/2019
EXCO Resources Inc XCO 7.50 31.25 9/15/2018
EXCO Resources Inc XCO 8.50 20.20 4/15/2022
Eagle Rock Energy
Partners LP / Eagle Rock
Energy Finance Corp EROC 8.38 21.13 6/1/2019
Eclipse Resources Corp ECR 8.88 28.00 7/15/2023
Emerald Oil Inc EOX 2.00 35.50 4/1/2019
Endeavour
International Corp END 12.00 1.02 3/1/2018
Endeavour
International Corp END 12.00 1.02 3/1/2018
Energy & Exploration
Partners Inc ENEXPR 8.00 2.81 7/1/2019
Energy & Exploration
Partners Inc ENEXPR 8.00 2.81 7/1/2019
Energy Conversion
Devices Inc ENER 3.00 7.88 6/15/2013
Energy Future
Holdings Corp TXU 9.75 36.00 10/15/2019
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 10.00 3.25 12/1/2020
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 10.00 3.13 12/1/2020
Energy Future Intermediate
Holding Co LLC / EFIH
Finance Inc TXU 6.88 2.88 8/15/2017
Energy XXI Gulf Coast Inc EXXI 11.00 26.25 3/15/2020
Energy XXI Gulf Coast Inc EXXI 9.25 16.92 12/15/2017
Energy XXI Gulf Coast Inc EXXI 6.88 10.42 3/15/2024
Energy XXI Gulf Coast Inc EXXI 7.50 7.16 12/15/2021
Energy XXI Gulf Coast Inc EXXI 7.75 10.29 6/15/2019
Entergy Arkansas Inc ETR 5.66 99.71 2/1/2025
FBOP Corp FBOPCP 10.00 1.84 1/15/2009
FTS International Inc FTSINT 6.25 19.75 5/1/2022
FairPoint Communications
Inc/Old FRP 13.13 1.88 4/2/2018
Federal Agricultural
Mortgage Corp FAMCA 3.00 100.02 1/28/2025
Federal Agricultural
Mortgage Corp FAMCA 1.85 100.01 1/28/2020
Federal Farm Credit Banks FFCB 3.87 100.02 11/13/2034
Federal Farm Credit Banks FFCB 2.15 100.00 1/20/2021
Federal Farm Credit Banks FFCB 1.69 100.01 8/12/2019
Federal Farm Credit Banks FFCB 3.60 100.00 12/3/2029
Federal Farm Credit Banks FFCB 3.00 99.00 8/15/2024
Federal Farm Credit Banks FFCB 3.63 100.00 7/15/2029
Federal Farm Credit Banks FFCB 3.10 100.00 12/11/2024
Federal Farm Credit Banks FFCB 2.37 100.01 1/28/2022
Federal Farm Credit Banks FFCB 3.23 99.92 1/14/2027
Federal Home Loan Banks FHLB 3.87 99.93 12/8/2034
Federal Home Loan Banks FHLB 3.38 99.79 8/20/2026
Federal Home Loan Banks FHLB 2.25 100.00 1/25/2023
Federal Home Loan Banks FHLB 3.65 99.58 12/19/2029
Federal Home Loan Banks FHLB 3.19 99.90 10/22/2024
Federal Home Loan Banks FHLB 3.10 100.00 6/18/2025
Home Loan Banks FHLB 3.18 100.00 12/23/2024
Federal Home Loan Banks FHLB 2.40 100.00 8/20/2021
Federal Home Loan Banks FHLB 1.60 99.08 1/29/2030
Federal Home Loan Banks FHLB 3.15 100.00 6/23/2025
Federal Home Loan Banks FHLB 3.05 100.00 5/28/2025
Federal Home Loan Banks FHLB 3.60 99.46 6/24/2030
Federal Home Loan Banks FHLB 1.25 99.46 1/29/2019
Federal Home Loan
Mortgage Corp FHLMC 3.00 99.99 4/25/2028
Federal Home Loan
Mortgage Corp FHLMC 3.00 99.95 4/24/2028
Federal Home Loan
Mortgage Corp FHLMC 1.80 100.00 7/24/2020
Fleetwood Enterprises Inc FLTW 14.00 3.56 12/15/2011
Forbes Energy Services Ltd FES 9.00 39.50 6/15/2019
GT Advanced
Technologies Inc GTAT 3.00 1.02 10/1/2017
GT Advanced
Technologies Inc GTAT 3.00 0.30 12/15/2020
Gastar Exploration Inc GST 8.63 48.00 5/15/2018
Getty Images Inc GYI 7.00 35.50 10/15/2020
Getty Images Inc GYI 7.00 35.25 10/15/2020
Goodman Networks Inc GOODNT 12.13 35.05 7/1/2018
Goodrich Petroleum Corp GDPM 8.88 4.38 3/15/2018
Goodrich Petroleum Corp GDPM 8.88 4.50 3/15/2019
Goodrich Petroleum Corp GDPM 5.00 2.00 10/1/2032
Goodrich Petroleum Corp GDPM 8.88 4.00 3/15/2018
Goodrich Petroleum Corp GDPM 8.88 1.77 3/15/2019
Goodrich Petroleum Corp GDPM 8.88 1.77 3/15/2019
Gymboree Corp/The GYMB 9.13 26.00 12/1/2018
Halcon Resources Corp HKUS 9.75 20.50 7/15/2020
Halcon Resources Corp HKUS 8.88 19.50 5/15/2021
Halcon Resources Corp HKUS 9.25 17.50 2/15/2022
Horsehead Holding Corp ZINC 3.80 14.00 7/1/2017
ION Geophysical Corp IO 8.13 34.65 5/15/2018
Iconix Brand Group Inc ICON 2.50 85.20 6/1/2016
Iconix Brand Group Inc ICON 1.50 45.32 3/15/2018
Illinois Power
Generating Co DYN 7.00 50.75 4/15/2018
Interactive Network Inc /
FriendFinder
Networks Inc FFNT 14.00 50.50 12/20/2018
James River Coal Co JRCC 7.88 2.66 4/1/2019
Kansas Gas & Electric Co WR 5.65 100.75 3/29/2021
Key Energy Services Inc KEG 6.75 17.00 3/1/2021
Las Vegas Monorail Co LASVMC 5.50 3.00 7/15/2019
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 8.00 30.04 12/1/2020
Legacy Reserves LP /
Legacy Reserves
Finance Corp LGCY 6.63 20.00 12/1/2021
Lehman Brothers
Holdings Inc LEH 5.00 5.50 2/7/2009
Lehman Brothers
Holdings Inc LEH 4.00 5.50 4/30/2009
Lehman Brothers Inc LEH 7.50 2.50 8/1/2026
Linn Energy LLC /
Linn Energy Finance Corp LINE 8.63 13.90 4/15/2020
Linn Energy LLC /
Linn Energy Finance Corp LINE 6.50 13.96 5/15/2019
Linn Energy LLC /
Linn Energy Finance Corp LINE 6.25 13.60 11/1/2019
Linn Energy LLC /
Linn Energy Finance Corp LINE 7.75 12.75 2/1/2021
Linn Energy LLC /
Linn Energy Finance Corp LINE 12.00 37.00 12/15/2020
Linn Energy LLC /
Linn Energy Finance Corp LINE 6.50 12.00 9/15/2021
Linn Energy LLC /
Linn Energy Finance Corp LINE 6.25 11.88 11/1/2019
Linn Energy LLC /
Linn Energy Finance Corp LINE 6.25 11.88 11/1/2019
Logan's Roadhouse Inc LGNS 10.75 20.95 10/15/2017
MF Global Holdings Ltd MF 3.38 22.25 8/1/2018
MF Global Holdings Ltd MF 9.00 22.25 6/20/2038
MModal Inc MODL 10.75 10.13 8/15/2020
Magnetation LLC /
Mag Finance Corp MAGNTN 11.00 6.00 5/15/2018
Magnetation LLC /
Mag Finance Corp MAGNTN 11.00 9.25 5/15/2018
Magnetation LLC /
Mag Finance Corp MAGNTN 11.00 9.25 5/15/2018
Magnum Hunter
Resources Corp MHRC 9.75 26.00 5/15/2020
Memorial Production
Partners LP / Memorial
Production Finance Corp MEMP 7.63 26.00 5/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.00 30.53 6/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.75 8.09 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 9.25 8.00 6/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.75 7.50 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.75 7.50 10/1/2020
Modular Space Corp MODSPA 10.25 33.00 1/31/2019
Modular Space Corp MODSPA 10.25 32.63 1/31/2019
Molycorp Inc MCP 10.00 11.01 6/1/2020
Morgan Stanley & Co LLC MS 2.41 96.00 2/28/2016
Murray Energy Corp MURREN 11.25 17.00 4/15/2021
Murray Energy Corp MURREN 9.50 16.63 12/5/2020
Murray Energy Corp MURREN 11.25 24.25 4/15/2021
Murray Energy Corp MURREN 9.50 16.63 12/5/2020
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.25 6.50 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.25 23.50 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.25 16.25 5/15/2019
Nine West Holdings Inc JNY 8.25 23.00 3/15/2019
Nine West Holdings Inc JNY 6.88 19.00 3/15/2019
Nine West Holdings Inc JNY 8.25 23.25 3/15/2019
Noranda Aluminum
Acquisition Corp NOR 11.00 9.70 6/1/2019
Nuverra Environmental
Solutions Inc NESC 9.88 19.67 4/15/2018
Peabody Energy Corp BTU 6.00 11.08 11/15/2018
Peabody Energy Corp BTU 6.25 6.75 11/15/2021
Peabody Energy Corp BTU 6.50 6.63 9/15/2020
Peabody Energy Corp BTU 10.00 16.00 3/15/2022
Peabody Energy Corp BTU 4.75 3.00 12/15/2041
Peabody Energy Corp BTU 7.88 9.00 11/1/2026
Peabody Energy Corp BTU 10.00 15.80 3/15/2022
Peabody Energy Corp BTU 6.00 9.25 11/15/2018
Peabody Energy Corp BTU 6.25 6.25 11/15/2021
Peabody Energy Corp BTU 6.00 17.25 11/15/2018
Peabody Energy Corp BTU 6.25 6.25 11/15/2021
Penn Virginia Corp PVAH 8.50 16.44 5/1/2020
Penn Virginia Corp PVAH 7.25 17.75 4/15/2019
Pepperdine University PEPPER 5.45 111.44 8/1/2019
Permian Holdings Inc PRMIAN 10.50 39.00 1/15/2018
Permian Holdings Inc PRMIAN 10.50 38.63 1/15/2018
PetroQuest Energy Inc PQ 10.00 57.65 9/1/2017
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.25 50.50 10/1/2018
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.25 52.00 10/1/2018
Quicksilver Resources Inc KWKA 9.13 1.00 8/15/2019
Quicksilver Resources Inc KWKA 11.00 1.25 7/1/2021
Quiksilver Inc /
QS Wholesale Inc ZQK 10.00 2.21 8/1/2020
RS Legacy Corp RSH 6.75 0.09 5/15/2019
RS Legacy Corp RSH 6.75 0.22 5/15/2019
Rex Energy Corp REXX 8.88 12.75 12/1/2020
Rex Energy Corp REXX 6.25 14.00 8/1/2022
Sabine Oil & Gas Corp SOGC 7.25 6.50 6/15/2019
Sabine Oil & Gas Corp SOGC 9.75 4.75 2/15/2017
Sabine Oil & Gas Corp SOGC 7.50 6.50 9/15/2020
Sabine Oil & Gas Corp SOGC 7.50 6.88 9/15/2020
Sabine Oil & Gas Corp SOGC 7.50 6.88 9/15/2020
SandRidge Energy Inc SD 8.75 23.00 6/1/2020
SandRidge Energy Inc SD 7.50 2.99 3/15/2021
SandRidge Energy Inc SD 8.75 6.18 1/15/2020
SandRidge Energy Inc SD 7.50 4.25 2/15/2023
SandRidge Energy Inc SD 8.13 2.50 10/15/2022
SandRidge Energy Inc SD 8.13 3.78 10/16/2022
SandRidge Energy Inc SD 7.50 3.78 2/16/2023
SandRidge Energy Inc SD 7.50 3.03 3/15/2021
SandRidge Energy Inc SD 7.50 3.03 3/15/2021
Sequa Corp SQA 7.00 27.00 12/15/2017
Sequa Corp SQA 7.00 26.50 12/15/2017
Seventy Seven Energy Inc SSE 6.50 6.00 7/15/2022
Seventy Seven
Operating LLC SSE 6.63 26.25 11/15/2019
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.75 56.50 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.75 56.88 5/15/2018
SquareTwo Financial Corp SQRTW 11.63 48.45 4/1/2017
Stone Energy Corp SGY 7.50 27.00 11/15/2022
Stone Energy Corp SGY 1.75 56.00 3/1/2017
SunEdison Inc SUNE 2.00 23.00 10/1/2018
SunEdison Inc SUNE 0.25 22.50 1/15/2020
Swift Energy Co SFY 7.88 9.25 3/1/2022
Swift Energy Co SFY 7.13 11.06 6/1/2017
Swift Energy Co SFY 8.88 8.50 1/15/2020
Syniverse Holdings Inc SVR 9.13 41.78 1/15/2019
TMST Inc THMR 8.00 15.25 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.75 43.50 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.75 44.00 2/15/2018
Terrestar Networks Inc TSTR 6.50 10.00 6/15/2014
TetraLogic
Pharmaceuticals Corp TLOG 8.00 26.50 6/15/2019
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.50 31.75 10/1/2020
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.25 5.88 11/1/2015
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 15.00 6.15 4/1/2021
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.50 6.50 11/1/2016
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.50 32.00 10/1/2020
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.25 7.00 11/1/2015
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 15.00 2.80 4/1/2021
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.50 5.38 11/1/2016
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.25 6.50 11/1/2015
Triangle USA
Petroleum Corp TPLM 6.75 19.75 7/15/2022
Vanguard Natural
Resources LLC /
VNR Finance Corp VNR 7.88 18.09 4/1/2020
Venoco Inc VQ 8.88 2.55 2/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 17.12 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 11.00 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 0.10 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 13.00 1.35 8/1/2020
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 11.13 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 0.24 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 11.13 1/15/2019
Verso Paper Holdings LLC /
Verso Paper Inc VRS 11.75 0.24 1/15/2019
W&T Offshore Inc WTI 8.50 27.94 6/15/2019
Walter Energy Inc WLTG 9.50 27.25 10/15/2019
Walter Energy Inc WLTG 9.50 28.50 10/15/2019
Walter Energy Inc WLTG 8.50 0.03 4/15/2021
Walter Energy Inc WLTG 9.50 27.13 10/15/2019
Walter Energy Inc WLTG 9.50 27.13 10/15/2019
Warren Resources Inc WRES 9.00 8.88 8/1/2022
Warren Resources Inc WRES 9.00 8.88 8/1/2022
Warren Resources Inc WRES 9.00 8.88 8/1/2022
iHeartCommunications Inc IHRT 10.00 44.00 1/15/2018
*********
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
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re-mailing and photocopying) is strictly prohibited without prior
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The TCR subscription rate is $975 for 6 months delivered via
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*** End of Transmission ***