/raid1/www/Hosts/bankrupt/TCR_Public/160412.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, April 12, 2016, Vol. 20, No. 103
Headlines
11385 N.W. 66: U.S. Trustee Unable to Appoint Committee
AFY INC: Court Grants Bid to Dismiss Suit vs. Rhett Sears, et al.
ALPHA NATURAL: CFO Andrew Discloses Equity Stake
AMERICAN HOSPICE: Seeks Approval of Bidding Procedures
AMERICAN PARKING: Case Summary & 20 Largest Unsecured Creditors
AVAYA INC: S&P Lowers CCR to 'CCC' on Liquidity Pressures
BEYOND GROUP: U.S. Trustee Unable to Appoint Committee
BIOLOGIC THERAPIES: U.S. Trustee Unable to Appoint Committee
BIRMINGHAM COAL: Hires Ritchie Bros as Auctioneer
BTRM KABOOM: U.S. Trustee Unable to Appoint Committee
C&S CARWASH: U.S. Trustee Unable to Appoint Committee
CAPITOL LAKES: Asks the Court to Value Banks' Collateral at $32M
CEETOP INC: Amends 2014 Financial Statements
CHARLES HENRY UTZMAN: Court Remands Action for Further Proceedings
CHRISTIAN FAMILY CHURCH: U.S. Trustee Unable to Appoint Committee
CNA FINANCIAL: Moody's Assigns Prov. Ba1 Rating on Preferred Stock
COOPER GAY: S&P Affirms Then Withdraws 'B' Rating
CORPORATE RESOURCE: Trustee Hires Goldin for Valuation Services
COTY INC: Moody's Assigns '(P)Ba1' Rating on Incremental Loans
DELTA TECHNOLOGY: Receives Nasdaq Listing Non-Compliance Notice
ENERGY FUTURE: Luminant Closes Purchase of 2 Texas Gas Plants
ENERGY FUTURE: TCEH Taps $1.1B from DIP Loan to Fund Luminant Deal
EXOTICA ACADEMY: U.S. Trustee Unable to Appoint Committee
FORESTAR (USA): Moody's Lowers CFR to B3, Outlook Stable
GLOBAL HIGH INCOME: Announces Timing of Liquidating Distribution
GO DADDY: S&P Raises CCR to 'BB-', Outlook Stable
GREAT BASIN: Expects to Receive Nasdaq Delisting Notice This Week
GUESTLOGIX INC: Mooreland Advises TravelSky on OpenJaw Acquisition
HARTFORD & SONS: 7th Cir Junks Bank's Appeal for No Final Judgment
HEALTH DIAGNOSTIC: Case Removal Period Extended to Aug. 30
HEALTH DIAGNOSTIC: Court to Confirm Liquidating Plan
HEALTH DIAGNOSTIC: CRO, Committee Agree to Aetna's $77M Claims
HEALTH DIAGNOSTIC: Keiter Approved as Accountant
HEALTH DIAGNOSTIC: Plan Exclusivity Extended to May 2
HII TECHNOLOGIES: Wants $50K OTG Settlement Approved
HOOVER WELL: Voluntary Chapter 11 Case Summary
JAMES F. HUMPHREYS: U.S. Trustee Unable to Appoint Committee
JOSEPH ALLEN HARTLEY: Court Grants Bank's Bid for Relief from Stay
JUMIO INC: Files Revised Bidding Procedures for Asset Auction
KIOR INC: Michael Wiggins to Have $1,900 Priority Claim
LDK SOLAR: Grand Court of Cayman Islands Orders Liquidation
MAGNUM HUNTER: Court Okays $250,000 Civil Penalty Payment to SEC
MAGNUM HUNTER: Gruss Capital Owns Preferred Shares
MAGNUM HUNTER: Hearing on Plan, Equity Panel Moved to April 18
MICHAEL WHITE: Court Rejects Bid to Reconsider Ch. 7 Conversion
MID-STATES SUPPLY: Court Approves Financial Advisor and CRO
MIG LLC: Files Rule 2015.3 Report as of Dec. 31, 2015
MIRARCHI BROTHERS: Case Summary & 20 Largest Unsecured Creditors
MOLYCORP INC: Court Confirms 4th Amended Ch. 11 Plan
MOLYCORP INC: Sureties Opposes to 10% Noteholder’s Credit Bid
NANOSPHERE INC: Amends 2015 Form 10-K, Appoints Permanent CAO
NES RENTALS: Moody's Raises CFR to B2, Outlook Stable
NEW BEGINNINGS: U.S. Trustee Unable to Appoint Committee
NORANDA ALUMINUM: Posts Wider Net Loss of $260 Million in 2015
NORANDA ALUMINUM: Seeks to Set June 3 as General Claims Bar Date
NORFE GROUP: Asks the Court's Authority to Use Rental Income
NORFE GROUP: PRAPI Asks Court OK to Proceed With Foreclosure
NORTEL NETWORKS: LSI Wants Claims Payment or Conversion to Ch. 7
NORTHERN OIL: S&P Lowers Rating on Sr. Unsecured Debt to 'CCC'
NOVABAY PHARMA: OUM & Co. Raises Going Concern Doubt
OPTIM ENERGY: Final Decree Closing Chapter 11 Cases Entered
OUTER HARBOR TERMINAL: Adequate Protection for NMHG Approved
OUTER HARBOR TERMINAL: Employee Incentive Program Approved
OUTER HARBOR TERMINAL: Ritchie Bros. OK'd to Auction Equipment
PANDA SHERMAN: S&P Puts 'B-' Project Finance Rating on Watch Neg
PARAGON OFFSHORE: Plan Confirmation Hearing Set for June 21
PETTERS COMPANY: Opportunity Finance Stay Motion Denied
PIONEER HEALTH: Seeks Joint Administration of Cases
PIONEER HEALTH: Unit's Case Summary & 20 Top Unsecured Creditors
PIONEER HEALTH: Wants to Use Cash Collateral of Secured Creditors
PLATTSBURGH SUITES: Court Issues Final Decree, Orders Case Closed
POPULAR NORTH AMERICA: Bankr. Court's Order Affirmed in Part
PREMIER EXHIBITIONS: Common Stock Delisted from NASDAQ
QUICKSILVER RESOURCES: Canada Unit to Sell Horn River Basin Assets
QUICKSILVER RESOURCES: Cancels Change in Control Incentive Plans
QUICKSILVER RESOURCES: Outside Date of BlueStone Sale Moved to Apri
QUIKSILVER INC: S&P Raises CCR to 'B-' on Bankr. Emergence
RCCG EAGLE: Case Summary & 2 Unsecured Creditors
RCS CAPITAL: Cetera Debtors Can Use Cash Collateral up to April 12
RDIO INC: Universal Music Steps Down as Committee Member
REPUBLIC AIRWAYS: Seek Approval of Settlement With EDC
RICHLAND RESOURCES: Court Affirms $171K Reduced Award to Black
RIVERSIDE PLAZA: Taps Tetzlaff Law as Bankruptcy Counsel
RMG NETWORKS: Regains NASDAQ Minimum Bid Price Listing Compliance
SABINE OIL: Exclusive Plan Filing Date Extended to June 9
SABLE OPERATING: Lenders Want Debtor Replaced as Lease Operator
SEA ISLAND: Owns Common Areas in King's Point Subd., Court Rules
SEABOARD REALTY: Seeks Approval of Bid Procedures for Asset Sale
SHERWIN ALUMINA: Final Order for Cash Collateral Use Entered
SHERWIN ALUMINA: Wants Courts to Coordinate on Bauxite Sale
SHIROKIA DEVELOPMENT: Court Enters Final Decree Closing Case
SIGA TECHNOLOGIES: Seeks May 16 Extension of Solicitation Period
SOUNDVIEW ELITE: Ch. 11 Trustee Settles 7 Avoidance Actions
SOUTHCROSS ENERGY: Neuberger Berman Reports Less Than 1% Stake
SPECTRASCIENCE INC: Posts $3.6 Million Net Loss in 2015
SPRINGMORE II: U.S. Trustee Seeks Dismissal of Ch. 11 Case
SQUARETWO FINANCIAL: Loan Maturity Date Extended to April 29
SUNTECH AMERICA: Plan Confirmation Hearing Adjourned to April 27
SYCAMORE INVESTMENT: U.S. Trustee Unable to Appoint Committee
THINGS REMEMBERED: Hires FTI Consulting as Financial Advisor
TRIBUNE MEDIA: Court Disallows Younge's Claim No. 3333 in Entirety
TUSCANY ENERGY: U.S. Trustee Unable to Appoint Committee
VALEANT PHARMACEUTICALS: Moody's 'B2' CFR Still on Review
WALTER ENERGY: Court Approves Global Settlement Procedures
WEST CABINET: U.S. Trustee Unable to Appoint Committee
WORLDWIDE INVESTMENTS I: US Trustee Unable to Appoint Committee
WORLDWIDE INVESTMENTS II: US Trustee Unable to Appoint Committee
WORLDWIDE INVESTMENTS III: US Trustee Unable to Appoint Committee
WORLDWIDE TRANSPORTATION: U.S. Trustee Unable to Appoint Committee
[*] Bernstein Shur Assembles Powerhouse Bankruptcy Mediation Team
[*] Five Attorneys Join SmithAmundsen's Indianapolis Office
[^] Large Companies with Insolvent Balance Sheet
*********
11385 N.W. 66: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of 11385 N.W. 66 L.L.C.
11385 N.W. 66 L.L.C. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-11473) on February 1,
2016. The Debtor is represented by Alexis S. Read, Esq., at
Blaxberg, Grayson, Kukoff & Twombly.
AFY INC: Court Grants Bid to Dismiss Suit vs. Rhett Sears, et al.
-----------------------------------------------------------------
This matter is before the court on a motion to dismiss filed by
Defendants Rhett R. Sears, Rhett R. Sears Revocable Trust, Ronald
H. Sears, Ronald H. Sears Trust, and Dane R. Sears.
Plaintiffs Robert A. Sears, Robert A. Sears, Trustee and Korley B.
Sears filed a complaint in state court alleging that Defendants
breached an agreement for the sale of their shares of AFY, Inc.
stock to Korley B. Sears and the corporation, among other
allegations.
The Defendants argued that "the dismissal of Plaintiffs' Complaint
is warranted because (a) all of Plaintiffs' claims are barred by
the shareholder standing rule, (b) almost all of Plaintiffs' claims
are barred by the applicable statutes of limitation, and (c) all of
Plaintiffs' claims are barred by res judicata (claim preclusion) by
virtue of matters that have already been litigated in this
Bankruptcy Court in the bankruptcy of AFY, Inc., including the
matter captioned In Re AFY, Case No. 10-40875, 2011 WL 2313154
(Bankr. D. Neb. June 8, 2011) (the AFY Claims Order). None of the
arguments presented in Plaintiffs' Opposition Brief provide a
reason as to why Plaintiffs' claims are not barred by the
shareholder standing rule, statutes of limitation, and res judicata
(claim preclusion)."
In the Order dated March 7, 2016 which is available at
http://is.gd/RGYvhofrom Leagle.com, Judge Thomas L. Saladino of
the United States Bankruptcy Court for the District of Nebraska
granted the Motion to Dismiss and dismissed the Plaintiffs'
complaint.
The bankruptcy case is IN THE MATTER OF: AFY, INC., Chapter 7,
Debtor(s), Case Nos. BK10-40875.
The adversary case is ROBERT A. SEARS; ROBERT A. SEARS, TRUSTEE;
and KORLEY B. SEARS, Plaintiffs, v. RHETT R. SEARS; RHETT R. SEARS
REVOCABLE TRUST; RONALD H. SEARS; RONALD H. SEARS TRUST; and DANE
R. SEARS, Defendants, A14-4060.
Robert A. Sears, Plaintiff, is represented by Jerrold L. Strasheim,
Esq., Attorney at Law.
Rhett R. Sears, Defendant, is represented by Brian J. Koenig, Esq.
-- brian.koenig@koleyjessen.com -- Koley Jessen, P.C., L.L.O,
Kristin Krueger, Esq. -- kristin.krueger@koleyjessen.com -- Koley
Jessen, P.C., L.L.O, Donald L. Swanson, Esq. --
donald.swanson@koleyjessen.com -- Koley Jessen, P.C., L.L.O.
About AFY Inc.
Ainsworth, Nebraska-based AFY, Inc., doing business as Ainsworth
Feed Yards Company, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Neb. Case No. 10-40875) on March 25, 2010.
Jerrold L. Strasheim, Esq., in Omaha, served as the Debtor's
counsel. AFY estimated its assets and debts at $10 million to
$50 million as of the bankruptcy filing.
Affiliates Robert A. Sears and Korley B. Sears filed Chapter 11
petitions (Bankr. D. Neb. Case Nos. 10-40275 and 10-40277) on
Feb. 12, 2010. Mr. Strasheim also represented the Sears Debtors.
Disputes arose in the three cases as to who actually owned or
controlled the voting rights of the shares of stock in AFY. The
disputes were between Robert and Korley Sears on the one hand and
members of the Sears family on the other hand. Partly due to this
dispute over the ownership and control of AFY, on April 29, 2010,
the Bankruptcy Court granted a motion to appoint a Chapter 11
trustee. Joseph H. Badami was subsequently appointed as the
Chapter 11 trustee. Mr. Strasheim withdrew as attorney for AFY in
June 2010.
The case was converted to one under Chapter 7 on the trustee's
motion.
ALPHA NATURAL: CFO Andrew Discloses Equity Stake
------------------------------------------------
Eidson Andrew, EVP and Chief Financial Officer of Alpha Natural
Resources, Inc., disclosed that he directly owns 8,139 shares of
common stock and another 93,890 common shares that are restricted
stock units.
A copy of Mr. Andrews' Form 3 Report filed with the Securities and
Exchange Commission is available at http://is.gd/kYMoJL
About Alpha Natural Resources
Headquartered in Bristol, Virginia, Alpha Natural --
http://www.alphanr.com/-- is a coal supplier, ranked second
largest among publicly traded U.S. coal producers as measured by
2014 consolidated revenues of $4.3 billion. As of August 2015,
Alpha had 8,000 full time employees across many different states,
with UMWA representing 1,000 of the employees.
Alpha Natural Resources, Inc. (Bankr. E.D. Va. Case No. 15-33896)
and its affiliates filed separate Chapter 11 bankruptcy petitions
on Aug. 3, 2015, listing $9.9 billion in total assets as of
June 30, 2015, and $7.3 billion in total liabilities as of June
30, 2015.
The petitions were signed by Richard H. Verheij, executive vice
president, general counsel and corporate secretary.
Judge Kevin R. Huennekens presides over the cases.
David G. Heiman, Esq., Carl E. Black, Esq., and Thomas A. Wilson,
Esq., at Jones Day serve as the Debtors' general counsel.
Tyler P. Brown, Esq., J.R. Smith, Esq., Henry P. (Toby) Long, III,
Esq., and Justin F. Paget, Esq., serve as the Debtors' local
counsel. Rothschild Group is the Debtors' financial advisor.
Alvarez & Marshal Holdings, LLC, is the Debtors' investment
banker.
Kurtzman Carson Consultants, LLC, is the Debtors' claims and
noticing agent.
The U.S. Trustee for Region 4 appointed seven creditors of Alpha
Natural Resources Inc. to serve on the official committee of
unsecured creditors. Dennis F. Dunne, Esq., Evan R. Fleck, Esq.,
and Eric K. Stodola, Esq., at Milbank, Tweed, Hadley & McCloy LLP;
and William A. Gray, Esq., W. Ashley Burgess, Esq., and Roy M.
Terry, Jr., Esq. at Sands Anderson PC, represent the Committee.
* * *
Alpha Natural Resources, Inc. on March 8 disclosed that it has
filed a proposed Chapter 11 Plan of Reorganization and a related
Disclosure Statement with the United States Bankruptcy Court for
the Eastern District of Virginia. Together with the
recently-filed motion seeking approval of a marketing process for
Alpha's core operating assets, these filings provide for the sale
of Alpha's assets, detail a path toward the resolution of all
creditor claims, and anticipate the emergence of a streamlined and
sustainable reorganized company able to satisfy its environmental
obligations on an ongoing basis. By selling certain assets as a
going concern and restructuring the company's remaining assets into
a reorganized Alpha, the company is able to provide maximum
recovery to its creditors, while preserving jobs and putting itself
in the best position to meet its reclamation obligations. This
path will allow for a conclusion of Alpha's bankruptcy proceedings
by June 30, 2016.
AMERICAN HOSPICE: Seeks Approval of Bidding Procedures
------------------------------------------------------
American Hospice Management Holdings, LLC, and its affiliated
debtors ask the U.S. Bankruptcy Court for the District of Delaware
to approve their procedures for the sale of substantially all of
their assets, as well as the sale of their Texas and Virginia
Assets to the stalking horse purchaser, Hospice Partners of
America, LLC, subject to higher or better offers.
The Debtors operate in a heavily regulated industry and have very
tight working capital. They further relate that they are currently
not profitable and their liabilities vastly exceed their assets.
The Debtors determined that the most appropriate method of ensuring
proper care of their patients while preserving and maximizing the
value of their assets for the benefit of their stakeholders is to
pursue a sale of substantially all of their assets.
Hospice Partners of America submitted a letter of intent to buy the
Debtors' businesses in Texas and Virginia. The Debtors further
have no prospective purchasers for their Remaining Assets, which
consist of businesses in Georgia, Arizona, Oklahoma, and New
Jersey.
Hospice Partners of America has agreed to provide
debtor-in-possession financing to the Debtors in an amount up to
$500,000. A motion to approve the DIP Financing was filed with the
Court on the Petition Date.
The Stalking Horse Asset Purchase Agreement contains, among others,
the following relevant terms:
(a) Consideration: $5,500,000
(b) Deposit: The Purchaser has made, or concurrently with its
execution of the Agreement, will make, a deposit of $200,000 into a
non-interest bearing account to be held by the Escrow Agent, and
governed by the terms of the Escrow Agreement.
The Stalking Horse Purchaser, in making its offer, relied on the
promises made by the Debtors to seek the Court's approval of a
break-up fee in the amount of $165,000 plus repayment of the
Stalking Horse Purchaser's documented expenses, exclusive of
professional fees, not to exceed $10,000, to compensate the
Stalking Horse Purchaser for its time and effort in examining the
Debtors' business, conducting due diligence, and the loss of
opportunity that such time and effort has caused should another
bidder be the successful bidder.
The Debtors tell the Court that it is in the best interests of the
Debtors and their stakeholders and patients to sell the Remaining
Assets through the same auction process. They further tell the
Court that unlike the Texas & Virginia Assets which will be sold
via auction with the Stalking Horse APA providing a "floor" price,
the sale of the Remaining Assets will be via a "naked" auction
without a stalking horse bid.
The proposed bidding procedures contain, among others, the
following relevant terms:
(a) Bid Deadline: April 22, 2016 at 4:00 p.m.
(b) Auction Date: April 25, 2016 at 10:00 a.m.
(c) Sale Hearing: April 29, 2016
(d) Sale Objection Deadline: On or before 4:00 p.m. on April
25, 2016
(e) Assumption Objection Deadline: 4:00 p.m. on April 21,
2016
The Debtors' Motion is scheduled for hearing on April 8, 2016 at
2:00 p.m. The deadline for the filing of objections to the Motion
is set on April 4, 2016 at 4:00 p.m.
American Hospice Management Holdings, LLC and its affiliated
Debtors are represented by:
Laura Davis Jones, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
919 North Market Street, 17th Floor
P.O. Box 8705
Wilmington, DE 19899
Telephone: (302)652-4100
Facsimile: (302)652-4400
E-mail: ljones@pszjlaw.com
- and -
Samuel R. Maizel, Esq.
DENTONS US LLP
601 S. Figueroa Street
Suite 2500
Los Angeles, CA 90017
Telephone: (213)623-9300
Facsimile: (213)623-9924
E-mail: samuel.maizel@dentons.com
- and -
Gary W. Marsh, Esq.
David E. Gordon, Esq.
DENTONS US LLP
303 Peachtree Street, NE
Suite 5300
Atlanta, GA 30308
Telephone: (404)527-4150
Facsimile: (404)527-4198
E-mail: gary.marsh@dentons.com
david.gordon@dentons.com
About American Hospice Management
Headquartered in Jacksonville, Florida, American Hospice Management
Holdings, LLC is a hospice care provider for patients with
conditions including, among other things, cancer, cardiopulmonary
diseases, Alzheimer's and strokes. American Hospice currently
provides hospice care in the following six markets: (i) Phoenix,
Arizona; (ii) Houston, Texas; (iii) Oklahoma City, Oklahoma; (iv)
Atlanta, Georgia; (v) Richmond and Central Virginia; and (vi) New
Jersey. The Company employs 365 people.
American Hospice and 10 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Lead Case No. 16-10670) on
March 20, 2016. Scott Mahosky signed the petition as chief
executive officer. The Debtors estimated assets in the range
of $10 million to $50 million and liabilities of up to
$50 million.
The Debtors have hired Denton US LLP as counsel, Pachulski Stang
Ziehl & Jones LLP as co-counsel, Harris Williams & Co. as
investment banker, and Kurtzman Carson Consultants, LLC as notice
and claims agent.
Each of the Debtors is owned 100% by American Hospice Management
Holdings, LLC which is a Delaware limited liability company. The
majority owner of American Hospice Management Holdings, LLC is
American Hospice Holdings Corporation, a Delaware corporation.
American Hospice Holdings Corporation is wholly owned by 2000
Riverside Capital Appreciation Fund, L.P.
AMERICAN PARKING: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: American Parking System Inc.
PO Box 192239
San Juan, PR 00902-2239
Case No.: 16-02761
Chapter 11 Petition Date: April 8, 2016
Court: United States Bankruptcy Court
District of Puerto Rico (Old San Juan)
Judge: Hon. Edward A Godoy
Debtor's Counsel: Alexis Fuentes Hernandez, Esq.
FUENTES LAW OFFICES, LLC
PO Box 9022726
San Juan, PR 00902-2726
Tel: (787) 722-5216
Fax: (787) 722-5206
E-mail: alex@fuentes-law.com
Estimated Assets: $0 to $50,000
Estimated Liabilities: $10 million to $50 million
The petition was signed by Miguel Cabral Veras, president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/prb16-02761.pdf
AVAYA INC: S&P Lowers CCR to 'CCC' on Liquidity Pressures
---------------------------------------------------------
Standard & Poor's Ratings Services said that it lowered its
corporate credit rating on Santa Clara, Calif.-based Avaya Inc. to
'CCC' from 'B-'. The rating outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's senior secured (second priority) term loans and notes to
'CCC+' from 'B'. The '2' recovery rating is unchanged, indicating
S&P's expectation for substantial recovery (70%-90%; lower half of
the range) of principal for debtholders in the event of a payment
default.
S&P also lowered its issue-level rating on Avaya's second-lien
(third priority) notes to 'CCC-' from 'CCC+'. The '5' recovery
rating is unchanged, indicating S&P's expectation for modest
recovery (10%-30%) of principal for the debtholders in the event of
a payment default.
The downgrade reflects Avaya's weak operating performance through
Dec. 31, 2015, and its significant debt refinancing risk," said
Standard & Poor's credit analyst John Moore. "We expect that the
company's performance will remain weak in 2016 and 2017 as it
contends with managing its $2.321 billion secured term loans B-3
and B-4 due Oct. 26, 2017, of which $617 million is outstanding,
and its $1.138 billion secured term loan B-6 due March 31, 2018, of
which $537 million is outstanding."
The negative rating outlook reflects S&P's assessment of Avaya's
liquidity as weak, as well as the company's significant refinancing
risk and high leverage.
S&P could lower its corporate credit rating on Avaya if the company
doesn't demonstrate sustained revenue growth and improve its
liquidity profile, thus mitigating the refinancing risk.
S&P could raise the rating or revise the outlook to stable if Avaya
demonstrates sustained improvement to its operating performance,
liquidity profile, and, therefore, mitigates the refinancing risk.
BEYOND GROUP: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Beyond Group, LLC.
Beyond Group, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Florida (Fort Lauderdale) (Case No. 16-10825) on
January 20, 2016. The petition was signed by Ducarmel Labaze,
managing member.
The Debtor is represented by Demetrios C. Kirkiles, Esq., at the
Law Firm of Demetrios C. Kirkiles, Esq. The case is assigned to
Judge Raymond B. Ray.
The Debtor estimated assets of $1 million to $10 million and debts
of $0 to $50,000.
BIOLOGIC THERAPIES: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Biologic Therapies, Inc.
Biologic Therapies, Inc., sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Middle
District of Florida (Jacksonville) (Case No. 16-00736) on February
29, 2016. The petition was signed by Angela M. Stopiano, authorized
representative.
The Debtor is represented by Jon Polenberg, Esq., at Polenberg
Cooper, PLLC.
The Debtor disclosed total assets of $1.81 million and total debts
of $554,737.
BIRMINGHAM COAL: Hires Ritchie Bros as Auctioneer
-------------------------------------------------
Birmingham Coal & Coke Company, Inc., Cahaba Contracting &
Reclamation, and RAC Mining, LLC seek authorization from the Hon.
Tamara O. Mitchell of the U.S. Bankruptcy Court for the Northern
District of Alabama to employ Ritchie Bros. Auctioneers (America)
Inc. as auctioneer.
Ritchie Bros. will receive a commission based on the gross sale
price of the sold assets:
(a) 9.8% for any lot sold in excess of $2,500; and
(b) 25% for any lot sold and realizing $2,500 or less, with
a minimum fee of $100.00 per lot.
Ritchie Bros will charge purchasers of assets an administration fee
based on the gross sale price of the sold assets. More
specifically, Ritchie will be entitled to charge a purchaser of
assets an administrative fee of 2.5% on lots selling for more than
$2,500 up to a maximum rate of $950 or 10% on lots selling for
$2,500 or less.
Ritchie Bros is entitled to charge: (a) for the costs of
refurbishment plus 10% if authorized by the Debtors; and (b) for
the cost of fuel and batteries for demonstrative purposes at the
auction and deduct such costs from the net proceeds.
Ritchie Bros will also to charge a document administration fee of
$65 per unit for each asset requiring title or registration
documents.
Clint Blair, regional sales manager of Ritchie Bros., 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.
Ritchie Bros can be reached at:
Clint Blair
RITCHIE BROS. AUCTIONEERS (AMERICA) INC.
4000 Pine Lake Road
Lincoln, NE 68516
Tel: (678) 423-5737
E-mail: cblair@rbauction.com
About Birmingham Coal
Birmingham Coal & Coke Company, Inc. produces and markets coal to
industrial, utility and export markets. It owns and operates three
coal mines with an average annual coal production of approximately
480,000 tons. The company also offers coal brokerage services.
Birmingham Coal & Coke Company, Inc. was founded in 2000 and is
based in Birmingham, Alabama. As of May 9, 2011, Birmingham Coal
operates as a subsidiary of CanAm Coal Corp.
On May 27, 2015, Birmingham Coal and affiliates Cahaba Contracting
& Reclamation LLC, and RAC Mining LLC each filed a voluntary
petition for Chapter 11 reorganization (Bankr. N.D. Ala. Lead Case
No. 15-02075) in Birmingham, Alabama.
The Debtors tapped Jones Walker LLP as counsel.
Birmingham Coal and Cahaba Contracting each estimated $10 million
to $50 million in assets and debt. RAC Mining estimated $1
million to $10 million in assets and debt.
BTRM KABOOM: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of BTRM Kaboom LLC.
BTRM Kaboom LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-11514) on February 2,
2016. The Debtor is represented by Julie E Hough, Esq., at Hough
Law Group, P.A.
C&S CARWASH: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of C&S Carwash, Inc.
C&S Carwash, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 16-00863) on March 8,
2016. The Debtor is represented by Jason A Burgess, Esq., at The
Law Offices of Jason A. Burgess, LLC.
CAPITOL LAKES: Asks the Court to Value Banks' Collateral at $32M
----------------------------------------------------------------
Capitol Lakes, Inc. requests that the U.S. Bankruptcy Court enter
an order establishing the value of the banks' collateral for the
purposes of confirmation of the Debtor's Plan at $32,000,000, and
determining the value of the secured claims of Santander Bank N.A.
and KBC Bank N.V.
According to the Debtor, the Plan provides for, among other things,
a reorganization of the Debtor as a going concern through the
reduction of the Debtor's outstanding debt obligations to the
Banks, the aggregate amount of "New Senior Debt" provided for in
exchange of the Banks' secured claims which will be equal to the
total value of the Banks' Collateral, and for the payment of the
New Senior Debt.
As such, the Debtor asserts that the determination of the value of
the Collateral pursuant to Section 506(a) is a critical component
of the Debtor's Plan in order to facilitate the administration of
the estate, the reorganization of the Debtor, and ensure an
efficient resolution to the Debtor's bankruptcy case that will help
the Debtor's residents and other parties-in-interest restore
confidence in the Debtor.
Section 506(a)(1) of the Bankruptcy Code provides that the "allowed
claim of a creditor secured by a lien on property in which the
estate has an interest . . . is a secured claim to the extent of
the value of such creditor's interest in the estate's interest in
such property. . . .", and further it provides that the value of
the secured claim "shall be determined in light of the purpose of
the valuation and of the proposed disposition or use of such
property, and in conjunction with any hearing on such disposition
or use or on a plan affecting such creditor's interest."
To determine the value of the Collateral, the Debtor submits the
expert valuation report of Neil J. Beaton, Managing Director at
Alvarez & Marsal Valuation Services, LLC, providing the Debtor's
independent determination of the fair market value of the
Collateral, concluding that the aggregate fair market value of the
Collateral is $32,000,000. On the other hand, the Banks submit an
Amended Expert Report of HealthTrust and disclose that they will
call Ed Smith of HealthTrust to present evidence at the trial
scheduled for April 6, 2016.
Capitol Lakes is represented by:
Thomas R. Califano, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas
New York, New York 10020-1104
Telephone: (212) 335-4500
Facsimile: (212) 335-4501
E-mail: thomas.califano@dlapiper.com
- and -
Rebecca R. DeMarb, Esq.
SWEET DEMARB LLC
One North Pinckney Street, Suite 300
Madison, WI 53703
Telephone: (608) 310-5500
Facsimile: (608) 310-5525
E-mail: rdemarb@sweetdemarb.com
Lead counsel for Santander Bank:
Paul E. Harner, Esq.
BALLARD SPAHR LLP
919 Third Avenue, 37th Floor
New York, New York 10022
Telephone: 646-346-8020
E-mail: harnerp@ballardspahr.com
- and -
John Robert Weiss, Esq.
Richard P. Darke, Esq.
DUANE MORRIS LLP
190 S. LaSalle St., Suite 3700
Chicago, IL 60603
Telephone: 312-499-0148
E-mail: jrweiss@duanemorris.com
rpdarke@duanemorris.com
Lead counsel for KBC Bank:
Vincent J. Marriott III, Esq.
BALLARD SPAHR LLP
1735 Market Street, 51st Flr.
Philadelphia, PA 19103
Telephone: 215-864-8236
E-mail: marriott@ballardspahr.com
Local counsel for Santander Bank:
Daniel J. McGarry, Esq.
P.O. Box 1379
Madison, WI 53701-1379
Telephone: 608-234-6046
E-mail: dmcgarry@whdlaw.com
About Capitol Lakes
Capitol Lakes Inc. owns and operates a continuing care retirement
community ("CCRC") located in Madison, Wisconsin. The CCRC is
comprised of: (i) an urban high rise containing 105 independent
living units (the "Heights"), (ii) an apartment building containing
52 additional independent living units (the "Main Gate"), (iii) an
assisted living residential facility containing 43 assisted living
units (the "Terraces"), of which 39 are single occupancy and 4 are
available for double occupancy, (iv) a skilled nursing facility
with 85 active skilled nursing beds licensed by the Wisconsin
Department of Health and Family Services and certified to
participate in the Medicare and Medicaid programs (the "Health
Center"), all located on a site of approximately 3.814 acres of
land owned by Capitol Lakes located in the heart of downtown
Madison, Wisconsin.
On Jan. 20, 2016, Capitol Lakes filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Wisc. Case No. 16-10158). The case is
assigned to Judge Robert D. Martin.
As of Dec. 31, 2015, on a book value basis, Capitol Lakes has $57.6
million in assets and $104.2 million in liabilities.
The Debtor has tapped DLA Piper LLP as its legal counsel, and Cain
Brothers & Company LLC as its financial advisor.
The Office of the U.S. Trustee appointed seven creditors to the
official committee of unsecured creditors. They are Margaret
Barker, John Burkhalter, Geri Dickson, Sally Drew, Patrick J.
Holzem, Judith Snyderman and M. Crawford Young. Murphy Desmond
S.C. represents the committee.
CEETOP INC: Amends 2014 Financial Statements
--------------------------------------------
Ceetop Inc. has restated its financial statements for the year
ended Dec. 31, 2014, quarter ended March 31, 2014, quarter ended
June 30, 2014, and quarter ended Sept. 30, 2014. The amendments
were made to correct the accounting for shares issued in connection
with the employment agreement with the Company's CEO and CFO
entered on Dec. 4, 2013. The change is to record additional
compensation of $575,000 for the issuance of 460,000 shares valued
at $ 1.25 per share for 2014. A copy of the amended Form 10-K is
available at no charge at http://is.gd/bjGBKX
About Ceetop Inc.
Oregon-based Ceetop Inc., formerly known as China Ceetop.com,
Inc., owned and operated the online retail platform before 2013.
Due to excessive competition in online retail, the Company has
transformed itself into an integrated supply chain services
provider, and focuses on B to B supply chain management and
related value-added services among enterprises.
Ceetop Inc. reported a net loss of $841,000 on $362,000 of sales
for the year ended Dec. 31, 2014, compared with a net loss of $2.88
million on $0 of sales for the year ended Dec. 31, 2013.
As of Sept. 30, 2015, the Company had $3.62 million in total
assets, $1.46 million in total liabilities, all current, and $2.15
million in total stockholders' equity.
MJF & Associates, APC, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing that the Company incurred
recurring losses from operations, has a net loss of $841,000 for
2014, and has accumulated deficit of $9.45 million at Dec. 31,
2014. These matters raise substantial doubt about the
Company's ability to continue as a going concern.
CHARLES HENRY UTZMAN: Court Remands Action for Further Proceedings
------------------------------------------------------------------
This dispute stems from a loan that was issued to finance the
construction of a home on a parcel of land commonly referred to as
169 Rose Avenue. Debtor-appellants Charles and Anna Utzman sought
to plant roots in Mill Valley, California, and got financing for
their property in August 2007 from creditor-appellee Suntrust
Mortgage, Inc. Years later, the Utzmans filed a petition for
bankruptcy protection under Chapter 11 of the Code, and tried to
bifurcate Suntrust's claim into secured and unsecured components.
Suntrust then invoked the "anti-modification exception" in section
1123(b)(5) of the Code, which bars a Chapter 11 plan from modifying
a claim secured only by a security interest in real property that
is the debtor's principal residence.
This appeal centers on the sole question of whether the
anti-modification exception applies to stonewall the Utzmans in
their continuing effort to bifurcate Suntrust's secured claim. The
Utzmans insist the exception is inapplicable because they rent out
a portion of their property, meaning Suntrust's claim is not
secured only by an "interest in real property that is" only "the
debtor's principal residence." They further insist the deed of
trust ("DOT") grants Suntrust an interest in personal property,
therefore defeating the exception because the claim must be secured
"only by a security interest in real property".
The bankruptcy court rejected the Utzmans' interpretation and
barred them from modifying Suntrust's claim. There is a budding
disagreement, however, both here and across the country, over the
appropriate construction of the statute.
In the Order dated March 1, 2016 which is available at
http://is.gd/y0trjcfrom Leagle.com, Judge Richard Seeborg of the
United States District Court for the Northern District of
California reversed the bankruptcy court's conclusion that the
anti-modification exception applies accordingly and, remanded the
action to the bankruptcy court for further proceedings.
Section 1123(b)(5) requires the real property be used as the
debtor's principal residence; it does not require the real property
be used solely as the debtor's principal residence, or be deemed
the debtor's principal residence in light of the totality of the
circumstances. Given the Utzmans do not dispute 169 Rose serves as
their principal residence, the fact that they rent out a small
portion of the property does not defeat the applicability of the
exception. Nevertheless, the statute requires a lender's claim to
be secured "only by a security interest in real property." Under
the RCR, Suntrust's claim simply does not meet that definition.
The case is CHARLES HENRY UTZMAN et al., Appellants, v. SUNTRUST
MORTGAGE, INC., Appellee, Case No. 15-cv-04299-RS.
Charles Henry Utzman, Appellant, is represented by David N.
Chandler, Law Offices of David N. Chandler.
Anna Kathryn Utzman, Appellant, is represented by David N.
Chandler, Law Offices of David N. Chandler.
Suntrust Mortgage, Inc., Appellee, is represented by Peter Salvador
Munoz, Esq. -- pmunoz@reedsmith.com
-- Reed Smith LLP & Dennis Peter Maio, Esq. -- dmaio@reedsmith.com
-- Reed Smith.
CHRISTIAN FAMILY CHURCH: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Christian Family Church International, Inc.
Christian Family Church International, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Southern District of Florida (West Palm Beach) (Case No.
16-10048) on January 4, 2016. The petition was signed by Steven
Barry, director.
The Debtor is represented by Norman L. Schroeder II, Esq., at
Norman L. Schroeder, II PA. The case is assigned to Judge Erik P.
Kimball.
The Debtor disclosed total assets of $1.99 million and total debts
of $4.74 million.
CNA FINANCIAL: Moody's Assigns Prov. Ba1 Rating on Preferred Stock
-------------------------------------------------------------------
Moody's has assigned provisional ratings to the recently filed
shelf registration of CNA Financial Corporation (NYSE: CNA) as
follows: provisional senior unsecured debt at (P)Baa2; provisional
subordinated debt and junior subordinated debt at (P)Baa3;
provisional preferred stock at (P)Ba1. The company maintains its
shelf registration for general corporate purposes, which may
include, but are not limited to, prepayment of other debt, and
capital contributions to its subsidiaries to support such
subsidiaries' operations. The outlook for CNA Financial's debt
ratings is stable.
RATING RATIONALE
Moody's ratings on CNA Financial Corporation and on its principal
US-based insurance subsidiaries consider the group's profitable
franchise in specialty commercial insurance (including professional
liability, other specialty casualty lines, and surety), its solid
asset quality, and its overall sound capital, liquidity and
financial flexibility. These strengths are tempered by still tepid
but improving profitability in the group's commercial lines
segment, potential claim reserve volatility associated with
casualty business, and by risks inherent in CNA's run-off
businesses, especially long term care. CNA Financial Corporation's
ratings also consider the historically supportive parentage of
Loews Corporation (senior debt at A3).
Factors that could lead to an upgrade include these: 1) strong
profitability in the group's specialty insurance segment, combined
with sustained improved underwriting performance (e.g. combined
ratios at 95% or below) in the commercial insurance; 2)
consolidated earnings coverage above 6x; and 3) significant
de-risking or diminished size of long term care portfolio.
Conversely, factors that could lead to an downgrade include the
following: 1) a non-temporary decline in shareholders' equity of
10% or more (with adjustments for variability in unrealized
investment gains/losses), absent further capital support from Loews
Corporation or other outside investors; 2) sustained earnings
coverage below 3x; 3) sustained adjusted financial leverage in
excess of 30%; 4) annual adverse reserve development in excess of
5% of total reserves; or 5) a downgrade of Loews Corporation by one
or more notches could impact the debt rating of CNA Financial
Corporation, but would not be expected to affect the group's IFS
ratings.
CNA Financial Corporation is an insurance holding company that is
principally engaged in providing domestic and international
property and casualty insurance and ranks among the 15 largest P&C
insurers in the US. CNA Financial Corporation is approximately 90%
owned by Loews Corporation. For the full year 2015, CNA Financial
Corporation reported gross written premiums of $10.7 billion and
net income available to common shareholders of $479 million. As of
Dec. 31, 2015, the company reported total assets of $55 billion and
shareholders' equity of $11.8 billion.
The principal methodology used in these ratings was Global Property
and Casualty Insurers published in December 2015.
COOPER GAY: S&P Affirms Then Withdraws 'B' Rating
-------------------------------------------------
Standard & Poor's Ratings Services said that it has affirmed its
'B' rating on Cooper Gay Swett & Crawford Ltd. (CGSC) with a stable
outlook. Subsequently, at the company's request, S&P withdrew the
rating.
"The 'B' rating on CGSC reflected its vulnerable business risk
profile and aggressive financial risk profile," said Standard &
Poor's credit analyst Julie Herman. "We raised the rating to 'B'
with a stable outlook from 'B-' on CreditWatch Developing on Feb.
26, 2016, following the company's announcement that it had reached
an agreement to sell its North American business unit to BB&T Corp.
and that it would use the proceeds to pay down all of its
outstanding debt. Since then, all developments incorporated into
S&P's upgrade rating action have met its expectations.
Specifically, the transaction has closed, and CGSC then used sale
proceeds to pay down all outstanding debt."
The stable outlook reflected S&P's view that the company's business
risk profile would remain vulnerable, though S&P expected
management to improve results gradually through cost and growth
initiatives. Although S&P expected the company to remain
private-equity owned by Lightyear Capital LLC, S&P was not
anticipating any significant releveraging as the company focused on
turning around international results. S&P's expectation was for
leverage to remain in the 3x-4x range (consisting of operating
lease and pension obligations).
CORPORATE RESOURCE: Trustee Hires Goldin for Valuation Services
---------------------------------------------------------------
James S. Feltman, the Chapter 11 trustee of Corporate Resource
Services, Inc., and its affiliated debtors, seeks authority from
the U.S. Bankruptcy Court for the Southern District of New York to
retain Goldin Associates LLC to provide valuation services.
The Trustee is also Chapter 11 Trustee of TS Employment, Inc., an
affiliate of the Debtors. TSE sought Chapter 11 protection upon
the "discovery" that more than $100 million of withholding tax
obligations for CRS' employees was not paid to the Internal Revenue
Service -- a "discovery" which took place while employees of CRS
and Tri-State (an affiliate of CRS) were managing TSE.
Set against that backdrop, following TSE's Chapter 11 filing, but
prior to the Petition Date, the Debtors sold or otherwise
transferred substantially all of their assets, in some instances
just nominally, to third-parties (collectively, the
"Transactions"). The Trustee says his investigation into these
Transactions to date suggests that many of the Transactions may be
avoidable as fraudulent conveyances because the Debtors do not
appear to have received reasonably equivalent value for the assets
that they transferred.
As part of the Trustee's efforts to identify potential fraudulent
conveyance claims associated with the prepetition disposition of
the Debtors' assets in the Transactions, the Trustee must ascertain
the fair market value of those assets on the dates when they were
transferred. In connection therewith, the Trustee has requested
and Goldin has agreed to provide valuation and fraudulent
conveyance advisory services in connection with the Trustee's
evaluation of the Transactions pursuant to the terms of the
Engagement Letter.
Goldin's current rates for valuation services are:
Title Hourly Rate
----- -----------
Senior Managing Director $850 - $950
Managing Director/Senior Advisor $650 - $850
Director $550 - $650
Vice President $400 - $550
Analyst/Associate/Consultant $250 - $400
The Trustee will also pay Goldin's out of pocket expenses.
The Trustee has agreed that the Debtors' estates will indemnify
Goldin, as set forth in the Engagement Letter. Neither the Trustee
nor the Debtors' estates will have any liability or obligation for
claims, liabilities, expenses, damages or cost resulting from
claims that are determined by the Court to have resulted from
Goldin's bad faith, gross negligence, self-dealing, willful
misconduct or violations of law.
According to the declaration of Marc S. Kirschner, Senior Managing
Director of Goldin, the firm is a "disinterested person" as that
term is defined in Section 101(14) of the Bankruptcy Code.
Mr. Kirschner can be reached at:
Marc S. Kirschner
GOLDIN ASSOCIATES, LLC
350 Fifth Avenue
The Empire State Building
New York, NY 10118
Telephone: (212) 593-2255
Facsimile: (212) 888-2841
E-mail: MKirschner@goldinassociates.com
About Corporate Resource
Corporate Resource Services, Inc., is a provider of corporate
employment and human resource solutions, headquartered in New York.
CRS leases its headquarters and does not own any real property.
About 90% of CRS shares are owned by Robert Cassera and the balance
are traded OTC.
As of Dec. 31, 2014, CRS was one of the largest employment staffing
companies in the U.S., providing employment and human resources
solutions for corporations with annual sales of about one billion
dollars. In February 2015, CRS began an orderly wind down of
operations after discovering that TS Employment, Inc., a privately
held company owned by Mr. Cassera, failed to remit tens of millions
of dollars of the Debtors' withholding taxes to taxing
authorities.
TS Employment Inc., a professional employer organization that
provided payroll-related services for CRS, sought Chapter 11
protection (Bankr. S.D.N.Y. Case No. 15-10243) in Manhattan on Feb.
2, 2015. TSE tapped Scott S. Markowitz, Esq., at Tarter Krinsky &
Drogin LLP, in New York, as counsel. Realization Services Inc.
serves as the Debtor's consultant. The case is before Judge Martin
Glenn.
CRS and its subsidiaries sought Chapter 11 protection (Bankr. D.
Del. Lead Case No. 15-11546) on July 23, 2015, to complete their
orderly wind down of operations. The CRS Debtors tapped (a)
Gellert Scali Busenkell & Brown, LLC, as bankruptcy counsel, (b)
Wilmer Cutler Pickering Hale & Dorr LLP, as special counsel; (c)
Carter Ledyard & Milburn LLP, as special SEC counsel, (d) SSG
Capital Advisors as financial advisors and investment bankers, and
(e) Rust Omni LLC as claims agent.
CRS estimated $10 million to $50 million in assets and $50 million
to $100 million in debt.
The CRS Debtors' cases were transferred to New York (Bankr.
S.D.N.Y. Lead Case No. 15-12329), on August 18, 2015, and assigned
to Judge Martin Glenn.
James S. Feltman has been appointed as Chapter 11 trustee for the
CRS Debtors and for TS Employment, Inc. He has tapped Togut, Segal
& Segal LLP as counsel.
COTY INC: Moody's Assigns '(P)Ba1' Rating on Incremental Loans
--------------------------------------------------------------
Moody's Investors Service assigned provisional (P)Ba1 ratings to
the incremental term loans A and B under the Coty Inc. senior
secured credit facility, adding Coty B.V. as a new co-borrower
(along with Coty Inc.) of the incremental facilities. Other
ratings of Coty including its Ba1 Corporate Family Rating (CFR)
were not affected. The rating outlook is stable.
Coty Inc. closed on borrowings under the accordion feature of its
existing credit agreement to increase the size of its Term Loan A
and Term Loan B facilities by EUR465 million, adding Dutch finance
subsidiary Coty B.V. as a borrower of the incremental facilities.
The new loans will be secured on a pari-passu basis with the
existing loans under the Coty credit agreement. The loans will be
guaranteed by Coty Inc. and its wholly--owned domestic subsidiaries
and secured by a first priority lien on substantially all the
assets for Coty Inc. and its wholly-owned domestic subsidiaries.
The incremental term loans at Coty B.V. are in a slightly better
credit position than Coty's existing senior secured credit facility
instruments because they are structurally closer to international
assets and operations that are not part of the guarantee
arrangements. However, Moody's does not believe such assets are
material enough to warrant a higher rating than the existing credit
facility instruments. The assigned ratings are provisional because
they factor in Coty's pending acquisition of selected beauty assets
from The Procter & Gamble Company (P&G).
The new term loan proceeds will be used to repay outstanding
borrowings under the company's revolving credit facility that were
used to fund the acquisition of Hypermarcas S.A's personal care and
beauty business in February of this year. The incremental European
term loans will not result in any change to Coty Inc.'s Ba1 CFR or
its stable outlook because proceeds will repay short-term debt,
making the transaction leverage neutral.
These ratings were assigned:
Coty Inc and/or Coty B.V.:
EUR325 Million [$370 Million USD Equivalent] Senior Secured
Incremental Term Loan B at (P)Ba1 (LGD 2)
EUR140 Million [$160 Million USD Equivalent] Senior Secured
Incremental Term Loan A at (P)Ba1 (LGD 2)
Outlook for Coty Inc. is Stable
Moody's views the new arrangement as modestly credit positive as it
will improve the company's liquidity by freeing up revolver
availability while not increasing leverage. Leverage is expected
to remain at around 3.9 times post close of the term loan
transaction on a pro-forma basis for both the Hypermarcas and P&G
acquisitions. The incremental loans will be funded in Euros at
Coty B.V. Netherlands, which will help to reduce exposure to
potential currency fluctuations. This is because borrowings under
the revolver are in dollars, and by establishing Coty B.V. as a new
borrower of the incremental loans under the existing credit
agreement, Coty can use its European cash and cash flow to repay
euro-denominated term debt. This transaction will not interfere
with Coty's ability to deleverage after the transaction with
Procter & Gamble closes in the second half of 2016, because the
term loans are pre-payable without penalty.
RATINGS RATIONALE
Moody's has evaluated Coty on an enterprise basis, and assumes that
the acquisition of P&G's Beauty business closes as currently
envisioned. Should the transaction not close as anticipated, or
the structure or financing profile change, ratings could change.
Coty's Ba1 CFR reflects the company's large pro-forma scale, a
portfolio of strong brands, and good product diversification
tempered by moderate leverage, event risk and growth challenges. It
also reflects Moody's view that Coty will continue to be aggressive
with respect to its financial policy and acquisition strategy.
Coty's concentration in fragrance and color cosmetics creates
cyclical exposure to discretionary consumer spending and requires
continuous product and brand investment to minimize revenue
volatility as these categories tend to be more fashion driven than
other beauty products.
The acquisition of Hypermarcas S.A.'s personal care and beauty
business has little integration risk since the business and
associated brands are concentrated in the Brazilian beauty market,
a country where Coty currently has limited presence. While Brazil
represents a large market and an opportunity to expand distribution
of Coty's legacy brands, the company will be more exposed to
macro-economic challenges in the Brazilian market and currency
volatility.
The acquisition of the P&G Beauty business via a reverse Morris
Trust creates execution risk as it will effectively double Coty's
size. Moody's notes, however, that the P&G beauty brands being
purchased will add significant scale and diversity and enhance
Coty's global footprint. Coty is nevertheless more concentrated
than its primary competitors in mature developed markets, and this
creates growth challenges and investment needs to more fully build
its global distribution capabilities and brand presence. Moody's
expects that Coty will generate modest revenue and EBITDA growth in
the next twelve to eighteen months and will benefit from their cost
restructuring initiatives announced in 2014.
The stable rating outlook reflects Moody's view that Coty will
continue to grow revenue and generate a healthy level of cash flow.
The outlook also assumes that share repurchases will be funded
from free cash flow, and that there are no further significant
debt-funded acquisitions.
Coty's ratings could be upgraded to the extent the company is able
to generate sustained organic growth, successfully complete the P&G
asset purchase and integrate the acquired brands, and improve
credit metrics such that debt / EBITDA approaches 3.0x. An upgrade
would also require a commitment to financial policies consistent
with an investment grade rating.
Coty's ratings could be downgraded if there is a deterioration in
operating performance, difficulties with post-merger restructuring
efforts, or if debt / EBITDA is sustained above 4.0x. A downgrade
could also occur to the extent there is a deterioration in the
company's liquidity profile or if the company pursues aggressive
shareholder friendly actions.
The principal methodology used in these ratings was Global Packaged
Goods published in June 2013.
Coty Inc., headquartered in New York, NY, is one of the leading
manufacturers and marketers of fragrance, color cosmetics, and skin
and body care products. The company's products are sold in over
130 countries. The company completed the acquisition of
Hypermarcas S.A.'s personal care and beauty business in February
2016. It announced the $12.5 billion acquisition of the certain
Procter & Gamble beauty business assets on July 9, 2015, and
expects to close the transaction in the second half of 2016.
DELTA TECHNOLOGY: Receives Nasdaq Listing Non-Compliance Notice
---------------------------------------------------------------
Delta Technology Holdings Limited ("Delta" or "the Company"), a
leading provider of specialty chemicals, on April 7 disclosed that
it received written notice from the Nasdaq Stock Market ("Nasdaq")
stating that the Company is no longer in compliance with the $1.00
minimum bid price requirement for continued listing on The Nasdaq
Capital Market, as set forth in Nasdaq Listing Rule 5550(a)(2).
The notice has no immediate effect on the listing of the Company's
ordinary shares, par value $.00001 per share (the "Ordinary
Shares") and the Redeemable Ordinary Share Purchase Warrants (the
"Warrants"), and the Ordinary Shares and Warrants will continue to
trade on The Nasdaq Capital Market under the symbol "DELT" and
"DELTW", respectively, at this time. In accordance with Nasdaq
Listing Rule 5810(c)(3)(A), the Company has a grace period of 180
calendar days, or until September 26, 2016 ("Compliance Period"),
to regain compliance with the minimum bid price requirement. To
regain compliance, the bid price of the Company's common stock must
meet or exceed $1.00 per share for at least ten consecutive
business days during the Compliance Period.
If the Company does not regain compliance with the minimum bid
price requirement by September 26, 2016, Nasdaq may provide written
notification to the Company that its securities will be subject to
delisting. At that time, the Company may have alternatives to
obtain an extension and/or avoid delisting, including an appeal of
Nasdaq's delisting determination to the Nasdaq Listing
Qualifications Panel.
The Company intends to monitor the bid price of its Ordinary Shares
between now and September 26, 2016 and will consider the various
options available to it if its common stock does not trade at a
level that is likely to regain compliance.
About Delta Technology Holdings Ltd.
Founded in 2007, Delta (NASDAQ: CISAW) is a China-based fine and
specialty chemical company producing and distributing organic
compound including para-chlorotoluene ("PCT"), ortho-chlorotoluene
("OCT"), PCT/OCT downstream products, unsaturated polyester resin
("UPR"), maleic acid ("MA") and other by-product chemicals. The
end application markets of the Company's products include
Automotive, Pharmaceutical, Agrochemical, Dye & Pigments,
Aerospace, Ceramics, Coating-Printing, Clean Energy and Food
Additives. Delta has approximately 300 employees, 25% of whom are
highly-qualified experts and technical personnel. The Company
serves nearly 400 clients in various industries.
ENERGY FUTURE: Luminant Closes Purchase of 2 Texas Gas Plants
-------------------------------------------------------------
Luminant Holding Company LLC has acquired two combined-cycle
natural gas plants in Texas, having received regulatory approval
from the Public Utility Commission of Texas and closing on the
acquisition on April 4, 2016. These generating assets represent
nearly 3,000 megawatts of capacity in the competitive ERCOT market:
the Forney Power Plant in Forney with a capacity of 1,912 megawatts
and the Lamar Power Plant in Paris with a capacity of 1,076
megawatts.
According to the deal, Luminant acquired all of the membership
interests in La Frontera Holdings, LLC, the indirect owner of the
two facilities, from La Frontera Ventures, LLC, a subsidiary of
NextEra Energy, Inc.
The company announced the $1.3 billion acquisition last November,
and Luminant Chief Executive Officer Mac McFarland said, "We're
delighted to add these two combined-cycle natural gas plants that
will enhance our already diverse generation assets."
Under the terms of the Purchase and Sale Agreement, dated as of
November 25, 2015, between Luminant and the Seller, the aggregate
purchase price paid by Luminant to the Seller for the La Frontera
Acquisition was $1.313 billion, which included the repayment of
approximately $950 million of existing project financing
indebtedness of La Frontera and its subsidiaries, plus
approximately $214 million for cash and approximately $26 million
for net working capital.
With their combined capacity, these plants can power 1.5 million
homes in normal conditions.
As the company assumes operational control of the Lamar and Forney
plants, Luminant Senior Vice President-Fossil Generation Steve Horn
said, "These are excellent, well-run plants and very competitive in
the ERCOT market. Of course, the greatest assets at these plants
are the people who run them. They do a tremendous job, and we're so
excited about getting to know them better."
There are 30 to 40 NextEra Energy Resources employees at each
location, and they will continue to run the plants through a
short-term agreement with NextEra Energy Resources before they're
transitioned to be employees of Luminant.
Luminant adds these combined-cycle gas turbine power plants to its
energy portfolio that includes coal, natural gas and nuclear power,
as well as significant purchases of wind-generated electricity and
a recently announced solar power purchase agreement.
Luminant -- http://www.luminant.com/-- a subsidiary of Energy
Future Holdings Corp., is a competitive power generation business,
including mining, wholesale marketing and trading, and development
operations. Luminant has almost 17,000 megawatts of generation in
Texas including 2,300 MW fueled by nuclear power, 8,000 MW fueled
by coal and 6,450 MW by natural gas. The company is a large
purchaser of wind-generated electricity. EFH is a Dallas-based
energy holding company that has a portfolio of competitive and
regulated energy subsidiaries in Texas.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.
Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
Jointly administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
Agreement are represented by Akin Gump Strauss Hauer & Feld LLP,
as legal advisor, and Centerview Partners, as financial advisor.
The
EFH equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
ENERGY FUTURE: TCEH Taps $1.1B from DIP Loan to Fund Luminant Deal
------------------------------------------------------------------
Texas Competitive Electric Holdings Company LLC on April 4, 2016,
borrowed $1,100,000,000 of Revolving Credit Loans under the Senior
Secured, Superpriority Debtor-in-Possession Credit Agreement among
Energy Future Competitive Holdings Company LLC, TCEH, the
subsidiaries of TCEH that are debtors-in-possession, the lenders
party thereto and Citibank, N.A., as administrative and collateral
agent (as amended, the "TCEH DIP Credit Agreement") to fund a
portion of the purchase price for the two Texas combined-cycle
natural gas plants that affiliate Luminant Holding Company LLC
acquired.
Under the terms of the Purchase and Sale Agreement, dated as of
November 25, 2015, between Luminant and La Frontera Ventures, LLC,
a subsidiary of NextEra Energy, Inc., the aggregate purchase price
paid by Luminant to the Seller for the La Frontera Acquisition was
$1.313 billion, which included the repayment of approximately $950
million of existing project financing indebtedness of La Frontera
and its subsidiaries, plus approximately $214 million for cash and
approximately $26 million for net working capital.
Borrowings of Revolving Credit Loans under the TCEH DIP Credit
Agreement bear interest based on applicable LIBOR rates, subject to
a 0.75% floor, plus 2.50%. Borrowings of Revolving Credit Loans
under the TCEH DIP Credit Agreement mature on the earlier of (i)
November 7, 2016, (ii) the effective date of any reorganization
plan of TCEH, (iii) the consummation of a sale of all or
substantially all of the TCEH's assets or stock under section 363
of the Bankruptcy Code, or (iv) the acceleration of any loans and
the termination of the commitments in accordance with the TCEH DIP
Credit Agreement.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.
Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS). The Debtors are seeking to have their cases
Jointly administered for procedural purposes.
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring Agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq.
An Official Committee of Unsecured Creditors has been appointed in
the case. The Committee represents the interests of the unsecured
creditors of ONLY of Energy Future Competitive Holdings Company
LLC; EFCH's direct subsidiary, Texas Competitive Electric Holdings
Company LLC; and EFH Corporate Services Company, and of no other
debtors. The Committee has selected Morrison & Foerster LLP and
Polsinelli PC for representation in this high-profile energy
restructuring. The lawyers working on the case are James M. Peck,
Esq., Brett H. Miller, Esq., and Lorenzo Marinuzzi, Esq., at
Morrison & Foerster LLP; and Christopher A. Ward, Esq., Justin K.
Edelson, Esq., Shanti M. Katona, Esq., and Edward Fox, Esq., at
Polsinelli PC.
EXOTICA ACADEMY: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Exotica Academy, Inc.
Exotica Academy, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-10749) on January 19,
2016. The Debtor is represented by Nathan G. Mancuso, Esq., at
Mancuso Law, P.A.
FORESTAR (USA): Moody's Lowers CFR to B3, Outlook Stable
--------------------------------------------------------
Moody's Investors Service downgraded the ratings of Forestar (USA)
Real Estate Group Inc., including its Corporate Family Rating to B3
from B2, Probability of Default to B3-PD from B2-PD, and the rating
on its senior secured notes to Caa1 from B3. In the same rating
action, Moody's changed the company's outlook to stable.
The downgrade reflects Moody's concerns that once Forestar sells
its non-core and some other assets, the company will be dealing
with its debt load with a significantly smaller revenue base, and
with four activist investors in its board, the proceeds from the
divesture of its non-core assets may well go primarily to the
equity-holders, resulting in little debt reduction.
These ratings have been downgraded:
Issuer: Forestar (USA) Real Estate Group Inc.
Probability of Default Rating, to B3-PD from B2-PD
Corporate Family Rating, to B3 from B2
Senior Secured Regular Bond/Debenture, to Caa1 (LGD4) from B3
(LGD4)
Outlook Actions:
Outlook, Changed to Stable from Negative
This rating was affirmed:
Speculative Grade Liquidity Rating, SGL-3
RATINGS RATIONALE
The B3 corporate family rating reflects Forestar's small size and
scale, which will get even smaller once it divests its non-core
assets. The company has decided to sell its oil and gas working
interests, commercial and income-producing properties, and
undeveloped land, which accounted for more than half of the
company's 2015 revenues. At the same time, we anticipate only a
modest decline in debt, resulting in a much larger debt load than
before when compared to the company's size. In addition, the
company's credit metrics, which had previously been supportive of
its ratings, significantly weakened in 2015 as the company
struggled with low energy prices and booked large impairments.
Forestar's land development segment's performance in 2015 had also
been disappointing, as it experienced a year-over-year decline
despite strong improvements in the overall housing market.
At the same time, however, once Forestar sells its non-core assets,
the company will be able to focus on its potentially more
profitable, albeit small, land development operation and reduce its
exposure to the volatile energy market. Moody's anticipates the
company's credit metrics will slowly improve as it returns to
profitability and grows the land development business amid a
healthy housing market. In addition, Forestar's debt leverage,
while higher than at fiscal year-end 2014, is still good for its
rating level. The rating is also supported by Moody's positive
outlook on the homebuilding industry.
Forestar's SGL- 3 rating reflects the company's decreasing cash
balances ($96 million as of Dec. 31, 2015), Moody's expectation of
continued negative cash flow generation, and its requirement to
maintain compliance with several covenants. At the same time, the
company's liquidity is supported by its large, undrawn $300 million
secured revolver maturing in May 2017 that has $284 million in
availability as of Dec. 31, 2015. Forestar must maintain
compliance with three key covenants under its secured credit
facility: an interest coverage ratio of greater than 2.25x, a
leverage ratio of less than 50%. and a tangible net worth
requirement of higher than $379 million. While the company was in
compliance with all of them as of Dec. 31, 2015, its cushions were
small, and additional large impairments could lead to covenant
violations.
The stable outlook reflects our expectation that Forestar will be
able to expand its core land development business once it sells its
non-core assets.
Given Forestar's small size and scale, a positive rating action is
unlikely in the near term. In the longer term, however, the rating
could benefit if the company utilizes the proceeds from its
divesture in a prudent way, demonstrates solid growth in its land
development business, and strengthens its liquidity.
The Corporate Family Rating could be pressured if the adjusted debt
to capitalization grows to above 55% on a sustained basis, net
losses continue, cash flow becomes increasingly negative, or
liquidity sources are diminished.
The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in April 2015.
Spun off from Temple-Inland Inc. at the end of 2007, primarily
institutionally owned, and headquartered in Austin, TX, Forestar is
principally a real estate and natural resources company. Total
revenues for the full year 2015 were $262 million.
GLOBAL HIGH INCOME: Announces Timing of Liquidating Distribution
----------------------------------------------------------------
Global High Income Fund Inc. (the "Fund") on April 7 announced the
timing of the payment of the final liquidating distribution to
shareholders. As previously announced, these steps are being taken
in connection with the liquidation of the Fund pursuant to a Plan
of Liquidation approved by shareholders on February 18, 2016.
The Fund will pay a final liquidating distribution to shareholders
consisting of a pro rata portion of the remaining assets of the
Fund (plus accumulated but unpaid dividends up to and including the
record date for the distribution) on April 18, 2016, to
shareholders of record as of April 11, 2016. All shareholders as
of the close of business on April 11, 2016 are entitled to receive
a liquidating distribution. It is anticipated that trading on the
New York Stock Exchange in shares of the Fund's common stock will
cease on April 12, 2016 (i.e., the last day of trading will be
April 11, 2016).
GO DADDY: S&P Raises CCR to 'BB-', Outlook Stable
-------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on Scottsdale, Ariz.-based Go Daddy
Operating Co. LLC to 'BB-' from 'B+'. The rating outlook is
stable.
At the same time, S&P raised its issue-level rating on the
company's senior secured credit facilities to 'BB' from 'BB-'. The
recovery rating remains '2', indicating S&P's expectation for
substantial recovery (70%-90%; lower half of the range) of
principal in the event of a payment default.
"The upgrade reflects our expectation that Go Daddy's operating
performance will remain strong with low-double-digit revenue and
EBITDA growth in 2016," said Standard & Poor's credit analyst Elton
Cerda. "Additionally, we expect that the company's cash flow and
discretionary cash flow (DCF) to debt will continue to increase,
and that the company will use its cash flow for investments and
acquisitions." This in turn would support customer growth,
international expansion, and new product rollouts. Go Daddy
operates in 26 languages and 53 markets, and it launched in Asia in
2016. The company will likely make tuck-in acquisitions but
without increasing its debt leverage.
The stable rating outlook reflects S&P's expectation that Go Daddy
will maintain its leadership position in the domain name
registration business, with low-double-digit revenue growth in
2016.
Although unlikely over the next 12 months, an upgrade would likely
entail additional product diversification and the company adopting
a more conservative financial policy. An upgrade would also entail
continued strong free cash flow generation and an improved EBITDA
margin due to market share gains in the hosting, and business
application businesses.
S&P could downgrade Go Daddy if the company experiences market
share loses or EBITDA margin degradation such that debt to EBITDA
approaches the high-4x area or discretionary cash flow to debt
drops below 15%. This could occur as a result of increased
competition or if the company adopts a more aggressive financial
policy. Additionally, a downgrade could occur if Go Daddy's
pursues large debt-funded acquisitions.
GREAT BASIN: Expects to Receive Nasdaq Delisting Notice This Week
-----------------------------------------------------------------
Great Basin Scientific, Inc., a molecular diagnostics company, on
April 7 disclosed that, as the Company has not yet regained
compliance with the Market Value of Listed Securities (MVLS)
continued listing requirement, it expects to receive a Staff
Determination Letter early this week indicating that it has not yet
regained compliance and that the Company would be subject to
delisting unless it timely requests a hearing before a Nasdaq
Listing Qualifications Panel (the "Panel").
Accordingly, the Company intends to request a hearing before the
Panel upon receipt of the Staff Determination Letter. The Company
expects the hearing will be held in mid-to-late May. At the
hearing, the Company will present its plan for regaining compliance
with the listing requirements and request an extension of time
within which to do so. Pursuant to the Nasdaq Listing Rules, the
Panel has the discretion to grant the Company an extension of up to
180 calendar days from the date of the Staff Determination Letter;
however, there can be no assurance that the Panel will grant the
Company's request for an extension. Great Basin expects that the
Panel will issue its decision within 30 days of the hearing date.
The Company's common stock will continue to trade on The Nasdaq
Stock Market under the symbol GBSN pending the hearing date and the
expiration of any extension granted by the Panel.
"We are absolutely committed to doing all we can to remain Nasdaq
listed, and we are already working with our financial advisors and
Nasdaq consultant to prepare our plan for coming into compliance,"
said Jeff Rona, Chief Financial Officer of Great Basin Scientific.
"We are hopeful that our plan will satisfy the Panel, and we are
optimistic they will grant us the added time needed to come into
continued listing compliance."
The Company will notify stockholders when it receives the Staff
Determination Letter and provide additional information at that
time.
About Great Basin Scientific
Great Basin Scientific (Nasdaq:GBSN) is a molecular diagnostics
company that commercializes breakthrough chip-based technologies.
The Company is dedicated to the development of simple, yet
powerful, sample-to-result technology and products that provide
fast, multiple-pathogen diagnoses of infectious diseases. The
Company's vision is to make molecular diagnostic testing so simple
and cost-effective that every patient will be tested for every
serious infection, reducing misdiagnoses and significantly limiting
the spread of infectious disease.
GUESTLOGIX INC: Mooreland Advises TravelSky on OpenJaw Acquisition
------------------------------------------------------------------
Mooreland Partners, an independent investment bank providing M&A
and private capital advisory services to the global technology
industry, on April 7 disclosed that it acted as the exclusive
financial advisor to TravelSky Technology Limited on its
acquisition of OpenJaw Technologies Limited, a subsidiary of
GuestLogix, Inc. The transaction is expected to close on or before
May 6, 2016, subject to customary closing conditions.
Headquartered in Beijing, TravelSky Technology provides software
and related services to the aviation and travel industries in the
People's Republic of China. Its services include electronic travel
distribution, airport passenger processing, reservation system
maintenance, e-ticketing, and information management for airlines.
Since its founding in 2000, TravelSky has grown revenue to over
$840 million and is now one of the three largest global providers
of travel distribution services and technology, and is the largest
in China.
OpenJaw, based in Dublin, Ireland, provides bookings and travel
packaging software that is integrated into a comprehensive online
retail platform called t-Retail. The company is a key player in
global travel technology, serving airlines, hotels, loyalty
programs and OTAs, with customers including Cathay Pacific, British
Airways, S7 Airlines, Four Seasons, and others.
"The acquisition of OpenJaw will provide TravelSky with an industry
leading software platform to better serve Chinese carriers, and
also give TravelSky a base for expansion globally," said Lawrence
Phillips, Managing Director, Mooreland Partners. "Online booking
and travel packaging software has become increasingly vital as the
market for travel packaging and ancillary services continues to
soar," continued Mr. Phillips.
Mooreland has worked with a substantial number of clients in the
travel, retail and hospitality technology segments over the last
several years. The firm has successfully completed transactions in
mobile travel applications, retail software and travel technology.
"We were able to leverage our knowledge of Chinese technology
markets and cross-border transaction experience to deliver valuable
insight in helping form the combined entity," said Louis Jeng,
Executive Director, Mooreland Partners.
The acquisition was completed through a previously announced
court-approved sale and investment solicitation process (SISP)
conducted under the Companies' Creditors Arrangement Act (CCAA),
subsequent to the filing by GuestLogix for bankruptcy protection.
The transaction is subject to the approval of the Ontario (Canada)
Superior Court Justice as well as certain other conditions. Upon
the closing of the acquisition, OpenJaw will become a wholly-owned
subsidiary of TravelSky.
About Mooreland Partners
Founded in 2002, Mooreland Partners --
http://www.moorelandpartners.com-- is an independent investment
bank providing M&A and private capital advisory services to the
global technology industry, serving clients from its offices in
London, New York, and Silicon Valley. Mooreland's team of nearly
50 professionals delivers industry domain and transaction expertise
across all major technology sectors including industrial technology
and electronics, enterprise software and services, communications
technology, as well as mobile and digital media.
HARTFORD & SONS: 7th Cir Junks Bank's Appeal for No Final Judgment
------------------------------------------------------------------
Respondent-Appellant Schaumburg Bank and Trust Company, N.A.
appeals from an order of the district court affirming a decision by
the bankruptcy court that the Bank, a creditor of Chapter 7
bankruptcy debtor Hartford & Sons LLC, had not been assigned the
right to pursue a claim for fraudulent transfer in state court,
because that claim properly belonged to the bankruptcy estate.
Neither party, in their briefs, argued that there was any issue
with appellate jurisdiction in this matter.
In the Decision dated March 4, 2016 which is available at
http://is.gd/SPh4Uifrom Leagle.com, the United States Court of
Appeals, Seventh Circuit dismissed the appeal for want of
jurisdiction as there is no final judgment or appealable order
entered by the bankruptcy court.
The case is SCHAUMBURG BANK & TRUST CO., N.A.,
Respondent-Appellant, v. R. SCOTT ALSTERDA, as the Chapter 7
Trustee for the Bankruptcy Estate of Hartford & Sons, LLC,
Movant-Appellee, No. 15-1894.
HEALTH DIAGNOSTIC: Case Removal Period Extended to Aug. 30
----------------------------------------------------------
Health Diagnostic Laboratory, Inc., et al., in early March won an
order providing that the deadline for the Debtors to remove civil
actions pursuant to 28 U.S.C. Sec. 1452 and Bankruptcy Rule 9027 is
extended through the longer of (a) Aug. 30, 2016, or (b) 30 days
after entry of an order terminating the automatic stay with respect
to any particular civil action sought to be removed.
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.
HDL disclosed $96,130,468 in assets and $108,328,110 in
liabilities
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.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting of
the following seven members: (i) Oncimmune (USA) LLC; (ii) Aetna,
Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti, LLP; (iv)
Mercodia, Inc.; (v) Numares GROUP Corporation; (vi) Kansas
Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23, 2015,
Oncimmune (USA) LLC resigned from the Committee and, on Nov. 3,
2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to the
Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
HEALTH DIAGNOSTIC: Court to Confirm Liquidating Plan
----------------------------------------------------
At a hearing on March 29, 2016, Judge Kevin R. Huennekens of the
U.S. Bankruptcy Court for the Eastern District of Virginia
announced that he would enter an order confirming Health Diagnostic
Laboratory, Inc., et al.'s Second Amended Plan of Liquidation.
As of April 11, 2016, an order confirming the Plan has not yet been
entered, and the Plan has not yet become effective.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court. Since the
closing of the sales, the Debtors have begun to wind down and
liquidate their businesses.
The Debtors on Jan. 4, 2016, filed a proposed Plan of Liquidation
and Disclosure Statement, which documents were subsequently
amended. The Court on Feb. 12 approved the Disclosure Statement
and set a March 29 hearing to consider confirmation of the Second
Amended Plan.
The Debtors' Liquidating Plan provides that administrative claims
and secured creditors will be paid in full. Holders of general
unsecured claims and subordinated claims are impaired and were
entitled to vote on the Plan. The estimated recovery for unsecured
creditors is "to be determined". Holders of equity interests won't
receive anything and were deemed to reject the Plan.
The Plan contemplates the establishment of a liquidating trust, and
the appointment of a liquidating trustee, who will be responsible
for liquidating any assets that have not been liquidated prior to
the Effective Date.
Richard Arrowsmith, currently the Debtors' Chief Restructuring
Officer, will serve as the Liquidating Trustee of the Liquidating
Trust. His work will be overseen by a Liquidating Trust Oversight
Committee consisting of up to nine members, up to seven of whom
will be members of the Official Committee of Unsecured Creditors.
As Liquidating Trustee, Arrowsmith will be responsible for bringing
Litigation Claims and resolving disputed Claims against the
Debtors' estates.
A copy of the Second Amended Disclosure Statement is available for
free at:
http://bankrupt.com/misc/Health_Diag_880_2nd_Am_DS.pdf
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.
HDL disclosed $96,130,468 in assets and $108,328,110 in
liabilities
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.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting of
the following seven members: (i) Oncimmune (USA) LLC; (ii) Aetna,
Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti, LLP; (iv)
Mercodia, Inc.; (v) Numares GROUP Corporation; (vi) Kansas
Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23, 2015,
Oncimmune (USA) LLC resigned from the Committee and, on Nov. 3,
2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to the
Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
HEALTH DIAGNOSTIC: CRO, Committee Agree to Aetna's $77M Claims
--------------------------------------------------------------
The Official Committee of Unsecured Creditors of Health Diagnostic
Laboratory Inc. and its affiliated debtors is seeking approval of a
settlement agreement with Aetna Inc., which deal would grant Aetna
an allowed $49.5 million general unsecured claim and a $27.6
million subordinated claim.
On April 10, 2015, Aetna filed a complaint, Civil Action No.
15-1868, pending in the United States District Court for the
Eastern District of Pennsylvania alleging fraudulent, illegal and
tortious conduct against HDL, HDL's former CEO LaTonya Mallory,
BlueWave Healthcare Consultants, Inc. ("BlueWave"), and BlueWave's
owners Floyd Calhoun Dent, III and Robert Bradford Johnson
(collectively, the "BlueWave Defendants"). The damages from the
alleged conduct form the basis of Aetna's claims against the
Debtors' estates (the "Aetna Claims").
Aetna's suit alleges four counts: fraud, tortious interference with
business and contractual relations, civil conspiracy and unjust
enrichment. Aetna alleges that it suffered significant damages as
a result of HDL and its agents improperly inducing Aetna's
participating physicians to refer laboratory testing services to
HDL as an out of network provider. Aetna also alleges that HDL
induced physicians to "up-code" claims and order excessive tests,
and that HDL waived Aetna members' financial responsibility
payments (i.e., the cost to the member of using the HDL on an
out-of-network basis). According to the Complaint, these alleged
practices resulted in Aetna overpaying on claims. Furthermore,
because the alleged evidence of HDL's waiver of financial
responsibility payments is set forth in HDL's Sales Agreement with
BlueWave, Aetna alleges that BlueWave was fully aware of that
practice and its effect on Aetna.
Aetna has not filed a formal proof of claim. Under a stipulation
between Aetna and the Debtors, Aetna's deadline to do so has been
extended until June 4, 2016.
Aetna has several related claims against non-debtors. Damages from
BlueWave's actions are separate and apart from the damages from
overpayment alleged in the Complaint and include damages resulting
from tortious interference, fraud, and the conspiracy to commit
those torts. The BlueWave Defendants are non-debtor third party
defendants in the Litigation and were not former officers and
directors of HDL. Aetna also has claims against Mallory as a third
party non-debtor former officer and director of HDL as well as
potential claims against current and former officers and directors
who are not yet named in the action, but may be added as the
Litigation and discovery proceeds forward.
On July 10, 2015, the BlueWave Defendants filed a Motion to Dismiss
the Complaint against BlueWave, and Aetna subsequently filed its
First Amended Complaint on August 31, 2015.
On Oct. 19, 2015, the BlueWave Defendants filed a Motion to Dismiss
the First Amended Complaint. An opinion was entered by the
District Court on Dec. 28, 2015 denying the motion.
Aetna calculates that it paid to HDL $77.4 million since 2010 for
services allegedly performed on behalf of Aetna members. That
$77.4 million amount does not include Aetna's potential damages
relating to alleged up-coding and potentially excessive tests
allegedly performed, billed and paid, or potential punitive
damages. The $77.4 million does not include any related claims
against non-debtor third parties.
Aetna informally asserted that it had claims against the Debtors'
estates of at least $77.4 million. The Committee and the CRO
asserted that, even if Aetna's allegations were true, a large
portion of the $77.4 million in payments would have occurred even
without the alleged improper inducements. The CRO, the Committee,
and Aetna have engaged in good-faith, arm's length negotiations to
resolve the Aetna Claims on a fair and consensual basis. To avoid
the uncertainty and risks of litigation, the Committee, the CRO,
and Aetna desire to settle the Aetna Claims, without any admission
of liability, on the terms set forth in the Settlement Agreement.
The Settlement Agreement speaks for itself in its entirety as to
its terms and operative effect. Nonetheless, the primary terms of
the Settlement Agreement include, but are not necessarily limited
to, the following:
a. The Aetna Claims will be allowed as follows:
i. $49.5 million Allowed Class 3 General Unsecured Claim
not subject to reconsideration. The $49.5 million is
comprised of $34 million for in-network/out-of-network
payment rate dispute and $15.5 for other alleged
damages.
ii. $27.6 million Allowed Class 4 Subordinated Claim not
subject to reconsideration. $27.6 subordinated class 4
claim is balance of all alleged damages capped at $77.4
million in payments.
b. No other claims will be allowed.
c. All proofs of claim filed (if any) to be modified to
reflect the Allowed Claims.
d. Aetna will voluntarily assign to the Liquidating Trust, in
writing, any and all claims against (i) former and current
directors and officers of the Debtors (including Mallory)
and (ii) the BlueWave Defendants, including but not limited
to all claims and causes of action asserted in the
Litigation (collectively, the "Assigned Claims").
e. The Settlement Agreement provides for mutual releases,
which will not apply to the Assigned Claims.
The Settlement was negotiated by the Debtors' CRO, with independent
review provided by the Committee's counsel and financial advisor.
The Committee members approved the Settlement Agreement at a
Committee meeting, which Aetna did not attend. The CRO and the
Committee, in the exercise of their business discretion, have
determined that the settlement terms set forth in the Settlement
Agreement are in the best interest of the Debtors and their
estates.
The Settlement Agreement is the product of arm's-length
negotiations. It resolves, on terms beneficial to the bankruptcy
estates, potentially complicated litigation over the Aetna Claims,
the continued pursuit of which would be costly and time consuming
and pose the risk of an unfavorable result. Furthermore, the
estates will receive the Assigned Claims, which the Liquidating
Trustee can pursue for the benefit of all creditors.
The Committee seeks the entry of an order approving the Settlement
Agreement and all of its terms, and authorizing and directing
Committee or the Liquidating Trustee (as applicable), as
representative of the Debtors' estates, and Aetna and to take all
such actions as are reasonably necessary to effectuate the
Settlement Agreement.
The Committee submits that it has general standing to submit
motions and agree to settlements on behalf of the estates, given
its role throughout these cases. To the extent the Court finds
otherwise, the Committee submits that it has standing under section
502 of the Bankruptcy Code to compromise an objection to the Aetna
Claims upon notice and a hearing. In the alternative, the
Committee requests that the Court grant the Committee limited
derivative standing the extent necessary to seek approval of the
Motion and enter into the Settlement Agreement. If the Court hears
the Motion subsequent to the Effective Date, the Liquidating
Trustee, successor-in-interest to both the Committee and the
Debtors, will support the relief requested herein.
If the Court approves the Motion prior to the submission of Aetna's
ballot to accept or reject the Plan (the "Ballot"), Aetna will
consent to the assignment of its Creditor Causes of Action under
Item 3 of the Ballot. If the Court approves the Motion after the
submission of the Ballot, Aetna will be deemed to have consented to
the assignment of its Creditor Causes of Action, notwithstanding
its selection on the Ballot.
Protiviti Inc., the Committee's financial advisor, assisted in
negotiations and provided valuable due diligence using publicly
available information regarding the pricing of tests comparable to
those performed by the Debtors. Due to antitrust concerns, Aetna
did not turn over its own pricing information.
Because general unsecured creditors are the fulcrum constituency,
the Committee says it is an appropriate representative of the
estates. Moreover, upon the Effective Date, Arrowsmith will become
the Liquidating Trustee and the Committee will comprise a majority
of the Liquidating Trust Oversight Board. Accordingly, the
Committee and the CRO will soon have full responsibility for the
Debtors' estates, including the resolution of claims against the
Debtors and the pursuit of Litigation Claims.
The Committee seeks expedited approval of the Settlement, to
obviate the need for Aetna to file a formal proof of claim, and to
further the goals contemplated by the Plan. However, the Debtors
are still controlled by a conflicted board of directors. Four
members of the Debtors' board of directors will be the target of
Litigation Claims brought by the Liquidating Trustee, potentially
including Aetna's Assigned Claims.
The Committee says it has standing to object to claims against the
Debtors' estates. See 11 U.S.C. Sec. 502 ("A claim or interest,
proof of which is filed . . . is deemed allowed, unless a party in
interest . . . objects."); 11 U.S.C. Sec. 1109(b) ("A party in
interest, including . . . a creditors' committee . . . may raise
and may appear and be heard on any issue in a case under this
chapter."). Because compromises are favored in bankruptcy, if the
Committee can object, it must therefore have the ability to
compromise its objection. See In re Martin, 91 F.3d 389, 393 (3d
Cir. 1996) ("[C]ompromises are favored in bankruptcy.") (quoting 9
Collier on Bankruptcy par. 9019.03[1] (15th ed.1993)). Moreover,
section 502 and Rule 9019 work in harmony when the Court allows a
claim at a compromised amount upon notice and a hearing. Cf. In re
Heritage Org., L.L.C., 375 B.R. 230, 285 (Bankr. N.D. Tex. 2007)
(the way "to harmonize Sec. 502 and Rule 9019 is to read the
"notice and a hearing" requirement of Rule 9019 as satisfying the
right to be heard with respect to a claim objection.") (citing In
re Kaiser Aluminum Corp., 339 B.R. 91, 95 (D. Del. 2006)).
Counsel to the Official Committee of Unsecured Creditors:
Douglas P. Lobel, Esq.
COOLEY LLP
One Freedom Square │Reston Town Center
11951 Freedom Drive
Reston, VA 20190-5656
Telephone: (703) 456-8019
Facsimile: (703) 456-8100
E-mail: dlobel@cooley.com
- and -
Richard S. Kanowitz
Jay R. Indyke
Jeremy H. Rothstein
COOLEY LLP
1114 Avenue of the Americas
New York, NY 10036
Telephone: (212) 479-6000
Facsimile: (212) 479-6275
E-mail: rkanowitz@cooley.com
jindyke@cooley.com
jrothstein@cooley.com
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.
HDL disclosed $96,130,468 in assets and $108,328,110 in liabilities
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.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting of
the following seven members: (i) Oncimmune (USA) LLC; (ii) Aetna,
Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti, LLP; (iv)
Mercodia, Inc.; (v) Numares GROUP Corporation; (vi) Kansas
Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23, 2015,
Oncimmune (USA) LLC resigned from the Committee and, on Nov. 3,
2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to the
Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
HEALTH DIAGNOSTIC: Keiter Approved as Accountant
------------------------------------------------
Health Diagnostic Laboratory, Inc., et al., sought and obtained
approval from the U.S. Bankruptcy Court for the District of
Virginia to employ and employ Keiter as an accountant effective as
of Jan. 6, 2016.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court. Since the
closing of the sales, the Debtors have begun to wind down and
liquidate their businesses. To that end, on Jan. 4, 2016, the
Debtors filed a Plan of Liquidation and Disclosure Statement.
As a result of reductions in their workforce following the sales,
the Debtors have determined in their good faith business judgment
that it is necessary to engage Keiter to help with accounting
tasks, including without limitation assisting with accounts
receivable and accounts payable, and issuing checks, that will
arise as the Debtors work to administer and liquidate their
estates.
Keiter will be paid the following hourly rates for services
rendered that are in effect on the date such services are
rendered:
Hourly Rate
-----------
Tax Partner $350
Tax Manager $200
Tax Senior Associate $135
Great Plains/Dynamics GP Consultant $250
Administrative $50
The hourly rates charged by the Firm's professionals differ based
on, among other things, such professional's experience. As set
forth in the Engagement Letter, these rates may change from time to
time in accordance with the Firm's established billing practices
and procedures, and the Debtors have agreed to pay the rates as
adjusted in accordance with such established practices and
procedures.
The Engagement Letter also provides that the Debtors have agreed
that Keiter will be reimbursed for all actual out-of-pocket
expenses incurred by the Firm on the Debtors' behalf, such as
document reproduction, long distance telephone and telecopier
charges, mail and express mail charges, travel expenses, overnight
courier expenses, expenses for "working meals," transcription
costs, and other disbursements. Keiter will charge for these
expenses in a manner and at rates consistent with charges made
generally to the Firm's other clients. The Firm will make every
effort to minimize expenses in the chapter 11 cases.
Jennifer F. Flinchum, a partner at Keiter, attests that Keiter is a
"disinterested person" as defined in Section 101(14) of the
Bankruptcy Code, as modified by Section 1107(b) of the Bankruptcy
Code, and Keiter's employment is permissible under Section 327(a)
of the Bankruptcy Code.
The firm can be reached at:
Jennifer F. Flinchum, CPA, CFP
KEITER CPAs
Innsbrook Corporate Center 4401 Dominion Boulevard Glen
Allen, Virginia 23060
Tel: (804) 273-6258
E-mail: jflinchum@keitercpa.com
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.
HDL disclosed $96,130,468 in assets and $108,328,110 in
liabilities
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.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting of
the following seven members: (i) Oncimmune (USA) LLC; (ii) Aetna,
Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti, LLP; (iv)
Mercodia, Inc.; (v) Numares GROUP Corporation; (vi) Kansas
Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23, 2015,
Oncimmune (USA) LLC resigned from the Committee and, on Nov. 3,
2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to the
Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
HEALTH DIAGNOSTIC: Plan Exclusivity Extended to May 2
-----------------------------------------------------
Health Diagnostic Laboratory, Inc., et al., in early March won an
order extending its exclusive period to solicit acceptances of its
Chapter 11 plan through May 2, 2016. The second exclusivity order
granted in favor of the Debtor is without prejudice to the Debtor's
request to seek further extensions.
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.
HDL disclosed $96,130,468 in assets and $108,328,110 in
liabilities
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.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting of
the following seven members: (i) Oncimmune (USA) LLC; (ii) Aetna,
Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti, LLP; (iv)
Mercodia, Inc.; (v) Numares GROUP Corporation; (vi) Kansas
Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23, 2015,
Oncimmune (USA) LLC resigned from the Committee and, on Nov. 3,
2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to the
Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
HII TECHNOLOGIES: Wants $50K OTG Settlement Approved
----------------------------------------------------
Debtor Apache Energy Services, LLC d/b/a AES Safety Services and
also d/b/a AES Water Solutions, asks the U.S. Bankruptcy Court for
the Southern District of Texas, Victoria Division, to approve its
compromise settlement with OTG Services, LLC.
AES has three claims against OTG that are in litigation. These
claims amount to an aggregate principal sum of $430,183.
The proposed settlement contemplates that:
(1) Agreed Judgments will be entered in all three lawsuits for
essentially full claim amounts, while Charles E. Wheeler
individually will be dismissed with prejudice;
(2) OTG will pay AES the negotiated settlement sum of $50,000,
which Mr. Wheeler is loaning to OTG and which will be applied on a
proportionate basis to each of the three Judgments;
(3) Assuming OTG stays out of bankruptcy for 100 days, the
remaining Judgment balances will then be released;
(4) If bankruptcy is filed by or against OTG that would make the
$50,000 payment a potential preference under 11 U.S.C. Section 547,
then the Judgments will be left standing in their full amounts to
serve as the foundation for a fully-liquidated unsecured Proof of
Claim in favor of AED in the OTG bankruptcy.
AES contends that their actual value in terms of potential monetary
recovery is nominal, should the disputes be litigated. AES further
contends that the proposed settlement for recovery of $50,000 to
the benefit of the estate is a "windfall" that should be captured
promptly.
Apache Energy Services is represented by:
D. Brent Wells, Esq.
WELLS & CUELLAR, P.C.
440 Louisiana, Suite 718
Houston, TX 77002
Telephone: (713)222-1281
Facsimile: (713)237-0570
E-mail: bwells@wellscuellar.com
About HII Technologies
HII Technologies, Inc., Apache Energy Services, LLC, Aqua Handling
of Texas, LLC, Hamilton Investment Group, Inc., and Sage Power
Solutions, Inc., filed Chapter 11 bankruptcy petitions (Bankr.
S.D.
Tex. proposed lead case No. 15-60070) on Sept. 18, 2015. Judge
David R Jones is assigned to the cases.
HII Technologies (HIITQ) is a publicly-traded oilfield services
company which entered the hydraulic fracturing water management
business via acquisition of Apache Energy Services dba AES Water
Solutions in September 2012.
HII Technologies currently has only one employee, its CEO, Matt
Flemming.
HII Technologies reported assets of $17.6 million and liabilities
of $26.5 million as of July 31, 2015.
The Debtors tapped McKool Smith P.C. as counsel, and Stout Risius
Ross, Inc. for management and restructuring services.
On Sept. 29, 2015, Power Reserve Corp., Bold Production Services
LLC, and Black Gold Energy LLC were appointed to serve on its
official committee of unsecured creditors. On Oct. 7, Black Gold
was replaced by Worldwide Power Products LLC. The Official
Committee is represented by W. Steven Bryant, Esq., and Elizabeth
M. Guffy, Esq., at Locke Lord LLP.
Unsecured Creditors of Debtor Apache Energy Services, LLC, have
formed their own group. The Ad Hoc Committee of AES Unsecured
Creditors is represented by Leonard H. Simon, Esq., at Pendergraft
& Simon, L.L.P.; and Joan Kehlhof, Esq., at Wist Holland & Kehlhof.
HOOVER WELL: Voluntary Chapter 11 Case Summary
----------------------------------------------
Debtor: Hoover Well Service, LLC
1203 N. Schultz Street
Casa Grande, AZ 85230
Case No.: 16-03734
Chapter 11 Petition Date: April 8, 2016
Court: United States Bankruptcy Court
District of Arizona (Tucson)
Judge: Hon. Scott H. Gan
Debtor's Counsel: Dean M. Dinner, Esq.
NUSSBAUM GILLIS & DINNER, P.C.
14850 N. Scottsdale Road
Suite 450
Scottsdale, AZ 85254
Tel: 480-609-0011
Fax: 480-609-0016
E-mail: ddinner@ngdlaw.com
- and -
David Anthony McCarville, Esq.
NUSSBAUM GILLIS & DINNER, P.C.
14850 N. Scottsdale Road, Suite 450
Scottsdale, AZ 85254
Tel: 480-609-0011
Fax: 480-609-0016
Email: dmccarville@ngdlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tommy John Hoover, member.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
JAMES F. HUMPHREYS: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of James F. Humphreys & Associates LC.
About James F. Humphreys & Associates, L.C.
James F. Humphreys & Associates, L.C., filed for Chapter 11
bankruptcy protection (Bankr. S.D. W. Va. Case No. 16-20006) on
Jan. 13, 2016, estimating its assets and liabilities at between $1
million and $10 million each. The petition was signed by James F.
Humphreys, president.
The Firm said in a statement that it sought bankruptcy protection
to "resolve all pending and potential claims against the firm in
one forum and in a timely and equitable manner."
Judge Frank W. Volk presides over the case. Julia A. Chincheck,
Esq., who has an office in Charleston, West Virginia, and Danielle
L Dietrich, Esq., Judith K. Fitzgerald, and Beverly Weiss Manne,
Esq., at Tucker Arensberg P.C., serve as the Firm's bankruptcy
counsel. Bowles Rice LLP is the Firm's local counsel.
Mr. Humphreys said in the statement that the filing should not
affect the day-to-day operations of the firm and cases it currently
is handling.
Chris Dickerson, writing for West Virginia Record, relates that Mr.
Humphreys has been sued by former clients for allegedly Mishandling
hundreds of asbestos and flood damages cases. Mr. Humphreys and
the Firm were listed in a class action in October 2015 by people
who claim that the Firm mishandled a mass tort asbestos exposure
case against Celotex. West Virgina Record adds that in the new
Celotex complaint, McCormick claims Mr. Humphreys and the Firm
negligently failed to follow procedure for properly submitting the
plaintiffs' claims against Celotex.
James F. Humphreys & Associates, L.C., is headquartered in
Charleston, West Virginia.
JOSEPH ALLEN HARTLEY: Court Grants Bank's Bid for Relief from Stay
------------------------------------------------------------------
This matter is before the court on Independence Bank's motion to
stay the responsive pleading deadline and further proceedings and
Independence Bank's motion for relief from stay.
In 2014, the plaintiffs Joseph Allen Hartley, et al filed a lawsuit
against their lender, Independence Bank, in the United States
District Court for the District of Rhode Island, alleging lender
liability, fraudulent misrepresentation, fraudulent concealment,
negligent misrepresentation, negligent omission, unjust enrichment,
breach of fiduciary duty, and breach of the duties of good faith
and fair dealing. The plaintiffs included a jury demand. The bank
filed a counterclaim against the loan guarantors.
In June 2015, the corporate plaintiffs filed Chapter 7 bankruptcy
petitions in the Northern Mariana Islands, which stayed the Rhode
Island litigation. Those bankruptcy cases were dismissed in
September 2015, at which time the Rhode Island court issued a
scheduling order after holding a Rule 16 conference.
In November 2015, the individual plaintiffs filed a Chapter 11
bankruptcy petition in Nebraska, which again stayed the Rhode
Island litigation, and filed an adversary proceeding in this court
alleging the same claims as in the Rhode Island litigation.
The bank wants to proceed with the Rhode Island lawsuit, arguing
that the loan document contains a forum selection clause by which
the plaintiffs agreed to submit any proceedings arising out of the
loan to the jurisdiction of a Rhode Island court and Rhode Island
law. The bank also points out that the parties were in the midst
of written discovery when the Nebraska bankruptcy case was filed,
so having to start over in Nebraska would cause a duplication of
effort. Moreover, the bank asserts that its representatives,
witnesses, and documents are located in Rhode Island.
The plaintiffs argue that the bankruptcy filing in Nebraska
"changes everything" and that the forum selection clause does not
impair the bankruptcy court's authority to decide a "core"
bankruptcy issue, such as that involved in this case. The
plaintiffs also argue that since they are alleging the loan was
induced by fraud, if they are successful the forum selection clause
will not exist. Finally, plaintiffs argue that they are entitled to
have all pending litigation take place under the umbrella of the
bankruptcy court.
Interestingly, plaintiffs fail to mention in their brief that they
included a jury demand in the adversary proceeding and in the Rhode
Island litigation. With that jury demand, the litigation will not
take place in the bankruptcy court in any event. Due to that jury
demand, if the litigation proceeded here, it would be referred to
the United States District Court for the District of Nebraska.
Therefore, the real issue is whether the litigation should proceed
in the United States District Court for the District of Rhode
Island or the District of Nebraska.
In the Order dated March 4, 2016 which is available at
http://is.gd/ehphHpfrom Leagle.com, Judge Thomas L. Saladino of
the United States Bankruptcy Court for the District of Nebraska
ruled that the litigation should take place in the forum where it
was first commenced by the plaintiffs -- the United States District
Court in Rhode Island.
The motion for relief from stay filed by Independence Bank is
granted to allow the litigation to proceed to final judgment in the
District of Rhode Island.
The Independence Bank's motion to stay the responsive pleading
deadline and further proceedings is granted.
The adversary proceeding is stayed pending further order of this
court. The parties will file periodic status reports regarding the
status of the Rhode Island litigation every six months, with the
first such status report due September 1, 2016.
The bankruptcy case is IN THE MATTER OF: JOSEPH ALLEN HARTLEY and
RACHEL KAY HARTLEY, CHAPTER 11, Debtor(s), Case Nos. BK15-81898.
The adversary case is JOSEPH ALLEN HARTLEY; RACHEL KAY HARTLEY; USA
ISLAND SEAFOOD, INC.; and SAIPAN USA FISHERIES, INC., Plaintiffs,
v. INDEPENDENCE BANK, Defendant, A16-8004.
Joseph Allen Hartley, Debtor, is represented by David Grant Hicks,
Esq. -- Pollak, Hicks, & Alhejaj, P.C..
Patricia Fahey, U.S. Trustee, is represented by Jerry L. Jensen, US
Trustee's Office.
JUMIO INC: Files Revised Bidding Procedures for Asset Auction
-------------------------------------------------------------
Jumio Inc., an online and mobile credentials authentication
company, on April 7 filed revised bidding procedures (the "Amended
Bidding Procedures") in the court-supervised auction process for
the sale of substantially all of the company's assets to "stalking
horse bidder" Jumio Acquisition, LLC ("Jumio Acquisition"), an
entity formed by Eduardo Saverin. The Amended Bidding Procedures
were filed in response to objections to the Company's Motion to
Approve Postpetition Financing and Cash Collateral Use and Related
Relief and Motion to Approve Bid Procedures filed by certain Jumio
shareholders on April 5 and 6, 2016 (the "Objections").
"Jumio's priority is to facilitate an efficient and highly
competitive sale process that maximizes value for all our
stakeholders," said Stephen Stuut, Jumio's CEO. "While we believe
the recently filed objections are without merit, in order to ensure
the best outcome for all parties, the Company approached Jumio
Acquisition and negotiated new bidding procedures. These revised
procedures will eliminate the concerns raised by a sub-set of our
investors, while maintaining a fair, robust and efficient auction
process. We are pleased that Jumio Acquisition has agreed to these
revised bidding procedures, which demonstrate Mr. Saverin's ongoing
commitment to our company by enhancing the cash component of the
stalking horse bid."
Jumio Acquisition's initial $22.7 million stalking horse bid was
comprised of three elements: $15.8 million of prepetition debt in
the form of certain senior secured convertible promissory notes
(the "Prepetition Secured Obligations"), $3.7 million of
"debtor-in-possession" ("DIP") financing to fund Jumio's operations
and an additional $3.2 million in cash for the benefit of the
estate. The bid remains subject to higher and otherwise better
bids that may be received.
In order to address claims that may be asserted with respect to the
Prepetition Secured Obligations, Jumio and Jumio Acquisition have
amended the bidding procedures to preserve any such potential
claims while enabling Jumio to maintain a timeline which maximizes
the value of its ongoing operations. The Company believes the
Amended Bidding Procedures resolve all concerns raised in the
Objections by ensuring that under all potential outcomes, the
minimum stalking horse bid continues to be $22.7 million.
Specifically:
If other bids are received for the Company, Jumio Acquisition's bid
will commit cash to underwrite any successful challenge to the
Prepetition Secured Obligations. In other words, Jumio
Acquisition's bid is indifferent to the outcome of any challenge to
the Prepetition Secured Obligations, which will be resolved
subsequent to the sale and distributed to the estate accordingly.
Should no alternative bidders choose to compete against Jumio
Acquisition's stalking horse bid, then the $15.8 million of
Prepetition Secured Obligations will be waived by Jumio
Acquisition, maintaining the net distribution to the estate after
repayment of the DIP financing. The Company noted that 50
potential purchasers have executed nondisclosure agreements and
received the Company's confidential information presentation, and
multiple bidders have submitted formal indications of interest
proposing cash consideration above the stalking horse bid.
The Amended Bidding Procedures will be considered by the Bankruptcy
Court on Tuesday April 12, 2016.
Landis Rath & Cobb LLP is serving as legal advisor, Wilmer Cutler
Pickering Hale and Dorr LLP is serving as special corporate
counsel, Sagent Advisors LLC is serving as financial advisor and
Ernst & Young Capital Advisors LLC is serving as restructuring
advisor to Jumio.
About Jumio
Headquartered in Palo Alto, California, Jumio is an online and
mobile identity management and credentials authentication company.
Its customers include, among others, Airbnb, United Airlines,
WorldRemit, EasyJet, and Duolingo. Jumio has operations in the
United States, Europe and India. Jumio employs 43 individuals.
Jumio Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 16-10682) on March 21, 2016. The petition was signed by
Stephen Stuut as chief financial officer. The Debtor estimated
assets in the range of $1 million to $10 million and debts of up to
$50 million. Judge Brendan Linehan Shannon has been assigned the
case.
The Debtor has engaged Landis Rath & Cobb LLP as bankruptcy
counsel, Wilmer Cutler Pickering Hale and Dorr LLP as special
corporate counsel, Ernst & Young LLP as financial advisor, Sagent
Advisors, LLC as investment banker, Cooley LLP as special SEC
counsel and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
KIOR INC: Michael Wiggins to Have $1,900 Priority Claim
-------------------------------------------------------
Reorganized KiOR, Inc., won approval from the Bankruptcy Court of a
stipulation providing that Charles Michael Wiggins will be entitled
to a priority claim in the amount of $1,906 in full and final
satisfaction of Claim Nos. 8 and 48.
About KiOR Inc.
KiOR, Inc., and wholly owned subsidiary KiOR Columbus, LLC, are
development stage, renewable fuels companies based in Pasadena,
Texas and Columbus, Mississippi, respectively. KiOR, Inc., was
founded in 2007 as a joint venture between Khosla Ventures, LLC,
and BIOeCon B.V. KiOR Inc.'s primary business is the development
and commercialization of a ground-breaking proprietary technology
designed to generate a renewable crude oil from non-food
cellulosic biomass.
KiOR, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Del.
Case No. 14-12514) on Nov. 9, 2014, in Delaware. Through the
chapter 11 case, the Debtor intends to reorganize its business or
sell substantially all of its assets so that it can continue its
core research and development activities. KiOR Columbus did not
seek bankruptcy protection.
The Debtor disclosed $58.3 million in assets and $261 million in
liabilities as of June 30, 2014.
The Debtor is represented by Mark W. Wege, Esq., Edward L. Ripley,
Esq., and Eric M. English, Esq., at King & Spalding, LLP, in
Houston, Texas; and John Henry Knight, Esq., Michael Joseph
Merchant, Esq., and Amanda R. Steele, Esq., at Richards, Layton &
Finger, P.A., in Wilmington, Delaware. The Debtor's financial
advisor is Alvarez & Marsal. Guggenheim Securities, LLC, is the
Debtor's investment banker. Epiq Bankruptcy Solutions, LLC, is
the
Debtor's claims and noticing agent.
Pasadena Investments, LLC, as administrative agent for a
Consortium
of lenders, committed to provide up to $15 million in postpetition
financing. The DIP Agent is represented by Thomas E. Patterson,
Esq., at Klee, Tuchin, Bogdanoff & Stern LLP, in Los Angeles,
California, and Michael R. Nestor, Esq., at Young Conaway Stargatt
& Taylor, LLP, in Wilmington, Delaware.
The MDA is represented by Dennis A. Meloro, Esq., at Greenberg
Traurig LLP, in Wilmington, Delaware; David B. Kurzweil, Esq., and
R. Kyle Woods, Esq., at Greenberg Traurig LLP, in Atlanta,
Georgia;
Shari L. Heyen, Esq., at Greenberg Traurig LLP, in Houston, Texas;
and Douglas C. Noble, Esq., and William M. Quin II, Esq., at
McCraney Montagnet Quin & Noble, PLLC, in Ridgeland, Mississippi.
Leidos Engineering is represented by Mark Minuti, Esq., at Saul
Ewing LLP, in Wilmington, Delaware; Monique Bair DiSabatino, Esq.,
at at Saul Ewing LLP, in Philadelphia, Pennsylvania; and Christine
E. Baur, Esq., and Kathryn T. Anderson, Esq., at Law Office of
Christine E. Baur, in San Diego, California.
The Securities Class Action Lead Plaintiffs are represented by
Laurence M. Rosen, Esq., and Phillip Kim, Esq., at The Rosen Law
Firm, P.A., in New York; and Adam M. Apton, Esq., and Nicholas I.
Porritt, Esq., at Levi & Korsinsky LLP, in Washington, D.C.
* * *
On June 9, 2015, Judge Christopher S Sontchi entered an order
confirming KiOR Inc.'s Second Amended Chapter 11 Plan of
Reorganization, as revised Dated June 1, 2015. The Effective Date
of the Plan occurred on June 30, 2015.
LDK SOLAR: Grand Court of Cayman Islands Orders Liquidation
-----------------------------------------------------------
LDK Solar CO., Ltd. (in Official Liquidation on April 7 disclosed
that on April 6, 2016, subsequent to the filing on February 11,
2016 of a joint creditors' petition dated February 5, 2016 (the
"Petition") in the Grand Court of the Cayman Islands (the "Cayman
Court"), the Cayman Court ordered that the Company be wound up in
accordance with the Companies Law (2013 Revision) (as amended) (the
"Cayman Order"). The Cayman Court further ordered that David
Martin Griffin of FTI Consulting (Cayman) at Suite 3212, 53 Market
Street, Camana Bay, PO Box 30613, Grand Cayman, KY1-1203, Cayman
Islands and John Howard Batchelor of FTI Consulting, Level 22, The
Center, 99 Queen's Road Central, Central, Hong Kong, be appointed
as Joint Official Liquidators of the Company ("JOLs") and that the
JOLs be authorized to, amongst other things, do any acts or things
considered by them to be necessary or desirable in connection with
the liquidation of the Company and the winding up of its affairs.
About LDK Solar
LDK Solar Co., Ltd. -- http://www.ldksolar.com/-- based in Hi-Tech
Industrial Park, Xinyu City, Jiangxi Province, People's Republic of
China, is a vertically integrated manufacturer of photovoltaic
products, including high-quality and low-cost polysilicon, solar
wafers, cells, modules, systems, power projects and solutions.
LDK Solar was incorporated in the Cayman Islands on May 1, 2006, by
LDK New Energy, a British Virgin Islands company wholly owned by
Xiaofeng Peng, LDK's founder, chairman and chief executive officer,
to acquire all of the equity interests in Jiangxi LDK Solar from
Suzhou Liouxin Industry Co., Ltd., and Liouxin Industrial Limited.
LDK Solar in February 2014 filed in the Cayman Islands for the
appointment of provisional liquidators, four days before it was due
to make a $197 million bond repayment. Its Joint Provisional
Liquidators are Tammy Fu and Eleanor Fisher, both of Zolfo Cooper
(Cayman) Limited.
In September 2014, LDK Solar, LDK Silicon and LDK Silicon Holding
Co., Limited each applied to file an originating summons to
commence their restructuring proceedings in the High Court of Hong
Kong.
On Oct. 21, 2014 three U.S. subsidiaries of LDK Solar, LDK Solar
Systems, Inc., LDK Solar USA, Inc. and LDK Solar Tech USA, Inc.
filed voluntary petitions to reorganize under Chapter 11 of the
United States Bankruptcy Code in the United States Bankruptcy Court
for the District of Delaware. The lead case is In re LDK Solar
Systems, Inc. (Bankr. D. Del., Case No. 14-12384). On Oct. 21,
2014, LDK Solar filed a petition in the same U.S. Bankruptcy Court
for recognition of the provisional liquidation proceeding in the
Grand Court of the Cayman Islands. The Chapter 15 case is In re
LDK Solar CO., Ltd. (Bankr. D. Del., Case No. 14-12387). The U.S.
Debtors' General Counsel is Jessica C.K. Boelter, Esq., at Sidley
Austin LLP, in Chicago, Illinois. The U.S. Debtors' Delaware
counsel is Robert S. Brady, Esq., Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & 73 Taylor,
LLP, in Wilmington, Delaware. The U.S. Debtors' financial advisor
is Jefferies LLC. The Debtors' voting and noticing agent is Epiq
Bankruptcy Solutions, LLC.
The U.S. Debtors commenced the Chapter 11 Cases in order to
implement the prepackaged plan of reorganization, with respect to
which the U.S. Debtors launched a solicitation of votes on Sept.
17, 2014, from the holders of LDK Solar's 10% Senior Notes due
2014, as guarantors of the Senior Notes, and required such holders
of the Senior Notes to return their ballots by Oct. 15, 2014.
Holders of the Senior Notes voted overwhelmingly in favor of
accepting the Prepackaged Plan.
MAGNUM HUNTER: Court Okays $250,000 Civil Penalty Payment to SEC
----------------------------------------------------------------
Magnum Hunter Resources Corporation in April 2013 received a letter
from the staff of the Securities and Exchange Commission's Division
of Enforcement, stating that the Staff was conducting an inquiry
regarding the Company's internal controls, change in outside
auditors and public statements to investors and asking the Company
to preserve certain documents relating to these matters.
In connection with the Staff's inquiry, on March 24, 2015, the
Company received a "Wells Notice" from the Staff, stating that the
Staff had made a preliminary determination to recommend that the
SEC file an enforcement action against the Company. On that date,
the Staff issued similar Wells Notices to (i) Gary C. Evans, the
Company's current Chairman and Chief Executive Officer, (ii) J.
Raleigh Bailes, Sr., a former director of the Company and former
Chairman of the Company's Audit Committee, (iii) the former chief
financial officer of the Company who was in office at the time of
the Company's decision to dismiss its prior independent registered
public accounting firm and (iv) the former chief accounting officer
of the Company who had resigned from that position with the Company
in October 2012.
The Wells Notice issued to the Company stated that the proposed
action against the Company would allege violations of Sections
17(a)(2) and 17(a)(3) of the Securities Act of 1933 and Sections
13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act
of 1934 and Rules 13a-l, 13a-13, and 13a-15(a) thereunder. The
proposed actions against the individuals would allege violations of
those same provisions, as well as violations of Section 13(b)(5) of
the Securities Exchange Act of 1934 and Rules 13a-14 and 13a-15(c)
thereunder. The proposed actions described in the Wells Notices did
not include any claims for securities fraud under Section 10(b) of
the Securities Exchange Act of 1934 or Rule 10b-5 thereunder or
under Section 17(a)(1) of the Securities Act of 1933.
The Company and certain of the individual respondents (other than
Mr. Evans and Mr. Bailes) thereafter negotiated a settlement with
the SEC, which the SEC Commissioners approved on March 10, 2016.
Pursuant to the settlement, without admitting or denying the SEC's
findings, the Company agreed to pay a civil penalty of $250,000 to
the SEC (the "Civil Penalty"), subject to Bankruptcy Court
approval, and was ordered to cease and desist from violating
Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Securities
Exchange Act and Rules 13a-1, 13a-13 and 13-15(a) thereunder. The
two former officers, who oversaw the Company's accounting
department at the relevant times, as well as two former outside
accounting professionals, were ordered to cease and desist from
violating these provisions and were subjected to additional
financial penalties or administrative suspensions in their
individual capacities.
On March 23, 2016, Mr. Evans, the Company's current Chairman and
Chief Executive Officer, and Mr. Bailes, a former director of the
Company and former Chairman of the Company's Audit Committee,
received letters from the Staff stating that the Staff had
concluded its investigations of Mr. Evans and Mr. Bailes and that,
based on the information the Staff possessed as of that date, the
Staff did not intend to recommend an enforcement action by the SEC
against either of them. Furthermore, no other current officers or
directors of the Company were required to pay any penalties or were
subjected to any sanctions in their individual capacities pursuant
to the settlement.
On March 11, 2016, the Company filed a motion with the Bankruptcy
Court seeking approval of the Company's settlement with the SEC and
authority to pay the Civil Penalty to the SEC. On March 29, 2016,
the Bankruptcy Court entered an order approving the Company's
motion.
A copy of the Court's Order is available at http://is.gd/h4r6JW
About Magnum Hunter
Magnum Hunter Resources Corporation is an oil and gas company
headquartered in Irving, Texas that primarily is engaged in the
acquisition, development, and production of oil and natural gas
reserves in the United States. MHRC and its affiliates own
interests in approximately 431,643 net acres in total and have
proved reserves with an industry value of approximately $234.5
million as of December 31, 2015. In the aggregate, MHRC generated
approximately $391.5 million in revenue from their operations in
2014 and generated approximately $169.3 million in revenues from
their operations for the ten months ended October 31, 2015.
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 petitions were signed by Gary
C. Evans as chairman and chief executive officer.
Judge Kevin Gross oversees the cases. 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.
The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors. The Committee retains Ropes & Gray LLP as
counsel, Cole Schotz P.C. as Delaware co-counsel, and Berkeley
Research Group, LLC as its financial advisor.
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware has approved the disclosure statement explaining Magnum
Hunter's Second Amended Joint Chapter 11 Plan of Reorganization.
The hearing to consider confirmation of the Plan has been moved
from March 31, 2016, to April 18, 2016.
MAGNUM HUNTER: Gruss Capital Owns Preferred Shares
--------------------------------------------------
Gruss Capital Management LP filed with the Securities and Exchange
Commission a Form 3 disclosing that it holds 430,000 of Series C
Cumulative Perpetual Preferred Stock; and 365,000 Series D
Cumulative Perpetual Preferred Stock of Magnum Hunter Resources
Corporation.
According to the filing, Gruss Capital Management LP, a Delaware
limited partnership, serves as the investment manager to, and has
investment discretion over the securities held by, Gruss Global
Investors Master, Ltd., a Cayman Islands Exempted Company ("GGI"),
and Gruss Global Investors Master Fund (Enhanced), Ltd., a Cayman
Islands Exempted Company ("GGIE"), with respect to the relevant
stock of Magnum Hunter Resources Corporation (the "Issuer")
directly held by GGI and GGIE. Gruss Management, LLC, a Delaware
limited liability company ("Gruss"), serves as the general partner
to Gruss LP with respect to the relevant stock directly owned by
GGI and GGIE. GGI has shared voting and dispositive power over
98,559 shares of MHR.PRC (and similarly, 83,693 shares of MHR.PRD);
GGIE has shared voting and dispositive power over 331,441 shares of
MHR.PRC (and similarly, over 281,307 shares of MHR.PRD).
Sean Dany, managing member and principal owner of Gruss, may be
deemed to have voting and dispositive power with respect to the
shares of MHR.PRC and MHR.PRD.
As such, for MHR.PRC, amounts beneficially owned are as follows:
GGI: 98,559; GGIE: 331,441; Gruss LP: 430,000; Gruss: 430,000; and
Sean Dany: 430,000. As such, for MHR.PRD, amounts beneficially
owned are as follows: GGI: 83,693; GGIE: 281,307; Gruss LP:
365,000; Gruss: 365,000; and Sean Dany: 365,000.
Each of GGI, GGIE, Gruss LP, Gruss and Sean Dany, other than with
respect to their respective direct holdings, disclaim beneficial
ownership of the securities reported herein except to the extent of
their respective pecuniary interests therein and the filing of this
Form 3 shall not be construed as an admission that any of GGI,
GGIE, Gruss LP, Gruss or Sean Dany are the beneficial owner of any
securities covered by this Form 3. It is possible that MHR.PRC may,
in some circumstances, be considered a voting equity security. This
filing is being made as a precautionary matter and shall not be
deemed an admission that MHR.PRC is a voting security or that any
of the Reporting Persons are subject to the reporting requirements
of Section 16 of the Securities Exchange Act of 1934.
A copy of the Form 3 Report is available at http://is.gd/FRCIA4
About Magnum Hunter
Magnum Hunter Resources Corporation is an oil and gas company
headquartered in Irving, Texas that primarily is engaged in the
acquisition, development, and production of oil and natural gas
reserves in the United States. MHRC and its affiliates own
interests in approximately 431,643 net acres in total and have
proved reserves with an industry value of approximately $234.5
million as of December 31, 2015. In the aggregate, MHRC generated
approximately $391.5 million in revenue from their operations in
2014 and generated approximately $169.3 million in revenues from
their operations for the ten months ended October 31, 2015.
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 petitions were signed by Gary
C. Evans as chairman and chief executive officer.
Judge Kevin Gross oversees the cases. 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.
The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors. The Committee retains Ropes & Gray LLP as
counsel, Cole Schotz P.C. as Delaware co-counsel, and Berkeley
Research Group, LLC as its financial advisor.
MAGNUM HUNTER: Hearing on Plan, Equity Panel Moved to April 18
--------------------------------------------------------------
The hearing to consider confirmation of Magnum Hunter Resources
Corporation's bankruptcy-exit plan as well as the request to
install an official equity holders committee in the Debtors'
Chapter 11 cases has been adjourned to April 18, 2016, at 3:00
(prevailing Eastern Time) before the Honorable Judge Kevin Gross.
The hearing was previously adjourned to April 8.
Here's the modified Plan confirmation schedule:
---------------------------------------------------------
Event Former Deadline Modified Deadline
---------------------------------------------------------
Voting Deadline March 28, 2016, No Change
at 4:00 p.m.
---------------------------------------------------------
Plan Objection March 31, 2016, No Change
Deadline at 5:00 p.m.
---------------------------------------------------------
Deadline to File April 5, 2016, April 14, 2016,
Form of at 4:00 p.m. at 4:00 p.m
Confirmation
Order
---------------------------------------------------------
Deadline to File April 6, 2016, April 14, 2016,
Confirmation at 11:59 p.m. at 11:59 p.m.
Brief
Plan Objection
Response
Deadline
Deadline to File
Voting Report
---------------------------------------------------------
Confirmation April 8, 2016, April 18, 2016,
Hearing Date at 9:00 a.m. at 3:00 p.m.
Equity Committee
Hearing
---------------------------------------------------------
About Magnum Hunter
Magnum Hunter Resources Corporation is an oil and gas company
headquartered in Irving, Texas that primarily is engaged in the
acquisition, development, and production of oil and natural gas
reserves in the United States. MHRC and its affiliates own
interests in approximately 431,643 net acres in total and have
proved reserves with an industry value of approximately $234.5
million as of December 31, 2015. In the aggregate, MHRC generated
approximately $391.5 million in revenue from their operations in
2014 and generated approximately $169.3 million in revenues from
their operations for the ten months ended October 31, 2015.
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 petitions were signed by Gary
C. Evans as chairman and chief executive officer.
Judge Kevin Gross oversees the cases. 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.
The U.S. Trustee has named three members to the Official Committee
of Unsecured Creditors. The Committee retains Ropes & Gray LLP as
counsel, Cole Schotz P.C. as Delaware co-counsel, and Berkeley
Research Group, LLC as its financial advisor.
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware has approved the disclosure statement explaining Magnum
Hunter's Second Amended Joint Chapter 11 Plan of Reorganization.
The hearing to consider confirmation of the Plan has been moved
from March 31, 2016, to April 18, 2016.
MICHAEL WHITE: Court Rejects Bid to Reconsider Ch. 7 Conversion
---------------------------------------------------------------
Appellants Michael and Darla White appealed a decision of the
Bankruptcy Court for the Eastern District of Michigan that
converted their Chapter 11 bankruptcy to a proceeding under Chapter
7 of the bankruptcy code. The decision of the bankruptcy court was
affirmed on July 31, 2015. The Whites moved for reconsideration of
that decision.
The Whites make a number of other miscellaneous claims but none of
them point out any palpable defect with the July 31 Opinion.
In the Order dated March 7, 2016 which is available at
http://is.gd/jjPcRRfrom Leagle.com, Judge Thomas L. Ludington of
the United States District Court for the Eastern District of
Michigan, Northern Division denied the Motion for Reconsideration
and the improperly filed motions as moot.
The case is In re: Michael B. White and Darla Kay White (Whites I),
Debtors. MICHAEL B. WHITE, and DARLA KAY WHITE, Appellants, v.
DANIEL M. McDERMOTT, United States Trustee, FRANKENMUTH CREDIT
UNION, Appellees, Case No. 14-cv-14599.
Michael B. White, Appellant, Pro Se.
Darla Kay White, Appellant, Pro Se.
Daniel M McDermott, US Trustee, Appellee, is represented by Sean M.
Cowley & Kelley L. Callard, U. S. Department of Justice.
Frankenmuth Credit Union, Appellee, is represented by Paul E.
Wenzloff, Esq. -- Wenzloff & Wenzloff, P.L.C..
Ally Financial Inc., Appellee, is represented by Craig S.
Schoenherr, O'Reilly, Rancilio, Esq. -- cschoenherr@orlaw.com
MID-STATES SUPPLY: Court Approves Financial Advisor and CRO
-----------------------------------------------------------
Mid-States Supply Company, Inc., sought and obtained permission
from the U.S. Bankruptcy Court for the Western District of Missouri
to employ Winter Harbor LLC as financial advisor and Winter
Harbor's Stuart Noyes as chief restructuring officer.
Mid-States Supply requires Winter Harbor to:
a. prepare analyses and data required under the Debtor's
financing documents;
b. in conjunction with the Debtor's management, manage the
Debtor's cash, prepare ongoing forecasting of the cash flows and
operations, and monitor and analyze operational and financial
condition;
c. oversee the development of a business restructuring plan and
potential sale of assets;
d. manage Debtor's negotiations with their creditor
constituencies, including negotiations relating to Debtor's
restructuring; and
e. provide other services as necessary.
Winter Harbor will be paid on an hourly basis at these rates:
Managing Director $495
Director $395
Manager $295
Clerical/Administrative $75
Winter Harbor will also be paid as follows: Stuart Noyes
($495/hour), one Winter Harbor professional as Additional Personnel
($395/hour), and one or more Winter Harbor professionals as
additional personnel ($295/hour).
Winter Harbor will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Stuart Noyes, managing partner of Winter Harbor, 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.
Winter Harbor can be reached at:
Stuart Noyes
WINTER HARBOR LLC
265 Franklin Street, 10th Floor
Boston, MA 02110
Tel: (617) 275-5411
E-mail: info@winterharborco.com
About Mid-States Supply
Founded and headquartered in Kansas City, Missouri, Mid-States
Supply Company, Inc., supplier of pipes, valves and fittings to
ethanol, pipeline and power industries in the United States, filed
a Chapter 11 bankruptcy petition (Bankr. W.D. Mo. Case No.
16-40271) on Feb. 7, 2016. The petition was signed by Stuart Noyes
as chief restructuring officer.
The Debtor estimated both assets and liabilities in the range of
$50 million to $100 million. The Debtor has engaged Spencer Fane
LLP as counsel, Winter Harbor LLC as financial advisor, SSG
Advisors, LLC and Frontier Investment Banc Corporation as
investment bankers, Tarsus CFO Services, LLC as chief financial
officer services provider and Epiq Bankruptcy Solutions, LLC as
claims and noticing agent.
An official committee of unsecured creditors has been appointed in
the case and is represented by Marcus A. Helt, Esq., and Michael S.
Haynes, Esq., at Gardere Wynne Sewell LLP.
MIG LLC: Files Rule 2015.3 Report as of Dec. 31, 2015
-----------------------------------------------------
MIG, LLC, and ITC Cellular, LLC, in March filed a report as of Dec.
31, 2015 on the value, operations and profitability of those
entities in which the estates hold a substantial or controlling
interest, as required by Bankruptcy Rule 2015.3.
The Debtors' estates hold a substantial or controlling interest in
the following entities:
Name of Entity Interest of the Estate
-------------- ----------------------
Tag Holdings, Inc. 100%
International Telcell Cellular, LLC 46%
Telcell Wireless, LLC 46%
MagtiCom Limited 46%
Tag Holdings, Inc. is a direct wholly owned currently a
non-operating subsidiary of MIG and has no financial statements.
The only property the company owns is 17 acres in Opelika, Alabama.
The company has no current valuation; however, management estimates
that its current value is $0. MIG is the only shareholder in Tag
Holdings, Inc. with a 100% equity stake. There have been no changes
in Tag Holdings, Inc.'s equity during fiscal years 2013, 2014 and
2015.
International Telcell Cellular LLC is a subsidiary of ITC Cellular.
ITC Cellular owns a 46% equity stake in International Telcell.
The remaining ownership stake of International Telcell is held 51%
by Dr. George Jokhtaberidze, and 3% by Gemstone Management Ltd.
International Telcell is a holding company and it owns indirectly a
100% equity interest in Magticom. International Telcell owns a 51%
equity interest in Magticom directly and it owns the remaining 49%
equity interest in Magticom through Telcell Wireless, LLC, which is
a wholly-owned subsidiary of International Telcell. As an
intermediate holding company between MIG and Magticom, management
does not ascribe a value to this company.
Telcell Wireless LLC is a wholly owned subsidiary of International
Telcell. Telcell Wireless owns a 49% equity stake in Magticom.
Telcell Wireless is a holding company. As an intermediate holding
company between MIG and Magticom, management does not ascribe a
value to the company. There have been no changes in the members'
equity or cash flows for Telcell Wireless for the year ending
December 31, 2015.
MagtiCom Limited is an indirect subsidiary of MIG. MIG owns a 100%
interest in ITC Cellular, which owns a 46% equity interest in
MagtiCom Limited, which is held through International Telcell and
Telcell Wireless. International Telcell and Telcell Wireless each
own a 51% and 49% equity stake in MagtiCom Limited respectively.
MagtiCom Limited is a leading mobile telephony operator in
Georgia.
Each of the balance sheet, the statement of income, and statement
of cash flow of International Telcell, Telcell Wireless, and
MagtiCom Limited were redacted from the publicly available Rule
2015.3 report filed by the Debtors.
About MIG LLC
Formerly operating under the name "Metromedia International Group,
Inc.," MIG LLC -- http://www.migllc-group.com/-- owned and
operated and sold dozens of companies in diverse industries,
including entertainment, photo finishing, garden equipment and
sporting goods, until the late 1990s. In 1997 and 1998, MIG
consummated the sale of substantially all of its U.S.-based
entertainment assets and began focusing on expanding into emerging
communications and media businesses. By 2005, all of MIG's
operating businesses were located in the Republic of Georgia and
operated through its subsidiaries.
MIG LLC and affiliate ITC Cellular, LLC, filed for Chapter 11
bankruptcy protection on June 30, 2014. The cases are currently
jointly administered under Bankr. D. Del. Lead Case No. 14-11605.
As of the bankruptcy filing, MIG's sole valuable asset, beyond its
existing cash, is its indirect interest in Magticom Ltd. The
cases
are assigned to Judge Kevin Gross. MIG LLC disclosed $15.9
million
in assets and $254 million in liabilities.
Headquartered in Tbilisi, Georgia, Magticom is the leading mobile
telephony operator in Georgia and is also the largest telephone
operator in Georgia. Magticom serves 2.4 million subscribers with
a network that covers 97% of the populated regions in Georgia.
Magticom is owned by International Telcell Cellular, LLC, which is
46% owned by MIG unit ITC Cellular, 51% owned by Dr. George
Jokhtaberidze, and 3% owned by Gemstone Management Ltd.
Formerly known as MIG, Inc., MIG was a debtor in a previous case
(Bankr. D. Del. Case NO. 09-12118). It obtained approval of its
reorganization plan in November 2010.
The Debtors have tapped Greenberg Traurig LLP as counsel, Fox
Rothschild Inc. as financial advisor; Cousins Chipman and Brown,
LLP as conflicts counsel; and Prime Clerk LLC as claims and notice
agent and administrative advisor. The Debtors have retained
Natalia Alexeeva as chief restructuring officer.
A three-member panel has been appointed in these cases to serve as
the official committee of unsecured creditors, consisting of
Walter
M. Grant, Paul N. Kiel, and Lawrence P. Klamon.
MIRARCHI BROTHERS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Mirarchi Brothers, Inc.
921 B North Bethlehem Pike
Ambler, PA 19002
Case No.: 16-12534
Chapter 11 Petition Date: April 8, 2016
Court: United States Bankruptcy Court
Eastern District of Pennsylvania (Philadelphia)
Judge: Hon. Jean K. FitzSimon
Debtor's Counsel: Albert A. Ciardi, III, Esq.
CIARDI CIARDI & ASTIN, P.C.
One Commerce Square
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Tel: (215) 557-3550
Fax: 215-557-3551
E-mail: aciardi@ciardilaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ralph Minarchi, Jr., president.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/paeb16-12534.pdf
MOLYCORP INC: Court Confirms 4th Amended Ch. 11 Plan
----------------------------------------------------
Judge Christopher Sontchi of the U.S. Bankruptcy Court for the
District of Delaware on April 8, 2016, issued a findings of fact,
conclusions of law, and order confirming the Fourth Amended Joint
Plan of Reorganization of Molycorp, Inc., and its debtor
affiliates.
According to the Voting Declaration of James Daloia, the Director
of Solicitation and Disbursement at Prime
Clerk LLC, and David M. Sharp, a Director at Prime Clerk, (i) 100%
in amount and 100% in number of holders of Allowed Claims in Class
3 that cast ballots voted to accept the Plan and (ii) all other
Classes of Claims entitled to vote have rejected the Plan.
Oaktree's Claims will be Allowed in full and will not be subject to
any avoidance, reductions or set-offs. Judge Sontchi found that
the valuation analysis, including the estimated post-emergence
enterprise value of the Reorganized Plan Debtors, is (i)
reasonable, persuasive, and credible as of the date the analysis
were prepared, and (ii) uses reasonable and appropriate
methodologies and assumptions. The value of the Reorganized Parent
Common Equity distributed under the Plan is calculated using the
Debtors' midpoint valuation of $417 million.
The Plan incorporates the 9019 Settlement with the Official
Committee of Unsecured Creditors and the Ad Hoc 10% Noteholders.
Pursuant to the Committee Settlement Agreement, holders of Claims
in Class 5A will receive (x) 7.5% of the Reorganized Parent Common
Equity, (y) $2 million in Cash for the Class 5 Cash Out Option, and
(z) National Union, under the Plan, has agreed to provide the
holders of claims in Class 5A with the Class 5A Insurance Payment.
Pursuant to the Noteholder Group Settlement Agreement, the parties
agreed, among other things, that the 10% Noteholder Permitted
Credit Bid of $1,000,000, plus the assumption of certain
liabilities will be deemed the Successful Bid for the sale and
purchase of certain assets of the Molycorp Mineral Debtors to be
transferred to an acquisition vehicle for which Oaktree will
receive its pro rata share. The Noteholder Group Settlement also
provides significant consideration to the Molycorp Mineral Debtors
in the form of Molycorp Minerals Wind-Down Expenses Reserve to fund
certain costs, including (i) $400,000 for the costs and expense of
seeking approval of the Credit Bid, (ii) an initial amount of $2.1
million to fund Mountain Pass carrying costs, costs associated with
th termination of the remaining employees at Molycorp Minerals and
the wind-down and Chapter 7 liquidation costs associated with the
remaining assets of the Molycorp Minerals Debtors not sold pursuant
to the Credit Bid.
Judge Sontchi overruled the objections raised by The Pension
Benefit Guaranty Corporation, which complained that the Plan's
release, discharge, exculpation, and injunction provisions are
overbroad, and could be interpreted as releasing non-debtors for
fiduciary breaches arising under the Employee Retirement Income
Security Act of 1974, as amended.
A full-text copy of Judge Sontchi's Decision is available at
http://bankrupt.com/misc/MOLYCORPplanord0408.pdf
A full-text copy of the Plan dated March 28, 2016, is available at
http://bankrupt.com/misc/MOLYCORPplan0328.pdf
The PBGC is represented by:
ISRAEL GOLDOWITZ
Chief Counsel
CHARLES L. FINKE
Deputy Chief Counsel
JOEL W. RUDERMAN
Assistant Chief Counsel
DEBORAH J. BISCO
Attorney
PENSION BENEFIT GUARANTY CORPORATION
Office of the Chief Counsel
1200 K Street, N.W., Suite 340
Washington, DC 20005
Tel: (202) 326-4020 ext. 3062
Fax: (202) 326-4112
Email: bisco.deborah@pbgc.gov
About Molycorp, Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
are 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.
* * *
Sureties Ironshore Indemnity, Inc., et al., on March 21, 2016,
filed a motion asking the U.S. Bankruptcy Court for the District
of
Delaware to direct the appointment of an examiner in Molycorp
Minerals, LLC, as well as extend the objection deadlines and
adjourn the hearing dates for plan confirmation. The Sureties
contend that in order for the plan confirmation process to proceed
expeditiously with the transparency that is required under the
Bankruptcy Code, the request that the Court direct the appointment
of an examiner under 11 U.S.C. Section 1104(c) for the limited
scope of examining and reporting on the value of the Molycorp
Minerals, LLC ("Molycorp Minerals") Intellectual Property ("IP"),
IP Issues, and proposed Molycorp Silmet AS transaction.
Bankruptcy Judge Christopher Sontchi approved Molycorp's plan to
exit Chapter 11 bankruptcy following a two-day trial that began
March 29, 2016. Under the Plan, unsecured creditors (including
deficiency claims arising from the 10% senior secured notes) would
receive 7.5% of the reorganized company's equity in the event of a
standalone reorganization plan, with lender Oaktree Capital
Management receiving 92.5% of the reorganized equity. If there is
a sale of the entire company under the plan, unsecured creditors
(again, including deficiency claims) would receive 7.5% of the
proceeds of the sale, with Oaktree receiving 92.5%.
MOLYCORP INC: Sureties Opposes to 10% Noteholder’s Credit Bid
---------------------------------------------------------------
Westchester Fire Insurance Company, Ironshore Indemnity, Inc.,
Lexon Insurance Co. and Bond Safeguard Insurance Co. opposes the
relief that the 10% Noteholders seek in their motion to compel
Molycorp, Inc., et al., to accept a credit bid on certain of the
Molycorp Minerals assets or the convert Molycorp Minerals case to a
case under chapter 7.
The Sureties oppose the Motion because the acceptance of the 10%
Noteholders Bid and subsequent sale would result in the effective
abandonment of the Debtors' remaining assets, including the
Mountain Pass Facility, leaving insufficient resources. The
Sureties argue that stripping the Molycorp Minerals Debtors of
their profitable assets while avoiding its statutory duty to comply
with environmental reclamation obligations is a violation of the
California's Surface and Mining and Reclamation Act, as well as the
Supreme Court's mandates in Midlantic Case, which "prohibits
Debtors from using the bankruptcy laws and process to avoid
environmental obligations."
Moreover, the Sureties complain that the 10% Noteholders are not
seeking to compel the Debtors to comply with the Bidding Procedures
order to accept a credit bid on all of the Molycorp Minerals
assets, but instead they are trying to reap the benefit of
cherry-picking asking the Debtors to accept their limited credit
bid on only the most valuable assets, the Minerals and Intellectual
Property, while leaving behind empty estates lacking the funds
necessary to address the Debtors' massive reclamation liabilities.
The Sureties refute the 10% Noteholders' request for conversion,
alleging that there no evidence sufficient to establish that the
Debtor's estate is suffering substantial or continuing loss to or
diminution, and the absence of a reasonable likelihood of
rehabilitation. While the Sureties recognize there has not been a
profit generated during the Molycorp Minerals' Chapter 11 cases,
the losses however, do not approach the magnitude of the
prepetition period for the losses have been significantly minimized
by the implementation of the care and maintenance plan at the
Mountain Pass Facility.
Westchester Fire Insurance Company is represented by:
Gary D. Bressler, Esq.
Jason D. Angelo, Esq.
McELROY, DEUTSCH, MULVANEY & CARPENTER, LLP
300 Delaware Ave., Suite 770
Wilmington, DE 19801
Telephone: (302) 300-4515
Facsimile: (302) 654-4031
E-mail: gbressler@mdmc-law.com
jangelo@mdmc-law.com
Ironshore Indemnity, Inc., Bond Safeguard Insurance Co. and Lexon
Insurance Co. are represented by:
Jason C. Powell, Esq.
FERRY JOSEPH, P.A.
824 Market Street, Suite 1000
P.O. Box 1351
Wilmington, DE 19899
Telephone: (302) 575-1555
Facsimile: (302) 575-1714
E-mail: jpowell@ferryjoseph.com
- and -
Wendy A. Kinsella, Esq.
Lee E. Woodard, Esq.
HARRIS BEACH PLLC
333 West Washington St., Suite 200
Syracuse, NY 13202
Telephone: (315) 423-7100
Facsimile: (315) 422-9331
E-mail: wkinsella@harrisbeach.com
lwoodard@harrisbeach.com
- and -
Bruce L. Maas, Esq.
HARRIS BEACH PLLC
99 Garnsey Road
Pittsford, NY 14534
Telephone: (585) 419-8650
Facsimile: (585) 419-8811
E-mail: bmaas@harrisbeach.com
About Molycorp, Inc.
Molycorp Inc. -- http://www.molycorp.com/-- is a global rare
earths and rare metals producer. Molycorp owns several prominent
are 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. The Creditors
Commtitee tapped Ashby & Geddes, P.A. and Paul Hastings LLP as
attorneys.
* * *
Molycorp, Inc.'s Fourth Joint Amended Plan of Reorganization ("the
Plan") was confirmed on March 30, 2016 by the U.S. Bankruptcy Court
for the District of Delaware.
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.
NANOSPHERE INC: Amends 2015 Form 10-K, Appoints Permanent CAO
-------------------------------------------------------------
Nanosphere, Inc., filed with the Securities and Exchange Commission
an amended annual report on Form 10K/A for the fiscal year ended
Dec. 31, 2015, as filed with the SEC on Feb. 24, 2016, to include
the information required by Part III of Form 10-K. The information
required by Items 10-14 of Part III is no longer being incorporated
by reference to the Proxy Statement as the Proxy Statement is not
expected to be filed with the SEC within 120 days of Dec. 31, 2015.
The amendment also amends Part II, Item 9B of the Original Filing
to announce the appointment of Farzana M. Moinuddin, the Company's
acting principal financial officer and interim chief accounting
officer, as the Company's chief accounting officer on a permanent
basis.
A copy of the Form 10-K/A is available for free at:
http://is.gd/x4VIY1
About Nanosphere
Nanosphere, Inc., develops, manufactures and markets an advanced
molecular diagnostics platform, the Verigene System, that enables
simple, low cost and highly sensitive genomic and protein testing
on a single platform. The Verigene System includes a bench-top
molecular diagnostics workstation that is a universal platform for
genomic and protein testing and provides for multiple tests to be
performed on a single platform, including both genomic and protein
assays, from a single sample. Its proprietary nanoparticle
technology provides the ability to run multiple tests
simultaneously on the same sample. Nanosphere was founded by Chad
A. Mirkin and Robert Letsinger on December 30, 1999 and is
headquartered in Northbrook, IL.
Nanosphere reported a loss attributable to common shareholders of
$42.84 million on $21.07 million of total revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to common
shareholders of $39.07 million on $14.29 million of total revenue
for the year ended Dec. 31, 2014.
Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from continued use of cash to fund operations raise
substantial doubt about its ability to continue as a going concern.
NES RENTALS: Moody's Raises CFR to B2, Outlook Stable
-----------------------------------------------------
Moody's Investors Service upgraded NES Rentals Holdings, Inc.'s
Corporate Family Rating to B2 from B3 based on recent years'
deleveraging and the expectation that the company's balance sheet
will improve further. Concurrently, NES Rentals' $300 million
senior secured second lien notes due 2018 was upgraded to Caa1 (LGD
5) from Caa2 (LGD 5). The ratings outlook is stable.
Moody's upgraded these ratings:
Corporate Family Rating to B2 from B3
Probability of Default Rating, to B2-PD from B3-PD
$300 million senior secured second lien notes due 2018, to Caa1
(LGD-5) from Caa2 (LGD 5)
The ratings outlook is stable.
RATINGS RATIONALE
The ratings upgrade incorporates the expectation that NES Rental's
will further strengthen its credit metrics over the next 18 months.
Further improvement in credit metrics is anticipated to be driven
largely by a moderate year-over-year EBITDA growth due to the
effective balancing of rates and equipment utilization and because
it has minimal exposure to customers being affected by the oil and
gas downturn. Although the positive trend in operating metrics is
expected to continue, the rate of improvement will likely slow as
the general economy expected to remain challenging over the near
term. Moody's expects competition and the slow growth economy to
make it difficult to raise rates, but we believe the company will
strive to maximize profitability through equipment mix, utilization
and expense management.
The B2 corporate family rating reflects the company's small scale
relative to other rated peers. Moreover, while it operates in the
better performing North Eastern U.S. and South Eastern U.S. states,
some markets, including the Gulf Coast regions are expected to be
weaker.
The rating upgrade also benefits from positive free cash flow
generation helped by a lower level of capital expenditures
anticipated through 2017 and a restricted payment basket that
limits its ability to pay dividends. Improving credit metrics are
anticipated primarily from EBITDA growth and to a lesser degree
from debt reduction and fleet mix. The ratings also positively
consider the company's adequate liquidity profile characterized by
availability under its $500 million ABL facility.
The Caa1 rating on the second lien senior secured notes is two
notches below the Corporate Family Rating. This is due to its
junior position relative to the security interest of the
asset-based revolving credit facility.
The stable outlook reflects NES Rental's strong operating margin
and the expectation that leverage will be maintained around the 4
times level. Excess free cash flow after capital expenditures are
expected to be used for pay down debt lowering leverage further
over the next year. The stable outlook is also supported by good
U.S. equipment rental industry fundamentals that support rentals
over ownership.
Developments that could establish negative pressure on the ratings
include significant declines in revenues and margins, a
deterioration in the company's liquidity profile, or an elevation
of its debt/EBITDA towards 4.5 times and EBITDA/interest falling
below the 2.5 times level all on a sustained basis.
Factors that could support stronger ratings include demonstrating
an ability to continue growing sales while maintaining or improving
current margins. Lower leverage, such that debt/EBITDA fell below
3.5 times and demonstrating EBITDA/interest coverage at or above 5
times on a sustained basis would likely provide ratings traction.
The principal methodology used in this rating was the Equipment and
Transportation Rental Industry methodology published in December
2014.
NES Rentals Holdings, Inc., based in Chicago, Illinois and
majority-owned by Diamond Castle Investments, is an equipment
rental company in the U.S. with 74 branches across 27 states.
Revenues for the fiscal year ended December 31, 2015 totaled
approximately $378 million.
NEW BEGINNINGS: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of New Beginnings of South Florida, Inc.
New Beginnings of South Florida, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Southern District of Florida (Miami) (Case No. 16-11907) on
February 10, 2016. The petition was signed by Elvira Smith,
president.
The Debtor is represented by Luis Salazar, Esq., at Salazar
Jackson, LLP. The case is assigned to Judge Robert A. Mark.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
NORANDA ALUMINUM: Posts Wider Net Loss of $260 Million in 2015
--------------------------------------------------------------
Noranda Aluminum Holding Corporation delivered its 2015 Annual
Report on Form 10-K with the U.S. Securities and Exchange
Commission.
Noranda said its net loss widened to $259.6 million for 2015, from
$26.6 million for 2014 and $47.6 million for 2013.
Sales were down $1,228.1 million for 2015, from $1,355.1 million
for 2014 and $1,343.5 million for 2013.
At Dec. 31, 2015, Noranda had total assets of $1,087.6 million. It
has total current liabilities of $905.1 million and total deficit
of $171.9 million.
On March 11, 2016, the Bankruptcy Court approved, on a final basis,
Noranda's debtor-in-possession financing consisting of (i) a
superpriority, secured, asset based revolving credit facility in
the principal amount of up to $130.0 million, provided by Bank of
America, N.A., in its capacity as a lender, and by certain other
financial institutions under which Bank of America is acting as
administrative agent and collateral agent, and (ii) a
superpriority, multiple draw secured term loan in an aggregate
principal amount of up to $35.0 million provided by certain
financial institutions that were lenders under a pre-petition term
loan, pursuant to which Cortland Capital Market Services, LLC is
acting as administrative agent and collateral agent. The DIP
Facilities contain certain requirements which have a material
impact on the continued operation of Noranda's business, including
the requirement that the Company conduct a process to sell the
Downstream business, idle New Madrid, and prepare an Upstream
business plan that is reasonably acceptable to the lenders under
the DIP Facilities.
A copy of the Form 10-K is available at http://is.gd/PVi67a
About Noranda Aluminum
Noranda Aluminum Holding Corporation is an integrated producer of
primary aluminum and high-quality rolled aluminum coils. The
Company has two businesses: an Upstream Business and a Downstream
Business. The Upstream Business consists of a smelter near New
Madrid, Missouri, referred to as "New Madrid," and supporting
operations at a bauxite mining operation ("St. Ann") and an alumina
refinery ("Gramercy"). The Downstream, or Flat-Rolled Products
Business is one of the largest aluminum foil producers in North
America, and consists of four rolling mill facilities.
Headquartered in New Madrid, Missouri, Noranda Aluminum, Inc., et
al., engaged in the production of primary aluminum and rolled
aluminum coils, filed separate Chapter 11 bankruptcy petitions
(Bankr. E.D. Mo. Proposed Lead Case No. 16-10083) on Feb. 8, 2016.
The petitions were signed by Dale W. Boyles, the chief financial
officer. Judge Barry S. Schermer is assigned to the case.
The Debtors had approximately 1,857 employees as of the Petition
Date.
The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion. As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of secured indebtedness, consisting of a revolving credit facility
and a term loan facility.
The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as general counsel, Carmody MacDonald P.C. as local counsel,
PJT Partners, LP as investment banker, Alvarez & Marsal North
America, LLC as restructuring advisors and Prime Clerk LLC as
claims, solicitation and balloting agent.
The Office of the U.S. Trustee appointed seven creditors of Noranda
Aluminum Holding Corp. and its affiliated debtors to serve on the
official committee of unsecured creditors.
NORANDA ALUMINUM: Seeks to Set June 3 as General Claims Bar Date
----------------------------------------------------------------
Noranda Aluminum, Inc., and its affiliated debtors ask the U.S.
Bankruptcy Court for the Eastern District of Missouri, Southeastern
Division, to set the final date and time for filing prepetition
proofs of claim in the chapter 11 cases ("Bar Dates"), and to
approve its proposed procedures for filing proofs of claim.
The Debtors seek to establish June 3, 2016 at 5:00 p.m. ("General
Bar Date"), as the final date and time for each entity, other than
any governmental units, to file a proof of claim on account of a
prepetition claim, including, for the avoidance of doubt,
prepetition secured claims or priority claims against any of the
Debtors. The Debtors further seek to establish August 30, 2016 at
5:00 p.m. ("Government Bar Date"), as the bar date for all
governmental units to file proofs of claim in the chapter 11
cases.
The Debtors propose, among others, these procedures for filing
proofs of claim:
(1) General Bar Date: each person or entity asserting a claim
must file a separate proof of claim that complies with Official
Bankruptcy Form B410, or with Bankruptcy Form B410 so as to be
actually received on or before the General Bar Date. A Proof of
Claim will be deemed timely filed only if it is actually received
by Prime Clerk on or before the General Bar Date.
(2) Government Bar Date: Each governmental unit must file a
separate Proof of Claim. A Proof of Claim filed by a governmental
unit will be deemed timely filed only if it is actually received by
Prime Clerk on or before the Government Bar Date.
(3) Rejection Bar Date: Any person or entity that asserts a
Claim arising from the Debtors' rejection of an executory contract
or unexpired lease must file a Proof of Claim on account of such
Rejection Damages Claim on or before the alter of (a) the General
Bar Date and (b) 30 days after the effective date of such rejection
established by the order authorizing such rejection, unless
otherwise provided in such Court order authorizing rejection of the
applicable executory contract or unexpired lease. Each person or
entity asserting a Rejection Damages Claim must file a separate
proof of claim.
(4) Amended Schedules Bar Date: If the Debtors amend or
supplement the Schedules after the Schedule Service Date, any
affected Creditor may file a Proof of Claim or amend any previously
filed Proof of Claim in respect of the amended scheduled Claim.
The Debtors will provide notice of any amendment to the Schedules
to the persons or entities affected thereby, and such persons or
entities must file Proofs of Claim, if necessary, before the later
of (a) the General Bar Date or the Government Bar Date; and (b) 30
days from the date notice is given regarding any amendment,
modification or supplement of or to the Schedules.
The Debtors' Motion is scheduled for hearing on April 12, 2016 at
1:00 p.m.
Noranda Aluminum and its affiliated debtors are represented by:
Christopher J. Lawhorn, Esq.
Angela L. Drumm, Esq.
Colin M. Luoma, Esq.
CARMODY MACDONALD P.C.
120 S. Central Avenue, Suite 1800
St. Louis, MO 63105
Telephone: (314)854-8600
Facsimile: (314)854-8660
E-mail: cjl@carmodymacdonald.com
ald@carmodymacdonald.com
cml@Qcarmodymacdonald.com
- and -
Alan W. Kornberg, Esq.
Elizabeth R. McColm, Esq.
Alexander Woolverton, Esq.
Michael M. Turkel, Esq.
PAUL, WEISS, RIFKIND, WHARTON &
GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019
Telephone: (212)373-3000
Facsimile: (212)757-3990
E-mail: akornberg@paulweiss.com
emccolm@paulweiss.com
awoolverton@paulweiss.com
mturkel@paulweiss.com
About Noranda Aluminum
Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead Case
No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale
W. Boyles, the chief financial officer. Judge Barry S. Schermer is
assigned to the cases.
The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.
The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion. As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of secured indebtedness, consisting of a revolving credit facility
and a term loan facility.
The Debtors had approximately 1,857 employees as of the Petition
Date.
NORFE GROUP: Asks the Court's Authority to Use Rental Income
------------------------------------------------------------
Norfe Group Corp. seeks the Bankruptcy Court's authority allowing
the Debtor to use of the Rental Income pursuant to Section
363(c)(1), and for a finding that the Debtor in compliance with the
Demand.
The Debtor alleges that it the Debtor has one lease agreement --
with Comite De Amigos de Juan Oscar Morales -- relative to the
Property at the time of the filing of the Petition. The Debtor also
adds that the Debtor has not assigned this New Lease on the
Property to any entity and neither of the Original Lessees
currently maintains a lease agreement at the Property, including PR
Asset Portfolio 2013-1 International Sub I, LLC (PRAPI). Therefore,
PRAPI's security interest is limited to the extent of the Mortgage
over the Property and does not encompass any of the rental income
from the Property.
According to the Debtor, the rental income is generated from the
Debtor's regular course of business that constitutes property of
the Debtor's estate, and its use is authorized pursuant to Section
363(c)(1) as the Debtor will use the Rental Income to maintain,
safeguard and provide necessary services to the Property for the
benefit of Debtor and all of its creditors.
Section 363(c)(1), which provides that "when adequate protection is
required for an interest of an entity in the property, such
adequate protection may be provided by granting to such entity an
additional or replacement lien to the extent that such use results
in a decrease in the value of such entity's interest in such
property, or by the granting of such other relief, other than
entitling such entity to compensation allowable under Section
503(b)(1) as an administrative expense, as will result in the
realization by such entity of the indubitable equivalent of its
interest in the property."
The Debtor tells the Court that PRAPI's interest in the Property is
adequately protected since its value will not be affected. In
addition, the Debtor asserts that it will continue to pay the
insurance and property taxes thereon, and to adequately maintain
the same. Consequently, there will be no diminution in value of
the Property, the Debtor claims.
Norfe Group Corp. is represented by:
Mohammad Saleh Yassin, Esq.
Charles A. Cuprill- Hernandez, Esq.
CHARLES A. CUPRILL, P.S.C., LAW OFFICES
356 Fortaleza Street - Second Floor
San Juan, PR 00901
Telephone: 787-977-0515
Facsimile: 787-977-0518
E-mail: m.yassin@cuprill.com
ccuprill@cuprill.com
About Norfe Group
Norfe Group Corp. filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 16-00285) in Old San Juan, Puerto Rico, on Jan. 20,
2016. The petition was signed by David Efron, president.
The firm scheduled $17,269,436 in total assets and $31,441,591 in
total liabilities.
The Debtor tapped Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law Office, as counsel. CPA Luis R. Carrasquillo &
Co., P.S.C., serves as financial consultant.
NORFE GROUP: PRAPI Asks Court OK to Proceed With Foreclosure
------------------------------------------------------------
PR Asset Portfolio 2013-1 International Sub I, LLC ("PRAPI"),
requests the U.S. Bankruptcy Court to enter an order modifying the
automatic stay as against the debtor Norfe Group Corp. and
permitting PRAPI to exercise all remedies under non-bankruptcy law
to enforce its liens, mortgagees, security interests, inasmuch as
the Debtor has failed to provide adequate protection, there is no
equity in the Collateral, and that an effective reorganization of
the Debtor is not reasonably possible in this case.
PRAPI says the instant proceeding is essentially a two-party
dispute between Debtor and PRAPI which started after PRAPI's
acquisition of the Loans from Banco Popular de Puerto Rico, where
PRAPI entered into a Settlement with the Debtor, agreeing to a
certain payment structure. PRAPI is forced to file foreclosure
cases before the State Court due to the Debtor's continued and
ongoing defaults albeit PRAPI's efforts to find reasonable
commercial solutions to the matter. On the other hand, PRAPI
claims that the Debtor has filed this bankruptcy proceeding as
another means to delay the foreclosure process solely to prejudice
and detriment PRAPI.
PRAPI claims that it is a holder of a valid, perfected, secured
claim in the amount of $13,497,850, and according to the Debtor's
own admissions in their Schedules, the Real Estate Collateral does
not contain any equity as its value ascends to only $6,000,000,
which is $7,497,850 less than PRAPI's outstanding indebtedness at
the time of the filing of the instant bankruptcy proceeding.
Consequently, the Debtor has failed to provide adequate protection
to PRAPI's secured interest, in addition to the diminishing value
of PRAPI's Collateral due to the Debtor's unauthorized use of the
Cash Collateral.
PRAPI says that the Collateral is not necessary for Debtor's
effective reorganization, as the Debtor's reorganization is
improbable because the Debtor has admitted that it generates no
significant income from PRAPI's collateral, and that it has engaged
a broker to sell the same.
The Debtor argues that the PRAPI is adequately protected because
the extent of PRAPI's security interest in the Property is limited
to $3,600,000, plus approximately $585,000 for past due interest,
or for a total of approximately $4,185,000. While PRAPI's
remaining alleged owed amount of $9,312,850 constitutes a general
unsecured claim which is not entitled to any adequate protection
under Section 362. Considering the extent of PRAPI's security
interest, Debtor's retains an equity position in the Property in
the amount of $1,815,000.
Consequently, the Debtor contends that PRAPI's arguments as to lack
of adequate protection of its security interest in the Property are
inapposite to this case, and PRAPI's inclusion of the Alleged
Unsecured Amount as part of its security interest in the Property
is misguided, impermissible, and contrary to the provisions of the
Bankruptcy Code. The Equity Cushion represents sufficient adequate
protection of PRAPI's security interest in the Property, rendering
injudicious its request for a lifting of the automatic stay
Norfe Group Corp. is represented by:
Mohammad Saleh Yassin, Esq.
Charles A. Cuprill- Hernandez, Esq.
CHARLES A. CUPRILL, P.S.C., LAW OFFICES
356 Fortaleza Street - Second Floor
San Juan, PR 00901
Telephone: 787-977-0515
Facsimile: 787-977-0518
E-mail: m.yassin@cuprill.com
ccuprill@cuprill.com
PR Asset Portfolio 2013-1 International Sub I, LLC is represented
by:
Hermann D. Bauer, Esq.
Nayuan Zouairabani, Esq.
O'NEILL & BORGES LLC
American International Plaza
250 Muñoz Rivera Avenue, Suite 800
San Juan, Puerto Rico 00918-1813
Telephone: (787) 764-8181
Facsimile: (787) 753-8944
E-mail: hermann.bauer@oneillborges.com
nayuan.zouairabani@oneillborges.com
About Norfe Group
Norfe Group Corp. filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 16-00285) in Old San Juan, Puerto Rico, on Jan. 20,
2016. The petition was signed by David Efron, president.
The firm scheduled $17,269,436 in total assets and $31,441,591 in
total liabilities.
The Debtor tapped Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law Office, as counsel. CPA Luis R. Carrasquillo &
Co., P.S.C., serves as financial consultant.
NORTEL NETWORKS: LSI Wants Claims Payment or Conversion to Ch. 7
----------------------------------------------------------------
Liquidity Solutions, Inc., is asking the U.S. Bankruptcy Court to
enter an order authorizing and directing the Debtor, Nortel
Networks Inc., to make an interim cash distribution paying in full
all allowed administrative and priority claims against the Debtor,
paying not less than $997 million to holders of allowed unsecured
claims against the Debtor, and establishing a reserve in the amount
of $1.2275 billion with respect to the Bond guarantee claims
against the Debtor. Alternatively, LSI requests for the conversion
of Nortel's bankruptcy cases to cases under Chapter 7.
LSI holds $112,405 in allowed administrative claims and $222,752 in
allowed priority unsecured claims against the Debtor, and such, LSI
is entitled to be paid on account of such claims. The Debtor holds
approximately $594.1 million of cash, which is more than sufficient
to pay all of its administrative and priority claims in full, and
allowing for a reasonable and conservative $100 million reserve for
future or unknown administrative and priority costs.
According to LSI, neither the Debtor nor other creditors will be
prejudiced or harmed if the Court authorize and direct the Debtor
to pay not less than $1.9 billion of the escrowed Sales proceeds to
the Debtor's unsecured creditors. However, LSI and other 100 cent
creditors should not be forced to fund the Debtors' cases and the
parties' Appeals litigation before they can receive distributions
on their allowed administrative and priority claims, LSI asserts.
Alternatively, LSI requests for the conversion of these case to
Chapter 7 if the Debtor cannot make a prompt interim distribution,
because there has been both a substantial and continuing loss to,
and diminution of the Debtor's estate. The Debtors continue to
accumulate significant administrative costs by estate professionals
with no apparent end in sight while the Debtors are no longer
operating as a going concern or generating value and every day that
goes by depletes the Debtors' estates to the detriment of
creditors.
In addition, LSI asserts that the Debtors are not reorganizing and
have no hope of rehabilitation especially since the Debtors have
sold substantially all of their assets years ago, and the only
remaining material issue is how the proceeds from such Sales will
be distributed among the Debtors' creditors.
Liquidity Solutions, Inc., is represented by:
Paul N. Silverstein, Esq.
Jeremy B. Reckmeyer, Esq.
ANDREWS KURTH LLP
450 Lexington Avenue
New York, New York 10017
Telephone: (212) 850-2800
Facsimile: (212) 850-2929
E-mail: paulsilverstein@andrewskurth.com
jeremyreckmeyer@andrewskurth.com
About Nortel Networks
Headquartered in Ontario, Canada, Nortel Networks Corporation and
its various affiliated entities provided next-generation
technologies, for both service provider and enterprise networks,
support multimedia and business-critical applications. Nortel did
Networks Limited was the principal direct operating subsidiary of
Nortel Networks Corporation.
On Jan. 14, 2009, Nortel Networks Inc.'s ultimate corporate parent
Nortel Networks Corporation, NNI's direct corporate parent Nortel
Networks Limited and certain of their Canadian affiliates commenced
a proceeding with the Ontario Superior Court of Justice under the
Companies' Creditors Arrangement Act (Canada) seeking relief from
their creditors. Ernst & Young was appointed to serve as monitor
and foreign representative of the Canadian Nortel Group. That same
day, the Monitor sought recognition of the CCAA Proceedings in U.S.
Bankruptcy Court (Bankr. D. Del. Case No. 09-10164) under Chapter
15 of the U.S. Bankruptcy Code.
That same day, NNI and certain of its affiliated U.S. entities
filed voluntary petitions for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. D. Del. Case No. 09-10138).
In addition, the High Court of England and Wales placed 19 of NNI's
European affiliates into administration under the control of
individuals from Ernst & Young LLP. Other Nortel affiliates have
commenced and in the future may commence additional creditor
protection, insolvency and dissolution proceedings around the
world.
On May 28, 2009, at the request of administrators, the Commercial
Court of Versailles, France, ordered the commencement of secondary
proceedings in respect of Nortel Networks S.A. On June 8, 2009,
Nortel Networks UK Limited filed petitions in U.S. Bankruptcy Court
for recognition of the English Proceedings as foreign main
proceedings under Chapter 15.
U.S. Bankruptcy Judge Kevin Gross presides over the Chapter 11 and
15 cases. Mary Caloway, Esq., and Peter James Duhig, Esq., at
Buchanan Ingersoll & Rooney PC, in Wilmington, Delaware, serves as
Chapter 15 petitioner's counsel.
In the Chapter 11 case, James L. Bromley, Esq., and Howard S.
Zelbo, Esq., at Cleary Gottlieb Steen & Hamilton, LLP, in New York,
serve as the U.S. Debtors' general bankruptcy counsel; Derek C.
Abbott, Esq., at Morris Nichols Arsht & Tunnell LLP, in Wilmington,
serves as Delaware counsel. The Chapter 11 Debtors' other
professionals are Lazard Freres & Co. LLC as financial advisors;
and Epiq Bankruptcy Solutions LLC as claims and notice agent.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors in respect of the U.S. Debtors.
An ad hoc group of bondholders also was organized. An Official
Committee of Retired Employees and the Official Committee of
Long-Term Disability Participants tapped Alvarez & Marsal
Healthcare Industry Group as financial advisor. The Retiree
Committee is represented by McCarter & English LLP as Delaware
counsel, and Togut Segal & Segal serves as the Retiree Committee.
The Committee retained Alvarez & Marsal Healthcare Industry Group
as financial advisor, and Kurtzman Carson Consultants LLC as its
communications agent.
Several entities, particularly, Nortel Government Solutions
Incorporated and Nortel Networks (CALA) Inc., have material
operations and are not part of the bankruptcy proceedings.
As of Sept. 30, 2008, Nortel Networks Corp. reported consolidated
assets of $11.6 billion and consolidated liabilities of $11.8
billion. The Nortel Companies' U.S. businesses are primarily
conducted through Nortel Networks Inc., which is the parent of
majority of the U.S. Nortel Companies. As of Sept. 30, 2008, NNI
had assets of about $9 billion and liabilities of $3.2 billion,
which do not include NNI's guarantee of some or all of the Nortel
Companies' about $4.2 billion of unsecured public debt.
Since the commencement of the various insolvency proceedings,
Nortel has sold its business units and other assets to various
purchasers. Nortel has collected roughly $9 billion for
distribution to creditors. Of the total, $4.5 billion came from
the sale of Nortel's patent portfolio to Rockstar Bidco, a
consortium consisting of Apple Inc., EMC Corporation,
Telefonaktiebolaget LM Ericsson, Microsoft Corp., Research In
Motion Limited, and Sony Corporation. The consortium defeated a
$900 million stalking horse bid by Google Inc. at an auction. The
deal closed in July 2011.
Nortel has filed a proposed plan of liquidation in the U.S.
Bankruptcy Court. The Plan generally provides for full payment on
secured claims with other distributions going in accordance with
the priorities in bankruptcy law.
The trial on how to divide proceeds among creditors in the U.S.,
Canada, and Europe commenced on Sept. 22, 2014. The question of
how to divide $7.3 billion raised in the international bankruptcy
of Nortel Networks Corp. was answered on May 12, 2015, by two
judges, one in the U.S. and one in Canada.
According to The Wall Street Journal, Justice Frank Newbould of the
Ontario Superior Court of Justice in Toronto and Judge Kevin Gross
of the U.S. Bankruptcy Court in Wilmington, Del., agreed on the
outcome: a modified pro rata split of the money.
NORTHERN OIL: S&P Lowers Rating on Sr. Unsecured Debt to 'CCC'
--------------------------------------------------------------
Standard & Poor's Ratings Services revised its recovery rating on
Wayzata, Minn.-based Northern Oil and Gas Inc.'s senior unsecured
debt to '6' from '5'. The '6' recovery rating indicates S&P's
expectation of negligible (0% to 10%) recovery in the event of a
payment default. As a result, S&P also lowered the issue-level
rating on the company's senior unsecured debt to 'CCC' from 'CCC+'
and removed it from CreditWatch, where S&P placed it with negative
implications on Feb. 9, 2016.
The corporate credit rating remains 'B-', with a negative outlook.
"The negative outlook reflects our expectation that Northern Oil
and Gas Inc.'s debt leverage will increase significantly in 2016,
given the currently depressed commodity prices and with only a
modest amount of expected 2016 production hedged," said Standard &
Poor's credit analyst Brian Garcia. "Specifically, we expect
weighted-average debt to EBITDA will be about 7x, and FFO to debt
to drop below 10%," he added.
Additionally, S&P expects that the company's borrowing base could
be moderately lowered at the upcoming spring and fall 2016
redeterminations.
The rating action follows S&P's updated recovery analysis for
Northern Oil and Gas, incorporating a lower PV-10 value of the
company's proved reserves. The PV-10 valuation is based on the
company's year-end 2015 proved reserves, using S&P's recovery price
assumptions of $50 per barrel for West Texas Intermediate (WTI)
crude oil, $3.00 per million British thermal unit for Henry Hub
natural gas, and natural gas liquids priced at the historical
2-month average realization.
S&P could consider a lower rating over the next few quarters should
liquidity deteriorate significantly more than S&P's expectations at
the upcoming spring or fall redeterminations, such that S&P would
revise the company's liquidity assessment to less than adequate.
S&P could also lower the ratings if the company enters into debt
exchanges, given the current market value of its unsecured notes,
which S&P could view as distressed exchanges.
S&P could revise the outlook to stable if it believes the company
will be able to maintain weighted average FFO to debt near 12%.
Also, the company would have to demonstrate that it could maintain
its adequate liquidity position, after considering potential
downward pressure on its borrowing base.
NOVABAY PHARMA: OUM & Co. Raises Going Concern Doubt
----------------------------------------------------
OUM & Co. LLP in San Francisco, California, audited the
consolidated balance sheets of NovaBay Pharmaceuticals, Inc. as of
December 31, 2015 and 2014 and the related consolidated statements
of operations and comprehensive loss, stockholders' equity, and
cash flows for each of the three years in the period ended December
31, 2015. The firm noted that the Company has suffered recurring
losses and negative cash flows from operations and has a
stockholders' deficit, all of which raise substantial doubt about
its ability to continue as a going concern.
The Company has been in the red the past three years. It reported
a net loss of $18,973,000 for the year ended Dec. 31, 2015, a net
loss of $15,194 for 2014 and $16,042 for 2013.
The Company, however, reported improved sales for the year, posting
total net sales of $4,381,000. Total sales, net, were $1,054,000
for 2014 and $3,477,000 for 2013.
At Dec. 31, 2015, NovaBay had total assets of $5,077,000 against
total liabilities of $10,175,000 and total stockholders' deficit of
$5,098,000.
"We have incurred significant losses from operations since
inception and expect losses to continue for the foreseeable
future," the Company said. "As of December 31, 2015, we had cash
and cash equivalents of $2.4 million. Our operating plans call for
cash expenditures to exceed $2.4 million over the next twelve
months. We plan to raise additional capital to fund our operations.
We plan to finance our operations through the sale of equity
securities, debt arrangements or partnership or licensing
collaborations. Such funding may not be available or may be on
terms that are not favorable to us. Our inability to raise capital
as and when needed could have a negative impact on our financial
condition and our ability to continue as a going concern. If we
become unable to continue as a going concern, we may have to
liquidate our assets, and might realize significantly less than the
values at which they are carried on our financial statements, and
stockholders may lose all or part of their investment in our common
stock."
A copy of the Company's Form 10-K report is available at
http://is.gd/tIzZ7f
NovaBay Pharmaceuticals Inc. is a biopharmaceutical company
developing products for the eye care market.
OPTIM ENERGY: Final Decree Closing Chapter 11 Cases Entered
-----------------------------------------------------------
Judge Brendan L. Shannon on Dec. 14, 2015 entered an order closing
the Chapter 11 of Optim Energy, LLC, et al. The Court held that a
final decree is granted, provided, however, that the Court will
retain jurisdiction as provided for in the Third Amended Plan and
the Liquidating Plan. The Reorganized Debtors and the Liquidation
Trustee, for an on behalf of the Optim Energy Liquidating Trust
will (i) make final distributions under the Third Amended Plan and
Liquidating Plan, and (b) pay court fees and all fees required
under 28 U.S.C. Sec. 1930(a)(6). Prime Clerk LLC is terminated and
released as claims agent.
On May 19, 2015, Optim Energy Altura Cogen, LLC and Optim Energy
Cedar Bayou 4, LLC filed the Third Amended Plan of Reorganization.
On July 30, 2015, the Court confirmed the Third Amended Plan. The
Third Amended Plan went effective on Aug. 21, 2015, establishing
Sept. 21, 2015 as the deadline by which holders of Administrative
Claims (other than DIP Facility Claims and Professional Claims)
that arose on or after April 1, 2015 through the effective date of
the Third Amended Plan must file any request for allowance and
payment of such Administrative Claims.
On Oct. 6, 2015, Optim Energy, LLC and Optim Energy Twin Oaks, LP
("Twin Oaks LP" and, together with Optim Energy, the "Liquidating
Debtors") and OEM 1, LLC ("OEM"), Optim Energy Marketing, LLC
("Optim Marketing"), Optim Energy Generation, LLC ("Optim
Generation"), and Optim Energy Twin Oaks GP, LLC ("Twin Oaks GP"
and, collectively with OEM, Optim Marketing and Optim Generation,
the "Merging Debtors") filed with the United States Bankruptcy
Court for the District of Delaware the Second Amended Joint Plan of
Liquidation Under Chapter 11 of the Bankruptcy Code.
On Oct. 14, 2015, the Court confirmed the Liquidating Plan. The
Liquidating Plan went effective on Oct. 15, 2015, establishing Nov.
16, 2015 as the deadline by which (a) holders of Administrative
Claims (other than DIP Facility Claims and Professional Claims)
that arose on or after April 1, 2015 through the effective date of
the Liquidating Plan must file any request for allowance and
payment of such Administrative Claims, and (b) each person or
entity that asserts a rejection damages claim under the Liquidating
Plan must file proof of such claim (the "Liquidating Debtor
Rejection Damages Bar Date" and, collectively with the General Bar
Date and the Administrative Claims Bar Dates, the "Bar Dates"). On
Oct. 15, 2015, Prime Clerk provided notice of these bar dates.
The Bar Dates have passed. Approximately 130 proofs of claim have
been filed. In seeking the closing of the cases, there Debtors
pointed out that there are no unresolved Claims, contested matters,
adversary proceedings or other matters in the Debtors' chapter 11
cases.
About Optim Energy
Optim Energy, LLC, and its affiliates are power plant owners
principally engaged in the production of energy in Texas's
deregulated energy market. Optim owns and operates three power
plants in eastern Texas: the Twin Oaks plant in Robertson County,
Texas, the Altura Cogen plant in Harris County, Texas and the
Cedar Bayou plant in Chambers County, Texas. The Altura and Cedar
Bayou plants are fueled by natural gas, and the third is
coal-fired.
Optim Energy and its affiliates sought Chapter 11 protection from
creditors (Bankr. D. Del. Lead Case No. 14-10262) on Feb. 12,
2014.
The Debtors have tapped Bracewell & Giuliani LLP and Morris,
Nichols, Arsht & Tunnell LLP as attorneys; Protiviti Inc. as
restructuring advisors; and Prime Clerk LLC as claims agent.
Optim Energy, LLC scheduled $6.95 million in assets and $717
million in liabilities. Optim Energy Cedar Bayou 4, LLC,
disclosed $184 million in assets and $718 million in liabilities
as
of the Chapter 11 filing. The Debtors have $713 million of
outstanding principal indebtedness.
The U.S. Trustee for Region 3 was unable to appoint an official
committee of unsecured creditors in the Debtors' cases.
Walnut Creek is represented by Michael W. Yurkewicz, Esq., at
Klehr Harrisison Harvey Branzburg LLP, in Wilmington, Delaware;
Paul M. Basta, P.C., Esq., Joshua A. Sussberg, P.C., Esq., and
Matthew Kapitanyan, Esq., at Kirkland & Ellis LLP, in New York;
and
James A. Stempel, Esq., at Kirkland & Ellis LLP, in Chicago,
Illinois.
Cascade Investment, L.L.C., and ECJV Holdings are represented by
Margaret Whiteman Greecher, Esq., Pauline K. Morgan, Esq., and
Patrick A. Jackson, Esq., at Young Conaway Stargatt & Taylor LLP,
in Wilmington, Delaware; and Lindsee P. Granfield, Esq., and Jane
VanLare, Esq., at Cleary Gottlieb Steen & Hamilton LLP, in New
York.
OUTER HARBOR TERMINAL: Adequate Protection for NMHG Approved
------------------------------------------------------------
Judge Laura Selber Silverstein in mid-March approved a stipulation
authorizing Outer Harbor Terminal, LLC to provide adequate
protection to NMHG Financial Services, Inc. NMHG leases to the
Debtors certain equipment for use in the Debtors' operations. NMHG
asserts that it is owed $5,260,502. The Debtor is continuing to
use the equipment in its daily operations. NMHG asserted that the
there is no equity cushion in the equipment. To resolve concerns
by NMHG the Debtor has agreed to pay NMHG the lease payments
required by their agreements (at the non-default rate) in
immediately available funds. The Debtors will also maintain
insurance and pay the personal property tax as required by the
agreements.
About Outer Harbor Terminal
Outer Harbor Terminal, LLC -- aka Ports America Outer Terminal,
LLC, PAOH, and PAOHT -- is an Oakland, California-based port
operator. It is a joint venture between Ports America and Terminal
Investment Ltd.
Outer Harbor is winding down operations. Ports America is leaving
Oakland to concentrate its investments in other terminals that the
company operates in Tacoma, Los Angeles-Long Beach, New York-New
Jersey and Baltimore.
Oakland, California-based port operator Outer Harbor Terminal, LLC
filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283)
on Feb. 1, 2016. The petition was signed by Heather Stack, chief
financial officer. The Hon. Laurie Selber Silverstein is the case
judge.
The Debtor scheduled $103 million in assets and $370 million in
debt.
Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general
counsel. Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A.
serves as its Delaware counsel. Prime Clerk LLC is the claims and
noticing agent.
OUTER HARBOR TERMINAL: Employee Incentive Program Approved
----------------------------------------------------------
Outer Harbor Terminal, LLC, obtained approval from the U.S.
Bankruptcy Court for the District of Delaware of an Employee
Incentive Program for substantially all of its non-insider
employees. Under the EIP, the maximum individual award
opportunities will range from $2,550 to $96,492 for the EIP
Participants, with an average maximum incentive award opportunity
of $26,146. The Debtor adds that the maximum cost of incentive
award opportunities under the EIP will be $1,176,551. The Debtor
said it needs to have an EIP in order to implement an orderly and
efficient wind down of its operations. All compensation associated
with the EIP generally will be based upon the achievement of two
separate benchmarks:
(i) One-third of the EIP Participants' incentive awards, in
the aggregate amount of $391,791, will be payable if the Debtor
successfully completes on or before March 31, 2016 all marine
operations, including the servicing of vessels and commitments to
the Debtor's customers in accordance with existing contracts.
(ii) The remaining two-thirds of the EIP Participants'
incentive awards, in the aggregate amount of $784,759, will be
payable upon the Debtor successfully winding down all terminal
operations on or before April 30, 2016.
About Outer Harbor Terminal
Outer Harbor Terminal, LLC -- aka Ports America Outer Terminal,
LLC, PAOH, and PAOHT -- is an Oakland, California-based port
operator. It is a joint venture between Ports America and Terminal
Investment Ltd.
Outer Harbor is winding down operations. Ports America is leaving
Oakland to concentrate its investments in other terminals that the
company operates in Tacoma, Los Angeles-Long Beach, New York-New
Jersey and Baltimore.
Oakland, California-based port operator Outer Harbor Terminal, LLC
filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283)
on Feb. 1, 2016. The petition was signed by Heather Stack, chief
financial officer. The Hon. Laurie Selber Silverstein is the case
judge.
The Debtor scheduled $103 million in assets and $370 million in
debt.
Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general
counsel. Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A.
serves as its Delaware counsel. Prime Clerk LLC is the claims and
noticing agent.
OUTER HARBOR TERMINAL: Ritchie Bros. OK'd to Auction Equipment
--------------------------------------------------------------
Outer Harbor Terminal, LLC, won entry of an order authorizing the
auction sale of certain equipment and miscellaneous property at
public auction, and its entry into an auction contract with Ritchie
Bros. Auctioneers (America) Inc. The Debtor's principal owned
assets consist of (i) larger equipment, machinery and vehicles used
in the Debtor's day-to-day terminal operations, such as forklifts,
trucks, and trailers ("Major Equipment") and (ii) various
miscellaneous or smaller assets that the Debtor uses from time to
time, such as shop tools, spare parts, empty cargo containers and
IT equipment (Miscellaneous Property"). The Debtor believes that
the most cost-effective means of selling the Equipment and
generating value for the Debtor's estate would be through public
auctions of the equipment conducted by an auctioneer that
specializes in the sale of industrial equipment. Ritchie Bros.
would receive a commission equal to 9.75% of the gross proceeds
from the sale of the equipment, with a minimum commission of $100
per lot, as compensation for its services.
About Outer Harbor Terminal
Outer Harbor Terminal, LLC -- aka Ports America Outer Terminal,
LLC, PAOH, and PAOHT -- is an Oakland, California-based port
operator. It is a joint venture between Ports America and Terminal
Investment Ltd.
Outer Harbor is winding down operations. Ports America is leaving
Oakland to concentrate its investments in other terminals that the
company operates in Tacoma, Los Angeles-Long Beach, New York-New
Jersey and Baltimore.
Oakland, California-based port operator Outer Harbor Terminal, LLC
filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-10283)
on Feb. 1, 2016. The petition was signed by Heather Stack, chief
financial officer. The Hon. Laurie Selber Silverstein is the case
judge.
The Debtor scheduled $103 million in assets and $370 million in
debt.
Milbank, Tweed, Hadley & Mccloy LLP is the Debtor's general
counsel. Mark D. Collins, Esq., at Richards, Layton & Finger,
P.A.
serves as its Delaware counsel. Prime Clerk LLC is the claims and
noticing agent.
PANDA SHERMAN: S&P Puts 'B-' Project Finance Rating on Watch Neg
----------------------------------------------------------------
Standard & Poor's Ratings Services placed its 'B-' project finance
rating on Panda Sherman Power LLC on CreditWatch with negative
implications. The recovery rating on this debt remains '2',
indicating expectations for substantial (70% to 90%; upper end of
the range) recovery if a default occurs.
"The CreditWatch placement reflects the ongoing challenges for
merchant generators in the ERCOT market, which has been the main
driver behind the project's inability to meet its covenants," said
Standard & Poor's credit analyst Michael Ferguson. While this
plant has performed well operationally since its summer 2015
outage, it has not been able to command power prices that are in
line with S&P's expectations. As a result, its DSCRs have fallen
below 1.0x. S&P believes that these weak conditions will persist
over the next two years as a result of revised expectations about
load growth and renewable growth. ERCOT has seen renewable
penetration far exceed expectations during the past two years, and
S&P expects that there will be no slowdown in production,
especially with the extension of key wind and solar tax credits.
"We note that the project missed out on considerable energy margins
during a period of above-average prices, so the opportunity costs
of this outage were significant, which resulted in weak performance
against the project's covenants. Still, we had anticipated that
2015 would be a weak year for generators in the ERCOT market anyway
due to oversupply in the market and weaker than previously expected
growth in demand. However, we now anticipate that these challenged
conditions will persist over the coming years, especially with
ERCOT recently opining that reserve margins could grow to over 20%
during that time. We expected a DSCR of about 1.2x during 2016 and
2017, but this could diminish to lower than 1.0x once we revise our
assumptions. Panda Sherman, with weaker liquidity, is somewhat
more susceptible to downside risk; we assess this project as having
a downside resilience in the 'b' category, resulting in no uplift
for the project," S&P said.
The CreditWatch placement reflects ongoing weakness in the ERCOT
power market, which has led to DSCRs below 1.0x. Based on this,
liquidity has weakened, and S&P expects that, upon more thorough
review, S&P's assessment of the downside case could diminish below
the current level. Additionally S&P notes that without a marked
improvement in the power market, covenant compliance could continue
to be an issue beyond that time frame. The rating could fall into
the 'CCC' category if S&P believes that the current liquidity
issues, taken with weak financial performance, could lead the
project to default in less than two years.
PARAGON OFFSHORE: Plan Confirmation Hearing Set for June 21
-----------------------------------------------------------
Paragon Offshore plc and certain of its subsidiaries on March 24,
2016, filed an amended plan of reorganization and amended
disclosure statement with the United States Bankruptcy Court for
the District of Delaware. Further revised versions of the plan of
reorganization and disclosure statement were filed on April 4,
2016.
On April 6, 2016 the Bankruptcy Court approved the Company's
disclosure statement with certain changes from the previously filed
Amended Disclosure Statement. The further amended plan of
reorganization to be included with the Approved Disclosure
Statement removed from Section 10.6(b) of the Amended Plan the
third party releases provided by the holders of claims or interests
that are unimpaired thereunder. In addition, the Approved
Disclosure Statement included revised disclosures regarding
Prospector Offshore Drilling S.a r.l.
The Debtors revised Section II.C.2 of the Amended Disclosure
Statement to reflect the fact that on April 5, 2016, the Company
obtained a forbearance of the event of default relating to the
filing of the chapter 11 cases under certain lease agreements to
which certain subsidiaries of Prospector are parties, which
forbearance will become a permanent waiver upon the occurrence of
certain conditions, including that the effective date of the plan
of reorganization occurs by the outside date set forth in the Plan
Support Agreement the Debtors entered into with certain creditors
and removed from Section XI.C. of the Amended Disclosure Statement
the Prospector chapter 11 filing risk factor.
A hearing to consider confirmation of the Revised Second Amended
Plan is scheduled for June 21, 2016 at 10:00 a.m. (prevailing
Eastern Time) before the Honorable Christopher S. Sontchi at the
Bankruptcy Court, 824 North Market Street, 5th Floor, Courtroom No.
6, Wilmington, Delaware 19801.
The deadline for creditors to cast their vote on the Plan is May
31, 2016.
According to the Disclosure Statement, Holders of approximately
95.62% in outstanding principal amount of the Revolving Credit
Agreement Claims entitled to vote on the Plan -- Consenting
Revolver Lenders -- and holders of 76.88% in outstanding principal
amount of the Senior Notes Claims -- Consenting Noteholders --
entitled to vote on the Plan have already agreed to vote in favor
of the Plan.
A blacklined copy of the Plan is available at:
http://bankrupt.com/misc/ParagonOffshoreBlacklinedPlan.pdf
About Paragon Offshore
Paragon Offshore plc -- http://www.paragonoffshore.com/-- is a
global provider of offshore drilling rigs. Paragon's operated
fleet includes 34 jackups, including two high specification heavy
duty/harsh environment jackups, and six floaters (four drillships
and two semisubmersibles). Paragon's primary business is
contracting its rigs, related equipment and work crews to conduct
oil and gas drilling and workover operations for its exploration
and production customers on a dayrate basis around the world.
Paragon's principal executive offices are located in Houston,
Texas. Paragon is a public limited company registered in England
and Wales and its ordinary shares have been trading on the over-
the-counter markets under the trading symbol "PGNPF" since
December 18, 2015.
Paragon Offshore Plc, et al., filed separate Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10385 to 16-
10410) on Feb. 14, 2016, after reaching a deal with lenders on a
reorganization plan that would eliminate $1.1 billion in debt.
The petitions were signed by Randall D. Stilley as authorized
representative. Judge Christopher S. Sontchi is assigned to the
cases.
The Debtors reported total assets of $2.47 billion and total
debts of $2.96 billion as of Sept. 30, 2015.
The Debtors have engaged Weil, Gotshal & Manges LLP as general
counsel, Richards, Layton & Finger, P.A. as local counsel, Lazard
Freres & Co. LLC as financial advisor, Alixpartners, LLP as
restructuring advisor, and Kurtzman Carson Consultants as claims
and noticing agent.
PETTERS COMPANY: Opportunity Finance Stay Motion Denied
-------------------------------------------------------
Judge Gregory F. Kishel of the U.S. Bankruptcy Court for the
District of Minnesota denied Opportunity Finance, LLC, et al.'s
motion for stay pending appeal.
Douglas A. Kelley, Chapter 11 Trustee of Petters Company, Inc., et
al., objected to Opportunity Finance's Motion, and was joined by
the Official Committee of Unsecured Creditors.
"Defendants' Motion must be denied because it is concededly just
one more thinly- veiled attempt to object to or otherwise prevent
confirmation of the Plan. The sole basis for their Motion is the
effect a confirmed plan may have on their pending appeal of the
SubCon Order. But whether a stay of substantive consolidation is
in place has no relevance to the question of "equitable mootness"
that may or may not occur following confirmation of the Plan. What
Defendants are attempting to obtain is a de facto stay of
proceedings on the confirmation of the Plan, by calling it a motion
to stay the SubCon Order. The Defendants are attempting to stay a
confirmation order that has not yet been entered. This is reason
alone to deny this Motion," the Chapter 11 Trustee avers.
Joinder of the Creditors Opposition to Motion
"As described in the Trustee's response, the Court should deny the
Defendants motion because: (1) the Defendants have now lost twice
on their arguments against substantive consolidation, and their
appeal is not likely to succeed on the merits, (2) the Defendants
have not alleged any irreparable harm sufficient to support a
motion to stay pending appeal, (3) a stay of the Court's
substantive consolidation order—and the resulting delay in
confirming the Trustee's proposed Chapter 11 plan and jeopardizing
the Trustee's distributions to creditors -- will cause substantial
harm to the Debtors' creditors, and (4) a stay of the Court's
substantive consolidation order harms the public interest in
obtaining prompt administration of these bankruptcy cases. For all
of these reasons, the Court should deny the Defendants' motion,"
the Official Committee of Unsecured Creditors contends.
Douglas A. Kelley, Chapter 11 Trustee of Petters Company, et al.,
is represented by:
Daryle L. Uphoff, Esq.
James A. Lodoen, Esq.
George H. Singer, Esq.
Jeffrey D. Smith, Esq.
Adam C. Ballinger, Esq.
LINDQUIST & VENNUM LLP
4200 IDS Center
80 South Eighth Street
Minneapolis, MN 55402-2274
Telephone: (612)371-3211
Facsimile: (612)371-3207
E-mail: duphoff@lindquist.com
jlodoen@lindquist.com
gsinger@lindquist.com
jsmith@lindquist.com
aballinger@lindquist.com
The Official Committee of Unsecured Creditors is represented by:
David E. Runck, Esq.
Lorie A. Klein, Esq.
FAFINSKI MARK & JOHNSON, P.A.
400 Flagship Corporate Center
775 Prairie Center Drive
Eden Prairie, Minnesota 55344
Telephone: (952)995-9500
Facsimile: (952)995-9577
E-mail: David.Runck@fmjlaw.com
Lorie.Klein@fmjlaw.com
About Petters Company
Based in Minnetonka, Minn., Petters Group Worldwide LLC is a
collection of some 20 companies, most of which make and market
consumer products. It also works with existing brands through
licensing agreements to further extend those brands into new
product lines and markets. Holdings include Fingerhut (consumer
products via its catalog and Web site), SoniqCast (maker of
portable, WiFi MP3 devices), leading instant film and camera
company Polaroid (purchased for $426 million in 2005), Sun Country
Airlines (acquired in 2006), and Enable Holdings (online
marketplace and auction for consumers and manufacturers' overstock
inventory). Founder and chairman Tom Petters formed the company
in
1988.
Petters Company, Inc., is the financing and capital-raising unit
of
Petters Group Worldwide.
Thomas Petters, the founder and former CEO of Petters Group, has
been indicted and a criminal proceeding against him is proceeding
in the U.S. District Court for the District of Minnesota.
Petters Company, Petters Group Worldwide and eight other
affiliates
filed separate petitions for Chapter 11 protection (Bankr. D.
Minn.
Lead Case No. 08-45257) on Oct. 11, 2008. In its petition,
Petters
Company estimated its debts at $500 million and $1 billion.
Parent
Petters Group Worldwide estimated its debts at not more than
$50,000.
Petters Aviation, LLC, and affiliates MN Airlines, LLC, doing
business as Sun Country Airlines, Inc., and MN Airline Holdings,
Inc., filed separate petitions for Chapter 11 bankruptcy
protection
(Bankr. D. Minn. Case Nos. 08-45136, 08-35197 and 08-35198) on
Oct.
6, 2008. Petters Aviation is a wholly owned unit of Thomas
Petters
Inc. and owner of MN Airline Holdings, Sun Country's parent
company.
The Official Committee of Unsecured Creditors is represented by
David E. Runck, Esq., Lorie A. Klein, Esq., at Fafinski Mark &
Johnson, P.A.
Trustee Douglas A. Kelley is represented by James A. Lodoen, Esq.,
Mark D. Larsen, Esq., Kirstin D. Kanski, Esq., Adam C. Ballinger,
Esq., at Lindquist & Vennum LLP.
PIONEER HEALTH: Seeks Joint Administration of Cases
---------------------------------------------------
Pioneer Health Services, Inc., and Pioneer Health Services of Early
County, LLC filed with the Bankruptcy Court a motion for
administrative consolidation of their Chapter 11 cases into the the
Lead Case of Pioneer Health Services, Inc.
On March 30, 2016, Pioneer Health Services, Inc. as well as several
other affiliated companies, filed for bankruptcy under Chapter 11.
Subsequent to the filing of a Motion for Administrative
Consolidation of each of those cases, all of the affiliated cases,
with the exception of Medicomp, Inc., were administratively
consolidated into the bankruptcy case of the parent Pioneer Health
Services, Inc., Case No. 16-01119, by the Court's order dated April
6, 2016.
About Pioneer Health
Pioneer Health Services of Early County, LLC filed a Chapter 11
bankruptcy petition (Bankr. Case No. 16-01243) on April 8, 2016.
The petition was signed by Joseph S. McNulty III as president. The
Debtor estimated assets in the range of $10 million to $50 million
and liabilities of $1 million to $10 million. The Law Offices of
Craig M. Geno, PLLC represents the Debtor as counsel. Judge Hon.
Neil P. Olack has been assigned the case.
Pioneer Health Services has been in the hospital business since
1997 and Medicomp has been providing physical therapy services
since 1980.
PIONEER HEALTH: Unit's Case Summary & 20 Top Unsecured Creditors
----------------------------------------------------------------
Debtor: Pioneer Health Services of Early County, LLC
dba Pioneer Community Hospital of Early
P.O. Box 1100
Magee, MS 39111
Parent: Pioneer Health Services, Inc.
Case No.: 16-01243
Type of Business: Health Care
Chapter 11 Petition Date: April 8, 2016
Court: United States Bankruptcy Court
Southern District of Mississippi
(Jackson-3 Divisional Office)
Judge: Hon. Neil P. Olack
Debtor's Counsel: Craig M. Geno, Esq.
LAW OFFICES OF CRAIG M. GENO, PLLC
587 Highland Colony Pkwy.
Ridgeland, MS 39157
Tel: 601 427-0048
Fax: 601-427-0050
E-mail: cmgeno@cmgenolaw.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $1 million to $10 million
The petition was signed by Joseph S. McNulty III, president.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
PHS - Medone $758,482
PO Box 708278
Sandy, UT 84070
Cahaba Govt Benefits $687,241
500 Corporate Pkwy
Birmingham, AL 35242
PCC $163,363
Pioneer Health Services - CIGNA $99,977
PHS - Leasing Innovations $95,132
Pioneer Health Securian $69,992
USTeleradiology LLC $61,056
Roche Diagnostics Corp $51,791
Sysco Gulf Coast Inc. $50,242
Cardinal Health Medical Products $34,878
One Blood Inc. $25,328
SAMC Professional Services $22,898
Wiregrass Behavioral Systems PC $22,362
Aramark Healthcare Tech $22,344
McKesson Medical & Surgical $21,730
Southern Linen Services $21,623
Solstas Lab Partners $21,282
A-Z Behavioral Solutions LLC $20,218
Alliance Healthcare Services $18,424
Aesynt Inc. $18,347
PIONEER HEALTH: Wants to Use Cash Collateral of Secured Creditors
-----------------------------------------------------------------
Pioneer Health Services of Early County, LLC, seeks permission from
the Bankruptcy Court to use cash collateral in which Capital One
Bank and the Internal Revenue Service hold security interests. The
Debtor said it is in urgent need to access cash in order to pay its
operating expenses and provide patient care.
The Debtor proposes to provide adequate protection to the Lender by
continuing to remain in business, provide adequate patient care,
create accounts recevable and collect accounts receivable , and
operate in the ordinary course of business. The Debtor proposes to
grant post-petition liens to the Lender and the IRS upon the same
Collateral that they held security interests in before this case
was filed.
The Debtor believes that the value of the Collateral pledged to the
Lender and the IRS exceeds the amount of the indebtedness to those
secured creditors. According to the Debtor, the equity cushion in
the Collateral also provides the Lender and the IRS with adequate
protection while it and the Lender negotiate possible post-petition
financing.
"If the Debtor is denied the use of cash collateral, in all
likelihood it will be forced to make drastic decisions regarding
the closing of operations. It may also result in a forced
liquidation of all of the Debtor's assets," said Craig M. Geno,
Esq., at Law Offices of Craig M. Geno, PLLC, counsel for the
Debtor.
On April 1, 2016, the Debtor's parent Pioneer Health Services, inc.
and each of the affiliated companies who commenced bankruptcy on
March 30, 2016, filed emergency motions for authority to use cash
collateral. An emergency hearing was held on April 4, 2016, and
the Court entered its initial emergency order authorizing the
Debtors to use Cash Collateral of certain prepetition secured
parties and granting adequate protection to certain prepetition
secured parties.
A second emergency hearing was held on April 5, 2016, after which
the Court entered its emergency order authorizing the Debtors to
Use Cash Collateral of certain prepetition secured parties and
granting adequate protection to certain prepetition secured
parties.
The Debtor asked the Court to include it in the terms and
conditions of the Prior Orders entered by the Court in the parent
and Lead Case of Pioneer Health Services, Inc.
About Pioneer Health
Pioneer Health Services of Early County, LLC filed a Chapter 11
bankruptcy petition (Bankr. Case No. 16-01243) on April 8, 2016.
The petition was signed by Joseph S. McNulty III as president. The
Debtor estimated assets in the range of $10 million to $50 million
and liabilities of $1 million to $10 million. The Law Offices of
Craig M. Geno, PLLC represents the Debtor as counsel. Judge Hon.
Neil P. Olack has been assigned the case.
The Debtor's parent Pioneer Health Services, Inc. and several of
its affiliated debtors filed bankruptcy cases on March 30, 2016.
All of the affiliated cases, with the exception of Medicomp, were
administratively consolidated into the bankruptcy case of Pioneer
Health Services, Inc., Case No. 16-01119, by the Court' order dated
April 6, 2016.
Pioneer Health Services has been in the hospital business since
1997 and Medicomp has been providing physical therapy services
since 1980.
PLATTSBURGH SUITES: Court Issues Final Decree, Orders Case Closed
-----------------------------------------------------------------
Judge Robert E. Littlefield, Jr., of the U.S. Bankruptcy Court for
the Northern District of New York granted the debtor Plattsburgh
Suites, LLC a final decree closing its Chapter 11 case in all
respects as of March 23, 2016.
Upon the Debtor's Application for Final Decree and Final Report,
the Court finds that the Estate of the Debtor has been fully
administered, and that the Debtor has substantially complied with
payments due as provided for in the Debtor's Chapter 11 Plan of
Reorganization and Order of Confirmation.
The Court rejected the responding papers submitted by Stabilis Fund
II, LLC.
Stabilis claims that there is no known justification for the
Debtor's contention that Stabilis' remaining unsecured claim has
been released. As such, Stabilis criticizes the Application to the
extent that it seeks to both render the case fully administered and
to discharge the Debtor from its obligations when the Debtor
improperly deducted administrative expenses of operating its
business owed to Stabilis, and failed to distribute any amount to
Stabilis on account of its general unsecured claim, while, at the
same time, distributing significant amounts to all other general
unsecured creditors, including insiders. As such, Stabilis asserts
that additional issues exist that render the entry of a final
decree premature.
The Debtor countered that nowhere in the Confirmed Plan did the
Debtor agree to return any funds received by Stabilis if it did not
redeem the property. Also, the Debtor pointed out that the Plan
clearly indicates that Stabilis has no unsecured claim, and it
either gets the Deed or the payoff but no unsecured claim, the
Debtor adds. According to the Debtor, confirmation of a Plan is a
discharge of the debt, thus the delivery of the recordable Deed,
payment of all adequate protection payments, and payment of the
first round of payments to unsecured creditors -- both non-insider
and insider –- as called for in the Confirmed Plan has occurred
so that substantial consummation has occurred, entitling the Debtor
to discharge of the Stabilis claim under the Plan.
Plattsburgh Suites, LLC is represented by:
Richard L. Weisz, Esq.
HODGSON RUSS LLP
677 Broadway, Suite 301
Albany, NY 12207
Telephone: (518) 465-2333
E-mail: rweisz@hodgsonruss.com
Stabilis Fund II, LLC, is represented by:
Christopher A. Lynch, Esq.
REED SMITH LLP
599 Lexington Avenue, 22nd Floor
New York, New York 10022
Telephone: (212) 549-0208
E-mail: clynch@reedsmith.com
- and -
Ann E. Pille, Esq.
REED SMITH LLP
10 S. Wacker Drive, Suite 4000
Chicago, IL 60606
Telephone: (312) 207-3870
E-mail: apille@reedsmith.com
About Plattsburgh Suites
Plattsburgh Suites, LLC, owns one parcel of real estate, an
off-campus student housing complex adjacent to SUNY Plattsburgh.
The property has been in a possession of a receiver since November
2013.
Plattsburgh Suites filed for Chapter 11 protection (Bankr. N.D.N.Y.
Case No. 15-10077) in Albany, New York, on Jan. 16, 2015,
disclosing $32.06 million in liabilities. The case is assigned to
Judge Robert E. Littlefield Jr.
The Debtor has tapped Richard L. Weisz, Esq., at Hodgson Russ LLP,
in Albany, New York, as counsel.
In its an amended schedules, the Debtor disclosed $15,700,000 in
assets and $32,088,977 in liabilities as of the Chapter 11 filing.
POPULAR NORTH AMERICA: Bankr. Court's Order Affirmed in Part
------------------------------------------------------------
Before the Court is the appeal of Napleton Enterprises, LLC and the
cross-appeals of Banco Popular North America and 334 Grand Joint
Venture, LLP from the bankruptcy court's March 25, 2015 Memorandum
Opinion, as amended on April 1, 2015 and the bankruptcy court's
March 25, 2015 Order on Motion for a Rule to Show Cause. Napleton
Enterprises, LLC, also appeals from the bankruptcy court's March
25, 2015 Order Granting Banco's Motion to Join. 334 Grand Joint
Venture, LLP, also cross-appeals from the bankruptcy court's March
25, 2015 Order Denying Relief to 334 Grand Joint Venture, LLP.
In the Memorandum Opinion and Order dated March 1, 2016 which is
available at http://is.gd/4dyPvvfrom Leagle.com, Judge Jorge L.
Alonso of the United States District Court for the Northern
District of Illinois, Eastern Division dismissed the appeal of 334
Grand Joint Venture, LLP; affirmed in part and reversed in part the
bankruptcy court's memorandum opinion of March 25, 2015 as amended
on April 1, 2015 as well as the Order on Motion for a Rule to Show
Cause.
The Order on Motion for a Rule to Show Cause will stand to the
extent that the bankruptcy court found that Napleton and its
counsel did not violate the discharge injunction and the court
declined to hold those parties in contempt of court. The Order on
Motion for a Rule to Show Cause is vacated as to 1) the bankruptcy
court's finding that the Michael Bahary & Steven Bahary Partnership
and its transferee, Banco Popular North America, "do not owe
Napleton anything with regards to the Right of First Refusal
provided for in the 2004 Sale Agreement"; and 2) the order
requiring Napleton to dismiss the Michael Bahary & Steven Bahary
Partnership and Banco Popular North America with prejudice from the
DuPage Action.
The Court vacates the Order Granting Banco's Motion to Join.
The case is NAPLETON ENTERPRISES, LLC, Appellant, v. MICHAEL BAHARY
AND STEVEN BAHARY PARTNERSHIP, BANCO POPULAR NORTH AMERICA, 334
GRAND JOINT VENTURE, LLP, RACHAEL A. GOULD, and MOMKUS MCCLUSKEY,
LLC, Appellees. BANCO POPULAR NORTH AMERICA and 334 GRAND JOINT
VENTURE, LLP, Cross-Appellants, v. NAPLETON ENTERPRISES, LLC,
Cross-Appellee, No. 15 C 3146.
Napelton Enterprises, LLC, Appellant, is represented by Gregory
James Jordan, Esq. -- Jordan, Kowal & Apostol LLC & Mark R. Zito,
Esq. -- Jordan, Kowal & Apostol, LLC.
Michael Bahary and Steven Bahary Partnership, Appellee, is
represented by Anthony Joseph D'agostino, Esq. --
ajdagostino@golanchristie.com -- Golan & Christie LLP, Barbara L.
Yong, Esq. -- blyong@golanchristie.com -- Golan & Christie LLP,
Beverly Anne Berneman, Esq. -- baberneman@golanchristie.com --
Golan & Christie, LLP, Caren A. Lederer, Esq. --
calederer@golanchristie.com -- Golan & Christie LLP & Robert R.
Benjamin, Esq. -- rrbenjamin@golanchristie.com -- Golan & Christie,
LLP.
Banco Popular North America, Appellee, is represented by Meredith
Casper Pike, Esq. -- mpike@chuhak.com -- Chuhak & Tecson, P.C. &
Francisco E. Connell, Esq. -- fconnell@chuhak.com -- Chuhak &
Tecson, PC.
334 Grand Joint Venture LLP, Appellee, is represented by Richard H.
Fimoff, Esq. -- RFimoff@rsplaw.com -- Robbins, Salomon & Patt,
Ltd..
Rachael A. Gould, Appellee, is represented by James F. McCluskey,
Esq. -- Momkus McCluskey, LLC & Jennifer Linda Friedland, Esq. --
Momkus McCluskey, LLC.
Momkus McCluskey, LLC, Appellee, is represented by James F.
McCluskey, Momkus McCluskey, LLC & Jennifer Linda Friedland, Momkus
McCluskey, LLC.
Service List, is represented by Judge Cox, United States Bankruptcy
Court.
Service List, is represented by U.S. Bankruptcy Court, Clerk,
Clerk.
Service List, is represented by United States Trustee, Office of
the United States Trustee.
PREMIER EXHIBITIONS: Common Stock Delisted from NASDAQ
------------------------------------------------------
The NASDAQ Stock Market LLC filed a Form 25 with the Securities and
Exchange Commission notifying the removal from listing or
registration of Premier Exhibitions, Inc.'s common stock on the
Exchange.
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.
QUICKSILVER RESOURCES: Canada Unit to Sell Horn River Basin Assets
------------------------------------------------------------------
Quicksilver Resources Canada Inc. on March 1, 2016, entered into an
asset purchase agreement pursuant to which QRCI agreed to sell
certain of QRCI's oil and gas assets primarily located in the
Horseshoe Canyon area of Alberta, Canada. On March 22, 2016, QRCI
entered into two additional asset purchase agreements pursuant to
which QRCI agreed to sell certain other of its assets in Canada,
including substantially all of its oil and gas assets in the Horn
River Basin. The consummation of the transactions contemplated by
the asset purchase agreements are subject to various closing
conditions, and such transactions are expected to close in the
second quarter of 2016.
QRCI and certain of its wholly owned subsidiaries applied for and
received protection from their creditors under the Companies'
Creditors Arrangement Act (Canada) in the Court of Queen's Bench in
Alberta, Canada on March 8, 2016. Based on the Company's current
estimates of the net proceeds that QRCI will receive from all of
the asset dispositions after expenses and the aggregate net assets
of the Canadian Entities available for distribution for secured and
unsecured claims in the CCAA proceedings, the Company expects that
it will receive limited or possibly no recovery for the unsecured
note from QRCI to the Company in the CCAA proceedings. In addition,
the Company expects that the U.S. Debtors, as guarantors of QRCI's
obligations under its revolving credit facility, will not be
obligated make any payments to satisfy secured claims related to
QRCI's revolving credit facility in the CCAA proceedings.
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11 of
the Bankruptcy Code in Delaware. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada. Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and a
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
* * *
The Debtors won approval to sell substantially all assets to
BlueStone Natural Resources II, LLC. BlueStone offered $240
million to acquire Quicksilver's oil and gas assets located in the
Barnett Shale in the Fort Worth basin of North Texas, and $5
million for those assets located in the Delaware basin in West
Texas.
QUICKSILVER RESOURCES: Cancels Change in Control Incentive Plans
----------------------------------------------------------------
Quicksilver Resources Inc. on March 29, 2016, terminated the
Quicksilver Resources Inc. Amended and Restated Change in Control
Retention Incentive Plan, the Quicksilver Resources Inc. Second
Amended and Restated Key Employee Change in Control Retention
Incentive Plan and the Quicksilver Resources Inc. Amended and
Restated Executive Change in Control Retention Incentive Plan. The
named executive officers of the Company participated in the
Quicksilver Resources Inc. Amended and Restated Executive Change in
Control Retention Incentive Plan.
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11 of
the Bankruptcy Code in Delaware. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada. Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and a
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
* * *
The Debtors won approval to sell substantially all assets to
BlueStone Natural Resources II, LLC. BlueStone offered $240
million to acquire Quicksilver's oil and gas assets located in the
Barnett Shale in the Fort Worth basin of North Texas, and $5
million for those assets located in the Delaware basin in West
Texas.
QUICKSILVER RESOURCES: Outside Date of BlueStone Sale Moved to Apri
-------------------------------------------------------------------
Quicksilver Resources Inc. and its U.S. subsidiaries entered into
an Asset Purchase Agreement with BlueStone Natural Resources II,
LLC pursuant to which the Buyer agreed to purchase substantially
all of the Sellers' U.S. oil and gas assets. On March 30, 2016, the
Sellers and the Buyer entered into an amendment to the Purchase
Agreement to extend the outside date from March 31, 2016 to April
15, 2016, after which date either the Sellers or the Buyer may
terminate the Purchase Agreement subject to certain conditions if
the closing has not occurred. The Sellers agreed to the amendment
to provide additional time for the Buyer and Crestwood Midstream
Partners, LP ("Crestwood") to enter into definitive gas gathering
and processing contracts to replace certain existing executory
contracts between certain of the Sellers and affiliates of
Crestwood. A final order of the United States Bankruptcy Court for
the District of Delaware rejecting such executory contracts is a
condition to the closing of the transactions contemplated by the
Purchase Agreement.
A copy of the First Amendment To Asset Purchase Agreement is
available at http://is.gd/h8Kcdq
About Quicksilver Resources
Quicksilver Resources Inc. (OTCQB: KWKA) is an exploration and
production company engaged in the development and production of
long-lived natural gas and oil properties onshore North America.
Based in Fort Worth, Texas, the company claims to be a leader in
the development and production from unconventional reservoirs
including shale gas, and coal bed methane. Following more than 30
years of operating as a private company, Quicksilver became public
in 1999.
The Company has U.S. offices in Fort Worth, Texas; Glen Rose,
Texas; Steamboat Springs, Colorado; Craig, Colorado and Cut Bank,
Montana. The Company's Canadian subsidiary, Quicksilver Resources
Canada Inc. is headquartered in Calgary, Alberta.
On March 17, 2015, Quicksilver Resources Inc. and certain of its
affiliates filed voluntary petitions for relief under Chapter 11 of
the Bankruptcy Code in Delaware. Quicksilver's Canadian
subsidiaries were not included in the chapter 11 filing.
The Company's legal advisors are Akin Gump Strauss Hauer & Feld LLP
in the U.S. and Bennett Jones in Canada. Richards Layton & Finger,
P.A., is legal co-counsel in the Chapter 11 cases. Houlihan Lokey
Capital, Inc., is serving as financial advisor. Garden City Group
Inc. is the claims and noticing agent.
The Company's balance sheet at Dec. 31, 2014, showed $1.21 billion
in total assets, $2.35 billion in total liabilities and a
stockholders' deficit of $1.14 billion.
The U.S. Trustee for Region 3 appointed five creditors of
Quicksilver Resources Inc. to serve on the official committee of
unsecured creditors.
* * *
The Debtors won approval to sell substantially all assets to
BlueStone Natural Resources II, LLC. BlueStone offered $240
million to acquire Quicksilver's oil and gas assets located in the
Barnett Shale in the Fort Worth basin of North Texas, and $5
million for those assets located in the Delaware basin in West
Texas.
QUIKSILVER INC: S&P Raises CCR to 'B-' on Bankr. Emergence
----------------------------------------------------------
Standard & Poor's Ratings Services said that it raised its
corporate credit rating on Huntington Beach, Calif.-based
Quiksilver Inc. to 'B-' from 'D', as it has emerged out of
bankruptcy. The outlook is negative.
At the same time, S&P assigned its 'B+' issue-level rating to the
company's EUR200 million unsecured notes due 2017 and the new
issuance of EUR136.484 million unsecured notes due 2020.
Boardriders SA, a Luxembourg-based subsidiary, is the issuer of the
notes. S&P's recovery rating on each tranche is '1', which
indicates its expectation for creditors to receive very high (90%
to 100%) recovery in the event of payment default.
Adjusted debt was close to $500 million upon emergence, which
includes S&P's adjustments for operating leases.
S&P's ratings reflect Quiksilver's post-emergence capital structure
that cancelled debt of about $600 million, leaving debt-to-EBITDA
leverage at about 12x, which S&P expects to improve to the mid-6x
area over 2016. Moreover, S&P expects Quiksilver's funds from
operations (FFO) to approach $35 million in 2016 and improve to
about $50 million in 2017, based on the company's plans to
revitalize the brands, streamline the global supply chain, improve
relations with core clients, and reduce operating expenses.
S&P's ratings also reflect the company's pre-bankruptcy operational
and financial underperformance, narrow focus within the cyclical
apparel industry, and the inherent fashion risk in the sector.
Although the company maintains a portfolio of well-known niche
brands, such as Quiksilver, Roxy, and DC Shoes, it competes against
larger and more diversified participants, such as Nike,
UnderArmour, Zara, and H&M.
"In our view, the brand portfolio has a narrow focus on young men's
and women's surfboard- and skateboard-related apparel and
accessories. Fashion risk in this segment is high because customer
tastes often change, which could lead to fashion errors, excess
inventories, and promotional activity that could erode
profitability," said Standard & Poor's credit analyst Peter Deluca.
Prior to bankruptcy the company was plagued with a heavy debt and
interest burden, an inefficient global supply chain with logistics
problems in North America, fashion missteps, and poor expense
management while facing declining revenue.
The negative outlook reflects S&P's view that there continues to be
some risk that the company does not fully achieve its initiatives
to revitalize its brands, stabilize operations, rebuild
relationships with core clients, and right-size the global
operating platform. These risks could lead to continued operating
and financial underperformance, which could threaten Quiksilver's
post-emergence recovery. In such an event, S&P could downgrade
Quiksilver if its capital structure appears unsustainable over the
longer term or if its liquidity deteriorates.
RCCG EAGLE: Case Summary & 2 Unsecured Creditors
------------------------------------------------
Debtor: RCCG Eagle Believers Chapel
Eagle Believers Chapel
1569 W. Main Street
Lewisville, TX 75067
Case No.: 16-40620
Chapter 11 Petition Date: April 4, 2016
Court: United States Bankruptcy Court
Eastern District of Texas (Sherman)
Judge: Hon. Brenda T. Rhoades
Debtor's Counsel: Eric A. Liepins, Esq.
ERIC A. LIEPINS P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 991-5591
E-mail: eric@ealpc.com
Total Assets: $3.20 million
Total Liabilities: $1.60 million
The petition was signed by Nosa Evbuomwan, authorized
representative.
A list of the Debtor's two largest unsecured creditors is available
for free at http://bankrupt.com/misc/txeb16-40620.pdf
RCS CAPITAL: Cetera Debtors Can Use Cash Collateral up to April 12
------------------------------------------------------------------
Cetera Advisor Networks Insurance Services, et al. ("Cetera
Debtors") sought for and obtained from Judge Mary F. Walrath of the
U.S. Bankruptcy Court for the District of Delaware, interim
authorization to use cash collateral.
Judge Walrath authorized the Cetera Debtors to use Cash Collateral
up to an aggregate principal amount not to exceed $30 million for
the period commencing March 26, 2016 and ending on April 12, 2016.
The Cetera Debtors have an immediate postpetition need to use Cash
Collateral. They cannot maintain the value of their estates during
the pendency of their chapter 11 cases without access to cash. The
Cetera Debtors relate that they will use cash to, among other
things, continue operating their business and satisfy other working
capital needs during their chapter 11 cases. They believe that all
or substantially all of their available cash constitutes the
Secured Parties' cash collateral.
The Cetera Debtors' right to use Cash Collateral will terminate
upon the earlier of:
(i) the expiration of the Interim Period, subject to any
extension of the Interim Period approved by the Court, which
approval may come through an order submitted to the Court under
certification of counsel;
(ii) upon the termination of the right under the Final DIP
Order of any to use Cash Collateral;
(iii) the date upon which the Remedies Notice Period has ended
and the DIP Agent and DIP Lenders are entitled to seek remedies; or
(iv) the date the Interim Order ceases to be in full force and
effect for any reason to the extent the Final Order, which shall be
in form and substance acceptable to the Prepetition Secured
Parties, has not been entered at such time as provided for in the
Final DIP Order.
The Final Hearing is scheduled on April 12, 2016, to consider entry
of a final order authorizing the Cetera Debtors' use of Cash
Collateral on a final basis.
A full-text copy of the Court's Interim Order, dated March 29,
2016, is available at http://is.gd/asHfI7
Cetera Advisor Networks Insurance Services, et al., are represented
by:
Robert S. Brady, Esq.
Edmon L. Morton, Esq.
Robert F. Poppiti, Jr., Esq.
Ian J. Bambrick, Esq.
YOUNG CONAWAY STARGATT & TAYLOR, LLP
1000 North King Street
Wilmington, DE 19801
Telephone: (302) 571-6600
Facsimile: (302) 571-1253
E-mail: rbrady@ycst.com
emorton@ycst.com
rpoppiti@ycst.com
ibambrick@ycst.com
- and -
Michael J. Sage, Esq.
Shmuel Vasser, Esq.
Stephen M. Wolpert, Esq.
Andrew C. Harmeyer, Esq.
DECHERT LLP
Avenue of the Americas
New York, NY 10036
Telephone: (212) 698-3500
Facsimile: (212) 698-3599
E-mail: michael.sage@dechert.com
stephen.wolpert@dechert.com
andrew.harmeyer@dechert.com
About RCS Capital Corporation
New York-based RCS Capital Corporation --
http://www.rcscapital.com/-- is a full-service investment firm
focused on the individual retail investor. With operating
subsidiaries primarily focused on retail advice and until the
completion of recently announced pending sales and divestiture of
its wholesale distribution and investment banking, the company's
business aims to capitalize, grow and maximize value for the
investment programs its distributes and the independent advisors
and clients it serves.
RCS Capital Corporation and 11 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10223 to
16-10234) on Jan. 31, 2016. The RCS Debtors' petitions were
signed
by David Orlofsky as chief restructuring officer. The Debtors
disclosed total assets of $1.97 billion and total debts of $1.39
billion. RCS Capital Corp. disclosed total assets of
$1,403,924,232 and total liabilities of $912,449,960.
RCS Capital's affiliates led by Cetera Advisor Networks Insurance
Services, LLC and Cetera Financial Group, Inc. filed separate
Chapter 11 petitions (Bankr. D. Del. Case Nos. 16-10730 to
16-10748) on March 26, 2016. The cases are jointly administered
under the Chapter 11 case of RCS Capital Corporation, Case No.
16-10223.
The RCS and Cetera Debtors have engaged Dechert LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as Delaware counsel,
Zolfo Cooper Management, LLC as restructuring advisor, Lazard
Freres & Co. LLC as investment banker and Prime Clerk LLC as
administrative advisor and claims and noticing agent.
Cetera Advisor Networks Insurance Services, LLC, estimated under
$50,000 in assets and $500 million to $1 billion in debts. The
Cetera Debtors' petitions were signed by Carol Flaton, chief
restructuring officer.
RDIO INC: Universal Music Steps Down as Committee Member
--------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17, on April 4 filed
an amended notice of appointment of Rdio Inc.'s official committee
of unsecured creditors.
The Justice Department's bankruptcy watchdog announced that it
appointed these creditors to be members of the committee:
(1) Roku, Inc.
Attn: Joseph Hollinger
12980 Saratoga Avenue
Saratoga, CA 95070
(2) AXS Digital LLC
Attn: Ryan E. Davis
800 W. Olympic Blvd., Ste. 305
Los Angeles, CA 90015
(3) Shazam Media Services
Attn: Antonious Porch
52 Vanderbilt Avenue, 19th fl.
New York, NY 10017
(4) Mosaic Networx LLC
Attn: Denis McCarthy
700 Larkspur Landing Circle, Ste. 214
Larkspur, CA 94939
The Troubled Company Reporter, on March 21, 2016, reported that the
Office of the U.S. Trustee appointed five creditors of Rdio Inc. to
serve on the official committee of unsecured creditors. Following
that appointment, one of the members -- Universal Music Group
Recording -- has stepped down as Committee member.
About RDIO, Inc.
Rdio, Inc. was founded in 2008 as a digital music service. The
business operations were launched in 2010 after Rdio secured all of
the major record label rights. Since that time, Rdio has strived
to grow into a worldwide music service, and today is in
approximately 86 countries.
Rdio, Inc. filed Chapter 11 bankruptcy petition (Bankr. N.D.
Calif., Case No. 15-31430) on Nov. 16, 2015, with a deal in place
to sell the company to Pandora Media. The petition was signed by
Elliott Peters as senior vice president. Judge Dennis Montali has
been assigned the case.
The Debtor estimated assets in the range of $50 million to $100
million and liabilities of more than $100 million.
Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtor's
counsel. Moelis & Company serves as investment banker.
REPUBLIC AIRWAYS: Seek Approval of Settlement With EDC
------------------------------------------------------
Republic Airways Holdings Inc. ("RAH") and its affiliated Debtors,
ask the U.S. Bankruptcy Court for the Southern District of New
York, to approve the Settlement that they had executed with Export
Development Canada ("EDC"), with respect to the sale of certain
spare parts collateral.
Borrower Republic Airline Inc., guarantor RAH, and secured lender
EDC entered into the EDC Spare Parts Loan Agreements, where EDC
provided financing for Republic Airline to purchase certain spare
parts ("EDC Spare Parts Collateral") for its fleet of Bombardier,
Inc. model DCH-8-402 Aircraft ("Q 400 fleet"), and Republic Airline
granted a first priority security interest to EDC in the EDC Spare
Parts Collateral. The EDC Spare Parts Collateral consists of
miscellaneous rotables and repairables including auxiliary power
units, oil coolers, hubs, and leading edges.
Republic Airline owes EDC approximately $1,605,164, plus accrued
interest, fees, and expenses ("EDC Obligations"). The Debtors
estimate that the EDC Spare Parts Collateral has a value of
approximately $4,000,000.
The Debtors plan to streamline their operations by operating a
single aircraft type and operating under a single operating
certificate. The Debtors are in the process of retiring their Q
400 fleet and no longer needs the spare parts that service the
fleet, which includes the EDC Spare Parts Collateral.
The Debtors relate that the EDC Spare Parts Collateral is stored in
common facilities with unencumbered Q 400 spare parts in the
possession of Republic ("De Minimis Q 400 Spare Parts") in various
warehouses in Kansas City, Denver, Pittsburgh, and other locations
throughout the country. Within the warehouses, the EDC Spare Parts
Collateral is not kept separate or segregated from the unencumbered
Q 400 spare parts. The Debtors believe that the De Minimis Q 400
Spare Parts have an aggregate value of approximately $7,000,000,
consisting of approximately $4,000,000 of EDC Spare Parts
Collateral and $3,000,000 of unencumbered spare parts.
The Debtors tell the Court that because the De Minimis Q 400 Spare
Parts, including the EDC Spare Parts Collateral, are stored across
various common locations and are not sorted or segregated within
those locations, it would be difficult, expensive, and
time-consuming for Republic to segregate the EDC Spare Parts
Collateral from the unencumbered De Minimis Q 400 Spare Parts. The
Debtors further tell the Court that at any given time, these parts
can either be on an aircraft or in process of being repaired at
various facilities. The Debtors aver that the physical parts in
inventory are changing on a constant basis and any list maintained
by Republic of serial numbers related to EDC Spare Parts Collateral
is constantly changing.
"Absent the Stipulation and Order, Republic would be required under
the Bankruptcy Code and order of this Court to use the proceeds of
a sale of EDC Spare Parts Collateral to pay down the EDC Spare
Parts Loan Agreements or the EDC liens would attach to such
proceeds. In addition, the EDC Spare Parts Loan Agreements may be
subject to section 1110 of the Bankruptcy Code under which, absent
an election under section 1110(a) or extension under section
1110(b), the EDC Spare Parts Collateral may not be subject to
section 362 of the Bankruptcy Code after April 25, 2016.
Accordingly, to enable Republic to sell the De Minimis Q 400 Spare
Parts, including the EDC Spare Parts, in an orderly manner that
would maximize value for its estates and not require it to expend
unnecessary financial and other resources segregating and tracking
the EDC Spare Parts from the unencumbered De Minimis Q 400 Spare
Parts, EDC and Republic negotiated the agreement set forth in the
Stipulation and Order, dated March 22, 2016," the Debtors contend.
The salient terms of the Stipulation and Order, among others, are
as follows:
(a) The Debtors may sell De Minimis Q 400 Spare Parts without
segregating the EDC Spare Parts Collateral.
(b) 50 percent of the proceeds of the sale of De Minimis Q 400
Spare Parts will be used to pay down the EDC Obligations.
(c) In the event that the proceeds of the sale of the De Minimis
Q 400 Spare Parts do not pay off the EDC Obligations in full on or
before Dec. 31, 2016, the Debtors agree to pay any unpaid remaining
amount of EDC Obligations by that date;
(d) Upon payment in full of the EDC Obligations, EDC will
execute and deliver an appropriate instrument releasing the EDC
Spare Parts Collateral from any and all liens and security
interests; and
(e) EDC agrees to an extension of the 60-day period set forth in
Section 1110(a)(2) of the Bankruptcy Code ("Section 1110 Period")
and the Section 1110 Period is extended until 11:59 p.m. on Dec.
31, 2016 or such earlier date as the Debtors and EDC may agree.
The Debtors believe, based on historical sales volume and
anticipated receipts, that under the terms of the proposed
Stipulation and Order, the EDC Obligations will be fully satisfied
before the close of the third quarter of 2016.
The Debtors' Motion is scheduled for hearing on April 14, 2016 at
11:00 a.m. The deadline for the filing of objections is April 7,
2016 at 4:00 p.m.
Republic Airways Holdings Inc. and its affiliated debtors are
represented by:
Bruce R. Zirinsky, Esq.
Sharon J. Richardson, Esq.
Gary D. Ticoll, Esq.
ZIRINSKY LAW PARTNERS PLLC
375 Park Avenue, Suite 2607
New York, NY 10152
Telephone: (212)763-0192
E-mail: bzirinsky@zirinskylaw.com
srichardson@zirinskylaw.com
gticoll@zirinskylaw.com
- and -
Christopher K. Kiplok, Esq.
HUGHES HUBBARD & REED LLP
One Battery Park Plaza
New York, NY 10004
Telephone: (212)837-6000
E-mail: chris.kiplok@hugheshubbard.com
About Republic Airways Holdings
Republic Airways Holdings Inc., based in Indianapolis, is an
airline holding company (NASDAQ: RJET) that owns Republic Airline
and Shuttle America Corporation. Republic Airline and Shuttle
America -- http://www.rjet.com/-- offer approximately 1,000
flights daily to 105 cities in 38 states, Canada, the Caribbean,
and the Bahamas through Republic's fixed-fee codeshare agreements
under our major airline partner brands of American Eagle, Delta
Connection and United Express. The airlines currently employ
about 6,000 aviation professionals.
On Feb. 25, 2016 Republic Airways Holdings Inc. and 6 affiliated
debtors each filed a voluntary petition for relief under Chapter
11 of the United States Bankruptcy Code in the United States
Bankruptcy Court for the Southern District of New York. The
Debtors have requested that their cases be jointly administered
under Case No. 16-10429. The petitions were signed by Joseph P.
Allman as senior vice president and chief financial officer.
Judge Sean H. Lane has been assigned the cases.
As of Jan. 31, 2016, on a consolidated basis, Republic had assets
and liabilities of $3,561,000,000 and $2,971,000,000 (unaudited),
respectively.
Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are
serving as Republic's legal advisors in the restructuring. Seabury
Group LLC is serving as financial advisor. Deloitte & Touche LLP
is the independent auditor. Prime Clerk is the claims and
noticing agent.
RICHLAND RESOURCES: Court Affirms $171K Reduced Award to Black
--------------------------------------------------------------
Before the Court is Appellants Jason R. Searcy and the Official
Unsecured Creditors Committee's appeal from the order of the United
States Bankruptcy Court for the Eastern District of Texas, Sherman
Division, awarding payment to Appellee Albert C. Black for
pre-petition work as a state court receiver and compensation for
his post-petition expenses before the Bankruptcy Court as a
superseded custodian.
The Bankruptcy Court granted-in-part and denied-in-part Appellee's
request for an administrative priority claim against the bankruptcy
estate, and trimmed the amount requested of $247,313.39 to an award
of $171,255.20. Following denial of their motion for
reconsideration and now on appeal, Appellants contend error in
granting even the reduced award.
In the Memorandum Opinion and Order dated March 7, 2016 which is
available at http://is.gd/v8xQKYfrom Leagle.com, Judge Michael H.
Schneider of the United States District Court for the Eastern
District of Texas, Sherman Division affirmed the order of the Chief
Bankruptcy Judge.
The case is JASON R. SEARCY, Trustee, and OFFICIAL UNSECURED
CREDITORS COMMITTEE, Appellants, v. ALBERT C. BLACK, III, Appellee,
Case No. 4:15-cv-369.
Jason R Searcy, Appellant, is represented by Deborah J Race, Esq.
-- drace@icklaw.com -- Ireland Carroll & Kelley & Jason Riley
Searcy, Esq., Attorney at Law.
Official Unsecured Creditors Committee, Appellant, is represented
by Deborah J Race, Ireland Carroll & Kelley & James Patrick Kelley,
Esq. -- jkelley@icklaw.com -- Ireland Carroll & Kelley.
Albert C Black, III, Appellee, is represented by William Alan
Wright, Esq. -- Kilpatrick Townsend & Stockton LLP & John Michael
Ellis, Esq. -- Kilpatrick Townsend & Stockton LLP.
RIVERSIDE PLAZA: Taps Tetzlaff Law as Bankruptcy Counsel
--------------------------------------------------------
Riverside Plaza Developers LLC seeks authorization from the Hon.
Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern
District of Illinois to employ Neal L. Wolf and Tetzlaff Law
Offices, LLC as bankruptcy counsel, effective March 14, 2016
petition date.
The Debtor requires Tetzlaff Law to:
(a) advise the Debtor of its rights, powers and duties as
debtor and debtor in possession while operating and
managing its business and property under chapter 11 of the
Bankruptcy Code;
(b) prepare all necessary and appropriate applications,
motions, proposed orders, other pleadings, reports,
notices, schedules and other documents to be filed in this
Chapter 11 case;
(c) meet and negotiate with representatives of creditors and
other parties in interest;
(d) advise the Debtor with respect to, and assist in the
negotiation and documentation of, financing agreements and
related transactions;
(e) advise the Debtor regarding litigation matters, including
possible avoidance actions;
(f) advise and assist the Debtor in connection with any
potential property dispositions;
(g) advise the Debtor concerning the assumption, assignment,
and/or rejection of executory contracts and unexpired
leases;
(h) advise the Debtor in connection with the formulation,
negotiation and promulgation of a plan of reorganization,
and related documents;
(i) assist the Debtor in review and resolve claims asserted
against the Debtor's estate;
(j) handle litigation on behalf of the Debtor including,
without limitation, Riverside Plaza Developers, LLC v. DND
Fire Protection, Inc., currently pending in the Circuit
Court of Cook County, Illinois – Law Division (Case No.
2015 L 004505) and an arbitration currently pending between
the Debtor and Comcast; and
(k) perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection
with the chapter 11 case.
Tetzlaff Law will be paid at these hourly rates:
Neal L. Wolf, Partner $575
John A. Benson, Jr., Associate $350
Associates $225
Diane M. Wolski, Legal Assistant $150
Tetzlaff Law will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Prior to the Petition Date, the Debtor provided Tetzlaff Law with a
$40,000 retainer to cover the attorneys' fees earned and expenses
incurred by Tetzlaff Law in connection with prepetition legal
services.
Mr. Wolf 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 Bankruptcy Court will hold a hearing on the application on
April 19, 2016, at 10:00 a.m.
Tetzlaff Law can be reached at:
Neal L. Wolf, Esq.
TETZLAFF LAW OFFICES, LLC
227 W. Monroe Street, Suite 3650
Chicago, IL 60606
Tel: (312) 574-1000
Fax: (312) 574-1001
E-mail: nwolf@tetzlafflegal.com
Riverside Plaza Developers, LLC, based in North Barrington,
Illinois, filed for Chapter 11 bankruptcy (Bankr. N.D. Ill. Case
No. 16-08747) on March 14, 2016. Riverside Plaza Developers
indicated in its petition that it is a Single Asset Real Estate
debtor.
Judge Jack B. Schmetterer presides over the case. The Debtor is
represented by Neal L Wolf, Esq., at TETZLAFF LAW OFFICES, LLC.
The Debtor estimated $10 million to $50 million in both assets and
liabilities. The petition was signed by Mary Christine Misik,
manager.
RMG NETWORKS: Regains NASDAQ Minimum Bid Price Listing Compliance
-----------------------------------------------------------------
RMG Networks Holding Corporation on April 7 disclosed that it
received a letter from the NASDAQ Listing Qualifications Staff on
April 5, 2016, notifying the Company that it regained compliance
with NASDAQ's minimum bid price requirements for continued
listing.
Robert Michelson, chief executive officer and president of RMG
Networks, commented, "We value our NASDAQ listing, which is
important in maintaining liquidity in the trading of our common
shares, and are pleased that we have been able to regain compliance
with NASDAQ's minimum bid price rule."
RMG Networks Holding Corporation (NASDAQ: RMGN) is a provider of
technology-driven visual communications solutions.
SABINE OIL: Exclusive Plan Filing Date Extended to June 9
---------------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York extended Sabine Oil & Gas
Corporation, et al.'s exclusive period to filed a Chapter 11 plan
through and including June 9, 2016, and their exclusive period to
solicit acceptances of that plan through and including August 9,
2016.
According to Tom Corrigan, writing for Dow Jones' Daily Bankruptcy
Review, the extension will give the Debtors additional time to push
their bankruptcy-exit proposal past the finish line, following two
major legal victories that have strengthened their hand over
creditors.
About Sabine Oil & Gas
Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S. The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville. The Company operates, or has joint
working
interests in, approximately 2,100 oil and gas production sites
(approximately 1,800 operating and approximately 315
non-operating)
and has approximately 165 full-time employees.
Sabine Oil and its affiliated entities sought Chapter 11
protection(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on
July 15, 2015.
The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent. The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.
The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors. The Committee is
represented by Mark R. Somerstein, Esq., Keith H. Wofford, Esq.,
and D. Ross Martin, Esq., at Ropes & Gray LLP as their counsel.
The Committee is also hiring Blackstone Advisory Partners L.P. as
investment banker; and Berkeley Research Group, LLC as financial
advisor.
SABLE OPERATING: Lenders Want Debtor Replaced as Lease Operator
---------------------------------------------------------------
Third-Party Lenders Venture Strong II LLC et. al., ask the U.S.
Bankruptcy Court for the Northern District of Texas, Dallas
Division, to order Sable Operating Company to provide for adequate
protection or for the Court to grant Third-Party relief from the
automatic stay.
The Lenders said they recently learned from certain lessees of
mineral leases to the Debtor, that debtor Sable Operating Company
d/b/a Nytex Petroleum, Inc., continues to fail to meet its
obligations to properly operate the leases, risking termination of
those leases and irreparable harm to the Lenders' interests in the
leases. The Lenders seek to replace the Debtor as operator of the
leases.
The Lenders relate that the Debtor purchased approximately 20,000
acres of oil and gas leases in Palo Pinto County, Texas using money
borrowed from the Lenders. The Lenders further relate that the
Debtor operates and is the working interest owner of approximately
114 wells utilizing the Leases.
The Lenders aver that after the purchase, the Debtor was to
maintain the Leases, commence or restore production, and otherwise
operate the wells. The Lenders further aver that by its own
admissions, the Debtor is hopelessly insolvent and has no equity in
the Leases, the Debtor's cash flow is insufficient to protect the
Leases and maintain operations, and there is no dispute over the
Lenders' debt or its security interests in the Leases.
The Lenders tell the Court that they have tried to help the Debtor
preserve the Leases by providing the Debtor with post-petition
financing. They further tell the Court that despite this
financing, the Debtor did not properly operate the wells on the
Leases. The Lenders contend that they have located a replacement
operator for the wells, AggieTech Operating LLC pursuant to a new
Joint Operating Agreement.
The Lenders propose removing the Debtor as operator in favor of the
New Operator. They further propose to advance to the New Operator
the funds required by the New Joint Operating Agreement to enable
the preservation of the Leases. The Lenders add that in exchange,
their advances to the New Operator should be treated as advances
under the DIP Financing Order.
The Lenders relate that they do not intend to file and seek
confirmation of a chapter 11 plan that will administer the other
assets of the Debtor's estate apart from the Debtor's rights under
its Joint Operating Agreement. The Lenders intend to file this
plan before the end of March 2016. The Lenders further relate that
this confirmation process will take a few months, and in the
meantime, the Debtor's and the Lenders' interests in the Leases
could be lost without the relief requested.
RKJ Holdings, LLC joins in the Third-Party Lenders' Motion.
Sable Operating Objection to Motion
"The Debtor has done everything since this case was filed to
improve the properties, repair the properties, maintain the
properties and increase their production. This has included many
personal visits to the well sites, meetings with pumpers, meetings
with the engineer and filing for his retention, meetings with the
landman and filing for his retention, constant efforts at improving
the properties, managing the well sites, making sure leases are
preserved, managing the bankruptcy case, and responding to
inquiries and questions from creditors. All of this work has been
aimed at protecting the value of the operations for all
creditors... Debtor has concerns about the terms of the AggieTech
agreement. It has voiced these concerns to the Secured Lenders'
counsel. Some of the terms of the agreement appear to seek an
assignment of claims and interests that should be done through a
plan since they could affect the rights of other creditors in this
case," the Debtor avers.
Venture Strong II LLC, et al., are represented by:
Mark E. Andrews, Esq.
Aaron M. Kaufman, Esq.
DYKEMA COX SMITH
1201 Elm Street, Suite 3300
Dallas, TX 75270
Telephone: (214)698-7800
Facsimile: (214)698-7899
E-mail: mandrews@dykema.com
akaufman@dykema.com
Sable Operating Company is represented by:
Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
12720 Hillcrest, Suite 625
Dallas, TX 75230
Telephone: (972)503-4033
Facsimile: (972)503-4034
RKJ Holdings, LLC is represented by:
H. Brandon Jones, Esq.
Joshua N. Eppich, Esq.
SHANNON, GRACEY, RATLIFF & MILLER, L.L.P.
420 Commerce Street, Suite 500
Fort Worth, TX 76102
Telephone: (817)877-8165
Facsimile: (817)336-3735
About Sable Operating Company
Sable Operating Company, doing business as Nytex Petroleum, Inc.,
owns an approximate 20,000 acres of oil and gas leases in Palo
Pinto County, Texas that it purchased in October of 2014.
Sable Operating Company sought Chapter 11 protection (Bankr. N.D.
Tex. Case No. 15-33460) in Dallas on Aug. 28, 2015. The case is
assigned to Judge Stacey G. Jernigan. Sable estimated $10 million
to $50 million in assets and debt.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, in
Dallas, serves as counsel to the Debtor.
SEA ISLAND: Owns Common Areas in King's Point Subd., Court Rules
----------------------------------------------------------------
This matter is before the bankruptcy court on the motion to clarify
provisions relating to implementation of the confirmed plan filed
by Sea Island Acquisition, LLC f/k/a Sea Island Acquisition, LP
("SIA"). The Motion to Clarify asks the Court to clarify, remedy,
or correct any document or filing relating to two interests of the
Debtors Sea Island Company, et al. The first is a series of
various real estate interests (e.g. rights to first refusal, rights
to restrict subdivision, mineral rights, and timber rights) which
Debtor Sea Island Company ("SICO") reserved in approximately
thirty-four large acreage tracts in Camden County, Georgia,
commonly known as Cabin Bluff Compartments ("Cabin Bluff
Interests"). The second is an interest in common areas in the
King's Point Subdivision, located in Glynn County, Georgia ("Common
Areas").
The Liquidation Trustee and Kings Point Property Owners
Association, Inc. each filed preliminary responses to the Motion to
Clarify.
As to the Cabin Bluff Interests, SIA has stipulated that it
"neither contests nor opposes in any way the relief the Trustee
seeks or positions he asserts" in this contested matter. Kings
Point POA has no interest in the resolution on the Cabin Bluff
Interests.
To resolve the interest in the Common Areas, the Trustee and Kings
Point POA have asked the court to determine two issues:
1) Whether SIA, the Debtors, or the Trustee own the Common
Areas; and
2) Is the owner of the Common Areas required to convey the
Common Areas to a third party
In addition to these issues raised by the Motion to Clarify, the
Trustee presented at hearing a challenge to Kings Point POA's
standing.
In the Opinion and Order dated March 4, 2016 which is available at
http://is.gd/u2sDokfrom Leagle.com, Judge John S. Dalis of the
United States Bankruptcy Court for the Southern District of
Georgia, Brunswick Division found that Kings Point POA has standing
in this contested matter, that Debtor Sea Island Coastal Properties
LLC ("SICP") owns the Common Areas, and that SICP is required to
convey the Common Areas to SIA.
As to the Cabin Bluff Interests, the Motion to Clarify is dismissed
based upon the stipulation between Sea Island Acquisition, LLC and
the Liquidation Trustee pertaining to the Cabin Bluff Interests and
the fact that Kings Point Property Owners Association, Inc. has no
interest in the Cabin Bluff Interests and there no longer exists a
controversy to be resolved.
Upon the conveyance of the Common Areas to Sea Island Acquisition,
LLC, Kings Point Property Owners Association, Inc. may record the
Quitclaim Deed from Sea Island Acquisition, LLC to Kings Point
Property Owners Association, Inc.
The case is IN RE: SEA ISLAND COMPANY, et al., Chapter 11 Case,
Debtors. SEA ISLAND ACQUISITION, LLC, Movant, v. ROBERT H. BARNETT,
LIQUIDATION TRUSTEE UNDER THE SEA ISLAND LIQUIDATION TRUST, and
KINGS POINT PROPERTY OWNERS ASSOCIATION INC. Respondents, No.
10-21034.
Sea Island Company, et al, Debtors, is represented by Sarah R.
Borders, Esq. -- sborders@kslaw.com -- King & Spalding, LLP, Robert
M. Cunningham, Esq. -- rcunningham@HunterMaclean.com -- Hunter
Maclean, Jeffrey R. Dutson, Esq. -- jdutson@kslaw.com -- King &
Spalding, LLP, Sarah L. Taub, Esq. -- staub@kslaw.com -- King &
Spalding, LLP, Harris Winsberg, Esq. --
harris.winsberg@troutmansanders.com -- Troutman Sanders LLP.
Office of the U. S. Trustee, 11, U. S. Trustee, is represented by
Matthew E. Mills, Office of the U.S. Trustee.
The Official Committee of Unsecured Creditors is represented by
David W. Adams, Esq. -- Ellis, Painter, Ratterree & Adams, Debi
Evans Galler, Esq. -- dgaller@bergersingerman.com -- Berger
Singerman, PA, Jordi Guso, Esq. -- jguso@bergersingerman.com --
Berger Singerman, PA, Paul Steven Singerman, Esq. --
psingerman@bergersingerman.com -- Berger Singerman LLC.
About the Sea Island Company
St. Simons Island, Georgia-based Sea Island Company --
http://www.seaisland.com/-- aka Sea Island Shooting School, Sea
Island Yacht Club, Sea Island Stables, and Cabin Bluff, is a
private resort and real estate development company founded in
1926. The Sea Island Company owned and operated Sea Island
Resorts, featuring two of the world's most exceptional
destinations: the Forbes Five-Star Cloister at Sea Island and The
Lodge at Sea Island.
The Sea Island Company filed for Chapter 11 protection on Aug. 10,
2010 (Bankr. S.D. Ga. Case No. 10-21034). The Debtor estimated
its assets and debts at $500 million to $1 billion as of the
Petition Date.
Affiliates Sea Island Coastal Properties, LLC; Sea Island
Services, Inc.; Sea Island Resort Residences, LLC; Sea Island
Apparel, LLC; First Sea Island, LLC; and Sical, LLC, filed
separate Chapter 11 petitions also on Aug. 10, 2010.
Sarah R. Borders, Esq., Harris Winsberg, Esq., Sarah L. Taub,
Esq., and Jeffrey R. Dutson, Esq., at King & Spalding LLP,
assisted the Debtor in its restructuring effort. Robert M.
Cunningham, Esq., at Gilbert, Harrell, Sumerford & Martin PC,
served as the Debtor's co-counsel. FTI Consulting, Inc., acted as
the Debtor's restructuring advisor. EPIQ Bankruptcy Solutions,
LLC, acted as the Debtor's claims and notice agent.
Donald F. Walton, the U.S. Trustee for Region 21, appointed seven
members to the official committee of unsecured creditors in the
case. The committee has retained Jordi Guso, Esq., at Berger
Singerman, P.A. as its counsel.
On Sept. 24, 2010, Debtor filed its Amended Chapter 11 Plan of
Reorganization, and on Nov. 8, 2010, the Bankruptcy Court entered
an order confirming the Plan. The Chapter 11 plan was based on an
agreement to sell substantially all of the Debtor's assets to Sea
Island Acquisition LP, a limited partnership formed by investment
funds managed by the global investment firms Oaktree Capital
Management, L.P., and Avenue Capital Group. The Debtor's
remaining assets were transferred to a newly created trust where
the Liquidation Trustee was to liquidate the property and
distribute the proceeds to the Trust beneficiaries. Robert
Barnett was named liquidating trustee.
SEABOARD REALTY: Seeks Approval of Bid Procedures for Asset Sale
----------------------------------------------------------------
Seaboard Realty LLC on April 7 disclosed that it and its affiliates
have filed a motion seeking bankruptcy court approval of bid
procedures for the sale of eight commercial properties.
The properties to be sold include office, apartment and hotel
properties in and around Stamford, Connecticut.
"We are pleased with the progress made to stabilize the Seaboard
properties in advance of the sale process," said Marc Beilinson,
Seaboard's Chief Restructuring Officer. "These properties are
located in highly desirable locations and have already received
substantial interest from buyers."
The bankruptcy court is considering the proposed bid procedures on
April 29, 2016. If approved, buyers will need to submit qualified
bids no later than June 15, 2016 and the closing(s) will occur on
or before July 29, 2016.
"The sale process will be flexible," said Mr. Beilinson. "We will
seek bids on individual assets and any combination of assets that
bidders may desire as we work to maximize values for the benefit of
all of the constituents."
Keen-Summit Capital Partners LLC has been retained, pending court
approval, to coordinate the sale process for Seaboard Realty.
Parties interested in learning more about the process should
contact Harold Bordwin at Keen-Summit Capital Partners LLC at (646)
381-9222, www.keen-summit.com
About Seaboard Realty
Seaboard Realty LLC and certain of its affiliates on Dec. 13, 2015,
filed petitions with the United States Bankruptcy Court for the
District of Delaware seeking protection under Chapter 11 of the
United States Bankruptcy Code.
Seaboard and its affiliates own a portfolio of first class
commercial real estate in Stamford, Connecticut, including office,
residential and hotel properties. All operations are expected to
continue as normal throughout this process.
The Chapter 11 filing includes Seaboard Realty LLC and a number of
affiliates it manages, which own the equity of subsidiaries that
directly own the properties, but does not include the
property-owning subsidiaries themselves.
Seaboard Realty LLC is owned by John DiMenna, Thomas Kelly and
William Merritt. Mr. DiMenna actively managed the Seaboard
operations as the managing member of Seaboard Realty LLC, and
managed the properties owned by its affiliates through a
property-management company owned solely by Mr. DiMenna.
The Debtors have sought and obtained an order authorizing joint
administration of their Chapter 11 cases, with all further
pleadings or other papers to be filed in the case of Newbury Common
Associates, LLC, Case No. 15-12507 (LSS).
The Debtors tapped Dechert LLP as counsel and directing the
accounting firm of Anchin, Block and Anchin as forensic accountant.
SHERWIN ALUMINA: Final Order for Cash Collateral Use Entered
------------------------------------------------------------
Judge David R. Jones of the U.S. Bankruptcy Court for the Southern
District of Texas, Corpus Christi Division, issued a Final Order
authorizing debtors Sherwin Alumina Company, LLC, et al., to use
cash collateral.
The Debtors require cash collateral to fund, among other things,
ongoing ordinary course working capital and their general corporate
needs, the costs of the wind-down, and sale of assets in the
context of the Chapter 11 Cases.
The Final Order states that the Prepetition Lender's consent to the
use of Cash Collateral will automatically terminate without any
further action by the Court or the Prepetition Lender, upon the
earliest to occur of:
(a) May 10, 2016;
(b) the effective date of a plan of reorganization or
liquidation under chapter 11 of the Bankruptcy Code in respect of
any Debtor;
(c) an Event of Default;
(d) the acceptance by any Debtor of any offer or bid for the
purchase of all or substantially all of the assets of any Debtor or
any of the equity of a reorganized Debtor which is unacceptable to
the Prepetition Lender, unless the proceeds of such offer or bid
will be used to pay in full in cash all of the Prepetition Credit
Agreement Obligations; or
(e) the conversion or dismissal of the Chapter 11 Cases.
The Approved Budget provides for total disbursements amounting to
approximately $35,071,000, for a period of nine weeks beginning on
March 18, 2016 through May 13, 2016.
A full-text copy of the Final Order, dated March 16, 2016, is
available at http://is.gd/asHfI7
About Sherwin Alumina Company
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. Judge David
R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
The Debtors, on Feb. 5, 2016, the disclosed total assets of
$254,617,187 and total liabilities of $218,177,760.
The U.S. Trustee appointed five members to the Official Committee
of Unsecured Creditors. Robin Russell, Esq., Timothy S. McConn,
Esq., and Ashley Gargour, Esq., at Andrews Kurth LLP, in Houston,
Texas, represent the Committee.
About Noranda Aluminum
Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead Case
No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale
W. Boyles, the chief financial officer. Judge Barry S. Schermer is
assigned to the cases.
The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.
The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion. As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of
secured indebtedness, consisting of a revolving credit facility
and
a term loan facility.
The Debtors had approximately 1,857 employees as of the Petition
Date.
SHERWIN ALUMINA: Wants Courts to Coordinate on Bauxite Sale
-----------------------------------------------------------
Sherwin Alumina Company, LLC, filed a motion with the U.S.
Bankruptcy Court for the Southern District of Texas, Corpus Christi
Division, asking for coordination among the U.S. Bankruptcy Courts
for the Southern District of Texas and the Eastern District of
Missouri.
The Debtor relates that the motion is being filed contemporaneously
with the U.S. Bankruptcy Court for the Southern District of Texas
and the U.S. Bankruptcy Court for the Eastern District of
Missouri.
Sherwin said it is engaged in discussions with Noranda Bauxite
Limited ("NBL") to Sherwin to avoid its immediate shut down.
Sherwin further relates that it filed motions with the Missouri
Bankruptcy Court and the Texas Bankruptcy Court to allow it to
secure two bauxite shipments from NBL for delivery no later than
March 30, which would have the effect of extending Sherwin's runway
and thereby give the parties additional time to participate in the
Mediation. NBL agreed to sell the two bauxite cargoes to Sherwin
for $22.75 per metric dry ton.
"In addition to the two shipments agreed to on March 18, Sherwin
now must order additional bauxite to remain operational and avoid
moving towards a wind-down. In fact, absent another "interim
solution," Sherwin will exhaust its remaining bauxite supply on or
about April 30. To avoid this, Sherwin must nominate additional
bauxite shipments no later than April 5 if the cargoes are to reach
Sherwin's Texas facility on or before April 30. The parties,
however, have been unable to reach agreement on any interim
solution... the absence of an interim agreement, and the nominating
of additional shipments no later than April 5, means the end of
Sherwin. If there is no interim agreement, Sherwin will suspend
operations and wind down its affairs soon after it utilizes its
remaining bauxite on or around April 30. The result is disastrous
for both Sherwin and Noranda. And it—once again—should be
avoided," Sherwin avers.
Texas Bankruptcy Court
Sherwin requests the Texas Bankruptcy Court to enter an order
directing NBL to deliver two bauxite shipments to Sherwin no later
than April 30, at a price equal to NBL's variable cost plus 10
percent, all as determined by the Texas Bankruptcy Court on an
interim basis. Sherwin agrees that it will immediately pay to NBL
50 percent of the price determined by the Texas Bankruptcy Court
via wire transfer, and will pay the remaining balance immediately
upon delivery in Texas. Sherwin relates that any order entered
directing the delivery of bauxite on these terms would be subject
to the review and consideration of the Missouri Bankruptcy Court on
a final basis.
Missouri Bankruptcy Court
Sherwin tells the Court that it recognizes the unique status that
NBL has by virtue of its bankruptcy filing and the jurisdiction
that the Missouri Bankruptcy Court has over NBL and its affairs.
Sherwin requests that the Missouri Bankruptcy Court enter an order
scheduling a hearing to review and approve the purchase price
determined by the Texas Bankruptcy Court, which Sherwin believes
could be completed in the context of the hearing already scheduled
for April 1. Sherwin contends that to the extent the Missouri
Bankruptcy Court makes a determination that the purchase price
should be adjusted, NBL shall be entitled to an allowed
administrative claim against Sherwin for the differential, which
claim shall be entitled to administrative priority in Sherwin's
chapter 11 case.
Sherwin Alumina Company and its affiliated debtors are represented
by:
Joshua A. Sussberg, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, NY 10022
Telephone: (212)446-4800
Facsimile: (212)446-4900
E-mail: joshua.sussberg@kirkland.com
- and -
James H.M. Sprayregen, Esq.
Gregory F. Pesce, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, IL 60654
Telephone: (312)862-2000
Facsimile: (312)862-2200
E-mail: james.sprayregen@kirkland.com
gregory.pesce@kirkland.com
- and -
Zack A. Clement, Esq.
ZACK A. CLEMENT PLLC
3753 Drummond
Houston, TX 77025
Telephone: (832)274-7629
E-mail: zack.clement@icloud.com
About Sherwin Alumina Company
Sherwin Alumina Company, LLC and Sherwin Pipeline, Inc. filed
Chapter 11 bankruptcy petitions (Bankr. S.D. Tex. Case Nos.
16-20012 and 16-20013, respectively) on Jan. 11, 2016. Thomas
Russell signed the petitions as authorized signatory. Judge David
R Jones has been assigned the case.
The Debtors have engaged Kirkland & Ellis LLP as general counsel,
Zack A. Clement PLLC as local counsel, Huron Consulting Services
LLC as financial advisor and Kurtzman Carson Consultants LLC as
claims, notice and balloting agent.
Sherwin operates an alumina plant in Gregory, Texas that produces
aluminum oxide (or alumina), which is the primary component of
aluminum, from bauxite. Sherwin produces alumina through the
"Bayer Process," a refining technique that produces alumina from
bauxite ore by dissolving the bauxite in a caustic solution.
The Debtors, on Feb. 5, 2016, the disclosed total assets of
$254,617,187 and total liabilities of $218,177,760.
The U.S. Trustee appointed five members to the Official Committee
of Unsecured Creditors. Robin Russell, Esq., Timothy S. McConn,
Esq., and Ashley Gargour, Esq., at Andrews Kurth LLP, in Houston,
Texas, represent the Committee.
About Noranda Aluminum
Noranda Aluminum, Inc., and 10 of its affiliates filed separate
Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead Case
No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale
W. Boyles, the chief financial officer. Judge Barry S. Schermer is
assigned to the cases.
The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison
LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT
Partners, LP as investment banker, Alvarez & Marsal North America,
LLC as restructuring advisors and Prime Clerk LLC as claims,
solicitation and balloting agent.
The Debtors estimated both assets and liabilities in the range of
$1 billion to $10 billion. As of the Petition Date, the Debtors
had approximately $529.6 million in outstanding principal amount
of
secured indebtedness, consisting of a revolving credit facility
and
a term loan facility.
The Debtors had approximately 1,857 employees as of the Petition
Date.
SHIROKIA DEVELOPMENT: Court Enters Final Decree Closing Case
------------------------------------------------------------
Shirokia Development Corp. sought and obtained from Judge Nancy
Hershey Lord of the U.S. Bankruptcy Court for the Eastern District
of New York, the entry of a Final Decree closing the chapter 11
case.
The Debtor believed it is appropriate to enter a final decree and
close the chapter 11 case because the refinance of the Property
known as the Shirokia Tower and located at 142-28 38th Avenue,
Flushing, New York, occurred according to the Plan.
The Debtor has determined that any further investigation or
prosecution of its rights, including but not limited to any claims
or rights it may have with respect to the operation and management
of the Property during the period the receiver was appointed, and
any conduct, payment or accounting made by the receiver or his
agents after the receiver's removal, would be more effectively
preserved and potentially prosecuted outside of the chapter 11
case.
The Debtor asserted that the Plan has been substantially
consummated, and it is appropriate to enter a final decree and
close the case.
Shirokia Development Corp. is represented by:
Dawn Kirby, Esq.
DELBELLO DONNELLAN WEINGARTEN
WISE & WIEDERKEHR, LLP
One North Lexington Avenue
White Plains, NY 10601
Telephone: (914)681-0200
About Shirokia Development Corp.
Shirokia Development, LLC, a real property owner in Flushing, New
York, currently being controlled by a receiver, filed a Chapter 11
bankruptcy petition in Manhattan, on Aug. 12, 2014.
Hong Qin Jiang signed the petition as authorized individual. The
Debtor disclosed, in an amended schedules total assets of $28.4
million and total liabilities of $16.8 million. The Debtor has
tapped Dawn Kirby Arnold, Esq., at DelBello Donnellan Weingarten
Wise & Wiederkehr, LLP, as counsel.
The Chapter 11 plan that will be funded with the net proceeds from
the refinance or sale of the Debtor's property. At an auction, 38
AR will be entitled to and have the absolute right to credit bid
the full amount of its secured claim.
SIGA TECHNOLOGIES: Seeks May 16 Extension of Solicitation Period
----------------------------------------------------------------
SIGA Technologies, Inc., asks the Bankruptcy Court to further
extend the Exclusive Solicitation Period through and including May
16, 2016.
According to the Debtor, it has already filed its Second Amended
Chapter 11 Plan, which has the support of the Committee. The Plan
provides, among other things, a contract for the satisfaction of
the claims of the Debtor's creditors, including PharmAthene's claim
that has been the subject of years of litigation between
PharmAthene and the Debtor. Originally, the hearing to consider
confirmation of the Plan has been set on April 5, 2016, since the
the Debtor, PharmAthene and the Committee have yet to resolve a
multitude of issues, the Debtor sought and was granted its first
extension on its exclusive period for solicitation of acceptances
or rejections of its plan to April 16, 2016.
However, the Debtor asserts its need to address potential
contingencies to allow the plan process to continue in a rational
manner and preserve enterprise value and is consistent with the
intent and purpose of section 1121 of the Bankruptcy Code, an
extension of the Exclusive Solicitation Period is necessary.
The Debtor tells the Court that if the Plan is confirmed and
becomes effective before the Exclusive Solicitation Period expires,
the Debtor shall withdraw its Motion.
The hearing on the Debtor’s Motion, originally scheduled for
April 13, 2016 has been rescheduled to April 14, 2016, and the
deadline to file responses or objections are is on April 7, 2016.
SIGA Technologies, Inc. is represented by:
Stephen Karotkin, Esq.
WEIL, GOTSHAL & MANGES LLP
767 Fifth Avenue
New York, New York 10153
Telephone: (212) 310-8000
Facsimile: (212) 310-8007
Email: mailto:stephen.karotkin@weil.com
About SIGA Technologies
Publicly held SIGA Technologies, Inc., with headquarters in Madison
Avenue, New York, is a biotech/pharmaceutical company that
specializes in the development and commercialization of solutions
for serious unmet medical needs and biothreats. SIGA's lead
product is Tecovirimat, also known as ST-246, an orally
administered antiviral drug that targets orthopoxviruses.
SIGA sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case
No. 14-12623) on Sept. 16, 2014, in Manhattan. The case is
assigned to Judge Sean H. Lane.
The Debtor has tapped Weil, Gotshal & Manges LLP, as counsel, and
Prime Clerk LLC as claims agent.
The Debtor's Chapter 11 plan and disclosure statement are due May
14, 2015.
The Debtor disclosed total assets of $131,669,746 and $7,954,645 in
liabilities as of the Chapter 11 filing.
The Statutory Creditors' Committee is represented by Martin J.
Bienenstock, Esq., Scott K. Rutsky, Esq., and Ehud Barak, Esq., at
Proskauer Rose LLP. The Committee tapped to retain Guggenheim
Securities, LLC, as its financial advisor and investment banker.
SOUNDVIEW ELITE: Ch. 11 Trustee Settles 7 Avoidance Actions
-----------------------------------------------------------
The Chapter 11 Trustee, Corinne Ball, seeks the Bankruptcy Court to
approve settlement agreements resolving additional seven avoidance
actions against the following defendants: (a) Kirkland & Ellis LLP,
(b) Brown Rudnick LLP, (c) Lampost Financial Group, (d) Giacomo
LaFata, Jr., (e) KPMG N.V. The Netherlands, (f) De Feis O'Connell &
Rose, P.C., and (g) Solon Group, Inc.
According to the Chapter 11 Trustee, the Settlement Agreements are
the result of arms' length negotiations and bargaining, which will
result in cash recovery for the Debtors' estates of $392,000 and
pursuant to the Settlement Agreements, each of the defendants will
waive any and all claims against the estates, including over
$474,000 in claims asserted in filed proofs of claim, thus, entry
into these Settlement Agreements is a sound exercise of the Chapter
11 Trustee's business judgment.
While the Chapter 11 Trustee has not conceded the validity of these
defenses, the Chapter 11 Trustee recognizes that any litigation
would be costly and entail significant risk of an unfavorable
outcome. Moreover, the Creditors will benefit from the recovery of
the settlement amounts set forth in the Settlement Agreements from
Kirkland, Brown Rudnick, Lampost, LaFata, KPMG N.V. and De Feis as
well as the release and waiver of claims by Solon and Lampost.
The Chapter 11 Trustee is represented by:
Gerard DiConza, Esq.
Jeffrey Traurig, Esq.
Lance A. Schildkraut, Esq.
DICONZA TRAURIG KADISH LLP
630 Third Avenue
New York, New York 10017
Telephone: (212) 682-4940
Email: gdiconza@dtklawgroup.com
jtraurig@dtklawgroup.com
las@dtklawgroup.com
About SoundView Elite Ltd.
Six mutual funds originally created by Citco Group of Cos.,
including Soundview Elite Ltd., filed petitions for Chapter 11
protection on Sept. 24, 2013, in Manhattan to avoid undergoing
bankruptcy liquidation in the Cayman Islands, where they are
incorporated.
The funds are Soundview Elite (Bankr. S.D.N.Y. Case No. 13-13098)
Soundview Premium, Ltd. (Case No. 13-13099); Soundview Star Ltd.
(Case No. 13-13101); Elite Designated (Case No. 13-13102); Premium
Designated (Case No. 13-13103); and Star Designated (Case No.
13-13104). The petitions were signed by Floyd Saunders as
corporate secretary. By order dated Oct. 16, 2013, the Court
directed that the Debtors' bankruptcy cases be procedurally
consolidated and jointly administered.
SoundView Elite Ltd. and two similarly named funds were the target
of a winding-up petitions in the Cayman Islands filed in August by
Citco, which had sold its interest in the funds' manager years
before. An investor, who was removed from the funds' board in
June, filed a different winding-up petition in August, aimed at
three funds created later to hold illiquid assets.
The Debtor disclosed $20,703,641 in assets and $16,402,671 in
liabilities as of the Chapter 11 filing. The funds said in a court
filing their total cash assets of about $20 million are held in the
U.S., where the funds are managed. Court papers list the funds'
total assets as $52.8 million, against debt totaling $28 million.
Judge Robert E. Gerber presides over the U.S. cases.
Warren J. Martin, Jr., Esq., Mark J. Politan, Esq., Terri Jane
Freedman, Esq., and Rachel A. Segall, Esq., at Porzio, Bromberg &
Newman, PC, serve as the Debtors' counsel. CohnReznick LLP serves
as financial advisor.
Peter Anderson and Matthew Wright, as Joint Official Liquidators of
the Debtors, are represented in the U.S. proceedings by John A.
Pintarelli, Esq., James J. Beha, II, Esq., William H. Hildbold,
Esq., at Morrison & Foerster LLP.
The U.S. Trustee solicited for the formation of an official
committee of unsecured creditors, but to date one has not been
formed.
In April 2014, District Judge J. Paul Oetken affirmed the
Bankruptcy Court order appointing a Chapter 11 trustee for
SoundView Elite Ltd. and its affiliated debtors, and tossed pro se
appeals filed by Alphonse Fletcher, Jr. and George E. Ladner, the
sole directors of the mutual funds.
SOUTHCROSS ENERGY: Neuberger Berman Reports Less Than 1% Stake
--------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Neuberger Berman Group LLC and Neuberger Berman
Investment Advisers LLC disclosed that as of March 31, 2016, they
beneficially own 9,200 shares of common stock of Southcross Energy
Partners, L.P., representing 0.032 percent of the shares
outstanding. A copy of the regulatory filing is available for free
at http://is.gd/uikrAa
About Southcross Energy Partners, L.P.
Southcross Energy Partners, L.P. is a master limited partnership
that provides natural gas gathering, processing, treating,
compression and transportation services and NGL fractionation and
transportation services. It also sources, purchases, transports
and sells natural gas and NGLs. Its assets are located in South
Texas, Mississippi and Alabama and include four gas processing
plants, two fractionation plants and approximately 3,100 miles of
pipeline. The South Texas assets are located in or near the Eagle
Ford shale region. Southcross is headquartered in Dallas, Texas.
Visit www.southcrossenergy.com for more information.
As of Sept. 30, 2015, Southcross had $1.32 billion in total assets,
$682.48 million in total liabilities and $646.26 million in total
partners' capital.
* * *
As reported by the TCR on April 5, 2016, Standard & Poor's Ratings
Services said it lowered its corporate credit and senior secured
rating on Southcross Energy Partners L.P. to 'CCC+' from 'B-'.
The TCR reported on Jan. 13, 2016, that Moody's Investors Service
downgraded Southcross Energy Partners, LP's Corporate Family Rating
to Caa1 from B2. "Southcross' Caa1 CFR reflects its high financial
leverage, limited scale, concentration in the Eagle Ford Shale and
our expectation of continued high leverage and challenging industry
conditions into 2017," according to the report.
SPECTRASCIENCE INC: Posts $3.6 Million Net Loss in 2015
-------------------------------------------------------
Haynie & Company in Salt Lake City, Utah, audited the consolidated
balance sheet of SpectraScience, Inc., and subsidiaries as of Dec.
31, 2015, and the related consolidated statement of operations,
shareholders' deficit, and cash flow for the year then ended. The
firm noted that the Company has suffered recurring losses from
operations and its ability to continue as a going concern is
dependent on the Company's ability to attract investors and
generate cash through issuance of equity instruments and
convertible debt. This raises substantial doubt about the
Company's ability to continue as a going concern.
At Dec. 31, 2015, the Company had $1,946,961 in total assets
against $8,935,773 in total current liabilities, accumulated
deficit of $49,498,952 and total shareholders' deficit of
$1,946,961.
For 2015, the Company posted a net loss of $3,634,868.
The Company reported a net loss of $4.49 million for the year ended
Dec. 31, 2014, compared to a net loss of $2.75 million on $240,000
for 2013.
The Company's balance sheet at Dec. 31, 2014, showed $2.21 million
in total assets, $6.59 million in total liabilities, and a
stockholders' deficit of $4.38 million.
As of December 31, 2015, the Company had a working capital deficit
of $8,324,600 and cash of $127,493, compared to a working capital
deficit of $5,732,125 and cash of $223,529 as of December 31, 2014.
In December 2011, the Company entered into an Engagement Agreement
with Laidlaw & Company (UK) Ltd., which Engagement Agreement was
amended in July 2012. Under the Engagement Agreement, Laidlaw
agreed to assist the Company in raising up to $20.0 million in
capital over a two year period from the date of the Engagement
Agreement. Subsequent to June 30, 2013, the Company has engaged
another agent to assist it with raising capital and has commenced
raising capital on its own. For the year ended December 31, 2015,
the Company raised approximately $2,020,000 under various funding
agreements. However, if the Company does not receive additional
funds in a timely manner, the Company could be in jeopardy as a
going concern.
The Company said it may not be able to find alternative capital or
raise capital or debt on terms that are acceptable. Management
believes that if the events defined in the various funding
agreements occur as expected, such proceeds will be sufficient to
allow the Company to sustain operations until it attains
profitability and positive cash flows from operations. However, the
Company may incur unknown expenses or may not be able to meet its
revenue expectations requiring it to seek additional capital. In
such event, the Company may not be able to find capital or raise
capital or debt on terms that are acceptable.
The holders of Convertible Debentures control the conversion of the
Convertible Debentures and certain of the Convertible Debentures
were not converted at their maturity constituting a potential
default on the matured, but unconverted, Convertible Debentures. In
the event of such default, principal, accrued interest and other
related costs are immediately due and payable in cash. As of
December 31, 2015, Convertible Debentures with a face value of
$4,313,199 held by 62 individual investors are in default. None of
these investors have served notice of default on the Convertible
Debentures held by them.
A copy of the Company's Form 10-K report is available at
http://is.gd/XAioQn
About SpectraScience
SpectraScience, Inc. (OTC QB: SCIE) is a San Diego based medical
device company that designs, develops, manufactures and markets
spectrophotometry systems capable of determining whether tissue is
normal, pre-cancerous or cancerous without physically removing
tissue from the body. The WavSTAT(TM) Optical Biopsy System uses
light to optically scan tissue and provide the physician with an
immediate analysis.
SPRINGMORE II: U.S. Trustee Seeks Dismissal of Ch. 11 Case
----------------------------------------------------------
Judy A. Robbins, the United States Trustee for Region 4, asks the
U.S. Bankruptcy Court to enter an order directing Springmore II,
LLC, to distribute pro rata the $2,269 funds remaining in its
operating account to the three administrative creditors, to
thereafter file a final accounting with a zero bank balance
statement with the Court, and to dismiss the case without further
hearing or order.
The U.S. Trustee asserts that after payment of the secured creditor
from the sales proceeds of the hotel, the Debtor has $30,000
remaining from the sale proceeds earmarked for distribution to
administrative claimants, including the Debtor's counsel, the court
approved accountant, and the U.S. Trustee for quarterly fees.
After the distribution of the earmarked sale proceeds the IRS filed
an administrative proof of claim for the amount of $45,547.
According to the U.S. Trustee, there is a necessity to distribute
the Debtor's remaining asset among the three administrative
creditors, the IRS, the accountant and the U.S. Trustee because the
only remaining asset the Debtor has is an operating account that
contains funds in the amount of $2,269, the Debtor has no business
activity and no prospect for receiving any more funds for payments
to creditors.
Judy A. Robbins, the United States Trustee for Region Four is
represented by:
Debra A. Wertman, Esq.
ASSISTANT U.S. TRUSTEE
300 Virginia Street East Suite 2025
Charleston, WV 25301
Telephone: 304-347-3400
About Springmore II
Bettye J. Morehead, Brown Edwards & Co., and DBK Investments &
Development Corporation, filed an involuntary petition for Chapter
11 against Wytheville, Virginia-based Springmore II, LLC (Bankr.
S.D. W.Va. Case No. 13-50064) on April 1, 2013. Judge Ronald G.
Pearson presides over the case. Joe M. Supple, Esq., at Supple Law
Office, PLLC, in Point Pleasant, West Virginia, represents the
petitioners as counsel.
The Court entered a default order for relief on May 1, 2013.
George L. Lemon, Esq., represents the Debtor as counsel.
The U.S. Trustee has been unable to appoint a committee of
unsecured creditors.
SQUARETWO FINANCIAL: Loan Maturity Date Extended to April 29
------------------------------------------------------------
Stephanie Gleason, writing for Dow Jones' Daily Bankruptcy Review,
reported that lenders to SquareTwo Financial Corp. have extended a
loan maturity date until the end of the month as the company seeks
to restructure its balance sheet.
According to the Company's regulatory filing with the U.S.
Securities and Exchange Commission, on April 5, 2016, SquareTwo,
together with certain of its domestic and Canadian subsidiaries,
Ally Bank, as agent, Canadian agent and a lender and certain other
financial institutions as lenders, entered into Amendment No. 7 to
its Loan Agreement dated as of April 7, 2010, as amended, among
SquareTwo, Preferred Credit Resources Limited, certain other
affiliates of SquareTwo, Ally Commercial Finance LLC and the other
lenders from time to time party thereto. Pursuant to the terms of
the Amendment, the following material adjustments were made to the
Loan Agreement: (i) the maximum commitment amount of the revolving
credit facility was decreased from $245,000,000 to $140,000,000 and
(ii) the term of the revolving credit facility was extended and now
expires on April 29, 2016. In addition, certain additional
covenants have been added to the Loan Agreement.
The Company stated, "As SquareTwo moves towards a long-term change
in capital structure, this Amendment provides SquareTwo the ability
to continue ongoing negotiations to obtain support of certain
lenders and investors as part of financing alternatives for the
senior revolving credit facility and the senior second lien notes.
SquareTwo has assessed all changes to the Loan Agreement including
changes in commitment levels and covenants and will continue normal
operations through the revised expiration date of the Loan
Agreement."
* * *
The Troubled Company Reporter on April 5, 2016, reported that
Standard & Poor's Ratings Services said it lowered its long-term
issuer credit rating on SquareTwo Financial Corp. to 'D' from
'CCC'. S&P also lowered its ratings on the company's senior
second-lien notes to 'D' from 'CCC-'. At the same time, S&P
removed the ratings from CreditWatch with negative implications,
where S&P placed them on Dec. 11, 2015.
The rating actions follow the announcement by SquareTwo that it
will not make its scheduled April 1, 2016, interest payment on the
$290 million second-lien senior secured notes, due April 2017.
The TCR, on April 4, 2016, reported that Moody's Investors Service
downgraded SquareTwo Financial Corporation's Corporate Family
Rating and Senior Secured Second Lien Notes to Ca. The outlook for
the ratings is negative.
The Moody's downgrade reflects SquareTwo's increasing refinancing
risk due to the impending maturity of its senior revolving credit
facility which matures on 6 April 2016. SquareTwo is currently in
active discussions with investors and lenders as part of a broader
evaluation of financing options. In addition, SquareTwo announced
that it does not anticipate making the semi-annual interest payment
to the holders of the second lien notes which is due 1 April 2016.
The negative outlook reflects the significant challenge which
SquareTwo's management faces in completing a significant
refinancing in current market conditions and the potential for a
weak recovery on the existing purchased debt portfolio should
refinancing efforts fail.
SUNTECH AMERICA: Plan Confirmation Hearing Adjourned to April 27
----------------------------------------------------------------
Suntech America, Inc., and its affiliated debtors announced that
the hearing to consider confirmation of their plan of liquidation
has been adjourned for April 27, 2016 at 1:00 p.m. (prevailing
Eastern Time) before The Honorable Christopher S. Sontchi, United
States Bankruptcy Judge, in the Bankruptcy Court, 824 North Market
Street, 5th Floor, Courtroom 6, Wilmington, Delaware 19801.
Based on the date of the Confirmation Hearing, each of (i) the
Deadline to File Memoranda of Law and/or Affidavits in Support of
Confirmation of the Combined Plan and Disclosure Statement,2 (ii)
the Deadline to File Replies to any Objections to the Combined Plan
and Disclosure Statement, and (iii) the Vote Report Filing Deadline
has been extended to April 25, 2016 at 12:00 p.m. (prevailing
Eastern Time).
On Nov. 17, 2015, the Debtors, with the support of the Committee,
filed the Debtors' Combined Disclosure Statement and Chapter 11
Plan of Liquidation.
On Jan. 14, 2016, the Court entered an order approving the
Solicitation Procedures Motion and authorizing the Debtors to
solicit votes on the Combined Plan and Disclosure Statement. The
Court set a Feb. 16 deadline for ballots and objections, and a Feb.
25 hearing to consider confirmation of the Plan. The Feb. 25
hearing was adjourned by the Debtors.
On Feb. 19, the Debtors filed an omnibus objection to disputed
warranty-related claims solely for purposes of voting to accept or
reject the Plan. The Debtors explained that they have received
claims on account of warranties provided by former affiliate Wuxi
Suntech Power Co., Ltd., to customers of photovoltaic (PV) modules.
According to the Debtors, Wuxi has agreed to honor the warranties
with the same force, effect and validity as such warranties existed
prior to the sale of Wuxi to Jiangsu Sunfeng Photovoltaic
Technology Co., Ltd. in April 2014. The Debtors have examined the
disputed warranty claims and have determined that such Claims seek
recovery for amounts for which the Debtors have no liability.
On March 4, Wuxi Suntech Power Co. Ltd., responded to the Omnibus
Objection, acknowledging that "Wuxi has agreed to reconfirm its
obligation to honor Old Wuxi's standard warranties in effect on
the day Wuxi purchased Old Wuxi's assets in the PRC with the same
force, effect and validity as such warranties existed against Old
Wuxi." However, Wuxi objects to the Debtors' characterization
that the Disputed Warranty Claims "all relate to claims that arise
under, or are otherwise covered by, the Warranties."
The Chapter 11 Plan
Suntech America, Inc., et al., filed with the U.S. Bankruptcy
Court for the District of Delaware a combined disclosure statement
and Chapter 11 plan of liquidation, which serve as the culmination
of extensive negotiations between the Debtors, the Official
Committee of Unsecured Creditors, The Solyndra Residual Trust and
Wuxi Suntech Power Co., Ltd./Suntech Power Asia Pacific.
Majority of the Debtors' assets have already been liquidated to
cash. The Debtor has $16.3 million in cash and cash equivalents.
A plan settlement provides for the resolution of two significant
disputed claims against the Debtors (The Solyndra Residual Trust's
$1.5 billion Claim and Wuxi Suntech Power Co.'s approximate $145
million Claim). The general unsecured claims of Solyndra and Wuxi
are allowed at $360,441,916 and these claimants have agreed to a
payment of $10,312,500 plus 60% of the total value of any
additional assets, for a 2.86% recovery. Holders of other general
unsecured claims totaling $6 million are slated to recover 30%.
Holders of equity interests will receive the remaining cash after
distribution to holders of allowed claims have been made.
A black-lined version of the Combined Plan filed Jan. 14, 2016, is
available for free at http://bankrupt.com/misc/SUNTECHplan0114.pdf
About Suntech America
Headquartered in San Francisco, California, Suntech America, Inc.,
aka Suntech Power, an affiliate of Wuxi, China-based Suntech Power
Holdings Corp., was the main operating subsidiary of the Suntech
Group in the Americas and its primary business purpose was acting
as an intermediary for marketing, selling and distributing Suntech
Group manufactured products.
Suntech America, Inc., and Suntech Arizona, Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 15-10054 and
15-10056) on Jan. 12, 2015. Judge Christopher S. Sontchi presides
over the cases.
Mark D. Collins, Esq., Paul Noble Heath, Esq., William A.
Romanowicz, Esq., Zachary I Shapiro, Esq., at Richards, Layton &
Finger, P.A., serve as the Debtors' bankruptcy counsel. Upshot
Services LLC is the Debtors' claims and noticing agent.
The Debtors estimated their assets at between $100 million and
$500 million, and their debts at between $100 million and $500
million.
SYCAMORE INVESTMENT: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Sycamore Investment Group-Olympiad, LLC.
Sycamore Investment Group-Olympiad, LLC sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Southern District of Florida (Miami) (Case No. 16-11720) on
February 5, 2016. The petition was signed by Peter S. Pessoa,
authorized officer.
The Debtor is represented by Paul J. Battista, Esq., at Genovese
Joblove & Battista, P.A. The case is assigned to Judge Jay A.
Cristol.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
THINGS REMEMBERED: Hires FTI Consulting as Financial Advisor
------------------------------------------------------------
Lillian Rizzo, writing for Dow Jones' Daily Bankruptcy Review,
reported that struggling gift retailer Things Remembered Inc. has
hired a financial adviser to evaluate its operations and financial
position, according to people familiar with the situation.
The report, citing the people, said the Highland Heights,
Ohio-based company, known for engraving keepsakes for weddings,
graduations and birthdays, is working with advisory firm FTI
Consulting Inc.
The DBR report related that Things Remembered, which is backed by
private-equity firm Madison Dearborn Partners, has seen its sales
continuously decline in recent years and has grappled with a $178
million debt load that stems from a buyout in 2012. FTI, known for
helping companies restructure, is expected to help Things
Remembered review its operations and balance sheet, the report
cited the same people as saying.
* * *
The Troubled Company Reporter, on June 30, 2015, reported that
Moody's Investors Service downgraded Things Remembered, Inc.'s
Corporate Family Rating to Caa1 from B3 and the company's
Probability of Default Rating to Caa2-PD from Caa1-PD. Moody's
also downgraded Things Remembered's senior secured credit
facilities to B3 from B2. The outlook remains negative.
The downgrade reflects Things Remembered's continued weak
operating
performance and Moody's expectation that the company will be
challenged to remain in compliance with its credit agreement
without a meaningful improvement in operating performance or an
amendment to the credit facility. Moody's expects that revenue
declines in the low single digit range, combined with step-downs
to
the net leverage test and minimal cushion on the interest coverage
test, could result in another violation of the company's financial
maintenance covenants over the next 12-24 months. Things
Remembered violated its financial maintenance covenants in the
first quarter of fiscal 2015, but has since cured the violation
with a capital contribution (as allowed per the terms of the
credit
agreement). The company also amended its credit agreement in
September 2014 and loosened the financial covenants, however
declining sales and lower margins have once again pressured
covenants.
TRIBUNE MEDIA: Court Disallows Younge's Claim No. 3333 in Entirety
------------------------------------------------------------------
Before the Court is the reorganized debtor Tribune Media Company et
al.'s objection to Claim No. 3333 of Keith Younge pursuant to
Sections 502(b) and 558 of the Bankruptcy Code and Bankruptcy Rules
3001, 3003, and 3007. The claimant, Keith Younge filed a proof of
claim against Tribune Television Company referencing a complaint
that he filed with the Philadelphia Commission on Human Relations
alleging claims based on employment discrimination and hostile work
environment.
In the Claim Objection, the Reorganized Debtors argue that Younge's
claim fails as a matter of law.
In the Memorandum dated March 18, 2016 which is available at
http://is.gd/pJUgFVfrom Leagle.com, Judge Kevin J. Carey of the
United States Bankruptcy Court for the District of Delaware
sustained the Debtors' objection to Younge's claim and Claim No.
3333 of Younge is disallowed and expunged in its entirety.
The case is In re: TRIBUNE MEDIA COMPANY, et al.,, Chapter 11,
Reorganized Debtors, Case No. 08-13141 (KJC).
Tribune Media Company, Reorganized Debtors, Debtor, is represented
by Matthew G. Martinez, Esq. -- matthew.martinez@sidley.com --
Sidley Austin LLP, Norman L. Pernick, Esq. --
npernick@coleschotz.com -- Cole Schotz P.C., Patrick J. Reilley,
Esq. -- preilley@coleschotz.com -- Cole Schotz P.C., J. Kate
Stickles, Esq. -- kstickles@coleschotz.com -- Cole Schotz P.C..
Kenneth N. Klee, Examiner, is represented by Michael J. Farnan,
Esq. -- mfarnan@farnanlaw.com -- Farnan LLP, Charles O. Monk, II,
Esq. -- cmonk@saul.com -- Saul Ewing LLP, Robert J. Pfister, Esq.
-- rpfister@ktbslaw.com -- Klee, Tuchin, Bogdanoff & Stern LLP,
David M. Stern, Esq. -- dstern@ktbslaw.com -- Klee Tuchin Bogdanoff
& Stern LLP.
Litigation Trustee, Trustee, is represented by Richard Scott Cobb,
Esq. -- cobb@lrclaw.com -- Landis Rath & Cobb LLP, Jeffrey R.
Drobish, Esq. -- drobish@lrclaw.com -- Landis Rath & Cobb LLP, J.
Landon Ellis, Esq. -- Landis Rath & Cobb LLP, Jason Goldsmith, Esq.
-- Akin Gump Strauss Hauer & Feld LLP, James S. Green, Jr., Esq. --
green@lrclaw.com -- Landis, Rath & Cobb LLP, Deborah J. Newman,
Esq. -- djnewman@akingump.com -- Akin Gump Strauss Hauer & Feld
LLP, David M. Zensky, Esq. -- djnewman@akingump.com -- Akin, Gump,
Strauss, Hauer & Feld, LLP.
Marc S. Kirschner, as Litigation Trustee, Trustee, is represented
by Kimberly A. Brown, Esq. -- Matthew B. McGuire, Landis Rath &
Cobb LLP. -- Landis Rath & Cobb LLP, Landon Ellis, Landis Rath &
Cobb LLP.
Zuckerman Spaeder LLP, Creditor Committee, is represented by
Matthew B. McGuire, Esq. -- Matthew B. McGuire, Landis Rath & Cobb
LLP. -- Landis Rath & Cobb LLP.
TUSCANY ENERGY: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Tuscany Energy, LLC.
Tuscany Energy, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Florida (West Palm Beach) (Case No. 16-10398) on
January 11, 2016. The petition was signed by Donald Sider,
manager.
The Debtor is represented by Bradley S. Shraiberg, Esq., at
Shraiberg, Ferrara, & Landau P.A. The case is assigned to Judge
Erik P. Kimball.
The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million.
VALEANT PHARMACEUTICALS: Moody's 'B2' CFR Still on Review
---------------------------------------------------------
Moody's Investors Service commented that lender consent received by
Valeant Pharmaceuticals International, Inc. related to its senior
secured credit facilities is a positive development. There are no
changes to Valeant's ratings including the B2 Corporate Family
Rating, the Caa1-PD Probability of Default Rating, the Ba2 senior
secured rating or the B3 senior unsecured rating at this time.
These ratings remain under review for downgrade.
Headquartered in Laval, Quebec, Valeant Pharmaceuticals
International, Inc. is a global specialty pharmaceutical company
with expertise including branded dermatology, gastrointestinal
disorders, eye health, neurology, branded generics and OTC
products. Valeant reported approximately $10 billion in total
revenue for the 12 months ended Sept. 30, 2015.
WALTER ENERGY: Court Approves Global Settlement Procedures
----------------------------------------------------------
Walter Energy, Inc., et al., and their Official Committee of
Unsecured Creditors ("Official Committee") sought and obtained from
Judge Tamara O. Mitchell of the U.S. Bankruptcy Court for the
Northern District of Alabama, Southern Division, authorization of
their procedures to implement the global settlement with secured
creditors.
The Debtors and the Official Committee entered into a Global
Settlement with the informal group of certain unaffiliated first
lien lenders and first lien noteholders ("Steering Committee") and
Warrior Met Coal, LLC ("Met Coal"). Pursuant to the Global
Settlement, Met Coal will issue 1% of its equity to a newly formed
trust for the benefit of unsecured creditors. The Equity Trust
will be formed and funded at the closing of the sale of the
Debtors' core assets to Met Coal. In addition to receipt of the
Equity, certain beneficiaries of the Equity Trust will also have
the right to participate in any exit financing, including any
rights offering, on the same terms as the First Lien Creditors,
which participation rights will be consistent with the Equity
Trust's pro forma closing ownership interest in Met Coal. By
agreement of Met Coal, certain Equity Trust beneficiaries have
until April 15, 2016 to participate in any exit financing.
The Parties request authority to:
(a) calculate the aggregate dollar amount of unsecured claims at
$81.6 billion ("Aggregate Claim Amount") for purposes of making pro
rata distributions of Equity and determining a creditor's
eligibility to participate in any exit financing, and
(b) for sake of administrative convenience, not make any
distributions from the Equity Trust to claims below $2 million
("Minimum Claim Amount").
The procedures contain, among others, these relevant terms:
(1) Calculation of Claims: To implement the Global Settlement,
the Parties propose that the claims and noticing agent ("Claims
Agent") apply the following rules, among others, to the filed and
scheduled claims in the Chapter 11 cases ("Claims") to calculate
the Aggregate and Minimum Claim Amounts for purposes of making pro
rata distributions of Equity and determining a creditor's
eligibility to participate in any exit financing:
(a) Scheduled Claims. All Claims scheduled by the Debtors
as unsecured Claims, for which no superseding proof of claim was
filed, will be counted at their liquidated scheduled amount,
regardless of whether the Debtors indicated that any such Claim was
contingent, disputed or unliquidated.
(b) Filed Claims. All Claims for which a proof of claim
was filed, and for which no scheduled Claim was matched by the
Claims Agent, will be counted at their liquidated, filed amount.
(c) Superseding Claims. All scheduled or filed Claims for
which the Claims Agent determines an amending, superseding Claim
was filed or scheduled shall be counted at the liquidated amount
(if any) set forth in the amending, superseding Claim, and the
amended, superseded Claim will not be counted.
(d) Duplicate Claims. All filed Claims that the Claims
Agent matches to the Debtors' schedules based on determining an
exact match between the name of the creditor, address of the
creditor, and the debtor against which the claim is asserted, will
be counted at their filed amount, regardless of whether that amount
is more or less than the scheduled amount.
(2) Procedures to Limit the Trading of Notes: To determine the
allocation of the Equity to beneficial noteholders and to
facilitate the beneficial noteholders' participation in any exit
financing, the Parties propose to set a record date of April 1,
2016 ("Record Date") for determining the owner and amount of each
Note claim. Any transfer of a beneficial Note claim after the
Record Date will not be recognized for purposes of the distribution
of Equity and the ability to participate in any exit financing.
(3) Procedures for Participation in Any Exit Financing: The
Claims Agent will use reasonable efforts to send an eligibility
notice to unsecured creditors who hold Qualifying Claims and meet
the Minimum Claim Amount threshold in accordance with the
Participation Procedures to determine whether each unsecured
creditor is an "accredited investor", or is acting for accounts of
one or more "accredited investors" as to which it exercises sole
investment discretion. Any unsecured creditor (i) who holds
Qualifying Claims and meets the Minimum Claim Amount threshold, and
(ii) who qualifies as an accredited investor, in each case, within
the prescribed time period, will receive materials from Met Coal
regarding the terms of its exit financing, and, subject to
customary exceptions, including with respect to limiting the
maximum number of creditors that can participate in the exit
financing in order to comply with applicable law, the ability to
participate in up to 1% in the aggregate of any such exit
financing. Any equity on account of a qualified unsecured
creditor's participation in any such exit financing shall be issued
by Met Coal to the qualified unsecured creditor directly and not to
the Equity Trust.
(4) Procedures for Payment of UCC Members' and Professionals'
Fees: In furtherance of the relief granted in the Global Settlement
Order and as contemplated by paragraph 3(b) of the Settlement Term
Sheet, the Parties also seek to implement the Global Settlement
Implementation Procedures, pursuant to which the fees and expenses
of the indenture trustees for the unsecured notes and their
retained professionals, as well as the fees and expenses of the
members of the UCC and their retained professionals incurred in
connection with their membership on the UCC, may be paid through
the Closing in an amount not to exceed $1.2 million in the
aggregate, as provided in the Stalking Horse Agreement, as amended,
without the need for any further order of this Court or the filing
of monthly or interim fee applications.
The Debtors contended that authorizing the implementation of the
Participation Procedures to calculate the Aggregate and Minimum
Claim Amounts, and a creditor's ability to participate in any exit
financing, constitutes a sound exercise of the Debtors' business
judgment. The Debtors further contended that they do not have the
funds to engage in a formal and comprehensive claims allowance
process and that the Participation Procedures are the only
available option to effectuate and implement the Global Settlement
and should be approved.
Walter Energy, Inc., and its affiliated debtors are represented
by:
Jay Bender, Esq.
Cathleen Moore, Esq.
James Bailey, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
One Federal Place
1819 Fifth Avenue North
Birmingham, AL 35203
Telephone: (205)521-8000
E-mail: pdarby@babc.com
jbender@babc.com
ccmoore@babc.com
jbailey@babc.com
- and -
Stephen J. Shimshak, Esq.
Kelley A. Cornish, Esq.
Claudia R. Tobler, Esq.
Ann K. Young, Esq.
PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP
1285 Avenue of the Americas
New York, NY 10019
Telephone: (212)373-3000
E-mail: sshimshak@paulweiss.com
kcornish@paulweiss.com
ctobler@paulweiss.com
ayoung@paulweiss.com
mrudnick@paulweiss.com
The Official Committee of Unsecured Creditors is represented by:
Bill D. Bensinger, Esq.
Daniel D. Sparks, Esq.
CHRISTIAN & SMALL LLP
505 North 20th Street, Suite 1800
Birmingham, AL 35203-2696
Telephone: (205)250-6626
Facsimile: (205)328-7234
E-mail: bdbensinger@scattorneys.com
ddsparks@csattorneys.com
- and -
Lorenzo Marinuzzi, Esq.
Samantha Martin, Esq.
MORRISON & FOERSTER LLP
250 West 55th Street
New York, NY 10019-9601
Telephone: (212)468-8000
E-mail: Lmarinuzzi@mofo.com
smartin@mofo.com
About Walter Energy
Walter Energy, Inc. -- http://www.walterenergy.com/-- is a
metallurgical coal producer for the global steel industry with
strategic access to steel producers in Europe, Asia and South
America. The Company also produces thermal coal, anthracite,
metallurgical coke and coal bed methane gas, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy and its affiliates sought Chapter 11 protection
(Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama
on July 15, 2015, after signing a restructuring support agreement
with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total
debt of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; PJT Partners LP serves as
investment banker, replacing Blackstone Advisory Services, L.P.;
AlixPartners, LLP, as financial advisor, and Kurtzman Carson
Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner &
Block LLP as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders -- Steering Committee -- retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WEST CABINET: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of West Cabinet, Inc.
West Cabinet, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Eastern
District of Kentucky (London) (Case No. 16-60324) on March 25,
2016.
The Debtor is represented by Jamie L. Harris, at DelCotto Law Group
PLLC. The case is assigned to Judge Gregory R. Schaaf.
A Section 341 meeting is scheduled for May 11, 2016.
WORLDWIDE INVESTMENTS I: US Trustee Unable to Appoint Committee
---------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Worldwide Investments I, LLC.
Worldwide Investments I, LLC sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) (Case No. 16-11183) on January 27,
2016. The petition was signed by Ali A. Malek, manager of AAM
Holding Company LLC, its manager.
The Debtor is represented by Eyal Berger, Esq., and Catherine E
Douglas, Esq., at Akerman LLP. The case is assigned to Judge Laurel
M. Isicoff.
The Debtor disclosed total assets of $395,375 and total debts of
$289,250.
WORLDWIDE INVESTMENTS II: US Trustee Unable to Appoint Committee
----------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Worldwide Investments II, LLC.
Worldwide Investments II, LLC sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) (Case No. 16-11185) on January 27,
2016. The petition was signed by Ali A. Malek, manager of AAM
Holding Company LLC, its manager.
The Debtor is represented by Eyal Berger, Esq., and Catherine E
Douglas, Esq., at Akerman LLP. The case is assigned to Judge
Laurel M. Isicoff.
WORLDWIDE INVESTMENTS III: US Trustee Unable to Appoint Committee
-----------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Worldwide Investments III, LLC.
Worldwide Investments III, LLC sought protection under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of Florida (Miami) (Case No. 16-11189) on January
27, 2016. The petition was signed by Ali A. Malek, manager of AAM
Holding Company LLC, its manager.
The Debtor is represented by Eyal Berger, Esq., and Catherine E
Douglas, Esq., at Akerman LLP. The case is assigned to Judge Laurel
M. Isicoff.
WORLDWIDE TRANSPORTATION: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Worldwide Transportation Services Inc.
Worldwide Transportation Services Inc. filed for Chapter 11
bankruptcy protection (Bankr. S.D. Fla. Case No. 16-11136) on Jan.
26, 2016, estimating its assets and liabilities at between $1
million and $10 million. The petition was signed by Ali A. Malek,
president.
The Debtor is represented by Eyal Berger, Esq., at Akerman LLP.
Judge Laurel M. Isicoff presides over the case.
The Debtor is headquartered in Miami Lakes, Florida. It provides
old school chauffeurs with luxury vehicles.
[*] Bernstein Shur Assembles Powerhouse Bankruptcy Mediation Team
-----------------------------------------------------------------
The use of mediation in complex bankruptcy cases is on the rise as
parties seek to avoid costly and time-consuming litigation.
Responding to this demand, leading law firm Bernstein Shur, known
for its high-profile work in business restructurings and Chapter 11
cases throughout the nation, has assembled a powerhouse team in its
newly-established Complex Bankruptcy Mediation & Fiduciary Services
Group.
Led by nationally-recognized bankruptcy attorney, Robert J. Keach,
and retired bankruptcy judge, Louis H. Kornreich, the group brings
together some of the industry's top talent to provide mediation,
consulting and fiduciary services. Their combined experience
covers myriad industries including agriculture, paper,
manufacturing, retail, electricity, railroads, petroleum and
natural gas.
"Litigation is not cost-effective and outcomes are uncertain. An
experienced mediator can assist parties in reaching a pragmatic
result. For example, the uncertainties and realities arising from
recent decisions concerning the rejection of mid-stream contracts
in the natural gas industry should cause parties to consider
mediation," explained Judge Kornreich, who retired as Chief Judge
of the U.S. Bankruptcy Court for the District of Maine after 14
years on the bench. "We addressed many of these issues ten years
ago in the Androscoggin Energy case with parties from all over the
U.S. and Canada. What became apparent then is equally true today's
mediation will lead to a quicker and less costly result. The same
is true of disputes in other areas suffering from the current
downturn like the maritime industry."
Widely recognized for his talent as a mediator, leader and problem
solver, Judge Kornreich brings deep experience in cross-border,
multi-party matters including the transmission of electrical power,
petroleum and natural gas. In addition to his service in the
District of Maine, Judge Kornreich served as a visiting judge in
the Districts of Delaware and New Hampshire, and on the Bankruptcy
Appellate Panel for the First Circuit. He is a registered mediator
with the U.S. Bankruptcy Courts for the Southern District of New
York, Delaware and Massachusetts.
"Judge Kornreich is well-versed in mediation and guiding parties
toward mutually-agreeable resolutions," says Robert J. Keach,
co-chair of Bernstein Shur's Business Restructuring & Insolvency
Practice Group. Judge Kornreich is also available for fiduciary
and court appointed trustee services.
Robert J. Keach is the former president of the American Bankruptcy
Institute. He is recognized as a "Star Individual" in Corporate
M&A/Bankruptcy by Chambers USA, in Best Lawyers in America, and by
New England Super Lawyers, and has served as fee examiner for
high-profile cases such as American Airlines and as trustee for the
Montreal, Maine and Atlantic Railway bankruptcy. His experience on
every side of a bankruptcy case makes him the right choice to be a
court-appointed fiduciary.
About Bernstein Shur
Founded in 1915, Bernstein Shur -- http://www.bernsteinshur.com--
is a New England-based law firm with clients across the U.S. and
around the world. The firm has more than 100 award-winning
attorneys and professionals who provide practical and innovative
counsel in more than 20 key areas, catering to a broad range of
clients and industries. Bernstein Shur is known for simplifying
complex issues and winning through steadfast persistence. The firm
is Maine's exclusive member of Lex Mundi, the world's leading
association of independent law firms.
[*] Five Attorneys Join SmithAmundsen's Indianapolis Office
-----------------------------------------------------------
The law firm of SmithAmundsen continues aggressive growth in
Indiana adding five attorneys to its Indianapolis office, including
partners Phillip Fowler and Steven Lammers, and associates
Cate Sabatine, Christopher Simpkins and Matthew Thielemann. This
second significant expansion of the Indianapolis office firmly
cements the firm's position as a law firm to watch in Indiana.
The firm has handpicked these exceptional local attorneys to join
SmithAmundsen's supportive and inclusive culture, client service
focus and collaborative environment. The firm's attorneys put the
client first with a commitment to work as a business partner rather
than just a service provider.
"SmithAmundsen's way of doing business is refreshing in the legal
marketplace," said Stephen Stitle, Indiana Managing Partner.
"SmithAmundsen provides a uniquely innovative, entrepreneurial
culture where attorneys thrive."
These five experienced attorneys join established financial
services attorneys, Stephen Stitle, John Tanselle and Larry Tomlin;
insolvency and restructuring attorneys Martha Lehman and Mark
Wenzel; intellectual property attorneys Constance Lindman, Dennis
Schell, Eric Lamb, Kelly Smith and Gabriel Applegate; health care
attorneys Melinda Shapiro, Laura Bonadies and Phillip List;
litigator Jeanne Hamilton; and labor and employment attorneys
Suzanne Newcomb and Debra Mastrian in the Indianapolis office.
Phillip Fowler, partner, is a skilled complex business litigation
attorney. He represents corporate entities and their owners,
officers and directors. He regularly handles matters including
product liability, professional liability and financial matters.
Mr. Fowler is past chair of the Indiana State Bar Association,
litigation section and former chair of the USLAW, e-discovery
committee.
Steven Lammers, partner, devotes his practice to defending clients
in various litigation matters. As a member of SmithAmundsen's
Health Care Practice Group, he represents health care organizations
and individuals in complex litigation matters. Steve regularly
defends hospitals, nursing homes, long term care facilities and
physicians in complex contract disputes, medical malpractice,
premises liability and other matters. As a member of our
Insolvency & Restructuring Group, Mr. Lammers represents banks and
other secured and unsecured creditors in loan workouts, foreclosure
and bankruptcy proceedings. Outside the office Steve and his
family champion causes for the special needs community. Steve
served on the Chasing Dreams Inc. Board of Directors for two years,
supporting those with developmental disabilities and other special
needs in the community.
Cate Sabatine, associate, counsels clients dealing with medical
malpractice, breach of contract and negligence claims. As a member
of both the Health Care and Commercial Litigation Practice Groups,
Ms. Sabatine assists clients with a variety of issues including
compliance with state and federal regulations. She routinely
represents nursing homes and other health care providers in
litigation and enforcement proceedings before state and federal
courts.
Christopher Simpkins, associate, provides his clients with unique
litigation strategies and solutions. As a member of the firm's
Health Care Practice Group, Mr. Simpkins defends health care
providers and long term care facilities in medical malpractice
matters and advises clients on litigation avoidance strategies and
regulatory compliance. Mr. Simpkins also has extensive experience
in insurance coverage disputes, subrogation matters, and general
liability insurance defense litigation, having defended numerous
cases involving premise liability, products liability, fires and
construction losses.
Matthew Thielemann, associate, stands between his clients and the
threat of litigation.
Mr. Thielemann handles intellectual property, information
technology, e-commerce, telecommunications, corporate and media
issues. He is a keen advocate during litigation, representing
corporate and individual clients in matters relating to business,
corporate and contract issues. His transactional and litigation
practices include telecommunications, trade secret, copyright,
trademark and patent matters for numerous clients.
About Smithamundsen
SmithAmundsen is a law firm comprised of more than 160 attorneys
practicing from offices in Chicago, St. Charles, Rockford and
Woodstock, IL; Indianapolis, IN; St. Louis, MO; and Milwaukee, WI.
The firm handles the transactional, labor and employment and
litigation needs of companies across the U.S.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
ABSOLUTE SOFTWRE ALSWF US 108.3 (42.6)
(41.9)
ABSOLUTE SOFTWRE ABT CN 108.3 (42.6)
(41.9)
ABSOLUTE SOFTWRE OU1 GR 108.3 (42.6)
(41.9)
ABSOLUTE SOFTWRE ABT2EUR EU 108.3 (42.6)
(41.9)
ADV MICRO DEVICE AMD* MM 3,109.0 (412.0) 917.0
ADVENT SOFTWARE ADVS US 424.8 (50.1)
(110.8)
AEROJET ROCKETDY AJRD US 2,034.9 (145.5) 108.5
AEROJET ROCKETDY GCY GR 2,034.9 (145.5) 108.5
AEROJET ROCKETDY GCY TH 2,034.9 (145.5) 108.5
AK STEEL HLDG AK2 TH 4,084.4 (595.6) 763.6
AK STEEL HLDG AK2 GR 4,084.4 (595.6) 763.6
AK STEEL HLDG AKS* MM 4,084.4 (595.6) 763.6
AK STEEL HLDG AKS US 4,084.4 (595.6) 763.6
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC 8AL GR 174.9 (2.4)
(21.3)
ANGIE'S LIST INC ANGI US 174.9 (2.4)
(21.3)
ARCH COAL INC ACIIQ* MM 5,106.7 (1,244.3)
(4,361.0)
ARGOS THERAPEUTI ARGS US 31.1 (28.2) 0.7
ARGOS THERAPEUTI 77A GR 31.1 (28.2) 0.7
ARIAD PHARM APS GR 546.7 (103.1) 142.9
ARIAD PHARM APS TH 546.7 (103.1) 142.9
ARIAD PHARM ARIAEUR EU 546.7 (103.1) 142.9
ARIAD PHARM ARIA US 546.7 (103.1) 142.9
ARIAD PHARM APS QT 546.7 (103.1) 142.9
ARIAD PHARM ARIA SW 546.7 (103.1) 142.9
ARIAD PHARM ARIACHF EU 546.7 (103.1) 142.9
ASPEN TECHNOLOGY AST GR 276.4 (22.2)
(4.4)
ASPEN TECHNOLOGY AZPN US 276.4 (22.2)
(4.4)
AUTOZONE INC AZO US 8,366.4 (1,741.3)
(784.8)
AUTOZONE INC AZ5 GR 8,366.4 (1,741.3)
(784.8)
AUTOZONE INC AZ5 QT 8,366.4 (1,741.3)
(784.8)
AUTOZONE INC AZ5 TH 8,366.4 (1,741.3)
(784.8)
AUTOZONE INC AZOEUR EU 8,366.4 (1,741.3)
(784.8)
AVID TECHNOLOGY AVID US 247.9 (329.6)
(167.5)
AVID TECHNOLOGY AVD GR 247.9 (329.6)
(167.5)
AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1
AVON - BDR AVON34 BZ 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP* MM 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP CI 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP US 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP TH 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP GR 3,879.5 (1,056.4) 146.0
AVON PRODUCTS AVP QT 3,879.5 (1,056.4) 146.0
BARRACUDA NETWOR 7BM GR 429.9 (30.5)
(27.7)
BARRACUDA NETWOR 7BM QT 429.9 (30.5)
(27.7)
BARRACUDA NETWOR CUDAEUR EU 429.9 (30.5)
(27.7)
BARRACUDA NETWOR CUDA US 429.9 (30.5)
(27.7)
BENEFITFOCUS INC BTF GR 182.1 (18.0) 18.4
BENEFITFOCUS INC BNFT US 182.1 (18.0) 18.4
BERRY PLASTICS G BERY US 7,710.0 (67.0) 646.0
BERRY PLASTICS G BP0 GR 7,710.0 (67.0) 646.0
BLUE BIRD CORP 1291067D US 251.0 (121.5) 1.5
BLUE BIRD CORP BLBD US 251.0 (121.5) 1.5
BOMBARDIER INC-B BBDBN MM 22,903.0 (4,054.0) 282.0
BOMBARDIER-B OLD BBDYB BB 22,903.0 (4,054.0) 282.0
BOMBARDIER-B W/I BBD/W CN 22,903.0 (4,054.0) 282.0
BRINKER INTL EAT US 1,579.9 (164.9)
(195.1)
BRINKER INTL BKJ GR 1,579.9 (164.9)
(195.1)
BRP INC/CA-SUB V B15A GR 2,445.2 (14.1) 363.3
BRP INC/CA-SUB V DOO CN 2,445.2 (14.1) 363.3
BRP INC/CA-SUB V BRPIF US 2,445.2 (14.1) 363.3
BUFFALO COAL COR BUC SJ 54.9 (10.1)
(4.5)
BURLINGTON STORE BURL US 2,580.1 (99.0) 46.4
BURLINGTON STORE BUI GR 2,580.1 (99.0) 46.4
CABLEVISION SY-A CVY TH 6,867.3 (4,911.6)
(313.1)
CABLEVISION SY-A CVC US 6,867.3 (4,911.6)
(313.1)
CABLEVISION SY-A CVY GR 6,867.3 (4,911.6)
(313.1)
CABLEVISION SY-A CVCEUR EU 6,867.3 (4,911.6)
(313.1)
CABLEVISION-W/I CVC-W US 6,867.3 (4,911.6)
(313.1)
CABLEVISION-W/I 8441293Q US 6,867.3 (4,911.6)
(313.1)
CAMBIUM LEARNING ABCD US 141.4 (74.2)
(54.9)
CASELLA WASTE WA3 GR 649.9 (21.6)
(8.7)
CASELLA WASTE CWST US 649.9 (21.6)
(8.7)
CENTENNIAL COMM CYCL US 1,480.9 (925.9)
(52.1)
CHARTER COM-A CKZA TH 39,316.0 (46.0)
(1,627.0)
CHARTER COM-A CKZA GR 39,316.0 (46.0)
(1,627.0)
CHARTER COM-A CHTR US 39,316.0 (46.0)
(1,627.0)
CHOICE HOTELS CZH GR 717.0 (395.9) 102.9
CHOICE HOTELS CHH US 717.0 (395.9) 102.9
CINCINNATI BELL CBB US 1,454.4 (298.2)
(58.8)
CINCINNATI BELL CIB GR 1,454.4 (298.2)
(58.8)
CLEAR CHANNEL-A C7C GR 6,357.2 (569.7) 656.6
CLEAR CHANNEL-A CCO US 6,357.2 (569.7) 656.6
CLIFFS NATURAL R CLF* MM 2,135.5 (1,811.6) 401.0
CLIFFS NATURAL R CLF US 2,135.5 (1,811.6) 401.0
COGENT COMMUNICA OGM1 GR 662.8 (12.3) 182.4
COGENT COMMUNICA CCOI US 662.8 (12.3) 182.4
COHERUS BIOSCIEN CHRS US 212.4 (6.9) 91.4
COHERUS BIOSCIEN 8C5 TH 212.4 (6.9) 91.4
COHERUS BIOSCIEN CHRSEUR EU 212.4 (6.9) 91.4
COHERUS BIOSCIEN 8C5 GR 212.4 (6.9) 91.4
COLGATE-BDR COLG34 BZ 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CL* MM 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CPA QT 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CLEUR EU 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CPA TH 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CPA GR 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CL US 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CL SW 11,958.0 (44.0) 850.0
COLGATE-PALMOLIV CLCHF EU 11,958.0 (44.0) 850.0
COMMUNICATION CSAL US 2,542.6 (1,166.9) -
COMMUNICATION 8XC GR 2,542.6 (1,166.9) -
CPI CARD GROUP I CPB GR 280.4 (86.6) 59.0
CPI CARD GROUP I PMTS US 280.4 (86.6) 59.0
CPI CARD GROUP I PNT CN 280.4 (86.6) 59.0
CYAN INC YCN GR 112.1 (18.4) 56.9
CYAN INC CYNI US 112.1 (18.4) 56.9
DELEK LOGISTICS DKL US 375.3 (11.0) 26.4
DELEK LOGISTICS D6L GR 375.3 (11.0) 26.4
DENNY'S CORP DENN US 297.0 (60.6)
(65.1)
DENNY'S CORP DE8 GR 297.0 (60.6)
(65.1)
DIRECTV DTV CI 25,321.0 (3,463.0) 1,360.0
DIRECTV DTVEUR EU 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV US 25,321.0 (3,463.0) 1,360.0
DOMINO'S PIZZA EZV TH 799.8 (1,800.3) 226.7
DOMINO'S PIZZA DPZ US 799.8 (1,800.3) 226.7
DOMINO'S PIZZA EZV GR 799.8 (1,800.3) 226.7
DPL INC DPL US 3,340.8 (62.2)
(453.8)
DUN & BRADSTREET DNB US 2,273.6 (1,105.3) 0.4
DUN & BRADSTREET DB5 GR 2,273.6 (1,105.3) 0.4
DUN & BRADSTREET DNB1EUR EU 2,273.6 (1,105.3) 0.4
DUNKIN' BRANDS G DNKN US 3,197.1 (220.7) 139.0
DUNKIN' BRANDS G 2DB TH 3,197.1 (220.7) 139.0
DUNKIN' BRANDS G 2DB GR 3,197.1 (220.7) 139.0
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
EMPIRE RESORTS I LHC1 GR 65.4 (1.5)
(6.7)
EMPIRE RESORTS I NYNY US 65.4 (1.5)
(6.7)
ENERGIZER HOLDIN ENR US 1,617.5 (32.5) 639.3
ENERGIZER HOLDIN EGG GR 1,617.5 (32.5) 639.3
ENERGIZER HOLDIN ENR-WEUR EU 1,617.5 (32.5) 639.3
EOS PETRO INC EOPT US 1.2 (27.9)
(29.0)
EPL OIL & GAS IN EPA1 GR 563.6 (933.3)
(308.4)
EPL OIL & GAS IN EPL US 563.6 (933.3)
(308.4)
ERIN ENERGY CORP ERN SJ 376.2 (105.8)
(314.8)
EXELIXIS INC EX9 GR 332.3 (104.3) 126.4
EXELIXIS INC EXEL US 332.3 (104.3) 126.4
EXELIXIS INC EX9 TH 332.3 (104.3) 126.4
EXELIXIS INC EXELEUR EU 332.3 (104.3) 126.4
FAIRPOINT COMMUN FRP US 1,322.5 (1.5)
(4.1)
FAIRPOINT COMMUN FONN GR 1,322.5 (1.5)
(4.1)
FREESCALE SEMICO 1FS TH 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSL US 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS QT 3,159.0 (3,079.0) 1,264.0
GAMCO INVESTO-A GBL US 104.0 (276.3) -
GAMING AND LEISU 2GL GR 2,448.2 (253.5)
(83.7)
GAMING AND LEISU GLPI US 2,448.2 (253.5)
(83.7)
GARDA WRLD -CL A GW CN 1,828.2 (378.3) 124.2
GARTNER INC IT US 2,174.7 (132.4)
(182.5)
GARTNER INC GGRA GR 2,174.7 (132.4)
(182.5)
GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0
GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GOLD RESERVE INC GDRZF US 15.0 (32.3)
(42.5)
GOLD RESERVE INC GOD GR 15.0 (32.3)
(42.5)
GOLD RESERVE INC GRZ CN 15.0 (32.3)
(42.5)
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,242.0 (386.5) 30.8
H&R BLOCK INC HRB TH 2,874.0 (536.7) 631.6
H&R BLOCK INC HRB US 2,874.0 (536.7) 631.6
H&R BLOCK INC HRBEUR EU 2,874.0 (536.7) 631.6
H&R BLOCK INC HRB GR 2,874.0 (536.7) 631.6
HCA HOLDINGS INC HCAEUR EU 32,744.0 (6,046.0) 3,716.0
HCA HOLDINGS INC 2BH TH 32,744.0 (6,046.0) 3,716.0
HCA HOLDINGS INC HCA US 32,744.0 (6,046.0) 3,716.0
HCA HOLDINGS INC 2BH GR 32,744.0 (6,046.0) 3,716.0
HECKMANN CORP-U HEK/U US 531.3 (38.3)
(461.5)
HERBALIFE LTD HOO GR 2,477.9 (53.5) 541.9
HERBALIFE LTD HLF US 2,477.9 (53.5) 541.9
HERBALIFE LTD HLFEUR EU 2,477.9 (53.5) 541.9
HEWLETT-PACKA-WI HPQ-W US 25,517.0 (4,909.0)
(1,606.0)
HOVNANIAN-A-WI HOV-W US 2,552.7 (143.1) 1,501.0
HP COMPANY-BDR HPQB34 BZ 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQ SW 25,517.0 (4,909.0)
(1,606.0)
HP INC 7HP TH 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQ* MM 25,517.0 (4,909.0)
(1,606.0)
HP INC HWP QT 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQCHF EU 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQ TE 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQ US 25,517.0 (4,909.0)
(1,606.0)
HP INC 7HP GR 25,517.0 (4,909.0)
(1,606.0)
HP INC HPQ CI 25,517.0 (4,909.0)
(1,606.0)
HUGHES TELEMATIC HUTCU US 110.2 (101.6)
(113.8)
IDEXX LABS IDXX US 1,475.0 (84.0)
(35.1)
IDEXX LABS IX1 GR 1,475.0 (84.0)
(35.1)
IDEXX LABS IX1 TH 1,475.0 (84.0)
(35.1)
IMMUNOGEN INC IMGN US 251.6 (16.7) 179.3
IMMUNOGEN INC IMU TH 251.6 (16.7) 179.3
IMMUNOGEN INC IMU GR 251.6 (16.7) 179.3
INFOR US INC LWSN US 6,778.1 (460.0)
(305.9)
INNOVIVA INC INVA US 424.1 (342.6) 200.8
INNOVIVA INC HVE GR 424.1 (342.6) 200.8
INTERNATIONAL WI ITWG US 325.1 (11.5) 95.4
INVENTIV HEALTH VTIV US 2,152.7 (771.1) 124.3
IONIX TECHNOLOGY IINX US 0.0 (0.0)
(0.0)
IPCS INC IPCS US 559.2 (33.0) 72.1
ISRAMCO INC ISRLEUR EU 147.0 (2.9) 13.0
ISRAMCO INC ISRL US 147.0 (2.9) 13.0
ISRAMCO INC IRM GR 147.0 (2.9) 13.0
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
J CREW GROUP INC JCG US 1,516.3 (769.0) 91.7
JACK IN THE BOX JACK US 1,273.0 (60.1)
(103.2)
JACK IN THE BOX JBX GR 1,273.0 (60.1)
(103.2)
JACK IN THE BOX JACK1EUR EU 1,273.0 (60.1)
(103.2)
JUST ENERGY GROU JE US 1,274.3 (673.6)
(97.6)
JUST ENERGY GROU JE CN 1,274.3 (673.6)
(97.6)
JUST ENERGY GROU 1JE GR 1,274.3 (673.6)
(97.6)
KEMPHARM INC KMPH US 55.7 (10.1) 45.7
KEMPHARM INC 1GD GR 55.7 (10.1) 45.7
KOPPERS HOLDINGS KOP US 1,125.4 (12.4) 163.8
KOPPERS HOLDINGS KO9 GR 1,125.4 (12.4) 163.8
L BRANDS INC LTD QT 8,493.0 (258.0) 2,281.0
L BRANDS INC LBEUR EU 8,493.0 (258.0) 2,281.0
L BRANDS INC LTD GR 8,493.0 (258.0) 2,281.0
L BRANDS INC LTD TH 8,493.0 (258.0) 2,281.0
L BRANDS INC LB US 8,493.0 (258.0) 2,281.0
L BRANDS INC LB* MM 8,493.0 (258.0) 2,281.0
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0
MADISON-A/NEW-WI MSGN-W US 911.0 (1,213.9) 103.4
MAJESCOR RESOURC MJXEUR EU 0.0 (0.1)
(0.1)
MALIBU BOATS-A MBUU US 199.9 (1.4) 13.7
MALIBU BOATS-A M05 GR 199.9 (1.4) 13.7
MANNKIND CORP MNKD IT 126.4 (350.3)
(191.7)
MARRIOTT INTL-A MAQ QT 6,082.0 (3,590.0)
(1,849.0)
MARRIOTT INTL-A MAQ TH 6,082.0 (3,590.0)
(1,849.0)
MARRIOTT INTL-A MAQ GR 6,082.0 (3,590.0)
(1,849.0)
MARRIOTT INTL-A MAR US 6,082.0 (3,590.0)
(1,849.0)
MDC COMM-W/I MDZ/W CN 1,590.2 (417.6)
(403.9)
MDC PARTNERS-A MD7A GR 1,590.2 (417.6)
(403.9)
MDC PARTNERS-A MDCA US 1,590.2 (417.6)
(403.9)
MDC PARTNERS-A MDZ/A CN 1,590.2 (417.6)
(403.9)
MDC PARTNERS-EXC MDZ/N CN 1,590.2 (417.6)
(403.9)
MEAD JOHNSON MJNEUR EU 3,998.1 (592.5) 1,349.1
MEAD JOHNSON 0MJA GR 3,998.1 (592.5) 1,349.1
MEAD JOHNSON MJN US 3,998.1 (592.5) 1,349.1
MEAD JOHNSON 0MJA TH 3,998.1 (592.5) 1,349.1
MEDLEY MANAGE-A MDLY US 121.5 (17.7) 53.8
MERITOR INC MTOR US 2,050.0 (653.0) 118.0
MERITOR INC AID1 GR 2,050.0 (653.0) 118.0
MERRIMACK PHARMA MP6 GR 234.9 (183.7) 97.6
MERRIMACK PHARMA MACK US 234.9 (183.7) 97.6
MICHAELS COS INC MIK US 2,023.3 (1,724.1) 594.9
MICHAELS COS INC MIM GR 2,023.3 (1,724.1) 594.9
MIDSTATES PETROL MPO1EUR EU 679.2 (1,326.1)
(1,838.8)
MONEYGRAM INTERN 9M1N QT 4,505.2 (222.8)
(19.0)
MONEYGRAM INTERN MGI US 4,505.2 (222.8)
(19.0)
MOODY'S CORP DUT TH 5,123.4 (333.0) 2,024.6
MOODY'S CORP MCO US 5,123.4 (333.0) 2,024.6
MOODY'S CORP DUT GR 5,123.4 (333.0) 2,024.6
MOODY'S CORP MCOEUR EU 5,123.4 (333.0) 2,024.6
MOTOROLA SOLUTIO MTLA QT 8,387.0 (96.0) 2,389.0
MOTOROLA SOLUTIO MSI US 8,387.0 (96.0) 2,389.0
MOTOROLA SOLUTIO MTLA TH 8,387.0 (96.0) 2,389.0
MOTOROLA SOLUTIO MOT TE 8,387.0 (96.0) 2,389.0
MOTOROLA SOLUTIO MTLA GR 8,387.0 (96.0) 2,389.0
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
MSG NETWORKS- A MSGN US 911.0 (1,213.9) 103.4
MSG NETWORKS- A 1M4 TH 911.0 (1,213.9) 103.4
MSG NETWORKS- A 1M4 GR 911.0 (1,213.9) 103.4
NATHANS FAMOUS NATH US 81.0 (65.2) 57.4
NATHANS FAMOUS NFA GR 81.0 (65.2) 57.4
NATIONAL CINEMED NCMI US 1,084.3 (171.7) 84.6
NATIONAL CINEMED XWM GR 1,084.3 (171.7) 84.6
NAVIDEA BIOPHARM NAVB IT 15.0 (53.8) 6.4
NAVISTAR INTL IHR TH 5,980.0 (5,190.0) 139.0
NAVISTAR INTL NAV US 5,980.0 (5,190.0) 139.0
NAVISTAR INTL IHR GR 5,980.0 (5,190.0) 139.0
NEFF CORP-CL A NEFF US 653.7 (165.8) 22.0
NEW ENG RLTY-LP NEN US 202.2 (30.8) -
NORTHERN OIL AND NOG US 733.9 (197.6) 50.7
NORTHERN OIL AND 4LT GR 733.9 (197.6) 50.7
NTELOS HOLDINGS NTLS US 643.0 (39.0) 106.7
OMEROS CORP 3O8 TH 49.0 (26.2) 20.9
OMEROS CORP 3O8 GR 49.0 (26.2) 20.9
OMEROS CORP OMER US 49.0 (26.2) 20.9
OMEROS CORP OMEREUR EU 49.0 (26.2) 20.9
OMTHERA PHARMACE OMTH US 18.3 (8.5)
(12.0)
OUTERWALL INC CS5 GR 1,366.1 (22.1) 43.2
OUTERWALL INC OUTR US 1,366.1 (22.1) 43.2
PALM INC PALM US 1,007.2 (6.2) 141.7
PBF LOGISTICS LP 11P GR 422.9 (185.7) 34.2
PBF LOGISTICS LP PBFX US 422.9 (185.7) 34.2
PENN NATL GAMING PENN US 5,138.8 (678.0)
(185.3)
PENN NATL GAMING PN1 GR 5,138.8 (678.0)
(185.3)
PHILIP MORRIS IN PMI EB 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN 4I1 GR 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN 4I1 TH 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PMI1 IX 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PM1 TE 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PM US 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PM1EUR EU 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PM FP 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN 4I1 QT 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PMI SW 33,956.0 (11,476.0) 418.0
PHILIP MORRIS IN PM1CHF EU 33,956.0 (11,476.0) 418.0
PLANET FITNESS-A PLNT US 699.2 (1.1) 6.7
PLANET FITNESS-A 3PL TH 699.2 (1.1) 6.7
PLANET FITNESS-A 3PL GR 699.2 (1.1) 6.7
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4)
(16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4)
(16.9)
PLY GEM HOLDINGS PGEM US 1,285.9 (76.8) 256.1
PLY GEM HOLDINGS PG6 GR 1,285.9 (76.8) 256.1
POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1
PROTECTION ONE PONE US 562.9 (61.8)
(7.6)
PURETECH HEALTH PRTCL EB - - -
PURETECH HEALTH PRTCGBX EU - - -
PURETECH HEALTH PRTC LN - - -
PURETECH HEALTH PRTCL IX - - -
QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9
QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9
QUINTILES TRANSN QTS GR 3,926.3 (335.7) 817.8
QUINTILES TRANSN Q US 3,926.3 (335.7) 817.8
RAYONIER ADV RYAM US 1,288.5 (17.1) 196.3
RAYONIER ADV RYQ GR 1,288.5 (17.1) 196.3
REGAL ENTERTAI-A RGC* MM 2,632.3 (877.6)
(113.1)
REGAL ENTERTAI-A RETA GR 2,632.3 (877.6)
(113.1)
REGAL ENTERTAI-A RGC US 2,632.3 (877.6)
(113.1)
RENAISSANCE LEA RLRN US 57.0 (28.2)
(31.4)
RENTECH NITROGEN 2RN GR 241.4 (166.3) 12.0
RENTECH NITROGEN RNF US 241.4 (166.3) 12.0
RENTPATH LLC PRM US 208.0 (91.7) 3.6
REVLON INC-A RVL1 GR 2,014.3 (587.5) 351.9
REVLON INC-A REV US 2,014.3 (587.5) 351.9
ROUNDY'S INC RNDY US 1,095.7 (92.7) 59.7
ROUNDY'S INC 4R1 GR 1,095.7 (92.7) 59.7
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING 7RY GR 1,556.2 (140.8) 643.0
RYERSON HOLDING RYI US 1,556.2 (140.8) 643.0
SALLY BEAUTY HOL SBH US 2,043.1 (321.7) 674.9
SALLY BEAUTY HOL S7V GR 2,043.1 (321.7) 674.9
SANCHEZ ENERGY C SN* MM 1,542.3 (456.2) 499.1
SANCHEZ ENERGY C 13S TH 1,542.3 (456.2) 499.1
SANCHEZ ENERGY C 13S GR 1,542.3 (456.2) 499.1
SANCHEZ ENERGY C SN US 1,542.3 (456.2) 499.1
SBA COMM CORP-A SBJ GR 7,403.2 (1,706.1) 20.6
SBA COMM CORP-A SBJ TH 7,403.2 (1,706.1) 20.6
SBA COMM CORP-A SBACEUR EU 7,403.2 (1,706.1) 20.6
SBA COMM CORP-A SBAC US 7,403.2 (1,706.1) 20.6
SCIENTIFIC GAM-A TJW GR 7,732.2 (1,495.5) 521.6
SCIENTIFIC GAM-A SGMS US 7,732.2 (1,495.5) 521.6
SEARS HOLDINGS SHLD US 11,337.0 (1,956.0) 607.0
SEARS HOLDINGS SEE QT 11,337.0 (1,956.0) 607.0
SEARS HOLDINGS SEE TH 11,337.0 (1,956.0) 607.0
SEARS HOLDINGS SEE GR 11,337.0 (1,956.0) 607.0
SENSEONICS HLDGS SENS US 5.5 (9.7)
(2.4)
SILVER SPRING NE 9SI GR 457.7 (33.9) 5.7
SILVER SPRING NE SSNI US 457.7 (33.9) 5.7
SILVER SPRING NE 9SI TH 457.7 (33.9) 5.7
SIRIUS XM CANADA XSR CN 292.9 (134.0)
(172.0)
SIRIUS XM CANADA SIICF US 292.9 (134.0)
(172.0)
SIRIUS XM HOLDIN RDO TH 8,046.7 (166.5)
(1,934.6)
SIRIUS XM HOLDIN RDO GR 8,046.7 (166.5)
(1,934.6)
SIRIUS XM HOLDIN SIRI US 8,046.7 (166.5)
(1,934.6)
SONIC CORP SONC US 606.7 (33.2) 15.5
SONIC CORP SO4 GR 606.7 (33.2) 15.5
SONIC CORP SONCEUR EU 606.7 (33.2) 15.5
SPORTSMAN'S WARE SPWH US 303.0 (2.1) 104.8
SPORTSMAN'S WARE 06S GR 303.0 (2.1) 104.8
SUPERVALU INC SJ1 TH 4,643.0 (444.0) 81.0
SUPERVALU INC SVU US 4,643.0 (444.0) 81.0
SUPERVALU INC SJ1 GR 4,643.0 (444.0) 81.0
SYNDAX PHARMACEU 1T3 GR 12.8 (5.7) 2.1
SYNDAX PHARMACEU SNDX US 12.8 (5.7) 2.1
SYNERGY PHARMACE SGYP US 115.9 (55.2) 95.5
TAILORED BRANDS TLRD US 2,244.3 (100.1) 723.6
TAILORED BRANDS WRMA GR 2,244.3 (100.1) 723.6
TRANSDIGM GROUP T7D GR 8,330.0 (964.3) 1,204.3
TRANSDIGM GROUP TDGEUR EU 8,330.0 (964.3) 1,204.3
TRANSDIGM GROUP TDG SW 8,330.0 (964.3) 1,204.3
TRANSDIGM GROUP TDGCHF EU 8,330.0 (964.3) 1,204.3
TRANSDIGM GROUP TDG US 8,330.0 (964.3) 1,204.3
TRIBUNE PUBLISHI TPUB US 833.0 (14.4)
(1.3)
TRINITY PLACE HO TPHS US 56.3 (3.3) -
UNISYS CORP USY1 GR 2,143.2 (1,378.6) 165.2
UNISYS CORP UISEUR EU 2,143.2 (1,378.6) 165.2
UNISYS CORP USY1 TH 2,143.2 (1,378.6) 165.2
UNISYS CORP UISCHF EU 2,143.2 (1,378.6) 165.2
UNISYS CORP UIS1 SW 2,143.2 (1,378.6) 165.2
UNISYS CORP UIS US 2,143.2 (1,378.6) 165.2
VECTOR GROUP LTD VGR GR 1,310.8 (122.2) 367.4
VECTOR GROUP LTD VGR US 1,310.8 (122.2) 367.4
VENOCO INC VQ US 403.8 (354.3) 195.7
VERISIGN INC VRSN US 2,357.7 (1,070.4) 464.9
VERISIGN INC VRS TH 2,357.7 (1,070.4) 464.9
VERISIGN INC VRS GR 2,357.7 (1,070.4) 464.9
VERIZON TELEMATI HUTC US 110.2 (101.6)
(113.8)
VIRGIN MOBILE-A VM US 307.4 (244.2)
(138.3)
WEIGHT WATCHERS WTWEUR EU 1,422.1 (1,285.7)
(144.2)
WEIGHT WATCHERS WW6 GR 1,422.1 (1,285.7)
(144.2)
WEIGHT WATCHERS WW6 TH 1,422.1 (1,285.7)
(144.2)
WEIGHT WATCHERS WTW US 1,422.1 (1,285.7)
(144.2)
WEST CORP WT2 GR 3,612.3 (552.1) 243.1
WEST CORP WSTC US 3,612.3 (552.1) 243.1
WESTERN REFINING WNRL US 501.0 (68.4) 36.7
WESTERN REFINING WR2 GR 501.0 (68.4) 36.7
WINGSTOP INC EWG GR 121.1 (9.7) 7.1
WINGSTOP INC WING US 121.1 (9.7) 7.1
WINMARK CORP WINA US 47.4 (30.7) 16.9
WINMARK CORP GBZ GR 47.4 (30.7) 16.9
WORKHORSE GROUP 1WO GR 14.6 (3.8)
(7.5)
WORKHORSE GROUP WKHS US 14.6 (3.8)
(7.5)
YRC WORLDWIDE IN YEL1 TH 1,894.6 (379.4) 160.9
YRC WORLDWIDE IN YRCWEUR EU 1,894.6 (379.4) 160.9
YRC WORLDWIDE IN YEL1 GR 1,894.6 (379.4) 160.9
YRC WORLDWIDE IN YRCW US 1,894.6 (379.4) 160.9
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2016. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***