/raid1/www/Hosts/bankrupt/TCR_Public/160524.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, May 24, 2016, Vol. 20, No. 145
Headlines
21ST CENTURY: Receives Default Notice from Wilmington Trust
AEROPOSTALE INC: Has Interim OK to Tap $100-Mil. in DIP Loans
AEROPOSTALE INC: Shareholder Eyes Claims Against Lender Sycamore
AFFILIATED FOODS: Court Certifies "Morgan" Class
AKORN INC: S&P Raises CCR to 'B+', Off CreditWatch Developing
ALLIED FINANCIAL: Sale of Property Doesn't Have Objections
ALLY FINANCIAL: Preferred Stock Delisted from NYSE
ALPHA NATURAL: U.S. Government, et al., Object to Plan Disclosures
AMERICAN AGENCIES: 14-Day Extension on CBA Decision Sought
AMERICAN NATIONAL: Hires Morrison & Head for Tax Assessment
AMERICAN POWER: Four Directors Reelected to Board
AMERICAN POWER: Reports Second Quarter Fiscal 2016 Results
ANKOD ENTERPRISE: Hires Marc Egort CPA as Accountant
ANOTHER DOOR: Ombudsman Taps Rabinowitz Lubetkin as Counsel
APPLIED MINERALS: Receives Follow-on Order for DRAGONITE
APPLIED MINERALS: Reports Record Q1 2016 Financial Results
ARC TECH: Hires Mark Conway & Brian Manning as Bankr. Co-Counsel
ASARCO LLC: Union Pacific's Protective Order Bid Granted in Part
ASHLEY STEWART: Clearlake Capital Gets Clearance to Sell Company
ASHLEY STEWART: Distribution Procedures Approved; Cases Dismissed
ASOCIACION DE PROPIETARIOS: Seeks Approval to Hire Accountant
AURORA DIAGNOSTICS: S&P Affirms 'CCC+' CCR, Outlook Negative
AVANTOR PERFORMANCE: S&P Affirms 'B+' CCR, Outlook Stable
AVAYA INC: Adopts Change in Control Agreements
BARRON'S TRUCKING: Seeks Approval to Hire Richoux as Counsel
BEAR CREEK: 341 Meeting of Creditors Set for June 16
BERRY PETROLEUM: Noteholders Say They'll Take Over in Bankruptcy
BIOFUELS POWER: Delays Filing of March 31 Form 10-Q
BTCS INC: Incurs $2.03 Million Net Loss in First Quarter
BUDD CO: 9th Amended Plan Goes to June 24 Confirmation Hearing
BUFFETS LLC: Taps Padgett Stratemann as Consultant
C&K MARKET: Danoff Cannot Recover as Loss Payee
C. MAN: Cal. App. Affirms Summary Judgment for Melon Partners
CAL DIVE: Court Grants Bid to Quash and for Protective Order
CAPRIATI CONSTRUCTION: Taps Leonard as Plan Feasibility Analyst
CASPIAN SERVICES: Delays Filing of March 31 Form 10-Q
CHAMPION INDUSTRIES: Amends Schedule 13E-3 Statement Anew
CHAPARRAL ENERGY: Taps Kurtzman as Administrative Advisor
CHESAPEAKE ENERGY: S&P Raises CCR to 'CCC' on Note Exchange
CHG HEALTHCARE: S&P Affirms 'B' CCR, Outlook Remains Stable
CINQUE TERRE: Court Enjoins Rothenberg from Destroying Docs
COLLEGIUM CHARTER: S&P Lowers LongTerm Rating to 'BB+'
COMPUCOM SYSTEMS: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
COMSTOCK RESOURCES: S&P Lowers Rating on 9.5% Sr. Notes to 'D'
COORDINATED CHILD CARE: Taps Bertone Piccini as Special Counsel
CURO GROUP: S&P Lowers ICR to 'B-', Outlook Negative
DETROIT, MI: Picks Firm to Help Fix $195M Pension Shortfall
DORAL FINANCIAL: Settles UMB Claim for $16-Mil.
DRUG STORES II: $31,000 in Net Proceeds from Vehicle Sales
ECOSPHERE TECHNOLOGIES: Delays Filing of March 31 Form 10-Q
EFTENI INC: Taps Hoffman & Hoffman as Legal Counsel
ELAINA VANDERS JOHNSON: Heritage Bank's Bid to Dismiss Case OK'd
ELBIT IMAGING: Unit to Sell Mup Plot in Belgrade for EUR15.9M
EMERALD OIL: Files Schedules of Assets and Liabilities
EMMAUS LIFE: Delays Filing of March 31 Form 10-Q
EMPIRE TODAY: S&P Lowers CCR to 'CCC', Outlook Developing
ENCORE PROPERTIES: Wells Fargo Seeks Dismissal or Stay Relief
ENERGY DEVELOPMENT: Pacifoco-Led Auction Set for June 9
ENERGY FUTURE: Contemplates Possible Competing Ch. 11 Plan
ESTEBAN BEAUTY: Seeks Approval to Hire Lozada as Legal Counsel
ESTEBAN DIST: Taps Lozada Law & Associates as Legal Counsel
EXCO RESOURCES: Two Directors Withdraw From Board Election
EZ MAILING: Exclusive Plan Filing Deadline Moved to July 31
FAIRWAY GROUP: Schedules Filing Deadline Extended to July 1
FANNIE MAE: Elects Michael J. Heid as Director
FEDERATION EMPLOYMENT: Brooklyn Property Sold for $7.7MM
FIRST DATA: Shareholders Elect Three Directors
FOODSERVICEWAREHOUSE.COM: Case Summary & 20 Unsecured Creditors
FORESIGHT ENERGY: Extends Forbearance Agreement with Noteholders
FOREST PARK REALTY: Proposes to Sell Medical Center
FORUM ENERGY: S&P Lowers CCR & Sr. Unsecured Ratings to 'B'
FOUNDATION HEALTHCARE: Q1 Revenue Grows 30% to $39 Million
FOX HILL REALTY: $1.04MM Sale of Warwick Property Approved
FPMC AUSTIN: Seeks to Sell Property to St. David for $115-Mil.
FREEDOM COMMS: SPV II Sues Angelo Gordon Over Lien in Calif. Land
FREESEAS INC: RBSM Expresses Going Concern Doubt
FRESH & EASY: Selling Liquor License for $25,000
FTE NETWORKS: Provides First Quarter 2016 Shareholder Update
GAP INC: S&P Lowers CCR to 'BB+', Outlook Stable
GASTAR EXPLORATION: Global Undervalued Has 7.2% Stake as of May 12
GENERAL STEEL: Delays Filing of March 31 Form 10-Q
GENESYS RESEARCH: Hahnfeldt Against Confidentiality Agreement
GENON ENERGY: To Sell Aurora Natural Gas Facility for $365M
GEORGIA PROTON: Involuntary Case Dismissed at Parties' Behest
GLOBAL BRASS: S&P Raises CCR to 'BB-', Outlook Stable
GRASS VALLEY: Garth Green Defends Settlement Agreement
GROUP 6842: Court Vacates Hearing on Dismissal Motion
GUIDED THERAPEUTICS: Needs More Time to File Quarterly Report
H-D ACQUISITION: Voluntary Chapter 11 Case Summary
HAMPSHIRE GROUP: Delays Filing of April 2 Quarterly Report
HAMPTON TRANSPORTATION: Trustee Taps LaMonica as Legal Counsel
HCR HEALTHCARE: S&P Affirms 'B-' CCR & Revises Outlook to Dev.
HHH CHOICES: Needs More Time to Negotiate Sale, Panel Says
HOT SHOT HK: Auction Cancelled; Sale of Assets Approved
IHEARTCOMMUNICATIONS INC: Appoints Two Board Members
IHEARTCOMMUNICATIONS INC: Texas Litigation Trial Begins
IHEARTMEDIA INC: Sr. Creditors May Nix Attempt to Pay Jr. Creditors
IMAGEWARE SYSTEMS: Dana Kammersgard Appointed as Director
INNOVATIVE MACHINING: Hires Dunn Neal as General Counsel
INSTITUTE OF CARDIOVASCULAR: Seeks to Hire Brokers, Auctioneers
J.L. BROWN CONTRACTING: Taps Daniel Jones as Accountant
JACKSON MASONRY: Hires Wilson Group as Exclusive Listing Agent
JJE & MM GROUP: Contempt, Sanctions Orders vs. Kopel Affirmed
JO-LIN HEALTH: Seeks Court Approval to Hire Baker Firm as Counsel
KDA GROUP: Taps Calaiaro Valencik as Bankruptcy Counsel
KESWICK REAL: Case Summary & 5 Unsecured Creditors
KIM ANH PHAN: Selling El Morro Residence for $830,000
KLAUS HOLDINGS: Taps Kinkead Law Offices as Bankruptcy Counsel
LANTHEUS HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
LATTICE INC: Lattice Funding Reports 8.9% Stake as of April 28
LEGEND INTERNATIONAL: Hires Drinker Biddle as Delaware Co-Counsel
LEGEND INTERNATIONAL: Taps Alston & Bird as Bankruptcy Co-Counsel
LEGEND INTERNATIONAL: Taps Waterson as Australia Counsel
LIFEPOINT HEALTH: S&P Assigns 'BB-' Rating on New $1.3BB Loans
LINN ENERGY: Bond Recovery Hinges on Paydown Challenge
LINN ENERGY: NASDAQ Stock Market to Delist Securities
LIVE WELL MEDICAL: Seeks Approval to Hire Adams Law as Counsel
LIVING COLOUR: Taps Furr and Cohen as Bankruptcy Counsel
LTR HOLDCO: S&P Lowers CCR to 'CCC+' on Weak Operating Performance
MALL CENTRE-VILLE: Bid Deadline for Four Parcels Due June 8
MARINA BIOTECH: Provides Q1 2016 Financial Reports and Update
MARSHA ANN RALLS: Court Denies BWF's Request for Relief from Stay
MICHAEL KING: Hires Henderson Bennington as Accountant
MIDSTATES PETROLEUM: June 20 Disclosure Statement Hearing
MIDWAY GOLD: Court Extends Exclusive Plan Filing Period to June 16
MILLENIUM HOLDINGS: Court Flips Ruling in Subrogation Suit
MINT LEASING: Nissan Terminates Fleet Agreement
MOBILESMITH INC: Extends Maturity of Convertible Notes to 2018
MORGANS HOTEL: Stockholders Elect 9 Directors
NANOSPHERE INC: 3.5-Mil. Common Shares Issued May 17-18
NANOSPHERE INC: 7.13-Mil. Common Shares Issued
NAT'L ASSISTANCE BUREAU: Taps Lowenstein as Special Counsel
NAVIOS LOGISTICS: S&P Affirms 'B-' CCR, Outlook Remains Negative
NCSG CRANE: S&P Lowers CCR to 'CCC+' on Weakened Credit Measures
NORANDA ALUMINUM: USW, U.S. Trustee Oppose Proposed KEIP-KERP
NUWELD INC: Hires Mark J. Conway & Brian E. Manning as Counsel
OMNICOMM SYSTEMS: Reports Financial Results for Q1 2016
PACIFIC SUNWEAR: Committee Taps Bayard as Co-Counsel
PACIFIC SUNWEAR: Committee Taps Cooley as Lead Counsel
PACIFIC SUNWEAR: Committee Taps Province as Financial Advisor
PEABODY ENERGY: Asks Court to Decide Fight Over Loan Collateral
PEABODY ENERGY: Moves to End Debt Dispute in Favor of Unsecureds
PENN WEST: May Not Survive With No Debt Negotiation
PENNYMAC: Moody's Rates New $300MM Sr. Notes B2 & Affirms B1 CFR
PETTERS COMPANY: 8th Cir. Affirms Dismissal of Lenders' Appeal
PETTERS COMPANY: Consolidation Has No Effect on Trustee's Standing
PHOENIX BRANDS: Meeting to Form Creditors' Panel Set for June 1
PHOENIX HELIPARTS: Trustee Taps Mukai Greenlee as Accountant
PICO HOLDINGS: Files Proxy, Comp Chair Carlos Campbell to Resign
PINNACLE MINERALS: Taps Arcadier and Assoc. as Special Counsel
PLANDAI BIOTECHNOLOGY: 2014 Reports Require Several Adjustments
QRS RECYCLING: Case Summary & 20 Largest Unsecured Creditors
QRS RECYCLING: Files for Chapter 11 Bankruptcy to Liquidate Assets
QRS RECYCLING: Wants 2-Week Extension of Schedules Filing Deadline
QUALITY HOME: S&P Raises CCR to 'B' & Rates Proposed New Loans 'B'
QUEST SOLUTION: Delays Filing of March 31 Form 10-Q
QUICKSILVER RESOURCES: Proposes Aug. 15 Liquidation Plan Hearing
ROLLAND WEDDELL: Court Affirms Denial of Discharge Claims
S-3 PUMP: Hires Lesley Amos as Accountant
SABINE OIL: Judge Drain to Serve as Mediator on Plan-Related Issues
SANJEL USA: U.S. Court Approves Sale to Liberty Oilfield
SEA LAUNCH: Energia Subsidiaries are Alter Egos, Court Says
SHERWIN ALUMINA: Proposes to Pay $1.16MM to 142 Critical Employees
SIRIUS XM: S&P Assigns 'BB' Rating on Proposed $750MM Sr. Notes
SK FOODS: Status Conference Continued to May 2017
SNIIIC TWO: Hires John Z. Gagrow as Bankruptcy Counsel
SPI ENERGY: Incurs $185 Million Net Loss in 2015
STATION CASINOS: S&P Assigns 'BB' Rating on $2.4BB Facilities
STEPHEN HARRIS: Pacifoco-Led Auction Set for June 9
STONE ENERGY: BOEM Rescinds Demand for Supplemental Bonding
STONERIDGE PARKWAY: Taps Schwartz Flansburg as Counsel
SUNDEVIL POWER: EPA Objects to Sale of Assets
SUNEDISON INC: Hearing Halted After Creditor Negotiation Fails
SUNEDISON INC: Jr. Creditors to Conduct Bankruptcy Probe
SUNEDISON INC: Taps KPMG as Auditor, Tax Consultant
T&H PLASTICS: Hires Polnick Law Firm as Bankruptcy Counsel
TANK HOLDING: S&P Revises Outlook to Negative & Affirms 'B' CCR
TEMPUR SEALY: S&P Assigns 'BB' Rating on Proposed $500MM Notes
TERVITA CORP: S&P Lowers CCR to 'D' on Missed Interest Payment
TOWN SPORTS: Stockholders Elect 6 Directors
USA SALES: Case Summary & 10 Unsecured Creditors
UTSTARCOM HOLDINGS: Reports Financial Results for Q1 2016
VANGUARD HEALTHCARE: 341 Meeting of Creditors Set for June 6
VANGUARD HEALTHCARE: Hires Stewart & Barnett as Accountant
VCVH HOLDING II: S&P Assigns 'B-' CCR, Outlook Stable
VIRIDIA LLC: Court Denies Bid to Extend Time to File Plan
WALTER ENERGY: Defeats Union Bid to Save Contracts, Benefits
WARREN RESOURCES: Delays Filing of March 31 Form 10-Q
WATERFORD FUNDING: Magistrate Judge Vacates Scheduled Examination
WBH ENERGY: USED's Claims for Attorneys' Fees Denied
WESTERN REFINING: S&P Affirms 'B+' CCR, Outlook Remains Stable
WESTMORELAND COAL: 9 Directors Elected to Board
WESTMORELAND COAL: May Issue 350,000 Shares Under 2014 Plan
WHITING PETROLEUM: Stockholders Elect 3 Directors
WILFRED AMERICAN: 2nd Cir. Remands "Salazar" Suit
WOO LI INC: Case Summary & 4 Unsecured Creditors
WP CPP HOLDINGS: Moody's Confirms B2 Corporate Family Rating
YUM! BRANDS: S&P Retains 'BB' CCR & Lowers Rating on Notes to 'B+'
ZD LLC: Hires Timothy W. Nelson as Interest Rate Expert
[*] Ankura Expands Turnaround & Restructuring Practice Group
[*] Another Wave of E&P Bankruptcies Hits Default Rate, Fitch Says
[^] Large Companies with Insolvent Balance Sheet
*********
21ST CENTURY: Receives Default Notice from Wilmington Trust
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21st Century Oncology Holdings, Inc., received notice on May 17,
2016, from Wilmington Trust, National Association, as trustee of
the 11.00% Senior Notes due 2023 of 21st Century Oncology, Inc, a
subsidiary of the Company. The notice states that 21C is in
default under the Indenture governing the Notes because 21C failed
to timely furnish to the Trustee and noteholders the financial
information required in an annual report on Form 10-K for the year
ended Dec. 31, 2015. The completion of the Company's 2015 annual
report on Form 10-K has been delayed as a result of the restatement
of prior year financial results. Receipt of the notice of default
alone does not result in an acceleration of any of the Company's
indebtedness.
If the Company does not cure the default specified within the
notice within 60 days, the noncompliance will be deemed an Event of
Default under the Indenture. Should an Event of Default occur
under the Indenture, a cross-default would occur under 21C's credit
agreement.
Following an Event of Default under the Indenture or Credit
Agreement, the holders of the Notes or lenders under the Credit
Agreement, as applicable, could accelerate 21C's indebtedness
outstanding under the Indenture or Credit Agreement, as applicable.
As of March 31, 2016, 21C had $360 million outstanding under the
Indenture and $120 million and $605.4 million outstanding under the
revolving portion and term loan portion of the Credit Agreement,
respectively. As of that same date, the Company had approximately
$72.4 million of cash and cash equivalents.
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.
As of Sept. 30, 2015, the Company had $1.09 billion in total
assets, $1.33 billion in total liabilities, $370.47 million in
series A convertible redeemable preferred stock, $19.93 million in
noncontrolling interests and a total deficit of $623.11 million.
* * *
As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.
As reported by the TCR on May 20, 2016, S&P Global Ratings lowered
its corporate credit rating on Fort Myers, Fla.-based cancer care
provider 21st Century Oncology Holdings Inc. to 'CCC' from 'B-' and
placed the rating on CreditWatch with negative implications.
AEROPOSTALE INC: Has Interim OK to Tap $100-Mil. in DIP Loans
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of New York
authorizes Aeropostale, Inc., to borrow on an interim basis up to
$55,000,000 at any time outstanding of the revolving credit loans.
The Debtors are also authorized to obtain postpetition financing of
up to $160,000,000, comprising of a $75,000,000 term loan and a
$85,000,000 revolving credit facility.
Pursuant to the Interim DIP Order, the Debtors are allowed to use
up to $100,000,000 of the DIP Facility -- inclusive of an aggregate
amount of approximately $78,000,000 to repay all outstanding
obligations under the Prepetition ABL Credit Agreement on an
interim basis -- consisting of up to $55,000,000 at any time
outstanding of "Revolving Credit Loans," and up to $45,000,000 of
"Term Loans" for the interim period.
Use of Proceeds of the DIP Facility is solely for the purposes set
forth in the DIP Financing Documents including, inter alia, to pay
or fund:
(a) Certain costs, fees and expenses related to the Chapter 11
Cases.
(b) The repayment of the Prepetition ABL Obligations.
(c) The cash collateralization of certain letters of credit as
approved by the DIP Agent and the Required Lenders.
(d) The cash collateralization of certain outstanding letters of
credit issued pursuant to the Prepetition ABL Credit Agreement on
the terms set forth in the DIP Credit Agreement.
(e) An escrow account for payments on account of any contingent
indemnity obligations under the Prepetition ABL Credit Documents,
in an amount not to exceed $350,000.
(f) The cash collateralization of certain cash management
obligations owed to Bank of America, N.A., under the Prepetition
ABL Credit Documents in an amount not to exceed $250,000.
(g) The cash collateralization of certain cash management
obligations owed to Wells Fargo Bank, N.A., under the Prepetition
ABL Credit Documents in an amount not to exceed $10,000.
(h) the cash collateralization of certain bank product
obligations related to credit cards under the Prepetition ABL
Credit Documents in the amount set forth in the DIP Credit
Agreement
The Final Hearing to consider entry of the Final Order and final
approval of the DIP Facility will be held on June 2, 2016.
A full-text copy of the Interim DIP Order dated May 06, 2016, with
Budget is available at https://is.gd/5hazA4
About Aeropostale, Inc.
Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and 4
to 12 year-olds through its P.S. from Aeropostale stores and
website. The Company provides customers with a focused selection
of high quality fashion and fashion basic merchandise at compelling
values in an exciting and customer friendly store environment.
Aeropostale maintains control over its proprietary brands by
designing, sourcing, marketing and selling all of its own
merchandise. As of May 1, 2016 the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states. In addition, pursuant to various licensing agreements, the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe, and
Latin America. Since November 2012, Aeropostale, Inc. has operated
GoJane.com, an online women's fashion footwear and apparel
retailer.
Aeropostale, Inc. and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016. The petitions were signed
by Marc G. Schuback as senior vice president, general counsel and
secretary.
The Debtors listed total assets of $354.38 million and total debts
of $390.02 million as of Jan. 30, 2016.
The Debtors have hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc. as restructuring advisor; Stifel, Nicolaus &
Company, Inc. and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors; Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.
Judge Sean H. Lane is assigned to the cases.
AEROPOSTALE INC: Shareholder Eyes Claims Against Lender Sycamore
----------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Aeropostale Inc. shareholder Aria Partners GP says claims against
lender Sycamore Partners could be the best shot backers of the
retailer have to make good their losses.
According to the report, Sycamore and Aeropostale have been trading
accusations over who is to blame for Aeropostale's bankruptcy, a
dispute that has dominated the chapter 11 case that began May 4.
Swamped with hundreds of millions of dollars in debt, Aeropostale
has said it would trim down and survive chapter 11 bankruptcy,
despite the market forces arrayed against it, the report related.
Mall traffic is down, competition from faster fast-fashion rivals
like H&M is up, and Aeropostale is struggling to pay store lease
costs that run about $200 million annually, the report further
related.
If a turnaround is out of the question, Aeropostale hopes to find a
buyer for the apparel chain that, as of the end of January,
numbered 811 stores, the report noted. More than 150 of those
outlets are slated for closure and more may follow, the report
further noted.
Creditors and shareholders are watching the bankruptcy closely,
hoping the company holds value despite the pressures of operating
in bankruptcy, the report said. Now a penny stock traded on the
over-the-counter market, Aeropostale shares sold for more than $2
per share a year ago, the report added.
About Aeropostale, Inc.
Aeropostale, Inc. is a specialty retailer of casual apparel and
accessories, principally serving young women and men through its
Aeropostale(R) and Aeropostale Factory(TM) stores and website and
4
to 12 year-olds through its P.S. from Aeropostale stores and
website. The Company provides customers with a focused selection
of high quality fashion and fashion basic merchandise at
compelling
values in an exciting and customer friendly store environment.
Aeropostale maintains control over its proprietary brands by
designing, sourcing, marketing and selling all of its own
merchandise. As of May 1, 2016 the Company operated 739
Aeropostale(R) stores in 50 states and Puerto Rico, 41 Aeropostale
stores in Canada and 25 P.S. from Aeropostale(R) stores in 12
states. In addition, pursuant to various licensing agreements,
the
Company's licensees currently operate 322 Aeropostale(R) and P.S.
from Aeropostale(R) locations in the Middle East, Asia, Europe,
and
Latin America. Since November 2012, Aeropostale, Inc. has
operated
GoJane.com, an online women's fashion footwear and apparel
retailer.
Aeropostale, Inc. and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016. The petitions were signed
by Marc G. Schuback as senior vice president, general counsel and
secretary.
The Debtors listed total assets of $354.38 million and total debts
of $390.02 million as of Jan. 30, 2016.
The Debtors have hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc. as restructuring advisor; Stifel, Nicolaus &
Company, Inc. and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors; Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.
Judge Sean H. Lane is assigned to the cases.
The U.S. trustee for Region 2 on May 11 appointed seven creditors
of Aeropostale Inc. to serve on the official committee of
unsecured
creditors.
AFFILIATED FOODS: Court Certifies "Morgan" Class
------------------------------------------------
Judge J. Leon Holmes of the United States District Court for the
Eastern District of Arkansas, Western Division, granted the
plaintiffs' motion for class certification in the Complaint styled
BRENDA MORGAN, on behalf of herself and on behalf of all other
persons similarly situated; and DONNA KELLETT, on behalf of herself
and on behalf of all other persons similarly situated, Plaintiffs,
v. AFFILIATED FOODS SOUTHWEST, INC., Defendant, No. 4:15CV00296.
The parties must confer in good faith and submit an agreed-upon
date by which the opt-out form must be received. If the parties
cannot agree, they may submit separate dates, along with a
statement of their objections to the date proposed by the opposing
party.
The present action began as an adversary proceeding in bankruptcy
on July 10, 2009. The plaintiffs filed a class action complaint,
alleging that Affiliated Foods violated the Worker Adjustment and
Retraining Notification Act (WARN Act) by failing to give employees
at least sixty days advance notice of termination. To preserve the
limited estate assets, the parties agreed to stay the adversary
proceeding. The plaintiffs filed a motion to lift the stay on
February 27, 2015, which the bankruptcy judge granted on April 27,
2015. Three days later, Affiliated Foods filed a motion to withdraw
the reference pursuant to 28 U.S.C. Section 157(d), Bankruptcy Rule
5011, and Local Rule 83.1(c). Affiliated Foods contended that this
Court had no discretion but to withdraw the reference and that even
if it had discretion, the bankruptcy court did not have the
constitutional authority to enter a judgment on the plaintiffs'
WARN Act claim. The plaintiffs did not object to withdrawing the
reference and the motion was granted. Now, the plaintiffs have
filed a motion for class certification pursuant to Federal Rule of
Civil Procedure 23. Affiliated Foods opposes class certification,
arguing that the plaintiffs failed to satisfy the requirements of
Rule 23(a) and Rule 23(b)(3).
A full-text copy of the Opinion and Order dated April 26, 2016 is
available at https://is.gd/EcQVzH from Leagle.com.
Brenda Morgan, Plaintiff, is represented by Cade L. Cox, Esq. --
Cox, Sterling, McClure & Vandiver, PLLC, David Wayne Sterling,
Arkansas Department of Human Services, M. Vance McCrary, Esq. --
vmccrary@thegardnerfirm.com -- The Gardner Firm, Mary E. Olsen,
Esq. -- molsen@thegardnerfirm.com -- The Gardner Firm, Melanie J.
McClure, Esq. -- Cox, Sterling, McClure & Vandiver, PLLC & Stuart
J. Miller, Esq.-- Lankenau & Miller, LLP.
Donna Kellett, Plaintiff, is represented by Cade L. Cox, Cox,
Sterling, McClure & Vandiver, PLLC, David Wayne Sterling, Arkansas
Department of Human Services, M. Vance McCrary, The Gardner Firm,
Mary E. Olsen, The Gardner Firm, Melanie J. McClure, Cox, Sterling,
McClure & Vandiver, PLLC & Stuart J. Miller, Lankenau & Miller,
LLP.
Affiliated Foods Southwest Inc, Defendant, is represented by Greta
Brouphy, Esq. -- gbrouphy@hellerdraper.com -- Heller Draper Hayden
Patrick & Horn, LLC, pro hac vice, Kerrilee Elizabeth Kobbeman,
Esq. -- Conner & Winters, LLP, Richard L. Cox, Esq. -- Attorney at
Law & Todd Patrick Lewis, Esq. -- Conner & Winters, LLP.
Richard L Cox, Trustee, is represented by Todd Patrick Lewis,
Conner & Winters, LLP.
About Affiliated Foods Southwest
Little Rock, Arkansas-based Affiliated Foods Southwest, Inc., and
its affiliates, including Shur-Valu Stamps, Inc., filed for
Chapter 11 bankruptcy (Bankr. E.D. Ark. Case No. 09-13178) on
May 5, 2009. W. Michael Reif, Esq., at Dover Dixon Horne,
represented the Debtors in their restructuring efforts. The
Debtors estimated assets between $10 million and $50 million and
debts between $100 million and $500 million.
Rather than proceed with a disclosure statement and plan of
reorganization, both Affiliated Foods and ShurValu engaged in
an orderly liquidation followed by conversion to Chapter 7 on
August 13, 2009. M. Randy Rice became the Chapter 7 trustee in
the ShurValu matter. Mr. Rice, as the trustee in the ShurValu
case, later chose to put the wholly owned subsidiary --
Supermarket Investors, Inc. -- into a separate Chapter 7 on
October 13, 2009. The court thereafter appointed Mr. Rice as the
trustee in the SII proceeding.
Richard Cox was named the Chapter 7 bankruptcy trustee for
Affiliated Foods Southwest Inc.
AKORN INC: S&P Raises CCR to 'B+', Off CreditWatch Developing
-------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Akorn Inc.
to 'B+' from 'B' and removed the rating from CreditWatch. S&P
originally placed the rating on CreditWatch with developing
implications on Nov. 9, 2015, and revised the CreditWatch to
positive on May 11, 2016. The outlook is stable.
At the same time, S&P raised the rating on the first-lien debt to
'B+' from 'B' and removed the rating from CreditWatch. The
recovery rating is unchanged at 3, indicating S&P's expectation for
meaningful (50%-70%, at the lower end of the range) recovery in the
event of a default.
"We raised the rating because the company is now current with its
financial filings and has made progress in remediating material
weaknesses in internal controls," said S&P global Ratings credit
analyst Tulip Lim. Akorn has increased its headcount and has
redesigned its processes, put in place new controls, and
established systems to improve internal controls. For this reason,
S&P has revised its management and governance score to fair from
weak.
S&P's view of Akorn's business risk profile largely reflects its
minimal scale and scope in the highly competitive generic
pharmaceutical market. Akorn competes against much larger
participants in the industry that have significantly greater
financial capacity, and also with other smaller generic companies
that have growing pipelines of abbreviated new drug applications
(ANDAs) and proven track records of successfully integrating
acquisitions. While the company specializes in niche generic
formulations, S&P believes the comparatively higher margins of
these products could spur greater competition over time.
The stable outlook reflects S&P's expectation that despite a highly
competitive environment for generic drugs, the company will
generate high-single-digit revenue growth, mainly through organic
growth. It also reflects S&P's expectation that the company will
continue to make progress in improving its internal controls and
only make tuck-in acquisitions until material weaknesses in
internal controls are remediated. Over time, S&P expects
acquisitions of about $1 billion at this rating level.
S&P could lower the ratings if the company makes a sizable
acquisition, which could cause leverage to be sustained above 5x.
This could occur if the company spends more than $1.5 billion in
acquisitions. S&P could also consider lowering the rating if
additional government investigations or escalations in ongoing ones
occur, unfavorable regulatory actions are taken, weaknesses in
internal controls persist, or if the company experiences material
operational setbacks, particularly if the pace of acquisitions
increases and leverage is higher than it is currently.
S&P could raise the ratings if the company fully remediates all
material weaknesses in internal controls as well as demonstrates a
track record of producing organic growth. Additionally, the
company would have to continue to generate solid discretionary cash
flow and maintain leverage below 5x. If this were to occur, S&P
could view the company more favorably than similarly rated peers,
and could consider an upgrade.
ALLIED FINANCIAL: Sale of Property Doesn't Have Objections
----------------------------------------------------------
Allied Financial, Inc., asks the U.S. Bankruptcy Court for the
District of Puerto Rico to approve its motion to sell property as
unopposed.
The Debtor relates that it had served a copy of its Motion
Requesting Order for Sale of Property ("Motion for Sale") to all
creditors and parties in interest, including CRIM. The Court gave
CRIM 10 days to file an objection, and that no objection has been
filed.
Allied Financial, Inc, is represented by:
Carmen D. Conde Torres, Esq.
C. CONDE & ASSOC.
San Jose Street #254, 5th Floor
San Juan, PR 00901-1253
Telephone: (787)729-2900
Facsimile: (787)729-2203
E-mail: condecarmen@condelaw.com
About Allied Financial
Allied Financial, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-00180) on Jan. 15, 2016. The petition
was signed by Rafael Portela, president of the Board of Directors.
The Debtor disclosed total assets of $10.3 million and total debts
of $9.14 million. C. Conde & Assoc. represents the Debtor as
counsel. Mildred Caban Flores has been assigned the case.
ALLY FINANCIAL: Preferred Stock Delisted from NYSE
--------------------------------------------------
The New York Stock Exchange LLC filed a Form 25 with the Securities
and Exchange Commission notifying the removal from listing or
registration of Ally Financial Inc.'s Fixed Rate/Floating Rate
Perpetual Preferred Stock, Series A, liquidation amount $25 per
share.
About Ally Financial
Ally Financial Inc., formerly GMAC Inc. -- http://www.ally.com/--
is one of the world's largest automotive financial services
companies. The Company offers a full suite of automotive
financing products and services in key markets around the world.
Ally's other business units include mortgage operations and
commercial finance, and the company's subsidiary, Ally Bank,
offers online retail banking products. Ally operates as a bank
holding company.
GMAC obtained a $17 billion bailout from the U.S. government in
exchange for a 56.3 percent stake. Private equity firm Cerberus
Capital Management LP keeps 14.9 percent, while General Motors Co.
owns 6.7 percent.
Ally reported net income of $1.28 billion on $4.86 billion of total
net revenue for the year ended Dec. 31, 2015, compared to net
income of $1.15 billion on $4.65 billion of total net revenue for
the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$158.58 billion in total assets, $145.14 billion in total
liabilities and $13.43 billion in total equity.
* * *
As reported by the TCR on Dec. 16, 2013, Standard & Poor's Ratings
Services said it raised its issuer credit rating on Ally Financial
Inc. to 'BB' from 'B+'. "The upgrade reflects the company's
release from potential legal and financial liabilities stemming
from its ownership of ResCap," said Standard & Poor's credit
analyst Tom Connell.
In the April 3, 2014, edition of the TCR, Fitch Ratings has
upgraded Ally Financial Inc.'s long-term Issuer Default Rating
(IDR) and senior unsecured debt rating to 'BB+' from 'BB'.
The rating upgrade reflects increased clarity around Ally's
ownership structure given Ally's recent announcement that it has
launched an initial public offering those shares of its common
stock held by the U.S. Treasury (the Treasury).
As reported by the TCR on July 16, 2014, Moody's Investors Service
affirmed the 'Ba3' corporate family and 'B1' senior unsecured
ratings of Ally Financial, Inc. and revised the outlook for the
ratings to positive from stable. Moody's affirmed Ally's ratings
and revised its rating outlook to positive based on the company's
progress toward sustained improvements in profitability and
repayment of government assistance received during the financial
crisis.
ALPHA NATURAL: U.S. Government, et al., Object to Plan Disclosures
------------------------------------------------------------------
The United States of America, on behalf of the U.S. Department of
the Interior and its Office of Surface Mining Reclamation and
Enforcement and its Bureau of Land Management, the United States
Environmental Protection Agency, and the U.S. Army Corps of
Engineers; United Mine Workers of America; several sureties; the
West Virginia Department of Environmental Protection; Swank
Construction Company, LLC; Carbon Resources, Inc.; and Earth
Support Services, Inc. d/b/a Micon., objected to the Disclosure
Statement explaining Alpha Natural Resources, Inc., et al.'s
Amended Joint Plan of Reorganization.
The U.S. Government complained that the Amended Disclosure
Statement is "almost entirely devoid of information regarding the
size and composition of the Debtors' environmental compliance
obligations overall, and how the obligations will be complied with
by NewCo and ReorgCo. Perhaps most importantly, the Amended
Disclosure Statement is wholly lacking any financial analysis as to
the projected costs of continued compliance with existing and
future environmental and reclamation obligations."
UMWA, which represents the interests of both active and laid-off
employees of the Debtors' mining complexes and various retirees and
dependents, complains that the Disclosure Statement patently
unconfirmable because, among other things, it contains
impermissible third-party releases that would prohibit the UMWA
from asserting future claims against non-debtor third parties as
well as overly broad releases by the Debtors to a host of third
parties. Most strikingly, the Debtors do not outline a sufficient
strategy for funding the Reorganized Debtors/Reorganized ANR -- the
mechanism that is intended to administer all assets not sold to the
Lenders and which would provide the source of recovery for certain
creditors and the sole source to fund ongoing legacy liabilities,
UMWA further complains.
The U.S. Government is represented:
Alan S. Tenenbaum
National Bankruptcy Coordinator
Environmental Enforcement Section
U.S. Department of Justice
P.O. Box 7611, Ben Franklin Station
Washington, D.C. 20044
601 D Street NW
Washington, D.C. 20004
Tel: (202) 514-5409
Fax: (202) 514-0097
Email: alan.tenenbaum@usdoj.gov
-- and --
Marcello Mollo
Senior Attorney
Environmental Enforcement Section
U.S. Department of Justice
P.O. Box 7611, Ben Franklin Station
Washington, D.C. 20044
601 D Street NW
Washington, D.C. 20004
Tel: (202) 514-2757
Fax: (202) 514-0097
Email: marcello.mollo@usdoj.gov
-- and --
Karl Fingerhood
Senior Counsel
Environmental Enforcement Section
U.S. Department of Justice
P.O. Box 7611, Ben Franklin Station
Washington, D.C. 20044
601 D Street NW
Washington, D.C. 20004
Tel: (202) 514-7521
Fax: (202) 514-0097
Email: karl.fingerhood@usdoj.gov
-- and --
Benjamin C. Mizer
Principal Deputy Assistant Attorney
General Civil Division
Seth B. Shapiro
Trial Attorney
Ruth A. Harvey
Director
Kirk T. Manhardt
Deputy Director
U.S. Department of Justice
Civil Division
Commercial Litigation Branch
P.O. Box 875, Ben Franklin Station
Washington, DC 20044
Tel: (202) 514-7164
Fax: (202) 307-0494
Email: seth.shapiro@usdoj.gov
UMWA is represented by:
Paul Kizel, Esq.
Philip J. Gross, Esq.
Nicole M. Brown, Esq.
Lowesntein Sandler LLP
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973) 597-2500
Email: pkizel@lowenstein.com
pgross@lowenstein.com
nbrown@lowenstein.com
-- and --
Troy Savenko, Esq.
Kaplan Voekler Cunningham & Frank, PLC
1401 East Cary Street
Richmond, VA 23219
Tel: (804) 823-4000
Email: tsavenko@kv-legal.com
Local Counsel for the sureties, which include Aspen American
Insurance Company, Fidelity & Deposit Company of Maryland,
Indemnity National Insurance Company, Travelers Casualty & Surety
Company of America and Zurich American Insurance Company:
Michael K. Kim, Esq.
STITES & HARBISON PLLC
1800 Diagonal Road, Suite 325
Alexandria, VA 22314
Tel: (703) 837-3931
Fax: (703) 518-2951
Email: mkim@stites.com
The West Virginia DEP is represented by:
Kevin W. Barrett
Special Assistant Attorney General
Michael B. Hissam
Bailey & Glasser LLP
209 Capitol Street
Charleston, WV 25301
Tel: (304) 345-6555
Fax: (304) 342-1110
Email: kbarrett@baileyglasser.com
mhissam@baileyglasser.com
Swank Construction, Carbon Resources, and Earth Support are
represented by:
Cullen D. Speckhart, Esq.
WOLCOTT RIVERS GATES
919 E. Main Street, Suite 1040
Richmond, VA 23219 200
Tel: (757) 497-6633
Email: cspeckhart@wolriv.com
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 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 AGENCIES: 14-Day Extension on CBA Decision Sought
----------------------------------------------------------
American Agencies Co., Inc. and New Steel, Inc. ask the U.S.
Bankruptcy Court for the District of Puerto Rico to extend their
time to assume or reject their collective bargaining agreement with
United Steel Workers, for 14 days.
The Debtors aver that they are still negotiating the terms for the
termination of the collective bargaining agreement and that
additional time is needed in order for the parties to seek an
amicable resolution.
American Agencies Co. and New Steel are represented by:
Carmen D. Conde Torres, Esq.
Luisa S. Valle Castro, Esq.
C. CONDE & ASSOC.
San Jose Street #254, 5th Floor
San Juan, PR 00901-1253
Telephone: (787)729-2900
Facsimile: (787)729-2203
E-mail: condecarmen@condelaw.com
About American Agencies Co.
Puerto Rico-based American Agencies Co., Inc., founded in 1956 by
Eng. Jorge A. Rivera Cardona sells and installs steel fabricated
structures, along with the sale of doors and hardware. American
Agencies operates from leased facilities in Rio Piedras, Puerto
Rico. New Steel, Inc., fabricates steel structures that American
Agencies sells and installs.
American Agencies and New Steel filed Chapter 11 bankruptcy
petitions (Bankr. D.P.R. Case Nos. 15-07088 and 15-07090,
respectively) on Sept. 15, 2015. The petitions were signed by
Omir Mendez, the president. The Debtors cases are substantive
consolidated under Lead Case 15-07088.
American Agencies disclosed $6,810,695 in assets and $9,738,804 in
debt in its schedules. New Steel disclosed $8,429,855 in assets
and $12,182,464 in debt in its schedules. Banco Popular de Puerto
Rico is the largest secured creditor.
The Debtors tapped C. Conde & Associates as counsel; Doris Barroso
Vicens, CPA, at RSM ROC & Company, as accountant; Xavier A. Curret
from Landa Umpierre, P.S., as external auditor; Moises
Avila-Sanchez, Esq., from Avila, Martinez & Hernandez, P.S.C., as
special counsel relating to collective bargaining agreements; Jose
Julian Alvarez-Maldonado Esq., from the firm Fiddler, Gonzalez &
Rodriguez, P.S.C., as special counsel to provide special services
in corporate and contractual matters; and Ismael Isern Suarez from
I.S. Appraiser Group, P.S.C., as appraiser.
AMERICAN NATIONAL: Hires Morrison & Head for Tax Assessment
-----------------------------------------------------------
American National Carbide Co. seeks approval from the U.S.
Bankruptcy Court for the Southern District of Texas to hire
Morrison & Head, LP.
The Debtor tapped the firm in order to get a 2016 tax valuation
assessment analysis and defend any possible challenge to the
valuation of its property.
Specifically, Morrison & Head will provide 2016 property tax
services, including property tax valuation analysis as of Jan. 1,
2016; 2016 property tax compliance renditions filed with Harris
County Appraisal District; and litigation support in the event of
property tax lawsuit against HCAD.
Morrison & Head has requested an annual retainer of $3,500 as
compensation for its services.
John Woolard, managing partner at Morrison & Head, disclosed in an
affidavit that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The Debtor can be reached through its counsel:
Lindsay Morrow
The Law Offices of Donald L. Wyatt, Jr., PC
26418 Oak Ridge Drive
The Woodlands, Texas 77380
(281) 419-8733 Phone
(281) 419-8703 Facsimile
About American National Carbide
American National Carbide Co. sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Texas (Houston) on February 26, 2016. The petition was
signed by Greg Stroud, president.
The Debtor is represented by Donald L Wyatt, Esq., at the Law
Offices of Donald L. Wyatt Jr. PC. The case is assigned to Judge
David R. Jones.
The Debtor disclosed total assets of $8.83 million and total debts
of $7.22 million.
AMERICAN POWER: Four Directors Reelected to Board
-------------------------------------------------
American Power Group Corporation held its 2016 annual meeting of
stockholders on May 13, 2016, at which the stockholders:
(i) reelected Lyle Jensen, Charles Mc Dermott, Neil Braverman
and Matthew Van Steenwyk as directors;
(ii) approved an amendment to the Company's Restated
Certificate of Incorporation to increase the number of
authorized shares of Common Stock from 200,000,000 to
350,000,000;
(iii) approved the adoption of the Company's 2016 Stock Option
Plan;
(iv) approved, on a nonbinding, advisory basis, the
compensation of the Company's named executive officers as
disclosed in the proxy statement for the Annual Meeting;
and
(v) ratified the selection of Schechter, Dokken, Kanter,
Andrews & Selcer, Ltd. as the Company's independent
auditors for the fiscal year ending Sept. 30, 2016.
On May 13, 2016, the Company's Chief Executive Officer, Lyle
Jensen, delivered a PowerPoint summary of accomplishments and
informational items to stockholders at the Annual Meeting. The
PowerPoint presentation is available at
www.americanpowergroupinc.com.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
For the 12 months ended Sept. 30, 2015, the Company reported a net
loss available to common shareholders of $1.04 million on $2.95
million of net sales compared to a net loss available to common
shareholders of $920,000 on $6.28 million of net sales for the 12
months ended Sept. 30, 2014.
AMERICAN POWER: Reports Second Quarter Fiscal 2016 Results
----------------------------------------------------------
American Power Group Corporation reported a net loss available to
common shareholders of $3.07 million on $609,000 of net sales for
the three months ended March 31, 2016, compared to a net loss
available to common shareholders of $193,000 on $474,000 of net
sales for the same period in 2015.
For the six months ended March 31, 2016, the Company reported a net
loss available to common shareholders of $6.22 million on $1.10
million of net sales compared to net income available to common
shareholders of $2.77 million on $1.53 million of net sales for the
six months ended March 31, 2015.
As of March 31, 2016, American Power had $10.8 million in total
assets, $9.04 million in total liabilities, and $1.73 million in
stockholders' equity.
Lyle Jensen, American Power Group Corporation's chief executive
officer stated, "Our quarterly revenue was up 28 percent compared
to the same period a year ago. Vehicular conversion revenue was
$478,000 versus $14,000 last year due to strong repeat dual fuel
glider orders which helped to offset lower stationary oil and
gas related conversion revenue. During the quarter, we made sig
nificant strides in broadening our marketing efforts by adding
new vehicular Authorized Dealers and Certified Installers in
Texas, Colorado and Oklahoma and the Pacific Northwest. Our
vehicular emission reduction achievements continue to attract
state and local regulatory attention. Our dual fuel solution
installed on 2010 and newer engines with selective catalyst
reduction (SCR) emission technology has achieved some of the
lowest documented NOx levels ever recorded on existing Class 8
heavy-duty trucks. Our results on average are fifty percent below
the current EPA/CARB NOx level standard which is significant.
With increasing state, local and federal emphasis on air quality
and the reduction of harmful diesel related emissions, we are
aggressively marketing our proven emission reduction capabilities
to a much broader regulatory audience and those states who have
mandated emission reduction programs."
Mr. Jensen added, "While the impact of low priced oil continues to
be felt by everyone in our industry, the good news is that over
the past several months the WTI price for oil is up over 75 percent
since late January and back in the $45+ per barrel range.
As a result, diesel prices have increased ten out of the past
eleven weeks by 14 percent or $ .30/gallon and are beginning to
create a positive price spread between diesel and natural gas
which is good for us. The prices for the Natural Gas Liquids(NGLs)
which are produced thru our flare capture and recovery process have
increased 150% since their low in January. We believe this
positive trend will continue with higher oil prices as well as the
growing demand for the NGLs.
A full-text copy of the press release is available for free at:
https://is.gd/ToLrNT
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc., provides a cost-effective patented Turbocharged
Natural Gas conversion technology for vehicular, stationary and
off-road mobile diesel engines. American Power Group's dual fuel
technology is a unique non-invasive energy enhancement system that
converts existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market. Additional information at
http://www.americanpowergroupinc.com/
For the 12 months ended Sept. 30, 2015, the Company reported a net
loss available to common shareholders of $1.04 million on $2.95
million of net sales compared to a net loss available to common
shareholders of $920,000 on $6.28 million of net sales for the 12
months ended Sept. 30, 2014.
ANKOD ENTERPRISE: Hires Marc Egort CPA as Accountant
----------------------------------------------------
Ankod Enterprise, LLC, seeks permission from the U.S. Bankruptcy
Court for the Southern District of Florida to employ Marc Egort,
CPA, and Marc Egort, CPA, P.A., as accountant, nunc pro tunc from
March 31, 2016.
The Accountant will receive a monthly payment for services related
to the filing of the Debtor's tax returns, the preparation of
financial statements, and assisting the Debtor with the preparation
of its Monthly Operating Reports as follows:
(i) the fee for compiling the financial statement will be
billed at the accountant's rate of $100 per hour; and
(ii) the CPA's time will be billed at the rate of $250 per
hour.
Mr. Egort assures the Court that the corporation doesn't hold or
represent any interest adverse to the estate, and that it is a
disinterested person as required by 11 U.S.C. Section 327(a).
The Accountant can be reached at:
Marc Egort, CPA
MARC EGORT CPA, P.A.
110 N. Federal Highway
Suite 102
Fort Lauderdale, FL 33301
Tel: (754) 301-2183
Fax: (954) 621-3915
E-mail: marc@egortcpa.com
Website: www.egortcpa.com
Ankod Enterprise, LLC, filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 16-14706) on March 31, 2016.
The Debtor's counsel can be reached at:
Chad T. Van Horn, Esq., M.B.A.
VAN HORN LAW GROUP, P.A.
330 N. Andrews Avenue, Suite 450
Fort Lauderdale, FL 33301
Tel: (954) 765-3166
Fax: (954) 756-7103
E-mail: E-mail: Chad@cvhlawgroup.com
ANOTHER DOOR: Ombudsman Taps Rabinowitz Lubetkin as Counsel
-----------------------------------------------------------
Patricia Barnett, patient care ombudsman for Another Door Opens
Recovery Center, LLC, asks for authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ
Rabinowitz, Lubetkin & Tully, LLC, as her counsel.
The professional services to be rendered are not limited to:
-- representing the Ombudsman in understanding and
performing her obligations under 11 U.S.C. Section 333;
-- representing the Ombudsman in court proceedings or
hearing;
-- advising and representing the Ombudsman concerning the
impact upon patients of any potential reorganization or
sale of the Debtor's assets; and
-- performing other legal services as are required
throughout the case, by the Court, all in accordance with
the Ombudsman's duties and powers.
Jeffrey A. Cooper, Esq., a partner at RLT, says that the proposed
arrangement for compensation, including range of hourly rates, if
applicable, is:
Jeffrey A. Cooper, Esq. $500
Partners $325-$550
Associates $195-$325
Paralegal $150
Mr. Cooper assures the Court that the firm does not hold an adverse
interest to the estate; does not represent an adverse interest to
the estate; is disinterested under 11 U.S.C. Section 101(14); and
does not represent or hold any interest adverse to the debtor or
the estate with respect to the matter for which I will be retained
under 11 U.S.C. Section 327(e).
Rabinowitz Lubetkin can be reached at:
Jeffrey A. Cooper, Esq.
RABINOWITZ, LUBETKIN & TULLY, LLC
293 Eisenhower Parkway, Suite 100
Livingston, NJ 07039
Tel: (973) 597-9100
Another Door Opens Recovery Center, LLC, filed for Chapter 11
bankruptcy protection (Bankr. D.N.J. Case No. 16-17201) on April
14, 2016. Scott Eric Kaplan, Esq., at Scott E. Kaplan, LLC, serves
as the Debtor's bankruptcy counsel.
APPLIED MINERALS: Receives Follow-on Order for DRAGONITE
--------------------------------------------------------
Applied Minerals, Inc., announced it has received a follow-on order
for a grade of its DRAGONITE halloysite clay-based product from a
leading global specialty chemicals company for use in a specialty
zeolite molecular sieve application.
A purchase order of $172,000 from the Customer calls for delivery
in the third and fourth calendar quarters of 2016 and brings the
total value of orders to date received from the Customer to
$400,000 since the fourth calendar quarter of 2015. The Company
anticipates the receipt of additional purchase orders from the
Customer as it continues to see the benefits provided by the
DRAGONITE solution and, potentially, as the production rate of the
customer accelerates.
Additionally, Applied Minerals continues its development work with
several other catalyst/zeolite producers, three of which have
validated the performance of DRAGONITE and have advanced to larger
scale trials. The Company believes each of these customers
represents a significant revenue opportunity and continues to work
closely with each by providing technical guidance as necessary.
As previously mentioned, halloysite from Applied Minerals' Dragon
Mine has a long history of providing value-added solutions to the
catalyst and adsorbent industries. Between 1949 and 1976, Filtrol
Corporation, the largest producer of petroleum refining catalysts
at the time, mined and supplied over 1.1 million tons of halloysite
from the Dragon Mine for use in its FCC hydrocracking and
hydrotreating catalysts in addition to catalyst supports. The
product was regarded as one of the most effective catalysts on the
market, especially for the refining of higher sulfur crude oils
until an underground fire at the mine in 1976 ceased production and
discontinued its availability. The Company has committed a
significant amount of effort to reintroducing its halloysite
solution in the context of modern day refining processes.
About Applied Minerals
New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications. The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere. Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.
Applied Minerals reported a net loss of $10.3 million in 2014, a
net loss of $13.06 million in 2013 and a net loss of $9.73 million
in 2012. As of Dec. 31, 2014, the Company had $18.5 million in
total assets, $26 million in total liabilities, and a $7.51 million
total stockholders' deficit.
APPLIED MINERALS: Reports Record Q1 2016 Financial Results
----------------------------------------------------------
Applied Minerals, Inc., has provided financial results for the
quarter ended March 31, 2016.
During the quarter, the Company generated record revenue of
$1,001,628, an increase of $838,881, or 515.5%, compared to the
corresponding period in 2015. The increase was driven primarily by
sales of AMIRON iron oxide through a $5.0 million take-or-pay
supply agreement entered into on Nov. 2, 2015. Also contributing
to the revenue increase during the quarter were sales of DRAGONITE
for use in a specialty zeolite application and sales of AMIRON for
use within a pigment application.
On a GAAP basis, the Company incurred an Operating Loss during the
quarter of $1,291,713, an improvement of $1,383,587 when compared
to the Operating Loss incurred during the corresponding period in
2015. This improvement was driven by the aforementioned 515.5%
increase in revenue and a decrease in Total Operating Expense of
$544,706 when compared to the comparable period in 2015.
On a Non-GAAP basis, the Company incurred an Adjusted Operating
Loss during the quarter of $616,145, an improvement of $1,632,995
when compared to the same period in 2015. This improvement was
driven by the aforementioned 515.5% increase in revenue and a
decrease in Adjusted Total Operating Expense of $794,114 when
compared to the comparable period in 2015.
The overall decrease in Operating Expense was due primarily to a
decline in costs related both to the completion of certain
underground exploration activities at the Company's Dragon Mine
property and a reduction in certain overhead expenses at the
Company's New York operations, which were described in a press
release distributed on Nov. 2, 2015. Certain operating expenses
that were related to the fulfillment of the Company's $5.0 million
take-or-pay contract (e.g. additional labor and energy) partially
offset the savings realized during the quarter.
Subsequent to the quarter, the Company received net proceeds of
approximately $380,000 related to the sale of its non-core Atlas
Mine property.
During the quarter, the Company and its distributors continued to
aggressively market the DRAGONITE and AMIRON product lines to a
wide range of target markets and develop opportunities within its
current pipeline. The Company has received encouraging feedback
from several existing testing trials, particularly DRAGONITE for
use in catalyst applications and both DRAGONITE and AMIRON for use
in oilfield services applications. The Company is developing these
opportunities and assisting customers as they move further along
the path of the commercialization of products that utilize the
DRAGONITE halloysite clay and AMIRON advanced natural iron oxide
product lines.
A full-text copy of the press release is available for free at:
https://is.gd/7qR13M
About Applied Minerals
New York City-based Applied Minerals, Inc. (OTC BB: AMNL) is a
leading global producer of halloysite clay used in the development
of advanced polymer, catalytic, environmental remediation, and
controlled release applications. The Company operates the Dragon
Mine located in Juab County, Utah, the only commercial source of
halloysite clay in the western hemisphere. Halloysite is an
aluminosilicate clay that forms naturally occurring nanotubes.
Applied Minerals reported a net loss of $10.3 million in 2014, a
net loss of $13.06 million in 2013 and a net loss of $9.73 million
in 2012. As of Dec. 31, 2014, the Company had $18.5 million in
total assets, $26 million in total liabilities, and a $7.51 million
total stockholders' deficit.
ARC TECH: Hires Mark Conway & Brian Manning as Bankr. Co-Counsel
----------------------------------------------------------------
Arc Tech, Inc., seeks authorization from the U.S. Bankruptcy Court
for the Middle District of Pennsylvania to employ Mark J. Conway,
Esq., and Brian E. Manning, Esq., as general bankruptcy co-counsel
to aid in the completion of the necessary legal work associated
with this case. They will be assisting the Debtor in preparing the
Schedules and Statements required by the Bankruptcy Code.
Their present hourly rates are $300 per hour. Paralegals and staff
will be paid at their customary rates of $85 to $105 per hour.
Mr. Conway has been provided by the Debtor with a retainer of
$18,162.20, for matters to be handled subsequently to the filing of
the Petition in this matter and has received prior to the filing
$3,880 for the preparation, counseling, research and work performed
prior to the entry of the filing of the Petition, plus
reimbursement of the filing fee of $1,717 and other costs of $20.80
for a total of $5,617.80 in this matter relating to this bankruptcy
proceeding.
Mr. Manning has received from the Debtor prior to the filing $1,220
for the preparation, counseling, research and work performed prior
to the entry of the filing of the Petition relating to this
bankruptcy proceeding. Mr. Manning will also be billing against
the retainer held by Mr. Conway, subject to court approval.
Mr. Conway -- the principal of The Law Offices of Mark J. Conway --
and Mr. Manning, a sole practitioner who maintains an office in
Dunmore, Pennsylvania, assures the Court that they represent no
interest adverse to the Debtor or its estate in the matters upon
which they are to be engaged and that they are disinterested.
Headquartered in Williamsport, Pennsylvania, Arc Tech, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. M.D. Pa. Case No.
16-02114) on May 18, 2016, estimating its assets at between $1
million and $10 million and liabilities at between $10 million and
$50 million. The petition was signed by Timothy J. Satterfield,
president.
Judge John J. Thomas presides over the case.
Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., who has an office in Dunmore, Pennsylvania,
serve as the Debtor's bankruptcy counsel.
ASARCO LLC: Union Pacific's Protective Order Bid Granted in Part
----------------------------------------------------------------
In the Complaint styled ASARCO LLC, Plaintiff, v. UNION PACIFIC
RAILROAD COMPANY and UNION PACIFIC CORPORATION, Defendants,Case No.
2:12-cv-00283-EJL-REB (D. Idaho), Chief Magistrate Judge Ronald E.
Bush of the United States District Court for the District of Idaho
granted in part and denied in part Union Pacific Railroad Company's
Motion for Protective Order as follows: (a) Asarco is not
permitted to depose Mr. Young at this time; and (b) The undersigned
will not require Asarco to seek leave of court before attempting to
take Mr. Young's or other Union Pacific counsel's deposition;
Magistrate Bush denied the Motion for Protective Order Under FRCP
26(b)(2)(C) and 26(c)(1) (D).
A full-text copy of the Memorandum Decision and Order dated May 2,
2016 is available at https://is.gd/2kQimd from Leagle.com.
Asarco, LLC, Plaintiff, is represented by Gregory Evans, Esq. --
gevans@mcguirewoods.com -- MCGUIREWOODS LLP, James G. Warren, Esq.
-- jwarrens@mcguirewoods.com -- MCGUIREWOODS LLP, Daphne Hsu, Esq.
-- dhsu@mcguirewoods.com -- MCGUIREWOODS LLP, Laura G. Brys, Esq.
-- lbrys@mcguirewoods.com -- MCGUIREWOODS LLP, John F Kurtz, Esq.
-- jkurtz@hawleytroxell.com -- HAWLEY TROXELL ENNIS AND HAWLEY LLP,
Linda R Larson, Esq. -- llarson@martenlaw.com -- Marten Law PLLC,
pro hac vice, Russell C Prugh, Esq. -- llarson@martenlaw.com --
Marten Law PLLC, pro hac vice, William R Pletcher, Integer Law
Corporation, pro hac vice, Daniel E Mooney, Esq. --
dmooney@hawleytroxell.com -- HAWLEY TROXELL & Timothy Ryan Kurtz,
Esq. -- tkurtz@hawleytroxell.com -- Hawley Troxell Ennis & Hawley
LLP.
Union Pacific Railroad Company, Defendant, is represented by Ausey
H Robnett, III, Esq. -- arobnett@LCLattorneys.com -- Lake City Law
Group PLLC, Carolyn L McIntosh, Esq. --
carolyn.mcintosh@squirepb.com -- Patton Boggs LLP, pro hac vice,
Norton A Colvin, Jr., Esq. -- carolyn.mcintosh@squirepb.com --
Colvin, Chaney, Saenz & Rodriguez, LLP, pro hac vice, Robert W
Lawrence, Esq. -- Davis Graham & Stubbs LLP, pro hac vice,
Alexander Arensberg, Esq. -- alexander.arensberg@squirepb.com --
Squire Patton Boggs (US) LLP, pro hac vice & Gail L Wurtzler, Esq.
-- gail.wurtzler@dgslaw.com -- Davis Graham & Stubbs LLP, pro hac
vice.
About Asarco LLC
Based in Tucson, Arizona, ASARCO LLC -- http://www.asarco.com/--
is an integrated copper mining, smelting and refining company.
Grupo Mexico S.A. de C.V. is ASARCO's ultimate parent.
ASARCO LLC filed for Chapter 11 protection (Bankr. S.D. Tex. Case
No. 05-21207) on Aug. 9, 2005. Attorneys at Baker Botts
L.L.P., and Jordan, Hyden, Womble & Culbreth, P.C., represented
the Debtor in its restructuring efforts.
On Dec. 9, 2009, Asarco Incorporated and Americas Mining
Corporation's Seventh Amended Plan of Reorganization for the
Debtors became effective and the ASARCO Asbestos Personal Injury
Settlement Trust was created and funded with nearly $1 billion in
assets, including more than $650 million in cash plus a $280
million secured note from Reorganized ASARCO. The Plan, which was
confirmed both by the bankruptcy and district courts, reintegrated
ASARCO LLC back to parent Grupo Mexico concluding the four-year
Chapter 11 proceeding.
ASHLEY STEWART: Clearlake Capital Gets Clearance to Sell Company
----------------------------------------------------------------
Laura Cooper, writing for Daily Bankruptcy Review, reported that
after owning Ashley Stewart Inc. for a little more than two years,
Clearlake Capital Group LP was recently granted early antitrust
clearance to sell the plus-size retailer to Stichting
Administratiekantoor Westend, according to a filing with the
Federal Trade Commission.
According to the report, the FTC issues early antitrust
notifications when the agency and the U.S. Department of Justice
don't think a deal, if consummated, would violate any U.S.
antitrust laws. Early antitrust clearance doesn't necessarily
indicate a deal has closed or will close, the report related.
About Ashley Stewart Holdings
The Ashley Stewart name is synonymous with offering women who wear
sizes 12 and up well-made fashionable clothes at affordable
prices.
Ashley Stewart Holdings Inc. and affiliates New Ashley Stewart
Inc., AS IP Holdings Inc. and NAS Gift LLC filed Chapter 11
petitions in Newark, New Jersey (Bankr. D.N.J. Case Nos. 14-14383
to 14-14386) on March 10, 2014. Michael A. Abate signed the
petitions as senior vice president finance/treasurer. Ashley
Stewart Holdings estimated assets and liabilities of at least $10
million. The Hon. Michael B. Kaplan oversees the case.
Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors'
general counsel. Cole, Schotz, Meisel, Forman & Leonard, P.A., is
the Debtors' local counsel. PricewaterhouseCoopers LLP acts as
the
Debtors' financial advisor. Prime Clerk LLC serves as the
Debtors'
claims and noticing agent.
The U.S. Trustee for Region 3 formed a five-member panel to act as
the official committee of unsecured creditors in the Debtors'
cases. Counsel to the Committee is Pachulski Stang Ziehl & Jones
LLP. GlassRatner Advisory & Capital Group, LLC, acts as financial
advisor to the Committee.
Ashley Stewart has obtained authority to conduct store closing
sales at 27 locations around the United States in accordance with
a
consulting agreement with Gordon Brothers Retail Partners, LLC.
ASHLEY STEWART: Distribution Procedures Approved; Cases Dismissed
-----------------------------------------------------------------
Judge Michael B. Kaplan of the U.S. Bankruptcy Court for the
District of New Jersey approved the procedures submitted by debtors
Ashley Stewart Holdings, Inc., et al., and the Official Committee
of Unsecured Creditors for the distribution of money pursuant to
their Global Settlement.
Judge Kaplan also ordered the dismissal of the Debtors' Chapter 11
cases after the Debtors and the Official Committee jointly files a
certification, certifying that:
(a) the Debtors and the Committee have completed the claims
reconciliation process;
(b) all U.S. Trustee fees attributable to the Debtors have
been paid in full;
(c) the Debtors and the Committee have distributed the
"Aggregate Sale Proceeds" and the Excess Cash in accordance with
the terms of the Settlement Agreement and their Motion;
(d) the Court has entered orders with respect to final fee
applications for estate professionals, and
(e) the Debtors have disbursed funds to or caused to be
disbursed funds to creditors pursuant to a schedule filed with the
Court.
Judge Kaplan held that the Utility Deposit, as defined in the Final
Order Determining Adequate Assurance Payment for Future Utility
Services, will be treated as Excess Cash.
"The Excess Cash shall be distributed first, to the payment of
$96,744.99 for the Tax Claims owed pursuant to the claim settlement
agreements with certain state taxing authorities... second, to the
payment of (i) approximately $360,000 for Additional Professional
Fees; (ii) approximately $225,000 for Allowed unpaid Claims... and
Allowed unpaid stub-rent Claims (as such terms are defined in the
Global Settlement); and (iii) $100,000 to the GBG Parties (as such
term is defined in the Global Settlement) or, if later agreed upon
by the Debtors and the GBG Parties, such lesser amount to the GBG
Parties as is needed to fully satisfy (i) and (ii) above... The
Tier 2 KEIP Payments shall be reallocated to share pro rata with
the Additional Professional Fees funded by the Excess Cash," Judge
Kaplan ordered.
Ashley Stewart Holdings, Inc., and its affiliated debtors are
represented by:
Steven J. Reisman, Esq.
Cindi M. Giglio, Esq.
CURTIS, MALLET-PREVOST,
COLT & MOSLE LLP
101 Park Avenue
New York, NY 10178-0061
Telephone: (212)696-6000
Facsimile: (212)697-1559
E-mail: sreisman@curtis.com
ceilbott@curtis.com
- and -
Michael D. Sirota, Esq.
Ilana Volkov, Esq.
COLE SCHOTZ P.C.
Court Plaza North
25 Main Street
Hackensack, NJ 07602-0800
Telephone: (201)489-3000
Facsimile: (201)489-1536
E-mail: msirota@coleschotz.com
ivolkov@coleschotz.com
About Ashley Stewart Holdings
The Ashley Stewart name is synonymous with offering women who wear
sizes 12 and up well-made fashionable clothes at affordable
prices.
Ashley Stewart Holdings Inc. and affiliates New Ashley Stewart
Inc., AS IP Holdings Inc. and NAS Gift LLC filed Chapter 11
petitions in Newark, New Jersey (Bankr. D.N.J. Case Nos. 14-14383
to 14-14386) on March 10, 2014. Michael A. Abate signed the
petitions as senior vice president finance/treasurer. Ashley
Stewart Holdings estimated assets and liabilities of at least $10
million. The Hon. Michael B. Kaplan oversees the case.
Curtis, Mallet-Prevost, Colt & Mosle LLP serves as the Debtors'
general counsel. Cole, Schotz, Meisel, Forman & Leonard, P.A., is
the Debtors' local counsel. PricewaterhouseCoopers LLP acts as
the
Debtors' financial advisor. Prime Clerk LLC serves as the
Debtors'
claims and noticing agent.
The U.S. Trustee for Region 3 formed a five-member panel to act as
the official committee of unsecured creditors in the Debtors'
cases. Counsel to the Committee is Pachulski Stang Ziehl & Jones
LLP. GlassRatner Advisory & Capital Group, LLC, acts as financial
advisor to the Committee.
Ashley Stewart has obtained authority to conduct store closing
sales at 27 locations around the United States in accordance with
a
consulting agreement with Gordon Brothers Retail Partners, LLC.
ASOCIACION DE PROPIETARIOS: Seeks Approval to Hire Accountant
-------------------------------------------------------------
Asociacion De Propietarios Condominio Radio Centro seeks approval
from the U.S. Bankruptcy Court in Puerto Rico to hire Asdrubal
Delgado Biaggi as its accountant.
The Debtor tapped Mr. Biaggi to:
(1) assist the Debtor in preparing its monthly reports of
operation;
(2) prepare financial statements;
(3) assist the Debtor in preparing the cash flow projections
needed for the disclosure statement;
(4) assist the Debtor in financial accounting in connection
with the administration of its estate;
(5) assist the Debtor in the preparation and filing of
federal, state and municipal tax returns.
Mr. Biaggi will receive $50 per hour and will receive reimbursement
for work-related expenses.
In a court filing, Mr. Biaggi disclosed that he does not hold or
represent any interest adverse to the Debtor's estate.
Mr. Biaggi can be reached through:
Asdrubal Delgado Biaggi
3062 Monaco Street
Cabo Rojo, PR 00623
Cel: 787-519-1963
Fax: 787-986-7439
E-mail: vipblock@hotmail.com
The Debtor can be reached through:
Gloria Justiniano Irizarry, Esq.
Justiniano's Law Office
Ensanche Martinez
Calle A. Ramirez Silva #8
Mayaguez, PR 00680-4714
Email: justinianolaw@gmail.com
About Asociacion De Propietarios
Asociacion De Propietarios Condominio Radio Centro sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R.
Case No. 16-03291) on April 27, 2016. The Debtor is represented by
Gloria Justiniano Irizarry, Esq., at Justiniano's Law Office.
AURORA DIAGNOSTICS: S&P Affirms 'CCC+' CCR, Outlook Negative
------------------------------------------------------------
S&P Global Ratings affirmed its ratings on Palm Beach Gardens,
Fla.-based Aurora Diagnostic Holdings LLC, including the 'CCC+'
corporate credit rating, and revised the rating outlook to negative
from stable.
In addition, S&P is affirming its 'CCC+' corporate credit rating on
Aurora Diagnostics Inc. and revising S&P's rating outlook to
negative from stable. S&P is subsequently withdrawing the rating.
In addition, S&P raised its issue-level rating on Aurora
Diagnostics LLC's senior secured credit facilities (consisting of a
$30 million revolving credit facility, a $165 million term loan B,
and $35 million in delayed draw term loans) to 'B-' from 'CCC+'.
S&P revised the recovery rating on this debt to '2' from '3',
reflecting its expectation for substantial (70%-90%, in the lower
half of the range) recovery in the event of payment default. This
revision follows the expiration of Aurora's delayed draw facilities
after only partial draws, which caused S&P to lower its expectation
for secured debt at default.
S&P also affirmed its 'CCC-' issue-level on the company's senior
unsecured notes. The recovery rating on the notes is '6',
reflecting S&P's expectation for negligible (0% to 10%) recovery on
this debt in the event of default.
"Our rating action on Aurora reflects the shortening window of time
during which the company must refinance its capital structure,"
said Standard & Poor's credit analyst Shannan Murphy. While the
earliest stated maturity is Aurora's senior notes, which mature in
2018, the company's senior secured credit facilities are subject to
a springing maturity in October 2017 if its senior notes are not
refinanced by that time. While Aurora's operating performance has
improved over the past three quarters, S&P sees significant
uncertainty surrounding future reimbursement rates. Further, S&P
continues to believe that the capital structure is not sustainable
over time, and that the company cannot support the current level of
interest expense on a sustained basis. For these reasons, S&P
believes the company will be challenged to refinance or repay its
debt as it comes due. Under these circumstances, S&P will consider
the credit facilities to become a current maturity in October 2016.
This is reflected in S&P's 'CCC+' rating and negative rating
outlook.
S&P's negative rating outlook on Aurora reflects S&P's view that
the company's capital structure is not sustainable over the long
term, and the company will be challenged to refinance its debt
given its very high leverage and uncertainty surrounding future
reimbursement rates. For this reason, S&P's view is that the
credit facilities should be considered current maturities in
October 2016 unless the senior notes are refinanced prior to that
time.
S&P could lower the rating to 'CCC' if the company does not
successfully complete a capital structure refinancing by October
2016. S&P could also lower its rating by one or more notches if it
concludes a default, including a distressed exchange offer, is
unavoidable, either as a result of unfavorable market conditions or
a reversal of recent operating performance improvements that
results in persistent cash flow deficits.
S&P could revise the outlook to stable if the company is able to
refinance its capital structure. To the extent that S&P believes
that the company will be able to generate at least breakeven cash
flow and maintain access to sufficient liquidity, a one-notch
upgrade would also be considered.
AVANTOR PERFORMANCE: S&P Affirms 'B+' CCR, Outlook Stable
---------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
Avantor Performance Materials Holdings S.A. The outlook is stable
At the same time, S&P raised the issue-level rating on Avantor's
senior secured debt to 'BB' from 'BB-' and revised the recovery
rating to '1' from '2'. The '1' recovery rating indicates S&P's
expectation of very high (90% to 100%) recovery in the event of a
payment default.
"The revised recovery rating and higher issue-level rating on
Avantor Performance Materials Holdings S.A.'s senior secured debt
reflects the repayment of approximately $80 million of principal
made by Avantor on its senior secured term loan in 2015, as well as
the higher emergence EBITDA in S&P's recovery analysis, said S&P
Global Ratings credit analyst Brian Garcia. "This is primarily the
result of the company's increased profitability following
successfully implemented operating efficiency initiatives," he
added.
The stable outlook reflects S&P's expectation that Avantor's EBITDA
margins will improve as the company benefits from its pricing and
operating efficiency improvements. Although S&P expects credit
measures to appear strong at well above the 12% to 20% range, S&P
continues to assess the company's financial risk profile as
aggressive based on risks related to financial sponsor ownership.
S&P could lower the ratings over the next 12 months if the company
employed more aggressive financial policies, including
significantly increasing debt leverage to fund a return to
shareholders or growth initiatives. In such a scenario, S&P would
expect leverage measures to weaken to what it would consider highly
leveraged, including FFO-to-debt falling below 12%, which could
also result in a revision of S&P's assessment of the company's
financial risk profile.
S&P could raise the ratings over the next 12 months if it expected
credit measures to remain well above 20% on a sustainable basis. To
consider a higher rating, S&P would also expect ownership to commit
to maintaining a prudent approach to balancing debt reduction,
growth investment, and returning capital to shareholders. S&P
views such a scenario as unlikely at this time.
AVAYA INC: Adopts Change in Control Agreements
----------------------------------------------
The Compensation Committee of the Board of Directors of Avaya
Holdings Corp., the parent company of Avaya Inc., approved a form
of Avaya Inc. Executive Change in Control Agreement, which will be
entered into with key executives of the Company to facilitate such
executives' continued dedication to the Company notwithstanding the
occurrence of a change in control of the Company and to encourage
such executives' full attention and dedication to the Company and
its affiliated companies currently and in the event of a change in
control. The Committee also approved a form of Avaya Inc.
Executive Change in Control Agreement to be entered into with Kevin
J. Kennedy, the Company's chief executive officer.
The CIC Agreement and the CEO CIC Agreement each provide that if
the executive's employment is terminated by the Company without
cause (other than due to the executive's death or disability) or by
the executive for good reason, in each case, during the six months
preceding a change in control of the Company or within the two
years following a change in control of the Company, the executive
will be entitled to receive certain payments and benefits. Upon
such a qualifying termination, the CEO will be entitled to receive
two and a half times the sum of his annual base salary and target
annual bonus, while the Company's other current Named Executive
Officers, who were identified in the Company's Annual Report on
Form 10-K for the fiscal year ended Sept. 30, 2015, filed with the
Securities and Exchange Commission on Nov. 23, 2015, will be
entitled to receive two times the sum of their respective annual
base salaries and target annual bonuses, each in addition to other
benefits described in the CEO CIC Agreement and the CIC Agreement,
respectively.
Revisions to Fiscal 2016 Compensation
On May 13, 2016, the Committee approved changes to the Company's
executive compensation program, which included revisions to the
Avaya Holdings Corp. Executive Committee Discretionary Annual
Incentive Plan and the long-term incentive awards granted to NEOs
in November 2015. While no changes were made to the NEOs' base
salaries reported in the 2015 Form 10-K, aggregate NEO compensation
for fiscal year 2016 was revised.
The Committee approved the following changes to the Company's
executive compensation program:
* Key Employee Incentive Plan: The EC DAIP and the Company's
long-term incentive plan were combined into the Avaya Inc. 2016 Key
Employee Incentive Plan, which is a single market-based performance
incentive program tied to Avaya's Adjusted EBITDA metric. Payments
under the Key Employee Incentive Plan will be earned each fiscal
quarter, subject to achievement of applicable results and the
executive's continued employment through the end of the applicable
fiscal quarter, and earned payments will be distributed to the
executives during the next fiscal quarter. NEOs will earn
compensation under the Key Employee Incentive Plan beginning in the
fourth quarter of the Company's 2016 fiscal year and continuing
through the third quarter of the Company's 2017 fiscal year. The
FY2016 Long-Term Awards awarded to NEOs on
Nov. 17, 2015, will be cancelled, and such awards, as well as EC
DAIP awards for the second half of fiscal year 2016, will be
replaced by the payments and awards under the Key Employee
Incentive Plan, as a condition of participation therein. On
May 19, 2016, the Committee determined EC DAIP awards for the NEOs
for the first half of fiscal year 2016, which awards will be paid
as soon as practicable. The total amounts that would be payable to
the NEOs under the Key Employee Incentive Plan for four full
quarters of participation and assuming that all performance-based
metrics are achieved each quarter are as follows: Kevin J. Kennedy
$9,600,000; James Chirico $2,750,000; Amy Fliegelman Olli
$1,650,000; and David Vellequette $2,350,000.
•Retention Awards: Each NEO will receive a one-time retention
award which will be paid in the third quarter of the Company's 2016
fiscal year, which award remains subject to clawback (generally on
a pro rata basis) if the NEO is terminated by the Company for cause
or resigns without good reason, in each case, within eighteen (18)
months after the date of such retention award. In connection with
the retention award granted to James Chirico, the cash retention
award previously granted to James Chirico in November 2015, which
was described in the 2015 Form 10-K, pursuant to which he was to
receive $500,000 at the end of fiscal years 2016 and 2017, was
modified to (i) accelerate the first payment of $500,000 so that
such payment will be paid in the third quarter of the Company's
2016 fiscal year, provided that this payment will be subject to
pro-rata clawback if Mr. Chirico does not remain employed by the
Company through September 30, 2016, and (ii) cancel the second
$500,000 payment which was to be paid at the end of fiscal year
2017. The retention awards payable to the NEOs are as follows:
Kevin J. Kennedy $6,900,000; James Chirico $2,000,000; Amy
Fliegelman Olli $1,250,000; and David Vellequette $1,550,000.
Adoption of Long-Term Cash Incentive Plan
On May 19, 2016, the Committee approved the Avaya Holdings Corp.
Cash Long-Term Incentive Plan pursuant to which select employees of
Avaya Holdings Corp. and its subsidiaries will receive cash
incentives to reward them on their performance and that of the
Company. The Committee did not approve any Cash Incentive Plan
awards to NEOs, but it approved an initial form of Avaya Holdings
Corp. Long-Term Cash Award Agreement to be used for certain future
awards.
About Avaya
Avaya is a leading provider of solutions that enable customer and
team engagement across multiple channels and devices for better
customer experience, increased productivity and enhanced financial
performance. Its world-class contact center and unified
communications technologies and services are available in a wide
variety of flexible on-premise and cloud deployment options that
seamlessly integrate with non-Avaya applications. The Avaya
Engagement Environment enables third parties to create and
customize business applications for competitive advantage. Avaya's
fabric-based networking solutions help simplify and accelerate the
deployment of business critical applications and services. For
more information please visit www.avaya.com.
As of March 31, 2016, Avaya had $6.68 billion in total assets,
$10.18 billion in total liabilities and a total stockholders'
deficiency of $3.50 billion.
* * *
As reported by the TCR on April 12, 2016, Standard & Poor's Ratings
Services said that it lowered its corporate credit rating on Santa
Clara, Calif.-based Avaya Inc. to 'CCC' from 'B-'.
Avaya carries a Caa1 corporate family rating from Moody's Investors
Service.
BARRON'S TRUCKING: Seeks Approval to Hire Richoux as Counsel
------------------------------------------------------------
Barron's Trucking LLC seeks approval from the U.S. Bankruptcy Court
for the Western District of Louisiana to hire Richoux Law Firm LLC
as its legal counsel.
The Debtor tapped the firm to give advice with respect to its power
and duties as debtor-in-possession in the continued management of
its property and to provide other necessary legal services.
The firm will receive $300 per hour and will receive reimbursement
for work-related expenses.
Rodd Christian Richoux, Esq., at Richoux Law Firm, disclosed in a
court filing that his firm does not represent any interest adverse
to the Debtor.
The Debtor can be reached through:
Dallas Barron III
Managing Member & Certifying Official
162 Wenck Street
Leonville, LA 70551
About Barron's Trucking
Barron's Trucking LLC sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Western
District of Louisiana (Case No. 16-50672) on May 16, 2016.
BEAR CREEK: 341 Meeting of Creditors Set for June 16
----------------------------------------------------
The meeting of creditors of Bear Creek Partners II, LLC is set to
be held on June 16, 2016, at 10:30 a.m. at the Office of U.S.
Trustee (The Ledyard Building), according to a filing with the U.S.
Bankruptcy Court for the Western District of Michigan.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
Bear Creek Partners II, L.L.C. and Bear Creek Retail Partners II
LLC filed separate Chapter 11 petitions (Bankr. W.D. Mich. Case
Nos. 16-02553 and 16-02554) on May 6, 2016. Hon. John T. Gregg
presides over the cases. The Debtors are represented by Jay L.
Welford, Esq., at JAFFE, RAITT, HEUER & WEISS, PC; and Robert R.
Wardrop, Esq., at WARDROP & WARDROP PC, as counsel.
Each of Bear Creek Partners II and Bear Creek Retail Partners
estimated $10 m illion to $50 million in both assets and
liabilities.
The petitions were signed by Scott A. Chappelle, president.
BERRY PETROLEUM: Noteholders Say They'll Take Over in Bankruptcy
----------------------------------------------------------------
Steven Church and Jim Polson, writing for Bloomberg Brief, reported
that Berry Petroleum, which Linn Petroleum bought in 2013 for $4.13
billion, appears poised to take a different path through bankruptcy
court.
According to the report, noteholders of Berry and Linn have formed
separate groups to defend their interests as the companies move
through Chapter 11. Linn has proposed splitting the companies and
said it might shop Berry around, the report related. Low-ranking
creditors of Berry Petroleum, meanwhile, laid claim to the company
on the first day it and Linn Energy appeared in court after filing
for bankruptcy in Texas, the report further related.
The Berry group, which holds about two-thirds of the company's $834
million in unsecured notes, will try to work out a consensual
reorganization plan, the report cited attorney Benjamin Finestone
of Quinn Emanuel Urquhart & Sullivan as saying in court on May 13
in Houston.
In court on May 13, Linn noteholders made it clear they would fight
a proposal worked out by the company and its senior lenders, the
report said. Under that restructuring deal, the senior lenders
would get $2.2 billion in new debt, while second-lien noteholders
and unsecured creditors would get stock in the newly reorganized
company, the report added.
About Linn Energy
Headquartered in Houston, Texas, Linn Energy, LLC, and its
affiliates are independent oil and natural gas companies. The
LINN
Debtors and Berry are operationally integrated.
The Debtors' workforce, which is not unionized, includes
approximately 1,650 employees. Collectively, as of year-end 2015,
the Debtors have approximately 27,000 gross productive wells in
the
United States, including in California, Colorado, Illinois,
Kansas,
Louisiana, Michigan, New Mexico, North Dakota, Oklahoma, Texas,
Utah, and Wyoming. As of year-end 2015, the Debtors had
approximately 4.5 trillion cubic feet equivalent of proved
reserves, of which approximately 26 percent were oil, 59 percent
were natural gas, and 15 percent were natural gas liquids. The
Debtors also own and operate pipelines, processing facilities, and
steam generators to support their production activities.
Michael C. Linn, a director on the Linn Energy and LinnCo boards,
founded LINN Energy in 2003. Since then, the Debtors have grown
from a small operator of natural gas wells into one of the largest
independent oil and gas companies in the United States. Over the
ensuing period, the Debtors carried out over 60 acquisitions and
other transactions with a total value of approximately $17
billion.
In December 2013, the Debtors acquired Berry in a stock-for-stock
transaction valued at approximately $4.6 billion, inclusive of
Berry's net funded debt. To effectuate the transaction, LinnCo
acquired all of Berry's outstanding shares in exchange for the
issuance of LinnCo shares, and Berry's pre-acquisition funded
debt remained outstanding.
Each of Linn Energy, LLC and 14 of its subsidiaries filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Proposed Lead Case No. 16-60040) on May 11, 2016. The
petitions were signed by Arden L. Walker, Jr., chief operating
officer of LINN Energy.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Jackson Walker
L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial
advisor,
AlixPartners as restructuring advisor and Prime Clerk LLC as
claims, notice and balloting agent.
The cases are pending joint administration before Judge David R.
Jones.
BIOFUELS POWER: Delays Filing of March 31 Form 10-Q
---------------------------------------------------
Biofuels Power Corp. filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2016. Biofuels said its financial statements for the
quarter ended March 31, 2016, are not yet ready for distribution as
a result of the recent filing of Form 8K advising that the year
ended Dec. 31, 2014, financial statements are being re-audited, and
that must be completed before the filing of Form 10Q for the
current quarter.
About Biofuels Power
Humble, Tex.-based Biofuels Power Corporation is a distributed
energy company that is pioneering the use of biodiesel to fuel
small electric generating facilities that are located in close
proximity to end-users. BPC's first power plant is currently
located near Houston, Texas in the city of Oak Ridge North.
Biofuels Power reported a net loss of $908,305 on $0 of sales for
the year ended Dec. 31, 2015, compared to a net loss of $1.08
million on $0 of sales for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Biofuels Power had $2.21 million in total
assets, $8.41 million in total liabilities and a total
stockholders' deficit of $6.20 million.
Briggs & Veselka Co., in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered
significant losses and will require additional capital to develop
its business until the Company either (1) achieves a level of
revenues adequate to generate sufficient cash flows from
operations; or (2) obtains additional financing necessary to
support its working capital requirements. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.
BTCS INC: Incurs $2.03 Million Net Loss in First Quarter
--------------------------------------------------------
BTCS Inc. filed with the Securities and Exchange Commission its
quarterly report on Form 10-Q disclosing a net loss of $2.03
million on $199,143 of total revenues for the three months ended
March 31, 2016, compared to a net loss of $3.34 million on $39,076
of total revenues for the three months ended March 31, 2015.
As of March 31, 2016, BTCS had $571,757 in total assets, $5.40
million in total liabilities, all current and a $4.82 million total
stockholders' deficit.
For the three months ended March 31, 2016 and 2015, the Company
recognized a net loss of $2.0 million and a net loss of $3.3
million, respectively. The Company had cash and cash equivalents
of approximately $63,000 and a working capital deficiency of
approximately $5.3 million at March 31, 2016, which includes $3.3
million for the fair value of derivative liabilities. The Company
expects to incur losses into the foreseeable future as it
undertakes its efforts to execute its business plans.
"The Company will require significant additional capital to sustain
its short-term operations and make the investments it needs to
execute its longer term business plan. The Company's existing
liquidity is not sufficient to fund its operations and anticipated
capital expenditures for the foreseeable future. The Company is
currently seeking to obtain additional debt or equity financing,
however there are currently no commitments in place for further
financing nor is there any assurance that such financing will be
available to the Company on favorable terms, if at all.
"Because of recurring operating losses, net operating cash flow
deficits, and an accumulated deficit, there is substantial doubt
about the Company's ability to continue as a going concern. The
consolidated financial statements have been prepared assuming the
Company will continue as a going concern. The Company has not made
adjustments to the accompanying consolidated financial statements
to reflect the potential effects on the recoverability and
classification of assets or liabilities should the Company be
unable to continue as a going concern."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/iSC1VL
About BTCS
BTCS is an early entrant in the digital currency ecosystem and one
of the first U.S. publicly traded companies to be involved with
digital currencies. On July 24, 2015, the Company effected a
change in its name from Bitcoin Shop, Inc. to BTCS Inc.
On Aug. 3, 2015, the Company's common stock began trading on the
OTC Markets under the new name and with a new CUSIP (05581M 107),
but retained the stock symbol "BTCS."
The Company incurred a net loss of $10.04 million in 2015 following
a net loss of $14.75 million in 2014.
Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2015, citing that the Company has suffered recurring losses
from operations and needs to raise additional funds to meet its
obligations and sustain its operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
BUDD CO: 9th Amended Plan Goes to June 24 Confirmation Hearing
--------------------------------------------------------------
Honorable Jack B Schmetterer of the U.S. Bankruptcy Court for the
Northern District of Illinois, Eastern Division, on May 9, 2016,
approved The Budd Co. Inc's Disclosure Statement for the Ninth
Amended Chapter 11 Plan and approved the following plan
confirmation schedule:
Voting Record Date: May 6, 2016
Solicitation Deadline: on or before May 13, 2016
Publication Notice: on or before Mat 23, 2016
Filing of the Plan Supplement: no later than 14 days prior
to commencement of the Confirmation Hearing
Voting Deadline: on or before June 20, 2016
Filing of the Voting Report: June 30, 2016
Plan Objection Deadline: on or before June 3, 2016 at 5 PM
Debtor's Reply Deadline: on or before June 17, 2016
Confirmation Hearing Date: June 24, 2016 at 3:30 PM
The Court approved the Disclosure Statement after finding that the
Disclosure Statement provides holders of Claims, holders of Equity
Interests, and other parties in interest with sufficient notice of
the injunction, exculpation, and release provisions contains in the
Plan, in satisfaction of the requirements of Bankruptcy Rule
3016(c).
Prior to the Disclosure Statement hearing, the Debtor filed an
amended Chapter 11 plan to, among other things, incorporate the
TKNA Settlement Agreement, the Amended Asbestos Cost Sharing
Agreement, and the TK Finance Settlement Agreement.
The Plan is premised upon providing to or for the benefit of the
Retirees: Effective Date Cash estimated to be in excess of $200
million; Cash over an 8 year period beginning on the Effective Date
in the aggregate amount of $335 million (since the UAW has elected
to grant the Waupaca Claims Release in accordance with the terms of
the TKNA Settlement Agreement) under a stream of payments to be
made by TKNA on behalf of the Debtor pursuant to the TKNA
Settlement Agreement, plus an additional $10 million in cash to be
paid by TK Finance in accordance with the terms of the TK Finance
Settlement Agreement; and additional Cash from the proceeds of
Causes of Action and other assets of the Estate liquidated after
the Effective Date. This Cash will be made available to or for the
benefit of Retirees under the Retiree VEBAs described in the Plan.
No later than the date of entry of the Confirmation Order, the
Debtor shall reserve and deposit into segregated accounts Cash in
an amount equal to the Asbestos Funds and the Asbestos
Administration Fund. Thereafter, and after satisfaction in full or
the establishment of dequate reserves for all Administrative
Claims, Priority Tax Claims, and Secured Claims, and on or as soon
as practicable after the Effective Date, the Debtor shall: make
Distributions to and/or establish adequate reserves for all Class 6
General Unsecured Claims, pay or cause to be paid $55 million of
Effective Date Cash and the $15 million E&A Payment to the E&A
VEBA, reserve the Operating Cash, and pay the UAW Cash (minus the
$950,000 that will be used to fund the Uninsured Asbestos Claim
Fund on the Effective Date) to the UAW VEBA.
A full-text copy of the Amended Plan dated May 4, 2016, is
available at http://bankrupt.com/misc/BUDDds0504
The Budd Co. Inc. is represented by:
Jeff J. Marwill
Jeremy T. Stillings
Brandon W. Levitan
PROSKAUER ROSE LLP
70 W. Madison St.
Chicago, IL 60602-4342
Telephone: (312) 962-3550
Faccsmile: (312) 962-3551
About The Budd Co. Inc.
The Budd Company, Inc., a former supplier to the automotive
industry, filed for chapter 11 bankruptcy protection (Bankr. N.D.
Ill. Case No. 14-11873) on March 31, 2014, with a deal to settle
potential claims against its parent, ThyssenKrupp AG.
The company -- which ceased manufacturing operations in 2006 and
does not have any current employees, facilities or customers -- has
obligations consisting largely of medical and other benefits
to approximately 10,000 former employees.
Liabilities amount to approximately $1 billion with assets of
approximately $400 million. Most of the debt consists largely of
medical and other benefits to approximately 10,000 former
employees.
BUFFETS LLC: Taps Padgett Stratemann as Consultant
--------------------------------------------------
Buffets LLC seeks approval from the U.S. Bankruptcy Court for the
Western District of Texas to hire Padgett Stratemann as its
consultant.
The Debtor tapped the firm to assist its internal accounting
department in compiling information for its monthly operating
reports, statement of financial affairs, and schedules of assets
and liabilities.
Padgett Stratemann will be paid on an hourly basis and will receive
reimbursement for work-related expenses. The firm's hourly rates
are:
Partner $415
Manager $275
Senior $170
Staff $150
J. Leo Munoz, senior manager at Padgett Stratemann, disclosed in a
court filing that the firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
The Debtor can be reached through its counsel:
David W. Parham
John E. Mitchell
Akerman LLP
2001 Ross Avenue, Suite 2550
Dallas, TX 75201
Telephone: (214) 720-4300
Facsimile: (214) 981-9339
david.parham@akerman.com
john.mitchell@akerman.com
- and -
Andrea S. Hartley
Esther A. McKean
Amy M. Leitch
Three Brickell City Centre
98 Southeast Seventh Street
Miami, FL 33131
Telephone: (305) 374-5600
Facsimile: (305) 374-5095
andrea.hartley@akerman.com
esther.mckean@akerman.com
amy.leitch@akerman.com
Padgett Stratema can be reached through:
J. Leo Munoz
100 NE Loop 410, Suite 1100
San Antonio, Texas, 78216
(210) 253-4630
leo.munoz@padgett-cpa.com
About Buffets LLC
Buffets LLC, et al., are one of the largest operators of
buffet-style restaurants in the U.S. The buffet restaurants,
located in 25 states, principally operate under the names Old
Country Buffet(R), Country Buffet(R), HomeTown(R) Buffet,
Ryan's(R) and Fire Mountain(R). These locations primarily offer
self-service buffets with entrees, sides, and desserts for an
all-inclusive price. In addition, Buffets owns and operates an
10-unit full service, casual dining chain under the name Tahoe
Joe's Famous Steakhouse(R).
Buffets Holdings, Inc., filed for Chapter 11 relief in January 2008
and won confirmation of a reorganization plan in April 2009. In
January 2012, Buffets again sought Chapter 11 protection and
emerged from bankruptcy in July 2012.
In Aug. 19, 2015, Alamo Ovation, LLC acquired Buffets Restaurants
Holdings, Inc., and as a result of the merger, Buffets operated
over 300 restaurants in 35 states.
Down to 150 restaurants in 25 states after closing unprofitable
locations, Buffets LLC and its affiliated entities sought Chapter
11 protection (Bankr. W.D. Tex. Case No. Lead Case No. 16-50557) in
San Antonio, Texas, on March 7, 2016. The cases are assigned to
Judge Ronald B. King.
The Debtors have tapped Akerman, LLP as counsel, Bridgepoint
Consulting, LLC as financial advisor and Donlin, Recano & Company
as claims and noticing agent.
C&K MARKET: Danoff Cannot Recover as Loss Payee
-----------------------------------------------
Judge Michael McShane of the United States Court for the District
of Oregon ruled on the cross motions for summary judgment filed in
the case captioned ARGONAUT GREAT CENTRAL INSURANCE COMPANY,
Plaintiff, v. C&K MARKET, INC.; PAUL R. DANOFF; KIM L. DANOFF; AND
THE DANOFF FAMILY TRUST 2000, Defendant, Case No. 6:15-cv-01466-MC
(D. Or.).
The action arises out of a claim that the defendants Paul Danoff,
Kim Danoff, and the Danoff Family Trust 2000 (collectively
"Danoff") filed as a loss payee under a Grocers Advantage Plus
insurance policy purchased by C&K Market, Inc.
Argonaut Great Central Insurance Company and Danoff filed cross
motions for summary judgment to determine the availability of
insurance coverage for a claim by Danoff for damages to a grocery
store located at 330 Dakota Street in Sutherlin, Oregon.
Judge McShane held that because C&K, the named insured, did not
suffer a covered loss under the policy, Danoff, the loss payee, may
not recover under that policy. Accordingly, the judge denied
Danoff's motion for summary judgment, and granted Argonaut's motion
for summary judgment.
A full-text copy of Judge McShane's May 12, 2016 opinion and order
is available at https://is.gd/Vq5M0U from Leagle.com.
Argonaut Great Central Insurance Company is represented by:
Michael A. Lehner, Esq.
LEHNER & RODRIGUES, P.C.
1500 S.W. First Avenue, Suite 900
Portland, OR 97201
Tel: (503)226-2225
Fax: (503)226-2418
Email: mlehner@lrlaw.com
C&K Market, Inc. is represented by:
Ava L. Schoen, Esq.
TONKON TORP LLP
1600 Pioneer Tower
888 SW Fifth Avenue
Portland, OR 97204
Tel: (503)221-1440
Fax: (503)274-8779
Email: ava.schoen@tonkon.com
Paul R. Danoff, Kim L. Danoff, Danoff Family Trust 2000 are
represented by:
Dwain M. Clifford, Esq.
BALL JANIK, LLP
101 SW Main Street, Suite 1100
Portland, OR 97204
Tel: (503)228-2525
Fax: (503)295-1058
Email: dclifford@balljanik.com
About C&K Market
C&K Market Inc., a 57 year-old grocery store chain, sought
bankruptcy protection from creditors with a plan to sell or close
some of its stores, on Nov. 19, 2013 (Bankr. D. Ore. Case No.
13-64561). The case is assigned to Judge Frank R. Alley, III.
C&K Market scheduled $157,696,921 in total assets and $101,604,234
in total liabilities.
The Debtor is represented by Albert N. Kennedy, Esq., Timothy J.
Conway, Esq., Michael W. Fletcher, Esq., and Ava L. Schoen, Esq.,
at Tonkon Torp LLP, in Portland, Oregon. Edward Hostmann has been
tapped as chief restructuring officer, and The Food Partners, LLC,
serves as the Debtor's financial advisor. Kieckhafer Schiffer &
Company LLP serves as advisors and consultants to communicate with
lenders, brokers, attorneys and other professionals. Henderson
Bennington Moshofsky, P.C., serves as accountants. Watkinson Laird
Rubenstein Baldwin & Burgess PC serves as labor counsel. The
Debtor hired Great American Group, LLC, to conduct store closing
sales. Kurtzman Carson Consultants is the Debtor's noticing
agent.
An Official Committee of Unsecured Creditors appointed in the
Debtor's case has retained Scott L. Hazan, Esq., David M. Posner,
Esq., and Jenette A. Barrow-Bosshart, Esq., at Otterbourg P.C. as
lead co-counsel, and Tara J. Schleicher, Esq., at Farleigh Wada
Witt as local co-counsel; and Protiviti, Inc. as financial
consultant.
C&K Market implemented its Chapter 11 plan on Aug. 10, 2014, that
was approved when the bankruptcy judge in Eugene, Oregon, signed a
confirmation order on June 30. The plan gave common and preferred
stock to unsecured creditors with an estimated $60 million in
claims. Unsecured creditors individually owed $10,000 or less were
paid 80% in cash.
C. MAN: Cal. App. Affirms Summary Judgment for Melon Partners
-------------------------------------------------------------
In the case captioned C. MAN, LLC, Plaintiff and Appellant, v.
MELON PARTNERS, LLC, Defendant and Respondent, No. B265443 (Cal.
Ct. App.), the Court of Appeals of California, Second District,
Division Seven affirmed the trial court's ruling granting Melon
Partners LLC's motion for summary judgment. The Court denied Melon
Partners' request for judicial notice as unnecessary.
C. Man, LLC filed the action on January 15, 2014, alleging that the
foreclosure sale by the trustee of the mortgaged property in West
Covina, California, was invalid because the trustee had not
conducted the sale in compliance with Civil Code section 2924g,
subdivision (d), which provides that when a trustee's sale has been
stayed, the sale may not proceed until at least seven days after
the order staying the sale has expired or terminated. C. Man
alleged that, although section 2924g, subdivision (e), provides an
exception to the seven-day post-stay waiting period, the exception
in that subdivision did not apply. C. Man alleged causes of action
for quiet title, declaratory relief, cancellation of the trustee's
deed, and injunctive relief.
Melon Partners, who purchased the property at the sale for
$1,953,309.75, filed a motion for summary judgment on the ground
that the statute on which C. Man's action was based, section 2924g,
subdivision (d), did not apply. Melon Partners argued that the
applicable provision was section 2924g, subdivision (e).
Subdivision (e) provides that, notwithstanding subdivision (d), "if
postponement of a sale is based on a stay imposed by Title 11 of
the United States Code (bankruptcy), the sale shall be conducted no
sooner than the expiration of the stay imposed by that title and
the seven-day provision of subdivision (d) shall not apply."
The trial court granted Melon Partners' motion for summary judgment
and was affirmed by the Court of Appeals of California, Second
District on appeal.
A full-text copy of the Court of Appeal's May 16, 2016 opinion is
available at https://is.gd/vID5wr from Leagle.com.
Plaintiff and Appellant is represented by:
Edwin C. Schreiber, Esq.
Eric A. Schreiber, Esq.
Ean M. Schreiber, Esq.
SCHREIBER & SCHREIBER
16633 Ventura Boulevard, Suite 711
Encino, CA 91436
Email: ed@schreiberlawfirm.com
eric@schreiberlawfirm.com
ean@schreiberlawfirm.com
Defendant and Respondent is represented by:
Keith A. Attlesey, Esq.
Suzanne S. Storm, Esq.
ATTLESEY|STORM
2552 Walnut Avenue, Suite 100
Tustin, CA 92780
Email: kattlesey@attleseystorm.com
sstorm@attleseystorm.com
CAL DIVE: Court Grants Bid to Quash and for Protective Order
------------------------------------------------------------
Magistrate Judge Sally Shushan of the United States District Court
for the Eastern District of Louisiana denied Plaintiff Kenneth H.
Bratkowski's Motion for Sanctions and granted Defendants Cal Dive
Offshore Contractors, et al.'s Motion to Quash and for Protective
Order in the civil case KENNETH H. BRATKOWSKI, v. CAL DIVE
INTERNATIONAL, Civil Action No. 15-0294, C/W No. 15-0900, MLCF-SS
(E.D. La.).
The two motions are related. The plaintiff, Kenneth Bratkowski
contends that the defendant, Cal Dive Offshore Contractors, Inc.
intentionally withheld documents and only produced them on March
29, 2016. He seeks sanctions. Bratkowski contends that because of
the production of documents on March 29, 2016, he noticed the
depositions of three persons who have been deposed and a fourth
person who was not deposed. He contends that he needs a Rule
30(b)(6) deposition of Offshore Contractors and other discovery.
Offshore Contractors and its insurer, Aspen Insurance UK, Ltd.
moved to quash the depositions and for a protective order
preventing further depositions.
A full-text copy of the Order dated May 9, 2016 is available at
https://is.gd/Rwk4cf from Leagle.com.
Kenneth H. Bratkowski, Plaintiff, is represented by Robert Lansden,
Esq. -- Lansden Law Firm & Thomas Massa Discon, Esq. -- Discon Law
Firm.
Kenneth H. Bratkowski, Plaintiff, is represented by Robert Lansden,
Lansden Law Firm.
Kenneth H. Bratkowski, Consol Plaintiff, is represented by
Charlotte Elizabeth Discon, Discon Law Firm & Thomas Massa Discon,
Discon Law Firm.
Cal Dive Offshore Contractors, Inc., Defendant, is represented by
Ward F. LaFleur, Esq. -- wlafleur@mandllaw.com -- Mahtook & LaFleur
& Charles A. Mouton, Esq. -- cmouton@mandllaw.com -- Mahtook &
LaFleur.
Aspen Insurance UK Ltd., Consol Defendant,is represented by Mat M.
Gray, III, Esq. -- mgray@frfirm.com -- Fowler Rodriguez & Michael A
Harowski, Esq. -- mharowski@frfirm.com -- Fowler Rodriguez.
About Cal Dive
Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe. Cal Dive and
its U.S. subsidiaries filed simultaneous voluntary petitions
(Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015.
Through the Chapter 11 process, the Company intends to sell non-
core assets and intends to reorganize or sell as a going concern
its core subsea contracting business.
Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.
The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker
LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent. The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.
The U.S. Trustee for Region 3 amended the committee of unsecured
creditors in the case from five-member committee to four members.
The Committee retained Akin Gump Strauss Hauer & Feld LLP and
Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC
as exclusive investment banker.
Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.
CAPRIATI CONSTRUCTION: Taps Leonard as Plan Feasibility Analyst
---------------------------------------------------------------
Capriati Construction Corp., Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire William
Leonard, Jr. to perform a liquidation and feasibility analysis of
its Chapter 11 plan.
The Debtor on May 13 filed a bankruptcy plan, which will be
considered for approval at a court hearing on July 7.
The Debtor proposed to pay Mr. Leonard pursuant to the terms
of their employment agreement summarized as follows:
(a) $4,500 non-refundable retainer fee;
(b) $450 per hour for all tasks performed;
(c) $450 per hour to be billed in instance or appearance; and
(d) $450 per hour for time spent preparing graphics, plus
reimbursement for the cost of the actual services and a
10% handling fee.
Mr. Leonard is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code and does not hold or represent any
interest adverse to the Debtor's bankruptcy estate, according to
court filings.
The Debtor can be reached through its counsel:
A.J. Kung, Esq.
Brandy Brown, Esq.
Kung & Brown
214 S. Maryland Parkway
Las Vegas, Nevada 89101
Phone: (702)382-0883
Fax: (702)382-2720
About Capriati Construction
Capriati Construction Corp., Inc. sought protection under Chapter
11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Nevada (Las Vegas) (Case No. 15-15722) on October 7,
2015.
The petition was signed by David Rocchio, president. The case is
assigned to Judge August B. Landis.
The Debtor estimated assets of $0 to $50,000 and debts of $1
million to $10 million.
CASPIAN SERVICES: Delays Filing of March 31 Form 10-Q
-----------------------------------------------------
Caspian Services, Inc., filed with the U.S. Securities and Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2016. According to the Company, its Form 10-Q could not
be timely filed because management requires additional time to
compile and verify the data required to be included in the report.
The report will be filed within five calendar days of the date the
original report was due.
The Company anticipates that during the three-month and six-month
periods ended March 31, 2016, total revenues will have decreased
approximately 8% and 30%, respectively compared to the comparable
periods of the prior fiscal year. These decreases are primarily
attributable to the Company realizing no geophysical services
revenues during fiscal 2016. During the three months ended
March 31, 2016, vessel revenues are expected to be approximately
93% higher compared to the three months ended March 31, 2015, and
nearly 5% lower during the six months ended March 31, 2016 compared
to the comparable 2015 period. As noted, the Company has realized
no geophysical service revenues during fiscal 2016, compared to
geophysical services revenue of approximately $1.1 million and $2.1
million, respectively during the three-month and six-month periods
ended March 31, 2015. Marine base revenue is expected to be
approximately 36% lower in both the three-month and six-month
periods ended March 31, 2016.
The Company believes that total costs and operating expenses will
have decreased approximately 38% and 35%, respectively, during the
three-month and six-month periods ended March 31, 2016. The
Company anticipates losses from operations of approximately $1.3
million and $2.2 million during the three-month and six-month
periods ended March 31, 2016, compared to losses from operations of
approximately $3.4 million and $4.1 million, respectively, during
the three-month and six-month periods ended March 31, 2015.
The Company expects to realize a decrease in net other expenses of
approximately 32% during the three months ended March 31, 2016, and
an increase of approximately 233% during the six month ended March
31, 2016. This increase is principally attributable to an increase
in foreign currency transaction loss of approximately $11.6 million
due during the six months ended March 31, 2016, primarily resulting
from the remeasurement of certain debt obligations of the Company's
subsidiaries following the decision of the National Bank of the
Republic of Kazakhstan to switch the Kazakhstan tenge to a
free-floating exchange rate and the resultant significant change in
the Kazakhstan tenge/US dollar exchange rate.
As a result of the foregoing factors, during the three and six
months ended March 31, 2016, the Company anticipates realizing net
losses attributable to Caspian Services of approximately $3.0
million and $16.3 million, respectively, during the three-month and
six-month periods ended March 31, 2016, compared to approximately
$6.0 million and $8.3 million, respectively during the same periods
of 2015.
The Company expects comprehensive loss attributable to the Company
to be approximately 44% lower and 28% higher, respectively during
the three-month and six-month periods ended March 31, 2016.
About Caspian Services
Headquartered in Salt Lake City, Caspian Services, Inc., was
incorporated under the laws of the state of Nevada on July 14,
1998. Since February 2002 the Company has concentrated its
business efforts to provide diversified oilfield services to the
oil and gas industry in western Kazakhstan and the Caspian Sea,
including providing a fleet of vessels, onshore, transition zone
and marine seismic data acquisition and processing services and a
marine supply and support base in the port of Bautino, in Bautino
Bay, Kazakhstan.
Caspian reported a net loss of $33.2 million on $16.4 million of
total revenues for the year ended Sept. 30, 2015, compared to a net
loss of $18.8 million on $29.9 million of total revenues for the
year ended Sept. 30, 2014.
As of Dec. 31, 2015, the Company had $33.75 million in total
assets, $111.61 million in total liabilities, all current, and a
total deficit of $77.86 million.
Haynie & Company, P.C., in Salt Lake City, Utah, the Company's
independent accounting firm, included a "going concern"
qualification in its report on the consolidated financial
statements for the year ended Sept. 30, 2015.
CHAMPION INDUSTRIES: Amends Schedule 13E-3 Statement Anew
---------------------------------------------------------
Champion Industries, Inc., filed with the Securities and Exchange
Commission a second amendment to its Schedule 13E-3 transaction
statement to reflect revisions in response to SEC staff comments in
the comment letter date May 6, 2016.
The following persons, who are directors and/or executive officers
and 10% or more shareholders of the Company, have joined and
adopted this Schedule 13E-3 as additional filing persons:
Marshall T. Reynolds
Chairman of the Board of Directors and controlling shareholder (Mr.
Reynolds beneficially owns or controls approximately 53.7% of the
Company's outstanding Class A Common Stock, as disclosed in the
Proxy Statement, including shares owned by Harrah and Reynolds
Corporation in which Mr. Reynolds is the sole shareholder.)
Harrah and Reynolds Corporation
10% or more shareholder (this corporation owns approximately 37.5%
of the outstanding Class A Common Stock of the Company as disclosed
in the Proxy Statement. Mr. Reynolds owns all the stock of, and
controls, Harrah and Reynolds Corporation.)
Glenn W. Wilcox, Sr.
Director (Mr. Wilcox beneficially owns or controls approximately
1.1% of the Company's outstanding Class A Common Stock, as
disclosed in the Proxy Statement.)
Phillip E. Cline
Director (Mr. Cline beneficially owns or controls approximately
0.57% of the Company's outstanding Class A Common Stock, as
disclosed in the Proxy Statement.)
Neal W. Scaggs
Director (Mr. Skaggs beneficially owns or controls approximately
0.6% of the Company's outstanding Class A Common Stock, as
disclosed in the Proxy Statement.)
Louis J. Akers
Director (Mr. Akers beneficially owns or controls approximately
0.1% of the Company's outstanding Class A Common Stock, as
disclosed in the Proxy Statement.)
Adam M. Reynolds
President and Chief Executive Officer (Mr. Adam M. Reynolds owns or
controls approximately 0.3% of the Company's outstanding Class A
Common Stock, as disclosed in the Proxy Statement.)
Justin T. Evans
Senior Vice President and Chief Financial Officer
A full-text copy of the regulatory filing is available at:
https://is.gd/o62CKV
About Champion Industries
Champion Industries, Inc., is engaged in the commercial printing
and office products and furniture supply business in regional
markets east of the Mississippi River. The Company also publishes
The Herald-Dispatch daily newspaper in Huntington, West Virginia
with a total daily and Sunday circulation of approximately 23,000
and 28,000.
Champion Industries reported a net loss of $1.19 million on $61.28
million of total revenues for the year ended Dec. 31, 2015,
compared to a net loss of $1.13 million on $63.52 million of total
revenues for the year ended Oct. 31, 2014.
As of Jan. 31, 2016, the Company had $22.89 million in total
assets, $21.15 million in total liabilities and $1.74 million in
total shareholders' equity.
CHAPARRAL ENERGY: Taps Kurtzman as Administrative Advisor
---------------------------------------------------------
Chaparral Energy Inc. and its affiliates seek approval from the
U.S. Bankruptcy Court for the District of Delaware to hire Kurtzman
Carson Consultants LLC as their administrative advisor.
Kurtzman is expected to provide these services:
(a) assist in preparing the Debtors' schedules of assets and
liabilities and statement of financial affairs;
(b) tabulate votes and perform subscription services in
connection with any plan filed by the Debtors;
(c) generate an official ballot certification and testify, if
necessary, in support of the ballot tabulation results;
and
(d) manage any distribution pursuant to a confirmed plan
prior to the effective date of such plan.
The Debtors paid Kurtzman an advanced payment of $25,000 pursuant
to their employment agreement. The hourly rates of the firm's
professionals are as follows:
Executive Vice-President Waived
Director/Senior Managing Consultant $175
Consultant/Senior Consultant $70 - $160
Technology/Programming Consultant $35 - $70
Clerical $25 - $50
Kurtzman will receive reimbursement for work-related expenses.
Evan Gershbein, senior vice-president of Kurtzman, disclosed in a
declaration that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
Kurtzman can be reached through:
Evan Gershbein
Senior Vice-President
Kurtzman Carson Consultants LLC
2335 Alaska Avenue
El Segundo, California 90245
Telephone: (310) 823-9000
About Chaparral Energy
Founded in 1988, Chaparral Energy, Inc. is a Delaware corporation
headquartered in Oklahoma City and a pure play Mid-Continent
independent oil and natural gas exploration and production
company.
Chaparral Energy, Inc. and its 10 affiliates sought protection
under Chapter 11 of the Bankruptcy Code in the District of
Delaware
(Delaware) (Lead Case No. 16-11144) on May 9, 2016.
The petition was signed by Mark A. Fischer, chief executive
officer. The Debtors are represented by Mark D. Collins, Esq., at
Richards, Layton & Finger, P.A.
The Debtors estimated assets of $50 million to $100 million and
debts of $1 billion to $10 billion.
The Office of the U.S. Trustee on May 18 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Chaparral Energy, Inc. and
its
affiliates.
CHESAPEAKE ENERGY: S&P Raises CCR to 'CCC' on Note Exchange
-----------------------------------------------------------
S&P Global Ratings raised the corporate credit rating on Oklahoma
City-based exploration and production company Chesapeake Energy to
'CCC' from 'SD'. The outlook is negative.
"The upgrade reflects a reassessment of the company's corporate
credit rating following the exchange of its 6.5% senior notes due
2017 and convertible notes due 2037, and also reflects our
expectation that further distressed exchanges are possible over the
next 12 months as Chesapeake addresses an onerous maturity schedule
through 2019," said S&P Global Ratings credit analyst Paul Harvey.
Although further exchanges on the 6.5% notes due 2017 and 2037
notes, putable in 2017, would not result in a downgrade, S&P views
potential future distressed exchanges on the 6.25% euro-denominated
2017 notes and 2018 and 2019 puts and maturities, among other debt,
a possibility. In 2017, Chesapeake has about $1.5 billion of debt
that matures or can be put to it including its $344 million 6.25%
euro–denominated notes due January 2017, $341 million 6.5% senior
notes due August 2017, and $812 million 2.5% contingent convertible
notes due 2037 that can be put to the company for cash in May 2017.
In addition, Chesapeake has about $2 billion of debt maturities or
putable debt in 2018 through 2019; therefore, liquidity remains a
key credit factor in S&P's analysis.
The negative outlook reflects the potential that Chesapeake could
launch an exchange offer or other refinancing S&P would view as
distressed, resulting in S&P's lowering the corporate rating to
'SD' (selective default). Additionally, the negative outlook
reflects our expectation that financial measures will remain very
weak over the next 24 months based on S&P's natural gas and crude
oil prices assumptions. S&P expects debt leverage of greater than
10x over the next 12 months, a level S&P considers unsustainable.
Additionally, despite recent asset sales, liquidity is likely to
remain challenged due to a heavy debt maturity schedule, including
putable debt over the next 24 months, as well as low natural gas
and crude oil price assumptions and resulting diminished cash flows
over that period.
S&P could raise the rating if Chesapeake can address upcoming debt
maturities and putable debt such that S&P do not expect a
distressed exchange, likely in conjunction with expectations for
improving financial measures.
CHG HEALTHCARE: S&P Affirms 'B' CCR, Outlook Remains Stable
-----------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' corporate credit rating
on CHG Healthcare Services Inc. The outlook remains stable.
At the same time, S&P assigned a 'B' issue-level rating to CHG
Healthcare Services Inc.'s first-lien credit facility (which now
consists of a $75 million revolver maturing in 2021 and a $990
million first-lien term loan maturing in 2023). The first-lien
credit facility will have a recovery rating of '4', indicating
S&P's expectation for average (30% to 50%; at the higher end of the
range) recovery in the event of payment default. The second-lien
notes will not be rated.
"The stable outlook on CHG Healthcare Services reflects our
expectation that, despite positive EBITDA growth and steady cash
flow generation, the company's adjusted debt leverage will remain
above 5x over the next 12 months because of its financial sponsor's
aggressive financial policies," said S&P Global Ratings credit
analyst James Uko.
S&P could lower the rating if CHG experiences an unforeseen
operating issue that results in meaningful customer losses and a
sharp contraction in EBITDA that results in negligible free cash
flow. This scenario would entail a margin contraction of 400 basis
points. Under this scenario, S&P could lower the rating to 'B-'.
S&P could raise the rating if it expected the company to sustain
leverage below 5x and FFO to total debt of above 12%. While the
company could achieve these metrics if it generated revenue growth
in the mid-teen range and improved margins by more than 400 basis
points, S&P would likely view any improvement in credit metrics as
temporary given the company's financial sponsor ownership and
aggressive financial policies.
CINQUE TERRE: Court Enjoins Rothenberg from Destroying Docs
-----------------------------------------------------------
In consideration of the motion filed by Stuart Mackellar, in his
capacity as the duly appointed Liquidator of Cinque Terre Financial
Group Limited, the U.S. Bankruptcy Court for the Southern District
of New York, ordered that:
1. Richard Rothenberg, the chief financial officer of the
Debtor, is temporarily enjoined from destroying, secreting,
altering, deleting or otherwise disposing of any documents,
records, emails, filings, or other information, however stored,
concerning or relating to the assets, affairs, rights, obligations
or liabilities of the Debtor.
2. Mr. Rothenberg is directed to immediately provide counsel to
the Liquidator access to and copies of, as well as furnish any
logon-information and passwords necessary for the Liquidator or
technicians acting on his behalf to access, the computer files
and/or the network-stored documents of the Debtor.
3. Mr. Rothenberg is directed to immediately turnover and/or
provide copies of all files and documents stored on his personal
computer that concern the Debtor.
4. Mr. Rothenberg is directed to immediately turnover and/or
provide copies of any all emails concerning the Debtor, whether
those emails are stored on his computer, on a server for the
Debtor, or on any cloud or web-based email service including but
not limited to yahoo.com.
5. The Liquidator is authorized to issue a subpoena for a Fed.
R. Bankr. Proc. 2004 oral examination and production of documents
concerning the records, assets, affairs, rights, obligations or
liabilities of the Debtor and shortening the number of days to
appear for the examination and produce the documents to seven (7)
days from the date of service on Mr. Rothenberg.
In its Motion, the Liquidator asserts that: "(a) the Chief
Financial Officer of the Debtor, a U.S. resident, has admitted in
writing that the Debtor's books and records were recently moved to
Venezuela, (b) according to two of the Debtor's secured creditors,
the Chief Executive Officer and Chairman of the Debtor's has
recently left to Venezuela, (c) details have emerged indicating
that a purported marine fuel oil asset of the Debtor, which asset
was assigned to the Debtor's creditor, may have been dissipated
and/or the underlying transaction fraudulent, (d) millions of
dollars of receivables that the Debtor's management represented to
its creditors as existing seem to have disappeared, and (e) there
are concerns over intra-corporate dealings between and amongst the
various entities in the Debtor's group."
Creditor Centauro Liquid Opportunities Master Fund, L.P., asked
that, to the extent the Court grants the Liquidator's request for
provisional relief, the Court explicitly recognize that any stay of
the Centauro Litigation applies only to the Debtor, and not the
remaining five co-defendants in the Centauro Litigation for
Centauro's claims against those five defendants do not require the
Debtor's participation nor do they prejudice the Liquidator’s
efforts to proceed against the Debtor in any way.
Counsel for the Liquidator:
Eugene F. Getty, Esq.
KELLNER HERLIHY GETTY & FRIEDMAN, LLP
470 Park Avenue South, 7th Floor
New York, New York 10016-6819
Telephone: (212) 889-2121
Email: efg@khgflaw.com
Counsel for Creditor Centauro Liquid Opportunities Master Fund,
L.P.
Donald L. Flexner, Esq.
Randall W. Jackson, Esq.
Byron Pacheco, Esq.
BOIES, SCHILLER & FLEXNER LLP
575 Lexington Avenue
New York, NY 10022
Telephone: (212) 446-2300
Facsimile: (212) 446-2350
Email: dflexner@bsfllp.com
rjackson@bsfllp.com
bpacheco@bsfllp.com
About Cinque Terre
Cinque Terre is a limited liability company formed on or about
March 12, 2008, under the laws of the BVI. At all material times,
Cinque Terre maintained its registered office at Craigmuir
Chambers, Road Town, Tortola, British Virgin Islands.
Before the commencement of the BVI Liquidation, Cinque Terre
purports to have been engaged in the business of international oil
transactions. This business may have included purchasing and
selling oil and bunker (marine) fuel for resale to end users or to
brokers, investing in hedging transactions and other derivatives
related to fuel/oil sales and providing trading and logistics
support in connection with international oil/bunker fuel sales. In
some cases, Cinque Terre appears to have entered into joint
ventures with trading partners or investors to finance its
activities, while in other cases Cinque Terre appears to have
obtained financing for its investments.
COLLEGIUM CHARTER: S&P Lowers LongTerm Rating to 'BB+'
------------------------------------------------------
S&P Global Ratings lowered its long-term and underlying ratings
(SPUR) to 'BB+' from 'BBB-' on Chester County Industrial
Development Authority, Pa.'s series 2012 bonds, issued for the
Collegium Charter School (CCS or the school). The outlook is
negative.
"The downgrade and negative outlook reflect our view of the
school's considerable operating deficit of $2.3 million in fiscal
2015, resulting in maximum annual debt service coverage of less
than 1x," said S&P Global Ratings analyst Ashley Ramchandani. In
addition, the rating and outlook reflect S&P's consideration of the
school's potential debt plan during the one-year outlook period,
the details of which remain tentative at this time. It is S&P's
opinion that the school as limited debt capacity at the current
rating. S&P believes the 'BB+' rating is supported by the school's
good academic performance, growing enrollment, and solid demand
profile.
Collegium Charter School, incorporated as a Pennsylvania nonprofit
on Jan. 4, 1999, is west of Philadelphia in Chester County.
COMPUCOM SYSTEMS: S&P Revises Outlook to Neg. & Affirms 'B-' CCR
----------------------------------------------------------------
S&P Global Ratings said it revised its outlook on Dallas-based
CompuCom Systems Inc. to negative from stable and affirmed the
'B-' corporate credit rating.
At the same time, S&P affirmed its 'B-' issue-level rating, with a
recovery rating of '3', on the company's senior secured term loan
due 2020 ($560 million outstanding), indicating S&P's expectation
for meaningful (50% to 70%, lower half of the range) recovery in
the event of payment default.
In addition, S&P affirmed its 'CCC' issue-level rating, with a
recovery rating of '6', on the company's $225 million senior
unsecured notes due 2021, indicating S&P's expectation for
negligible (0% to 10%) recovery in the event of payment default.
"The outlook revision reflects CompuCom's first quarter results,
which were weaker than we had expected, as well as our view that
CompuCom will experience further weakness in financial metrics as
it goes through a challenging and necessary business model
transition over the next 12 months," said S&P Global Ratings credit
analyst Minesh Shilotri.
In this first quarter, the company reported a revenue decline of
11% as compared to first quarter of 2015, along with negative free
cash flow of around $25 million. As a result, adjusted leverage
stands at around 10x as of March 31, 2016. S&P expected CompuCom
to generate modestly positive free cash flow for the next three
quarters, as a stronger second half is offset by higher capital
expenditure requirements.
The negative outlook reflects continued challenges in CompuCom's
core IT services businesses, ongoing transition of the business
model driven by customer requirements and competition, and S&P's
expectation that the company will face lower EBITDA margins and
negative free cash flow until it completes its business model
transition.
COMSTOCK RESOURCES: S&P Lowers Rating on 9.5% Sr. Notes to 'D'
--------------------------------------------------------------
S&P Global Ratings said that it lowered its issue-level rating on
exploration and production (E&P) company Comstock Resources Inc.'s
9.5% senior unsecured notes due 2020 to 'D' from 'CCC'. The
recovery rating remains '6' indicating S&P's expectation of
negligible (0% to 10%) recovery in the event of the default. The
issue-level rating on the company's 7.75% senior unsecured notes
due 2019 remains 'D' (recovery rating: '6'), and the issue-level
rating on its senior secured debt remains 'B' (recovery rating:
'2'). The corporate credit rating on Comstock remains 'SD'.
The downgrade of the 9.5% senior unsecured notes due 2020 follows
Comstock's announcement in its most recent SEC form 10-Q dated
May 4, 2016, that it retired $16.7 million of the 9.5% senior
unsecured notes due 2020 along with an additional $64.3 million of
the 7.75% senior unsecured notes due 2019 in April and May for
total common equity and cash considerations totaling $9.2 million.
S&P views the transaction as a distressed exchange because at the
close of the transaction investors received less than what was
promised on the original securities.
S&P expects to review the corporate credit rating and issue-level
ratings when S&P assess the likelihood of further debt exchanges as
low. S&P's analysis will incorporate the company's current
liquidity position, while still taking into account its challenging
operating environment and high, though marginally improved,
leverage.
RATINGS LIST
Comstock Resources Inc.
Corporate Credit Rating SD/--/--
Downgraded; Recovery Rating Unchanged
To From
Comstock Resources Inc.
Sr unsecd 9.5% notes due 2020 D CCC
Recovery rating 6 6
COORDINATED CHILD CARE: Taps Bertone Piccini as Special Counsel
---------------------------------------------------------------
North Jersey Community Coordinated Child Care Agency, Inc., asks
the U.S. Bankruptcy Court for the District of New Jersey for
authorization to employ Bertone Piccini LLP as special counsel.
The Firm will:
a. provide counsel as to various post-sale law issues,
including potential residual liabilities, non-profit
corporation considerations, and dissolution issues; and
b. perform other services as directed by the Debtor and its
counsel.
The firm will be paid on an hourly basis as approved by the Court
upon the filing of fee applications, and subject to a fee cap of
$20,000. The Firm will be paid at these hourly rates:
Joseph A. Pojanowski, III, Esq. $360
Senior Attorneys $360
Associates $250
Joseph A. Pojanowski, III, Esq., an attorney at the Firm, assures
the Court that the Firm doesn't hold an adverse interest to the
estate, doesn't represent an adverse interest to the estate; and
doesn't represent or hold any interest adverse to the Debtors or
the estate with respect to the matter fro which it will be retained
under 11 U.S.C. Section 327(a).
The Firm can be reached at:
Joseph A. Pojanowski, III, Esq.
Bertone Piccini LLP
777 Terrace Avenue, Suite 201
Hasbrouck Heights, NJ 07604
Tel: (201) 483-9333
Fax: (201) 483-9187
E-mail: jpoj@bertonepiccini.com
Headquartered in Paterson, New Jersey, North Jersey Community
Coordinated Child Care Agency, Inc., dba Michael's Energy Factory
Childcare Center, fdba Barney's Education Center, filed for Chapter
11 bankruptcy protection (Bankr. D. N.J. Case No. 14-20256) on May
20, 2014, estimating its assets at between $1 million and $10
million and liabilities at between $1 million and $10 million. The
petition was signed by Michael Lillo, chairman.
Sam Della Fera, Esq., and Anthony Sodono, III, Esq., at Trenk,
Dipasquale, Della Fera & Sodono, P.C., serve as the Debtor's
bankruptcy counsel.
CURO GROUP: S&P Lowers ICR to 'B-', Outlook Negative
----------------------------------------------------
S&P Global Ratings said it lowered its long-term issuer credit
rating on Curo Group Holdings Corp. to 'B-' from 'B'. The rating
outlook is negative.
S&P also lowered its issue-level ratings on the company's senior
secured notes to 'B-' from 'B'. The recovery ratings remains '3',
indicating S&P's expectation for meaningful (30% to 50%; lower half
of the range) recovery in the event of a payment default.
Additionally, S&P lowered its issue-level rating on the company's
senior unsecured notes 'CCC' from 'CCC+'. The recovery rating on
the second-lien term loan remains '6', indicating S&P's expectation
for negligible (0% to 10%) recovery in the event of a payment
default.
"The downgrade reflects the substantial declines in EBITDA because
of significant regulatory changes in the U.K. and higher operating
expenses, resulting in increased leverage and decreased cash flow
through 2015," said S&P Global Ratings credit analyst Shakir
Taylor.
As a result, S&P lowered its financial risk profile assessment to
"aggressive" from "significant" to account for Curo's growing
leverage trend. S&P's leverage expectations for the company, which
includes a forecast into 2017, is 4.5x, significantly above the
3.0x-4.0x range, which corresponds to a significant assessment.
As of March 31, 2016, Curo reported first-quarter revenues of
$202 million, which is largely in line with the $192 million
reported during same period last year. However, the main source of
revenue growth was driven by a rapid increase in Internet-based
volume, which S&P believes carries incremental fraud risk and
default risk germane to new borrowers.
In the May 2016, Curo extended its revolving credit facility to
August 2016 and reduced it to $10 million from $30 million,
although the company is prohibited from future draw downs. S&P
believes that Curo will maintain an elevated cash balance to
counter reduced funding flexibility and limited alternatives.
Based on S&P's expectation that Curo remains vulnerable to evolving
regulatory changes, S&P believes that competition and adverse
effects from regulatory reform directed by the Consumer Financial
Protection Bureau will create challenges for the company to
maintain leverage in line with historical norms.
The negative outlook reflects S&P's view that Curo's credit profile
could deteriorate within the next year to a level that is slightly
weaker than the current rating would suggest. S&P expects debt to
EBITDA to remain elevated compared with historical norms, unless
performance in the U.K. improves and the company successfully
executes some of its nonpayday new initiatives.
S&P could lower the rating to the 'CCC' category within the next 12
months if regulatory, operational, or funding challenges begin to
hamper sufficient cash flow generation and liquidity levels to
support the current rating. S&P may also lower the rating if the
company engages in any form debt restructuring, which S&P views as
tantamount to default (i.e. in/out of court exchange offers and/or
open market repurchases).
S&P likely will not revise our outlook on Curo to stable in 2016. A
revision to stable largely hinges on the magnitude of adverse
regulatory reform as Curo may have to alter product offerings and
collection operations to less favorable terms in order to comply
with new standards, which have yet to be finalized.
DETROIT, MI: Picks Firm to Help Fix $195M Pension Shortfall
-----------------------------------------------------------
The American Bankruptcy Institute, citing Matt Helms and Matthew
Dolan of Detroit Free Press, reported that Detroit is closer to
figuring out how to address a hole in pension funding that is far
larger than it had anticipated when it exited from bankruptcy.
According to the Detroit Free Press, the city in March put out
requests for proposals seeking national firms with expertise in
public pension plans to advise the city on how best to address a
$195-million payment to the city's two pension plans that comes due
in 2024, under terms of the city's exit from the nation's largest
Chapter 9 municipal bankruptcy.
John Naglick, the city's deputy chief financial officer and finance
director, told the Free Press that a committee of top officials in
the Duggan administration reduced a pool of proposals to three and
recently recommended one firm to the city's CFO, John Hill, who
approved the suggestion, the report related.
Naglick didn't name the firm, saying it would be revealed later
this month when a contract is presented to the City Council, the
report further related. It's the next step in addressing what's
become a significant risk to the city's recovery from insolvency,
the report added.
About the City of Detroit
The City of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers appointed in
the case is represented by Dentons US LLP. Lazard Freres & Co.
LLC serves as the Retiree Committee's financial advisor.
Detroit filed a notice that the effective date of its
bankruptcy-exit plan occurred on Dec. 10, 2014. Judge Steven
Rhodes on Nov. 12, 2014, entered an order confirming the Eighth
Amended Plan for the Adjustment of Debts of the City of Detroit.
Thomas Tucker, a federal bankruptcy judge since 2003, took over
Detroit's landmark bankruptcy case following the retirement of
Judge Rhodes.
DORAL FINANCIAL: Settles UMB Claim for $16-Mil.
-----------------------------------------------
Doral Financial Corp. and the Official Committee of Unsecured
Creditors jointly ask the U.S. Bankruptcy Court for the Southern
District of New York to approve a settlement agreement with UMB
Bank, N.A., in its capacity as indenture trustee.
The Settlement Agreement is the result of a good faith and
arm's-length discussion among the parties and provides for the
resolution of the parties' disputes regarding the amount of the
Claim and UMB's entitlement to prepayment or liquidated damages,
interest, fees, and other expenses.
The Settlement Agreement provides that UMB will have an allowed
claim against the Debtor of $16,000,000 and that the Debtor and UMB
will provide mutual releases.
The Committee and the Debtor believe that the requirements of Rule
9019 are satisfied because the Settlement Agreement, including the
mutual releases therein, are fair, equitable, and reasonable given
the issues involved and the potential burden to the estate deriving
from litigation.
The Debtor's and the Committee's professionals worked together to
assess the Debtor's rights and obligations with respect to the
Claim and the Loan Guaranty. Based on this analysis, the Debtor and
the Committee believe that the benefits to be received in an
immediate settlement via the Settlement Agreement far outweigh the
complexities, uncertainties, and costs of litigating the Claim with
UMB.
And while the Settlement Agreement contemplates the release of the
former and current officers or directors of the Debtor by UMB,
thereby eliminating the risk of indemnification or contribution
claims by such parties against the estate if UMB were to bring
claims against such parties, the Settlement Agreement does not
contemplate any release of the officers or directors by the Debtor,
the estate, or the Committee.
Doral Financial Corp. is represented by:
Mark I. Bane, Esq.
ROPES & GRAY LLP
1211 Avenue of the Americas
New York, NY 10036-8704
Telephone: (212) 596-9000
Facsimile: (212) 596-9090
Email: mark.bane@ropesgray.com
-- and --
James A. Wright III, Esq.
Prudential Tower
800 Boylston Street
Boston, MA 02199-3600
Telephone: (617) 951-7000
Facsimile: (617) 951-7050
Email: james.wright@ropesgray.com
Official Committee of Unsecured Creditors is represented by:
Brian D. Pfeiffer
SCHULTE ROTH & ZABEL LLP
Taejin Kim
919 Third Avenue
New York, NY 10022
Telephone: (212) 756-2000
Facsimile: (212) 593-5955
Email: brian.pfeiffer@srz.com
tae.kim@srz.com
About Doral Financial Corp.
Doral Financial Corp. (the "DFC") is a holding company whose
primary operating asset was equity in Doral Bank. DFC maintains
offices in New York City, Coral Gables, Florida and San Juan,
Puerto Rico. The company has three wholly-owned subsidiaries: Doral
Properties, Inc., Doral Insurance Agency, LLC, and Doral Recovery,
Inc.
On Feb. 27, 2015, regulators placed Doral Bank into receivership
and named the Federal Deposit Insurance Corp. as receiver. Doral
Bank served customers through 26 branches located in New York,
Florida, and Puerto Rico.
DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
15-10573) in Manhattan on March 11, 2015. The case is assigned to
Judge Shelley C. Chapman. It estimated $50 million to $100 million
in assets and $100 million to $500 million in debt as of the
bankruptcy filing.
DRUG STORES II: $31,000 in Net Proceeds from Vehicle Sales
----------------------------------------------------------
Judge Kathryn C. Ferguson on May 17, 2016, entered an order
authorizing Drug Stores II Limited Liability Company to sell
certain of its owned vehicles.
The Debtor is the owner of certain vehicles that the Debtor's prior
employees used in the operation of the Debtor's business, including
the following Vehicles: a 2013 Honda Pilot EX (VIN
5FNYF4H4XBDO14141) (the "Honda Pilot"), a 2013 Range Rover (VIN
SALGV2EF0DA119748) (the "Range Rover"), and a 2014 Porsche Cayenne
Hybrid (VIN WP1AE2A24ELA50826) (the "Porsche"). The Debtor no
longer requires the use of the Vehicles, because of the shutdown of
its operations.
The Debtor sought authority to sell the Honda Pilot to Pedro
Lizardo (the "Honda Buyer") for $14,000, which would result in
sufficient sale proceeds to fully satisfy the Honda Finance loan
and deliver net proceeds of $4,394 to the Debtor's estate. The
Debtor also sought authority to sell the Range Rover and the
Porsche to International Mortgage Corporation LLC (the "Range
Rover/Porsche Buyer," and together with the Honda Buyer, the
"Buyers") for (i) $95,000 for the Range Rover, which would result
in sufficient sale proceeds to fully satisfy the RBS loan and
deliver net proceeds of $27,042 to the Debtor's estate, and (ii)
$50,000 for the Porsche, with Snehal Patel, the co-owner of the
Porsche, paying the remaining approximately $8,000 to satisfy the
Porsche Finance loan. Accordingly, the sales of the Vehicles will
allow the Debtor to recognize over $31,000 in net proceeds, and at
the same time remove over $137,000 of secured debt from the
Debtor's books.
A copy of the Sale Order is available at:
http://bankrupt.com/misc/Drug_Stores_78_Sale_Ord.pdf
About Drug Stores
East Windsor, New Jersey-based Drug Stores II, Limited Liability
Company -- dba Innovo Specialty Compounding Solutions, Innovo
Specialty Pharmacy, and Health Shoppe Pharmacy -- filed for Chapter
11 bankruptcy protection (Bankr. D.N.J. Case No. 16-12198) on Feb.
6, 2016, estimating assets and liabilities between $1 million and
$10 million each. The petition was signed by Piushbhai Patel,
president.
Judge Kathryn C. Ferguson presides over the case.
Justin B. Singer, Esq., at Herrick Feinstein LLP serves as the
Debtor's bankruptcy counsel.
No official committee of unsecured creditors, trustee or examiner
has been appointed.
ECOSPHERE TECHNOLOGIES: Delays Filing of March 31 Form 10-Q
-----------------------------------------------------------
Ecosphere Technologies, Inc., filed with the U.S. Securities and
Exchange
Commission a Notification of Late Filing on Form 12b-25 with
respect to its quarterly report on Form 10-Q for the quarter ended
March 31, 2016. The Company was unable to timely complete the
preparation of their 10-Q for various reasons. The Company expects
to complete the report within five calendar days, and will file
the report once it is complete.
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering,
technology licensing and environmental services company that
designs, develops and manufactures wastewater treatment solutions
for industrial markets. Ecosphere, through its majority-owned
subsidiary Ecosphere Energy Services, LLC, provides energy
exploration companies with an onsite, chemical free method to kill
bacteria and reduce scaling during fracturing and flowback
operations.
Ecosphere reported a net loss of $23.06 million on $721,179 of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $11.49 million on $1.11 million of total revenues for the
year ended Dec. 31, 2014.
As of Dec. 31, 2015, the Company had $2.13 million in total assets,
$10.76 million in total liabilities, $3.88 million in total
redeemable convertible preferred stock, and a total deficit of
$12.52 million.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company reported a
net loss of $23,067,761 and $11,496,463 in 2015 and 2014,
respectively, and cash used in operating activities of $1,761,946
and $4,550,454 in 2015 and 2014, respectively. At December 31,
2015, the Company had a working capital deficiency, stockholders'
deficit and accumulated deficit of $9,322,066, $12,218,672 and
$132,397,790 respectively. These matters raise substantial doubt
about the Company's ability to continue as a going concern.
EFTENI INC: Taps Hoffman & Hoffman as Legal Counsel
---------------------------------------------------
Efteni Inc. seeks approval from the U.S. Bankruptcy Court in New
Jersey to hire Hoffman & Hoffman as its legal counsel.
The hourly rates for the firm's professionals are as follows:
Professionals Hourly Rates
------------- ------------
Brian L. Hoffman $350
Jeannette A. Hoffman $375
Gary D. Hoffman $250
Brian Hoffman, Esq., a member at Hoffman & Hoffman, disclosed in a
court filing that his firm does not hold or represent any interest
adverse to the Debtor's estate.
The firm can be reached through:
Brian L. Hoffman, Esq.
Hoffman & Hoffman
99 Highway 35
Keyport, NJ 07735
Phone: (732) 264-1956
Fax: (732) 264-1030
Email: brian@hoffman-hoffman.net
About Efteni Inc.
Efteni Inc. sought protection under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of New Jersey
(Trenton) (Case No. 16-16547) on April 5, 2016.
The petition was signed by Suleyman Kilic, president. The case is
assigned to Judge Christine M. Gravelle.
The Debtor disclosed total assets of $31,000 and total debts of
$1.05 million.
ELAINA VANDERS JOHNSON: Heritage Bank's Bid to Dismiss Case OK'd
----------------------------------------------------------------
Judge Marian F. Harrison of the United States Bankruptcy Court for
the Middle District of Tennessee, at Nashville, granted Heritage
Bank, USA, Inc.'s motion to dismiss the bankruptcy case captioned
IN RE: ELAINA VANDERS JOHNSON, Chapter 11, Debtor, Case No.
315-03929 (Bankr. M.D. Tenn.).
A full-text copy of the Memorandum Opinion dated May 5, 2016 is
available at https://is.gd/TFcvht from Leagle.com.
Elaina Vanders Johnson, Debtor, is represented by GRIFFIN S.
DUNHAM, Esq. -- griffin@dhnashville.com -- Dunham Hildebrand, PLLC,
HENRY E. HILDEBRAND, IV, Esq. -- ned@dhnashville.com -- DUNHAM
HILDEBRAND, PLLC, ROY N. WILSON, BROWN & WILSON.
US TRUSTEE, U.S. Trustee, is represented by CHARLES M. WALKER,
OFFICE OF US TRUSTEE.
ELBIT IMAGING: Unit to Sell Mup Plot in Belgrade for EUR15.9M
-------------------------------------------------------------
Elbit Imaging Ltd. announced that Plaza Centers N.V., an indirect
subsidiary of the Company, intends to sell its wholly owned
subsidiary, which holds the "MUP" plot and related real estate in
Belgrade, Serbia, for EUR15.9 million, above the last reported book
value of approximately EUR13.5 million.
MUP is a prominent development site at the location of the former
Federal Ministry of Internal Affairs, at the entrance to Belgrade's
old town and on the city's main thoroughfare. The potential
development is projected to comprise a significant mixed-use
scheme, including residential units, retail, offices, a hotel and
underground parking facilities. As a mixed-use development, the
asset sits outside of Plaza's core focus on the retail and leisure
sectors.
Following the fulfilment of certain technical conditions that are
expected to be met in the coming weeks, the purchaser will pay
EUR11 million in cash to Plaza. An additional EUR300,000 will be
due before 30 November 2016 and the remaining EUR4.6 million will
be due within 15 months from the transaction closing date.
Furthermore, Plaza will also be entitled to an additional pending
payment of EUR600,000, on top of the EUR15.9 million transaction
consideration, once the purchaser successfully develops at least
69,000 sqm above ground.
Upon the receipt of each stage payment, in line with Plaza's stated
restructuring plan, 75% of the net cash proceeds will be
distributed to Plaza's bondholders in the following quarter.
About Elbit Imaging
Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF)
holds investments in real estate and medical companies. The
Company, through its subsidiaries, also develops shopping and
entertainment centers in Central Europe and invests in and manages
hotels.
Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47
million of revenues for the year ended Dec. 31, 2015, compared to
profit of NIS 1 billion on NIS 461,000 of revenues for the year
ended Dec. 31, 2014. As of Dec. 31, 2015, Elbit Imaging had NIS
778.25 million in total assets, NIS 758.96 million in total
liabilities and NIS 19.28 million in shareholders' equity.
Since February 2013, Elbit has intensively endeavored to come to
an arrangement with its creditors. Elbit has said it has been
hanging by a thread for more than five months. It has encountered
cash flow difficulties and this burdens its day to day activities,
and it certainly cannot make the necessary investments to improve
its assets. In light of the arrangement proceedings, and
according to the demands of most of the bondholders, as well as an
agreement that was signed on March 19, 2013, between Elbit and the
Trustees of six out of eight series of bonds, Elbit is prohibited,
inter alia, from paying off its debts to the financial creditors
-- and as a result a petition to liquidate Elbit was filed, and
Bank Hapoalim has declared its debts immediately payable,
threatening to realize pledges that were given to the Bank on
material assets of the Company -- and Elbit undertook not to sell
material assets of the Company and not to perform any transaction
that is not during its ordinary course of business without giving
an advance notice to the trustees.
Accountant Rony Elroy has been appointed as expert for examining
the debt arrangement in the Company.
In July 2013, Elbit Imaging's controlling shareholders, Europe-
Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company
that the Tel Aviv District Court has appointed Adv. Giroa Erdinast
as a receiver with regards to the ordinary shares of the Company
held by Europe Israel securing Europe Israel's obligations under
its loan agreement with Bank Hapoalim B.M. The judgment stated
that the Receiver is not authorized to sell the Company's shares
at this stage. Following a request of Europe-Israel, the Court
also delayed any action to be taken with regards to the sale of
those shares for a period of 60 days. Europe Israel and
Mr. Zisser have also notified the Company that they utterly reject
the Bank's claims and intend to appeal the Court's ruling.
EMERALD OIL: Files Schedules of Assets and Liabilities
------------------------------------------------------
Emerald Oil, Inc., filed with the U.S. Bankruptcy Court for the
District of Delaware its schedules of assets liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- -------------- ---------------
A. Real Property $0
B. Personal Property $14,152,663.70
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $112,036,390.73
E. Creditors Holding
Unsecured Priority
Claims $232,783.47
F. Creditors Holding
Unsecured Non-Priority
Claims $199,844,250.14
-------------- ---------------
Total $14,152,663.70 $312,113,424.34
A copy of the schedules is available for free at:
https://is.gd/MqPBFz
About Emerald Oil
Emerald is a Denver-based independent exploration and production
company that is focused on acquiring acreage and developing wells
in the Williston Basin of North Dakota.
Emerald Oil, Inc., Emerald DB, LLC, Emerald NWB, LLC, Emerald WB
LLC and EOX Marketing, LLC filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10704 to 16-10708) on March
22, 2016. Ryan Smith signed the petitions as chief financial
officer.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Pachulski Stang
Ziehl & Jones LLP as local counsel, Intrepid Financial Partners,
LLC as investment banker, Opportune LLP as restructuring advisor
and Donlin Recano & Company, Inc., as claims and noticing agent.
Judge Kevin Gross has been assigned the cases.
Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Emerald Oil, Inc., to serve on the official committee
of unsecured creditors.
EMMAUS LIFE: Delays Filing of March 31 Form 10-Q
------------------------------------------------
Emmaus Life Sciences, Inc., filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its quarterly report on Form 10-Q for the quarter
ended March 31, 2016. The Company said it has been unable to
complete the internal process for its consolidated financial
statements for the quarters ended June 30, 2015, Sept. 30, 2015,
and March 31, 2016, and for the year ended Dec. 31, 2015.
The Company has not yet filed its consolidated financial statements
for the quarters ended June 30, 2015, and Sept. 30, 2015 and for
the year ended Dec. 31, 2015. Specifically, the Company is
evaluating the amount to expense, and the timing of such expense,
for options previously granted to a former board member upon his
departure, as well as the impact of a reclassification of certain
warrants for the purchase of shares of its common stock that were
issued to a broker. The Company is, however, in the process of
completing these evaluations and the other required work on these
reports. Based upon the Company's evaluations to date, it does not
anticipate that any adjustments resulting from these efforts will
be material. However, as this evaluation remains ongoing, there
can be no assurance that material adjustments to previously issued
financial statements will not be required.
About Emmaus Life
Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases. This biopharmaceutical
company's headquarters is in Torrance, California.
Emmaus Life reported a net loss of $20.8 million on $500,700 of net
revenues for the year ended Dec. 31, 2014, compared to a net loss
of $14.06 million on $391,000 of net revenues for the year ended
Dec. 31, 2013.
As of March 31, 2015, the Company had $2.2 million in total assets,
$24.3 million in total liabilities and a $22.1 million total
stockholders' deficit.
KPMG LLP, in San Diego, California, issued a "going Concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2014. The independent auditors noted that the
Company has suffered recurring losses from operations, has
significant amounts of debt due within a year, and has a net
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
EMPIRE TODAY: S&P Lowers CCR to 'CCC', Outlook Developing
---------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Empire
Today LLC to 'CCC' from 'B-'. The outlook is developing.
S&P also lowered its issue-level ratings on the company's debt
instruments accordingly with the lowered corporate credit rating to
'CCC' from 'B-'. The '4' recovery ratings on these debt
instruments remains unchanged and reflects S&P's expectations for
average recovery in the event of default, at the lower end of the
30% to 50% range.
S&P has removed the corporate credit and issue level ratings from
CreditWatch negative, where S&P placed them on Jan. 29, 2016.
"The rating action reflects our belief that due to the volatile
nature of its business and accompanying swings in credit metrics,
Empire Today's refinancing process is taking longer than we
previously expected," said Olya Naumova. "We believe the company
is engaged in ongoing discussions with its revolving facility
lender and other institutions to secure a permanent capital
structure refinancing or pursue other strategic alternatives.
However, we remain cautious on the timing of executing this
transaction ahead of the revolver's September maturity."
The outlook is developing, indicating S&P's concerns about Empire
Today's liquidity given uncertainties surrounding the timing of the
company's capital structure refinancing.
S&P would lower the rating if the company is unable to secure
refinancing and if S&P believes that default, a distressed
exchange, or redemption appears to be inevitable in the next six
months.
S&P would consider a positive rating action if management can
successfully refinance its revolver and senior notes such that its
liquidity position stabilizes, and vendors do not tighten payment
terms. At that point, S&P would also consider whether the recent
positive operating performance trends reverse their trajectory
because of ineffective advertising strategies and weaker lead
generation.
ENCORE PROPERTIES: Wells Fargo Seeks Dismissal or Stay Relief
-------------------------------------------------------------
Wells Fargo Bank, N.A., as Trustee for the Registered Holders of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2007-C5, asks the U.S.
Bankruptcy Court for the Northern District of New York to dismiss
the Chapter 11 case of Encore Properties of Rochester, LLC, or in
the alternative, grant relief from the automatic stay and issue an
order continuing the receivership of Timothy Foster.
Wells Fargo tells the Court that the Debtor has asserted certain
claims against a parcel of property located on Stone Road in
Greece, New York, commonly known as the Imperial Manor apartments
("Imperial Manor Property") and has been litigating those claims
with Wells Fargo for the past six years. Wells Fargo further tells
the Court that a limited liability company known as Encore Property
Management of Western New York, LLC ("EPMWNY") is the record owner
of the Imperial Manor Property.
Wells Fargo relates that EPMWNY executed a Consolidated, Amended
and Restated Promissory Note and Loan Agreement in the amount of
$49,132,200. The Note was allegedly secured by a consolidated
mortgage lien in the amount of $49,132,200, which is a lien upon
several properties owned by EPMWNY, including the Imperial Manor
Property. Wells Fargo contends that it is the current owner and
holder of the Note and Mortgage.
Wells Fargo filed a Foreclosure Action, seeking to foreclose the
Note and the Mortgage upon several properties of EPMWNY located in
Monroe County, New York, including the Imperial Manor Property.
Among the mortgages being foreclosed in the Foreclosure Action were
the Intervest Mortgages, which were placed on the Imperial Manor
Property by the Debtor, prior to the transfer of the property to
EPMWNY.
A final Judgment of Foreclosure and Sale was granted in the
Foreclosure Action, which encompasses the Imperial Manor Property.
Pursuant to the Judgment of Foreclosure, Wells Fargo is owed the
sum of $106,973,283.95 as of April 13, 2016, which sum is secured
by the several properties included in the Foreclosure Action,
including the Imperial Manor Property.
"The debtor claims that the Imperial Manor Property has a value of
$25,000,000. This amount is far less than the $106,973,283.95 due
Wells Fargo as of April 13, 2016 and the $45,113,029.72 of that
debt that is secured by the Intervest Mortgates... it is clear that
the debtor has no "business" to reorganize, only a few de minimus
creditors other than Wells Fargo, no employees and no property (or
even claimed property with any equity); therefore, this single
asset debtor has no legitimate purpose for filing for protection
under Chapter 11 of the Bankruptcy Code," Wells Fargo contends.
Wells Fargo believes that the Debtor has filed its bankruptcy case
in bad faith, and for the sole purpose of further delaying the
State Court Actions upon the Imperial Manor Property.
In the alternative, Wells Fargo believes that relief from the
automatic stay is in order. "The debtor clearly cannot offer
adequate protection to Wells Fargo where, as here, the Imperial
Manor Property has no equity and the debtor has no source of income
from which to even propose monthly payments to preserve Wells
Fargo's interest in the Imperial Manor Property pending the outcome
of these proceedings," Wells Fargo avers.
Wells Fargo Bank, N.A., as Trustee for the Registered Holders of
Credit Suisse First Boston Mortgage Securities Corp., Commercial
Mortgage Pass-Through Certificates, Series 2007-C5, is represented
by:
John K. McAndrew, Esq.
WOODS OVIATT GILMAN LLP
700 Crossroads Building
2 State Street
Rochester, NY 14614
Telephone: (585)987-2800
E-mail: jmcandrew@woodsoviatt.com
About Encore Properties of Rochester
Encore Properties of Rochester, LLC, commenced a voluntary case
(Bankr. N.D.N.Y. Case No. 16-60524) under Chapter 11 of the
Bankruptcy Code on April 13, 2016. The petition was signed by
Patrick F. Loreto, managing partner. The Company disclosed total
assets of $25.0 million and total debts of $17.7 million.
ENERGY DEVELOPMENT: Pacifoco-Led Auction Set for June 9
-------------------------------------------------------
John M. Wolfe, the duly appointed Chapter 11 Trustee for the
bankruptcy estates of Energy Development Corporation and Stephen T.
Harris, won approval of bid procedures in connection with the sale
of the assets of South Coast Corp. and EDC and Harris.
Judge Theodor C. Albert on May 18, 2016, approved bid procedures
where Pacifoco, Inc., will purchase the assets of SCC, EDC and
Harris for $1,465,000, absent higher and better offers.
According to Judge Albert's May 18 order, for reasons discussed in
the Court's tentative ruling issued for the May 6, 2016, hearing,
for purposes of bidding the value of the total consideration
offered by Pacifoco, Inc., in the Asset Purchase Agreement, as
modified by the Addendum, is established as $1,465,000.
Accordingly, the initial overbid for all assets included in the
sale will be $1,565,000, which each incremental bid thereafter to
be at least $50,000.
The "Purchased Assets," consisting of substantially all of the
assets of SCOC, EDC and specified assets of Harris, as more
specifically described in the Asset Purchase Agreement (the "Lead
Bidder APA") between James J. Joseph, Chapter 11 Trustee for South
Coast Oil Corporation, Substantively Consolidated with South Coast
Corporation (the "SCOC Trustee"), John M. Wolfe as Chapter 11
Trustee for EDC and Harris (the "EDC/Harris Trustee" and
collectively with the SCOC Trustee, the "Sellers"), and Pacifoco,
Inc. (the "Lead Bidder").
The actual auction sale will take place at the hearing on approval
of the sale, which is scheduled for June 8, 2016 commencing at
10:00 a.m., before the Honorable Theodore C. Albert, United States
Bankruptcy Judge, in Courtroom 5B, 411 West Fourth Street, Santa
Ana, CA 92701-4593.
In order to be eligible to participate as a bidder at the Auction
as a "qualified bidder," a prospective bidder must (a) deliver to
the SCOC Trustee funds in an amount equal to the Lead Bidder SCOC
Good Faith Deposit of $125,000, and to the EDC/Harris Trustee funds
in an amount equal to the Lead Bidder EDC Good Faith Deposit of
$100,000, no less than seven days prior to the auction.
A copy of the Bid Procedures Order is available for free at:
http://bankrupt.com/misc/EDC_861_Sale_Ord.pdf
About Energy Devt. Corporation
Stephen Thomas Harris sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 06-11174) on July 21, 2006. Related entity,
Huntington Beach, California-based Energy Development Corporation
simultaneously sought Chapter 11 protection (Case No. 06-11175).
EDC's business involved rights to subsurface mineral rights, drill
sites and wells, related tools and equipment and intangible rights
with respect to oil wells located in the town-lot portion of the
Huntington Beach Oil Field (the "HB Wells"), and two wells in the
adjacent West Newport Oil Field (collectively with the HB Wells,
the "EDC Wells"). The HB Wells were assigned, conveyed and
transferred to EDC by South Coast Oil Corporation ("SCOC") pursuant
to an Assignment recorded May 10, 2001, as Document No.
20010298788, Official Records, Orange County, California (the "2001
Assignment"). EDC also had certain rights or claims regarding the
State Lease PRC, 145.1 Offshore Lease located on County of Ventura
surface lands (the "Rincon Assets"), which had also been assigned
to EDC by SCOC. EDC's primary business mission was to produce oil
and gas directly from existing oil and gas wells. At the outset of
these cases, Harris was engaged in operating EDC and the funds of
the two estates were combined.
EDC estimated assets and debt of $10 million to $50 million.
Simon H. Langer, Esq., in Los Angeles, California, represented the
Debtors.
John M. Wolfe was later appointed Chapter 11 Trustee for the
bankruptcy estates of EDC and Mr. Harris.
Counsel for the Chapter 11 Trustee:
Philip A. Gasteier
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, California 90067
Telephone: (310) 229-1234
Facsimile: (310) 229-1244
E-mail: pag@lnbyb.com
ENERGY FUTURE: Contemplates Possible Competing Ch. 11 Plan
----------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Energy Future Holdings Corp. is bracing to fend off a possible
rival chapter 11 plan from an unnamed suitor for its Oncor
electricity-transmissions business, a lawyer for the company, Marc
Kieselstein, told a bankruptcy judge on May 23.
According to the report, Energy Future, which has been in chapter
11 bankruptcy for more than two years, is trying to dig itself out
from under a $42 billion debt load, the legacy of a leveraged
buyout of the former TXU Corp. Oncor, a cash-producing element of
the growing Texas power grid, is back in play after a planned
buyout fell through, cutting off an exit route, the report
related.
Energy Future bounced back with a new emergence plan, but Mr.
Kieselstein said there have been "rumblings" that a strategic buyer
interested in Oncor may be planning to file a chapter 11 plan that
would rival Energy Future's proposal, the report further related.
Another strategic buyer has "had extensive discussions" with
creditors that have claims on Oncor, who have to be appeased if the
bankruptcy proceeding is to end, the report cited Mr. Kieselstein
as saying. Additionally, the Oncor-linked creditors are weighing
reorganization plans that would allow them to take over the
business, the report said.
Mr. Kieselstein didn't name names, but two companies have been
openly dueling for Oncor inside and outside of bankruptcy for
years: Hunt Consolidated Inc. and NextEra Energy Inc., the report
noted. Other names have been tossed around in discussions about an
Oncor buyout, but NextEra and Hunt made offers in pre-bidding
rounds for an auction that was never held, the report added.
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.
ESTEBAN BEAUTY: Seeks Approval to Hire Lozada as Legal Counsel
--------------------------------------------------------------
Esteban Beauty Distributor Corp. seeks approval from the U.S.
Bankruptcy Court in Puerto Rico to hire Lozada Law & Associates,
LLC as its legal counsel.
Maria Soledad Lozada-Figueroa, Esq., the primary attorney tasked to
provide the services, will receive $200 per hour and will be
reimbursed by the Debtor for work-related expenses.
Other Lozada professionals will also provide services to the Debtor
as needed. The hourly rate for partners or associates is $150
while the hourly rate for paralegals is $75.
In a court filing, Ms. Figueroa disclosed that her firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
María Soledad Lozada-Figueroa
Lozada Law & Associates, LLC
PO Box 9023888
San Juan, P.R. 00902-3888
Phone: (787) 200-0673
Cel: (787) 533-1400
Email: msl@lozadalaw.com
About Esteban Beauty
Esteban Beauty Distributor Corp. sought protection under Chapter 11
of the Bankruptcy Code in the U.S. Bankruptcy Court for the
District of Puerto Rico (Case No. 16-03796) on May 11, 2016.
ESTEBAN DIST: Taps Lozada Law & Associates as Legal Counsel
-----------------------------------------------------------
Esteban Dist Inc. seeks approval from the U.S. Bankruptcy Court in
Puerto Rico to hire Lozada Law & Associates, LLC as its legal
counsel.
The Debtor proposed to pay the firm's professionals on an hourly
basis and reimburse them for work-related expenses. Maria Soledad
Lozada-Figueroa, Esq., the primary attorney tasked to provide the
services, will receive $200 per hour.
Meanwhile, the hourly rate for partners or associates of the firm
is $150 while the hourly rate for paralegals is $75.
Ms. Figueroa disclosed in a court filing that her firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Lozada can be reached through:
María Soledad Lozada-Figueroa
Lozada Law & Associates, LLC
PO Box 9023888
San Juan, P.R. 00902-3888
Phone: (787) 200-0673
Cel: (787) 533-1400
Email: msl@lozadalaw.com
About Esteban Dist
Esteban Dist Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Puerto Rico (Case No. 16-03799) on May 11, 2016.
EXCO RESOURCES: Two Directors Withdraw From Board Election
----------------------------------------------------------
The American Bankruptcy Institute, citing Matt Jarzemsky of The
Wall Street Journal, reported that two Exco Resources Inc.
directors overseeing the oil-and-gas company's review of bankruptcy
and other options won’t stand for re-election after several big
shareholders pushed for their ouster.
According to the report, citing an Exco news release, Jeffrey
Benjamin and Jeffrey Serota withdrew themselves from voting
consideration at the company's request. The company had received
enough votes withholding support for the two directors to compel
them to tender their resignations, as required by the company's
governance guidelines, the report related.
Three of Exco's largest shareholders, WL Ross & Co., a fund
affiliated with Canadian insurance magnate Prem Watsa and Bluescape
Resources Co., had voted to withhold support for the directors, the
report further related, citing people familiar with the matter.
Messrs. Benjamin and Serota were serving on a three-member
committee charged with assessing Exco's financial situation and
exploring strategic alternatives including swapping debt for
equity, selling assets and restructuring, either in or out of
court, the report added, further citing the people.
As previously reported by The Troubled Company Reporter, citing Dow
Jones' Daily Bankruptcy Review, Exco tapped its directors to
explore whether to restructure in or out of bankruptcy court, among
other options. The publicly traded company said on May 13 that its
board of directors formed a special committee to review its
operations and financial condition and come up with ways to improve
its capital structure and boost liquidity amid the continued
commodities rout.
On October 26, 2015, the Company closed a 12.5% senior secured
second lien term loan with certain affiliates of Fairfax Financial
Holdings Limited in the aggregate principal amount of $300.0
million. We also closed a 12.5% senior secured second lien term
loan with certain unsecured noteholders in the aggregate principal
amount of $291.3 million on October 26, 2015 and $108.7 million on
November 4, 2015. The proceeds from the Exchange Term Loan were
used to repurchase a portion of the outstanding 2018 Notes and
2022
Notes in exchange for the holders of such notes agreeing to act as
lenders in connection with the Exchange Term Loan. The exchange
was
accounted for as a troubled debt restructuring pursuant to FASB
ASC
470-60, Troubled Debt Restructuring by Debtors.
The Second Lien Term Loans mature on October 26, 2020, with
interest payable on the last day in each calendar quarter. The
Second Lien Term Loans are guaranteed by substantially all of
EXCO’s subsidiaries, with the exception of certain
non-guarantor
subsidiaries and our jointly-held equity investments with BG
Group,
and are secured by second-priority liens on substantially all of
EXCO's assets securing the indebtedness under the EXCO Resources
Credit Agreement. The Second Lien Term Loans rank (i) junior to
the debt under the EXCO Resources Credit Agreement and any other
priority lien obligations, (ii) pari passu to one another and
(iii)
effectively senior to all of our existing and future unsecured
senior indebtedness, including the 2018 Notes and the 2022 Notes,
to the extent of the collateral.
The Company stated in its Form 10-Q filing with the U.S.
Securities
and Exchange Commission for the quarter ended March 31, 2016, that
"[s]ignificant reductions in our borrowing capacity as a result of
a redetermination of our borrowing base under the EXCO Resources
Credit Agreement could have an impact on our capital resources and
liquidity. The borrowing base redetermination process considers
assumptions related to future commodity prices; therefore, our
borrowing capacity could be negatively impacted by further
declines
in oil and natural gas prices. The lenders party to the EXCO
Resources Credit Agreement have considerable discretion in setting
our borrowing base, and we are unable to predict the outcome of
any
future redeterminations. Our next scheduled redetermination of the
borrowing base is set to occur on or about September 1, 2016 and
the lenders may request an unscheduled redetermination of the
borrowing base between scheduled redetermination dates. Any
reduction in our borrowing base could result in our liquidity
being
limited to our cash flow from operations, which is currently in
decline as a result of the depressed commodity price environment.
If our borrowing base is materially reduced or we are no longer
able to draw on the EXCO Resources Credit Agreement or generate
sufficient cash flow from operations, we may not be able to fund
our operations and drilling activities or pay the interest on our
debt, which would result in us defaulting under our various debt
instruments and may force us to seek bankruptcy protection or
pursue other restructuring alternatives. Our ability to maintain
compliance with debt covenants is negatively impacted when oil
and/or natural gas prices and/or production declines over an
extended period of time. In particular, our Interest Coverage
Ratio
and Senior Secured Indebtedness Ratio, each as defined in the EXCO
Resources Credit Agreement, are computed using EBITDAX for a
trailing period."
EXCO Resources, Inc., is a Dallas-based oil and natural gas company
engaged in the exploration, acquisition, development and production
of onshore U.S. oil and natural gas properties with a focus on
shale resource plays. The Company's principal operations are
conducted in certain key U.S. oil and natural gas areas including
Texas, Louisiana, and the Appalachia region.
* * *
The Troubled Company Reporter, on Nov. 5, 2015, reported that
Standard & Poor's Ratings Services lowered its corporate credit
rating on Dallas-based EXCO Resources Inc. to 'SD' (selective
default) from 'CCC+'.
"The downgrade follows Exco's announcement that the company has
entered into an agreement to repurchase a portion of its senior
unsecured notes at a significant discount to par," said Standard &
Poor's credit analyst Christine Besset.
EZ MAILING: Exclusive Plan Filing Deadline Moved to July 31
-----------------------------------------------------------
The Hon. Stacey L. Meisel of the U.S. Bankruptcy Court for the
District of New Jersey has extended, at the behest of E Z Mailing
Services, Inc., et al., the exclusive period to file a Chapter 11
plan through and including July 31, 2016, and the exclusive period
to solicit acceptances of that plan through and including Sept. 29,
2016.
As reported by the Troubled Company Reporter on April 21, 2016, the
Debtors told the Court that they have worked expeditiously to
address critical business and legal issues and move these cases
forward and tangible progress has been made toward their goal of
confirming a plan that will receive support from their various
constituencies, including the critical debtor in-possession
financing via entry of the DIP Order, where PNC Bank, National
Association and PNC Equipment Finance, LLC, consented to the entry
of the DIP Order conditioned on, among other things, the Debtors
filing a plan by July 31, 2016, and holding a confirmation hearing
on Nov. 1, 2016.
About E Z Mailing
E Z Mailing Services Inc. and United Business Freight Forwarders
are transportation logistics companies whose customers include
Macy's, Walmart, JC Penny and Forever 21.
After primary lender PNC Bank declared a default and demanded
immediate payment of $4.2 million, which resulted to a customer
freezing payment, E Z Mailing and UBFF filed Chapter 11 bankruptcy
petitions (Bankr. D.N.J. Case Nos. 16-10615 and 16-10616,
respectively) on Jan. 13, 2016. Ajay Aggarwal, the president,
signed the petitions. The Debtors each estimated assets and
liabilities in the range of $10 million to $50 million. Judge
Stacey L. Meisel presides over the cases.
Porzio, Bromberg & Newman, PC, serves as counsel to the Debtors.
Bederson LLP's Edward Bond is serving as CRO and crisis manager of
the Debtors.
FAIRWAY GROUP: Schedules Filing Deadline Extended to July 1
-----------------------------------------------------------
Fairway Group Holdings Corp. and its debtor-affiliates sought and
obtained permission from the U.S. Bankruptcy Court for the Southern
District of New York to extend to July 1, 2016, the Debtors'
deadline to file schedules of assets and liabilities and statements
of financial affairs.
About Fairway
Headquartered in New York, Fairway Group Holdings Corp. is a food
retailer offering customers a differentiated one-stop shopping
experience "Like No Other Market". Fairway claims to have
established itself as a leading food retailing destination in the
Greater New York City metropolitan area, with stores that emphasize
an extensive selection of fresh, natural and organic products,
prepared foods and hard-to-find specialty and gourmet offerings,
along with a full assortment of conventional groceries.
Fairway operates 15 locations in the Greater New York City
metropolitan area, including four Fairway Wines & Spirits
locations. Seven Fairway stores are located in New York City and
the remainder of Fairway's stores are located in New York (outside
of New York City), New Jersey and Connecticut.
Fairway Group, et al., filed Chapter 11 bankruptcy petitions
(Bankr. S.D.N.Y. Proposed Lead Case No. 16-11241) on May 2, 2016.
The petitions were signed by Edward C. Arditte as co-president and
chief financial officer.
The Debtors have engaged Weil, Gotshal & Manges LLP as counsel,
Norton Rose Fulbright US LLP as special corporate counsel, Curtis,
Mallet-Prevost, Colt & Mosle LLP as conflicts counsel, Alvarez &
Marsal as financial advisor and Prime Clerk LLC as claims and
noticing agent.
FANNIE MAE: Elects Michael J. Heid as Director
----------------------------------------------
Michael J. Heid was elected to the Board of Directors of Fannie Mae
(formally, the Federal National Mortgage Association) on
May 18, 2016. The Board has not yet determined the committees on
which Mr. Heid will serve, according to a regulatory filing with
the Securities and Exchange Commission.
Mr. Heid, age 59, served as executive vice president (Home Lending)
of Wells Fargo & Company from 1997 to January 2016. He served in a
number of positions at Wells Fargo Home Mortgage, the mortgage
banking division of Wells Fargo, including as president from 2011
to September 2015, as co-president from 2004 to 2011, and earlier
as chief financial officer and head of Loan Servicing. Mr. Heid was
employed by Wells Fargo or its predecessors since 1988.
Mr. Heid will be paid compensation as a director as described in
the Current Report on Form 8-K filed by Fannie Mae on Dec. 24,
2008, which description is incorporated herein by reference. Fannie
Mae is entering into an indemnification agreement with Mr. Heid,
the form of which was filed as Exhibit 10.15 to Fannie Mae’s
Annual Report on Form 10-K for the year ended December 31, 2008,
filed with the Securities and Exchange Commission on February 26,
2009.
While no part of Mr. Heid's compensation from Wells Fargo in 2015
was tied specifically to Wells Fargo's business with Fannie Mae,
the business activities between the companies may have had an
indirect impact on his compensation. Mr. Heid holds stock in Wells
Fargo & Company. He has restricted stock units and performance
share awards that will vest in 2017 and 2018. The number of shares
of Wells Fargo common stock he will receive in respect of the
performance share awards will be determined based on Wells Fargo's
corporate performance over a three-year period.
Fannie Mae regularly enters into a variety of transactions with
Wells Fargo in the ordinary course of business. Wells Fargo was
its largest single family customer in 2015, accounting for
approximately $63.7 billion in loan deliveries, or approximately
13% of its single-family business volume. As of Dec. 31, 2015,
Wells Fargo serviced approximately $485 billion in Fannie Mae
single-family loans. A subsidiary of Wells Fargo was our largest
multifamily customer in 2015. In Fannie Mae's capital markets
business, in 2015 it engaged in derivatives and mortgage-backed
securities transactions with Wells Fargo, and Wells Fargo served as
a dealer for its debt securities offerings.
Based on its review of the relevant facts and circumstances, Fannie
Mae's Board determined that Mr. Heid serves as an independent
director. Mr. Heid has agreed to recuse himself from discussing
and acting upon matters directly relating to Wells Fargo that may
be considered by Fannie Mae's Board or its committees.
About Fannie Mae
Federal National Mortgage Association, aka Fannie Mae, is a
government-sponsored enterprise that was chartered by U.S.
Congress in 1938 to support liquidity, stability and affordability
in the secondary mortgage market, where existing mortgage-related
assets are purchased and sold.
The U.S. Department of the Treasury owns Fannie Mae's senior
preferred stock and a warrant to purchase 79.9 percent of its
common stock, and Treasury has made a commitment under a senior
preferred stock purchase agreement to provide Fannie with funds
under specified conditions to maintain a positive net worth.
Fannie Mae reported net income of $10.95 billion on $109 billion of
total interest income for the year ended Dec. 31, 2015, compared
with net income of $14.2 billion on $114 billion of total interest
income for the year ended Dec. 31, 2014.
As of March 31, 2016, Fannie Mae had $3.22 trillion in total
assets, $3.21 trillion in total liabilities and $2.11 billion in
total equity.
About Freddie Mac
Based in McLean, Virginia, the Federal Home Loan Mortgage
Corporation, known as Freddie Mac (OTCBB: FMCC) --
http://www.FreddieMac.com/-- was established by Congress in
1970 to provide liquidity, stability and affordability to the
nation's residential mortgage markets. Freddie Mac supports
communities across the nation by providing mortgage capital to
lenders. Over the years, Freddie Mac has made home possible for
one in six homebuyers and more than five million renters.
Freddie Mac is under conservatorship and is dependent upon the
continued support of Treasury and the Federal Housing Finance
Agency acting as conservator to continue operating its
business.
FEDERATION EMPLOYMENT: Brooklyn Property Sold for $7.7MM
--------------------------------------------------------
Judge Robert E. Grossman on May 20, 2016, entered an order
authorizing Federation Employment and Guidance Service, Inc. doing
business as FEGS, to sell the Debtor's real property, located at
3312-30 Surf Avenue, Brooklyn, New York, to 3312 Surf Avenue CATS,
LLC, for $7,700,000.
The Debtor received three competing bids for the Property by the
bid deadline, in addition to the Purchaser's "stalking horse
offer". The Debtor conducted an auction on May 5, 2016, and
determined, in consultation with the Committee, that the bid made
by the Purchaser at the auction, in the amount of $7,700,000 (the
"Purchase Price"), was the successful bid, and the bid of Gershon
Matiteeb at $7,500,000 was the Second Highest Bid and, thus, the
Matiteeb was designated at the second highest bidder.
The Matiteeb Bid will remain open and irrevocable until the earlier
of (a) the closing of the sale to the Purchaser or (b) thirty days
after the Sale Order becomes final and unappealable.
No objections to the Motion were filed or made other than the
limited objection made on behalf of The Harry and Jeanette Weinberg
Foundation, Inc., not to approval of the Sale, but in connection
with a claimed interest in the proceeds of the Sale. The Weinberg
objection has been resolved.
The Sale Order provides, "For the avoidance of doubt, the Debtor
and Weinberg expressly reserve all of their respective rights,
claims, and defenses in connection with the Weinberg Interest, and
the Debtor shall not disburse any of the proceeds of the Sale, net
of any Sale costs and expenses, without further order of the Court
on notice to Weinberg."
As set forth in the real estate listing agreement (the "Broker
Agreement") entered into between the Debtor and Cushman & Wakefield
Realty of the Bronx, LLC ("C&W"), which was approved by this Court
on July 20, 2015, upon the closing of the Sale of the Property to
the Purchaser, the Debtor is authorized to compensate C&W in
accordance with the Broker Agreement subject to the filing of a
final fee application by C&W in accordance with the applicable
provisions of the Bankruptcy Code, Bankruptcy Rules, Local Rules
and any Orders entered by the Court.
A copy of the Sale Order is available at:
http://bankrupt.com/misc/FEGS_686_Sale_Ord.pdf
About FEGS
Established in 1934 amidst the Great Depression, Federation
Employment & Guidance Service, Inc. ("FEGS") is a not-for-profit
provider of various health and social services to more than 120,000
individuals annually in the areas of behavioral health,
disabilities, housing, home care, employment/workforce, education,
youth and family services. At its peak, FEGs' network of programs
operated over 350 locations throughout metropolitan New York and
Long Island and employed 2,217 highly skilled professionals.
FEGS sought Chapter 11 bankruptcy protection (Bankr. E.D.N.Y. Case
No. 15-71074) in Central Islip, New York on March 18, 2015.
The Debtor disclosed $86,697,814 in assets and $45,572,524 in
liabilities as of the Chapter 11 filing.
The Debtor filed applications to hire Garfunkel, Wild, P.C., as
general bankruptcy counsel; Togut, Segal & Segal, LLP, as
co-counsel; JL Consulting LLC as Restructuring Advisor, as
restructuring advisor; Crowe Horwath, LLP as accountants; and Rust
Consulting/Omni Bankruptcy as claims and noticing agent.
The U.S. Trustee for Region 2 appointed three members to the
Official Committee of Unsecured Creditors. The Committee tapped
Pachulski Stang Ziehl & Jones LLP as its counsel.
FIRST DATA: Shareholders Elect Three Directors
----------------------------------------------
First Data Corporation held its 2016 annual meeting of shareholders
on May 11, 2016, at which the shareholders:
(a) elected Frank J. Bisignano, Henry R. Kravis and Heidi G.
Miller as directors;
(b) approved, on an advisory basis, the compensation for the
Company's named executive officers;
(c) approved the holding of future advisory vote on the
compensation of FDC's named executive officers every three
years; and
(d) ratified the appointment of Ernst & Young LLP as FDC's
independent registered public accounting firm for the fiscal
year ending Dec. 31, 2016.
About First Data
Based in Atlanta, Georgia, First Data Corporation provides
commerce and payment solutions for financial institutions,
merchants, and other organizations worldwide.
First Data reported a net loss attributable to the Company of $1.48
billion on $11.5 billion of total revenues for the year ended Dec.
31, 2015, compared to a net loss attributable to the Company of
$458 million on $11.2 billion of total revenues for the year ended
Dec. 31, 2014.
As of March 31, 2016, First Data had $33.72 billion in total
assets, $30.04 billion in total liabilities, $73 million in
redeemable noncontrolling interest and $3.61 billion in total
equity.
* * *
The Company carries a 'B2' corporate family rating, with a
stable outlook, from Moody's Investors Service, a 'B+' corporate
credit rating, with stable outlook, from Standard & Poor's, and
a 'B' long-term issuer default rating from Fitch Ratings.
FOODSERVICEWAREHOUSE.COM: Case Summary & 20 Unsecured Creditors
---------------------------------------------------------------
Debtor: FoodServiceWarehouse.com, LLC
84 Inverness Circle E
Englewood, CO 80112
Case No.: 16-11179
Type of Business: Online retailer of foodservice equipment and
supplies
Chapter 11 Petition Date: May 20, 2016
Court: United States Bankruptcy Court
Eastern District of Louisiana (New Orleans)
Judge: Hon. Elizabeth W. Magner
Debtor's Counsel: Barry W. Miller, Esq.
HELLER, DRAPER, PATRICK, HORN & DABNEY, LLC
P.O. Box 86279
Baton Rouge, LA 70879-6279
Tel: (225) 767-1499
Fax: (225) 761-0706
E-mail: bmiller@hellerdraper.com
Estimated Assets: $10 million to $50 million
Estimated Debts: $10 million to $50 million
The petition was signed by Thomas Kim, chief restructuring
officer.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Abf Freigh System Inc. $163,382
American Express $1,533,421
200 Vesey St.
New York, NY
10285-3106
Blodgett Oven $138,255
Cambro $250,276
5801 Skylab Rd
Huntington Beach
CA 92647-2056
Captiveaire $268,912
PO Box 60270
Charlotte, NC 28260
Crst Specialized Transportation Inc. $139,373
Fipp $1,275,880
826 Focis St #200
Metaire, LA 70005
Globe Food Equipment Co. $155,895
PO Box 636190
Cincinnati, OH
45263-6190
Google Inc. $638,762
Dept. 33654 PO Box 39000
San Francisco, CA 94139
Groen $146,290
Ice O Matic $516,621
Dba Ice O Matic
11100 E 45th Ave
Denver, CO 80239
Landstar $228,566
Manitowoc Food Svcs Group $503,637
PO Box 204038
Dallas, TX
75320-4038
Patriot Foodservice $381,431
Use Ppd Inv
PO box 95003
Vancouver, BC V6P
6V4 Canada
PmP Capital $3,534,663
826 Focis St.
Metairie, LA 70005
Scotsman $550,793
775 Corporate Woods Pkwy
Vernon Hills, IL 60661
Southerbend $148,951
Update International $300,779
5801 Bolye Ave
Los Angeles, CA 90058
Ups $194,682
Vulcan Hart $231,027
FORESIGHT ENERGY: Extends Forbearance Agreement with Noteholders
----------------------------------------------------------------
FELLC and Foresight Energy Finance Corporation, together with
Foresight Energy LP, again extended the term of the existing
forbearance agreement that was entered into on Dec. 18, 2015, with
certain holders of the Issuers' 7.875% Senior Notes due 2021. As a
result of the extension, the forbearance period runs through
May 20, 2016, unless further extended by the Consenting Noteholders
in their sole discretion or unless earlier terminated in accordance
with its terms.
According to a regulatory filing with the Securities and Exchange
Commission, the extension is intended to provide additional
opportunity to engage in discussions and negotiations with the
holders of the Notes and the Company's secured lenders.
About Foresight Energy
Foresight Energy mines and markets coal from reserves and
operations located exclusively in the Illinois Basin.
As of Dec. 31, 2015, the Company has invested over $2.3 billion to
construct state-of-the-art, low-cost and highly productive mining
operations and related transportation infrastructure. The Company
controls over 3 billion tons of proven and probable coal in the
state of Illinois, which, in addition to making the Company one of
the largest reserve holders in the United States, provides organic
growth opportunities. The Company's reserves consist principally
of three large contiguous blocks of uniform, thick, high heat
content (high Btu) thermal coal which is ideal for highly
productive longwall operations. Thermal coal is used by power
plants and industrial steam boilers to produce electricity or
process steam.
Foresight Energy reported a net loss attributable to limited
partner units of $39.47 million on $984.85 million of total
revenues for the year ended Dec. 31, 2015, compared to net income
attributable to limited partner units of $70.19 million on $1.10
billion of total revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Foresight Energy had $1.76 billion in total
assets, $1.78 billion in total liabilities and a $17.99 million
total partners' deficit.
Ernst & Young LLP, in St. Louis, Missouri, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2015, noting that the Partnership is in
default of certain provisions of its long-term debt and capital
lease obligations, resulting in a working capital deficit as of
Dec. 31, 2015. These conditions raise substantial doubt about the
Partnership's ability to continue as a going concern.
* * *
The Troubled Company Reporter on March 22, 2016, reported that
Standard & Poor's Ratings Services said it lowered its corporate
rating on St. Louis-based Foresight Energy to 'D' from 'CCC-'.
As reported by the TCR on March 29, 2016, Moody's Investors
Service downgraded all ratings of Foresight Energy, including the
corporate family rating to 'Caa3' from 'Caa1'.
FOREST PARK REALTY: Proposes to Sell Medical Center
---------------------------------------------------
Forest Park Realty Partners III, LP, and BT Forest Park Realty
Partners, LP, ask the U.S. Bankruptcy Court to approve procedures
governing the sale of Forest Park Medical Center of Dallas and
certain executory contracts and unexpired leases.
The Debtors own the real properties that constitute Forest Park
Medical Center of Dallas -- a state-of-the-art, physician-owned
surgical hospital facility located at the south-east corner of
Central Expressway and LBJ Freeway in Dallas, Texas -- which is
comprised of several hospital buildings, a six-story parking deck,
and a vacant lot.
Since the Petition Date, the Debtors have received numerous
expressions of interest to acquire the Properties by several
hospital systems and other parties, and in light of the interest
that the Debtors have received from numerous parties, the Debtors
believe that good cause exists to expose the Properties to a
competitive bidding and transparent sale process, thereby
maximizing the benefit to the estates.
The Debtors assert that the sale of the Properties will result in
the estates receiving the highest and best value for the Properties
with the least amount of risk of diminution in the value of the
estates, allowing the Debtors to pay much, if not all, of their
indebtedness -- for indeed, the Debtors' secured creditor, Sabra
Texas Holdings, L.P. supports the Bidding Procedures and the
proposed Sale.
The Debtors explain that Sabra will be entitled to, but not
obligated to, credit bid at the Auction for the Hospital Property
any amount up to, but not to exceed, the total balance of its
secured claim, including other amounts lawfully accruing after the
Petition Date under the terms of Sabra’s loan documents with the
Debtors.
In addition, through the safeguards set up in the qualified bidding
process, the Hospital Successful Bidder's financial health,
qualification, and experience in financing, owning and managing
hospitals will provide adequate assurance of future performance,
and the Hospital Successful Bidder will also be required to
demonstrate, at the Sale Hearing, to the satisfaction of the Court
adequate assurance of future performance under the Assigned
Contracts.
Debtors and Debtors-in-possession are represented by:
Melissa S. Hayward, Esq.
Julian P. Vasek, Esq.
FRANKLIN HAYWARD LLP
10501 N. Central Expy, Ste. 106
Dallas, Texas 75231
Telephone: (972) 755-7100
Facsimile: (972) 755-7110
Email: MHayward@FranklinHayward.com
JVasek@FranklinHayward.com
About Forest Park Realty
Forest Park Realty Partners III, LP, and BT Forest Park Realty
Partners, LP, own properties that constitute Forest Park Dallas,
which includes several hospital buildings, a parking garage, and a
vacant lot.
Forest Park Realty Partners III, LP, and BT Forest Park Realty
Partners, LP, sought Chapter 11 protection (Bankr. N.D. Tex. Lead
Case No. 15-34814) on Nov. 30, 2015. The petitions were signed by
Todd Furniss as manager of Neal Richards Group Forest Park
Development LLC, its general partner. Judge Stacey G. Jernigan has
been assigned to the cases.
Forest Park estimated assets of $50 million to $100 million and
liabilities of $100 million to $500 million.
Franklin Hayward LLP serves as counsel to the Debtors.
FORUM ENERGY: S&P Lowers CCR & Sr. Unsecured Ratings to 'B'
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit and senior
unsecured ratings on Houston-based Forum Energy Technologies Inc.
to 'B' from 'B+'. The recovery rating on this debt remains '4',
reflecting S&P's expectation for average (30% to 50%, upper half of
range) in the event of payment default. The outlook is negative.
"The downgrade reflects S&P Global Ratings' revised revenue and
EBITDA estimates for Forum following weaker-than-anticipated
first-quarter results," said S&P Global Ratings credit analyst
Michael Tsai.
S&P assesses Forum's business risk as fair, its financial risk as
highly leveraged, and its liquidity as strong.
The negative outlook reflects the potential to lower ratings over
the next 12 months if financial measures continue to weaken, such
that S&P believes the company would continue to experience
unsustainable credit measures into 2017, and/or S&P reassess
liquidity as adequate, which could be caused by
higher-than-projected cash flow burn or a large debt-financed
acquisition via the credit facility. S&P could also lower ratings
if it revised Forum's business risk assessment to weak from fair,
most likely if S&P expected EBITDA levels, a key measure of scale,
to be sustained well below peers.
S&P could revise the outlook to stable if market conditions
stabilize and S&P expects FFO/debt to be sustained closer to 12%,
likely as a result of an improving oilfield services sector, while
maintaining strong liquidity.
FOUNDATION HEALTHCARE: Q1 Revenue Grows 30% to $39 Million
----------------------------------------------------------
Foundation HealthCare, Inc., announced the Company's financial
results for the first quarter of 2016.
Highlights include:
* Net revenues and income from affiliates increased 30% to
$39.0 million.
* Houston hospital accretive in Q1.
* Patient satisfaction scores at Houston hospital exceed 94%,
a 50% increase from 63% reported under the previous
ownership.
* Acquisition of 51% ownership in 99 MGMT.
"We are very pleased with the first quarter performance of our new
hospital in Houston. After acquiring University General Hospital
on December 31, 2015, through a bankruptcy sale, we rebranded the
facility as Foundation Surgical Hospital of Houston and appointed a
new management team. The hospital generated positive EBITDA in Q1
and looks to be on its way to another solid quarter in Q2. The
success of our new team in Houston is demonstrated by the newly
released patient satisfaction reflecting scores of 94% which is a
significant improvement over the 63% patient satisfaction scores
reported for 2015," stated Stanton Nelson, CEO of Foundation
HealthCare, Inc. "We are also pleased that the construction in the
operating room suite at our San Antonio hospital was completed late
in the first quarter. Although the construction negatively
impacted revenues and profits during the fourth quarter 2015 and
first quarter 2016, we have expanded the hospital's operating room
capacity by 25%. This increased capability enables us to
accommodate the expected surgical volumes of three new surgeon
partners. Also, three new surgeon partners have been recruited to
practice at our El Paso hospital, two of which started practicing
at our facility on April 18, 2016."
"The first quarter is usually our weakest period because insurance
deductibles reset January 1; this seasonal weakness coupled with
the San Antonio construction project resulted in earnings for the
first quarter which were below our expectations and our prior year
performance. With the construction completed giving us expanded
capacity in San Antonio, and six new orthopedic and neuro-spine
surgeons practicing at the El Paso and San Antonio hospitals we
expect to continue the growth and profitability trends we
experienced in 2015."
"Last Thursday, we announced the acquisition of 51% interest in
Ninety Nine Healthcare Management ("99 MGMT") the newest component
of our growth strategy. A core Foundation value is the need to
partner with physicians to align goals, optimize quality of care
and improve efficiency and profitability. 99 MGMT was founded by
two physicians, Joel Ciarchi, MD and Tom Kenjarski, MD, who have
developed a clinically and financially integrated multi-specialty
practice model which can increase participating physicians revenues
by 10% to 15%. We are pleased to welcome Joel and Tom to the
Foundation team and believe their knowledge of physician practices
and their business model will drive enhanced value to
Foundation’s physician partners and further demonstrate the
advantages of a relationship with Foundation," said Nelson.
"Our people, processes, and strategic planning lead to higher
practice revenues by aligning the goals and incentives for
patients, physicians, hospitals, employers, and payers. The result
is higher quality of care at an overall cost savings," said Joel
Ciarochi, M.D., M.B.A., CEO of 99MGMT.
First Quarter 2016 Financial Results:
Net revenues and equity in earnings of affiliates in the first
quarter of 2016 were collectively $38.6 million, up 30% from $29.5
million in the first quarter of 2015. The Company's net revenues
are composed of patient services, management fees from affiliates,
other revenue and income from minority owned affiliates less our
provision for doubtful accounts. Patient services revenue (net of
the provision for doubtful accounts) increased $9.0 million, or
33%, to $36.5 million during the three months ended March 31, 2016
as compared to $27.5 million in the same period of 2015. The
increase is due to the revenues generated by our new hospital in
Houston.
Operating expenses for the first quarter of 2016 were $40.9 million
compared to $29.3 million in the first quarter of 2015. The
increase is due to operating expenses incurred at our new hospital
in Houston. Since January 1, the Houston management team has
reduced staffing, restructured the supply chain and optimized
contracted services with a resulting $7.0 million reduction in
annual expenses.
Our operations resulted in a net loss attributable to Foundation
HealthCare common stock of $2.5 million during the first quarter of
2016, compared to a net loss of $1.3 million during the first
quarter of 2015. Net loss attributable to Foundation common stock
from continuing operations was $(0.15) per share for the first
quarter of 2016 compared to a $(0.07) for the first quarter of
2015.
A full-text copy of the press release is available for free at:
https://is.gd/vHgZKp
About Foundation Healthcare
Oklahoma-based Foundation Healthcare is a healthcare services
company primarily focused on owning controlling interests in
surgical hospitals and the inclusion of ancillary service lines.
The Company currently owns controlling and noncontrolling
interests in surgical hospitals located in Texas. The Company
also owns noncontrolling interests in ambulatory surgery centers
("ASCs") located in Texas, Oklahoma, Pennsylvania, New Jersey,
Maryland and Ohio.
Additionally, the Company provides sleep testing management
services to various rural hospitals in Iowa, Minnesota, Missouri,
Nebraska and South Dakota under management contracts with the
hospitals. The Company provides management services to a majority
of its Affiliates under the terms of various management
agreements. Prior to Dec. 2, 2013, the Company's name was
Graymark Healthcare, Inc.
Foundation Healthcare reported net income attributable to the
Company's common stock of $5.19 million on $126.13 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
attributable to the Company's common stock of $2.09 million on
$101.85 million of revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Foundation Healthcare had $124.06 million in
total assets, $126.66 million in total liabilities, $6.96 million
in preferred noncontrolling interest, and a total deficit of $9.55
million.
FOX HILL REALTY: $1.04MM Sale of Warwick Property Approved
----------------------------------------------------------
Judge Cecelia G. Morris on May 20, 2016, entered an order
authorizing Fox Hill Realty, LLC to sell real property, consisting
of 80 acres, located in the Town of Warwick, County of Orange, to
Lucretia Investment Holdings, LLC, for $1,035,000.
The Lucretia offer would result in a satisfaction of the secured
obligations of secured creditors Kevin Hanlon (owed $780,000) and
the County Of Orange (owed $94,000).
The Debtor believes the sale will provide sufficient proceeds so as
to enable the Debtor to pay all creditors in full.
Fox Hill Realty, LLC, a single asset real estate, filed a Chapter
11 petition (Bankr. S.D.N.Y. Case No. 16-35358) on March 3, 2016.
The case judge is Hon. Cecelia G. Morris. The Debtor tapped Thomas
Genova, Esq., at Genova & Malin, Attorneys, in Wappingers Falls,
New York. The Debtor disclosed $1.05 million in assets and
$852,850 in total liabilities. The petition was signed by Mozafar
Rafizadeh, sole member.
FPMC AUSTIN: Seeks to Sell Property to St. David for $115-Mil.
--------------------------------------------------------------
FPMC Austin Realty Partners, LP, asks the U.S. Bankruptcy Court's
authority to sell substantially all of its assets to St. David's
Healthcare Partnership, L.P., free and clear of all liens, claims,
encumbrances and interests.
The Debtor entered into a Purchase and Sale Agreement with St.
David's generally providing the following:
(a) Purchase Price. On the Closing Date, Purchaser will pay to
the $115,000,000 in cash, and assume certain liabilities of
Debtor.
(b) Property. The proposed sale will include the Property, which
comprise substantially all of the property of the Debtor’s
estate.
(c) Sale Free and Clear. The Property is to be transferred free
and clear of all all liens, interests, claims, or encumbrances in
the Property other than the Assumed Liabilities pursuant to section
363(f) of the Bankruptcy Code.
(d) Assumption of Executory Contracts and Leases. Seller shall
assume and assign to the Buyer all of Debtor's rights under, title
to, and interest in those Assigned Contracts identified in the St.
David's PSA. Seller shall cure any past defaults under the Assigned
Contracts to facilitate Debtor's assumption and assignment of same
to Purchaser.
(e) Conditions to Closing. The St. David's PSA does not contain
any financing or due diligence conditions. The closing conditions
in the St. David's PSA are limited and include, among other things:
(a) entry of the Sale Order which shall become a final order, and
(b) if necessary, clearance under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976 with respect to the St. David's PSA or
expiration of any applicable waiting period pertaining thereto.
FPMC Austin Realty Partners, LP is represented by:
Raymond W. Battaglia, Esq.
THE LAW OFFICES OF RAY BATTAGLIA, PLLC
66 Granburg Circle
San Antonio, Texas 78218
Telephone (210) 601-9405
Email: rbattaglialaw@outlook.com
About FPMC Austin
FPMC Austin Realty Partners, LP's primary asset is a medical campus
property commonly known as the Forrest Park Medical Center Hospital
and Medical Office Building located 8.5 acres on the south side of
SH 45 North between MoPac and I-35 in Round Rock, Texas
("Property").
FPMC Austin Realty Partners filed a Chapter 11 bankruptcy petition
(Bankr. W.D. Tex. Case No. 16-10020) on Jan. 5, 2016. The petition
was signed by Mary Hatcher as manager of NRG Austin Dev. LLC, its
general partner. Judge Tony M. Davis has been assigned the case.
The Debtor estimated assets of $100 million to $500 million and
liabilities of $50 million to $100 million.
The Law Offices of Ray Battaglia, PLLC serves as the Debtor's
counsel.
FREEDOM COMMS: SPV II Sues Angelo Gordon Over Lien in Calif. Land
-----------------------------------------------------------------
Freedom SPV II, LLC, filed an adversary complaint against Angelo,
Gordon Management, LLC, asking the U.S. Bankruptcy Court to
disallow the Defendant's Claim No. 5 and seeking authority to
recover fraudulent transfers.
According to SPV II, a Merger Agreement was executed by and between
Freedom Communications Holdings, Inc., 2100 Trust LLC, and 2100
Freedom, Inc., pursuant to which, some corporate changes occurred,
inter alia: (a) 2100 Freedom was merged into Freedom
Communications, where Freedom Communications was the surviving
entity, which then changed its name to 2100 Freedom, Inc., (b) the
equity interests in Freedom Communications held by its existing
stockholders were cancelled, which entitled each of the Selling
Stockholders to receive a cash payment; and (c) Angelo Gordon was
appointed to represent the interests of the Selling Stockholders
pursuant to the Merger Agreement. SPV II contends that it was not
a party to the Merger Agreement and consequently it had no
liability for the Selling Stockholder Claim.
SPV II narrates that it has executed a Deed of Trust with
Assignment of Rents in favor of Angelo Gordon after the execution
of the Merger Agreement, granting the Angelo Gordon, a lien against
the Santa Ana Property. Angelo Gordon had this lien recorded
against the Santa Ana Property.
SPV II further narrates that sometime in Oct. 2013, Angelo Gordon
filed a complaint against 2100 Freedom in the Delaware Chancery
Court for breach of the terms of the Merger Agreement for failure,
inter alia, to remit to the Angelo Gordon, as agent for the Selling
Stockholders, the sum of $17,450,000.
Subsequently, SPV II alleged that a Debt Restructuring Agreement
between 2100 Freedom, FHCI, FCI, SPV II and Silver Point was
incorporated in AG Deed of Trust, securing the sum of $10 million
-- which Angelo Gordon contends as a part of the $17.45 million due
and owing to the Selling Stockholders by 2100 Freedom under the
terms of the Merger Agreement -- to resolve the Selling
Stockholders’ claim and the Chancery Litigation, thereby creating
a standstill as to the enforcement of the Selling Stockholders’
claim and confirming Angelo Gordon’s lien as junior to the Silver
Point Deed of Trust, confirmed under a separate Subordination
Agreement.
Accordingly, SPV II pointed out that Angelo Gordon’s lien was
granted to secure the Selling Stockholders' claim -- a claim owed
by 2100 Freedom, not SPV II -- more so, SPV II did not receive
reasonable equivalent consideration or value in exchange for the
grant of the Angelo Gordon's lien against the Santa Ana Property,
and as such, SPV II was never obligated to pay this claim. For
this reason, SPV II asserted, Angelo Gordon does not hold an
allowed claim against SPV II for Angelo Gordon's $10 million Proof
of Claim (Claim No. 5) against it is based upon a debt that is
owed, if at all, by 2100 Freedom.
Furthermore, SPV II explained that the ownership interests that the
Selling Stockholders held before the merger described in the Merger
Agreement were equity securities, while the ownership interests
that the Selling Stockholders held in the 2100 Freedom before the
merger were common stock, and as such, to the extent that Angelo
Gordon's Claim No. 5 is allowed in any amount, the amount allowed
should be subordinated to the same priority as the membership
interests in SPV II since it is a claim "arising from the purchase
or sale of a security" and subordinated to the same "priority as
common stock."
Freedom SPV II, LLC is represented by:
William N. Lobel, Esq.
Alan J. Friedman, Esq.
Sean A. O'Keefe, Esq.
Beth E. Gaschen, Esq.
LOBEL WEILAND GOLDEN FRIEDMAN
650 Town Center Drive, Suite 950
Costa Mesa, California 92626
Telephone: 714-966-1000
Facsimile: 714-966-1002
Email: wlobel@lwgfllp.com
afriedman@lwgfllp.com
sokeefe@lwgfllp.com
bgaschen@lwgfllp.com
About Freedom Communications
Headquartered in Santa Ana, California, Freedom Communications,
Inc., owns two daily newspapers -- The Press-Enterprise in
Riverside, Calif. and The Orange County Register in Santa Ana,
Calif.
Freedom Communications and 24 of its affiliates sought Chapter 11
bankruptcy protection in California with the intention of selling
their assets to a group of local investors led by Rich Mirman,
Freedom's chief executive officer and publisher.
Headquartered in Santa Ana, California, Freedom owns two daily
newspapers -- The Press-Enterprise in Riverside, Calif. and The
Orange County Register in Santa Ana, Calif.
Freedom Communications, Inc., et al., filed Chapter 11 bankruptcy
petitions (Bankr. C.D. Cal. Proposed Lead Case No. 15-15311) on
Nov. 1, 2015. Richard E. Mirman signed the petition as chief
executive officer. Lobel Weiland Golden Friedman LLP serves as the
Debtors' counsel.
Freedom Communications Holdings estimated both assets and
liabilities in the range of $10 million to $50 million.
FREESEAS INC: RBSM Expresses Going Concern Doubt
------------------------------------------------
Freeseas Inc. filed with the Securities and Exchange Commission its
annual report on Form 20-F disclosing a net loss of US$52.94
million on US$2.30 million of operating revenues for the year ended
Dec. 31, 2015, compared to a net loss of US$12.68 million on
US$3.77 million of operating revenues for the year ended Dec. 31,
2014.
As of Dec. 31, 2015, FreeSeas had US$18.71 million in total assets,
US$35.47 million in total liabilities and a total shareholders'
deficit of US$16.76 million.
RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2015, citing that the Company has incurred recurring operating
losses and has a working capital deficiency. In addition, the
Company has failed to meet scheduled payment obligations under its
loan facilities and has not complied with certain covenants
included in its loan agreements and is in default in other
agreements with various counter parties. Furthermore, the vast
majority of the Company's assets are considered to be highly
illiquid and if the Company were forced to liquidate, the amount
realized by the Company could be substantially lower that the
carrying value of these assets. These conditions among others
raise substantial doubt about the Company's ability to continue as
a going concern.
A full-text copy of the Form 20-F is available for free at:
https://is.gd/MPicFd
About FreeSeas Inc.
Headquartered in Athens, Greece, FreeSeas Inc., formerly known as
Adventure Holdings S.A., was incorporated in the Marshall Islands
on April 23, 2004, for the purpose of being the ultimate holding
company of ship-owning companies. The management of FreeSeas'
vessels is performed by Free Bulkers S.A., a Marshall Islands
company that is controlled by Ion G. Varouxakis, the Company's
Chairman, President and CEO, and one of the Company's principal
shareholders.
The Company's fleet consists of six Handysize vessels and one
Handymax vessel that carry a variety of drybulk commodities,
including iron ore, grain and coal, which are referred to as
"major bulks," as well as bauxite, phosphate, fertilizers, steel
products, cement, sugar and rice, or "minor bulks." As of
Oct. 12, 2012, the aggregate dwt of the Company's operational
fleet is approximately 197,200 dwt and the average age of its
fleet is 15 years.
FRESH & EASY: Selling Liquor License for $25,000
------------------------------------------------
Fresh & Easy, LLC's attorneys on April 25 filed with the U.S.
Bankruptcy Court for the District of Delaware a notice disclosing
that the Debtor is selling a Liquor License (No. 539673) to
Garfield Beach CVS LLC and Longs Drug Stores California LLC for
$25,000. If no objections are received by the Debtor by May 24,
2016, at 5:00 p.m., then the Debtor may proceed with the proposed
sale in accordance with the terms of the Court's Dec. 3, 2015 order
approving the sale of miscellaneous assets.
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del., Case No. 15-12220) on Oct. 30, 2015. The petition was signed
by Peter McPhee, the chief financial officer. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
Judge Christopher S. Sontchi is assigned to the case.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq Bankruptcy
Solutions, LLC, as claims and noticing agent, DJM Realty Services,
LLC, and CBRE Group, Inc., as real estate consultants and FTI
Consulting, Inc., as restructuring advisors.
* * *
The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center with
the assistance of Hilco Merchant Resources, LLC, and Industrial
Assets Corp., respectively, has engaged DJM Realty Services, LLC,
and CBRE, Inc., to market its leasehold interests, and has
recently
engaged Hilco Streambank to assist with the disposition of its
intellectual property.
As part of the claims process, a bar date of Feb. 19,
2016, was established by the Court for creditor claims.
FTE NETWORKS: Provides First Quarter 2016 Shareholder Update
------------------------------------------------------------
FTE Networks, Inc., provided a shareholder update for the first
quarter ended March 31, 2016.
First Quarter Company Highlights
* Signed a Strategic Alliance to support Edge on a multi-state
network expansion project, valued up to $100.0 million during
the next 36 months.
* Secured a contract valued at $45.0 million with Fortune 500
telecommunications carrier.
* Bolstered strategic relationships with globally renowned
industry leaders.
* Received formal approval from Board of Directors and a
majority of shareholders for a 1-for-20 reverse split of its
common stock.
* Announced an add-on multi-year contract with a Fortune 500
telecommunications carrier valued up to $8.0 million.
"As Chairman and Chief Executive Officer, I believe our first
quarter results are reflective of the Company's long-term vision
towards creating profitability and increased shareholder value,"
said Mr. Michael Palleschi, CEO and Chairman of the Board of FTE
Networks. "Management continually seeks to strengthen our sales
backlog, currently valued at $24.5 Million through 2016 by
enhancing our relationships with existing customers, maximizing
market expansion opportunities and focusing our efforts to generate
revenues with greater margins.
"As part of the forward-looking strategy, the Company made a
strategic decision to jettison a majority of its staffing line of
business due to its historical low margins. Management is focused
on scaling higher margin lines of business that include the data
center infrastructure, fiber and wireless integration verticals.
Additionally, the Company continues to further diversify its
customer concentration. Increasing profitable revenue and customer
diversification provides greater gross margins and assists in
solidifying a sustainable pathway to profitability.
"For the first quarter of 2016, while the company reported a
decrease in total revenue as compared to the first quarter of 2015
due to the shift in revenue streams, the Company exceeded its board
approved revenue projections by six percent (6%), recognized a nine
percent (9%) increase in its Telecommunications segment that
resulted in a gross margin increase of 106%. The significant
growth in margins is directly related to the shift in higher margin
lines of business having an accretive affect to the profit from
operations. The Company will continue to invest in our back office
infrastructure, new customer and market set up, and personnel to
support the anticipated growth throughout 2016. These investments
support the Company's ability to meet the high expectations of our
customers and supports the scaling and growth that we are now
experiencing."
"Management is committed to executing on our existing contracts by
continuing to provide high quality service to our clients. Our
superior rating with our customers enables us to forward our
strategic initiatives through benefiting from repeat business,
expanding our regional and national footprint, and scaling
profitable lines of business.
"I'm pleased with the immense progress that we have made during
this fiscal quarter as a public company. Management is confident
that we have achieved a number of milestones that have established
a strong foundation for near-term growth and long-term
sustainability. In addition to signing more than $150 million
dollars in contracts and deepening our relationships with some of
the premier names in the telecommunications sector, FTE has also
established a name for itself as a trusted network infrastructure
solutions provider that can successfully complete large-scale
projects on time and exceeding customer expectations. FTE believes
that it is well positioned to capitalize on the escalating
worldwide demand for connectivity and establish itself as a market
leader within the industry. Going forward, management intends to
focus on higher margin revenue and implement strict cost-control
measures to expand margins, increase earnings, and drive
shareholder value."
About FTE Networks, Inc.
FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint. Since its inception, FTE Networks has steadily
advanced its management, operational and technical capabilities to
become a leading provider of services to the telecommunications
and wireless sector with a focus on turnkey solutions. FTE
Networks provides a comprehensive array of services centered on
quality, efficiency and customer service.
FTE Networks reported a net loss attributable to common
shareholders of $3.63 million on $14.4 million of revenues for the
year ended Sept. 30, 2015, compared to net income of $436,000 on
$16.9 million of revenues for the year ended Sept. 30, 2014.
As of Dec. 31, 2015, the Company had $9.24 million in total assets,
$18.75 million in total liabilities, $437,380 in total temporary
equity and a $9.94 million total stockholders' deficiency.
GAP INC: S&P Lowers CCR to 'BB+', Outlook Stable
------------------------------------------------
S&P Global Ratings lowered the corporate credit rating on San
Francisco, California-based The Gap Inc. to 'BB+' from 'BBB-'. The
outlook is stable.
S&P lowered its rating on the company's senior unsecured debt to
'BB+' from 'BBB-' and assigned a '3' recovery rating, which
reflects S&P's expectation for meaningful recovery in the event of
default at the high end of the 50% to 70% range.
"The rating action reflects the company's continued weakened
operating performance, a trend we expect to persist in at least the
next 12 months," said credit analyst Helena Song. "We think
negative same-store sales across all its three major brands, (Gap,
Old Navy, and Banana Republic) and continued margin decline is
likely for the rest of this year despite closing 15% of its North
American Gap stores last year and its recent announcement of losing
selected Old Navy and Banana Republic stores internationally.
Moreover, we believe meaningful industry headwinds have more than
offset the company's various operating initiatives and hurt the
company's competitive standing on a sustained basis, as the company
has weakened brand appeal and lost share to fast fashion retailers,
online competitors, and off-price retailers. As a result, we are
revising our assessment of Gap's business risk to fair."
The stable outlook reflects S&P's expectation that although
operating performance will remain relatively weak at Gap's major
brands in the next 12 months, the company will use its good free
operating cash flow and meaningful cash balance to maintain
generally stable credit metrics, including debt to EBITDA in the
low- to mid-2x range. This incorporates S&P's assumption that
share repurchases will be managed to keep cash balances
substantial.
S&P could lower the ratings if the company undertakes a more
aggressive financial policy, including raising additional debt to
return capital to shareholders, such that leverage approaches the
3x area. S&P would also lower the ratings if the company
underperforms S&P's e-case expectation significantly, with
accelerating or prolonged meaningful sales declines across its
three major brands and further meaningful EBITDA margin
contraction, resulting in leverage in the 3x area.
A higher rating is unlikely in the near term, given S&P's
expectation of the challenging operating environment and the
company's negative operation trends. Still, S&P could raise the
ratings in the longer term if the company improves operating
performance with positive same store sales supported by effective
merchandising, resulting in debt leverage sustained in the mid- to
high-1x range. This could happen if sales grow by 8% and EBITDA
margins expand meaningfully by 200 basis points while debt remains
generally consistent. S&P would also need to believe the company
is committed to a financial policy that supports a sustained lower
leverage.
GASTAR EXPLORATION: Global Undervalued Has 7.2% Stake as of May 12
------------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Global Undervalued Securities Master Fund, L.P.,
Kleinheinz Capital Partners, Inc., and John B. Kleinheinz disclosed
that as of May 12, 2016, they beneficially own 9,500,000 shares of
common stock of Gastar Exploration Inc. representing 7.2 percent of
the shares outstanding. A copy of the regulatory filing is
available for free at https://is.gd/NghOy5
About Gastar Exploration
Gastar Exploration Inc. is an independent energy company engaged in
the exploration, development and production of oil, condensate,
natural gas and natural gas liquids in the United States. Gastar's
principal business activities include the identification,
acquisition, and subsequent exploration and development of oil and
natural gas properties with an emphasis on unconventional reserves,
such as shale resource plays. In Oklahoma, Gastar is developing
the primarily oil-bearing reservoirs of the Hunton Limestone
horizontal play and is testing other prospective formations on the
same acreage, including the Meramec Shale and the Woodford Shale,
which is referred to as the STACK Play and emerging prospective
plays in the shallow Oswego formation and in the Osage formation, a
deeper bench of the Mississippi Lime located below the Meramec
Shale. In West Virginia, Gastar has developed liquids-rich natural
gas in the Marcellus Shale and has drilled and completed two
successful dry gas Utica Shale/Point Pleasant wells on its acreage.
Gastar has entered into a definitive PSA to sell substantially all
of its assets and proved reserves and a significant portion of its
undeveloped acreage in the Appalachian Basin. For more
information, visit Gastar's Web site at http://www.gastar.com/
Gastar Exploration reported a net loss attributable to common
stockholders of $473.98 million for the year ended Dec. 31, 2015,
compared to net income attributable to common stockholders of
$36.52 million for the year ended Dec. 31, 2014.
* * *
As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on U.S.-based oil and
gas exploration and production (E&P) company Gastar Exploration
Inc. to 'CCC-' from 'CCC+'. The downgrade follows Gastar's
announcement that it had just $29 million of cash on hand and a
fully drawn revolver. The company's borrowing base current stands
at $180 million, but will be reduced to $100 million at the earlier
of the close of the Appalachian asset sale or April 10, 2016.
Proceeds from the Appalachian asset sale are expected to be $80
million.
GENERAL STEEL: Delays Filing of March 31 Form 10-Q
--------------------------------------------------
General Steel Holdings, Inc., was unable to file its quarterly
report on Form 10-Q for the quarter ended March 31, 2016, within
the prescribed time period without unreasonable effort or expense
because additional time is required to complete the preparation of
the Company's financial statements in time for filing. The
Quarterly Report on Form 10-Q for the quarter ended March 31, 2016
will be filed as soon as practicable.
About General Steel Holdings
General Steel Holdings, Inc., headquartered in Beijing, China,
produces a variety of steel products including rebar, high-speed
wire and spiral-weld pipe. General Steel --
http://www.gshi-steel.com/-- has operations in China's Shaanxi and
Guangdong provinces, Inner Mongolia Autonomous Region and Tianjin
municipality with seven million metric tons of crude steel
production capacity under management.
General Steel reported a net loss of $78.3 million on $1.9 billion
of sales for the year ended Dec. 31, 2014, compared with a net loss
of $42.6 million on $2 billion of sales for the year ended Dec. 31,
2013.
As of Sept. 30, 2015, General Steel had $1.12 billion in total
assets, $2.82 billion in total liabilities and a $1.69 billion
total deficiency.
Friedman LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended
Dec. 31, 2014, citing that the Company has an accumulated deficit,
has incurred a gross loss from operations, and has a working
capital deficiency at Dec. 31, 2014. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
GENESYS RESEARCH: Hahnfeldt Against Confidentiality Agreement
-------------------------------------------------------------
Philip Hahnfeldt asks the U.S. Bankruptcy Court for the District of
Massachusetts to reconsider its requirement of the execution of a
Confidentiality Agreement prior to the Court's approval of his
Motion for the production of a "Counterclaim" writing incorporated
within the Settlement Agreement entered into by Steward Health Care
System LLC and Steward St. Elizabeth's Medical Cener of Boston,
Inc. ("Steward Parties") and the debtor Genesys Research Institute,
Inc.
The Settlement Agreement resolved, among other things, the parties'
competing claims in a civil action then pending before the Suffolk
County Superior Court. In connection with the Civil Action, and
prior to the filing of its Chapter 11 case, the Debtor had
prepared, but not filed, a certain counterclaim.
Harold B. Murphy, Chapter 11 Trustee, relates that the Counterclaim
has previously only been disclosed in the context of a prepetition
mediation between the Debtor and the Steward Parties, and is
subject to confidentiality provisions attendant to such a
proceeding. Mr. Murphy further relates that the Settlement
Agreement contains broad confidentiality provisions which prohibit,
among other things, the disclosure of the Counterclaim.
Mr. Hahnfeldt filed a Motion seeking the production of the
Counterclaim, which the Court granted in the condition that a
confidentiality agreement be executed in a form satisfactory to the
Chapter 11 Trustee and the Steward Parties.
Mr. Hahnfeldt avers that he sees no justification for not having
already been furnished the incorporated Counterclaim, given the
furnishing of the parent Settlement Agreement was agreed upon and
provided by the Chapter 11 Trustee on March 30, 2016 without a
confidentiality restriction. He further avers that his Production
Motion would have been unnecessary, but for the failure to provide
the Settlement Agreement with its incorporated Counterclaim
document. Mr. Hahnfeldt argues that it is impossible to comment on
the acceptability of the confidentiality terms since they are not
provided, even in draft, and as far as known, may have yet to be
constructed.
Mr. Murphy responded to Mr. Hahnfeldt's Motion for Reconsideration,
stating that the Motion should be denied as he had sent a proposed
confidentiality agreement to Mr. Hahnfeldt, which Mr. Murphy had
previously prepared and circulated to the Steward Parties.
Harold B. Murphy, Chapter 11 Trustee, is represented by:
Christopher M. Condon, Esq.
MURPHY & KING, PC
One Beacon Street
Boston, MA 02108
Telephone: (617)423-0400
Facsimile: (617)556-8985
E-mail: ccondon@murphyking.com
Philip J. Hahnfeldt is represented by:
Philip J. Hahnfeldt
12 Russell Rd., Unit 405
Wellesley, MA 02482-4330
Telephone: 781-354-1597
E-mail: hahnfeldt@cancer-systems-biology.org
About Genesys Research Institute
GeneSys Research Institute, Inc. filed a Chapter 11 bankruptcy
petition (Bankr. D. Mass Case No. 15-12794) on July 14, 2015. The
petition was signed by Robert Stemple, clerk and treasurer. Parker
& Associates serves as the Debtor's counsel. The Debtor estimated
assets of $10 million to $50 million and liabilities of at least $1
million. The case is assigned to Judge Joan N. Feeney.
GENON ENERGY: To Sell Aurora Natural Gas Facility for $365M
-----------------------------------------------------------
GenOn Energy, Inc., through its subsidiary NRG Wholesale Generation
LP, entered into an agreement with RA Generation, LLC to sell the
Aurora Generating Station, a 878 megawatt natural gas facility
located in Aurora, Illinois, for cash consideration of $365
million, subject to adjustments for working capital and the results
of the PJM 2019/2020 Auction. The completion of the transaction is
subject to regulatory approvals and other customary closing
conditions. Proceeds from the sale are expected to be used for
general corporate purposes, according to a regulatory filing with
the Securities and Exchange Commission.
About Genon
GenOn Energy, Inc. and its affiliates are wholesale power
generation subsidiaries of NRG, which is a competitive power
company that produces, sells and delivers energy and energy
services, primarily in major competitive power markets in the U.S.
GenOn is an indirect wholly-owned subsidiary of NRG. GenOn was
incorporated as a Delaware corporation on Aug. 9, 2000, under the
name Reliant Energy Unregco, Inc. GenOn Americas Generation and
GenOn Mid-Atlantic are indirect wholly owned subsidiaries of GenOn.
GenOn Americas Generation was formed as a Delaware limited
liability company on Nov. 1, 2001, under the name Mirant Americas
Generation, LLC. GenOn Mid-Atlantic was formed as a Delaware
limited liability company on July 12, 2000, under the name Southern
Energy Mid-Atlantic, LLC. GenOn Mid-Atlantic is a wholly-owned
subsidiary of NRG North America and an indirect wholly owned
subsidiary of GenOn Americas Generation. The Registrants are
engaged in the ownership and operation of power generation
facilities; the trading of energy, capacity and related products;
and the transacting in and trading of fuel and transportation
services.
GenOn Energy reported a net loss of $115 million in 2015 following
net income of $192 million in 2014. As of March 31, 2016, Genon
had $5.69 billion in total assets, $5.32 billion in total
liabilities and $373 million in total stockholders' equity.
* * *
As reported by the TCR on March 25, 2016, Moody's Investors Service
downgraded GenOn Energy, Inc.'s corporate family rating (CFR) and
probability of default (PD) rating to Caa2, from B3, and Caa2-PD
from B3-PD, respectively.
GenOn Energy carries a 'CCC+' corporate credit ratings from
Standard & Poor's Ratings Services.
GEORGIA PROTON: Involuntary Case Dismissed at Parties' Behest
-------------------------------------------------------------
Judge Kevin Gross of the U.S. Bankruptcy Court for the District of
Delaware ordered the dismissal of the involuntary case of Georgia
Proton Treatment Holdings, LLC.
Petitioning creditors Zeitgeist Capital, LLC, et al., alleged
debtor Georgia Proton Treatment Holdings, LLC, and senior secured
creditor Lulu Limited had submitted a joint motion seeking
dismissal of the Involuntary Petition.
No objections to the Motion were filed.
Zeitgeist Capital, LLC, Gryphon Resources, Inc. and Cobalt, LLC are
represented by:
Brian A. Sullivan, Esq.
WERB & SULLIVAN
300 Delaware Avenue, 13th Floor
Wilmington, DE 19801
Telephone: (302)652-1100
Facsimile: (302)652-1111
E-mail: bsullivan@werbsullivan.com
- and -
Michael J. Collins, Esq.
BREWER, ATTORNEYS & COUNSELORS
1717 Main Street, Suite 5900
Dallas, TX 75201
Telephone: (214)653-4000
Facsimile: (214)652-1015
E-mail: mjc@brewerattorneys.com
Georgia Proton Treatment Holdings is represented by:
Margarita T.B. Coale, Esq.
MILLER, EGAN, MOLTER & NELSON, LLP
2911 Turtle Creek Boulevard, Suite 1100
Dallas, TX 75219
Telephone: (214)628-9516
Facsimile: (214)628-9505
E-mail: margarita.coale@milleregan.com
Lulu Limited is represented by:
John H. Knight, Esq.
Robert C. Maddox, Esq.
RICHARDS, LAYTON & FINGER, P.A.
920 N. King Street
Wilmington, DE 19801
Telephone: (302)651-7700
Facsimile: (302)651-7701
E-mail: knight@rlf.com
maddox@rlf.com
Zeitgeist Capital, LLC, Gryphon Resources, Inc., and Cobalt, LLC,
signed an involuntary Chapter 11 petition (Bankr. D. Del. Case No.
16-10569) for Georgia Proton Treatment Holdings, LLC on March 4,
2016.
GLOBAL BRASS: S&P Raises CCR to 'BB-', Outlook Stable
-----------------------------------------------------
S&P Global Ratings said it raised its corporate credit rating on
Schaumburg, Ill.-based metals converter Global Brass and Copper
Inc. to 'BB-' from 'B+'. The outlook is stable.
At the same time, S&P raised its issue-level rating on the
company's senior secured debt to 'BB-' from 'B+'. The '4' recovery
rating on the senior secured debt is unchanged, indicating S&P's
expectation for meaningful recovery (30%-50%; upper half of the
range) of principal and interest in the event of a payment default.
"The stable outlook reflects our expectation that Global Brass and
Copper Inc. will deliver steady growth in EBITDA over the next 12
months as building and housing and automotive markets continue
expanding," said Standard & Poor's credit analyst Ryan Gilmore. "As
a result, we expect the company will maintain credit measures at a
level consistent with a significant financial risk assessment,
including adjusted debt to EBITDA in the 3x to 3.5x range."
S&P would consider a downgrade if it viewed Global Brass and
Copper's business risk profile to be more consistent with a weak
assessment. This could be the result of a weakening competitive
position due to reduced end market diversity, deteriorating
profitability, or other factors. S&P could consider a downgrade if
the company's credit measures were to weaken as a result of
deterioration in operating performance during the next 12 months,
specifically, if adjusted debt to EBITDA were to increase to above
4x. This could occur if the company were unable to quickly resolve
production issues at its Olin Brass facility, effectively hedge
against metals price fluctuations, U.S. economic conditions
unexpectedly worsened, or the company pursued a more aggressive
financial risk policy.
S&P could consider an upgrade if the company achieved sustainable
improvement in credit measures, with adjusted debt to EBITDA of
less than 3x and FFO to debt of more than 30% on a sustained basis.
This could be spurred by a combination of stronger-than-expected
economic growth or increased sales from new product lines.
GRASS VALLEY: Garth Green Defends Settlement Agreement
------------------------------------------------------
Garth O. Green, co-Trustee of the Garth Family Trust and Trustee of
the Garth Green Family Trust, submitted a declaration in support of
the Settlement Agreement executed between debtor Grass Valley
Holdings, L.P. ("Grass Valley"), Harward Irrigations, Grass Valley
MV, Harward Engineering, LLC, GW Green Family Limited Partnership
("GW Green"), the Harward Individuals and State Bank.
Garth Green Family Trust is the general partner of GW Green, which
is a creditor in Grass Valley's bankruptcy case.
"Pursuant to the terms of the Agreement, GW Green has paid $10,000
to Grass Valley. GW Green also paid $10 to the following
individuals or companies: Harward Irrigation, Grass Valley MV,
Harward Engineering, LLC and the Harward Individuals... In
addition, pursuant to the Agreement, GW Green is also required to
pay Grass Valley another $40,000 to the Debtor within three days of
the entry of an order by this Court approving the Agreement... GW
Green has the ability to promptly pay the $40,000 amount due and
owing under the Agreement without financing... pursuant to the
Agreement, GW Green is also required to pay Grass Valley an
additional $100,000 within three days after the completion of the
non-judicial foreclosure sales contemplated by the Agreement or 60
days from the entry of any order by the Bankruptcy Court approving
the Agreement, whichever happens first... GW Green has the ability
to promptly pay the additional $100,000 without financing... The
Agreement also provides that the counterclaims alleged by Grass
Valley that relate to the Springville Property in the prior state
court action... will be released and dismissed," Mr. Green avers.
State Bank of Southern Utah is represented by:
Steven W. Call, Esq.
Elaine A. Monson, Esq.
RAY QUINNEY & NEBEKER P.C.
36 South State Street, Suite 1400
P.O. Box 45385
Salt Lake City, UT 84145-0385
Telephone: (801)532-1500
E-mail: scall@rqn.com
emonson@rqn.com
GW Green Family Limited Partnership is represented by:
Marcus R. Mumford, Esq.
MUMFORD PC
405 South Main Street, Suite 975
Salt Lake City, UT 84111
Telephone: (801)428-2000
E-mail: mrm@mumfordpc.com
About Grass Valley Holdings
Based in Springville, Utah, Grass Valley Holdings, L.P., is a
holding company for real property located in Utah as well as an
interest in real property located in Idaho Falls, Idaho.
Grass Valley Holdings commenced a Chapter 11 bankruptcy case
(Bankr. D. Utah Case No. 15-24513) in Salt Lake City, Utah, on May
15, 2015.
The Debtor disclosed $21,478,874 in assets and $13,187,245 in
liabilities as of the Chapter 11 filing.
The case is assigned to Judge R. Kimball Mosier. The Debtor is
represented by Gary E. Jubber, Esq., and Douglas J. Payne, Esq.,
at Fabian and Clendinin, in Salt Lake City.
GROUP 6842: Court Vacates Hearing on Dismissal Motion
-----------------------------------------------------
Judge Ernest M. Robles of the U.S. Bankruptcy Court for the Central
District of California, Los Angeles Division, approved a
stipulation vacating the hearing on the U.S. Trustee's motion to
dismiss or convert Group 6842, LLC's Chapter 11 case.
The stipulation also requires the Debtor to remain in full and
timely compliance with all United States Trustee Guidelines
requirements. Failure of the Debtor to comply with the U.S. Trustee
Guidelines requirements will entitle the U.S. Trustee to submit,
without further notice or hearing, an application dismissing the
case with a judgment for any outstanding U.S. Trustee quarterly
fees. Judge Robles ruled that the Continuing Compliance
Stipulation fully resolves the U.S. Trustee's Motion to Dismiss or
Convert.
The U.S. Trustee sought for dismissal of the Debtor's Chapter 11
case on the ground that the Debtor has not yet submitted any
disclosure statement or plan of reorganization. The U.S. Trustee
asserted that "[i]n a small business case. . . (2) the plan and
disclosure statement (if any) shall be filed not later than 300
days after the date of the order for relief." The Debtor, in
response to the Motion to Dismiss, argued that the Motion should be
denied as cause to dismiss or convert the Chapter 11 case does not
exist at this time. The Motion to Dismiss is based solely on
requirements of the Unites States Trustee Chapter 11 Notices and
Guides Effective September 1, 2011, the Bankruptcy Code, and the
Local Bankruptcy Rules, which were outstanding at the time that the
Motion to Dismiss was filed, the Debtor further asserted.
The U.S. Trustee is represented by:
Peter C. Anderson
UNITED STATES TRUSTEE
Jill M. Sturtevant
ASSISTANT UNITED STATES TRUSTEE
Hatty Yip
TRIAL ATTORNEY
OFFICE OF THE UNITED STATES TRUSTEE
915 Wilshire Blvd., Suite 1850
Los Angeles, CA 90017
Tel: (213) 894-1507
Fax: (213) 894-2603
Email: hatty.yip@usdoj.gov
About Group 6842, LLC
Group 6842, LLC, fka The Martin Groupe, Inc., is a California
limited liability company owns and manages an eight story
commercial office building located at 6842 Van Nuys Blvd., Van
Nuys, California (the "Property"). The Property is currently
generating approximately $80,000 of rent a month at a current
occupancy rate of 60%. After infusing approximately $1 million of
equity for remodeling of the Property, however, the Debtor has
recently attracted a tenant to occupy the remainder of the
Property. The Debtor is in negotiations and has reached an
agreement, in principal, with this proposed tenant to occupy the
remaining 40% of the Property, which will increase the Debtor's
monthly revenue by approximately $80,000.
Group 6842, LLC, fka The Martin Groupe, Inc. filed a Chapter 11
bankruptcy petitions (Bankr. C.D. Cal. Case No.: 15-29494) on
December 30, 2015. The petition was signed by Derek Folk, manager.
The Debtor disclosed an estimated assets of $10 million to $50
million and estimated debts of $10 million to $50 million. Judge
Ernest M. Robles has been assigned the case.
The Debtor has engaged Garrick A Hollander, Esq., of the Winthrop
Couchot Professional Corporation as general insolvency counsel.
GUIDED THERAPEUTICS: Needs More Time to File Quarterly Report
-------------------------------------------------------------
Guided Therapeutics, Inc., disclosed in a regulatory filing with
the Securities and Exchange Commission that its quarterly report on
Form 10-Q for the period ended March 31, 2016, could not be filed
within the prescribed time period. During the first quarter of
2016, the Company experienced material turnover in its internal
accounting personnel. The disruption caused by the change in
personnel resulted in delays in the preparation and presentation of
financial information. These delays contributed to the Company's
inability to process and review the financial information required
to file the quarterly report on Form 10-Q by the date required
without incurring undue hardship and expense.
The Company expects to file its Form 10-Q within the permitted
extension period.
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
Guided Therapeutics reported a net loss attributable to common
stockholders of $9.50 million on $42,000 of contract and grant
revenue for the year ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $10.03 million on $65,000
of contract and grant revenue for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Guided Therapeutics had $2.56 million in total
assets, $8.12 million in total liabilities and a $5.56 million
total stockholders' deficit.
H-D ACQUISITION: Voluntary Chapter 11 Case Summary
--------------------------------------------------
Debtor: H-D Acquisition Corp., Inc.
2231-43 E. Ontario Street
Philadelphia, PA 19134
Case No.: 16-13648
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: May 21, 2016
Court: United States Bankruptcy Court
Eastern District of Pennsylvania (Philadelphia)
Judge: Hon. Ashely M. Chan
Debtor's Counsel: Robert Michael Kline, Esq.
P.O. Box 18806
Philadelphia, PA 19119
Tel: 215 990-9490
E-mail: Pacer@squirelaw.com
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $100 million to $500 million
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
HAMPSHIRE GROUP: Delays Filing of April 2 Quarterly Report
----------------------------------------------------------
Hampshire Group, Limited, filed with the U.S. Securities and
Exchange Commission a Notification of Late Filing on Form 12b-25
with respect to its quarterly report on Form 10-Q for the quarter
ended April 2, 2016.
As previously reported, Hampshire Group was unable to timely file
its annual report on Form 10-K for the year ended Dec. 31, 2014,
and the quarterly reports on Form 10-Q for the first three quarters
of 2015 within the prescribed time periods because Company
management was addressing problems caused by labor issues, related
slowdowns and bottlenecks at West Coast shipping ports and
liquidity constraints caused by lower than expected fourth quarter
2014 results and the West Coast shipping ports problems.
Further, in 2015, Company management addressed problems caused by
liquidity constraints that prompted it to realign its resources
with its operations, including the sale of Rio Garment S.A.,
amending its New York Office lease and terminating a licensing
agreement with Sole Asset Holdings, Inc. The Company's Audit
Committee also initiated an investigation in February 2015, which
concluded in July 2015. As a result, significant management time
and resources were diverted from the Company's normal process of
reviewing and completing the Late Reports as well as the Company's
Annual Report on Form 10-K for the year ended Dec. 31, 2015, and
the Quarterly Report on Form 10-Q for the quarter ended April 2,
2016. Until all of the Late Reports were completed and filed, the
Company was not able to begin preparation of its 2015 Form 10-K.
The Company filed the last of the Late Reports (the Quarterly
Report on Form 10-Q for the quarter ended Sept. 26, 2015) on
March 24, 2016. As a result, the Company has not been able to
complete the 2015 Form 10-K or the Q1 2016 Form 10-Q. Until the
Company completes the 2015 Form 10-K, it will not be able to
complete and file the Q1 2016 Form 10-Q. As a result, the Company
cannot, without unreasonable effort or expense, file its Q1 2016
Form 10-Q on or prior to the prescribed due date of May 17, 2016.
The Company intends to file the Q1 2016 Form 10-Q as soon as
reasonably practicable; however, at this time the Company
anticipates that it will not be able be able to do so within the
extension period of five calendar days provided under Rule 12b-25
of the Securities Exchange Act of 1934, as amended.
About Hampshire Group
New York-based Hampshire Group, Limited (OTC Markets: HAMP) is a
provider of fashion apparel across a broad range of product
categories, channels of distribution and price points. As a
holding company, the Company operates through its wholly-owned
subsidiaries, Hampshire Brands, Inc. and Hampshire International,
LLC. The Company completed the sale of Rio Garment S.A. effective
April 10, 2015.
The Company incurred a net loss of $28.8 million in 2014 following
a net loss of $16.04 million in 2013.
As of Sept. 26, 2015, Hampshire had $37.9 million in total assets,
$44.8 million in total liabilities and a $6.93 million total
stockholders' deficit.
Elliott Davis Decosimo LLC, in Greenville, South Carolina, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered recurring losses and incurred negative cash
flows from continuing operations and its total liabilities exceed
its total assets at December 31, 2014. In addition, the Company is
in default under its credit facility and has entered into a
forbearance agreement and amendment to the credit facility, which
among other items, changed the maturity date of the credit facility
to February 29, 2016. The Company's lenders have indicated that
they will not renew the credit facility beyond that maturity date,
because they intend to exit this line of business. The Company is
in the process of attempting to obtain financing with a new lender.
These conditions, the auditors said, raise substantial doubt about
the Company's ability to continue as a going concern.
HAMPTON TRANSPORTATION: Trustee Taps LaMonica as Legal Counsel
--------------------------------------------------------------
The Chapter 11 trustee of Hampton Transportation Ventures, Inc.
seeks approval from the U.S. Bankruptcy Court for the Eastern
District of New York to hire LaMonica Herbst & Maniscalco, LLP as
his counsel.
Allan Mendelsohn, the bankruptcy trustee, tapped the firm to:
(a) assist the trustee in the orderly administration of the
Debtor's estates;
(b) file motions that may be necessary;
(c) assist the trustee in his obligations concerning the
daily operations of the Debtor;
(d) assist the trustee in the potential sale of the Debtor's
real property and assets;
(e) represent the trustee in pending litigations in which the
Debtor is a party; and
(f) assist the trustee in the formulation of a plan of
reorganization.
The trustee proposed to pay LaMonica on an hourly basis and
reimburse the firm for work-related expenses. The firm's hourly
rates are as follows: (i) up to $175 for paraprofessionals, (ii) up
to $415 for associates, and (iii) up to $595 for partners.
Salvatore LaMonica, Esq., at LaMonica, disclosed in an affidavit
that the firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
The Debtor can be reached through:
Allan B. Mendelsohn
Chapter 11 Trustee
38 New Street
Huntington, New York 11743
Tel: (631) 923-1625
LaMonica can be reached through:
Salvatore LaMonica, Esq.
Rachel P. Stoian, Esq.
3305 Jerusalem Avenue, Suite 201
Wantagh, New York 11793
Telephone: (516) 826-6500
About Hampton Transportation
Hampton Transportation Ventures, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Eastern District of New York (Central Islip) (Case No.
15-73837) on September 8, 2015.
The petition was signed by William Schoolman, CEO. The case is
assigned to Judge Alan S. Trust.
The Debtor disclosed total assets of $6.5 million and total debts
of $5.1 million.
HCR HEALTHCARE: S&P Affirms 'B-' CCR & Revises Outlook to Dev.
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit rating on
Toledo, Ohio-based based skilled nursing and assisted living
facility operator HCR HealthCare LLC and revised the rating outlook
to developing from stable.
At the same time, S&P affirmed its 'B' issue-level rating and the
on the company's term loan. S&P's '2' recovery rating on this debt
reflects its expectation for substantial recovery (70%-90%; in the
lower end of the range) in the event of a default.
"The outlook revision follows the recent announcement that HCR
HealthCare LLC's lessor, HCP Inc., is spinning off its skilled
nursing and assisted living facility portfolio into an
independently run publicly traded REIT (SpinCo), with HCR expected
to operate the overwhelming majority of the facilities comprising
SpinCo's REIT," said S&P Global Ratings credit analyst Elan Nat.
S&P expects that the new management under SpinCo will likely
restructure its master lease agreement with HCR, which, depending
on the final terms of the restructured lease agreement, could
improve HCR's free cash flow based credit metrics. The developing
outlook reflects S&P's view of the uncertainties related to the
outcome of the proposed lease restructuring and whether the term
loan obligation will be adversely modified during these
negotiations.
The developing outlook reflects the potential of either an upgrade
or a downgrade, depending on the outcome of the proposed
restructuring to HCR's master lease agreement and whether the terms
will include term loan lenders accepting a reduction in value or
other adverse change in terms. S&P could affirm the rating if
there is only modest improvement in free cash flow subsequent to
negotiations.
If term loan lenders participate in the restructuring of HCR's
master lease agreement in such a way that terms of its original
agreement are adversely modified, S&P could lower the rating by
multiple notches.
If the master lease restructuring is completed and term loan
lenders remain unaffected, S&P could raise the rating by one notch
if it believes HCR can generate approximately $50 million to $100
million of free cash flow on a sustained basis.
HHH CHOICES: Needs More Time to Negotiate Sale, Panel Says
----------------------------------------------------------
The Official Committee of Unsecured Creditors of Hebrew Hospital
Senior Housing Inc., filed a limited response to the United States
Trustee's motion for an order appointing a Chapter 11 Trustee or
dismiss the Chapter 11 case.
According to the Committee, "Since its formation, the Committee has
a undergone a review of the facts and circumstances that led to the
Debtor's bankruptcy filing and has closely monitored the actions
(and inactions) of the Debtor's management and professionals since
the filing. Based upon its review to date, the Committee questions
the Debtor’s ability to administer its chapter 11 case and
conduct a successful sale process. In fact, the Committee believes
that the appointment of a chapter 11 trustee may be warranted in
the Debtor’s case at some point for a number of reasons,
including those articulated in the Trustee Motion."
The Committee adds, "In an effort to immediately address its
concerns, the Committee and its professionals have worked closely
with the Debtor's professionals to ensure that the case is
administered appropriately, expeditiously, and in the best
interests of the creditors. The Committee has closely monitored
and participated in the sale process, including introducing
potential buyers and investors to the Debtor. The Committee has
been frustrated by the lack of progress; however, the Committee has
learned that the Debtor has received a non-binding letter of intent
for a stalking horse purchase of the Debtor's facility. The
Committee also learned that there may be other parties interested
in submitting competing letters of intent."
The Committee believes that the continuance of the Trustee Motion
to the Continued Hearing Date should provide the Debtor with ample
time to negotiate and file an executed asset purchase agreement.
The Committee may in fact change its current position based on any
changed circumstances, including the Debtor’s failure to make
significant progress with the sale process.
The Committee is represented by:
Thomas R. Califano, Esq.
DLA PIPER LLP (US)
1251 Avenue of the Americas, 27th Floor
New York, NY 10020
Tel: (212) 335-4500
Fax: (212) 335-4501
Email: Thomas.Califano@dlapiper.com
About HHH Choices Health Plan
Three alleged creditors owed about $1.9 million submitted an
involuntary Chapter 11 petition for HHH Choices Health Plan, LLC
on
May 4, 2015 (Bankr. S.D.N.Y. Case No. 15-11158) in Manhattan.
The petitioners are The Royal Care, Inc., (allegedly owed
$772,762), Amazing Home Care Services ($1,178,752), and InterGen
Health LLC ($42,298), all claiming that they are owed by the Debtor
for certain services rendered. They all tapped Marc A. Pergament,
Esq., at Weinberg, Gross & Pergament, LLP, in Garden City, New
York, as counsel.
With the consent from the board of directors, the Debtor filed a
notice of consent to order for relief on June 1, 2015, and an order
for relief was entered on June 22, 2015.
Judge Michael E. Wiles oversees the case.
HOT SHOT HK: Auction Cancelled; Sale of Assets Approved
-------------------------------------------------------
Judge James L. Garrity, Jr., on May 17, 2016, entered an order
authorizing Hot Shot HK, LLC, to sell substantially all of its
assets to HS HK Acquisition LLC.
No qualified competing bids were received by the Debtor and so no
auction was held. HS HK Acquisition was therefore deemed the
successful bidder with the highest and best offer, pursuant to a
Purchase Agreement dated April 18, 2016.
The Court conducted sale hearings on April 19, 2016 and May 10,
2016.
In partial consideration for the transfer of the Assets free and
clear of all Claims and Encumbrances, the $1.4 million cash
component of the Purchase Price will be paid directly to the
Prepetition Lender at the Closing.
The Debtor will assign to the Purchaser any claim and cause of
action wherein the Debtor is plaintiff or otherwise related to the
Assets, excluding only those claims or causes of action arising
under chapter 5 of the Bankruptcy Code against non-insiders
(collectively, "Non-Insider Avoidance Actions"). In consideration
of the assignment of the of the claims or causes of action against
any of the Debtor's insiders (as insider is defined under Sec.
101(31) of the Bankruptcy Code), the Purchaser will pay an
additional $200,000 in cash (the "Insider Claim Payment") at or
prior to the Closing to ASK LLP as escrow agent (the "Committee
Escrow Agent") at "ASK LLP, as Attorneys." The Purchase Agreement
will be modified to include the Insider Claim Payment as an
addition to the Purchase Price, the insider claims as included
Assets, and the payment of the Insider Claim Payment as an express
condition of closing. The Insider Claim Payment will be deemed
property of the Debtor's estate that is free and clear of any
Claims or Encumbrances that may exist against the Debtor or its
assets. The Committee Escrow Agent will hold the Insider Claim
Payment for the benefit of the Debtor's estate until further order
of the Court.
As an express condition of the Closing on the Sale Transaction, the
Purchaser, in its capacity as DIP Lender, will pay to "Klestadt
Winters Jureller Southard & Stevens, LLP, as attorneys," (the
"Debtor Escrow Agent") the sum of $95,000 (the "Professional Fee
Fund"), which will be comprised of the $50,000 professional fee
carve-out agreed to and approved by the Court's order dated March
25, 2016 [Final Order at Docket No. 61], an agreed additional
$20,000 towards the professional fee carve-out, plus $25,000 as the
agreed retainer and fee of KCP Advisory Group. The Professional
Fee Fund will be held by the Debtor Escrow Agent for the benefit of
the designated chapter 11 professionals pending further order of
the Court authorizing its disbursement.
About Hot Shot HK
Hot Shot HK, LLC, sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of New York (Manhattan) (Bankr. S.D.N.Y. Case No.
16-10449) on Feb. 26, 2016. The petition was signed by Youssef
Saadia, chief financial officer.
The Debtor is represented by Maeghan J. McLoughlin, Esq., and Sean
C. Southard, Esq., at Klestadt Winters Jureller Southard & Stevens
LLP. The case is assigned to Judge James L. Garrity, Jr.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
IHEARTCOMMUNICATIONS INC: Appoints Two Board Members
----------------------------------------------------
The Board of Directors of iHeartCommunications, Inc., in accordance
with the Company's Seventh Amended and Restated By-laws, as
amended, approved an increase in the size of the Board by two
directors and filled the resulting vacancies by the appointment of
Frederic F. Brace and Charles H. Cremens as directors.
Messrs. Brace and Cremens were also appointed as members of the
board of managers of iHeartMedia Capital I, LLC, the Company's
direct parent, and the board of directors of iHeartMedia, Inc., the
Company's indirect parent, on May 12, 2016.
Messrs. Brace and Cremens will receive the same form of
Indemnification Agreement as all other members of the Company's
Board. The Board has determined that Messrs. Brace and Cremens
will not serve on any committees of the Board at this time.
Messrs. Brace and Cremens have not entered into any other material
plans, contracts or arrangements in connection with their
appointment as directors. There are no arrangements or
understandings between Messrs. Brace and Cremens and any other
persons, naming such persons, pursuant to which Messrs. Brace and
Cremens were selected to serve as directors of the Company, nor are
they participants in any related party transaction required to be
reported pursuant to Item 404(a) of Regulation S-K.
About iHeartCommunications
iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
IheartCommunications reported a net loss attributable to the
Company of $755 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to the
Company of $793.76 million on $6.31 billion of revenue for the
year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$13.8 billion in total assets, $24.4 billion in total liabilities
and a total shareholders' deficit of $10.6 billion.
Bankruptcy Warning
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.
Any refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2015.
* * *
iHeartCommunications carries a 'CCC' Issuer Default Ratings (IDR)
from Fitch Ratings and a 'Caa2 Corp." corporate family rating from
Moody's Investors Service.
IHEARTCOMMUNICATIONS INC: Texas Litigation Trial Begins
-------------------------------------------------------
On March 7, 2016, iHeartCommunications, Inc., initiated an action
against, among others, certain holders of the Company's senior
secured indebtedness, which is styled iHeartCommunications, Inc.,
f/k/a Clear Channel Communications, Inc. v. Benefit Street Partners
LLC, et al., and is pending in the 285th Judicial District, Bexar
County, Texas, as Cause No. 2016 CI 04006. The Texas Litigation
relates to the contribution on
Dec. 3, 2015, of 100,000,000 shares of Class B common stock of
Clear Channel Outdoor Holdings, Inc., from Clear Channel Holdings,
Inc., one of the Company's wholly-owned subsidiaries that is a
"restricted subsidiary" under the Company's various debt documents,
to Broader Media, LLC, one of the Company's wholly-owned
subsidiaries that is an "unrestricted subsidiary" under the
Company's various debt documents. Certain of the Holders have
alleged that the Contribution violated certain covenants in certain
of the Company's priority guarantee note indentures and issued
notices of default on March 7, 2016.
As previously disclosed, on March 9, 2016, the Company obtained a
temporary restraining order from the Texas Court (i) rescinding the
Notices of Default until the temporary restraining order expires
pursuant to its terms or until further order of the Texas Court,
and (ii) restraining and enjoining the defendants in the Texas
Litigation from issuing additional notices of default on the
priority guarantee notes or any other indebtedness of the Company
based upon the Contribution. As a condition to obtaining the
temporary restraining order from the Texas Court, the Company
agreed not to sell, transfer, encumber, pledge, hypothecate or
otherwise dispose of any interest in, or proceeds of, the Shares
until such time as a hearing may be held for a temporary
injunction. On April 4 and 5, 2016, the Texas Court held a hearing
on the Company's application for a temporary injunction. On April
6, 2016, the Texas Court ordered, on the agreement of the appearing
parties, to extend the temporary restraining order until the
conclusion of a trial on the merits, which the Texas Court
scheduled to begin on May 16, 2016.
As previously announced on May 2, 2016, the Company entered into
mediation with certain of the Holders to try to resolve the dispute
and to explore possible alternatives to the terms of the Company's
existing senior secured indebtedness. In connection with the
mediation, the Company and the Holders entered into non-disclosure
agreements. The Company is making the disclosures herein in
accordance with the terms of the NDAs.
In addition to discussions with respect to the merits of the
litigation, the mediation included continued negotiation with
respect to various proposals to amend the terms of the Company's
credit agreement and, through a series of exchange offers, the
priority guarantee note indentures. In connection with the
mediation, on May 13, 2016, certain Holders provided the Company
with a proposal, a copy of which is available for free at
https://is.gd/QcqLUA and on May 15, 2016, the Company provided the
Holders with a counterproposal, a copy of which is available at no
charge at https://is.gd/oi0gN5. As of May 16, 2016, the Company
had not provided such Holders with, nor had it provided such
Holders access to, confidential information.
Although the mediation was continuing as of May 16, 2016, the trial
was nevertheless scheduled to begin as of that date. The outcome
of the litigation may have a substantial bearing on the outcome of
these negotiations, which may be discontinued at any time by any
party.
There can be no assurance that any agreement will be reached by the
Company and the Holders or any other debt holder of the Company
with respect to any or all of the issues embodied in the term
sheets, and the transactions contemplated by the term sheets would
be subject to the negotiation and execution of definitive
documentation and an amendment to the Company's credit agreement
and, through a series of exchange offers, the priority guarantee
note indentures, and require the consent of additional debt holders
who are not party to the negotiations.
About iHeartCommunications
iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
IheartCommunications reported a net loss attributable to the
Company of $755 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to the
Company of $793.76 million on $6.31 billion of revenue for the
year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$13.8 billion in total assets, $24.4 billion in total liabilities
and a total shareholders' deficit of $10.6 billion.
Bankruptcy Warning
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.
Any refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2015.
* * *
iHeartCommunications carries a 'CCC' Issuer Default Ratings (IDR)
from Fitch Ratings and a 'Caa2 Corp." corporate family rating from
Moody's Investors Service.
IHEARTMEDIA INC: Sr. Creditors May Nix Attempt to Pay Jr. Creditors
-------------------------------------------------------------------
Philip Brendel, writing for Bloomberg Brief, reported that as a
trial began May 16 to decide if iHeartMedia is in default for
transferring assets to an unrestricted subsidiary, the company
disclosed two term sheets shared between it and debtholders in
their mediation over the dispute.
According to the report, significantly, the term sheet provided by
"Certain Debt Holders" supports iHeart's previously disclosed
strategy of buying back notes at deep discounts. It's not clear,
however, that term-loan lenders and priority guarantee note holders
would support the plan outlined because it appears generous to
junior creditors, the report related.
The sheet would allocate as much as $1.2 billion cash to junior
debt buybacks while term loan lenders would forego interest and
extend maturities, the report further related. That would appear
to provide iHeart all the flexibility it may want, but iHeart's
term loan holders may be concerned that the proponents' cross
holdings of junior notes or credit protection on subsidiary
iHeartCommunications may be steering the proposal, the report
said.
Secured lenders often agree to extend maturities because they are
compensated adequately, their priority is respected in the
transaction and they expect the company to grow back into its
capital structure, the report added.
Secured lenders may not view the "Certain Holders" term sheet that
way because they are being asked to reduce their interest rate by
50 basis points, allow $1.2 billion to be paid to junior creditors
and stand pat while cash-generating assets are sold, the report
said.
About iHeartCommunications
iHeartCommunications, Inc., (formerly known as Clear Channel
Communications, Inc.) is a global media and entertainment company.
The Company specializes in radio, digital, outdoor, mobile,
social, live events, on-demand entertainment and information
services for local communities, and uses its unparalleled national
reach to target both nationally and locally on behalf of its
advertising partners. The Company is dedicated to using the
latest technology solutions to transform the company's products
and services for the benefit of its consumers, communities,
partners and advertisers, and its outdoor business reaches over 40
countries across five continents, connecting people to brands
using innovative new technology.
IheartCommunications reported a net loss attributable to the
Company of $755 million on $6.24 billion of revenue for the year
ended Dec. 31, 2015, compared to a net loss attributable to the
Company of $793.76 million on $6.31 billion of revenue for the
year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had
$13.8 billion in total assets, $24.4 billion in total liabilities
and a total shareholders' deficit of $10.6 billion.
Bankruptcy Warning
"The ability to refinance the debt will depend on the condition of
the capital markets and our financial condition at such time.
Any refinancing of the debt could be at higher interest rates and
increase debt service obligations and may require us and our
subsidiaries to comply with more onerous covenants, which could
further restrict our business operations. The terms of existing
or future debt instruments may restrict us from adopting some of
these alternatives. These alternative measures may not be
successful and may not permit us or our subsidiaries to meet
scheduled debt service obligations. If we or our subsidiaries
cannot make scheduled payments on indebtedness, we or our
subsidiaries, as applicable, will be in default under one or more
of the debt agreements and, as a result we could be forced into
bankruptcy or liquidation," the Company said in its annual report
for the year ended Dec. 31, 2015.
* * *
iHeartCommunications carries a 'CCC' Issuer Default Ratings (IDR)
from Fitch Ratings and a 'Caa2 Corp." corporate family rating from
Moody's Investors Service.
IMAGEWARE SYSTEMS: Dana Kammersgard Appointed as Director
---------------------------------------------------------
The Board of Directors of ImageWare Systems, Inc., acting by
unanimous written consent, amended the Bylaws of the Company to
increase the number of directors of the Company from seven to not
more than eight directors. Effective upon the amendment, upon the
recommendation of the Nominating and Corporate Governance
Committee, the Board of Directors formally appointed Dana W.
Kammersgard to the Board of Directors, to serve until the next
annual meeting of stockholders or until his successor is elected
and qualified.
Mr. Kammersgard is currently the executive vice president, Cloud
Systems and Solutions for Seagate Technology, where he is
responsible for all storage systems related products and
strategies. Prior to joining Seagate Systems in 2015, he served as
the pesident, CEO and a director of Dot Hill System Corp. since
March 2006. He served as president of Dot Hill from August 2004 to
March 2006. From August 1999 to August 2004, Mr. Kammersgard
served as Dot Hill's 's Chief Technical Officer. Mr. Kammersgard
was a founder of Artecon and served as a director from its
inception in 1984 until the company's merger with Box Hill Systems
Corp. in August 1999. At Artecon, Mr. Kammersgard served in
various positions since 1984, including Secretary and Senior Vice
President of Engineering from March 1998 until August 1999, and as
Vice President of Sales and Marketing from March 1997 until March
1998. Prior to cofounding Artecon, Mr. Kammersgard was the
Director of Software Development at Calma, a division of General
Electric Company. Mr. Kammersgard holds a B.A. in chemistry from
the University of California, San Diego.
In connection with Mr. Kammersgard's election to the Board of
Directors, he was granted an option to purchase, for $1.29 per
share, 50,000 shares of the Company's common stock under the terms
of the Company's 1999 Stock Award Plan, which shares vest 16,672
shares on the first anniversary of the date of grant, and 4,166
shares thereafter in eight equal quarterly installments. There are
no other arrangements or understandings between Mr. Kammersgard and
any other persons, naming Mr. Kammersgard to the Board of
Directors, pursuant to which he was selected as a director.
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
Imageware Systems reported a net loss available to common
shareholders of $9.59 million on $4.76 million of revenues for the
year ended Dec. 31, 2015, compared to a net loss available to
common shareholders of $7.99 million on $4.15 million of revenues
for the year ended Dec. 31, 2014.
As of March 31, 2016, the Company had $5.39 million in total
assets, $3.75 million in total liabilities and $1.64 million in
shareholders' equity.
INNOVATIVE MACHINING: Hires Dunn Neal as General Counsel
--------------------------------------------------------
Innovative Machining Solutions, LLC, asks the U.S. Bankruptcy Court
for the Southern District of Texas for authorization to employ the
law firm of Dunn, Neal & Gerger, L.L.P., as its general counsel,
with Alan S. Gerger, Esq., as its attorney in charge.
The Firm will:
a. render legal advice with respect to its powers and duties
in the continued operation of the Debtor's businesses and
management;
b. take all necessary action to protect and preserve the
bankruptcy estate, including the prosecution of actions
on behalf of the Debtor, the defense of any actions
commenced against the Debtor, negotiations concerning all
litigation in which the Debtor is involved, and objecting
to claims filed against the Debtor's estate;
c. prepare all necessary motions, answers, orders, reports
and other legal papers in connection with the
administration of the estate;
d. assist in preparing for and filing a plan of
reorganization at the earliest possible date; and
e. perform any and all other legal services reasonably
necessary or otherwise requested by the Debtor in
connection with its Chapter 11 case and the formation and
implementation for a Chapter 11 Plan.
The Firm will be paid at these hourly rates:
Alan Gerger, Esq., Partner $375
James Dunn, Esq., Partner $375
S. Loyd Neal, Esq., Partner $375
Associates $275
Paraprofessionals $105
The Debtor agreed to pay the Firm a deposit of $15,000 for services
to be provided to it. On March 14, 2016, the Firm deposited a
check issued by Challenger Equipment & Tool Co., Inc., payable to
the Firm in the amount of $15,000. Of that amount, there is a
balance of $8,250 which is being held as a deposit in the Firm's
trust account to be applied to pay for fees for services rendered
and costs incurred by the Firm to Innovative after notice and
opportunity for hearing.
Alan Gerger, Esq., a partner at the Firm, assures the Court that
the Firm doesn't represent any interest adverse to the Debtor or
the estate in the matters upon which the Firm is to be engaged, and
that the Firm is "disinterested person" as the term is defined by
11 U.S.C. Section 101 and that the Firm's employment is in the best
interest of the estate.
Conroe, Texas-based Innovative Machining Solutions, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No.
16-32083) on April 25, 2016, listing $1.09 million in total assets
and $583,485 in total liabilities. The petition was signed by Ilo
Flyod, manager.
Judge David R Jones presides over the case.
Alan Sanford Gerger, Esq., at Dunn, Neal & Gerger, L.L.P., serves
as the Debtor's bankruptcy counsel.
INSTITUTE OF CARDIOVASCULAR: Seeks to Hire Brokers, Auctioneers
---------------------------------------------------------------
ICE Real Estate Holdings LLC seeks approval from the U.S.
Bankruptcy Court for the Middle District of Florida to hire Michael
Moecker & Associates Inc. and two other firms.
The Debtor, an affiliate of Institute of Cardiovascular Excellence
PLLC, tapped the services of Michael Moecker, Moecker Auctions Inc.
and SVN Moecker Realty Inc. in connection with the sale of its
assets.
The assets include the Debtor's real properties located in Ocala
and Summerfield, Florida, medical practice and personal
properties.
The firms will serve both as brokers and auctioneers. Their
compensation will be percentage-based and will depend on how the
assets are sold.
If successful in selling the medical practice, which would include
all real and personal property of the Debtor as a package, the
buyer's premium percentage charge would be 7% of the total price.
If the medical practice and equipment are sold separate from the
real estate, then the purchase price of the real estate would have
a 6% buyer's premium and the personal property would have a buyer's
premium of 7%.
The firms would be entitled to receive a minimum fee of $50,000
regardless of what the properties sell for or if the properties are
ultimately transferred to the Debtor's secured creditor.
Mark Healy, executive vice-president of Michael Moecker &
Associates Inc., disclosed in an affidavit that his firm does not
hold or represent any interest adverse to the Debtor or its estate.
The Debtor can be reached through its counsel:
Aaron A. Wernick
Furr & Cohen, P.A.
2255 Glades Road, Suite 337W
Boca Raton, FL 33431
Tel: (561) 395-0500
Fax: (561) 338-7532
E-mail: awernick@furrcohen.com
About Institute of Cardiovascular
Institute of Cardiovascular Excellence, PLLC, based in Ocala,
Florida, filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
16-01491) on April 20, 2016. Aaron A Wernick, Esq., at Furr &
Cohen, PA, serves as counsel to the Debtor. In its petition, the
Debtor estimated $0 to $50,000 in assets and $10 million to $50
million in liabilities. The petition was signed by Asad Qamar,
manager.
J.L. BROWN CONTRACTING: Taps Daniel Jones as Accountant
-------------------------------------------------------
J.L. Brown Contracting Service, Inc. seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Missouri to hire
Daniel Jones & Associates as its accountant.
The services to be provided by the firm include:
(a) the preparation of the Debtor's tax returns;
(b) the preparation of monthly operating reports as required
by the Office of the U.S. Trustee;
(c) evaluation of the advisability of making certain
bankruptcy elections under the Internal Revenue Code; and
(d) performance of other accounting and tax services normally
provided by accountants to a debtor in a bankruptcy case.
Daniel Jones will charge the Debtor $200 per hour, according to
court filings.
Al Kirchhofer disclosed in an affidavit that the firm does not
represent any interest adverse to the Debtor's interest.
The Debtor can be reached through its counsel:
Spencer Desai, Esq.
Danielle Suberi, Esq.
Desai Eggmann Mason LLC
7733 Forsyth Boulevard, Suite 800
St. Louis, MO 63105
Tel: (314) 881-0800
Fax: (314) 881-0820
E-mail: sdesai@demlawllc.com
dsuberi@demlawllc.com
About J.L. Brown Contracting
J.L. Brown Contracting Service, Inc. sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Eastern District of Missouri (St. Louis) (Case No. 15-47718) on
October 13, 2015.
The petition was signed by Jimmie Brown, president. The case is
assigned to Judge Charles E. Rendlen III.
The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million.
JACKSON MASONRY: Hires Wilson Group as Exclusive Listing Agent
--------------------------------------------------------------
Jackson Masonry, LLC, asks for authorization from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
Wilson Group as exclusive listing agent for the sale of real
property located at 657 Old Hickory Boulevard, Nashville,
Tennessee.
A hearing on the request is set for June 21, 2016, at 9:00 a.m.
The Debtor anticipates that the services that Wilson may render
will include, among other things: (a) listing, staging, and
ultimately selling the Property; (b) assisting the Debtor in
preparing and executing the necessary documents for the sale of the
Property; and (c) complying with all applicable laws and
regulations in performing its duties.
Wilson will get a real estate commission of 6% of the purchase
price of the Property. Wilson will share the compensation with a
cooperating broker, if any, who procures the buyer of the Property
by paying the cooperating broker 3% of the Firm's commission.
Alicia Griffith, realtor and broker with Wilson, assures the Court
that the firm does not represent any interest adverse to the Debtor
in matters upon which the firm is to be engaged, and the firm is
disinterested within the meaning of 11 U.S.C. Sections 101(14) and
327.
Jackson Masonry, LLC, sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Middle
District of Tennessee (Nashville) (Case No. 16-02065) on March 24,
2016. The petition was signed by Rogers Jackson, member.
The Debtor is represented by Griffin S. Dunham, Esq., at Dunham
Hildebrand, PLLC. The case is assigned to Judge Keith M. Lundin.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
JJE & MM GROUP: Contempt, Sanctions Orders vs. Kopel Affirmed
-------------------------------------------------------------
Judge Ann M. Donnelly of the United States District Court for the
Eastern District of New York affirmed the Bankruptcy Court's orders
in the bankruptcy case styled In re JJE & MM GROUP LLC, Debtor, No.
14 Civ. 5105 (AMD)(E.D.N.Y.).
Appellant Noson A. Kopel appeals from two Bankruptcy Court orders
issued by the Honorable Carla E. Craig: an order of contempt and an
order imposing monetary sanctions. The appellant argues that the
orders were improper because (1) Judge Craig did not have the power
to issue the orders; (2) the appellant did not know about the
dismissal order that he was found to have violated; (3) the
appellant could not be held in contempt without the debtor first
being held in contempt; and (4) legal fees were an inappropriate
sanction.
A full-text copy of the Corrected Memorandum Decision and Order
dated May 3, 2016 is available at https://is.gd/D5x05P from
Leagle.com.
In Re JJE & MM Group, LLC, is represented by Pincus David
Carlebach, Esq. -- Law Offices of David Carlebach, Esq..
Noson A. Kopel, Appellant, is represented by Noson Aharon Kopel,
Esq. -- Noson Aharon Kopel Attorney-At-Law.
JO-LIN HEALTH: Seeks Court Approval to Hire Baker Firm as Counsel
-----------------------------------------------------------------
Jo-Lin Health Center, Inc. is seeking approval from the U.S.
Bankruptcy Court for the Southern District of Ohio to hire Michael
Baker of The Baker Firm PLLC and Dean Langdon of DelCotto Law Group
PLLC as its legal counsel.
As counsel, Messrs. Baker and Langdon will provide these services:
(a) general legal advice and representation;
(b) representation at the 341(a) meeting of creditors;
(c) advice and representation regarding all interactions with
the U.S. trustee, or any duly appointed Chapter 11
trustee;
(d) advice and representation regarding the sale, recovery,
or surrender of any assets of Debtor;
(e) work related to the proposal, confirmation and
consummation of a Chapter 11 plan, or other final
disposition of the case; and
(g) adversary proceedings deemed necessary for the Debtor's
Reorganization.
For his services and those of his firm, Mr. Baker has agreed to
charge an hourly rate of up to $275 for attorneys work, plus
reimbursement of work-related expenses, and up to $75 for
non-attorney staff.
Meanwhile, Mr. Langdon has agreed to charge an hourly rate of up to
$360 for attorneys, plus reimbursement of work-related expenses,
and up to $150 for paralegals.
In court filings, both lawyers disclosed that they are
"disinterested persons" as defined in the Bankruptcy Code.
The Baker Firm can be reached through:
Michael B. Baker
2131 Chamber Center Drive
Ft. Mitchell, KY 41017
Tel: (859) 647-7777
Fax: (859) 647-7799
E-mail: mbaker@bakerlawky.com
DelCotto Law Group can be reached through:
Dean A. Langdon, Esq.
200 North Upper Street
Lexington, KY 40507
Telephone: (859) 231-5800
Facsimile: (859) 281-1179
E-mail: dlangdon@dlgfirm.com
About Jo-Lin Health Center
Jo-Lin Health Center, Inc. sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Ohio (Cincinnati) (Case No. 16-11898) on May 17, 2016.
The petition was signed by Jo Linda Heaberlin, president. The case
is assigned to Judge Jeffery P. Hopkins.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
KDA GROUP: Taps Calaiaro Valencik as Bankruptcy Counsel
-------------------------------------------------------
KDA Group, Inc., asks for permission from the U.S. Bankruptcy Court
for the Western District of Pennsylvania to employ Donald R.
Calaiaro, Esq., and Calaiaro Valencik to represent it during the
pendency of its liquidation.
A hearing on the request is set for June 16, 2016 at 9:00 a.m.
The Debtor needs the expertise of Mr. Calaiaro in relation to these
matters:
(a) preparation of the bankruptcy petition and attendance at
the first meeting of creditors;
(b) representation of the Debtor in relation to acceptance
or rejection of executory contracts;
(c) advising the Debtor with regard to its rights and
obligations during the Chapter 11 liquidation;
(d) advising the Debtor regarding possible preference
actions;
(e) representation of the Debtor in relation to any motions
to convert or dismiss the Chapter 11;
(f) representation of the Debtor in relation to any motions
for relief from stay filed by creditors;
(g) preparation of the Liquidating Plan and Disclosure
Statement;
(h) preparation of any objection to claims in the Chapter
11;
(i) resolution of pending litigation and liquidation of the
Debtor's counterclaim against the Yellowpages.com LLC
and YP Advertising & Publishing LLC;
(j) collection of the Debtor's accounts receivable; and
(k) otherwise, representing the Debtor in general.
The Firm will be paid at these hourly rates:
Donald R. Calaiaro, Esq. $350
David Z. Valencik $300
Staff Attorney $250
Paralegal $100
Mr. Calaiaro has agreed to a retainer of $5,000 plus $1,717 for the
filing fee. The Debtor paid $2,445 of the retainer plus the $1,717
filing fee at the time of filing. Counsel has paid the filing fee
in the case from those funds. The parties acknowledge that the
firm may petition the Court for additional interim distribution.
Mr. Calaiaro assures the Court that he and the Firm are
disinterested persons as defined in 11 U.S.C. Section 101(14).
About KDA Group
Headquartered in Pittsburgh, Pennsylvania, KDA Group, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
16-21821) on May 12, 2016, estimating its assets at between
$100,000 and $500,000 and liabilities at between $10 million and
$50 million. The petition was signed by Nicholas D. E. Barran,
authorized representative.
Judge Gregory L. Taddonio presides over the case.
Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's bankruptcy counsel.
KESWICK REAL: Case Summary & 5 Unsecured Creditors
--------------------------------------------------
Debtor: Keswick Real Estate LLC
444 Fire Island Avenue
Babylon, NY 11702
Case No.: 16-72262
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: May 20, 2016
Court: United States Bankruptcy Court
Eastern District of New York (Central Islip)
Judge: Hon. Louis A. Scarcella
Debtor's Counsel: Salvatore LaMonica, Esq.
LAMONICA HERBST & MANISCALCO, LLP
3305 Jerusalem Ave
Wantagh, NY 11793
Tel: (516) 826-6500
Fax: (516) 826-0222
E-mail: sl@lhmlawfirm.com
Total Assets: $1.30 million
Total Liabilities: $1.21 million
The petition was signed by Fredrick Olivieri, sole member.
A list of the Debtor's five largest unsecured creditors is
available for free at http://bankrupt.com/misc/nyeb16-72262.pdf
KIM ANH PHAN: Selling El Morro Residence for $830,000
-----------------------------------------------------
Among debtor Kim Anh Phan's assets is her residence located at
10645 El Morro Circle, Fountain Valley, CA. The Debtor has
received an offer from Le Quyen Uong to purchase the El Morro
property for $830,000. The sale will be on an "as is" basis. The
property is encumbered by a first trust deed in favor of SLS
Mortgage in the amount of $477,629. The Debtor says the net
proceeds from the sale will be used to fund her Chapter 11 Plan.
The Debtor estimates that the net proceeds available to the
estate's unsecured creditors will be $234,803. A hearing before
the U.S. Bankruptcy Court for the Central District of California on
the Debtor's motion to sell the El Morro property is scheduled for
June 20, 2016, at 2:00 p.m.
Kim Anh Phan sought Chapter 11 protection (Bankr. C.D. Cal. Case
No. 15-13640) on March 10, 2015.
Attorney for the Debtor:
Andrew S. Bisom, Esq.
THE BISOM LAW GROUP
300 Spectrum Center Drive, Suite 1170
Irvine, CA
Tel: (714) 643-8900
Fax: (714) 643-8901
E-mail: abisom@bisomlaw.com
KLAUS HOLDINGS: Taps Kinkead Law Offices as Bankruptcy Counsel
--------------------------------------------------------------
Klaus Holdings, Inc., seeks permission from the U.S. Bankruptcy
Cour for the Northern District of Texas to employ Bill Kinkead,
Esq., and Kinkead Law Offices as bankruptcy counsel.
The Firm will:
a. represent the Debtor in its Chapter 11 case and to advise
the Debtor as to its rights, duties and powers as a
debtor-in-possession;
b. prepare and file all necessary statements, schedules, and
other documents and to negotiate and prepare one or more
plans of reorganization for the Debtor;
c. represent the Debtor at all hearings, meetings of
creditors, conferences, trials, and other proceedings in
its case; and
d. perform other legal services as may be necessary in
connection with its case.
The Firm will be paid at these hourly rates:
a. $300 for time spent in court;
b. $300 for other time spent by the attorney; and
c. $100 for paralegal time spent by the paralegals employed
by the attorney
The Debtor has paid the Firm a Chapter 11 filing fee of $1,717 and
a $15,000 cash retainer to be applied to services performed before
the filing of the bankruptcy and to be applied to services
performed after the bankruptcy is filed upon approval of the
Court.
Mr. Kinkead assures the Court that the Firm has no connection with
the Debtor, the Debtor's creditors, any other party in interest,
their respective attorneys and accountants, the U.S. Trustee, or
any person employed in the office of the U.S. Trustee that would
preclude the attorney from representing the Debtor as
debtor-in-possession in its Chapter 11 case, nor does the Firm hold
or represent an interest that would be adverse to the interest of
the Debtor's estate in its Chapter 11 case.
The Firm can be reached at:
Bill Kinkead, Esq.
Kinkead Law Offices
6937 Bell Suite G
Amarillo, Texas 79109
Tel: (806) 353-2129
Fax: (806) 353-4370
Klaus Holdings, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Tex. Case No. 16-20134) on April 27, 2016. Bill
Kinkead, Esq., at Kinkead Law Offices serves as the Debtor's
bankruptcy counsel.
LANTHEUS HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable
------------------------------------------------------
S&P Global Ratings assigned its 'B' corporate credit rating to
diagnostic medical imaging agents provider Lantheus Holdings Inc.
The outlook is stable.
At the same time, S&P affirmed its 'B' corporate credit rating on
Lantheus Medical Imaging Inc. The outlook is stable. S&P
subsequently withdrew the rating on Lantheus Medical Imaging.
S&P also affirmed its 'B' rating on senior secured debt issued by
Lantheus Medical Imaging Inc. The recovery rating is '4',
reflecting expectations for average (30%-50%, at the lower end of
the range) recovery in the event of a payment default.
Lantheus performed slightly below S&P's expectation, with soft
sales in 2015. However, stronger sales from its DEFINITY product
(an echocardiography contrast agent) expanded the overall margin
about 120 basis points and offset sales declines from other lower
margin products, resulting in free cash flow that exceeded S&P's
previous expectations. "While we expect slower sales growth and
some margin erosion because of new contracts containing lower
prices for higher committed volumes, we expect the company to
continue to generate positive free cash flow, in part reflecting
lower interest expense following last year's debt prepayments,"
said S&P Global Ratings credit analyst Jinsung Kim.
Lantheus continues to have a narrow business focus, product
concentration, and a relatively small size that makes it
susceptible to customer pricing demands. Moreover, it continues to
have a dependence on contract manufacturers because a secondary
contract manufacturer is not likely to be commercially available
until the second half of this year, which S&P believes increases
the risk of product shortage issues. In addition, increased
competition in its largest product, DEFINITY, and new Xenon
contracts with significant price concession, continue to pose
competitive challenges. For these reasons, S&P continues to assess
business risk as vulnerable.
The stable rating outlook reflects S&P's expectation that leverage
will temporarily increase above 6x in 2016 due to pricing
pressures, but that Lantheus will be able to generate $20 million
to $25 million in free cash flow this year.
S&P could lower the rating if Lantheus generates less than
$15 million of free cash flow over the next 12 months. This could
occur if margins erode by more than 300 basis points due to
increasing competitive factors. Under this scenario, S&P would
likely believe that Lantheus' credit profile would be more similar
to 'B-' (as opposed to 'B') rated peers.
S&P would raise the rating if Lantheus successfully turns around
its revenue trend, such that S&P expects margins to remain stable
or grow and free cash flow remain robust, resulting in leverage
that we expect to be maintained below 5x. At the same time,
Lantheus needs to successfully reduce its dependence on a single
contract manufacturer, alleviating supply chain concentration
risks. Such actions would strengthen our perception that Lantheus'
business continues to be stable and could lead S&P to revise its
business risk assessment to weak from vulnerable.
LATTICE INC: Lattice Funding Reports 8.9% Stake as of April 28
--------------------------------------------------------------
Lattice Funding, LLC, disclosed in a Schedule 13G filed with the
Securities and Exchange Commission that as of April 28, 2016, it
beneficially owns 8,550,333 common shares of Lattice, Incorporated,
comprised of shares of Common Stock held for the benefit of
customers to which the other Reporting Persons disclaim beneficial
ownership, representing 8.92 percent of the shares outstanding.
Also included in the filing are Anthony J. Cantone (8,137,524
shares); Cantone Research, Inc. (908,000 shares); and Cantone Asset
Management LLC (7,229,524 shares).
Mr. Cantone is the sole shareholder of CRI and is managing member
of Funding and CAM, with respect to shares of Common Stock or
securities convertible into Common Stock owned by him, CRI and CAM
and by Funding (to which he disclaims beneficial ownership).
A copy of the regulatory filing is available for free at:
https://is.gd/VWgGHL
About Lattice Inc.
Pennsauken, New Jersey-based Lattice Incorporated provides
telecommunications services to correctional facilities and
specialized telecommunication service providers in the United
States.
Lattice reported a net loss available to common shareholders of
$5.55 million on $7.58 million of revenue for the year ended Dec.
31, 2015, compared to a net loss available to common shareholders
of $1.82 million on $8.94 million of revenue for the year ended
Dec. 31, 2014.
At March 31, 2016, the working capital deficit was approximately
$7,089,000, compared to a working capital deficit of approximately
$7,059,000 at Dec. 31, 2015.
Rosenberg Rich Baker Berman & Company, in Somerset, New Jersey,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has a working capital deficit and requires additional
working capital to meet its current liabilities. These factors
raise substantial doubt about the Company's ability to continue as
a going concern.
LEGEND INTERNATIONAL: Hires Drinker Biddle as Delaware Co-Counsel
-----------------------------------------------------------------
Legend International Holdings Inc. seeks permission from the U.S.
Bankruptcy Court for the District of Delaware to employ Drinker
Biddle & Reath LLP as Delaware co-counsel, nunc pro tunc to May 8,
2016.
A hearing on the request is set for June 8, 2016, at 10:30 a.m.
Objections to the request must be filed by June 1, 2016, at 4:00
p.m.
Drinker Biddle will represent the Debtor in all phases of the
bankruptcy case, working in close coordination with its co-counsel,
Alston & Bird LLP.
The Firm will provide these services:
a. assisting in the preparation of the Debtor's schedules of
assets and liabilities and related statements;
b. advising the Debtor with respect to their powers and
duties as Debtor-in-possession;
c. preparation of necessary motions, applications, answers,
proposed orders, reports, and other papers to be filed by
the Debtor in order to prosecute the bankruptcy case;
d. appearing before the Court to advocate the interests of
the Debtor and their estate;
e. negotiating with the Debtor's creditors and taking the
necessary legal steps to formulate, confirm and
consummate a plan of reorganization if feasible;
f. prosecuting and defending any adversary proceedings
commenced in the bankruptcy case; and
g. assisting in the performance of all other necessary and
proper legal services for the Debtor's to prosecute their
bankruptcy case effectively.
The Firm will be paid at these hourly rates:
Attorneys $390-$910
Paraprofessionals $205-$340
The Firm received a retainer in the amount of $10,000 from Axis
Consultants Pty Ltd. on May 6, 2016. As of the Petition Date, the
Firm had incurred and applied against the retainer approximately
$7,500 in fees and expenses.
Steven K. Kortanek, Esq., a partner at the Firm, assures the Court
that the Firm is not a creditor of the Debtor within the meaning of
Section 101(10) of the Bankruptcy Code, and that the Firm is a
disinterested person as that term is defined in Section 101(14) of
the Bankruptcy Code, as modified by Section 1107(b) of the
Bankruptcy Code.
About Legend International Holdings
Headquared in Melbourne, Victoria, phosphate company Legend
International Holdings Inc. filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 16-11131) on May 8, 2016,
listing $7.24 million in total assets as of April 30, 2016, and
$13.2 million in total debts as of April 30, 2016. The petition
was signed by Joseph Gutnick, chairman of the Board/President &
CEO.
Steven K. Kortanek, Esq., at Drinker Biddle & Reath LLP serves as
the Debtor's bankruptcy counsel.
LEGEND INTERNATIONAL: Taps Alston & Bird as Bankruptcy Co-Counsel
-----------------------------------------------------------------
Legend International Holdings Inc. seeks approval from the U.S.
Bankruptcy Court in Delaware to hire Alston & Bird LLP as its
bankruptcy co-counsel.
The services Alston is expected to provide during the Debtor's
Chapter 11 case include:
(a) advising the Debtor with respect to its powers and duties
as debtor-in-possession in the continued management and
operation of its businesses and properties;
(b. attending meetings and negotiating with representatives
of creditors;
(c) analyzing proofs of claim filed against the Debtor and
potential objections to such claims;
(d) analyzing executory contracts and leases and potential
assumption, assignment or rejection of such contracts;
(e) taking all necessary action to protect and preserve the
Debtor's estate, including prosecuting actions on the
its behalf, defending any action commenced against it and
representing the Debtor's interests in negotiations
concerning litigation in which it is involved;
(f) preparing legal papers necessary to the administration of
the Debtor's estate;
(g) taking necessary action on behalf of the Debtor to
negotiate, prepare and obtain approval of a disclosure
statement and confirmation of a plan of reorganization;
(h) advising the Debtor in connection with any potential sale
of assets or stock;
(i) appearing before the bankruptcy court or any appellate
courts;
(j) advising on corporate, litigation, environmental,
finance, tax, employee benefits and other legal matters.
The firm will be paid on an hourly basis and will receive
reimbursement for work-related expenses. Alston's hourly rates for
matters related to the case are $645 to $995 for partners, $815 for
counsel, $385 to $725 for associates, and $210 to $345 for
paralegals.
Leib Lerner, Esq., a partner at Alston, disclosed in a declaration
that the firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code."
The Debtor can be reached through:
Steven K. Kortanek
Drinker Biddle & Reath LLP
222 Delaware Avenue, Suite 1410
Wilmington, DE 19801-1621
Telephone: (302) 467-4238
Email: steven.kortanek@dbr.com
Alston can be reached through:
Leib M. Lerner
Alston & Bird LLP
333 S. Hope Street, 16th Floor
Los Angeles, CA 90071
Telephone: (213) 576-1000
Email: leib.lerner@alston.com
About Legend International
Legend International Holdings Inc. sought protection under Chapter
11 of the Bankruptcy Code in the District of Delaware (Delaware)
(Case No. 16-11131) on May 8, 2016.
The petition was signed by Joseph Gutnick, Chairman of the Board,
President & CEO. The Debtor is represented by Steven K. Kortanek,
Esq., at Drinker Biddle & Reath LLP.
The Debtor disclosed total assets of $7.24 million and total debts
of $13.2 million as of April 30, 2016.
LEGEND INTERNATIONAL: Taps Waterson as Australia Counsel
--------------------------------------------------------
Legend International Holdings Inc. seeks approval from the U.S.
Bankruptcy Court in Delaware to hire Waterson Legal as its special
counsel in Australia.
The Debtor tapped the firm to be its solicitors in three
proceedings before the Supreme Court of Victoria:
(a) Winding up proceeding commenced by Indian Farmers
Fertiliser Cooperative Ltd. and Kisan International
Trading Fze;
(b) Originating process commenced by the Debtor for the
recognition of its Chapter 11 case in Australia and for
the appropriate orders to be made pursuant to the Cross-
Border Insolvency Act 2008 as enacted by Australia; and
(c) Proceedings for freezing orders filed by IFFCO & Kisan to
freeze the Debtor's assets until determination in the
main proceedings relating to the to the Cross-Border
Insolvency Act 2008.
The Debtor will pay Ben Waterson, a principal at Waterson, and two
barristers, Jonathan Moore and Patrick Noonan, on an hourly basis
for their services.
Mr. Waterson's hourly rate is $350 + GST; Mr. Moore, $600 + GST;
and Mr. Noonan, $350 + GST.
Waterson does not hold or represent any interest adverse to the
Debtor or its estate, according to court filings.
The firm can be reached through:
Ben Waterson
Waterson Legal
206/530 Lt. Collins St.
Melbourne, Victoria 3000
About Legend International
Legend International Holdings Inc. sought protection under Chapter
11 of the Bankruptcy Code in the District of Delaware (Delaware)
(Case No. 16-11131) on May 8, 2016.
The petition was signed by Joseph Gutnick, Chairman of the Board,
President & CEO. The Debtor is represented by Steven K. Kortanek,
Esq., at Drinker Biddle & Reath LLP.
The Debtor disclosed total assets of $7.24 million and total debts
of $13.2 million as of April 30, 2016.
LIFEPOINT HEALTH: S&P Assigns 'BB-' Rating on New $1.3BB Loans
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level and '4' recovery
ratings to LifePoint Health Inc.'s proposed senior secured credit
facilities, consisting of a $600 million revolving credit facility
and $700 million term loan A. The company intends to use the
proceeds of the new term loan to refinance the company's existing
term loan A and B into one term loan A tranche. The '4' recovery
rating on the term loan and revolver indicates S&P's expectation
for average (30% to 50%; in the lower half of the range) recovery
in a default scenario.
S&P's 'BB-' issue-level and '4' recovery ratings on the company's
unsecured debt are unchanged. S&P's corporate credit rating on
LifePoint is 'BB-' with a stable outlook.
The new term loan and revolver will rank pari passu with
LifePoint's existing bond debt. Lifepoint's secured debt is only
secured by the capital stock of its subsidiaries, which S&P don't
attribute significant value to in a default. Therefore, S&P treats
this debt as effectively unsecured and on par with the unsecured
notes.
S&P's 'BB-' corporate credit rating reflects its view that
LifePoint's focus on rural markets will expose it to the inherent
economic weaknesses of such markets. Although the company operates
72 hospitals in 22 states, it has generated slower organic revenue
relative to its peers due to slower economic growth rates in the
markets where it operates. As with all health care service
companies, S&P views reimbursement risk as significant for
LifePoint, although the increased insurance coverage under the
Affordable Care Act helps reduce the number of uninsured patients.
Collectively, these factors support S&P's assessment of a weak
business risk profile.
S&P's ratings on LifePoint also reflect S&P's view that leverage
will average between 3.5x and 4x, and funds from operations to debt
will remain in the low- to mid-20% range for the next few years,
which is consistent with a significant financial risk profile. S&P
also expects LifePoint to generate at least
$300 million in free operating cash flows per year; however, S&P
thinks LifePoint will remain acquisitive and prioritize shareholder
returns over debt repayment.
RATINGS LIST
LifePoint Health Inc.
Corporate Credit Rating BB-/Stable/--
New Rating
LifePoint Health Inc.
Senior Secured
$700 Mil. Term Loan A 2021 BB-
Recovery Rating 4L
$600 Mil. Revolver Due 2021 BB-
Recovery Rating 4L
LINN ENERGY: Bond Recovery Hinges on Paydown Challenge
------------------------------------------------------
John E. Morris, writing for Bloomberg Brief, reported that Linn
Energy's unsecured creditors could recover more by suing to reverse
payments made to banks on the eve of this month's bankruptcy
filing.
according to Bloomberg Intelligence. At the very least, a legal
challenge may boost creditors' leverage, said BI energy analyst
Spencer Cutter.
According to the report, in the month before filing Chapter 11 on
May 11, Linn paid secured lenders using cash from accounts on which
the banks had no liens. Unsecured noteholders have signaled in
court papers filed May 12 that they may press to unwind those
transactions, which would put that money back in the pot to cover
unsecured claims, the report said citing Bloomberg Intelligence
energy analyst Spencer Cutter.
"Because it appears that there will be little value left for
unsecured creditors in many oil and gas bankruptcies, junior
creditors have every incentive to contest the repayment of secured
bank debt with unencumbered cash ahead of a bankruptcy filing," the
report related, further citing Cutter.
The report noted that unsecured creditors said they may challenge
the $450 million as a preference payment, which could be unwound.
If the bondholders succeeded, the $450 million wouldn't go far
toward repaying Linn's $1 billion of second-lien notes and its $3
billion of unsecured notes, Cutter told Bloomberg Brief. Still, it
would mean some cash on top of an undisclosed amount of equity, he
added, the report said.
About Linn Energy
Headquartered in Houston, Texas, Linn Energy, LLC, and its
affiliates are independent oil and natural gas companies. The
LINN
Debtors and Berry are operationally integrated.
The Debtors' workforce, which is not unionized, includes
approximately 1,650 employees. Collectively, as of year-end 2015,
the Debtors have approximately 27,000 gross productive wells in
the
United States, including in California, Colorado, Illinois,
Kansas,
Louisiana, Michigan, New Mexico, North Dakota, Oklahoma, Texas,
Utah, and Wyoming. As of year-end 2015, the Debtors had
approximately 4.5 trillion cubic feet equivalent of proved
reserves, of which approximately 26 percent were oil, 59 percent
were natural gas, and 15 percent were natural gas liquids. The
Debtors also own and operate pipelines, processing facilities, and
steam generators to support their production activities.
Michael C. Linn, a director on the Linn Energy and LinnCo boards,
founded LINN Energy in 2003. Since then, the Debtors have grown
from a small operator of natural gas wells into one of the largest
independent oil and gas companies in the United States. Over the
ensuing period, the Debtors carried out over 60 acquisitions and
other transactions with a total value of approximately $17
billion.
In December 2013, the Debtors acquired Berry in a stock-for-stock
transaction valued at approximately $4.6 billion, inclusive of
Berry's net funded debt. To effectuate the transaction, LinnCo
acquired all of Berry's outstanding shares in exchange for the
issuance of LinnCo shares, and Berry's pre-acquisition funded
debt remained outstanding.
Each of Linn Energy, LLC and 14 of its subsidiaries filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Proposed Lead Case No. 16-60040) on May 11, 2016. The
petitions were signed by Arden L. Walker, Jr., chief operating
officer of LINN Energy.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Jackson Walker
L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial
advisor,
AlixPartners as restructuring advisor and Prime Clerk LLC as
claims, notice and balloting agent.
The cases are pending joint administration before Judge David R.
Jones.
LINN ENERGY: NASDAQ Stock Market to Delist Securities
-----------------------------------------------------
LINN Energy, LLC ("LINN") and LinnCo, LLC ("LinnCo" and together
with LINN the "Companies") on May 23 disclosed that NASDAQ
determined that LINN and LinnCo securities will be delisted from
The NASDAQ Stock Market. Trading of LINN and LinnCo securities
will be suspended prior to the open of the market on Tuesday, May
24, 2016, and NASDAQ will file a Form 25-NSE with the Securities
and Exchange Commission, which will remove the Companies'
securities from listing and registration on The NASDAQ Stock
Market. LINN and LinnCo securities are expected to begin trading
on the OTC Pink Sheets marketplace on Tuesday, May 24, 2016, under
the symbols LINEQ and LNCOQ.
The Companies do not intend to file a plan to regain compliance or
to appeal NASDAQ's determination.
The Companies can provide no assurance that its common stock will
continue to trade on the OTC Pink Sheets, whether broker-dealers
will continue to agree to provide public quotes of the Companies'
common stock on this market, whether the trading volume of the
Companies' common stock will be sufficient to provide for an
efficient trading market or whether quotes for the Companies'
common stock will continue on this market in the future.
About Linn Energy
Headquartered in Houston, Texas, Linn Energy, LLC, and its
affiliates are independent oil and natural gas companies. The LINN
Debtors and Berry are operationally integrated.
The Debtors' workforce, which is not unionized, includes
approximately 1,650 employees. Collectively, as of year-end 2015,
the Debtors have approximately 27,000 gross productive wells in the
United States, including in California, Colorado, Illinois, Kansas,
Louisiana, Michigan, New Mexico, North Dakota, Oklahoma, Texas,
Utah, and Wyoming. As of year-end 2015, the Debtors had
approximately 4.5 trillion cubic feet equivalent of proved
reserves, of which approximately 26 percent were oil, 59 percent
were natural gas, and 15 percent were natural gas liquids. The
Debtors also own and operate pipelines, processing facilities, and
steam generators to support their production activities.
Michael C. Linn, a director on the Linn Energy and LinnCo boards,
founded LINN Energy in 2003. Since then, the Debtors have grown
from a small operator of natural gas wells into one of the largest
independent oil and gas companies in the United States. Over the
ensuing period, the Debtors carried out over 60 acquisitions and
other transactions with a total value of approximately $17
billion.
In December 2013, the Debtors acquired Berry in a stock-for-stock
transaction valued at approximately $4.6 billion, inclusive of
Berry's net funded debt. To effectuate the transaction, LinnCo
acquired all of Berry's outstanding shares in exchange for the
issuance of LinnCo shares, and Berry's pre-acquisition funded debt
remained outstanding.
Each of Linn Energy, LLC and 14 of its subsidiaries filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
S.D. Tex. Proposed Lead Case No. 16-60040) on May 11, 2016. The
petitions were signed by Arden L. Walker, Jr., chief operating
officer of LINN Energy.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Jackson Walker
L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial advisor,
AlixPartners as restructuring advisor and Prime Clerk LLC as
claims, notice and balloting agent.
The cases are pending joint administration before Judge David R.
Jones.
LIVE WELL MEDICAL: Seeks Approval to Hire Adams Law as Counsel
--------------------------------------------------------------
Live Well Medical Centers Orlando, LLC is seeking approval from the
U.S. Bankruptcy Court for the Middle District of Florida to hire
Thomas Adam of Adam Law Group P.A. as its counsel.
Mr. Adam will provide these services to the Debtor:
(a) advise the Debtor with respect to its powers and duties
as debtor-in-possession;
(b) prepare all necessary pleadings associated with the
administration of the Debtor's case;
(c) represent the Debtor at all court proceedings;
(d) protect the interests of the Debtor in all matters
pending before the court; and
(e) represent the Debtor in negotiations with creditors and
in preparation of the disclosure statement and plan of
reorganization.
In a declaration, Mr. Adam, Esq., a partner at Adam Law Group,
disclosed that he and his firm are "disinterested persons" as
defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Thomas C. Adam
Adam Law Group P.A.
301 W. Bay Street, Suite 1430
Jacksonville, FL 32202
Tel: (904) 329-7249
Fax: (904) 516-9230
E-mail: tadam@adamlawgroup.com
About Live Well Medical Centers
Live Well Medical Centers Orlando, LLC sought protection under
Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for
the Middle District of Florida (Case No. 16-03171) on May 12, 2016.
LIVING COLOUR: Taps Furr and Cohen as Bankruptcy Counsel
--------------------------------------------------------
Living Colour Landscapes, LLC, and Marula Props, LLC, ask for
authorization from the U.S. Bankruptcy Court for the Southern
District of Florida to employ Aaron A. Wernick, Esq., and the law
firm of Furr and Cohen, P.A., nunc pro tunc to the Petition Date.
The Firm will:
(a) give advice to the Debtors with respect to their powers
and duties as debtors-in-possession and the continued
management of their business operations;
(b) advise the debtors with respect to their
responsibilities in complying with the U.S. Trustee's
Operating Guidelines and Reporting Requirements and with
the rules of the Court;
(c) prepare motions, pleadings, orders, applications,
adversary proceedings, and other legal documents
necessary in the administration of the case;
(d) protect the interest of the debtors in all matters
pending before the court; and
(e) represent the debtors in negotiation with their
creditors in the preparation of a plan.
The Firm will be paid at these hourly rates:
Robert C. Furr, Esq. $625
Charles I. Cohen, Esq. $550
Alvin Goldstein, Esq. $525
Marc P. Barmat, Esq. $500
Alan R. Crane, Esq. $500
Aaron A. Wernick, Esq. $425
Jason S. Rigoli, Esq. $325
Barbara J. Nasralla, Paralegal $175
Patricia Mouton, Paralegal $150
Nancy Dixon, Paralegal $150
Coleen Workinger, Paralegal $150
Furr and Cohen, P.A., received a retainer from Living Colour in the
amount of $25,000 and Marula Props in the amount of $10,000.
Aaron A. Wernick, Esq., an attorney in the Firm, assures the Court
that neither he nor the Firm represent any interest adverse to the
debtors or the estates, and that they are disinterested persons as
required by 11 U.S.C. Section 327(a).
About Living Colour
Lake Worth, Florida-based Living Colour Landscapes, LLC, filed for
Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No.
16-15773) on April 21, 2016, listing $323,979 in total assets and
$1.31 million in total liabilities. The petition was signed by
Deon Botha, manager.
Judge Paul G. Hyman, Jr., presides over the case.
Aaron A Wernick, Esq., at Furr & Cohen serves as the Debtor's
bankruptcy counsel.
Marula Props, LLC, also filed on the same day for Chapter 11
bankruptcy protection (Bankr. S.D. Fla. Case No. 16-15774), listing
$179,252 in total assets and $1.25 million in total liabilities.
LTR HOLDCO: S&P Lowers CCR to 'CCC+' on Weak Operating Performance
------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Odessa,
Texas-based oilfield services provider LTR Holdco Inc. to 'CCC+'
from 'B-'. The outlook is negative.
At the same time, S&P lowered the ratings on the company's senior
notes to 'CCC+' (the same as the corporate credit rating) from
'B-'. S&P also revised the recovery rating on the company's senior
notes from '3' to '4' indicating its expectation of average (30% to
50%, low end of the range) recovery in the event of a payment
default.
"The downgrade on LTR reflects our revised estimates of the
company's increased leverage, which we now view as unsustainable,"
said S&P Global Ratings credit analyst Stephen Scovotti.
Utilization and pricing for the company's equipment has fallen
significantly over the past 12 months due to the significant drop
in crude oil and natural gas prices and the decline in drilling
activity, and S&P expects market conditions to continue to be weak
for the remainder of 2016 and 2017. The negative outlook reflects
S&P's expectation that utilization and pricing for the company's
products and services will continue to be under pressure in 2016
and 2017, resulting in credit metrics S&P views as unsustainable.
S&P could lower the ratings if LTR's liquidity deteriorated, or it
believed that LTR could restructure its debt obligations or miss an
interest payment over the next 12 months.
S&P could revise the outlook to stable if pricing and utilization
for the company's products and services improved such that credit
metrics begin to improve, while the company maintains S&P's view of
adequate liquidity.
MALL CENTRE-VILLE: Bid Deadline for Four Parcels Due June 8
-----------------------------------------------------------
Ernst & Young Inc., acting in its capacity as receiver of Mall
Centre-Ville Ltd. and not in its personal or corporate capacity, is
seeking tenders for the sale of some or all of the Company's
properties.
Sealed tenders will be accepted by the firm no later than 12:00
p.m. (Atlantic Daylight Time) on June 8, 2016, for the purchase of
these properties:
Parcel 1 Land and building (identified as PID 70265541,
PID 1045160, PID 977397 and PID 70265533) located at
341 Main Street, Shediac, New Brunswick.
Parcel 2 Land and building (identified as PID 30299648) located
at 31-33 Rosemont Avenue, Sussex, New Brunswick.
Parcel 3 Land and building (identified as PID 977207) located
at 34 Hamilton Street, Shediac, New Brunswick.
Parcel 4 Land and building (identified as PID 977314) located
at 39 Calder Street, Shediac, New Brunswick.
The highest or any offer will not necessarily be accepted.
Tenders must be accompanied by a certified cheque or bank draft
payable to "Ernst & Young Inc. receiver Mall Centre-Ville Ltd." for
15% of the amount of the offer price as a deposit. This deposit
will be refunded if the offer is not accepted and forfeited to the
receiver on account of liquidate damages if the offer is accepted
and the sale is not completely by the offeror. The balance of the
offer price will be payable by certified cheque or bank draft on
closing. Tenders may be made for individual parcels or en bloc,
but en bloc offers must stipulate a separate price for each
parcel.
Tenders will only be accepted in sealed envelopes, clearly marked
"Tender - Mail Centre-Ville Ltd.". All tenders will be subject to
conditions of sale, which will form part thereof and may be
obtained from the receiver.
To obtain a copy of the tender information package or for any other
information with respect to the tender sale, please contact Mr.
Matthieu Boldoc at 506 388 7785 or mathieu.bolduc@ca.ey.com.
The firm can be reached at:
Ernst & Young Inc.
11 Englehart Street
Dieppe, New Brunswick, Canada
E1A 7Y7
MARINA BIOTECH: Provides Q1 2016 Financial Reports and Update
-------------------------------------------------------------
Marina Biotech, Inc. reported recent corporate highlights and
financial results for the first quarter 2016.
"Since our announcement in February that we were exploring
strategic alternatives, we have assessed multiple merger and
acquisition opportunities as well as the sale of our nucleic acid
therapeutic assets," stated J. Michael French, president and chief
executive officer of Marina Biotech. "The potential acquisition of
Turing's late-stage intranasal ketamine program places us in a
position where we can utilize our legacy expertise and experience
to quickly move the compound to commercialization. We are excited
to complete the transaction with Turing and begin moving the
intranasal ketamine program forward. We believe this program
offers a therapeutic alternative to a potentially broad patient
base suffering from neuropsychiatric and pain disorders for which
there are no effective therapeutic alternatives."
Upon the close of the transaction, the Company's main business will
be the rapid advancement of the intranasal ketamine program for
neuropsychiatric and pain indications with a focus on potential
orphan disease opportunities. Over the coming weeks, Marina
intends to assess the future needs of the Company, in order to put
in place the best and most experienced Board of Directors and
management team to take this valuable asset forward as quickly and
as efficiently as possible.
The Company will also continue to seek alternatives for its nucleic
acid therapeutics assets in order to maximize shareholder value.
These alternatives could include the licensing and/or sale of
individual nucleic acid chemistry and delivery technologies as well
as the sale of the entire drug discovery platform. The Board of
Directors and management intend to evaluate and create, as
appropriate, the necessary corporate and organizational structure
to facilitate the sale of the nucleic acid therapeutics assets
while minimizing or eliminating any expense impact on the Company
and its efforts to advance the intranasal ketamine program.
KEY RECENT ACTVITIES
* Acquisition of a Late-Stage Intranasal Ketamine Program from
Turing Pharmaceuticals AG
- In May 2016, the Company announced that it had executed a
term sheet under which Marina intends to acquire Turing
Pharmaceutical AG's intranasal ketamine program. Pending
the negotiation of the definitive agreement, Marina is
expected to acquire Turing's intranasal ketamine program
for approximately 53 million Marina common shares. The
assets to be acquired will include all patents and
intellectual property rights, clinical development plans,
regulatory documents and existing product inventories.
Marina will pay to Turing up to $95 million in success-
and sales-based milestones plus a mid-single digit royalty
on net sales. Marina's purchase of Turing's Phase 3
intranasal ketamine program is expected to close by
July 1, 2016, pending the completion of customary due
diligence considerations, the negotiation, execution and
delivery of a definitive asset purchase agreement, and the
satisfaction or waiver of the closing conditions set forth
in the asset purchase agreement, including the completion
by Marina of a financing transaction yielding proceeds
sufficient to initiate and support the Phase 3 efforts.
* Established two transactions for the delivery of gene-
editing approaches
- In March 2016, the Company announced the execution of
two agreements -- an Option Agreement and a Licensing
Agreement -- for the delivery of gene-editing cargoes.
In both cases, our partners were private and declined to
disclose their names and their proprietary gene-editing
approach.
* Termination of Negotiations with Microlin Bio, Inc.
- In March 2016, the Company announced that it had entered
into a term sheet whereby Microlin Bio, Inc. would
acquire Marina's nucleic acid therapeutics assets for
6.7 million shares of Microlin's common stock and
approximately $1 million in cash. The Company
terminated further negotiations on May 2, 2016.
FINANCIAL RESULTS
Cash
At March 31, 2016, the Company had cash of $0.31 million, compared
to cash of $0.71 million at Dec. 31, 2015.
Net Income
Net income for the three months ended March 31, 2016, was $1.07
million compared to $0.41 million for the three months ended March
31, 2015. This change was due primarily to changes in the fair
value of the price adjustable warrants, revenue recorded during the
first quarter of 2016, and a slight decrease in operating expenses
during the first quarter of 2016.
Revenue
The Company recorded $0.25 million in revenue in the three months
ended March 31, 2016, which consisted of an upfront license fee
from a license agreement covering certain platforms for the
delivery of an undisclosed genome editing technology. There were
no revenues in the three months ended March 31, 2015.
Operating Expenses
Research and development expense decreased $0.06 million from $0.25
million in the three months ended March 31, 2015, to $0.19 million
in the three months ended March 31, 2016, due primarily to the
elimination of most consulting and clinical studies, offset by the
sublicensing fee payable to Novosom for the above mentioned license
of an undisclosed genome editing technology. General and
administrative costs remained essentially unchanged at $1.06
million for the three months ended March 31, 2015 and the three
months ended March 31, 2016. G&A costs consists primarily of
salaries and other personnel-related expenses, stock-based
compensation for G&A personnel and non-employee members of our
Board, professional fees (such as accounting and legal), and
corporate insurance costs.
Other Income
Other income increased from $1.73 million for the three months
ended March 31, 2015, to $2.07 million in the three months ended
March 31, 2016, due solely to the change in the fair value
measurements for price adjustable warrants. This change in fair
value is related to stock price decreases in each period decreasing
the fair value of certain liabilities and derivatives.
A full-text copy of the press release is available for free at:
https://is.gd/8Foc9Q
About Marina Biotech
Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation. The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients. The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.
On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated. As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary. As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.
Marina Biotech reported a net loss of $6.47 million on $500,000 of
license and other revenue for the year ended Dec. 31, 2014,
compared to a net loss of $1.57 million on $2.11 million of license
and other revenue in 2013.
As of March 31, 2016, Marina had $7.17 million in total assets,
$5.69 million in total liabilities and $1.48 million in total
stockholders' equity.
Wolf & Company, P.C., in Boston, Massachusetts, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2014, citing the Company has suffered
recurring losses from operations, has a significant accumulated
deficit and has been unable to raise sufficient capital to fund its
operations through the end of 2015. This raises substantial doubt
about the Company's ability to continue as a going concern, the
auditors noted.
MARSHA ANN RALLS: Court Denies BWF's Request for Relief from Stay
-----------------------------------------------------------------
Judge S. Martin Teel, Jr., of the United States Bankruptcy Court
for the District of Columbia denied BWF Private Loan Fund, LLC's
Emergency Motion with respect to the request for relief from the
automatic stay and dismissed without prejudice insofar as it seeks
dismissal of the bankruptcy case styled In re MARSHA ANN RALLS,
(Chapter 11), Debtor, Case No. 16-00222 (Bankr. D.D.C.).
A full-text copy of the Memorandum Decision and Order dated May 6,
2016 is available at https://is.gd/B64Tgc from Leagle.com.
Marsha Ann Ralls, Debtor, is represented by William C. Johnson,
Jr., Esq. -- Law Offices of William C. Johnson, Jr..
U. S. Trustee for Region Four, U.S. Trustee, represented by Bradley
D. Jones, U.S. Trustee's Office.
MICHAEL KING: Hires Henderson Bennington as Accountant
------------------------------------------------------
The Michael King Smith Foundation seeks permission from the U.S.
Bankruptcy Court for the District of Oregon to employ Henderson
Bennington Moshofsky, P.C., to assist the Debtor in the accounting
and tax issues arising in this case.
The professional services to be rendered by Henderson Bennington
include reviewing the Debtor's prior accounting and record keeping,
preparing financial statements, reviewing and preparing monthly
2015 Reports, preparing income tax returns, and generally assisting
the Chapter 11 Trustee in accounting and tax matters as he may
require.
Henderson Bennington will be paid at these hourly rates:
Judith V. Bennington $230
Stephen P. Moshofsky $230
Lai Wa Ng $200
Inna L. Schtokh $170
Kenneth M. Bakondi $170
Kim E. Nordling $100
Trudy E. Bradetich $65
Tara Montgomery $55
The Debtor assures the Court that Henderson Bennington does not
hold or represent any interests adverse to the interests of the
bankruptcy estate or the Chapter 11 Trustee.
Henderson Bennington can be reached at:
Henderson Bennington Moshofsky, PC
4800 S.W. Griffith Drive Suite 350
Beaverton, OR, 97005
E-mail: info@cpaoregon.com
Tel: (503) 641-2600
About The Michael King Smith Foundation
The Michael King Smith Foundation filed a Chapter 11 bankruptcy
petition (Bankr. D. Ore. Case No. 16-30233) on Jan. 26, 2016. The
petition was signed by Lisa Anderson as trustee. The Debtor
estimated assets in the range of $100 million to $500 million and
liabilities of $1 million to $10 million. Motschenbacher &
Blattner, LLP serves as the Debtor's counsel. Judge Randall L.
Dunn is assigned to the case.
The Debtor is a tax exempt business trust that was established on
Nov. 15, 2006. The Debtor owns real and personal property located
in McMinnville, Oregon. The Debtor's assets include the real
property and improvements that comprise a portion of the Evergreen
Aviation and Space Museum located in McMinnville, Oregon. The
Debtor's assets are primarily leased or on loan to the Evergreen
Aviation and Space Museum.
MIDSTATES PETROLEUM: June 20 Disclosure Statement Hearing
---------------------------------------------------------
Midstates Petroleum Company, Inc., and its debtor affiliate
Midstates Petroleum Company LLC, filed with the U.S. Bankruptcy
Court for the Southern District of Texas, a Joint Plan of
Reorganization and accompanying disclosure statement, which give
unsecured noteholders and general unsecured creditors will receive
their Pro Rata share of 1.2 percent of the New Common Stock of
Reorganized Parent, which is subject to adjustment in the event of
a Challenge by any General Unsecured Party or a Settlement
Termination Event.
The Plan contemplates the following distributions to Holders of
Allowed Claims and Interests:
* holders of priority, Lien Trade Claims and secured claims will
be paid in full, in cash;
* First Lien Lenders will receive (i) approximately $82 million
in cash and (ii) a new credit facility in the amount of $170
million, which (a) will be in the form of (I) a revolving,
reserve-based facility for First Lien Lenders who vote to accept
the Plan or elect to receive the revolving facility or (II) a term
loan facility for First Lien Lenders who vote to reject the Plan or
do not submit a vote to accept or reject the Plan and do not
otherwise elect to receive the revolving facility, (b) will be
secured by substantially all of the assets of the Reorganized
Debtors, including $40 million in a segregated and restricted cash
collateral account which, following the Effective Date, can be
applied to reduce the outstanding amounts under the New Credit
Facility Revolving Loans that will become accessible subject to and
after notice of the determination on or about April 1, 2018, and
(c) will be subject to a borrowing base redetermination holiday
(provided certain conditions are met) until April 1, 2018, among
other terms;
* Second Lien Noteholders will receive: (i) cash in an amount
equal to the Debtors' cash on hand as of the Plan's Effective Date,
less cash payments and reserves to be funded under the Plan
(including a $40 million cash collateral account to be funded in
connection with the New Credit Facility) and $70 million of balance
sheet cash, but in no event more than $60 million, and (ii) 96.3
percent of the New Common Stock in the Reorganized Parent (subject
to dilution by the New Warrants and the Management Incentive Plan);
and
* Third Lien Noteholders will receive: (i) 2.5 percent of the
New Common Stock in the Reorganized Parent (subject to dilution by
the New Warrants and the Management Incentive Plan) and (ii) the
New Warrants to acquire an additional 15 percent of such equity,
which warrants will strike at a $600 million equity valuation for
the New Common Stock and will expire 42 months after the Plan’s
Effective Date.
The Debtors propose the following Confirmation Schedule:
June 13, 2016 - Disclosure Statement Objection Deadline
June 20, 2016 - Disclosure Statement Hearing
July 18, 2016 - Voting Deadline
July 18, 2016 - Plan Objection Deadline
July 22, 2016 - Deadline to File Confirmation Brief
July 22, 2016 - Plan Objection Response Deadline
July 22, 2016 - Deadline to File Voting Report
July 25, 2016 - Confirmation Hearing Date
A full-text copy of the Disclosure Statement dated May 14, 2016, is
available at http://bankrupt.com/misc/MPCds0514.pdf
The Plan was filed by Edward O. Sassower, P.C., Esq., and Joshua A.
Sussberg, P.C., Esq., at Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, in New York; and James H.M. Sprayregen, P.C.,
Esq., William A. Guerrieri, Esq., and Jason Gott, Esq., at Kirkland
& Ellis LLP and Kirkland & Ellis International LLP, in Chicago,
Illinois; and Patricia B. Tomasco, Esq., Matthew D. Cavenaugh,
Esq., and Jennifer F. Wertz, Esq., at Jackson Walker L.L.P., in
Houston, Texas.
About Midstates Petroleum Company
Midstates Petroleum Company, Inc.
http://www.midstatespetroleum.com/-- is an independent exploration
and production company focused on the application of modern
drilling and completion techniques in oil and liquids-rich basins
in the onshore U.S. Midstates' drilling and completion
efforts are currently focused in the Mississippian Lime oil play
in
Oklahoma and Anadarko Basin in Texas and Oklahoma. The Company's
operations also include the upper Gulf Coast tertiary trend in
central Louisiana.
Midstates Petroleum Company, Inc. and Midstates Petroleum Company
LLC filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case
Nos.
16-32237 and 16-32238) on April 30, 2016. Judge David R Jones
presides over the case. Edward O. Sassower, P.C., Joshua A.
Sussberg, P.C., and Jason Gott, Esq., at Kirkland & Ellis LLP,
serve as counsel to the Debtors. Matthew D Cavenaugh, Esq.,
Patricia B. Tomasco, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker LLP, serve as local counsel. Their financial advisor is
Huron Consulting Services LLC. Their investment banker is
Evercore
Group L.L.C. Kurtzman Carson Consultants LLC serves as claims and
noticing agent.
As of Dec. 31, 2015, the Company listed assets of $679 million and
total debts of $2 billion.
The petitions were signed by Nelson M. Haight, executive vice
president and chief financial officer.
The Office of the U.S. Trustee on May 12 appointed three creditors
of Midstates Petroleum Company, Inc., to serve on the official
committee of unsecured creditors.
MIDWAY GOLD: Court Extends Exclusive Plan Filing Period to June 16
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Colorado has
extended, at the behest of Midway Gold US Inc., et al., the
exclusive period for the Debtors to file a plan of reorganization
through and including June 16, 2016, and the period to solicit
acceptance of the plan through and including Aug. 18, 2016.
As reported by the Troubled Company Reporter on April 11, 2016, the
Debtors sought the extensions, telling the Court that an additional
time is needed to formulate a plan, and that a further extension of
the Exclusivity Periods is necessary to facilitate the transaction
process that is underway that will enable continued discussions and
negotiations on a consensual basis with all key parties and
stakeholders while providing the Debtors with continued control
over the plan confirmation process and related matters. The
Debtors said that they focused on conducting a transaction process,
in consultation with the Official Committee of Unsecured Creditors
and their prepetition lenders, Commonwealth Bank of Australia and
Hale Capital Partners, to identify all available restructuring
alternatives in accordance with the milestones approved by the
Court in the final cash collateral order, and moving the sale
process forward.
About Midway Gold
Midway Gold Corp., incorporated on May 14, 1996 under the laws of
the Province of British Columbia, Canada, is engaged in the
acquisition, exploration and development of mineral properties
located in the state of Nevada and Washington.
Midway Gold operates primarily through its wholly-owned subsidiary
located in the United States, Midway Gold US Inc. The executive
offices are in Englewood, Colorado. Midway US currently has one
gold producing property: the Pan gold mine located in White Pine
County, Nevada. Midway also has gold properties which are
exploratory stage projects where gold mineralization has been
identified, such as the Tonopah project in Nye County, Nevada, the
Gold Rock project in White Pine County, Nevada, and the Golden
Eagle project in Ferry County, Washington. Out of these projects,
a permitting process has been undertaken only for the Gold Rock
project. Finally, Midway's Spring Valley property, another gold
property located in Pershing County, Nevada, is subject to a joint
venture with Barrick Gold Exploration Inc.
On June 22, 2015, Midway Gold US Inc. and 12 related entities,
including parent Midway Gold Corp. each filed a petition in the
U.S. Bankruptcy Court for the District of Colorado seeking relief
under Chapter 11 of the U.S. Bankruptcy Code. The Debtors' cases
have been assigned to Judge Michael E. Romero.
Judge Michael E. Romero directed the joint administration of the
cases under Case No. 15-16835.
The Debtors tapped Squire Patton Boggs (US) LLP as lead bankruptcy
counsel; Sender Wasserman Wadsworth, P.C., as special bankruptcy
and restructuring counsel; DLA Piper (Canada) LLP, as Canadian
bankruptcy counsel; Ernst & Young Inc., as information officer of
Canadian court; RBC Capital Markets, as investment banker; FTI
Consulting as financial advisor; and Epiq Solutions, as claims and
noticing agent.
Midway Gold Corp. disclosed $184 million in assets and $62.4
million in liabilities as of March 31, 2015. Midway Gold US Inc.,
disclosed total assets of $2,461,673 and total liabilities of
$122,448,181 as of the Chapter 11 filing.
In July, the U.S. Trustee overseeing the Debtors' cases appointed
seven creditors to serve on the official committee of unsecured
creditors. The creditors are American Assay Laboratories, EPC
Services Company, InFaith Community Foundation, Jacobs Engineering
Group Inc., SRK Consulting (US) Inc., Sunbelt Rentals, and Boart
Longyear. Gavin/Solmonese LLC serves as its financial advisor.
MILLENIUM HOLDINGS: Court Flips Ruling in Subrogation Suit
----------------------------------------------------------
In the case MILLENNIUM HOLDINGS LLC, Plaintiff, THE NORTHERN
ASSURANCE COMPANY OF AMERICA, Appellant, CERTAIN UNDERWRITERS AT
LLOYD'S, ET AL., Intervenors-Appellants, v. THE GLIDDEN COMPANY, &
C., ET AL., Respondents, No. 38, 2016 NY Slip Op 03543 (N.Y. App.),
the Court of Appeals of New York reversed the order of the
Appellate Division with costs denying The Glidden Company n/k/a
Akzo Nobel Paints LLC's motion for summary judgment on its
antisubrogation defense and remitted the case to the Appellate
Division for consideration of issues raised but not determined on
the appeal to that court.
In this action, appellants insurance companies seek to be
subrogated to the right of their insured, plaintiff Millennium
Holdings LLC, to indemnification against respondents, the Glidden
Company, now known as Akzo Nobel Paints LLC, following the
insurance companies' satisfaction of Millennium's obligations
pursuant to monetary settlements reached in certain lead paint
related cases. The courts below, applying the antisubrogation rule,
held that the insurance companies could not subrogate. This court
disagreed, and held that the antisubrogation rule does not apply in
this case.
A full-text copy of the Opinion dated May 5, 2016 is available at
https://is.gd/V7oQyi from Leagle.com.
Carl S. Kravitz, for appellant.
Maura Monaghan, for respondents.
United Policyholders; Complex Insurance Claims Litigation
Association, amici curiae.
MINT LEASING: Nissan Terminates Fleet Agreement
-----------------------------------------------
The Mint Leasing, Inc., filed on April 25, 2016, disclosures on
Form 8-K disclosing several material agreements entered into
between the Company and third parties. In filing the Form 8-K, the
Company inadvertently included information considered confidential
by Nissan North America, Inc. The Company believes there was a
reasonable and proper basis to make the disclosure as a materially
definitive agreement.
Nevertheless, Nissan has taken the position that the Company's
disclosure of the information constituted a violation of the
underlying Nissan Fleet Agreement and has since declared the
Agreement was breached by the Company. As of May 18, 2016, the
Agreement between Nissan and the Company is deemed terminated. The
Company does not anticipate any early termination penalties as a
result of the Agreement's termination.
About Mint Leasing
Houston, Texas-based The Mint Leasing, Inc., is in the business of
leasing automobiles and fleet vehicles throughout the United
States.
Mint Leasing reported a net loss of $3.08 million in 2014,
following net income of $3.22 million in 2013.
As of Sept. 30, 2015, the Company had $11.1 million in total
assets, $13.3 million in total liabilities and a total
stockholders' deficit of $2.25 million.
Bankruptcy Warning
"We were notified on October 19, 2015, by Raven Asset-Based
Opportunity Fund I LP, the successor to MNH, that we were in
default of certain provisions of the Loan Agreement and Amended
Loan. Specifically, Raven alleged that we were in default because
of (a) our failure to timely make certain monthly payments under
the note owed to Raven, (b) our failure to repay certain required
overadvances due under the note, (c) our creation of indebtedness
to third parties without the approval of Raven, and (d) other
alleged defaults. At the same time, Raven declared a total amount
of approximately $7.0 million immediately due and payable under the
note (representing principal, interest, default interest and late
charges). We have not paid Raven the amounts owed to date and do
not have sufficient available cash available to make such payments.
Notwithstanding the above, Raven has not yet taken any action to
enforce their security interests which they hold over substantially
all of our assets (notwithstanding their option to do that at any
time), and we and Raven are currently in discussions regarding the
entry into a forbearance agreement. In the event we are unable to
agree to terms of a forbearance agreement with Raven, we may be
forced to seek bankruptcy protection and/or Raven may enforce its
securities interest, foreclose on our assets and take control and
ownership of substantially all of our assets in order to satisfy
amounts owed to Raven, any of which could result in the value of
our securities becoming worthless and/or us ceasing operations,"
the Company stated in its quarterly report for the period ended
Sept. 30, 2015.
MOBILESMITH INC: Extends Maturity of Convertible Notes to 2018
--------------------------------------------------------------
Mobilesmith, Inc., entered into the Ninth Amendment to Convertible
Secured Subordinated Note Purchase Agreement dated Nov. 14, 2007,
the Seventh Amendment to the Convertible Secured Subordinated
Promissory Notes issued by the Company under the 2007 Note Purchase
Agreement and Sixth Amendment to Registration Rights Agreement,
with the holders of a majority of the aggregate outstanding
principal amount of the 2007 Notes. The Ninth Amendment extends
the maturity date of the outstanding 2007 Notes from Nov. 14, 2016,
to Nov. 14, 2018, and amends the 2007 Note Purchase Agreement and
the Registration Rights Agreement, dated Nov. 14, 2007, to reflect
this extension.
In addition, on May 17, 2016 the Company entered into First
Amendment to Convertible Subordinated Note Purchase Agreement dated
Dec. 11, 2014, and First Amendment to Amendment to the Convertible
Secured Subordinated Promissory Notes issued by the Company under
the 2014 Note Purchase Agreement with the holders of a majority of
the aggregate outstanding principal amount of the 2014 Notes. The
First Amendment extends the maturity date of the outstanding 2014
Notes from Nov. 14, 2016, to Nov. 14, 2018, and amends the 2014
Note Purchase Agreement to reflect this extension.
Except as so amended, all of the terms relating to the outstanding
2007 Notes and the 2014 Notes continue in full force and effect.
The Company is entitled to utilize the amounts available for future
borrowing under each of the 2007 Note Purchase Agreement and the
2014 Note Purchase Agreement through Nov. 14, 2018.
About MobileSmith, Inc.
Raleigh, North Carolina-based MobileSmith, Inc. was incorporated as
Smart Online, Inc. in 1993 and changed its name to MobileSmith,
Inc. effective July 1, 2013. The company develops and markets
software products and services tailored to users of mobile devices.
Its flagship product, MobileSmith(R) Platform is an app
development platform that enables organizations to rapidly create,
deploy and manage custom, native smartphone and tablet apps
deliverable across iOS and Android mobile platforms.
MobileSmith reported a net loss of $7.71 million on $1.82 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $7.33 million on $879,086 of total revenue for the year
ended Dec. 31, 2014.
As of March 31, 2016, MobileSmith Inc. had $1.41 million in total
assets, $42.47 million in total liabilities and a total
stockholders' deficit of $41.05 million.
Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations and has a working capital
deficiency as of Dec. 31, 2015. These conditions, the auditors
noted, raise substantial doubt about the Company's ability to
continue as a going concern.
MORGANS HOTEL: Stockholders Elect 9 Directors
---------------------------------------------
Morgans Hotel Group Co. held its 2016 annual meeting of
stockholders on May 12, 2016, at which the stockholders:
(a) elected Andrew Broad, Kenneth E. Cruse, John J. Dougherty,
Jason T. Kalisman, Howard M. Lorber, Bradford B. Nugent,
Michael E. Olshan, Michelle S. Russo and Adam Stein as
directors for one-year terms expiring when their successors
are duly elected and qualified;
(b) ratified the appointment of BDO USA, LLP as the Company's
independent registered public accounting firm for the fiscal
year ending Dec. 31, 2016; and
(c) approved, by a non-binding, advisory vote, the compensation
paid to the Company's named executive officers.
About Morgans Hotel Group
Based in New York, Morgans Hotel Group Co. (Nasdaq: MHGC) --
http://www.morganshotelgroup.com/-- is widely credited as the
creator of the first "boutique" hotel and a continuing leader of
the hotel industry's boutique sector. Morgans Hotel Group
operates and owns, or has an ownership interest in, Morgans,
Royalton and Hudson in New York, Delano and Shore Club in South
Beach, Mondrian in Los Angeles and South Beach, Clift in San
Francisco, Ames in Boston, and Sanderson and St Martins Lane in
London. Morgans Hotel Group and an equity partner also own the
Hard Rock Hotel & Casino in Las Vegas and related assets. Morgans
Hotel Group also manages hotels in Isla Verde, Puerto Rico and
Playa del Carmen, Mexico. Morgans Hotel Group has other property
transactions in various stages of completion, including projects
in SoHo, New York and Palm Springs, California.
Morgans Hotel reported net income attributable to common
stockholders of $5.45 million on $220 million of total revenues for
the year ended Dec. 31, 2015, compared to a net loss attributable
to common stockholders of $66.6 million on $234 million of total
revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Morgans Hotel had $518.02 million in total
assets, $736.75 million in total liabilities and a total deficit of
$218.73 million.
NANOSPHERE INC: 3.5-Mil. Common Shares Issued May 17-18
-------------------------------------------------------
Nanosphere, Inc., filed a Change in Number of Shares Outstanding
Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq
Stock Market Rule 5250(e)(1) with respect to the issuance of
3,500,000 shares of the Company's common stock from May 17, 2016,
to May 18, 2016, upon conversion of outstanding shares of the
Company's series C convertible preferred stock. After giving
effect to these transaction, there will be 24,621,057 issued and
outstanding shares of the Company's common stock.
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 Dec. 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.
As of March 31, 2016, Nanosphere had $39.78 million in total
assets, $27.49 million in total liabilities and $12.29 million in
total stockholders' equity.
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.
NANOSPHERE INC: 7.13-Mil. Common Shares Issued
----------------------------------------------
Nanosphere, Inc., filed a Change in Number of Shares Outstanding
Notification with the Nasdaq Stock Market, LLC pursuant to Nasdaq
Stock Market Rule 5250(e)(1) with respect to the issuance of
7,130,000 shares of the Company's common stock upon conversion of
outstanding shares of the Company's series C convertible preferred
stock and 446,809 shares of the Company's common stock upon the
exercise of outstanding warrants to purchase common stock. After
giving effect to these transaction, there were 21,121,057 issued
and outstanding shares of the Company's common stock.
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 Dec. 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.
NAT'L ASSISTANCE BUREAU: Taps Lowenstein as Special Counsel
-----------------------------------------------------------
National Assistance Bureau, Inc. seeks approval from the U.S.
Bankruptcy Court in the Northern District of Georgia to hire
Lowenstein Sandler, LLP as its special counsel.
The Debtor tapped the firm in connection with a civil action filed
by the Securities and Exchange Commission in a district court in
New Jersey.
The hourly rates for the firm's professionals as of July 1, 2015,
are:
Professionals Hourly Rates
------------- ------------
Partners $550 - $1,100
Senior Counsel and Counsel $390 - $695
(7 or more years of experience)
Associates $285 - $595
(fewer than 6 years of experience)
Paralegals and Assistants $110 - $290
The Debtor will also reimburse Lowenstein for work-related
expenses, court filings show.
Robert Kipnees, Esq., a partner at Lowenstein, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code."
The Debtor can be reached through:
Theodore N. Stapleton, Esq.
Theodore N. Stapleton, P.C.
Suite 100-B, 2802 Paces Ferry Road
Atlanta, GA 30339
Tel: 770 436-3334
Fax: (404) 935-5344
Email: tstaple@tstaple.com
Lowenstein can be reached through:
Robert Kipnees
65 Livingston Avenue
Roseland, NJ 07068
Tel: (973) 597-6220
Fax: (973) 597-6221
Email: rkipnees@lowenstein.com
About National Assistance Bureau
National Assistance Bureau, Inc. sought protection under Chapter 11
of the Bankruptcy Code in the Northern District of Georgia
(Atlanta) (Case No. 15-69786) on October 13, 2015.
The petition was signed by William R. Hill Sr., president. The
Debtor is represented by Theodore N. Stapleton, Esq., at Theodore
N. Stapleton, P.C.
The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million.
NAVIOS LOGISTICS: S&P Affirms 'B-' CCR, Outlook Remains Negative
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B-' corporate credit and
issue-level ratings on Navios South American Logistics Inc. (Navios
Logistics). At the same time, S&P revised downward its SACP on the
company to 'b' from 'b+'. The outlook on the corporate rating
remains negative.
The rating on Navios Logistics reflects the rating on its parent
company, Navios Maritime Holdings Inc. (B-/Negative/--). S&P
continues to view Navios Logistics as a strategically important
subsidiary, given that the likely rise in its port operations
should bolster the group's revenue and EBITDA in the long term.
This in turn prompts us to believe that the subsidiary is unlikely
to be sold, and the group has shown commitment to keep Navios
Logistics' leverage lower than its own.
However, the lower SACP reflects the potential short-term
volatility in the company's metrics and cash flows following the
recently announced the request by Vale S.A. (BBB-/Negative/--) for
the early termination of the 20-year transshipment contract with
Navios Logistics, which now could prevent it from securing a
significant portion of the added capacity to its expanding port
terminal in Uruguay.
Under the contract, Navios Logistics would have generated a minimum
of about $40 million in annual revenues for handling about 4
million tons of iron ore for 20 years. S&P is currently uncertain
over the outcome of this discussion, including whether Vale would
have to pay a termination fee, take-or-pay amounts, or renegotiate
contract terms. As a result, S&P's base-case scenario continues to
incorporate the take-or-pay amounts starting in 2017, according to
the existing contract. However, given uncertainties over future
cash flows due to the dispute and the company's exposure to a
single client, S&P believes its SACP is weaker than that of the
'B+' rated companies, despite its improved metrics in 2016.
S&P expects Navios Logistics to continue benefitting from its
long-term shipping contracted position, which mitigates risks
inherent to operating in the Paraguay River area, such as
volatility in volumes and spot rates. Furthermore, given its
historical operating efficiency, S&P expect Navios Logistics to be
in better position than some of its competitors in the river
business. The company is also likely to keep securing adequate
cargo volumes for the coming quarters, with potential
diversification to other products. Furthermore, S&P expects Navios
Logistics to complete the expansion of its port terminal in Uruguay
by the end of 2016 and to ramp up operations during 2017, likely
boosting cash flows from the river business.
Over the coming quarters, S&P expects Navios Logistics to keep
focusing its efforts on completing the port expansion, which will
be primarily funded through the company's cash generation and some
through external funding sources, which are already contracted.
Slightly higher debt and the likely stable cash generation should
result in stable leverage metrics in the short term, but S&P
expects the company's free operating cash flow to remain negative
in 2016. However, the likely significant improvement in cash flows
in 2017 -- as the company completes its investment and the
contracted volumes rise -- will lead to a substantial reduction in
leverage for that year. In S&P's base-case scenario, it continues
to include the $40 million revenue from the transshipment contract
with Vale.
NCSG CRANE: S&P Lowers CCR to 'CCC+' on Weakened Credit Measures
----------------------------------------------------------------
S&P Global Ratings lowered its long-term corporate credit rating
(CCR) on Edmonton, Alta.-based NCSG Crane & Heavy Haul Corp. to
'CCC+' from 'B-'. The outlook is negative. At the same time, S&P
Global Ratings lowered its issue-level rating on the company's
second-lien secured debt to 'CCC' from 'B-'. S&P also revised the
recovery rating on the debt to '5' from '4', indicating its
expectation of modest (10%-30%; at the higher end of the range)
recovery in a default scenario.
"The dramatic deterioration of NCSG's leverage and cash flow
metrics has caused us to view the company's capital structure as
unsustainable," said S&P Global Ratings credit analyst Michelle
Dathorne. "This, in conjunction with its tightening liquidity
position, is the key factors underpinning our decision to lower the
rating to 'CCC+'," Ms. Dathorne added.
The negative outlook reflects S&P Global Ratings' view of the
potential for continued credit profile deterioration if NCSG's cash
flow generation falls below our current estimates. Given the very
high debt leverage and weak fully adjusted debt-to-EBITDA and
FFO-to-debt ratios, S&P views the company's overall capital
structure as unsustainable. Based on NCSG's current availability
under its committed revolving credit facility, it should be able to
fund all funding requirements beyond the next 12 months.
NORANDA ALUMINUM: USW, U.S. Trustee Oppose Proposed KEIP-KERP
-------------------------------------------------------------
United Steel, Paper and Forestry, Rubber, Manufacturing, Energy
Allied Industrial and Service Workers International Union, and
Daniel J. Casamatta, the Acting U.S. Trustee for Region 13, oppose
approval of Noranda Aluminum, Inc. and its affiliated chapter 11
debtors' proposed key employee incentive plan, key employee
retention plan, and Incentive Compensation Plan.
United Steelworkers, which is the collective bargaining
representative of the Debtors' employees at their Gramercy,
Louisiana, New Madrid, Missouri and Salisbury, North Carolina
facilities, and a member of the Official Committee of Unsecured
Creditors, complains that the Debtors justify the implementation of
KEIP, KERP and Incentive Compensation Plan as necessary to maintain
the morale of its management employees under difficult
circumstances, and seek to justify millions in additional
compensation for senior management through multiple bonus
compensation schemes while at the same time seeking to terminate
hourly employees retirement plans and slash wages and eliminate
protective work rules.
The United Steelworkers further complains that the proposed
KEIP-KERP is an ill-considered scheme for not only does the plan
discriminate against rank-and-file employees, who would receive
nothing under it, but also because the Debtors have come forward
with no basis to conclude that the KEIP-KERP is necessary or
justified, particularly since the Debtors have made no showing that
it faces any risk of attrition absent a retention plan of its
management employees in the Downstream segment which will be sold
in barely one month.
The United Steelworkers tells the Court that the Debtors have
completely disregarded one certain effect of the message implied in
the Debtors' Compensation Motion to the rest of the workforce: it
will inevitably lead to resentment and further demoralize the vast
majority of the Debtors'' workforce who face concessionary labor
agreements going forward, at best, or unemployment.
The U.S. Trustee complains that the Debtors have not met their
burden of demonstrating: (a) that the KEIP is not a retention plan,
(b) that all of the 34 KERP participants are not insiders of the
Debtors, and, thus, not subject to the stricter requirements, and
(c) that there is any causal relationship between the individual
participants receiving bonuses under the plans and the specific
target metrics which the Debtors purportedly seek to achieve under
the plans, and thus the Debtors cannot meet their burden of
demonstrating that the plans are "justified under the facts and
circumstances of the case."
United Steelworkers is represented by:
Janine M. Martin, Esq.
Emily R. Perez-Estepp, Esq.
HAMMOND and SHINNERS, P.C.
7730 Carondelet, Suite 200
St. Louis, Missouri 63105
Telephone: (314) 727-1015
Facsimile: (314) 727-6804
Email: jmartin@hammondshinners.com
eperez@hammondshinners.com
-- and --
Thomas N. Ciantra
COHEN, WEISS AND SIMON LLP
330 West 42nd Street
New York, New York 10036-6979
Telephone: (212) 563-4100
Facsimile: (646) 473-8228
Email: tciantra@cwsny.com
-- and --
David Jury, Esq.
Associate General Counsel
UNITED STEEL, PAPER AND FORESTRY, RUBBER, MANUFACTURING,
ENERGY ALLIED INDUSTRIAL AND SERVICE WORKERS INTERNATIONAL
UNION
Five Gateway Center
Pittsburgh, Pennsylvania 15222
Telephone: (412) 562-2400
Facsimile: (412) 562-2574
Email: djury@usw.org
Daniel J. Casamatta, the Acting U.S. Trustee for Region 13 is
represented by:
Paul A. Randolph, Esq.
ASSISTANT UNITED STATES TRUSTEE
111 S. 10th Street, Suite 6.353
St. Louis, MO 63102
Telephone: (314) 539-2984
Facsimile: (314) 539-2990
Email: paul.a.randolph@usdoj.gov
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.
NUWELD INC: Hires Mark J. Conway & Brian E. Manning as Counsel
--------------------------------------------------------------
Nuweld, Inc., seeks permission from the U.S. Bankruptcy Court for
the Middle District of Pennsylvania to employ the Law Offices of
Mark J. Conway PC and the Law Offices of Brian E. Manning as its
general bankruptcy co-counsel to aid in completion of the necessary
legal work associated with this case.
The Counsel will assist the Debtor in preparing the Schedules and
Statements required by the Bankruptcy Code, and otherwise perform
such services as are customarily associated with the representation
of a Debtor in Possession in a Chapter 11 proceeding.
The Counsel will be paid these hourly rates:
Mark J. Conway, Esq. $300
Brian E. Manning, Esq. $300
Paralegals & Staff $85-$105
The Debtor has paid Mark J. Conway, Esq., a retainer of $35,940.40,
for matters to be handled subsequently to the filing of the
Petition in this matter. He also has received prior to the filing
$9,860 for the preparation, counseling, research and work performed
prior to the entry of the filing of the Petition, plus
reimbursement of the filing fee of $1,717 and other costs of $42.60
for a total of $11,619.60 in this matter relating to this
bankruptcy proceeding.
Brian E. Manning, Esq., has received from the Debtor prior to the
bankruptcy filing $2,440 for the preparation, counseling, research
and work performed prior to the entry of the filing of the Petition
relating to this bankruptcy proceeding. Mr. Manning will also be
billing against the retainer held by Mr. Conway, subject to Court
approval.
Messrs. Manning and Conway assure the Court that they represent no
interest adverse to the Debtor or its estate in the matters upon
which they are to be engaged and is disinterested.
Williamsport, Pennsylvania-based Nuweld, Inc., filed for Chapter 11
bankruptcy protection (Bankr. M.D. Pa. Case No. 16-02115) on May
18, 2016, estimating its assets and liabilities at between $1
million and $10 million each. The petition was signed by Timothy
Satterfield, president.
Judge John J Thomas presides over the case.
Mark J. Conway, Esq., at the Law Offices of Mark J. Conway PC and
Brian E Manning, Esq., at the Law Offices of Brian E. Manning serve
as the Debtor's bankruptcy counsel.
OMNICOMM SYSTEMS: Reports Financial Results for Q1 2016
-------------------------------------------------------
OmniComm Systems, Inc., announced its financial results for the
quarter ended March 31, 2016.
Total revenue for the quarter ended March 31, 2016, was $5.2
million compared to total revenue of $4.8 million for the quarter
ended March 31, 2015, a 7% year over year increase. The increase
in total revenue was driven by growth from both new and existing
clients.
"We are pleased to see the progress of our ongoing efforts to
improve our financial performance," said Cornelis Wit, OmniComm's
CEO and Director. "This success is the result of our drive to
continuously improve our products through the addition of
functionality that enables our clients to better manage their
clinical trials."
Gross margin increased by $500K or 14% to $4.0 million for the
quarter ended March 31, 2016 as compared to $3.5 million for the
quarter ended March 31, 2015. Gross margin as a percentage of
total revenue improved to 77% for the first quarter of 2016 as
compared to 72% for the first quarter of 2015.
For the quarter ended March 31, 2016, OmniComm reported operating
income of $174K, an improvement of $656K year over year when
compared to an operating loss of $482K for the first quarter of
2015.
"I am pleased with the financial results for the first quarter of
2016," stated Tom Vickers, OmniComm's CFO. "We are continuing to
see the improvements in our performance that are the result of our
efforts to grow top line revenue through the acquisition of
business from both new and existing clients while maintaining our
focus on cost containment."
A full-text copy of the press release is available for free at:
https://is.gd/MmAWe2
About OmniComm Systems
Ft. Lauderdale, Fla.-based OmniComm Systems, Inc., is a healthcare
technology company that provides Web-based electronic data capture
("EDC") solutions and related value-added services to
pharmaceutical and biotech companies, clinical research
organizations, and other clinical trial sponsors principally
located in the United States and Europe.
OmniComm reported net income attributable to common stockholders of
$2.40 million on $20.7 million of total revenues for the year ended
Dec. 31, 2015, compared to a net loss attributable to common
stockholders of $4.66 million on $16.5 million of total revenues
for the year ended Dec. 31, 2014.
As of March 31, 2016, Omnicomm had $5.59 million in total assets,
$27.89 million in total liabilities and a total shareholders'
deficit of $22.29 million.
PACIFIC SUNWEAR: Committee Taps Bayard as Co-Counsel
----------------------------------------------------
The official committee of unsecured creditors of Pacific Sunwear of
California, Inc. seeks approval from the U.S. Bankruptcy Court in
Delaware to hire Bayard, P.A. to assist its lead counsel Cooley
LLP.
The services Bayard is expected to provide as co-counsel include:
(a) in conjunction with Cooley, providing legal advice with
respect to the committee's powers and duties;
(b) drafting, reviewing and commenting on drafts of documents
to ensure compliance with local rules, practices, and
procedures;
(c) assisting and advising the committee in its consultation
with the Debtors and the U.S. trustee relative to the
administration of the cases;
(d) drafting, filing and serving documents as requested by
Cooley and the committee;
(e) assisting the committee and Cooley in the investigation
of the conduct, assets, liabilities and financial
condition of the Debtors, the operation of the Debtors'
businesses and any other matter relevant to the cases or
to the formulation of a plan of reorganization;
(f) compiling and coordinating delivery to the court and the
U.S. trustee information required by U.S. bankruptcy law;
(g) appearing in court and at any meetings of creditors with
Cooley;
(h) monitoring the case docket and coordinating with Cooley
and Province Inc., the committee's proposed financial
advisor, on matters impacting the committee;
(i) participating in calls with the committee;
(j) preparing, updating and distributing critical dates
memoranda and working group lists; and
(k) handling inquiries and calls from creditors and counsel
to interested parties regarding pending matters and the
general status of the cases and coordinating with Cooley
on any necessary responses.
Bayard will be paid on an hourly basis and will receive
reimbursement for work-related expenses.
The firm's hourly rates range from $450 to $950 for directors; from
$305 to $450 for associates; and from $240 to $295 for
paraprofessionals. The primary attorneys and paralegal who will
work on this representation are:
Justin R. Alberto $450
Gregory J. Flasser $305
Larry Morton (paralegal) $295
Other attorneys and paralegals will render services to the
committee as needed, according to court filings.
Justin Alberto, director at Bayard, disclosed in a declaration that
the firm is a "disinterested person" as defined in section 101(14)
of the Bankruptcy Code.
Bayard, P.A. can be reached through:
Justin R. Alberto, Esq.
Gregory J. Flasser, Esq.
BAYARD P.A.
222 Delaware Avenue, Suite 900
Wilmington, Delaware 19801
Telephone: (302) 655-5000
Facsimile: (302) 658-6395
Email: jalberto@bayardlaw.com
gflasser@bayardlaw.com
About Pacific Sunwear
Founded in 1982 in Newport Beach, California as a surf shop,
Pacific Sunwear of California, Inc. operates in the teen and young
adult retail sector, selling men's and womens apparel, accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/
On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court
for the District of Delaware. The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable Laurie
Selber Silverstein.
The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.
PACIFIC SUNWEAR: Committee Taps Cooley as Lead Counsel
------------------------------------------------------
The official committee of unsecured creditors of Pacific Sunwear of
California, Inc. seeks approval from the U.S. Bankruptcy Court in
Delaware to hire Cooley LLP as its lead counsel.
The services Cooley is expected to provide to the committee
include:
(a) attend the meetings of the committee;
(b) review financial and operational information furnished by
the Debtors to the committee;
(c) analyze and negotiate the budget and the terms of debtor-
in-possession financing;
(d) assist in the Debtors' efforts to reorganize or sell
their assets in a manner that maximizes value for
creditors;
(e) review and investigate the liens of purported secured
parties;
(f) review and investigate pre-bankruptcy transactions in
which the Debtors or their insiders were involved;
(g) assist the committee in negotiations with the Debtors and
other parties on any proposed Chapter 11 plan or exit
strategy for these cases;
(h) confer with the Debtors' management, counsel and
financial advisor and any other retained professional;
(i) confer with the principals, counsel and advisors of the
Debtors' lenders and equity holders;
(j) review the Debtors' schedules, statements of financial
affairs and business plan;
(k) advise the committee as to the ramifications regarding
all of the Debtors' activities and motions before the
court;
(l) file pleadings on behalf of the committee;
(m) review and analyze the Debtors' financial advisors' work
product and report to the committee;
(n) provide the committee with legal advice in relation to
the chapter 11 cases;
(o) prepare various pleadings to be submitted to the court
for consideration.
The hourly rates of Cooley professionals anticipated to be
primarily staffed on this matter are as follows:
Jay R. Indyke Partner $1,115
Cathy Rae Hershcopf Partner $995
Seth Van Aalten Partner $835
Michael A. Klein Associate $800
Robert Winning Associate $770
Melissa Boyd Associate $630
Mollie Canby Paralegal $225
Cooley will receive reimbursement for work-related expenses,
according to court filings.
Cathy Rae Hershcopf, Esq., a partner at Cooley, disclosed in a
declaration that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
Cooley LLP can be reached through:
Jay R. Indyke
Cathy Hershcopf
Seth Van Aalten
Robert Winning
Melissa Boyd
COOLEY LLP
1114 Avenue of the Americas
New York, NY 10036
Telephone: (212) 479-6000
Facsimile: (212) 479-6275
Email: jindyke@cooley.com
chershcopf@cooley.com
svanaalten@cooley.com
rwinning@cooley.com
mboyd@cooley.com
About Pacific Sunwear
Founded in 1982 in Newport Beach, California as a surf shop,
Pacific Sunwear of California, Inc. operates in the teen and young
adult retail sector, selling men's and womens apparel, accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/
On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court
for the District of Delaware. The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable Laurie
Selber Silverstein.
The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.
PACIFIC SUNWEAR: Committee Taps Province as Financial Advisor
-------------------------------------------------------------
The official committee of unsecured creditors of Pacific Sunwear of
California, Inc. seeks approval from the U.S. Bankruptcy Court in
Delaware to hire Province Inc. as its financial advisor.
The committee tapped the firm to:
(a) analyze the Debtors' business, restructuring plan, assets
and liabilities, and overall financial condition;
(b) assist the committee in determining how to react to the
Debtors' restructuring plan or in formulating and
implementing its own plan;
(c) monitor the financing and sale process, interface with
the Debtors' professionals, and advise the committee
regarding the process;
(d) prepare or review avoidance action and claim analyses;
(e) assist the committee in reviewing the Debtors' financial
reports;
(f) advise the committee on the current state of Debtors'
bankruptcy cases;
(g) advise the committee in negotiations with the Debtors and
third parties; and
(h) participate as a witness in court hearings.
The firm's standard hourly rates are:
Principal $660-700
Director/Managing Director $470-620
Associate/Senior Associate $330-460
Analyst/Senior Analyst $250-320
Paraprofessional $100
Province will also receive reimbursement for work-related
expenses.
Paul Huygens, a principal at Province, disclosed in a declaration
that the firm does not have any connection with the Debtors and
their creditors.
About Pacific Sunwear
Founded in 1982 in Newport Beach, California as a surf shop,
Pacific Sunwear of California, Inc. operates in the teen and young
adult retail sector, selling men's and womens apparel, accessories,
and footwear. The Company went public in 1993 (NASDAQ: PSUN), and
peaked with 965 stores in 2006. At present, the Company has
approximately 593 retail locations nationwide under the names
"Pacific Sunwear" and "PacSun," which stores are principally in
mall locations. The Company has 2,000 full-time workers. Through
its ecommerce business, the Company operates an e-commerce site at
http://www.pacsun.com/
On April 7, 2016, Pacific Sunwear of California, Inc., and two
affiliated debtors each filed a voluntary petition for relief under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court
for the District of Delaware. The cases are jointly administered
under Case No. 16-10882 and are pending before the Honorable Laurie
Selber Silverstein.
The Debtors sought Chapter 11 protection with a Chapter 11 plan
that would convert debt into equity.
The Debtors tapped Young Conaway Stargatt & Taylor, LLP, and Klee,
Tuchin, Bogdanoff & Stern LLP as attorneys; FTI Consulting, Inc.,
as financial advisor; Guggenheim Securities, LLC, as investment
banker; and Prime Clerk LLC as claims and noticing agent.
PEABODY ENERGY: Asks Court to Decide Fight Over Loan Collateral
---------------------------------------------------------------
Peg Brickley, writing for Daily Bankruptcy Review, reported that
Peabody Energy Corp. launched litigation on May 20 that will
provide crucial answers to creditors attempting to negotiate a
bankruptcy turnaround plan for the coal mining operation.
Peabody and certain affiliated debtors filed an adversary complaint
against Citibank, N.A., and Wilmington Savings Fund Society FSB,
and asked the Court for a declaratory relief with respect to a
dispute, the resolution of which is critical to Peabody's
restructuring efforts and a precondition to Peabody's ability to
propose a confirmable chapter 11 plan.
The Debtors related that a disagreement exists about the amount of
indebtedness that is secured by certain real property assets (both
mines and reserves) located in the United States, i.e., Principal
Property. Peabody believes its secured creditors will maintain
that (a) compliance with the Principal Property Covenant is
measured using an incurrence test; and (b) the covenant's
limitation on the amount of debt that is secured by Principal
Property is calculated by subtracting from Peabody's assets its
current liabilities, excluding long-term debt that is classified as
"current" under United States Generally Accepted Accounting
Principles. Peabody disagrees.
The Debtors assert that under the clear terms of the relevant
agreements, compliance with the Principal Property Covenant is
measured using a maintenance test; the Principal Property Cap is
calculated by including long-term debt that is classified as
current under GAAP (significantly lowering the cap); and, with the
adjusted calculation, additional properties that were not
previously designated as Principal Property and thus were fully
encumbered, now constitute Principal Property -- subjecting the
indebtedness secured thereby to the cap.
The terms of Peabody's DIP Financing Agreement require that Peabody
submit this dispute for judicial resolution by May 23, 2016 and
that the Court enter an Order resolving the dispute within 180 days
of the Petition Date.
In line with the adversary complaint, the Debtors also ask the
Court to direct the parties to participate in a non-binding
mediation. A hearing on the Debtors' request for non-binding
mediation will be held on June 15, 2016, at 10:00 a.m. (Central).
Citibank, N.A., is Administrative Agent under both the (a) Amended
and Restated Credit Agreement, dated September 24, 2013, as amended
by the Omnibus Amendment Agreement, dated February 5, 2015, and,
with the 2013 Credit Agreement and the Correction Letter dated
March 15, 2015, and (b) Pledge and Security Agreement with PEC and
each subsidiary identified therein, dated February 5, 2015.
Wilmington Savings Fund Society FSB, in its capacity as Trustee and
Collateral Agent for the 10% senior secured notes due March 15,
2022.
The Debtors are represented by:
Steven N. Cousins, Esq.
Susan K. Ehlers, Esq.
ARMSTRONG TEASDALE LLP
7700 Forsyth Boulevard, Suite 1800
St. Louis, MO 63105
Telephone: (314) 621-5070
Facsimile: (314) 612-2239
Email: scousins@armstrongteasdale.com
Email: sehlers@armstrongteasdale.com
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company. As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine
in Australia. In addition to its mining operations, the Company
markets and brokers coal from other coal producers, both as
principal and agent, and trade coal and freight-related contracts
through trading and business offices in Australia, China, Germany,
India, Indonesia, Singapore, the United Kingdom and the U.S.
Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $918.5 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
The Office of the U.S. Trustee appointed seven creditors of Peabody
Energy Corp. to serve on the official committee of unsecured
creditors.
PEABODY ENERGY: Moves to End Debt Dispute in Favor of Unsecureds
----------------------------------------------------------------
The American Bankruptcy Institute, citing Tracy Rucinski of
Reuters, reported that bankrupt coal producer Peabody Energy Corp
said in a court filing on May 20 it believes its long-term debt
should be included in its current liabilities, a position that
favors unsecured creditors to the tune of $1 billion.
According to the report, a fight over how to treat long-term debt
in calculating the mining company's assets has been looming since
Peabody filed for chapter 11 protection in April with $10 billion
of debt. The issue will have a major impact on how much each group
will recover from the bankruptcy, the report said.
Peabody initiated a lawsuit against secured creditor Citibank and
Wilmington Savings Fund Society, a trustee for other secured
creditors, on May 20 in U.S. Bankruptcy Court in St. Louis, the
report related. The company asked the court to rule that long-term
debt should be considered part of current liabilities, the report
further related.
The company said it had taken action because its agreement for
debtor-in-possession financing ties its submission of a confirmable
plan to emerge from Chapter 11 to obtaining a resolution of the
long-term debt issue no later than Oct. 10, the report said.
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company. As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine
in Australia. In addition to its mining operations, the Company
markets and brokers coal from other coal producers, both as
principal and agent, and trade coal and freight-related contracts
through trading and business offices in Australia, China, Germany,
India, Indonesia, Singapore, the United Kingdom and the U.S.
Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $918.5 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
The Office of the U.S. Trustee on April 29 appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors.
PENN WEST: May Not Survive With No Debt Negotiation
---------------------------------------------------
Bloomberg Brief reported that Penn West Petroleum said it may not
survive if it can’t negotiate new borrowing limits by the end of
the second quarter.
According to the report, the oil rout may be on the verge of
claiming one of its biggest victims in Penn West, which at its peak
in 2008 had a market cap of C$13 billion. The company's shares
closed on May 16 at 82 Canadian cents, for a market value of C$527
million, the report related. It loaded up on debt between 2007 and
2011 -- when oil rose as high as $145 in 2008 -- leaving it with
C$1.86 billion ($1.44 billion) in long-term borrowings at the end
of the first quarter, the report further related, citing company
filings.
Unless it gets relief on its targets including senior debt to
earnings before interest, tax, depreciation and amortization, Penn
West will breach its financial covenants at the end of the second
quarter, posing a "going concern" risk, the Calgary-based oil
producer said in a statement on May 16, the report said. It said
it was working with lenders on options to avoid default, the report
added.
Penn West has C$686 million available on its C$1.2 billion credit
facility, Chief Financial Officer David Dyck said on the call, the
report related.
PENNYMAC: Moody's Rates New $300MM Sr. Notes B2 & Affirms B1 CFR
----------------------------------------------------------------
Moody's Investors Service assigned a B2 Senior Unsecured rating to
Private National Mortgage Acceptance Company, LLC's ("PennyMac")
proposed $300 million of senior unsecured notes, and affirmed the
B1 Corporate Family Rating. In addition, Moody's downgraded to B2
from B1 PennyMac's long-term issuer rating to reflect the increased
amount of the company's senior unsecured obligations as a result of
the proposed note issuance which will negatively affect senior
unsecured creditors' loss given default. Moody's then withdrew the
long-term issuer rating as Moody's does not typically assign issuer
ratings for non-investment grade entities with senior unsecured
ratings. The rating outlook is stable.
This action was taken on Private National Mortgage Acceptance
Compan, LLC:
Senior Unsecured Regular Bond/Debenture, Assigned B2
Corporate Family Rating, Affirmed B1
Issuer Rating, downgraded to B2 from B1
Outlook, Remains Stable
RATINGS RATIONALE
PennyMac's ratings reflect the company's strong profitability,
solid capital level, and experienced management team. PennyMac's
financial metrics compare well to its B-rated residential mortgage
finance peers. Pre-tax pre-provision profit as a percent of
managed assets averaged above 6% per annum over the last several
years. PennyMac also has a strong capital level, as demonstrated
by the company's tangible common equity to assets ratio of more
than 20%.
Risk factors include PennyMac's reliance on short-term secured
funding for its investment portfolio, which limits the company's
financial flexibility, its limited franchise position as a
financial services company in the residential mortgage market, and
the risks embedded in its rapid growth.
In addition the ratings reflect PennyMac's reliance on PennyMac
Mortgage Investment Trust (B1 stable) as an important funding
vehicle and revenue source for its loan production and loan
servicing business.
The B2 rating on the proposed $300 million unsecured note issuance
is based upon its terms and priority in PennyMac's capital profile.
The unsecured notes are structurally subordinated to the firm's
secured indebtedness.
The stable rating outlook reflects Moody's expectation that
PennyMac will be able to maintain its solid financial performance,
minimize operational risk and maintain solid capital level.
Ratings could be upgraded if PennyMac can further diversify its
origination channels and funding structure, reducing its reliance
on correspondent lending business as well as secured financing.
The ratings could be downgraded if financial performance
deteriorates - for example, if net income to managed assets falls
consistently below 4% or if leverage increases such that the
company's tangible common equity to assets falls below 20%.
The principal methodology used in these ratings was Finance
Companies published in October 2015.
PETTERS COMPANY: 8th Cir. Affirms Dismissal of Lenders' Appeal
--------------------------------------------------------------
The United States Court of Appeals for the Eighth Circuit affirmed
the district court's dismissal of an appeal from the bankruptcy
court's consolidation of the bankruptcy estates of Petters Company,
Inc. and the eight associated special-purpose entities "for all
purposes substantive and administrative." The district court had
held that the appellants, lenders to PCI and the SPEs, did not have
standing to appeal the consolidation order because they were not
"persons aggrieved."
The cases are Opportunity Finance, LLC; Opportunity Finance
Securitization, LLC; Opportunity Finance Securitization II, LLC;
Opportunity Finance Securitization III, LLC; International
Investment Opportunities, LLC; Sabes Family Foundation; Sabes
Minnesota Limited Partnership; Robert W. Sabes; Janet F. Sabes; Jon
R. Sabes; Steven Sabes, Appellants, v. Douglas A. Kelley, Chapter
11 Trustee; Unsecured Creditors Committee Appellees. DZ Bank AG
Deutsche Zentral-Genossenschaftsbank, Frankfurt am Main Appellant,
v. Douglas A. Kelley; Unsecured Creditors Committee Appellees.
Epsilon Global Active Value Fund 1-B Ltd.; Epsilon Global Active
Value Fund II, L.P.; Epsilon Global Active Value Fund II-B, L.P.;
Epsilon Global Active Value Fund II-B, Ltd.; Epsilon Global Active
Value Fund III Ltd.; Epsilon Global Active Value Fund Ltd.; Epsilon
Global Active Value Fund, L.P.; Epsilon Global Asset Management
Ltd.; Epsilon Global Master Fund II, L.P., also known as Epsilon
Global Master Fund II, L.P., Sub 1; Epsilon Global Master Fund,
L.P.; Epsilon Structured Strategies Master Fund, L.P., also known
as Epsilon Global Master Fund III Structured Strategies, L.P.;
Epsilon Investment Management, LLC; Stafford Town Ltd.; Westford
Asset Management, LLC; Westford Global Asset Management Ltd.;
Westford Special Situations Fund Ltd.; Westford Special Situations
Fund, L.P.; Westford Special Situations Master Fund, L.P.; Steve G.
Stevanovich Appellants, v. Douglas A. Kelley; Unsecured Creditors
Committee Appellees, No. 15-2060, 15-2061, 15-2062 (8th Cir.).
A full-text copy of the Eighth Circuit's May 16, 2016 opinion is
available at https://is.gd/9Tr7z4 from Leagle.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.
PETTERS COMPANY: Consolidation Has No Effect on Trustee's Standing
------------------------------------------------------------------
Judge Gregory F. Kishel of the U.S. Bankruptcy Court for the
District of Minnesota issued a memorandum of the motion to dismiss
the adversary proceeding commended in the Chapter 11 cases of
Petters Company, Inc., et al., against defendants Opportunity
Finance, LLC, et al.
In 2013, substantive consolidation was ordered in the bankruptcy
cases, as to the estates of all of the Debtors except Petters Group
Worldwide, Inc. The issue at bar is how that grant of substantive
consolidation affects the capacity of Douglas A. Kelley, as
court-appointed Chapter 11 Trustee of Petters Company, Inc.; PC
Funding, LLC; and SPF Funding, LLC, to sue the Opportunity Finance
defendants under 11 U.S.C. Section 544(b) and Minnesota's
fraudulent transfer laws, on the range of transfers he seeks to
avoid.
Judge Kishel held that the substantive consolidation of the cases
and estates of all of the debtors but PGW, as ordered in BKY
08-45257 on November 22, 2013, had no effect on the Plaintiff's
standing as Trustee to maintain suit under 11 U.S.C. Section 544(b)
on any of the transfers by any of the debtors that he seeks to
avoid in this adversary proceeding, and it had no effect on the
Trustee's case in fact and law as to the avoidability of any such
transfer.
The adversary proceeding is DOUGLAS A. KELLEY, in his capacity as
the court-appointed Chapter 11 Trustee of Debtors Petters Company,
Inc.; PC Funding, LLC; and SPF Funding, LLC, Plaintiff, v.
OPPORTUNITY FINANCE, LLC; OPPORTUNITY FINANCE SECURITIZATION, LLC;
OPPORTUNITY FINANCE SECURITIZATION II, LLC; OPPORTUNITY FINANCE
SECURITIZATION III, LLC; INTERNATIONAL INVESTMENT OPPORTUNITIES,
LLC; SABES FAMILY FOUNDATION; SABES MINNESOTA LIMITED PARTNERSHIP;
ROBERT W. SABES; JANET F. SABES; JON R. SABES; STEVEN SABES;
DEUTSCHE ZENTRALGENOSSENSCHAFTBANK AG; WEST LANDESBANK AG; and THE
MINNEAPOLIS FOUNDATION, Defendants, ADV 10-4301 (Bankr. D. Minn.).
A full-text copy of Judge Kishel's Memorandum dated May 19, 2016,
is available at http://bankrupt.com/misc/PETTERS0519.pdf
Oral argument for the Opportunity Finance defendants was presented
by Christopher J. Mandernach, Esq. -- cmandernach@wc.com -- of
Williams & Connelly, LLP and John R. McDonald, Esq. --
jmcdonald@briggs.com -- of Briggs and Morgan, P.A.
James A. Lodoen, Esq. -- jlodoen@lindquist.com -- and Mark D.
Larsen, Esq. -- mlarsen@lindquist.com -- of Lindquist & Vennum,
PLLP argued for the Trustee.
H. Peter Haveles, Jr., Esq. -- peter.haveles@kayescholer.com -- of
Kaye Scholer LLP argued for Defendant DZ Bank.
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.
PHOENIX BRANDS: Meeting to Form Creditors' Panel Set for June 1
---------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on June 1, 2016, at 10:00 a.m. in the
bankruptcy case of
D Therapeutics, Inc., et al.
The meeting will be held at:
J. Caleb Boggs Federal Building
844 King St., Room 2112
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization. The Committee may also perform other services as
are in the interests of the unsecured creditors whom it represents.
PHOENIX HELIPARTS: Trustee Taps Mukai Greenlee as Accountant
------------------------------------------------------------
The Chapter 11 trustee of Phoenix Heliparts Inc. seeks approval
from the U.S. Bankruptcy Court in Arizona to hire Mukai, Greenlee &
Company P.C. as its accountant.
Louie Mukai, the bankruptcy trustee, tapped the firm to review and
examine the Debtor's income and expenditures; prepare and file
income and other tax returns; and provide other accounting services
requested by the trustee.
The firm will charge the Debtor its normal rates for services
provided as follows:
Louie Mukai $290 per hour
Dale Schaffer $245 per hour
Roberta Burns $185 per hour
Staff $95 - $200 per hour
The firm does not hold or represent interest adverse to the Debtor
or its estate, according to court filings.
The trustee can be reached through his counsel:
James E. Cross, Esq.
Cross Law Firm P.L.C.
1850 N. Central Avenue, Suite 1150
Phoenix, AZ 85004
- and -
Linda Miernik, Esq.
Paralegal to James Cross
1850 N. Central Avenue, Suite 1150
Phoenix, AZ 85004
Phone: (602) 412-4422
Fax: (602) 252-4712
Email: lmiernk@crosslawaz.com
Mukai Greenlee can be reached through:
Louie Mukai, Esq.
Dale Schaffer, Esq.
Roberta Burns, Esq.
Mukai, Greenlee & Company P.C.
2600 North Central Avenue, Suite 1820
Phoenix, AZ 85004
Phone: (602) 279-2600
Fax: (602) 279-5191
About Phoenix Heliparts
Phoenix Heliparts Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
Arizona (Phoenix) (Case No. 15-12003) on September 18, 2015.
The petition was signed by Tina Cannon, president. The case is
assigned to Judge Daniel P. Collins.
The Debtor estimated assets of $1 million to $10 million and debts
of $10 million to $50 million.
PICO HOLDINGS: Files Proxy, Comp Chair Carlos Campbell to Resign
----------------------------------------------------------------
By Geoffrey J. Bailey -- gjbaileypb@hotmail.com -- PICO Holdings,
Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a diversified
holding company reporting recurring losses since 2008. PICO owns
57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water Company, Inc., a
securities portfolio and various interests in small businesses.
PICO has $664 million in assets and $434 million in shareholder
equity. Central Square Management LLC and River Road Asset
Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.
On May 17, PICO filed its 2016 Proxy Statement. The Annual Meeting
will take place on July 11 in La Jolla, California. At the 2016
Annual Meeting, Carlos Campbell will resign as Director and Chair
of the Comp Committee. The Board of Directors will be declassified,
going forward. Existing Directors will serve out their terms, with
2016 elected Directors serving until 2019. PICO proposes to
reincorporate from California to Delaware, in order to protect
roughly $2 per share in Deferred Tax Assets. Shareholders will vote
on an advisory "Say on Pay" proposal.
Not surprisingly, the activist bloggers have a few things to say.
Regarding the resignation of Mr. Campbell, in a section entitled
"RPN: America's Worst Comp Chair -- Carlos Campbell," the bloggers
write, "This is great news for PICO shareholders. In all our years
in business, we have never encountered a worse Comp Committee Chair
than Mr. Campbell. He betrayed PICO shareholders at every turn for
many years. His final act of corruption and enmity to PICO
shareholders, the criminal Hart Compensation Scheme, will cause
considerable economic suffering. Mr. Campbell was a true enemy of
PICO shareholders."
In relation to the deferred tax assets, the bloggers say,
"Unfortunately, those DTAs arise from Mr. Hart's hapless capital
allocation, which produced suffering for PICO shareholders. In a
bid to protect the booby prize for being the biggest capital
allocation loser, Mr. Hart seeks to reincorporate PICO in Delaware;
the DTAs are the only asset on his balance sheet that has not been
written down (although they are covered by a valuation allowance --
which is the temporary equivalent of a writedown).
Recall also that the DTAs will be applied to asset sales to make
Mr. Hart's bonus bigger. With The Juicer, self-interest is always
front and center."
With disgust, the bloggers conclude their post with an expression
of extreme dissatisfaction: "PICO shares continue to scrape along
the bottom. In a testament to Mr.Hart's failure as a CEO, when
measured by any and all relevant metrics, it was almost exactly 6
months ago that he announced the 'Revision to Business Plan.'
Therein, Mr. Hart promised to monetize assets, buyback shares,
improve corporate governance and create value for shareholders.
None of this has been accomplished, save the Board has been turned
over due to shareholder efforts.
It is appropriate that Mr. Campbell depart with PICO shares near
their all-time low. Superstars go out on top, the corrupt and
incompetent go out losers.
When Mr. Hart announced his disguised managerial neutering, PICO
stock traded around $11 per share. It is now sub-$9. Measures need
to be taken in order to control this executive tapeworm."
PINNACLE MINERALS: Taps Arcadier and Assoc. as Special Counsel
--------------------------------------------------------------
Pinnacle Minerals Corporation seeks approval from the U.S.
Bankruptcy Court for the Southern District of Florida to hire
Arcadier and Associates, P.A. as its special counsel.
The Debtor tapped the firm in connection with the case it filed
against Applegate Technologies LLC and six others in the Circuit
Court in Miami-Dade.
The firm's compensation will be on a contingent recovery basis. The
contingency nature of the representation will ensure that the
Debtor's estate will only incur administrative expense to the
extent a recovery is achieved, according to court filings.
Maurice Arcadier, Esq., at Arcadier and Associates, disclosed in an
affidavit that her firm does not represent any interest adverse to
the Debtor.
Arcadier and Associates can be reached through:
Maurice Arcadier
2815 W. New Haven Ave., Suite 304
Melbourne, FL 32904
Telephone: (954) 920-5355
Facsimile: (954) 920-5371
arcadier@wamalaw.com
The Debtor can be reached through its counsel:
Jason H. Weber
Xander Law Group, P.A.
The White Building
One N.E. 2nd Avenue, Suite 200
Miami, FL 33132
Tel: 305.767.2001
Fax: 855.926.3370
jason@xanderlaw.com
About Pinnacle Minerals
Pinnacle Minerals Corporation sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Florida (Miami) (Case No. 15-22098) on July 3, 2015.
The petition was signed by Efraim Diveroli, president. The case is
assigned to Judge Jay Cristol.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
PLANDAI BIOTECHNOLOGY: 2014 Reports Require Several Adjustments
---------------------------------------------------------------
Plandai Biotechnology, Inc.'s Board of Directors concluded that the
Company's previously issued financial statements for fiscal year
ended June 30, 2014, audited by Mr. Terry Johnson, should no longer
be relied upon. On Oct. 6, 2015, the Commission notified the
Company that it permanently suspended Mr. Johnson from practicing
as an accountant on behalf of any publicly traded company, or other
entity regulated by the SEC. The Company filed Form 8-K disclosing
this fact on Oct. 6, 2015. Thereafter, the Company reviewed Mr.
Johnson's audit work for the fiscal year ended June 30, 2014 and
concluded that the previously issued financial statements audited
by Mr. Johnson for the year ended June 30, 2014, should not be
relied upon. The Company is currently in the process of having its
financial statements for 2014 re-audited along with its financial
statements for the fiscal year ended June 30, 2015.
Upon re-auditing of its previously issued financial statements for
the fiscal year ended June 30, 2014, the Company determined that
several adjustments were required including:
* Short Term Note Payable
* Note Payable Net of Discount
* Stock Issuable
* Additional Paid-in Capital
* Accumulated Deficit
* Operating Expenses
* Interest Expense
* Change in Value of Derivative Liability
* Derivative Interest
* Other Income
A full-text copy of the Form 8-K report is available at:
https://is.gd/tdoSOs
About Plandai
Based in Goodyear, Arizona, Plandai Biotechnology, Inc., through
its recent acquisition of Global Energy Solutions, Ltd., and its
subsidiaries, focuses on the farming of whole fruits, vegetables
and live plant material and the production of proprietary
functional foods and botanical extracts for the health and
wellness industry. Its principle holdings consist of land, farms
and infrastructure in South Africa.
Plandai Biotechnology reported a net loss of $15.5 million on
$266,000 of revenues for the year ended June 30, 2014, compared to
a net loss of $2.96 million on $359,000 of revenues for the year
ended June 30, 2013.
As of March 31, 2015, the Company had $9.86 million in total
assets, $15.7 million in total liabilities, $4.28 million
stockholders' deficit and $1.52 million in non-controlling
interest.
Terry L. Johnson, CPA, in Casselberry, Florida, issued a "going
concern" qualification on the consolidated financial statements
for the year ended June 30, 2014. "The Company has incurred a
deficit of approximately $26 million and has used approximately $44
million of cash due to its operating activities in the two years
ended June 30, 2014. The Company may not have adequate readily
available resources to fund operations through June 30, 2015. This
raises substantial doubt about the Company's ability to continue as
a going concern," the auditor noted.
QRS RECYCLING: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Qrs Recycling of Georgia, LLC
120 Hollow Tree Lane
Atlanta, GA 30354
Case No.: 16-58837
Type of Business: The Debtor operates a recycling facility
located in Atlanta, Georgia.
Chapter 11 Petition Date: May 20, 2016
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Judge: Hon. James R. Sacca
Debtor's Counsel: Daniel M Simon, Esq.
DLA PIPER LLP (US)
1201 W Peachtree St NE, Suite 2800
Atlanta, GA 30309
Tel: 312-368-3465
Fax: 312-251-2854
E-mail: daniel.simon@dlapoper.com
- and -
James R. Irving, Esq.
BINGHAM GREENEBAUM DOLL LLP
3500 National City Tower
101 South Fifth Street
Louisville, Kentucky 40202
Tel: (502) 587-3606
Fax: (502) 540-2215
E-mail: jirving@bgdlegal.com
Debtor's
Claims &
Noticing Agent: UPSHOT SERVICES LLC
Estimated Assets: $1 million to $10 million
Estimated Debts: $10 million to $50 million
The petition was signed by Gregory L. Janson, member.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Georgia Works Accounts Payable $87,858
Fulton County Tax Commissioner Accounts Payable $78,838
Pine Ridge Landfill Accounts Payable $64,270
Wilson, Hull & Neal Real Accounts Payable $51,031
Estate, LLC
Action Electrical & Mechanical Accounts Payable $32,179
Contractors
Taylor Ventures Accounts Payable $28,876
Edwards Transportation Accounts Payable $20,400
Chase Professionals Accounts Payable $17,337
Tyler Staffing Services, Inc.
JB Hunt Accounts Payable $16,446
C.H. Robinson Worldwide, Inc. Accounts Payable $15,240
VMC Transportation Accounts Payable $13,800
D & D Belt Service, LLC Accounts Payable $13,327
PLS Logistics Accounts Payable $11,255
Schneider National Accounts Payable $6,213
Atlas Copco Accounts Payable $5,489
Redwave Solutions US Debt $5,331
Complete Polymers Inc. Accounts Payable $4,945
Campbell Sales & Service Inc. Accounts Payable $4,339
Yancey Bros. Co. Accounts Payable $4,277
Integrity Janitorial Cleaning Accounts Payable $3,660
QRS RECYCLING: Files for Chapter 11 Bankruptcy to Liquidate Assets
------------------------------------------------------------------
QRS Recycling of Georgia, LLC, operator of a recycling facility
located at 120 Hollow Tree Lane SW, Atlanta, Georgia, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code in order
to liquidate its assets via sale under Section 363. The Company
said it is no longer able to consistently generate a profit from
its operations and currently operating at a significant loss.
According to Gregory L. Janson, managing member of QRS Recycling,
the Debtor's financial difficulties is attributable to the higher
than expected one-time costs of its investment in the Facility, as
well as the reduced profitability of its business due to low
commodity prices. As a result, the Debtor had incurred significant
trade debt and has struggled to meet its obligations to its secured
lender.
As disclosed in Court documents, the Debtor owes its trade
creditors approximately $519,613; its first-priority secured
lender, The PrivateBank and Trust Company, approximately
$13,635,360; and additional amounts to Secured Trade Creditors.
Mr. Janson said the Debtor began incurring significant operating
expenses in 2014 in connection with the reorganization and
expansion of its business. Specifically, the Debtor invested
significant capital into the Facility, which relied upon new
technologies that required greater capital investments than the
Debtor initially expected. Also beginning in 2015, the Debtor was
impacted by the downturn in the price of oil, plastic and other
related commodities. The low market prices of oil, oil-based
plastics and other related commodities have forced the Debtor to
lower the prices that it sells its recycled plastic materials for.
The Debtor determined to cease operations and liquidate its assets
as efforts to preserve the going-concern value of its business
failed. Among other things, the Debtor attempted to modify its
operations to increase profitability, solicit investors to
recapitalize the business, and solicit offers for the sale of its
business as a going-concern.
The Debtor has already begun the process of reducing its workforce
and ceasing operations so that it will stop incurring additional
debt that it will not be able to repay. Earlier this year, the
Debtor reduced the number of its employees and reduced the number
of shifts operating at the Facility. Further, on May 13, 2016, the
Debtor terminated another 22 employees, bringing its active
workforce down to just three employees.
Yellen Partners, LLC was selected by the Debtor to conduct an
auction of its assets.
Concurrently with the filing of the petition, the Debtor filed the
"first day pleadings" which request various forms of relief.
Generally, the First Day Pleadings have been designed to meet the
Debtor's goals of: (a) working toward a prompt liquidation of the
Debtor's assets for the benefit of the Debtor's creditors; (b)
creating a "soft landing" in bankruptcy to ensure that cash
collateral may be used, employee obligations are honored, utility
service is maintained, and cash flow is not interrupted during the
pendency of the Chapter 11 Case; and (c) establishing procedures
for the smooth and efficient administration of the Chapter 11
case.
The case, filed May 20, 2016, is pending before Judge James R.
Sacca in the U.S. Bankruptcy Court for the Northern District of
Georgia, Case No. 16-58837.
DLA Piper LLP (US) and Bingham Greenbaum Doll LLP represent the
Debtor as counsel. Upshot Services LLC serves as the Debtor's
claims and noticing agent.
The Debtor estimated assets of up to $10 million and liabilities in
the range of $10 million to $50 million.
QRS RECYCLING: Wants 2-Week Extension of Schedules Filing Deadline
------------------------------------------------------------------
QRS Recycling of Georgia, LLC, asked the Bankruptcy Court to to
extend the time within which it must file its schedules of assets
and liabilities and statement of financial affairs through June 17,
2016.
"The Debtor recognizes the importance of the Schedules and SOFA in
the Chapter 11 Case and intends to complete the Schedules and SOFA
as quickly as practicable under the circumstances. However, as a
result of (i) the complexity of the Debtor's financial affairs,
(ii) the size of the Chapter 11 Case and (iii) the time that must
be spent attending to other matters in the Chapter 11 Case,
including the proposed sale of the Debtor's assets and negotiations
related to the Debtor's use of cash collateral, the Debtor is
unable to complete the Schedules and SOFA by June 3, 2016, the
existing deadline," said Daniel M. Simon, Esq., at Bingham
Greenebaum Doll LLP, attorney for the Debtor.
According to the Debtor, the two week extension through Friday,
June 17, 2016, should allow time for creditors and
parties-in-interest to review the Schedules and SOFA before the 341
meeting of creditors.
About QRS Recycling
QRS Recycling of Georgia, LLC, operator of a recycling facility
located at 120 Hollow Tree Lane SW, Atlanta, Georgia, filed a
voluntary petition under Chapter 11 of the Bankruptcy Code in order
to liquidate its assets.
The case, filed May 20, 2016, is pending before Judge James R.
Sacca in the U.S. Bankruptcy Court for the Northern District of
Georgia, Case No. 16-58837.
DLA Piper LLP (US) and Bingham Greenbaum Doll LLP represent the
Debtor as counsel. Upshot Services LLC serves as the Debtor's
claims and noticing agent.
The Debtor estimated assets of up to $10 million and liabilities in
the range of $10 million to $50 million.
QUALITY HOME: S&P Raises CCR to 'B' & Rates Proposed New Loans 'B'
------------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Skokie,
Ill.-based Quality Home Brands Holdings LLC (QHB) to 'B' from 'B-'.
Additionally, S&P assigned a 'B' corporate credit rating to the
parent company and borrower of the proposed new loans, Generation
Brands Holdings LLC. The outlook on both corporate credit ratings
is stable.
At the same time, S&P assigned a 'B' issue-level rating to the
company's proposed $180 million senior secured first-lien term loan
maturing in 2022 and a '3' recovery rating, indicating S&P's
expectation for meaningful recovery (50%-70%, lower half of the
range) in the event of a payment default. S& also assigned a
'CCC+' issue-level rating to the company's proposed $80 million
senior secured second-lien term loan and a '6' recovery rating,
indicating S&P's expectation for negligible recovery (0%-10%) in
the event of a payment default.
The company expects to use proceeds from the debt offering along
with about $255 million of common equity contributed by AEA
Investors LP to fund the acquisition of Generation Brands. S&P
estimates the company will have $300 million of adjusted debt at
close.
All ratings are based on preliminary terms and are subject to
review upon receipt of final documentation. S&P will withdraw its
existing corporate credit rating on QHB and the existing
issue-level and recovery ratings at the close of the transaction.
"The upgrade reflects starting leverage near 5.5x pro forma for the
proposed acquisition by AEA, an improvement from about 7x under the
company's previous ownership," said S&P Global Ratings' analyst
Amanda Cusumano. "Still, we expect the company will remain highly
leveraged because of its substantial debt obligations and majority
ownership by a financial sponsor."
The stable outlook reflects S&P Global Ratings' expectation for
positive trends in the U.S. housing market and better technology in
the lighting industry to lead to revenue growth of mid-single
digits in 2016 and 2017. S&P expects debt to EBITDA at close to be
near 5.5x and to be managed above 5x through capital allocation
decisions by AEA.
S&P could lower the ratings if the U.S. housing market deteriorates
and consumer demand for the company's products declines, or if
competition increases, leading to declining revenues and EBITDA
contraction to the low-teens area. An increase in debt to fund an
acquisition or shareholder-friendly transaction, whereby S&P
expects debt to EBITDA to be over 6.5x or negative free operating
cash flow, could also result in a downgrade.
While unlikely in the next 12 months, S&P could raise the ratings
if the company's owners demonstrate a more conservative financial
policy that would support leverage to be sustained below 5x. This
could occur if the company does not make large debt-financed
acquisitions or dividends and applies excess cash flow to debt
reduction. Greater product and geographic diversity, which would
improve the company's scale and cyclicality, could also result in
an upgrade.
QUEST SOLUTION: Delays Filing of March 31 Form 10-Q
---------------------------------------------------
Quest Solution, Inc., disclosed in a regulatory filing with the
Securities and Exchange Commission that it requires additional time
to complete the accounting and reporting for certain activities and
disclosures, and could not finalize its Quarterly Report on Form
10-Q in sufficient time to permit its filing within the prescribed
time period without unreasonable expense and effort. The delay in
processing is a result of (1) the Company's acquisition of
ViascanQData, a Canadian corporation, on Nov. 6, 2015, and (2) the
Company's recent hiring of a new chief financial officer on May 2,
2016. The Company said it is working expeditiously to complete the
Quarterly Report and expects that the Quarterly Report will be
filed no later than the fifth calendar day following the prescribed
due date.
About Quest Solution
Quest Solution (formerly known as Amerigo Energy, Inc.) is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions. The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services. The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references. Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.
Quest Solution reported a net loss of $1.71 million on $63.9
million of total revenues for the year ended Dec. 31, 2015,
compared to net income of $301,649 on $37.3 million of total
revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, Quest Solution had $51.9 million in total
assets, $52.3 million in total liabilities and a total
stockholders' deficit of $471,367.
The Company's auditors RBSM LLP, in Leawood, Kansas, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has a working capital deficiency and significant
subordinated debt resulting from acquisitions. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
QUICKSILVER RESOURCES: Proposes Aug. 15 Liquidation Plan Hearing
----------------------------------------------------------------
Quicksilver Resources, Inc., et al., filed with the U.S. Bankruptcy
Court for the District of Delaware a Joint Chapter 11 Plan of
Liquidation and accompanying disclosure statement, following the
closing of the sale of substantially all of their assets to
Bluestone Natural Resources II, LLC.
On April 6, 2016, following the execution of the Closing Agreement,
the Debtors and BlueStone closed the sale of the Oil and Gas
Assets. After accounting for purchase price adjustments, the net
proceeds of the sale to BlueStone were $235,864,764.
Holders of General Unsecured Claims are impiared and are entitled
to vote. They will receive pro rata share of Unsecured Plan
Consideration, consisting of (i) $17.5 million in Cash, and (ii)
50% of recoveries from the Canadian Proceeds in excess of $2.5
million up to $17.5 million of recoveries from the Canadian
Proceeds. As part of the settlement, the holders of Second Lien
Claims agree that they will not receive any distribution on account
of their Allowed Second Lien Deficiency Claims (including any
turnover from the holders of Subordinated Notes Claims)[; provided,
that such agreement will not extend to any Allowed Unsecured Claim
held by an entity (or an affiliate of an entity) that has
challenged the terms of any of the settlements contained herein].
The Debtors propose the following confirmation schedule:
August 2, 2016 - Voting Deadline
August 2, 2016 - Confirmation Objection Deadline
August 9, 2016 - Tabulation Deadline
August 9, 2016 - Confirmation Reply Deadline
August 15, 2016 - Confirmation Hearing Date
A hearing to consider approval of the Disclosure Statement is
scheduled for June 28, 2016 at 10:00 AM. Objections are due by
June 21.
A full-text copy of the Disclosure Statement dated May 18, 2016, is
available at http://bankrupt.com/misc/QRIds0518.pdf
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.
ROLLAND WEDDELL: Court Affirms Denial of Discharge Claims
---------------------------------------------------------
Judge Miranda M. Du of the United States District Court for the
District of Nevada affirmed the Bankruptcy Court's decision in the
case ROLLAND P. WEDDELL, Appellant, v. ACTING UNITED STATES TRUSTEE
AUGUST B. LANDIS, Appellee, Case No. 3:13-cv-00123-MMD-WGC (D.
Nev.).
Appellant Rolland P. Weddell challenges the denial of a bankruptcy
discharge by the United States Bankruptcy Court for the District of
Nevada. Appellee United States Trustee brought six denial of
discharge claims. After a trial, the bankruptcy court denied
discharge on four grounds: Sections 727(a)(2), (a)(3), (a)(4), and
(a)(5). Weddell argues the Bankruptcy Court erred on all four
grounds.
A full-text copy of the Order dated May 4, 2016 is available at
https://is.gd/tF4Axy from Leagle.com.
Rolland P. Weddell, Appellant, is represented by Day R. Williams,
Esq. -- day_williams@sbcglobal.net -- Day R. Williams, Attorney at
Law, Kevin A. Darby, Esq. -- kevin@darbylawpractice.com -- Darby
Law Practice, LTD & Tricia M Darby, Esq. -- Lewis and Roca LLP.
August P. Landis, Appellee, is represented by William B. Cossitt,
U.S. Trustee Office.
S-3 PUMP: Hires Lesley Amos as Accountant
-----------------------------------------
S-3 Pump Service, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Lesley Amos, CPA, at RBM LLP for the purpose of preparing its Sept.
30, 2015 tax returns.
The Debtor has negotiated with RBM a flat fee of $3,500 for the
preparation of all federal and state tax returns for the tax year
ending Sept. 30, 2015.
As for all other accounting services required by the Debtor, the
accountants have negotiated a fee of $175 per hour for the
professional accounting services provided by Ms. Amos.
Lesley Amos, Senior Manager at the Firm, assures the Court that the
Firm doesn't represent any interest adverse to that of the estate,
the trustee, or the Debtor, and that the Firm is a "disinterested
person" within the meaning of Sections 101 and 327 of the U.S.
Bankruptcy Code.
The accountant can be reached at:
Lesley Amos, Senior Manager
RBM LLP
624 Travis Street Suite 800
Shreveport, LA 71101
About S-3 Pump Service
S-3 Pump Service, Inc., provider of high pressure pumping service,
filed a Chapter 11 bankruptcy petition (Bankr. W.D. La. Case No.
16-10383) on March 4, 2016. The petition was signed by Malcolm H.
Sneed, III, the president. The Debtor estimated assets and debt
in
the range of $10 million to $50 million. Blanchard, Walker,
O'Quin
& Roberts serves as the Debtor's counsel. Judge Jeffrey P. Norman
is assigned to the case.
SABINE OIL: Judge Drain to Serve as Mediator on Plan-Related Issues
-------------------------------------------------------------------
Tom Corrigan, writing for Daily Bankruptcy Review, reported that
Sabine Oil & Gas Corp. has chosen a New York bankruptcy judge to
lead mediation with creditors over a host of objections, appeals,
investigations and other disputes that have plagued its
bankruptcy.
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York ordered that the Honorable Robert D.
Drain will serve as a mediator on Plan-related matters.
The joint mediation session will take place on June 3, 2016 at
[10:00 a.m.] (ET).
About Sabine Oil & Gas Corporation
Sabine Oil & Gas Corp. is an independent energy company engaged in
the acquisition, production, exploration, and development of
onshore oil and natural gas properties in the U.S. The Company's
current operations are principally located in the Cotton Valley
Sand and Haynesville Shale in East Texas, the Eagle Ford Shale in
South Texas, the Granite Wash in the Texas Panhandle, and the
North Louisiana Haynesville. The Company operates, or has joint
working interests in, approximately 2,100 oil and gas production
sites (approximately 1,800 operating and approximately 315
non-operating) and has approximately 165 full-time employees.
Sabine Oil and its affiliated entities sought Chapter 11
protection(Bankr. S.D.N.Y. Lead Case No. 15-11835) in Manhattan on
July 15, 2015.
The Debtors have engaged Kirkland & Ellis LLP and Kirkland & Ellis
International LLP, as counsel; Lazard Freres & Co. LLC, as
investment banker and Prime Clerk LLC as notice, claims and
balloting agent. The Debtors also tapped Zolfo Cooper Management,
LLC, to provide Jonathan A. Mitchell as CRO and other additional
personnel.
The U.S. Trustee for Region 2 appointed five creditors to serve on
the official committee of unsecured creditors. The Committee 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.
SANJEL USA: U.S. Court Approves Sale to Liberty Oilfield
--------------------------------------------------------
U.S. Bankruptcy Judge Craig. A Gargotta on May 18, 2016, entered an
order authorizing the court-appointed monitor,
PricewaterhouseCoopers Inc., and Sanjel (USA) Inc., et al., to sell
substantially all assets related to the Debtors' United States
businesses to Liberty Oilfield Services Holdings LLC.
A copy of the Sale Order is available free of charge at:
http://bankrupt.com/misc/Sanjel_252_Sale_Ord.pdf
With regard to the ad valorem taxes for calendar year 2016 related
to the Purchase Assets (the "2016 Taxes"), such amount will be
prorated between Purchaser and the vendors (which are certain of
the Chapter 15 Debtors) as of the Closing Date. At Closing,
$1,350,000 will be escrowed by the Chapter 15 Debtors with the
Monitor pending resolution of the amounts owed and payment of the
respective taxing authorities' claims.
As reported in the TCR, the Asset Purchase Agreement contains,
among others, these relevant terms:
(a) Purchased Assets: Substantially all assets of the Vendors
related to their U.S. businesses, including all property and
assets
of the Vendors used in the United States in connection with their
fracturing, cementing, and coiled tubing businesses (including
certain assets located in Canada).
(b) Conditions Precedent to Closing: Customary conditions to
closing, including, among others: (a) approval of the
Administrative Agent on behalf of the Secured Lenders; (b) court
approval of the Sale Orders, which must become Final Orders; (c)
various regulatory approvals; (d) compliance with covenants; and
(e) accuracy of representations and warranties.
(c) Termination: The APA can be terminated by the Purchaser
for the following reasons: (a) mutual consent; (b) destruction or
expropriation of all or substantially all of the Purchased Assets
prior to Closing; (c) material breach of representations,
warranties, or covenants; (d) failure to close by the Outside
Date;
(e) Chapter 15 cases are dismissed or converted; (f) U.S.
provisional relief has not been granted within five (5) Business
Days of the commencement of the Chapter 15 cases; (g) Approval and
Vesting Order has not been entered within forty-five (45) days
from
the commencement of the CCAA Proceedings; (h) U.S. Sale
Recognition
Order has not been entered within seventy (70) days of the
Approval
and Vesting Order; and (i) Vendors withdraw or cease to prosecute
the Sale Orders or otherwise withdraw their support for the
Transaction.
PricewaterhouseCoopers Inc. is represented by:
Deborah D. Williamson, Esq.
Patrick L. Huffstickler, Esq.
Patrick B. McMillin, Esq.
DYKEMA COX SMITH
112 East Pecan Street, Suite 1800
San Antonio, TX 78205
Telephone: (210)554-5500
Facsimile: (210)226-8395
E-mail: dwilliamson@dykema.com
The Sanjel Corporation, et al., are represented by:
Harry A. Perrin, Esq.
John E. West, Esq.
Reese A. O'Connor, Esq.
VINSON & ELKINS L.L.P.
1001 Fannin Street, Suite 2500
Houston, TX 77002-6760
Telephone: (713)758-2222
Facsimile: (713)758-2346
E-mail: hperrin@velaw.com
jwest@velaw.com
roconnor@velaw.com
- and -
Stephen M. Abramowitz, Esq.
David S. Meyer, Esq.
VINSON & ELKINS L.L.P.
666 Fifth Avenue, 26th Floor
New York, NY 10103-0040
Telephone: (212)237-0000
Facsimile: (212)237-0100
E-mail: sabramowitz@velaw.com
dmeyer@velaw.com
About Sanjel (USA) Inc.
Headquartered in Calgary, Alberta, Sanjel Corp, through its
subsidiaries comprising the Sanjel Group, is an independent oil and
gas services company. The Sanjel Group's pressure pumping
operations provide fracturing, cementing, coiled tubing and
reservoir solutions services in Canada, the U.S. and Saudi Arabia
(via its joint venture). Through the Suretech entities, the Sanjel
Group offers patented multistage completions system solutions for
unconventional reservoir development with operations in the USA,
Canada and the other international locations.
As of Jan. 31, 2016, Sanjel Group had consolidated assets of
approximately C$1,438,788,000 and consolidated liabilities of
approximately C$1,104,602,000. The majority of the current
liabilities include accounts payable (approximately C$134,646,000),
indebtedness under the Facility, indebtedness to the Senior Bonds
(the amount outstanding under the Facility and the Senior Bonds
were together, approximately C$890,638,000 plus interest payable of
C$18,659,000) and future tax liability (approximately
C$51,219,000), as disclosed in Court documents.
As of the Petition Date, the Chapter 15 Debtors had more than
$500,000,000 in assets in the United States (at book value), with
more than 50% of those assets located in Texas.
The Chapter 15 Debtors seek joint administration of their cases
under Lead Case No. 16-50778.
The Chapter 15 cases are pending in the U.S. Bankruptcy Court for
the Western District of Texas and assigned to Judge Craig A.
Gargotta.
SEA LAUNCH: Energia Subsidiaries are Alter Egos, Court Says
-----------------------------------------------------------
Judge Andre Birotte, Jr., of the United States District Court for
the Central District of California held that Energia Logistics Ltd.
and Energia Overseas LLC are liable to the same extent as S.P.
Korolev Rocket and Space Corporation, Energia, for the court's
previous summary judgment.
The case is THE BOEING COMPANY and BOEING COMMERCIAL SPACE COMPANY,
Plaintiffs, v. KB YUZHNOYE; PO YUZHNOYE MASHINOSTROITELNY ZAVOD;
S.P. KOROLEV ROCKET AND SPACE CORPORATION, ENERGIA D/B/A ROCKET AND
SPACE CORPORATION ENERGIA AFTER S.P. KOROLEV; ENERGIA OVERSEAS LLC;
and ENERGIA LOGISTICS LTD., Defendants, No. CV 13-00730-AB (AJWx)
(C.D. Cal.).
The plaintiffs initiated the lawsuit alleging that Energia and KB
Yuzhnoye and PO Yuzhnoye Mashinostroitelny Zavod owed the
plaintiffs over $350 million in debt obligations. The plaintiffs
also alleged that the Energy Subsidiaries were alter ego
corporations of Energia. Summary judgment was entered against
Energia and Yuzhnoye for the plaintiffs' breach of contract
claims.
Judge Birotte also found that the plaintiffs have met their burden
of proving that the Energia Subsidiaries are alter ego corporations
of Energia and the Energia Subsidiaries have failed to establish an
affirmative defense to defeat the alter ego finding.
A full-text copy of Judge Birotte's May 13, 2016 findings of fact
and conclusions of law is available at https://is.gd/d9fFKG from
Leagle.com.
Boeing Company, Boeing Commercial Space Company are represented
by:
Alec Solotorovsky, Esq.
Christopher J Esbrook, Esq.
Michael D Slade, Esq.
KIRKLAND AND ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312)862-2000
Fax: (312)862-2200
Email: alec.solotorovsky@kirkland.com
christopher.esbrook@kirkland.com
michael.slade@kirkland.com
-- and --
Michael E Baumann, Esq.
Sasha Kingston Danna, Esq.
Xanath Owens, Esq.
KIRKLAND AND ELLIS LLP
333 South Hope Street
Los Angeles, CA 90071
Tel: (213)680-8400
Fax: (213)680-8500
Email: michael.baumann@kirkland.com
sasha.danna@kirkland.com
xanath.mckeever@kirkland.com
Sea Launch AG is represented by:
Steven A Velkei, Esq.
DENTONS US LLP
601 S. Figueroa Street, Suite 2500
Los Angeles, CA 90017-5704
Tel: (213)623-9300
Fax: (213)623-9924
Email: steven.velkei@dentons.com
Old Kvaerner Invest AS is represented by:
Michael P Smith, Esq.
W Cameron Beard, Esq.
BLANK ROME LLP
The Chrysler Building
405 Lexington Avenue
New York, NY 10174-0208
Tel: (212)885-5000
Fax: (212)885-5001
Email: msmith@blankrome.com
cbeard@blankrome.com
-- and --
Christopher J Petersen, Esq.
BLANK ROME LLP
2029 Century Park East, 6th Floor
Los Angeles, CA 90067
Tel: (424)239-3400
Fax: (424)239-3434
Email: cjpetersen@blankrome.com
S P Korolev Rocket and Space Corporation Energia is represented
by:
Gaurav K Reddy, Esq.
Rita M Haeusler, Esq.
HUGHES HUBBARD AND REED LLP
350 South Grand Avenue
Los Angeles, CA 90071-3442
Tel: (213)613-2800
Fax: (213)613-2950
Email: gaurav.reddy@hugheshubbard.com
rita.haeusler@hugheshubbard.com
James J Boykin, Esq.
John M Townsend, Esq.
Vitaly Morozov, Esq.
HUGHES HUBBARD AND REED LLP
1775 I Street, N.W.
Washington, D.C. 20006-2401
Tel: (202)721-4600
Fax: (202)721-4646
Email: james.boykin@hugheshubbard.com
john.townsend@hugheshubbard.com
vitaly.morozov@hugheshubbard.com
Energia Overseas LLC, Energia Logistics Ltd are represented by:
Ronald D Kent, Esq.
Melinda M Carrido, Esq.
Robert P Pongetti, Esq.
Steven A Velkei, Esq.
DENTONS US LLP
601 S. Figueroa Street, Suite 2500
Los Angeles, CA 90017-5704
Tel: (213)623-9300
Fax: (213)623-9924
Email: ronald.kent@dentons.com
melinda.carrido@dentons.com
robert.pongetti@dentons.com
steven.velkei@dentons.com
-- and --
Claude D Montgomery, Esq.
Lee P Whidden, Esq.
DENTONS US LLP
1221 Avenue of the Americas
New York, NY 10020-1089
Tel: (212)768-6700
Fax: (212)768-6800
Email: claude.montgomery@dentons.com
lee.whidden@dentons.com
-- and --
David R Simonton, Esq.
SONNENSCHEIN NATH AND ROSENTHAL
PO Yuzhnoye Mashinostroitelny Zavod, KB Yuzhnoye are represented
by:
James W Hunt, Esq.
Mark R Irvine, Esq.
FITZPATRICK & HUNT PAGANO AUBERT LLP
US Bank Tower, 60th Floor
633 West Fifth Street
Los Angeles, CA 90071
Tel: (213)873-2100
Fax: (213)873-2125
Email: james.hunt@fitzhunt.com
mark.irvine@fitzhunt.com
-- and --
John M Socolow, Esq.
Rudolph V Pino, Jr., Esq.
PINO AND ASSOCIATES LLP
Westchester Financial Center
50 Main Street
White Plains, NY 10606
Tel: (914)946-0600
Fax: (914)946-0650
Email: jsocolow@pinolaw.com
rpino@pinolaw.com
About Sea Launch
Sea Launch Company, L.L.C., is a satellite-launch services provider
that offers commercial space launch capabilities from the Baikonur
Space Center in Kazakhstan. Its owners include Boeing Co., RSC
Energia, and Aker ASA.
Sea Launch filed for Chapter 11 protection (Bankr. D. Del. Case No.
09-12153) on June 22, 2009. Joel A. Waite, Esq., and Kenneth J.
Enos, Esq., at Young, Conaway, Stargatt & Taylor LLP, in
Wilmington, Delaware, served as the Debtor's counsel. At the time
of the filing, the Company said its assets range from $100 million
to $500 million and debts are at least $1 billion.
Sea Launch Company completed its Chapter 11 reorganization process,
effective Oct. 27, 2010. As part of the court-approved Plan of
Reorganization, Energia Overseas Limited (EOL), a Russian
corporation, will have acquired a majority ownership of the
reorganized Sea Launch entity.
The Plan of Reorganization was approved by Judge Brendan Shannon,
in the U.S. Bankruptcy Court in Wilmington, Delaware, on July 27,
2010. The successor entity, Sea Launch S.a.r.l., would be
responsible for corporate functions at its operations headquarters
and will maintain some assets at Sea Launch Home Port, in the Port
of Long Beach, in Southern California.
SHERWIN ALUMINA: Proposes to Pay $1.16MM to 142 Critical Employees
------------------------------------------------------------------
Sherwin Alumina Company, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the Southern District of Texas, Corpus Christi
Division, to implement a Valued Employee Program.
According to the Debtors, the success of these chapter 11 cases --
whether through a going-concern solution or a controlled wind-down
-- hinges on retaining certain valued, non-insider Critical
Employees, whose extensive knowledge of their business and
operations will be critical in maintaining their enterprise as a
going concern in the interim and either continuing the Debtors
business subsequent to these chapter 11 cases or, if necessary,
effectuating a controlled wind-down.
The Debtors have developed a supplemental compensation program, in
consultation with Commodity Funding, LLC, the Prepetition Secured
Lender, to permit them to retain the services of the Critical
Employees throughout the duration of these chapter 11 cases for
pursuant to the Valued Employee Program, each of the Debtors'
remaining 142 Critical Employees will be entitled to receive a cash
payment equal to one-month's salary upon consummation of an asset
sale.
According to the Debtors, the aggregate amount of the Valued
Employee Program of $1.16 million is permitted under the budget
appended to the final cash collateral order. The financial details
of the proposed Valued Employee Program are summarized as follows:
No. Participants: 142 salaried employees
Total Average Individual Award: $8,059
Total Max. Individual Award: $19,617
Total Cost: $1,160,486
The Debtors assert that implementation of the Valued Employee
Program is necessary and appropriate in an attempt to avoid
potential disruption for competitors could seek to take advantage
of their chapter 11 cases and offer these Critical Employees
similar positions in their competing businesses considering that
the Debtors do not have sufficient liquidity to fund up to $6.75
million in projected payments on account of unvested severance
obligations under the Existing Severance Program.
The Debtors aver that the Valued Employee Program complies with the
applicable provisions of the Bankruptcy Code, particularly because
no "insiders" will participate in the Valued Employee Program, and
in fact -- for the avoidance of any doubt -- the Debtors' Chief
Executive Officer, Thomas Russell, and Chief Financial Officer,
Kent Britton, are not eligible for the Valued Employee Program.
Counsel for the Debtors and Debtors in Possession:
Christopher Marcus, P.C.
Joshua A. Sussberg, P.C.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
Email: christopher.marcus@kirkland.com
joshua.sussberg@kirkland.com
-- and --
James H.M. Sprayregen, P.C.
Gregory F. Pesce, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, Illinois 60654
Telephone: (312) 862-2000
Facsimile: (312) 862-2200
Email: james.sprayregen@kirkland.com
gregory.pesce@kirkland.com
-- and --
Zack A. Clement, Esq.
ZACK A. CLEMENT PLLC
3753 Drummond
Houston, Texas 77025
Telephone: (832) 274-7629
Email: 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.
SIRIUS XM: S&P Assigns 'BB' Rating on Proposed $750MM Sr. Notes
---------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '3'
recovery rating to New York City-based satellite radio company
Sirius XM Radio Inc.'s proposed $750 million senior unsecured notes
due 2026. The '3' recovery rating indicates S&P's expectation for
meaningful recovery (50%-70%; lower half of the range) of principal
in the event of a payment default.
S&P expects that Sirius XM will initially use the proceeds from the
note issuance to repay $600 million of revolving credit facility
borrowings and for general corporate purposes, which could include
funding Sirius XM Canada Holdings Inc.'s recapitalization later
this year. Sirius XM is increasing its stake in Sirius XM Canada
from 37% to 70% for $275 million in a transaction that will also
take Sirius XM Canada from a publicly traded company to a private
company.
S&P's corporate credit rating on Sirius XM incorporates S&P's
expectation that, despite its expectation for debt-financed share
repurchases, the company's leverage will not increase above S&P's
4x threshold for the rating because of its good operating outlook
and growing operating cash flow. S&P assess Sirius XM's business
risk profile as fair, reflecting the company's healthy subscriber
growth and stable subscriber churn, dependence on U.S. new auto
sales and consumer discretionary spending for growth, and long-term
vulnerability to competition from alternative media.
S&P's significant financial risk profile assessment is based on the
company's aggressive financial policy. Sirius has repurchased
roughly $7 billion shares since December 2012, and its leverage
increased to 3.7x as of March 31, 2016, from 3.3x a year earlier
due to debt-financed share repurchases.
Pro forma for the proposed senior note issuance and the repayment
of $600 million of revolving credit facility borrowings outstanding
as of March 31, 2016, the company's leverage will remain largely
unchanged at 3.7x as of March 31, 2016.
S&P expects that the company's share repurchases in 2016 will once
again exceed its cash flow from operations, causing leverage to
remain in the mid- to high-3x area. Liberty Media Corp. owns a
significant portion (62.86%) of Sirius' stock. S&P believes that
some risk still surrounds Liberty's long-term financial strategy
and its potential effect on Sirius XM, though S&P don't expect
leverage to increase above our 4x threshold for Sirius XM at the
current rating.
RATINGS LIST
Sirius XM Radio Inc.
Corporate Credit Rating BB/Stable/--
New Ratings
Sirius XM Radio Inc.
$750 mil. senior unsecured notes due 2026 BB
Recovery Rating 3L
SK FOODS: Status Conference Continued to May 2017
-------------------------------------------------
In the Complaint styled FOUR IN ONE COMPANY, INC., on behalf of
itself and all others similarly situated, Plaintiffs, v. SK FOODS,
L.P., INGOMAR PACKING COMPANY, LOS GATOS TOMATO PRODUCTS, SCOTT
SALYER, STUART WOOLF and GREG PRUETT, Defendants, Case No.
08-cv-3017 KJM EFB (E.D. Calif.), Judge Kimberly J. Mueller of the
United States District Court for the Eastern District of
California, Sacramento Division, ordered that the May 12, 2016
status conference will be continued for one year until May 11,
2017, to address the status then of the potential distributions
from the bankruptcy proceedings.
The United States Bankruptcy Court for the Eastern District of
California entered an order confirming the "Second Amended Joint
Plan of Liquidation of SK Foods, LP and its Substantively
Consolidated Affiliates in the Chapter 11 bankruptcy action filed
by Defendant SK Foods, L.P.
A full-text copy of the Stipulation and Order dated May 10, 2016 is
available at https://is.gd/26fBP0 from Leagle.com.
Four in One Company, Inc., Plaintiff, represented by Arthur N.
Bailey, Esq. -- abailey@hausfeld.com -- Hausfeld LLP, Dana Statsky
Smith, PHV, Dsmith@bernlieb.com -- Bernstein Liebhard, LLP, Donald
A. Ecklund, PHV, -- DEcklund@carellabyrne.com -- Carella Byrne
Bain
Gilfillan Cecchi Stewart & Olstein, James E. Cecchi, PHV,
JCecchi@carellabyrne.com -- Carella, Byrne, Bain, Gilfillan,
Cecchi, Stewart and Olstein, Joey Dean Horton, Esq. --
jdhorton@quinnemanuel.com -- Quinn Emanuel Urquhart and Sullivan
LLP, Ronald J. Aranoff, PHV, Raranoff@bernlieb.com -- Bernstein
Liebhard, LLP, Stanley D. Bernstein, PHV, Sbernstein@bernlieb.com
-- Bernstein Liebhard, LLP, Steig D Olson, PHV,
sdolson@quinnemanuel.com -- Quinn Emanuel Urquhart & Sullivan,
LLP,
Stephaine M. Beige, PHV, Sbeige@bernlieb.com -- Bernstein
Liebhard,
LLP, Stephen R. Neuwirth, PHV, -- srneuwirth@quinnemanuel.com --
Quinn Emanuel Urquhart Oliver & Hedges, LLP & Tania T. Taveras,
PHV, Ttaveras@bernlieb.comBernstein Liebhard, LLP.
Cliffstar Corporation, Plaintiff, represented by Arthur N. Bailey,
Esq. -- Hausfeld LLP, Steig D Olson, PHV, Quinn Emanuel Urquhart &
Sullivan, LLP, Allan Steyer, Esq. -- asteyer@steyerlaw.com --
Steyer Lowenthal Boodrookas Alvarez & Smith LLP, Holly Joy
Stirling, Esq. -- hstirling@steyerlaw.com -- Steyer Lowenthal
Boodrookas Alvarez & Smith, LLP, Lucas E Gilmore, Esq. --
Lucas.Gilmore@blbglaw.com -- Bernstein Litowitz Berger & Grossmann
LLP & Bruce L Simon, Pearson, Esq. -- bsimon@pswlaw.com -- Simon,
Warshaw & Penny.
SK Foods, L.P., Defendant, represented by Paul Robert Griffin,
Esq.
-- pgriffin@winston.com -- Winston & Strawn LLP, Robert Bernard
Pringle, Esq. -- rpringle@winston.com -- Winston and Strawn &
Jonathan E Swartz, Esq. -- jswartz@winston.com -- Winston and
Strawn LLP.
Scott Salyer, Defendant, represented by Malcolm S. Segal, Esq. --
Segal & Associates, PC.
Bradley D. Sharp, Chapter 11 Trustee for SK Foods, LP, Defendant,
represented by Gregory C Nuti, Esq. -- gnuti@schnader.com --
Schnader Harrison Segal & Lewis LLP & Kevin W. Coleman, Esq. --
kcoleman@schnader.com -- Schnader Harrison Segal & Lewis LLP.
United States of America, Intervenor, represented by Sean C. Flynn,
United States Attorney's Office.
US Department of Justice, Intervenor, represented by Anna Tryon
Pletcher, US DOJ/Antitrust Division, Richard B. Cohen, Department
of Justice/Antitrust Division & Tai Snow Milder, U.S. DOJ -
Antitrust Division.
Bruce Foods Corporation, Neutral, represented by Alexandra S.
Bernay, Robbins Geller Rudman & Dowd LLP, Bonny E. Sweeney,
Coughlin Stoia Geller Rudman and Robbins LLP, Carmen Anthony
Medici, Robbins Geller Rudman & Dowd LLP, Christopher L. Lebsock,
Hausfeld Llp, Craig C. Corbitt, Zelle Hofmann Voelbel & Mason, LLP,
Hilary K. Ratway, Hausfeld, LLP, Allan Steyer, Steyer Lowenthal
Boodrookas Alvarez & Smith LLP, Arthur N. Bailey, Hausfeld LLP,
Holly Joy Stirling, Steyer Lowenthal Boodrookas Alvarez & Smith,
LLP, Kimberly Ann Kralowec, The Kralowec Law Group, Lucas E
Gilmore, Bernstein Litowitz Berger & Grossmann LLP & Roger M.
Schrimp, Damrell Nelson Schrimp Pallios Pacher & Silva.
Diversified Foods and Seasonings, Inc., Neutral, represented by
Arthur N. Bailey, Hausfeld LLP, Eric B. Fastiff, Lieff Cabraser
Heimann and Bernstein & Joseph R. Saveri, Saveri Law Firm.
Morning Star Packing Company, Neutral, represented by Alex James
Kachmar, Jr., Weintraub Genshlea Chediak Tobin & Tobin.
L'Ottavo Ristorante, et al., Neutral, represented by Jeff S.
Westerman, Westerman Law Corp.
About SK Foods
SK Foods LP ran a tomato processing facility. It filed for
Chapter 11 bankruptcy protection after being dropped by its
lending group. Creditors filed an involuntary Chapter 11 petition
against SK Foods LP and affiliate RHM Supply/ Specialty Foods Inc.
(Bankr. E.D. Cal. Case No. 09-29161) on May 8, 2009. SK Foods
had said it was preparing to file a voluntary Chapter 11 petition
when the creditors initiated the involuntary case. The Company
later put itself into Chapter 11 and Bradley D. Sharp was
appointed as Chapter 11 trustee. The Debtors were authorized on
June 26, 2009, to sell the business for $39 million cash to a U.S.
arm of Singapore food processor Olam International Ltd. The
replacement cost for the assets is $139 million, according to
Olam.
In February 2010, a federal grand jury returned a seven-count
indictment charging Frederick Scott Salyer, former owner and CEO
of SK Foods, with violations of the Racketeer Influenced and
Corrupt Organizations Act, in connection with his direction of
various schemes to defraud SK Foods' corporate customers through
bribery and food misbranding and adulteration, and with wire fraud
and obstruction of justice.
Salyer supporters launched a Web site which can be accessed from
two addresses: http://www.operationrottentomato.com/and
http://www.scott-salyer.com/
SNIIIC TWO: Hires John Z. Gagrow as Bankruptcy Counsel
------------------------------------------------------
SNIIIC Two, LLC, asks for permission from the U.S. Bankruptcy Court
for the Middle District of Florida to employ John Z. Lagrow of John
Z. Gagrow, PA, to provide, among other things, general
representation of the Debtor in this proceeding and the performance
of all legal services for the application which may be necessary.
To the best of the Debtor's knowledge, the Firm has no interest
adverse to the Debtor or the estate in any of the matters upon
which the Firm is to be engaged and that the employment of the Firm
would be in the best interest of the estate.
The Firm can be reached at:
John Z. Lagrow, Esq.
John Z. Lagrow, PA
644 N. Longview Place
Longwood, FL 32779
Tel: (407) 620-9965
E-mail: jlagrow@johnzlagrowpa.com
SNIIIC Two, LLC, filed for Chapter 11 bankruptcy protection (Bankr.
M.D. Fla. Case No. 13-14308) on Nov. 21, 2013. David J. Pedersen,
Esq., at the Law Office of David J. Pedersen as bankruptcy counsel.
SPI ENERGY: Incurs $185 Million Net Loss in 2015
------------------------------------------------
SPI Energy Co., Ltd., filed with the Securities and Exchange
Commission its annual report on Form 20-F disclosing a net loss of
$185 million on $191 million of net sales for the year ended Dec.
31, 2015, compared to a net loss of $5.19 million on $91.6 million
of net sales for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, SPI Energy had $710 million in total assets,
$493 million in total liabilities and $216.55 million in total
stockholders' equity.
KPMG Huazhen LLP, in Shanghai, China, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that SPI Energy Co., Ltd. and its
subsidiaries have suffered significant losses from operations and
have a negative working capital as of Dec. 31, 2015. In addition,
the Group has substantial amounts of debts that will become due for
repayment in 2016. These factors raise substantial doubt about the
Group's ability to continue as a going concern.
A full-text copy of the Form 20-F is available for free at:
https://is.gd/ssRl02
About SPI Energy Co., Ltd.
SPI Energy Co., Ltd., (As successor in interest to Solar Power,
Inc.), is a global provider of photovoltaic (PV) solutions for
business, residential, government and utility customers and
investors. SPI Energy focuses on the downstream PV market
including the development, financing, installation, operation and
sale of utility-scale and residential solar power projects in
China, Japan, Europe and North America. The Company operates an
innovative online energy e-commerce and investment platform,
http://www.solarbao.com/,which enables individual and
institutional investors to purchase innovative PV-based investment
and other products; as well as http://www.solartao.com/, a B2B
e-commerce platform offering a range of PV products for both
upstream and downstream suppliers and customers. The Company has
its operating headquarters in Shanghai and maintains global
operations in Asia, Europe, North America and Australia.
STATION CASINOS: S&P Assigns 'BB' Rating on $2.4BB Facilities
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating and '2'
recovery rating to Las Vegas-based Station Casinos LLC's proposed
$2.4 billion senior secured first-lien credit facilities, which
consists of a $660 million revolver due 2021, a $175 million term
loan A due 2021, and a $1.55 billion term loan B due 2023. The '2'
recovery rating indicates S&P's expectation for substantial
(70%-90%; upper half of the range) recovery of principal for
lenders in the event of a payment default.
The recovery prospects for the first-lien lenders under the
proposed new credit facilities remain in the 70%-90% range, despite
a higher amount of secured debt outstanding at default under our
simulated default scenario. This reflects the increase in
enterprise valuation due to higher cash flows from the company's
acquisition of The Palms Casino Resort (Palms) and management
company Fertitta Entertainment, which sufficiently offsets the
incremental debt to fund these acquisitions, and an increase in
revolver commitments. S&P's 'B' issue-level rating and '6'
recovery rating on Station Casinos' existing $500 million 7.5%
senior notes due 2021 remain unchanged.
The company will use the proceeds from the new credit facility to
refinance its existing $1.975 billion credit facility ($30 million
revolver and $1.38 billion term loan balances outstanding as of
March 31, 2016), to fund its acquisition of The Palms for
$312.5 million, and to pay transaction fees and expenses. S&P
plans to withdraw its ratings on the existing first-lien debt once
the proposed transaction closes and the existing debt is repaid.
S&P's 'BB-' corporate credit rating and stable rating outlook on
Station Casinos are unchanged. S&P now expects that the
transaction will improve EBITDA coverage of interest closer to the
4x area by 2017--a change from S&P's previous expectation of
mid-3x--and operating cash flow generation as a result of lower
interest costs. Although debt will be modestly higher than S&P's
previous base-case forecast due to transaction fees and expenses,
it continues to expect that the company will use free cash flow to
repay debt to drive leverage to the low- to mid-4x area
(incorporating the Palms acquisition) by the end of 2017. S&P's
forecasts are in line with its aggressive financial risk profile
assessment.
RECOVERY ANALYSIS
Key analytical factors
-- S&P has increased its EBITDA at emergence on Station Casinos
to $275 million from $210 million, largely due to the
increased cash flows as a result of the company's recently
announced acquisitions. The recovery rating on the existing
senior notes is unchanged at '6'.
-- S&P's simulated default scenario contemplates a payment
default in 2020 due to a substantial decline in cash flow as
a result of prolonged economic weakness and increased
competitive pressures in the Las Vegas locals market and the
expiration of the company's management contract with Graton
Resort & Casino outside of San Francisco. S&P assumes a
reorganization following the default, using an emergence
EBITDA multiple of 7x to value the company.
Simulated default assumptions
-- Year of default: 2020
-- EBITDA at emergence: $275 million
-- EBITDA Multiple: 7x
Simplified waterfall
-- Net enterprise value (after 5% administrative costs):
$1.83 billion
-- Secured debt: $2.29 billion
-- Recovery expectation: 70%-90% (upper half of the range)
-- Senior unsecured debt: $0.98 billion*
-- Recovery expectation: 0%-10%
*Includes secured debt not satisfied by the net enterprise value.
Note: All debt amounts include six months of prepetition interest.
RATINGS LIST
Station Casinos LLC
Corporate Credit Rating BB-/Stable/--
New Ratings
Station Casinos LLC
Senior Secured
$660 million revolver due 2021 BB
Recovery Rating 2H
$175 million term loan A due 2021 BB
Recovery Rating 2H
$1.55 billion term loan B due 2023 BB
Recovery Rating 2H
STEPHEN HARRIS: Pacifoco-Led Auction Set for June 9
---------------------------------------------------
John M. Wolfe, the duly appointed Chapter 11 Trustee for the
bankruptcy estates of Energy Development Corporation and Stephen T.
Harris, won approval of bid procedures in connection with the sale
of the assets of South Coast Corp. and EDC and Harris.
Judge Theodor C. Albert on May 18, 2016, approved bid procedures
where Pacifoco, Inc., will purchase the assets of SCC, EDC and
Harris for $1,465,000, absent higher and better offers.
According to Judge Albert's May 18 order, for reasons discussed in
the Court's tentative ruling issued for the May 6, 2016, hearing,
for purposes of bidding the value of the total consideration
offered by Pacifoco, Inc., in the Asset Purchase Agreement, as
modified by the Addendum, is established as $1,465,000.
Accordingly, the initial overbid for all assets included in the
sale will be $1,565,000, which each incremental bid thereafter to
be at least $50,000.
The "Purchased Assets," consisting of substantially all of the
assets of SCOC, EDC and specified assets of Harris, as more
specifically described in the Asset Purchase Agreement (the "Lead
Bidder APA") between James J. Joseph, Chapter 11 Trustee for South
Coast Oil Corporation, Substantively Consolidated with South Coast
Corporation (the "SCOC Trustee"), John M. Wolfe as Chapter 11
Trustee for EDC and Harris (the "EDC/Harris Trustee" and
collectively with the SCOC Trustee, the "Sellers"), and Pacifoco,
Inc. (the "Lead Bidder").
The actual auction sale will take place at the hearing on approval
of the sale, which is scheduled for June 8, 2016 commencing at
10:00 a.m., before the Honorable Theodore C. Albert, United States
Bankruptcy Judge, in Courtroom 5B, 411 West Fourth Street, Santa
Ana, CA 92701-4593.
In order to be eligible to participate as a bidder at the Auction
as a "qualified bidder," a prospective bidder must (a) deliver to
the SCOC Trustee funds in an amount equal to the Lead Bidder SCOC
Good Faith Deposit of $125,000, and to the EDC/Harris Trustee funds
in an amount equal to the Lead Bidder EDC Good Faith Deposit of
$100,000, no less than seven days prior to the auction.
A copy of the Bid Procedures Order is available for free at:
http://bankrupt.com/misc/EDC_861_Sale_Ord.pdf
About Stephen Harris
Stephen Thomas Harris sought Chapter 11 protection (Bankr. C.D.
Cal. Case No. 06-11174) on July 21, 2006. Related entity,
Huntington Beach, California-based Energy Development Corporation
simultaneously sought Chapter 11 protection (Case No. 06-11175).
EDC's business involved rights to subsurface mineral rights, drill
sites and wells, related tools and equipment and intangible rights
with respect to oil wells located in the town-lot portion of the
Huntington Beach Oil Field (the "HB Wells"), and two wells in the
adjacent West Newport Oil Field (collectively with the HB Wells,
the "EDC Wells"). The HB Wells were assigned, conveyed and
transferred to EDC by South Coast Oil Corporation ("SCOC") pursuant
to an Assignment recorded May 10, 2001, as Document No.
20010298788, Official Records, Orange County, California (the "2001
Assignment"). EDC also had certain rights or claims regarding the
State Lease PRC, 145.1 Offshore Lease located on County of Ventura
surface lands (the "Rincon Assets"), which had also been assigned
to EDC by SCOC. EDC's primary business mission was to produce oil
and gas directly from existing oil and gas wells. At the outset of
these cases, Harris was engaged in operating EDC and the funds of
the two estates were combined.
EDC estimated assets and debt of $10 million to $50 million.
Simon H. Langer, Esq., in Los Angeles, California, represented the
Debtors.
John M. Wolfe was later appointed Chapter 11 Trustee for the
bankruptcy estates of EDC and Mr. Harris.
Counsel for the Chapter 11 Trustee:
Philip A. Gasteier
LEVENE, NEALE, BENDER, YOO & BRILL L.L.P.
10250 Constellation Boulevard, Suite 1700
Los Angeles, California 90067
Telephone: (310) 229-1234
Facsimile: (310) 229-1244
E-mail: pag@lnbyb.com
STONE ENERGY: BOEM Rescinds Demand for Supplemental Bonding
-----------------------------------------------------------
Stone Energy Corporation announced the rescission of notice letters
received from the Bureau of Ocean Energy Management. As previously
disclosed, in March of 2016, Stone received notice letters from
BOEM stating that BOEM had determined that Stone no longer
qualified for a supplemental bonding waiver under the financial
criteria specified in BOEM's current guidance to lessees. The
notice letters required that Stone provide significant supplemental
bonding relating to its abandonment obligations.
Following receipt of the notice letters, Stone met with and
proposed a tailored plan to BOEM for financial assurances relating
to the Company's abandonment obligations, which provides for
posting some incremental financial assurances in favor of BOEM.
Currently, Stone has an aggregate of approximately $230 million
posted in surety bonds in favor of BOEM, third party bonds and
letters of credit, all relating to its offshore abandonment
obligations. On May 13, 2016, Stone received notice letters from
BOEM rescinding its demand for supplemental bonding with the
understanding that Stone will continue to make progress with BOEM
in finalizing and implementing its long-term tailored plan.
About Stone Energy
Stone Energy is an independent oil and natural gas company engaged
in the acquisition, exploration, exploitation, development and
operation of oil and gas properties. The Company has been
operating in the Gulf of Mexico Basin since its incorporation in
1993 and have established a technical and operational expertise in
this area. The Company has leveraged its experience in the GOM
conventional shelf and expanded its reserve base into the more
prolific basins of the GOM deep water, Gulf Coast deep gas and the
Marcellus and Utica shales in Appalachia. As of Dec. 31, 2015,
the
Company's estimated proved oil and natural gas reserves were
approximately 57 MMBoe or 342 Bcfe. During 2015, approximately 95
MMBoe or 570 Bcfe of the Company's estimated proved reserves were
revised downward as a result of lower oil, natural gas and natural
gas liquids prices.
Stone Energy reported a net loss of $1.1 billion in 2015 following
a net loss of $189.54 million in 2014. As of March 31, 2016, Stone
Energy had $1.64 billion in total assets, $1.87 billion in total
liabilities and a total stockholders' deficit of $225 million.
* * *
In March 2016, Standard & Poor's lowered its corporate credit
rating on U.S.-based oil and gas exploration and production company
Stone Energy to 'CCC-' from 'CCC+'.
As reported by the TCR on May 23, 2016, Moody's Investors Service
downgraded Stone Energy Corporation's Corporate Family Rating (CFR)
to Ca from Caa2, Probability of Default Rating (PDR) to Ca-PD from
Caa2-PD, and senior unsecured rating to Ca from Caa3. The SGL-4
Speculative Grade Liquidity (SGL) rating was affirmed. The rating
outlook remains negative.
STONERIDGE PARKWAY: Taps Schwartz Flansburg as Counsel
------------------------------------------------------
Stoneridge Parkway, LLC seeks approval from the U.S. Bankruptcy
Court in Nevada to hire Schwartz Flansburg PLLC as its counsel.
The Debtor tapped the firm to:
(a) advise the Debtor with respect to its powers and duties
as debtor and debtor-in-possession;
(b) attend meetings and negotiate with representatives of
creditors and other parties;
(c) take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on
its behalf;
(d) prepare legal papers on behalf of the Debtor;
(e) negotiate and prepare on the Debtor's behalf a plan of
reorganization, disclosure statement and related
documents, and take any necessary action to obtain
confirmation of the plan;
(f) advise the Debtor in connection with any sale of assets;
and
(g) appear before the court, any appellate court and the
U.S. trustee.
Schwartz Flansburg will be compensated on an hourly basis and will
receive reimbursement for its expenses. The firm's hourly rates
range from $260 to $550 for attorneys, and $90 to $205 for legal
assistants and support staff.
Samuel A. Schwartz, Esq., a principal at Schwartz Flansburg,
disclosed in a declaration that the firm is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
Schwartz Flansburg can be reached through:
Samuel A. Schwartz, Esq.
Bryan A. Lindsey, Esq.
Schwartz Flansburg PLLC
6623 Las Vegas Blvd. South, Suite 300
Las Vegas, NV 89119
Tel: (702) 385-5544
Fax: (702) 385-2741
About Stoneridge Parkway
Stoneridge Parkway, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Central
District of California (San Fernando Valley) (Case No. 15-14111) on
December 18, 2015. The petition was signed by Danny Modab, managing
member.
The venue was later transferred to the U.S. Bankruptcy Court for
the District of Nevada (Case No. 16-11627).
The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million.
SUNDEVIL POWER: EPA Objects to Sale of Assets
---------------------------------------------
The United States, on behalf of the Environmental Protection
Agency, objects to Sundevil Power Holdings, LLC's motion for
approval of the sale of its assets, free and clear of liens,
claims, and encumbrances, complaining that it fails to preserve the
purchaser's obligations to comply with applicable law as the
post-acquisition owner or operator of property.
The U.S. Government points out that it is well established that
anyone who owns or operates property acquired from a debtor must
comply with environmental law. No one is entitled to ignore hazards
or disregard laws that protect the public and the environment.
A purchaser, according to the U.S. Government, is subject to the
same compliance obligations as all other owners of property. The
law does not put the purchaser in a privileged position, by freeing
it from obligations with which all other owners must comply, the
U.S. Government asserted. If the purchaser could contend that it
is somehow exempt from obligations that apply to all other owners,
the public would be placed at risk, the U.S. Government further
asserted. The purchaser cannot evade its environmental
obligations, including with respect to hazards that exist even at
the outset of its ownership, the U.S. Government added.
The objection is submitted by:
Charlwa M. Oberly, III
United States Attorney for the District of Delaware
-- and --
Ellen Slights
Assistant United States Attorney
-- and --
John C. Cruden
Assistant Attorney General
Environment & Natural Resources Div.
U.S. Department of Justice
-- and --
Karl Fingerhood
Senior Counsel
Environmental Enforcement Section
Environment & Natural Resources Division
U.S. Department of Justice
P.O. Box 7611
Ben Franklin Station
Washington, D.C. 20044
Telephone: (202) 514-7519
E-mail: karl.fingerhood@usdoj.gov
-- and --
Alan S. Tenenbaum
National Bankruptcy Coordinator
Environmental Enforcement Section
U.S. Department of Justice
P.O. Box 7611
Ben Franklin Station
Washington, D.C. 20044
Telephone: (202) 514-5409
About Sundevil Power Holdings, LLC
Sundevil Power Holdings, LLC owns natural gas-fired power plants.
The company was incorporated in 2010 and is based in Wayzata, MN.
On February 11, 2016, Sundevil Power filed a voluntary petition for
reorganization under Chapter 11 in the US Bankruptcy Court for the
District of Delaware.
SUNEDISON INC: Hearing Halted After Creditor Negotiation Fails
--------------------------------------------------------------
Bloomberg Brief reported that a SunEdison hearing Thursday was
halted after a hallway negotiation failed to resolve objections
from creditors who said the company will probably liquidate even if
it does get the $1.34 billion financing package.
According to the report, SunEdison is trying again to hammer out a
deal with creditors for a loan the renewable energy giant says it
needs to avoid an immediate "fire sale" liquidation. The report
related that SunEdison will go before the bankruptcy court in an
effort to avoid a frantic sell-off of its assets. With the
so-called debtor-in-possession, or DIP, financing in place, a
reorganization is possible, while a wind-down would be more orderly
and bring better returns for creditors, the company has said in
court filings.
The loan should be approved "because it's the best we could get,
and because we need the money," the report cited Jay Goffman, a
lawyer for SunEdison.
Creditors disputed how much new money the loan would actually bring
the company, as opposed to just repackaging existing debt, the
report related. They also bridled at the amount of control that
SunEdison was ceding to the DIP lenders, saying it would give them
exclusive rights to decide whether to liquidate the wind and solar
energy developer as early as next week, the report further
related.
About SunEdison, Inc.
SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.
The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.
SUNEDISON INC: Jr. Creditors to Conduct Bankruptcy Probe
--------------------------------------------------------
Peg Brickley, writing for The Wall Street Journal, reported that
troubled solar power developer SunEdison Inc. has agreed to allow
its unsecured creditors to take on the role of bankruptcy
investigators, probing for grounds for potential lawsuits against
directors, officers and others involved in its troubles.
According to the report, announced at a bankruptcy court hearing in
New York, the agreement was reached in talks about SunEdison's
finance package, which was under attack from junior creditors wary
of allowing the company to go even deeper in debt.
Creditors began scrambling for information about the state of
SunEdison's financial affairs early in the bankruptcy, the report
related. In addition to the lack of corporate-level financial
data, "there is a dearth of verifiable information regarding
what’s happening" at SunEdison subsidiaries that are not involved
in the bankruptcy, the report cited Christopher Shore, lawyer for
investors holding about $1 billion worth of SunEdison bonds, as
saying.
In exchange for the right to investigate, SunEdison's official
committee of unsecured creditors agreed to drop opposition to the
company's bankruptcy financing package, the report further related.
In court papers, lawyers for unsecured creditors said SunEdison's
lenders had exacted a heavy price for $300 million worth of
liquidity, the report said. The company said the loans were the
only realistic option for SunEdison and were its best chance of a
successful bankruptcy, the report added.
About SunEdison, Inc.
SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.
The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.
The Office of the U.S. Trustee on April 29 appointed seven
creditors of SunEdison, Inc., to serve on the official committee of
unsecured creditors.
SUNEDISON INC: Taps KPMG as Auditor, Tax Consultant
---------------------------------------------------
SunEdison, Inc. and its affiliates seek approval from the U.S.
Bankruptcy Court for the Southern District of New York to employ
KPMG LLP as its auditor and tax consultant.
The Debtors tapped the firm to analyze their stock ownership
history for purposes of Section 382(g) of the Internal Revenue
Code; provide capital account maintenance analysis related to
TerraForm Power LLC; and provide internal audit services.
Specifically, the firm will render these services:
(1) Section 382 Services
(a) Analyze stock ownership history of the Debtors to
determine whether they have experienced one or more
ownership changes, as defined in Section 382(g) of the
Internal Revenue Code, and resultant limitations imposed
by Section 382 on the net operating losses and other tax
attributes of Debtors;
(b) If necessary or if requested, model the impact of any
actual or potential Section 382 limitations on the
Debtors' available net operating losses assuming one or
more ownership change;
(c) If necessary, compute the Debtors' net unrealized built-
in gain or net unrealized built-in loss on each
identified ownership change date and assess the impact
of these computations on the Debtors' Section 382
limitations;
(d) Document, in a memorandum, KPMG's conclusions;
(e) If requested, model the impact of future hypothetical
transactions –- such as significant 5% shareholder
transactions and capital raises –- on the ownership
change analysis;
(f) If requested, provide quarterly the basis draft
cumulative ownership shift reports based on the latest
5%-shareholder activity and the Debtors' equity
issuances and redemptions.
(2) Capital Account Analysis
(a) Analyze the tax consequences of various transactions
effectuated in 2015 relating to TerraForm Power and to
TerraForm Global, including the preparation of their
partnership tax and book capital accounts.
(3) Internal Audit Services
(a) Perform an audit of the consolidated financial
statements;
(b) Perform an audit of the Debtors' internal control over
financial reporting;
(c) Review the condensed consolidated balance sheet of the
Debtors and the related, condensed consolidated
statements of operations, comprehensive income or loss,
stockholders' equity or deficit, and cash flows for the
quarterly and year-to-date periods, to be included in
the quarterly reports (Form 10-Q); and
(d) Assess the impact of the findings made by the Debtors'
audit committee in its investigation and evaluate the
sufficiency of certain remedial measures the Debtors'
directors have implemented in response to the audit
committee's findings.
(4) Tax Consulting Services
(a) Preparation of a comprehensive numerical analysis that
illustrates tax consequences of various transactions in
connection with TerraForm Global Inc. initial public
offering.
The majority of fees to be charged for the "Section 382" services
reflect a reduction of approximately 20 to 30% from KPMG's
customary hourly rates, depending on the types of services to be
rendered. The discounted hourly rates are as follows:
Partners $840 - $960
Managing Directors $770 - $880
Senior Managers $720 - $820
Managers $580 - $760
Senior Associates $490 - $560
Associates $300 - $340
The majority of fees to be charged for internal auditing services
reflect a reduction of approximately 30%. These services will be
billed at the hourly rates set forth below:
Partners/Managing Directors $600 - $850
Senior Managers/Directors $500 - $750
Managers $425 - $600
Senior Associates $300 - $500
Associates $200 - $300
Para-Professionals $150
Fees to be charged for audit services regarding the assessment of
the audit committee's investigation, including KPMG's consideration
of the remedial actions will be billed at standard hourly rates.
The hourly rates for these services are as follows:
Partners/Managing Directors $900
Senior Managers/Directors $875
Managers $725
Senior Associates $550
Associates $350
The majority of fees to be charged for capital account analysis
reflect a reduction of approximately 20% to 30%. The hourly rates
are as follows:
Partners $840 - $960
Managing Directors $770 - $880
Senior Managers $720 - $820
Managers $580 - $760
Senior Associates $490 - $560
Associates $300 - $340
The majority of fees to be charged for tax consulting services
reflect a reduction of approximately 20% to 30%. The hourly rates
are as follows:
Partners $840 - $960
Senior Managers $770 - $880
Managers $720 - $820
Senior Associates $580 - $760
Associates $490 - $560
Para-professionals $300 - $340
KPMG will also receive reimbursement for work-related expenses,
according to court filings.
Kenneth Grapperhaus, a partner at KPMG, is a "disinterested person"
as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Kenneth Grapperhaus
KPMG LLP
10 S. Broadway, Suite 900
St. Louis, MO 63102-1761
About SunEdison, Inc.
SunEdison, Inc., is a developer and seller of photovoltaic energy
solutions, an owner and operator of clean power generation assets,
and a global leader in the development, manufacture and sale of
silicon wafers to the semiconductor industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.
The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rotschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent.
T&H PLASTICS: Hires Polnick Law Firm as Bankruptcy Counsel
----------------------------------------------------------
T&H Plastics, Inc., seeks permission from the U.S. Bankruptcy Court
for the Southern District of Texas to employ The Polnick Law Firm,
PLLC, and to designate Veronica A. Polnick, Esq., as
attorney-in-charge under a general retainer to give the Debtor
legal advice with respect to its powers and duties as
debtor-in-possession in the continued operation of the Debtor's
business and management of the Debtor's property and to perform all
legal services for the debtor-in- possession.
The Firm will be paid these hourly rates:
Attorney $275
Paralegal $100
Clerical $50
Ms. Polnick tells the Court that she has a retainer on hand of
$7,505 to be applied to services rendered or expenses incurred in
connection with representing the Debtor in the bankruptcy
proceeding, subject to court approval.
Ms. Polnick assures the Court that the Firm is a disinterested
person with regard to the Debtor.
The Firm can be reached at:
Veronica A. Polnick, Esq.
Genevieve M. Graham, Esq.
THE POLNICK LAW FIRM, PLLC
2311 Canal Street, Suite 326
Houston, Texas 77003
Tel: (832) 533-2603
Fax: (832) 504-9489
E-mail: veronica.polnick@polnicklaw.com
gen.graham@polnicklaw.com
T&H Plastics, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Tex. Case No. 16-32525) on May 17, 2016.
TANK HOLDING: S&P Revises Outlook to Negative & Affirms 'B' CCR
---------------------------------------------------------------
S&P Global Ratings said that it has revised its outlook on Lincoln,
Neb.-based Tank Holding Corp. to negative from stable and affirmed
its 'B' corporate credit rating on the company.
At the same time, S&P affirmed its 'B' issue-level rating on the
company's first-lien credit facilities. The '3' recovery rating on
the debt is unchanged, indicating S&P's expectation for meaningful
(50%-70%; lower half of the range) recovery in the event of a
payment default.
S&P said: "Our outlook revision reflects the challenging conditions
in Tank's end markets and the risk that the company's credit
measures will remain weak--including a debt-to-EBITDA metric in
excess of 6.5x--over the next 12 months," said S&P Global credit
analyst Svetlana Olsha. Tank posted a debt-to-EBITDA metric of
6.9x as of March 31, 2016. Lower commodity prices and declining
farm income are causing the company's customers to delay the
replacement of their agricultural tanks, and S&P expects that the
demand in the agricultural segment, which comprises about half of
the company's revenues, will remain soft through 2016 before
stabilizing in 2017. In addition, low energy prices and the
related decline in capital investment continue to pressure the oil
and gas market; however, this segment comprises only a modest
portion of the company's revenues."
The negative outlook on Tank reflects that the company's credit
measures are currently stretched because of the challenges facing
its agricultural and oil and gas end markets. S&P expects the
company's debt-to-EBITDA metric to remain at about 7x in 2016
before beginning to improve in 2017. Despite the challenging
operating conditions, S&P expects Tank to maintain EBITDA margins
of more than 35% and moderate free operating cash flow.
S&P could lower its ratings on Tank in the next 12 months if S&P
believes that its leverage will exceed 7x and its free cash flow
generation will weaken. This could occur if the company's end
markets continue to deteriorate into 2017, causing its revenue and
margins to decline.
S&P could revise its outlook on Tank to stable if the company's
operating performance improves such that its debt-to-EBITDA metric
falls below 6.5x and will likely remain there.
TEMPUR SEALY: S&P Assigns 'BB' Rating on Proposed $500MM Notes
--------------------------------------------------------------
S&P Global Ratings assigned its 'BB' senior unsecured debt rating
to Tempur Sealy International Inc.'s proposed $500 million senior
unsecured notes due 2026. The recovery rating is '3', indicating
S&P's expectations of meaningful recovery (50% to 70%), at the
upper end of the range, in the event of a payment default. The
company intends to use the proceeds to refinance its existing $375
million 6.875% senior unsecured notes due 2020. S&P will withdraw
the ratings on these notes after they are repaid. Excess proceeds
will be used for general corporate purposes, which could include
funding share repurchases. The rating on the company's existing
$450 million 5.625% senior unsecured notes due 2023 remain 'BB' and
the recovery rating remains '3'. Earlier this year, the company
refinanced its senior secured credit facilities with a $1.1 billion
facility (unrated), consisting of a $500 million revolver due 2021,
a $500 million term loan A due 2021, and a $100 million delayed
draw term loan due 2021.
Pro forma for this offering, the company will have roughly $1.6
billion in reported debt outstanding. S&P estimates that, for the
12 months ended March 31, 2016, the company's debt to EBITDA was
roughly 3.6x. S&P expects that the company will maintain debt
leverage about 4x and below during the next 12 to 24 months due to
continued improved profitability and good cash flow generation
given favorable demand trends from the economic recovery in the
U.S. and commodity cost tailwinds.
S&P's business risk assessment on Tempur Sealy reflects its strong
market position in the North American mattress industry, portfolio
of highly-recognized brands, and geographic diversification. Other
credit factors include the company's narrow business focus in a
highly competitive industry, exposure to raw material cost
volatility, and vulnerability to reduced discretionary spending in
an economic downturn. Tempur Sealy markets and manufactures
proprietary viscoelastic foam and inner-spring mattresses and
pillows under the TEMPUR and Tempur-Pedic brands, and both
inner-spring and foam mattresses under the Sealy, Sealy
Posturepedic, and Stearns & Foster. S&P believes the U.S. mattress
industry is highly competitive, with the top three manufacturers
accounting for the majority of the market, and the remaining
portion of the market being very fragmented.
RATINGS LIST
Tempur Sealy International Inc.
Corporate Credit Rating BB/Stable/--
New Rating
Tempur Sealy International Inc.
Proposed $500 million senior unsecured notes
due 2026 BB
Recovery rating 3H
TERVITA CORP: S&P Lowers CCR to 'D' on Missed Interest Payment
--------------------------------------------------------------
S&P Global Ratings said it lowered its long-term corporate credit
rating on Calgary, Alta.-based integrated environmental service
company Tervita Corp. to 'D' (default) from 'B-'.
At the same time, S&P Global Ratings lowered its issue-level rating
on Tervita's secured notes to 'D' from 'B-'. The '3' recovery
rating is unchanged and indicates S&P's expectation of meaningful
(50%-70%; lower half of the range) recovery in a default scenario.
S&P Global Ratings also lowered its issue-level rating on the
company's senior unsecured and subordinated notes to 'D' from
'CCC'. The recovery rating on these notes is unchanged at '6',
which reflects S&P's expectation of negligible (0%-10%) recovery in
default.
The downgrade reflects Tervita's decision to skip an interest
payment on its 11.875% senior subordinated notes due Nov. 15, 2018,
and S&P's belief that the company will not make this payment before
the 30-day grace period ends. S&P expects Tervita will likely
restructure its debt under bankruptcy protection or a similar
scenario.
A failure to make the timely interest payment on the 2018 notes
might constitute a default under some agreements the company has,
which could result in a cross-default under other agreements.
TOWN SPORTS: Stockholders Elect 6 Directors
-------------------------------------------
Town Sports International Holdings, Inc., held its annual meeting
of stockholders on May 12, 2016, at which the Company's
stockholders:
(a) elected Martin J. Annese, Jason M. Fish, Thomas J. Galligan
III, Robert J. Giardina, Patrick Walsh and L. Spencer Wells
as directors;
(b) ratified the appointment of PricewaterhouseCoopers LLP as
the Company's independent registered public accounting firm
for the fiscal year ending Dec. 31, 2016;
(c) approved, on an advisory, non-binding basis, the
compensation of the Company's named executive officers; and
(d) approved Amendment No. 1 to the Town Sports International
Holdings, Inc. 2006 Stock Incentive Plan (as amended and
restated effective April 2, 2015).
The Plan Amendment increases the aggregate number of shares of the
Company's common stock issuable under the plan by 1,000,000 shares,
from 3,500,000 shares to a total of 4,500,000 shares. The Board of
Directors of the Company previously approved the Plan Amendment on
March 24, 2016.
About Town Sports
About Town Sports International Holdings, Inc.:
New York-based Town Sports International Holdings, Inc. is one of
the leading owners and operators of fitness clubs in the Northeast
and mid-Atlantic regions of the United States and, through its
subsidiaries, operated 151 fitness clubs as of March 31, 2016,
comprising 104 New York Sports Clubs, 27 Boston Sports Clubs, 12
Washington Sports Clubs (one of which is partly-owned), five
Philadelphia Sports Clubs, and three clubs located in Switzerland,
and three BFX Studio locations. In addition, the Company also has
one partly-owned club that operated under a different brand name in
Washington, D.C. as of March 31, 2016. These clubs collectively
served approximately 553,000 members as of March 31, 2016. For
more information on TSI, including the Company's Form 10-Q for the
quarterly period ended March 31, 2016, visit
http://investor.mysportsclubs.com
As of March 31, 2016, Town Sports had $300 million in total assets,
$403 million in total liabilities and a total stockholders' deficit
of $103 million.
* * *
As reported by the TCR on March 14, 2016, Standard & Poor's Ratings
Services said it raised its corporate credit rating on New York
City-based Town Sports International Holdings Inc. to 'CCC+' from
'SD'.
Town Sports carries a Caa2 corporate family rating from Moody's
Investors Service.
USA SALES: Case Summary & 10 Unsecured Creditors
------------------------------------------------
Debtor: USA Sales, Inc.
dba Statewide Distributors, Inc.
2631 Lindsay Privado Dr.
Ontario, CA 91761
Case No.: 16-14576
Chapter 11 Petition Date: May 20, 2016
Court: United States Bankruptcy Court
Central District of California (Riverside)
Judge: Hon. Mark S Wallace
Debtor's Counsel: Daren M Schlecter, Esq.
LAW OFFICE OF DAREN M SCHLECTER, APC
1925 Century Pk E Ste 830
Los Angeles, CA 90067
Tel: 310-553-5747
Fax: 310-553-5487
E-mail: daren@schlecterlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Claudia Ali, surviving spouse of
Kabiruddin Karim Ali and 100 percent beneficiary.
A list of the Debtor's 10 largest unsecured creditors is available
for free at http://bankrupt.com/misc/cacb16-14576.pdf
UTSTARCOM HOLDINGS: Reports Financial Results for Q1 2016
---------------------------------------------------------
UTStarcom reported a net loss of $1.09 million on $22.6 million of
net sales for the three months ended March 31, 2016, compared to a
net loss of $5.39 million on $32.95 million of net sales for the
same period in 2015.
As of March 31, 2016, UTStarcom had $214 million in total assets,
$123 million in total liabilities, and $91.3 million in total
equity.
Mr. Tim Ti, UTStarcom's chief executive officer, stated, "We are
pleased to report a solid quarter with revenues exceeding our
initial expectations, gross margin in high twenties percentage, and
non-GAAP net profitability. We continue to see healthy demand of
our PTN products and benefits from our streamlined business
model."
As of March 31, 2016, cash and cash equivalents were $80.2
million.
Mr. Min Xu, UTStarcom's chief financial officer, commented, "We are
glad to see our focus on profitability resulted in a high twenties
percentage gross margin and non-GAAP net profitability in the
quarter. We achieved positive operating cash flow and continue to
strengthen our cash balance."
The company will continue its focus on profitability and operating
cash flow. The Company believes that the improvement in business
fundamentals is the necessary first step to achieve sustainable
future growth in the long run.
For the second quarter of 2016, the Company expects to generate
non-GAAP revenue in the range of $15 million to $20 million.
Mr. Ti concluded, "We are seeing good results from our business
transformation. We continue to invest in data center and smart
city markets. The establishment of ICI group allows us to focus
our resources on the fast growing markets. We are confident that
UTStarcom will emerge as a market leader across the globe in our
evolving and dynamic industry."
A full-text copy of the press release is available for free at:
https://is.gd/G8XEhs
About UTStarcom, Inc.
UTStarcom, Inc. (Nasdaq: UTSI) -- http://www.utstar.com/-- is a
global leader in IP-based, end-to-end networking solutions and
international service and support. The Company sells its
solutions to operators in both emerging and established
telecommunications markets around the world. UTStarcom enables
its customers to rapidly deploy revenue-generating access services
using their existing infrastructure, while providing a migration
path to cost-efficient, end-to-end IP networks. The Company's
headquarters are currently in Alameda, California, with its
research and design operations primarily in China.
UTStarcom reported a net loss of $20.7 million on $117 million of
net sales for the year ended Dec. 31, 2015, compared to a net loss
of $30.3 million on $129 million of net sales for the year ended
Dec. 31, 2014.
VANGUARD HEALTHCARE: 341 Meeting of Creditors Set for June 6
------------------------------------------------------------
The meeting of creditors of Vanguard Healthcare, LLC, et al., is
set to be held on June 6, 2016, at 1:30 p.m., at the Customs House,
701 Broadway, Room 100, Nashville, TN 37203, according to a filing
with the U.S. Bankruptcy Court for the Middle District of
Tennessee.
The court overseeing the bankruptcy case of a company schedules the
meeting of creditors usually about 30 days after the bankruptcy
petition is filed. The meeting is called the "341 meeting" after
the section of the Bankruptcy Code that requires it.
A representative of the company is required to appear at the
meeting and answer questions under oath. The meeting is presided
over by the U.S. trustee, the Justice Department's bankruptcy
watchdog.
About Vanguard Healthcare
Vanguard is a long-term care provider headquartered in Brentwood,
Tennessee, providing rehabilitation and skilled nursing services at
14 facilities in four states (Florida, Mississippi, Tennessee and
West Virginia).
Vanguard Healthcare, LLC and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Proposed Lead Case
No. 16-03296) on May 6, 2016. The petitions were signed by William
D. Orand as chief executive officer. The Debtors estimated asets in
the range of $100 million to $500 million and liabilities of up to
$100 million.
The Debtors have hired Bradley Arant Boult Cummings LLP as counsel
and BMC Group as noticing agent.
Judge Randal S. Mashburn has been assigned the cases.
VANGUARD HEALTHCARE: Hires Stewart & Barnett as Accountant
----------------------------------------------------------
Vanguard Healthcare, LLC, et al., seek authorization from the U.S.
Bankruptcy Court for the Middle District of Tennessee to employ
Stewart & Barnett, Ltd., as accountant.
A hearing on the request is set for June 21, 2016, at 9:00 a.m.
In the continuance of Debtors' business in the pending Chapter 11
cases, it will be necessary for various accounting services to be
rendered for which it is necessary to retain accountants. These
services include Medicare and Medicaid cost report preparation and
reimbursement consulting.
The Debtors agreed to pay the Firm a total of $18,250 for the
reports and related services. The Debtors paid the Firm $13,687.50
within the 90 days prior to the Petition Date. The Debtors owe an
additional $9,125 for the Firm's postpetition services with respect
to the reports. The current hourly rate for the Firm's services is
$150.
John Thomas Barnett, CPA, a shareholder at the Firm, assure the
Court that the Firm is a disinterested person in this case and no
member represents or holds any interest adverse to any of the
Debtors or their estate in the matters upon which the Firm is to be
engaged, and that no owner of the Firm has any connection with the
U.S. Trustee or any person employed in the office of the U.S.
Trustee.
The Firm can be reached at:
Stewart & Barnett, Ltd.
P.O. Box 575
113 Choctaw West
Magee, Mississippi 39111
Tel: (601) 849-6056
Fax: (601) 849-6057
E-mail: cpa@stewbar.com
About Vanguard Healthcare
Vanguard is a long-term care provider headquartered in Brentwood,
Tennessee, providing rehabilitation and skilled nursing services
at
14 facilities in four states (Florida, Mississippi, Tennessee and
West Virginia).
Vanguard Healthcare, LLC and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Proposed Lead
Case
No. 16-03296) on May 6, 2016. The petitions were signed by
William
D. Orand as chief executive officer. The Debtors estimated asets
in the range of $100 million to $500 million and liabilities of up
to $100 million.
The Debtors have hired Bradley Arant Boult Cummings LLP as counsel
and BMC Group as noticing agent.
Judge Randal S. Mashburn has been assigned the cases.
VCVH HOLDING II: S&P Assigns 'B-' CCR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings said that it assigned its 'B-' corporate credit
rating to Waltham, Mass.-based VCVH Holding II Corp. The outlook
is stable.
At the same time, S&P assigned its 'B' issue-level rating and '2'
recovery rating to the company's $340 million first-lien credit
facility, comprising a $40 million revolving credit facility due
2021 (undrawn at close) and a $300 million first-lien term loan due
2023. The '2' recovery indicates S&P's expectation of substantial
(70%-90%; lower half of range) recovery for the first-lien
debtholders in the event of default. S&P also assigned a 'CCC'
issue-level rating and '6' recovery rating to the company's $115
million second-lien term loan due 2024. The '6' recovery indicates
S&P's expectation of negligible (0%-10%) recovery for the
second-lien debtholders.
The rating on Verisk Health reflects S&P's view of the company's
business risk profile as weak, incorporating its high customer
concentration and narrow focus in the data analytics segment of the
health care IT industry, partly offset by its long-tenured client
relationships and modest recurring revenue providing some revenue
stability. The financial risk profile of highly leveraged
incorporates S&P's view of fiscal year 2016 pro forma leverage,
adjusting for capitalized software development, near the 8x area,
improving to the mid- to high-7x area in 2017.
Verisk is a provider of health care data analytics solutions
primarily to health plan providers and health care providers. Its
revenue solution product provides solutions that identify
inaccurate claims submissions and align patient risk with
appropriate reimbursement, ensuring that health plan providers are
appropriately compensated by the Centers for Medicare & Medicaid
Services (CMS) for the true illness burden of the members they
serve. Its payment solution analyzes claims submissions and
assists health plan providers to guard against fraud and other
abuses that may generate inaccurate overpayments to health care
providers. The quality solutions Verisk offers provide health plan
providers analytics to ensure they are compliant with regulatory
requirements in order to maintain appropriate STAR and HEDIS
ratings to avoid loss of membership with CMS. The population
solution focuses on health care providers and self-funded
employers, using predictive analytics to identify high- and
emerging-risk patients and intervene with lower-cost options prior
to their members incurring higher-cost treatment.
Verisk's business risk profile is assessed as weak, reflecting its
small scale in the fragmented health care data analytics industry
and narrow revenue base with 75% of gross profits generated by
health plan providers, offset by its high customer retention of
around 95%. In addition, while the recurring subscription revenue
base is modest at around 45%, the remaining revenues consist of
fairly predictable transaction-based revenue that is a function of
the underlying lives covered and associated claims volume
processed, providing good visibility into current and future years
revenues. Pro forma revenue from fiscal year 2013 to 2015 grew at
a 7% compound annual growth rate, and is expected to continue to
grow in the low- to mid-single digits in 2016. However, the
company has significant customer concentration, with its top
customer generating 19% of fiscal year 2015 gross profits, and the
top five customers contributing 48% of gross profits.
The aging U.S. population and new coding complexities introduced by
ICD-10 may provide a boost to participants in this segment of
health care data analytics. Reports indicate that approximately
10,000 people become eligible for Medicare every day, with an
estimated 50% of those individuals enrolling into Medicare
advantage. The recent ICD-10 coding saw more than a 400% increase
in new diagnostic codes from ICD-9, presenting additional
opportunities as coding becomes more difficult and error prone. The
transition to value-based care from fee for service and
increasingly more complex regulatory standards and reporting
requirements can also lead to an increased addressable market,
which data analytic providers can take further advantage of.
Verisk's highly leveraged financial risk profile reflects S&P's
expectation that adjusted leverage will be in the low-8x area in
fiscal 2016, improving to the mid- to high-7x area in 2017 as the
company continues to grow revenues and implements costs savings.
While the company plans to implement various cost savings over the
next 12 to 24 months, S&P forecasts the majority of these taking
place in fiscal year 2018. There is a potential risk to operations
while Verisk is carved out from its parent. The company may incur
additional unexpected investments to establish the newly
independent company, affecting its free operating cash flows
(FOCF), which is expected to be around $10 million to
$15 million (inclusive of integration capex), and limiting its
ability to aggressively repay debt to delever as planned.
Mitigating this risk is the brief transition services agreement
Verisk Health will receive to ensure various back office support is
not disrupted.
S&P's base-case forecast for 2016 includes these assumptions:
-- Real U.S. GDP growth of 2.7% in 2016 and 2.6% 2017.
-- Annual global IT spending growth of 2% to 4%.
-- Revenue growth in the low- to mid-single digits, above its
macroeconomic and industry expectations based on continued
cross-selling opportunities within the existing customer
base and growth in the number of lives covered under
Medicare.
-- Adjusted EBITDA margins around 22% in fiscal 2016, improving
slightly in fiscal 2017 to the mid-22% area as operating
leverage is realized through cost savings.
-- Capital expenditures (not including software development)
around $12 million.
-- Software development expenses around $16 million.
-- S&P do not incorporate assumptions about acquisitions or
shareholder returns into S&P's forecast because of
uncertainty around timing and sizing.
Based on these assumptions, S&P arrives at these credit measures:
-- S&P Global Ratings-adjusted leverage in the low-8x area in
2016 and mid- to high-7x area in 2017.
-- Adjusted EBITDA interest coverage of 1.9x in 2016 and 1.7x
in 2017 as the unpaid interest from the seller note accrues
to debt.
-- FOCF to debt of 2.6% in 2016 (inclusive of integration
capital expenditure)
In S&P's view, Verisk Health has adequate liquidity, as defined in
S&P's criteria. S&P expects coverage of uses to exceed 1.2x and
net sources to be positive in the next 12 months, even with a 15%
decline in EBITDA. There are no financial covenants on the first-
or second-lien term loan. The revolver will have a springing
first-lien net leverage ratio covenant.
Principal Liquidity Sources:
-- Cash balance of around $20 million at close of transaction.
-- Operating cash flow in the $35 million to $40 million area;
and
-- Full availability under the company's $40 million revolving
credit facility maturing in 2021.
Principal Liquidity Uses:
-- Annual capital expenditure (including software development)
in the $28 million area; and
-- Mandatory annual debt amortization of about $3 million
The stable outlook reflects S&P's view of the company's consistent
revenue resulting from its recurring subscription and somewhat
predictable transaction-based revenue, which is a function of
underlying lives covered and claims processed by health plan
providers, and will generate positive free operating cash flows
over the next 12 months.
S&P could consider a higher rating over the longer term if Verisk
is able to reduce adjusted leverage to below 7x on a sustained
basis through revenue growth and EBITDA expansion. S&P believes
this could be achieved if the company were to cross-sell into the
majority of clients that only have a limited number of services, or
if current trends of the U.S. population continue with people aging
into Medicare and Medicaid at faster rates, growing the number of
covered lives under their clients.
S&P could lower the rating if the company experiences
higher-than-expected attrition, specifically among its larger
clients, or if its profitability is diminished due to competition
and pricing pressure, such that free cash flows become negative and
liquidity weakens.
VIRIDIA LLC: Court Denies Bid to Extend Time to File Plan
---------------------------------------------------------
Judge Frank W. Volk of the U.S. Bankruptcy Court for the Southern
District of West Virginia, At Charleston, denied Viridia, LLC's
motion to file a plan of reorganization, finding that the Debtor
has not carried its burden to prove that it debts on the Petition
Date surpassed the maximum debt a "small business debtor" may
carry. Thus, to the extent the Debtor might properly be heard to
complain of an improper designation at this late date, it has
defaulted on its burden and so remains a small business debtor
bound by the provisions of Section 1121(e) of the Bankruptcy Code.
A full-text copy of Judge Volk's Memorandum dated May 20, 2016, is
available at http://bankrupt.com/misc/VIRIDIA1720520.pdf
Viridia, LLC (Bankr. S.D.W. Va., Case No. 15-20181) filed a Chapter
11 Petition on April 2, 2015. The Debtor is represented by W.
Bradley Sorrells, Esq., at Robinson & McElwee, PLLC.
WALTER ENERGY: Defeats Union Bid to Save Contracts, Benefits
------------------------------------------------------------
The American Bankruptcy Institute, citing Tracy Rucinski of
Reuters, reported that Walter Energy Inc. defeated an attempt by
union workers to salvage job contracts and keep retiree benefits
after a judge upheld a lower court ruling allowing the bankrupt
coal producer to reject labor agreements.
According to the report, in an opinion, U.S. District Judge David
Proctor rejected an appeal by an affiliate of the United Mine
Workers of America, saying that a U.S. bankruptcy judge's decision
in December to allow Walter Energy to end its labor agreements was
"valid."
Alabama-based Walter Energy, which filed for bankruptcy protection
in July, had said that it needed to end its collective bargaining
agreements and retiree benefits in order to sell its core
operations, given the industry's dire straits, the report related.
The sale to Warrior Met Coal, an entity formed by Walter Energy's
lenders, was approved by the U.S. Bankruptcy Court in January, the
report further related.
Scores of coal jobs have been lost as companies struggle with
falling coal demand both domestically and abroad, pushing some of
the largest U.S. coal producers into bankruptcy over the past year,
the report said. Job losses in the coal industry have become a
contentious election issue for Democratic presidential candidates
Hilary Clinton and Bernie Sanders, the report added.
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.
WARREN RESOURCES: Delays Filing of March 31 Form 10-Q
-----------------------------------------------------
Warren Resources, Inc., filed with the Securities and Exchange
Commission a Form 12b-25 with respect to its quarterly report on
Form 10-Q for the period ended March 31, 2016. The Company was
unable to file the Quarterly Report with the SEC within the
prescribed time period due to certain circumstances.
The Company has experienced significant turnover in management and
employees within the past seven months. The Company's management
has also focused substantial resources to restructuring efforts.
Management and the Company's Board of Directors are actively
working to compile the required disclosure; however, the foregoing
issues have caused the Company to be unable to compile all
information necessary to prepare and file the Quarterly Report
within the prescribed period without unreasonable effort or
expense.
The Company is currently unable to predict when it will be in a
position to file the Quarterly Report.
About Warren Resources
Warren Resources Inc., is an independent energy company engaged in
the exploration, development and production of domestic onshore
crude oil and natural gas reserves. It is primarily focused on
the development of its waterflood oil recovery properties in the
Wilmington field within the Los Angeles Basin of California, its
position in the Marcellus Shale gas in northeastern Pennsylvania
and its coalbed methane, or CBM, natural gas properties located in
Wyoming.
Warren Resources reported a net loss applicable to common
stockholders of $619.97 million in 2015 following net income
applicable to common stockholders of $24.02 million.
As of Dec. 31, 2015, Warren Resources had $234.46 million in total
assets, $558.02 million in total liabilities and a total
stockholders' deficit of $323.56 million.
Grant Thornton LLP, in Oklahoma City, Oklahoma, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company incurred a
net loss of approximately $620 million during the year ended Dec.
31, 2015, and as of that date, the Company's current liabilities
exceeded its current assets by approximately $465.1 million and its
total liabilities exceeded its total assets by approximately $323.6
million. Also discussed in Note A, subsequent to Dec. 31, 2015,
the Company is in default on its unsecured senior notes, first lien
credit facility and second lien credit facility. These conditions,
along with other matters as set forth in Note A, raise substantial
doubt about the Company's ability to continue as a going concern.
* * *
The Troubled Company Reporter on Feb. 3, 2016, reported that
Standard & Poor's Ratings Services lowered its corporate credit on
oil and gas exploration and production company Warren Resources
Inc. to 'D' from 'SD' (selective default). The issue-level rating
on the company's unsecured debt remains 'D'. The recovery rating
remains '6', indicating S&P's expectation of negligible (0%-10%)
recovery in the event of a payment default.
As reported by the TCR on May 16, 2016, Moody's Investors Service
downgraded Warren Resources Inc.'s Corporate Family Rating to C
from Ca, Probability of Default Rating (PDR) to C-PD/LD from Ca-PD.
WATERFORD FUNDING: Magistrate Judge Vacates Scheduled Examination
-----------------------------------------------------------------
In the Complaint styled GIL A. MILLER, Chapter 11 Trustee for
WATERFORD FUNDING, LLC, et al., Plaintiffs, v. JOHN STONE,
Defendant,No. 2:15-mc-0137 WBS AC (E.D. Calif.), Magistrate Judge
Allison Claire of the United States District Court for the Eastern
District of California vacated the judgment debtor examination
scheduled for May 4, 2016, and denied the Defendant's Motion To
Stay as moot.
The parties are Ordered To Show Cause, in writing, no later than
May 11, 2016, why defendant's tendered check should not be returned
to plaintiff, and why this case should not be closed. If the
parties wish to have defendant's check deposited into the court's
registry, they must comply with Fed. R. Civ. P. 67 and Local Rule
150.
This Order To Show Cause is issued in this case to help the court
determine how to deal with a personal check for $107,278.51 which
defendant John Stone has mailed to the court.
This case was brought to enforce a default judgment originally
entered by the Bankruptcy Court for the District of Utah. After the
judgment debtor examination was scheduled for May 4, 2016,
defendant -- the judgment debtor -- moved to stay the proceedings.
Plaintiff Baker Recovery Services -- the judgment creditor, who is
the assignee of the Bankruptcy Trustee, Gil A. Miller -- filed an
Opposition to the motion to stay.
Plaintiff filed a Notice of Withdrawal, which withdrew ("without
prejudice") its request for an order compelling defendant to attend
the judgment debtor examination. The Notice of Withdrawal made no
mention of the check sent to the court by plaintiff, and did not
recite any reason for the withdrawal.
A full-text copy of the Order dated April 30, 2016 is available at
https://is.gd/UDlug1 from Leagle.com.
The bankruptcy case is In re: WATERFORD FUNDING, LLC, et al.,
Debtors.
Gil A. Miller is represented by:
Peggy Hunt, Esq.
DORSEY & WHITNEY, LLP
Kearns Building
136 South Main Street, Suite 1000
Salt Lake City, UT 84101-1685
Tel: (801)933-7360
Fax: (801)933-7373
Email: hunt.peggy@dorsey.com
John Stone is represented by:
Bruce J Boehm, Esq.
MCKAY BURTON & THURMAN
15 West South Temple, Suite 1000
Salt Lake City, UT 84101
Tel: (801)521-4135
Fax: (801)521-4252
Email: bboehm@mbt-law.com
Baker Recovery Services is represented by:
Brett H. Ramsaur, Esq.
SNELL AND WILMER L.L.P.
Plaza Tower
600 Anton Boulevard Suite 1400
Costa Mesa, CA 92626-7689
Tel: (714)427-7000
Fax: (714)427-7799
Email: bramsaur@swlaw.com
About Waterford Funding
Based in Salt Lake City, Utah, Waterford Funding, LLC --
http://www.waterfordfunding.com/-- specialized in solving the
short-term cash flow problems of new, early-stage and established
commercial enterprises through real-estate based loans. Waterford
Funding and Waterford Loan Fund filed for Chapter 11 bankruptcy
(Bankr. D. Utah Case No. 09-22584 and 09-22583) on March 20, 2009.
James W. Anderson, Esq., at Miller Guymon, PC, served as the
Debtors' counsel. Waterford Loan Fund's petition estimated
$1 million to $10 million in assets, and $50 million to
$100 million in debts.
Affiliates Waterford Services LLC, Waterford Candwich LLC,
Waterford Perdido LLC, and Investment Recovery, L.C., also sought
Chapter 11 protection.
On Jan. 5, 2010, the Court approved the resignation of Daniel A.
Scarlet as Chief Restructuring Officer and the appointment of Gil
A. Miller as the Chapter 11 Trustee.
In January 2011, the Bankruptcy Court granted the Chapter 11
Trustee's request for substantive consolidation as of March 20,
2009, of the Debtors' cases.
The Chapter 11 Trustee is represented by Peggy Hunt, Esq.,
Benjamin
J. Kotter, Esq., AND Paul J. Justensen, Esq., at Dorsey & Whitney
LLP, in Salt Lake City, Utah.
WBH ENERGY: USED's Claims for Attorneys' Fees Denied
----------------------------------------------------
Judge H. Christopher Mott of the U.S. Bankruptcy Court for the
Western District of Texas, Austin Division, denied recovery of
attorneys' fees requested by the U.S. Energy Development
Corporation.
The sale of the Debtors' oil and gas assets to CL III Funding
Holding Company, LLC ("Castlelake") was subject to any valid senior
liens asserted by USED under a joint operating agreement. USED
filed the following:
(1) Proof of Claim No. 69-1 against Debtor LP as a secured claim
in the amount of at least $11.4 million;
(2) Proof of Claim No. 32-1 against Debtor LC as a secured claim
in the amount of at least $11.4 million; and
(3) Proof of Claim No. 14-1 against Debtor GP as an unsecured
claim in the amount of at least $11.4 million.
Judge Mott pointed out that the governing contract (a joint
operating agreement) has the critical word "financial" before the
word "obligation." Judge Mott held, "The Court cannot ignore this
critical word in the text of the agreement, nor can it rewrite the
agreement by subtracting this word. To recover its attorneys'
fees, the joint operating agreement requires that USED be a
"prevailing party" in a proceeding to enforce a "financial
obligation." Although USED may have prevailed in the eyes of many,
and incurred necessary attorneys' fees in doing so -- USED did not
prevail in the type of proceeding contractually required to recover
attorneys' fees. For this reason standing alone, USED's secured
claims for attorneys' fees must be denied."
There is second, independent reason that the secured claims of USED
must be denied, Judge Mott further pointed out. He stated, "Put
simply, the only party to the agreement that USED may have
prevailed against (Debtor LLC) is not the same party to the
agreement upon whose assets USED asserts a contractual lien for
attorneys' fees (Debtor LP)."
A full-text copy of Judge Mott's Memorandum dated May 19, 2016, is
available at http://bankrupt.com/misc/PETTERS0519.pdf
About WBH Energy
WBH Energy Partners LLC (Bankr. W.D. Tex. Case No. 15-10004) and
its affiliates -- WBH Energy, LP (Bankr. W.D. Tex. Case No.
15-10003) and WBH Energy GP, LLC (Bankr. W.D. Tex. Case No.
15-10005) separately filed for Chapter 11 bankruptcy protection on
Jan. 4, 2015. The petitions were signed by Joseph S. Warnock,
vice president.
Judge Christopher Mott presides over WBH Energy, LP's case, while
Judge Tony M. Davis presides over WBH Energy Partners' and WBH
Energy GP's cases.
William A. (Trey) Wood, III, Esq., at Bracewell & Giuliani LLP,
serves as the Debtors' bankruptcy counsel.
WBH Energy, LP, and WBH Energy Partners estimated their assets and
liabilities at between $10 million and $50 million each. WBH
Energy, LP disclosed $557,045 plus an unknown amount and
$48,950,652 in liabilities as of the Chapter 11 filing. WBH
Energy GP estimated its assets at up to $50,000, and its
liabilities at between $10 million and $50 million.
The U.S. Trustee for Region 7 appointed seven creditors to serve
On the official committee of unsecured creditors.
WESTERN REFINING: S&P Affirms 'B+' CCR, Outlook Remains Stable
--------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on
Western Refining Inc. The outlook remains stable. S&P also
assigned its 'B+' issue-level rating and a '4' recovery rating to
Western Refining's proposed $500 million term loan B-2 due 2023.
At the same time, S&P lowered the rating on Western Refining's
senior secured $550 million term loan B-1 to 'B+' from 'BB-' and
revised the recovery rating to '4' from '2', and lowered the rating
on the 6.25% senior unsecured notes due 2021 to 'B' from 'B+' and
revised the recovery rating to '5' from '4'. The '4' recovery
rating indicates expectations of average (30%-50%; upper half of
the range) recovery in the event of a payment default. The '5'
recovery rating indicates expectations of modest (10%-30%; lower
half of the range) recovery in the event of payment default.
At the same time, S&P affirmed the 'B+' corporate credit rating on
Northern Tier Energy L.P. and the 'B' corporate credit rating on
Western Refining Logistics L.P. The outlook for both partnerships
is stable.
"The rating actions are based on our view that the increased scale
and improved geographic diversity that the transaction provides to
Western Refining's consolidated credit profile is tempered by
higher consolidated financial leverage and weaker refining margins
in 2016," said S&P Global Ratings credit analyst Michael Grande.
That said, Western Refining will benefit from 100% of the EBITDA
from Northern Tier upon close, as well as increase its backlog of
assets that it can offer to its master limited partnership Western
Refining Logistics L.P. (WNRL).
Western is financing the purchase of the 61.7% limited partner
interest in Northern Tier that it does not currently own with a
$500 million term loan B-2, cash on hand, and equity. S&P
estimates that the incremental debt, coupled with lower forecasted
EBITDA based on softer refining margins, could cause Western
Refining's pro forma consolidated financial leverage to increase to
2.9x to 3.5x from S&P's previous estimates of about 2x.
The stable outlook on Western Refining reflects S&P's expectation
that the company will have a consolidated debt to EBITDA in the
low- to mid-3x area for 2016, maintain adequate liquidity, and
successfully integrate Northern Tier's operations into the group.
S&P could lower the ratings if liquidity declines throughout the
refining cycle or S&P expects a considerable decline in operational
performance, such that debt to EBITDA increases and is sustained
above 3.5x.
An upgrade is possible over time as Western Refining improves its
consolidated credit profile, such as maintaining financial leverage
of 2.5x or less as the company continues to build out its more
stable midstream and retail business segments.
The stable outlook on Northern Tier reflects the stable outlook on
Western Refining, S&P's view that it will consider the partnership
a core subsidiary of Western Refining upon close of the
transaction, and that the ratings will be linked based on S&P's
assessment of the consolidated group credit profile of Western
Refining.
The most likely downside scenario would stem from a downgrade to
Western Refining, which would result in a Northern Tier downgrade.
The most likely upside scenario would stem from an upgrade to
Western Refining, which would result in a Northern Tier upgrade.
WESTMORELAND COAL: 9 Directors Elected to Board
-----------------------------------------------
At the annual meeting of stockholders of Westmoreland Coal Company
held on May 17, 2016, the stockholders:
(a) elected Terry Bachynski, Robert C. Flexon, Gail E.
Hamilton, Michael G. Hutchinson, Craig R. Mackus,
Jan B. Packwood, Kevin A. Paprzycki, Robert C. Scharp
and Robert A. Tinstman as directors to serve for a one-
year term;
(b) approved, on an advisory basis, the compensation of the
Company's executive officers;
(c) ratified the appointment by the Audit Committee of Ernst &
Young LLP as principal independent auditor for fiscal year
2016;
(d) approved the First Amendment to the 2014 Equity Incentive
Plan for Employees and Non-Employee Directors; and
(e) approved Amendment Number One to Westmoreland's Bylaws to
allow for a stockholder right of proxy access.
In light of the stockholder vote in 2011, Westmoreland has
determined that it will hold a non-binding advisory vote to approve
the Westmoreland's compensation of its named executive officers as
disclosed in its annual meeting proxy statement every year until it
next holds a non-binding stockholder advisory vote on the frequency
with which Westmoreland should hold future say-on-pay votes, which
is required at least every six years and as such the next vote will
appear in the 2017 proxy statement.
Westmoreland's Board of Directors recommended the adoption of the
Proxy Access Amendment to stockholders as part of its ongoing
commitment to maintaining strong corporate governance practices and
its consideration of input from stakeholders. After stockholder
approval, the Proxy Access Amendment was effective immediately and
will be first available to stockholders beginning with
Westmoreland's 2017 annual meeting.
Changes to Executive Compensation Arrangements
On May 18, 2016, Westmoreland issued long-term incentive awards to
the Company's named executive officers, Chief Executive Officer -
Kevin A. Paprzycki, Chief Financial Officer - Jason W. Veenstra,
Chief Operating Officer - John A. Schadan, Chief Administrative
Officer - Jennifer S. Grafton, and Executive Vice President -
Joseph E. Micheletti, under its Long Term Incentive Plan.
Westmoreland adopted changes to its approach to long-term executive
compensation in order to conserve shares in the 2014 Equity Plan as
a result of a share price decline and to limit dilution. In line
with the stated need to conserve shares, the Company's 2016
long-term incentive grants are comprised of a mix of equity grants
consisting of traditional performance-based restricted stock units,
time-based restricted stock units, and a time-based cash unit award
that are marked to market over time through vesting. These awards
were made with the approval of both Westmoreland's Board of
Directors and Compensation and Benefits Committee, effective as of
the approval by stockholders of the First Amendment described
above.
The 2016 grant is made up on a mix of: 50% performance-based
restricted stock units; 30% time-based restricted stock units; and
20% time-based Cash Units. In order to conserve shares, the
approach approved by the Board and the Committee for the restricted
stock units was to utilize an assumed price per share of
Westmoreland's stock of $10.00, resulting in lower awards. The
restricted stock units were granted using the our previously filed
2014 Equity Plan Performance-Based Award and 2014 Equity Plan
Time-Based Award agreements. The Cash Units, that are marked to
market over time, were awarded at a fair market valuation using the
five day trailing average closing price through May 18, 2016, of
$7.65.
2016 Time-Based Equity-Tracking Cash Grant
Westmoreland adopted a new form of Cash Unit Award agreement that
will govern the Cash Units. Under these agreements:
* Cash Unit awards vest one-third annually beginning on
April 1, 2017, at fair market value on such date; and
* Cash Unit awards vest upon termination of service without
cause or good reason within one year following a change in
control, or the recipient's death or disability, otherwise
non-vested portions of the Cash Unit awards are forfeited
upon termination of service.
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland reported a net loss applicable to common shareholders
of $203.31 million on $1.41 billion of revenues for the year ended
Dec. 31, 2015, compared to a net loss applicable to common
shareholders of $173.11 million on $1.11 billion of revenues for
the year ended Dec. 31, 2014.
As of March 31, 2016, Westmoreland had $1.77 billion in total
assets, $2.32 billion in total liabilities and a total deficit of
$550.08 million.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to
the company's proposed new $300 million First Lien Term Loan, the
TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the company will
be break-even to modestly free cash flow positive over the same
time period.
WESTMORELAND COAL: May Issue 350,000 Shares Under 2014 Plan
-----------------------------------------------------------
Westmoreland Coal Company filed a Form S-8 registration statement
with the Securities and Exchange Commission to register 350,000
shares of common stock issuable under the Company's 2014 Equity
Incentive Plan for a proposed maximum aggregate offeringprice of
$2,632,000. A copy of the prospectus is available for free at:
https://is.gd/f0N3NK
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland reported a net loss applicable to common shareholders
of $203.31 million on $1.41 billion of revenues for the year ended
Dec. 31, 2015, compared to a net loss applicable to common
shareholders of $173.11 million on $1.11 billion of revenues for
the year ended Dec. 31, 2014.
As of March 31, 2016, Westmoreland had $1.77 billion in total
assets, $2.32 billion in total liabilities and a total deficit of
$550.08 million.
* * *
As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating
Services raised its corporate credit rating on Westmoreland Coal
Co. one-notch to 'B' from 'B-'. "The stable outlook is supported
by Westmoreland's committed sales position over the next year,
which should result in stable cash flows," said Standard & Poor's
credit analyst Chiza Vitta.
Moody's upgraded the corporate family rating (CFR) of Westmoreland
Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to
the company's proposed new $300 million First Lien Term Loan, the
TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the
company's successful integration of the Canadian mines acquired in
April 2014, and Moody's expectation that the company's Debt/ EBITDA
will track at around 5x in 2015 and 2016 and that the company will
be break-even to modestly free cash flow positive over the same
time period.
WHITING PETROLEUM: Stockholders Elect 3 Directors
-------------------------------------------------
Whiting Petroleum Corporation held its annual meeting of
stockholders on May 17, 2016, at which the stockholders:
(a) elected Thomas L. Aller, James E. Catlin and Michael B.
Walen as directors for terms expiring at the 2019 annual
meeting of stockholders and until their successors are duly
elected and qualified;
(b) approved, by advisory vote, the compensation of the
Company's named executive officers as disclosed in its 2016
proxy statement;
(c) ratified the appointment of Deloitte & Touche LLP as the
independent registered public accounting firm for 2016;
(d) approved and adopted an amendment to the Company's Restated
Certificate of Incorporation to declassify the Company's
Board of Directors and provide for the annual elections of
directors;
(e) approved and adopted an amendment to the Company's Restated
Certificate of Incorporation to increase the number of
authorized shares of common stock; and
(f) approved an amendment and restatement of the Whiting
Petroleum Corporation 2013 Equity Incentive Plan.
On May 18, 2016, Whiting Petroleum filed a Certificate of Amendment
to its Certificate of Incorporation after the Company's
stockholders approved the Amendment on May 17, 2016. The Amendment
increases the Company's number of authorized shares of common stock
from 300,000,000 to 600,000,000. Also on May 18, 2016, the Company
filed a Certificate of Elimination to remove the certificate of
designations relating to the Series A Junior Participating
Preferred Stock from the Company's Restated Certificate of
Incorporation as well as a Restated Certificate of Incorporation
reflecting the Amendment and the Certificate of Elimination with
the Secretary of State of the State of Delaware.
About Whiting Petroleum
Whiting Petroleum Corporation is an independent oil and gas company
engaged in development, production, acquisition and exploration
activities primarily in the Rocky Mountains and Permian Basin
regions of the United States.
Whiting Petroleum reported a net loss available to common
shareholders of $2.21 billion on $2.05 billion of total revenues
and other income for the year ended Dec. 31, 2015, compared to net
income available to common shareholders of $64.80 million on $3.08
billion of total revenues and other income for the year ended
Dec. 31, 2014.
WILFRED AMERICAN: 2nd Cir. Remands "Salazar" Suit
-------------------------------------------------
In the case captioned ANA SALAZAR, MARILYN MERCADO, ANA BERNARDEZ,
JEANNETTE POOLE, LISA BRYANT, CHERRYLINE STEVENS, EDNA VILLATORO,
on behalf of themselves and others similarly situated,
Plaintiffs-Appellants, v. JOHN B. KING, JR., in his official
capacity as Secretary of the United States Department of Education,
Defendant-Appellee, Docket No. 15-832-cv (2nd Cir.), the United
States Court of Appeals, Second Circuit vacated the judgment of the
district court dismissing the plaintiffs' complaint and remanded
the case for further proceedings.
Ana Salazar, Marilyn Mercado, Ana Bernardez, Jeannette Poole, Lisa
Bryant, Cherryline Stevens, and Edna Villatoro brought the class
action against Arne Duncan, in his official capacity as the
Secretary of the United States Department of Education ("DOE").
The plaintiffs alleged that federal student loans were fraudulently
procured on their behalf when the Wilfred American Educational
Corporation's for-profit beauty schools falsely certified that the
plaintiffs had an ability-to-benefit ("ATB") from the education
they received from Wilfred. The plaintiffs alleged that the DOE's
refusal to temporarily suspend collection of the student loan debt
of putative class members, and refusal to send them notice of their
potential eligibility for a discharge, was arbitrary and capricious
in violation of the Administrative Procedure Act ("APA"). The
United States District Court for the Southern District of New York
granted the DOE's motion to dismiss, holding that the plaintiffs
had not adequately alleged a final agency action that may be
subject to judicial review. Because the district court dismissed
the complaint, it also denied the plaintiffs' motion for class
certification as moot.
As a preliminary matter, the DOE argued that the case has become
moot because all the named plaintiffs' Wilfred loans have now been
discharged. The Second Circuit, however, held that the plaintiffs
are entitled to judicial review because there is sufficient law to
apply to the challenged agency decisions.
"The text of the relevant statute directs that the DOE "shall"
discharge a borrower's loan liability when a school has falsely
certified a student's ATB. DOE's regulations and informal agency
guidance direct that the DOE "shall" temporarily suspend collection
on loans and notify borrowers of their possible eligibility for a
discharge when the DOE has reliable information that a borrower
"may be eligible" for dicharge," the appellate court stated.
The Second Circuit therefore held that the plaintiffs' claims are
judicially reviewable under the APA. Accordingly, the Second
Circuit vacated the judgment of the district court and remanded the
case for further proceedings consistent with its decision,
including consideration of the plaintiffs' class certification
motion.
A full-text copy of the Second Circuit's May 12, 2016 opinion is
available at https://is.gd/UL27GP from Leagle.com.
Plaintiffs-Appellants are represented by:
Eileen Conner, Esq.
Beth E. Goldman, Esq.
Jane Greengold Stvens, Esq.
Danielle Tarantolo, Esq.
Jason Glick, Esq.
NEW YORK LEGAL ASSISTANCE GROUP
7 Hanover Square, 18th Floor
New York, NY 10004
Defendant-Appellee is represented by:
Christina S. Poscablo, Esq.
Ellen London, Esq.
Emily E. Daughtry, Esq.
Preet Bharara, Esq.
UNITED STATES ATTORNEY
FOR THE SOUTHERN DISTRICT OF NEW YORK
86 Chambers Street / 3rd Floor
New York City, NY 10007
WOO LI INC: Case Summary & 4 Unsecured Creditors
------------------------------------------------
Debtor: Woo Li, Inc.
dba Beverage City Package Store
1451 Virginia Ave
Atlanta, GA 30337
Case No.: 16-58865
Chapter 11 Petition Date: May 21, 2016
Court: United States Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Cameron M. McCord, Esq.
JONES & WALDEN, LLC
21 Eighth Street, NE
Atlanta, GA 30309
Tel: (404) 564-9300
Fax: (404) 564-9301
E-mail: cmccord@joneswalden.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Taeuk Kang, president.
A list of the Debtor's four largest unsecured creditors is
available for free at http://bankrupt.com/misc/ganb16-58865.pdf
WP CPP HOLDINGS: Moody's Confirms B2 Corporate Family Rating
------------------------------------------------------------
Moody's Investors Service has confirmed the ratings, including the
B2 Corporate Family Rating (CFR) and the B2-PD Probability of
Default rating of WP CPP Holdings, LLC ("CPP"). Concurrently,
Moody's confirmed the B1 rating on the company's senior secured
first lien revolver due 2017, the B1 rating on the senior secured
first lien term loan due 2019, and the Caa1 rating on the senior
secured second lien term loan due 2021. This concludes the review
for downgrade that began on March 21, 2016.
Issuer: WP CPP Holdings, LLC
Outlook changed:
Rating Outlook, to Negative from Review for Downgrade
The following ratings were confirmed:
Corporate Family Rating, confirmed at B2
Probability of Default Rating, confirmed at B2-PD
$125 million senior secured revolver due 2017, confirmed B1 (LGD3)
$608 million ($604 million outstanding) senior secured first lien
term loan B due 2019, confirmed B1 (LGD3)
$118 million senior secured second lien term loan due 2021,
confirmed Caa1 (LGD6)
RATINGS RATIONALE
The negative outlook reflects a weakened earnings and cash flow
profile and expectations that leverage will remain at elevated
levels (in excess of 6.0x) for the balance of 2016. The negative
outlook also recognizes that CPP must demonstrate the effectiveness
of its efforts to improve operational efficiency and execute on new
business wins in order to maintain the B2 rating.
The B2 Corporate Family Rating reflects CPP's small scale, a high
degree of financial leverage, and an aggressive financial policy.
Operational issues at certain of CPP's facilities during 2015
resulted in a weakened earnings and cash flow profile with Moody's
adjusted Debt-to-EBITDA approaching 6.5x as of March 2016. Credit
metrics are anticipated to remain weak for the next twelve months
but prospects for improvement thereafter appear favorable given
significant new business wins and positive outlooks for most of
CPP's end markets. The company benefits from its incumbency
position as a sole-source supplier for the majority of its products
along with meaningful barriers to entry including high switching
costs and lengthy qualification processes. The rating is also
supported by relatively high margins and a healthy degree of
customer and platform diversification. CPP's ability to improve
operational efficiency and execute on recently won business in
advance of its customers aggressive production ramp ups will be key
rating considerations over the next 12 to 18 months.
“We expect CPP to maintain an adequate liquidity profile over the
next 12 months. Free cash flow generation is anticipated to be flat
to modestly negative during 2016 as the company continues to make
sizable capital investments (likely to approach $40 million) in
order to support new business wins and invest in new technologies.
Scheduled amortization on Term debt is modest (at about $6 million
per annum), as are existing cash balances ($18 million as of March
2016). Liquidity is also provided by a $125 million revolving
credit facility that expires in December 2017. The facility
contains a springing first lien net leverage ratio (6.0x through Q4
2016 stepping down to 5.75x in Q1 2017) that comes into effect if
usage exceeds 20% or $25 million. We expect CPP to be a relatively
active user of the facility and anticipate adequate cushions with
respect to the financial covenants. Alternative liquidity sources
are limited given the predominantly all-asset pledge to the
company's various creditors.”
Factors that could contribute to a ratings upgrade include
Debt-to-EBITDA sustained below 4.5x, FCF-to-Debt consistently in
the high-single digits, along with maintenance of a good liquidity
profile. A rating downgrade would likely occur if Moody's adjusted
leverage were expected to remain above 6.25x. Execution issues on
new business wins, continued weakness in profitability metrics or a
weakening liquidity profile could also result in a downgrade.
WP CPP Holdings, LLC, d/b/a Consolidated Precision Products (CPP),
is a castings manufacturer of engineered components and
sub-assemblies for the commercial aerospace, military and defense
and energy markets. Headquartered in Cleveland, Ohio, the company
is majority owned by private equity firm Warburg Pincus.
YUM! BRANDS: S&P Retains 'BB' CCR & Lowers Rating on Notes to 'B+'
------------------------------------------------------------------
S&P Global Ratings assigned its issue-level and recovery ratings to
Louisville, Ky.-based Yum! Brands Inc.'s operating subsidiaries'
proposed $3.3 billion senior secured credit facility and $2.3
billion unsecured notes. Pizza Hut Holdings Inc., Taco Bell of
America LLC, and KFC Holding Co. will issue this debt. S&P views
the proposed debt issuance as largely in line with the company's
announced recapitalization plan, although it will rank senior to
the existing notes. The company plans to use the proceeds from the
proposed issuance to fund a cash distribution to shareholders,
refinance its existing credit facility, and for other general
corporate purposes. S&P's 'BB' corporate credit rating and stable
outlook on Yum! Brands Inc. remain unchanged.
S&P assigned a 'BBB-' issue-level rating to the senior secured
credit facility, which is composed of a $1 billion revolver, an
$800 term loan A and a $1.5 billion term loan B. The recovery
rating is '1', which indicates S&P's expectation for very high
recovery in the 90% to 100% range in the event of bankruptcy or
payment default. S&P assigned a 'BB' issue-level rating to the
$2.3 billion unsecured notes and the recovery rating '3',
indicating expectations for meaningful recovery at the lower end of
the 50% to 70% range.
At the same time, S&P lowered the issue-level rating on the
company's legacy notes issued at Yum! Brands Inc. to 'B+' from 'BB'
and revised the recovery rating to '6' from '3', indicating
negligible recovery in the 0% to 10% range. S&P lowered the
ratings on the company's legacy notes because it views the proposed
debt issued at the company's operating entities as structurally
senior to the existing notes.
S&P's ratings on Yum incorporate the company's leading market
position in the highly competitive quick-service restaurant
industry, strong geographic and brand diversity, and a generally
consistent operating performance track record despite volatile
market conditions. S&P's ratings also incorporate the expectation
for meaningfully higher leverage in line with the company's
communicated financial policy, which includes a leverage target of
about 5x EBITDA upon the completion of the recapitalization and
separation of the Yum China business. In conjunction with the
proposed debt offering, the company also has issued securitized
notes mostly backed by the franchise operations of Taco Bell.
RATINGS LIST
Yum! Brands Inc.
Corporate Credit Rating BB/Stable/--
New Ratings
Pizza Hut Holdings Inc.
Taco Bell of America LLC
KFC Holding Co.
$1 bil snr scrd revolver due 2021 BBB-
Recovery rating 1
$800 mil snr scrd term loan A due 2021 BBB-
Recovery rating 1
$1.5 bil snr scrd term loan B due 2021 BBB-
Recovery rating 1
$2.3B unsecured notes BB
Recovery rating 3L
Ratings Lowered
Yum! Brands Inc.
Unsecured Notes B+ BB
Recovery rating 6 3H
ZD LLC: Hires Timothy W. Nelson as Interest Rate Expert
-------------------------------------------------------
ZD, LLC, a Nevada Limited Liability Company asks for authorization
from the U.S. Bankruptcy Court for the District of Nevada to employ
Timothy W. Nelson, CPA, CFE, CVA, as an interest rate expert.
The Debtor has determined that it is necessary to employ an expert
to render an opinion on the appropriate interest rates proposed in
the Debtor's second amended plan of reorganization, as well as
potential testimony on feasibility.
The Debtor tells the Court that it believes the employment of Mr.
Nelson is in the best interest of the estate, and that he is a
disinterested person as that term is defined in the Bankruptcy
Code.
Markleeville, California-based ZD, LLC, A Nevada Limited Liability
Company, filed for Chapter 11 bankruptcy protection (Bankr. D. Nev.
Case No. 15-51013) on July 22, 2015, listing $8 million in total
assets and $4 million in total liabilities. The petition was
signed by Tatiana Golovina, manager.
Judge Bruce T. Beesley presides over the case.
Alan R. Smith, Esq., at The Law Offices of Alan R. Smith, serves as
the Debtor's bankruptcy counsel.
[*] Ankura Expands Turnaround & Restructuring Practice Group
------------------------------------------------------------
Ankura Consulting Group, a business advisory and expert services
firm, on May 23 announced the appointment of M. Benjamin Jones, Roy
Messing, Kasey Rosado, and Jerome Davis to the Turnaround and
Restructuring practice in the firm's New York office.
"We're very pleased to add this group of outstanding professionals
to the Ankura team. Their extensive experience working on behalf
of the owners, senior management, and creditors of troubled
companies provides greater depth to our growing Turnaround and
Restructuring practice, and will prove to be invaluable to our
clients," said Kevin Lavin, Global Head of the Turnaround and
Restructuring practice for Ankura. "We are very excited to
continue to attract great professionals who share our cultural
underpinnings of collaboration and team work."
Mr. M. Benjamin Jones joins Ankura as Senior Managing Director with
more than 20 years of experience advising and participating in
complex corporate reorganizations across a number of industries.
Mr. Jones has experience leading all aspects of financial and
operational restructurings as an advisor to
underperforming/distressed companies, lenders, creditors, corporate
boards and equity owners. In addition, Mr. Jones has served in
management positions including President, Chief Restructuring
Officer and Chief Financial Officer for both private and publicly
traded troubled companies. He was most recently a Senior Managing
Director at CDG Group.
Mr. Roy Messing joins Ankura as Senior Managing Director with more
than 20 years of experience advising troubled companies and their
creditor constituencies in both operational and financial
restructurings across a number of industries. Mr. Messing has led
numerous restructuring transactions, served as Chief Executive
Officer and Chief Restructuring Officer for distressed companies
and has been the Liquidating Trustee on multiple engagements. He
was most recently a Senior Managing Director at FTI Consulting.
Ms. Kasey Rosado joins Ankura as Managing Director with more than
15 years of experience specializing in financial restructurings and
operational turnarounds, including advising underperforming and
distressed companies. Ms. Rosado has advised both domestic and
international companies, lenders and financial sponsors in
addressing complex financial and operational matters. She was most
recently a Managing Director at CDG Group.
Mr. Jerome Davis joins Ankura as Managing Director with more than
12 years of experience advising companies, corporate boards,
lenders and creditor groups in reorganization and bankruptcy
related matters. Mr. Davis has also provided extensive services to
businesses and law firms involving operational and financial
restructurings, mergers and acquisitions, leveraged buy-outs,
business and trademark valuation, solvency opinions, and fairness
opinions. He was most recently a Senior Director at FTI
Consulting.
"It's a tremendous opportunity to join Ankura at this time in the
firm's evolution," said Ben Jones. "I'm looking forward to working
with Ankura's team of respected industry leaders in the
restructuring field and excited about the future of the
organization and the services that we will be able to provide to
our clients." Added Roy Messing, "I am very excited to have the
opportunity to serve clients as part of a team of such high
caliber."
About Ankura Consulting Group
Ankura Consulting Group -- http://www.ankuraconsultinggroup.com--
is a business advisory and expert services firm. Ankura's offering
includes a wide range of compliance, corporate investigation, data
analytics, disputes/litigation support, expert witness, economic
and financial analysis, forensic accounting, geopolitical advisory,
mass dispute resolution, risk advisory and management, transaction
advisory, trust services, turnaround and restructuring, valuation,
visual communications and business advisory services.
[*] Another Wave of E&P Bankruptcies Hits Default Rate, Fitch Says
------------------------------------------------------------------
The exploration and production (E&P) trailing 12-month (TTM) U.S.
high yield bond default rate is at a record 27% due to bankruptcy
filings during the past week by four E&P companies: SandRidge
Energy, Breitburn Energy, Penn Virginia and Linn Energy, says Fitch
Ratings. This is close to the 30-35% rate Fitch expects for the
E&P subsector by the end of 2016.
The May TTM default rate for the broader energy sector is nearing
14%, while the rate for the total market rose to 4.5%, the first
time it has been above 4% since July 2010.
"With the latest round of energy defaults completed, the big
question is how many more bankruptcies will occur this year. The
answer is probably quite a few," said Eric Rosenthal, Senior
Director of Leveraged Finance.
Seventy Seven Energy and Lightstream Resources are both near-term
default candidates that will push the E&P default rate higher if
and when they file.
The energy and metals/mining sectors have dominated the default and
bankruptcy landscape since commodity prices began to dive in 2014.
Consistently low prices since then resulted in $17.5 billion of
defaulted energy-sector debt in 2015.
"The high watermark set for energy defaults in 2015 has already
been surpassed in the first four-plus months of this year," said
Rosenthal.
So far in 2016, the energy sector has seen $26 billion of defaults.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ ------- -------
ABSOLUTE SOFTWRE ABT2EUR EU 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE OU1 GR 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE ALSWF US 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE ABT CN 105.0 (41.3) (39.7)
ADV MICRO DEVICE AMD* MM 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD GR 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD TH 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD TE 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD QT 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMDCHF EU 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD SW 2,981.0 (503.0) 898.0
ADV MICRO DEVICE AMD US 2,981.0 (503.0) 898.0
ADVANCED EMISSIO ADES US 41.6 (20.1) (22.3)
ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8)
AERIE PHARMACEUT 0P0 GR 139.2 (0.2) 104.6
AERIE PHARMACEUT AERI US 139.2 (0.2) 104.6
AERIE PHARMACEUT AERIEUR EU 139.2 (0.2) 104.6
AEROJET ROCKETDY GCY GR 1,988.0 (124.0) 132.7
AEROJET ROCKETDY AJRD US 1,988.0 (124.0) 132.7
AEROJET ROCKETDY GCY TH 1,988.0 (124.0) 132.7
AIR CANADA AC CN 13,503.0 (732.0) (256.0)
AIR CANADA ACDVF US 13,503.0 (732.0) (256.0)
AIR CANADA ADH2 TH 13,503.0 (732.0) (256.0)
AIR CANADA ADH2 GR 13,503.0 (732.0) (256.0)
AIR CANADA ACEUR EU 13,503.0 (732.0) (256.0)
AK STEEL HLDG AK2 GR 3,987.3 (611.6) 750.7
AK STEEL HLDG AKS US 3,987.3 (611.6) 750.7
AK STEEL HLDG AK2 TH 3,987.3 (611.6) 750.7
AK STEEL HLDG AKS* MM 3,987.3 (611.6) 750.7
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC ANGI US 182.4 (3.5) (27.8)
ANGIE'S LIST INC 8AL GR 182.4 (3.5) (27.8)
ARCH COAL INC ACIIQ* MM 4,855.4 (1,449.1) 913.7
ARGOS THERAPEUTI ARGS US 42.8 (20.2) 0.9
ARIAD PHARM APS QT 502.5 (154.0) 84.2
ARIAD PHARM APS GR 502.5 (154.0) 84.2
ARIAD PHARM APS TH 502.5 (154.0) 84.2
ARIAD PHARM ARIAEUR EU 502.5 (154.0) 84.2
ARIAD PHARM ARIACHF EU 502.5 (154.0) 84.2
ARIAD PHARM ARIA SW 502.5 (154.0) 84.2
ARIAD PHARM ARIA US 502.5 (154.0) 84.2
ARRAY BIOPHARMA ARRY US 196.2 (14.8) 128.0
ASPEN TECHNOLOGY AST GR 439.4 (35.5) (21.3)
ASPEN TECHNOLOGY AZPN US 439.4 (35.5) (21.3)
AUTOZONE INC AZO US 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)
AUTOZONE INC AZ5 GR 8,366.4 (1,741.3) (784.8)
AVID TECHNOLOGY AVID US 311.8 (303.6) (75.2)
AVID TECHNOLOGY AVD GR 311.8 (303.6) (75.2)
AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1
AVON - BDR AVON34 BZ 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP CI 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP* MM 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP US 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP GR 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP TH 3,629.1 (435.7) 604.6
BARRACUDA NETWOR 7BM GR 419.8 (32.1) (41.9)
BARRACUDA NETWOR CUDAEUR EU 419.8 (32.1) (41.9)
BARRACUDA NETWOR CUDA US 419.8 (32.1) (41.9)
BENEFITFOCUS INC BTF GR 136.0 (26.7) 9.6
BENEFITFOCUS INC BNFT US 136.0 (26.7) 9.6
BLUE BIRD CORP BLBD US 251.0 (121.5) 1.5
BLUE BIRD CORP 1291067D US 251.0 (121.5) 1.5
BOMBARDIER INC-B BBDBN MM 23,667.0 (3,442.0) 1,342.0
BOMBARDIER-B OLD BBDYB BB 23,667.0 (3,442.0) 1,342.0
BOMBARDIER-B W/I BBD/W CN 23,667.0 (3,442.0) 1,342.0
BRINKER INTL BKJ GR 1,489.2 (243.7) (225.6)
BRINKER INTL EAT US 1,489.2 (243.7) (225.6)
BRP INC/CA-SUB V BRPIF US 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 B15A GR 2,445.2 (14.1) 363.3
BUFFALO COAL COR BUC SJ 49.8 (19.3) (2.2)
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 6,732.4 (4,832.9) (257.2)
CABLEVISION SY-A CVCEUR EU 6,732.4 (4,832.9) (257.2)
CABLEVISION SY-A CVC US 6,732.4 (4,832.9) (257.2)
CABLEVISION SY-A CVY GR 6,732.4 (4,832.9) (257.2)
CABLEVISION-W/I CVC-W US 6,732.4 (4,832.9) (257.2)
CABLEVISION-W/I 8441293Q US 6,732.4 (4,832.9) (257.2)
CAMBIUM LEARNING ABCD US 131.8 (74.0) (58.3)
CARBONITE INC CARB US 132.7 (4.8) (46.0)
CARBONITE INC 4CB GR 132.7 (4.8) (46.0)
CASELLA WASTE WA3 GR 620.4 (28.5) 0.3
CASELLA WASTE CWST US 620.4 (28.5) 0.3
CEB INC CEB US 1,299.6 (23.3) (202.0)
CEB INC FC9 GR 1,299.6 (23.3) (202.0)
CEDAR FAIR LP 7CF GR 2,003.8 (41.8) (100.7)
CEDAR FAIR LP FUN US 2,003.8 (41.8) (100.7)
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CHARTER COMMUN-A CHTR US 40,524.0 (219.0) (313.0)
CHOICE HOTELS CZH GR 787.3 (385.9) 117.8
CHOICE HOTELS CHH US 787.3 (385.9) 117.8
CINCINNATI BELL CBB US 1,444.6 (291.6) (64.2)
CINCINNATI BELL CIB GR 1,444.6 (291.6) (64.2)
CLEAR CHANNEL-A CCO US 5,739.4 (940.4) 692.7
CLEAR CHANNEL-A C7C GR 5,739.4 (940.4) 692.7
CLIFFS NATURAL R CVA QT 1,886.3 (1,696.7) 352.2
CLIFFS NATURAL R CLF* MM 1,886.3 (1,696.7) 352.2
COGENT COMMUNICA OGM1 GR 665.1 (18.4) 168.5
COGENT COMMUNICA CCOI US 665.1 (18.4) 168.5
COHERUS BIOSCIEN 8C5 GR 226.2 (66.9) 118.7
COHERUS BIOSCIEN CHRSEUR EU 226.2 (66.9) 118.7
COHERUS BIOSCIEN 8C5 TH 226.2 (66.9) 118.7
COHERUS BIOSCIEN CHRS US 226.2 (66.9) 118.7
COLGATE-BDR COLG34 BZ 12,448.0 (73.0) 27.0
COLGATE-CEDEAR CL AR 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CLEUR EU 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CPA TH 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CPA GR 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CPA QT 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CL* MM 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CLCHF EU 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CL SW 12,448.0 (73.0) 27.0
COLGATE-PALMOLIV CL US 12,448.0 (73.0) 27.0
COMMUNICATION 8XC GR 2,517.9 (1,288.9) -
COMMUNICATION CSAL US 2,517.9 (1,288.9) -
CPI CARD GROUP I PNT CN 280.4 (86.6) 59.0
CPI CARD GROUP I PMTS US 280.4 (86.6) 59.0
CPI CARD GROUP I CPB GR 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 D6L GR 379.2 (11.0) 22.1
DELEK LOGISTICS DKL US 379.2 (11.0) 22.1
DENNY'S CORP DE8 GR 288.8 (57.4) (48.9)
DENNY'S CORP DENN US 288.8 (57.4) (48.9)
DIRECTV DTVEUR EU 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV CI 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV US 25,321.0 (3,463.0) 1,360.0
DOMINO'S PIZZA DPZ US 820.8 (1,730.3) 292.8
DOMINO'S PIZZA EZV TH 820.8 (1,730.3) 292.8
DOMINO'S PIZZA EZV GR 820.8 (1,730.3) 292.8
DPL INC DPL US 3,202.9 (16.9) (466.2)
DUN & BRADSTREET DB5 GR 2,176.0 (1,106.3) (94.4)
DUN & BRADSTREET DNB1EUR EU 2,176.0 (1,106.3) (94.4)
DUN & BRADSTREET DB5 TH 2,176.0 (1,106.3) (94.4)
DUN & BRADSTREET DNB US 2,176.0 (1,106.3) (94.4)
DUNKIN' BRANDS G 2DB GR 3,093.9 (234.6) 117.3
DUNKIN' BRANDS G 2DB TH 3,093.9 (234.6) 117.3
DUNKIN' BRANDS G DNKN US 3,093.9 (234.6) 117.3
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
EAST DUBUQUE NIT RNF US 241.4 (166.3) 12.0
EASTMAN KODAK CO KODK US 2,066.0 (48.0) 861.0
EASTMAN KODAK CO KODN GR 2,066.0 (48.0) 861.0
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
ENERGIZER HOLDIN ENR US 1,584.4 (10.2) 643.2
ENERGIZER HOLDIN EGG GR 1,584.4 (10.2) 643.2
ENERGIZER HOLDIN ENR-WEUR EU 1,584.4 (10.2) 643.2
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 359.6 (137.4) (338.3)
EXELIXIS INC EXEL US 492.5 (156.0) 238.4
EXELIXIS INC EX9 TH 492.5 (156.0) 238.4
EXELIXIS INC EX9 GR 492.5 (156.0) 238.4
EXELIXIS INC EXELEUR EU 492.5 (156.0) 238.4
FAIRMOUNT SANTRO FM1 GR 1,316.0 (73.6) 171.8
FAIRMOUNT SANTRO FMSAEUR EU 1,316.0 (73.6) 171.8
FAIRMOUNT SANTRO FMSA US 1,316.0 (73.6) 171.8
FAIRPOINT COMMUN FONN GR 1,291.0 (17.0) (1.2)
FAIRPOINT COMMUN FRP US 1,291.0 (17.0) (1.2)
FIFTH STREET ASS FSAM US 151.2 (1.7) -
FREESCALE SEMICO 1FS QT 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 TH 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0
GAMCO INVESTO-A GBL US 115.9 (248.2) -
GAMING AND LEISU GLPI US 2,436.2 (258.8) (98.7)
GAMING AND LEISU 2GL GR 2,436.2 (258.8) (98.7)
GARDA WRLD -CL A GW CN 1,982.6 (436.3) 69.1
GARTNER INC IT US 2,211.5 (112.7) (111.9)
GARTNER INC GGRA GR 2,211.5 (112.7) (111.9)
GCP APPLIED TECH 43G GR 985.6 (182.1) 219.8
GCP APPLIED TECH GCP US 985.6 (182.1) 219.8
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 GOD GR 24.0 (20.5) 10.0
GOLD RESERVE INC GDRZF US 24.0 (20.5) 10.0
GOLD RESERVE INC GRZ CN 24.0 (20.5) 10.0
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,156.7 (337.9) 29.4
H&R BLOCK INC HRB US 2,874.0 (536.7) 631.6
H&R BLOCK INC HRB GR 2,874.0 (536.7) 631.6
H&R BLOCK INC HRB TH 2,874.0 (536.7) 631.6
H&R BLOCK INC HRBEUR EU 2,874.0 (536.7) 631.6
HCA HOLDINGS INC 2BH GR 32,776.0 (5,999.0) 3,803.0
HCA HOLDINGS INC HCAEUR EU 32,776.0 (5,999.0) 3,803.0
HCA HOLDINGS INC 2BH TH 32,776.0 (5,999.0) 3,803.0
HCA HOLDINGS INC HCA US 32,776.0 (5,999.0) 3,803.0
HECKMANN CORP-U HEK/U US 460.1 (65.1) (465.4)
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 INC HPQ* MM 25,517.0 (4,909.0) (1,606.0)
HP INC 7HP GR 25,517.0 (4,909.0) (1,606.0)
HP INC HWP QT 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 TE 25,517.0 (4,909.0) (1,606.0)
HP INC HPQ CI 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 SW 25,517.0 (4,909.0) (1,606.0)
HP INC HPQ US 25,517.0 (4,909.0) (1,606.0)
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
IDEXX LABS IX1 TH 1,478.6 (73.8) (69.7)
IDEXX LABS IX1 GR 1,478.6 (73.8) (69.7)
IDEXX LABS IDXX US 1,478.6 (73.8) (69.7)
IMMUNOGEN INC IMU QT 222.3 (41.1) 153.5
IMMUNOGEN INC IMU TH 222.3 (41.1) 153.5
IMMUNOGEN INC IMGN US 222.3 (41.1) 153.5
IMMUNOGEN INC IMU GR 222.3 (41.1) 153.5
IMMUNOMEDICS INC IM3 TH 67.6 (45.0) 50.6
IMMUNOMEDICS INC IMMU US 67.6 (45.0) 50.6
IMMUNOMEDICS INC IM3 GR 67.6 (45.0) 50.6
INFOR US INC LWSN US 6,048.5 (796.8) (226.4)
INNOVIVA INC HVE GR 387.8 (362.0) 186.1
INNOVIVA INC INVA US 387.8 (362.0) 186.1
INTERNATIONAL WI ITWG US 325.1 (11.5) 95.4
INVENTIV HEALTH VTIV US 2,127.8 (783.0) 121.1
IPCS INC IPCS US 559.2 (33.0) 72.1
ISRAMCO INC IRM GR 144.9 (2.8) 12.5
ISRAMCO INC ISRL US 144.9 (2.8) 12.5
ISRAMCO INC ISRLEUR EU 144.9 (2.8) 12.5
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 JACK1EUR EU 1,301.5 (190.6) (83.8)
JACK IN THE BOX JBX GR 1,301.5 (190.6) (83.8)
JACK IN THE BOX JACK US 1,301.5 (190.6) (83.8)
JUST ENERGY GROU 1JE GR 1,247.4 (651.1) (118.7)
JUST ENERGY GROU JE US 1,247.4 (651.1) (118.7)
JUST ENERGY GROU JE CN 1,247.4 (651.1) (118.7)
KOPPERS HOLDINGS KOP US 1,129.7 (4.3) 173.5
KOPPERS HOLDINGS KO9 GR 1,129.7 (4.3) 173.5
L BRANDS INC LTD TH 7,425.8 (1,085.9) 1,385.8
L BRANDS INC LB* MM 7,425.8 (1,085.9) 1,385.8
L BRANDS INC LB US 7,425.8 (1,085.9) 1,385.8
L BRANDS INC LBEUR EU 7,425.8 (1,085.9) 1,385.8
L BRANDS INC LTD QT 7,425.8 (1,085.9) 1,385.8
L BRANDS INC LTD GR 7,425.8 (1,085.9) 1,385.8
LAREDO PETROLEUM 8LP GR 1,637.2 (45.7) 124.8
LAREDO PETROLEUM LPI1EUR EU 1,637.2 (45.7) 124.8
LAREDO PETROLEUM LPI US 1,637.2 (45.7) 124.8
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LENNOX INTL INC LII US 1,861.0 (73.3) 318.4
LENNOX INTL INC LXI GR 1,861.0 (73.3) 318.4
LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0
MADISON-A/NEW-WI MSGN-W US 799.5 (1,167.1) 134.9
MAJESCOR RESOURC MJXEUR EU 0.0 (0.1) (0.1)
MANITOWOC FOOD MFS US 1,822.9 (125.7) 2.5
MANITOWOC FOOD MFS1EUR EU 1,822.9 (125.7) 2.5
MANITOWOC FOOD 6M6 GR 1,822.9 (125.7) 2.5
MANNKIND CORP MNKD IT 93.3 (373.5) (205.1)
MARRIOTT INTL-A MAQ TH 6,121.0 (3,667.0) (1,823.0)
MARRIOTT INTL-A MAR US 6,121.0 (3,667.0) (1,823.0)
MARRIOTT INTL-A MAQ GR 6,121.0 (3,667.0) (1,823.0)
MDC COMM-W/I MDZ/W CN 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDCAEUR EU 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDZ/A CN 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDCA US 1,571.6 (454.2) (274.0)
MDC PARTNERS-EXC MDZ/N CN 1,571.6 (454.2) (274.0)
MEAD JOHNSON MJNEUR EU 4,016.8 (592.4) 1,392.1
MEAD JOHNSON 0MJA TH 4,016.8 (592.4) 1,392.1
MEAD JOHNSON 0MJA GR 4,016.8 (592.4) 1,392.1
MEAD JOHNSON MJN US 4,016.8 (592.4) 1,392.1
MEDLEY MANAGE-A MDLY US 112.0 (24.5) 44.7
MERITOR INC MTOR US 2,093.0 (601.0) 146.0
MERITOR INC AID1 GR 2,093.0 (601.0) 146.0
MERRIMACK PHARMA MP6 GR 192.9 (217.1) 63.3
MERRIMACK PHARMA MACK US 192.9 (217.1) 63.3
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 782.8 (1,504.5) (1,920.4)
MONEYGRAM INTERN MGI US 4,280.0 (224.3) (16.8)
MOODY'S CORP DUT TH 5,114.9 (351.5) 1,933.4
MOODY'S CORP DUT GR 5,114.9 (351.5) 1,933.4
MOODY'S CORP MCO US 5,114.9 (351.5) 1,933.4
MOODY'S CORP MCOEUR EU 5,114.9 (351.5) 1,933.4
MOTOROLA SOLUTIO MTLA GR 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MOT TE 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MSI US 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MTLA TH 9,049.0 (137.0) 1,969.0
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
MSG NETWORKS- A 1M4 GR 799.5 (1,167.1) 134.9
MSG NETWORKS- A 1M4 TH 799.5 (1,167.1) 134.9
MSG NETWORKS- A MSGN US 799.5 (1,167.1) 134.9
NATHANS FAMOUS NATH US 81.0 (65.2) 57.4
NATHANS FAMOUS NFA GR 81.0 (65.2) 57.4
NATIONAL CINEMED XWM GR 1,037.6 (173.3) 92.5
NATIONAL CINEMED NCMI US 1,037.6 (173.3) 92.5
NAVIDEA BIOPHARM NAVB IT 12.3 (57.2) (47.1)
NAVISTAR INTL NAV US 5,980.0 (5,190.0) 139.0
NAVISTAR INTL IHR TH 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 672.3 (169.4) 0.4
NEKTAR THERAPEUT NKTR US 491.9 (0.3) 278.9
NEKTAR THERAPEUT ITH GR 491.9 (0.3) 278.9
NEW ENG RLTY-LP NEN US 202.2 (30.8) -
NORTHERN OIL AND 4LT GR 573.2 (322.5) (7.7)
NORTHERN OIL AND NOG US 573.2 (322.5) (7.7)
NTELOS HOLDINGS NTLS US 611.1 (39.9) 104.9
OCH-ZIFF CAPIT-A 35OA GR 1,255.3 (183.7) -
OCH-ZIFF CAPIT-A OZM US 1,255.3 (183.7) -
OMEROS CORP 3O8 GR 36.0 (40.7) 6.8
OMEROS CORP OMEREUR EU 36.0 (40.7) 6.8
OMEROS CORP 3O8 TH 36.0 (40.7) 6.8
OMEROS CORP OMER US 36.0 (40.7) 6.8
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
ONCOMED PHARMACE O0M GR 204.9 (19.8) 149.9
ONCOMED PHARMACE OMED US 204.9 (19.8) 149.9
PALM INC PALM US 1,007.2 (6.2) 141.7
PBF LOGISTICS LP 11P GR 433.6 (180.7) 40.6
PBF LOGISTICS LP PBFX US 433.6 (180.7) 40.6
PENN NATL GAMING PENN US 5,128.7 (649.1) (189.9)
PENN NATL GAMING PN1 GR 5,128.7 (649.1) (189.9)
PHILIP MORRIS IN PM US 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PMI1 IX 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PMI EB 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PM1EUR EU 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PM1 TE 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN 4I1 QT 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN 4I1 GR 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PMI SW 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PM FP 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN PM1CHF EU 34,621.0 (10,894.0) 1,837.0
PHILIP MORRIS IN 4I1 TH 34,621.0 (10,894.0) 1,837.0
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PG6 GR 1,210.9 (101.0) 239.9
PLY GEM HOLDINGS PGEM US 1,210.9 (101.0) 239.9
POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9
QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9
QUINTILES TRANSN QTS GR 3,982.9 (205.9) 859.0
QUINTILES TRANSN Q US 3,982.9 (205.9) 859.0
REGAL ENTERTAI-A RGC* MM 2,632.3 (877.6) (113.1)
REGAL ENTERTAI-A RGC US 2,632.3 (877.6) (113.1)
REGAL ENTERTAI-A RETA GR 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
RENTPATH LLC PRM US 208.0 (91.7) 3.6
REVLON INC-A REV US 1,887.7 (573.3) 308.5
REVLON INC-A RVL1 GR 1,887.7 (573.3) 308.5
RLJ ACQUISITI-UT RLJAU US 135.8 (13.5) 20.6
ROUNDY'S INC 4R1 GR 1,095.7 (92.7) 59.7
ROUNDY'S INC RNDY US 1,095.7 (92.7) 59.7
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING RYI US 1,582.8 (118.7) 625.0
RYERSON HOLDING 7RY GR 1,582.8 (118.7) 625.0
RYERSON HOLDING 7RY TH 1,582.8 (118.7) 625.0
SALLY BEAUTY HOL S7V GR 2,069.4 (341.4) 643.4
SALLY BEAUTY HOL SBH US 2,069.4 (341.4) 643.4
SANCHEZ ENERGY C 13S TH 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C SN* MM 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C SN US 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C 13S GR 1,421.2 (523.1) 401.7
SBA COMM CORP-A SBACEUR EU 7,371.6 (1,630.6) 49.5
SBA COMM CORP-A SBJ GR 7,371.6 (1,630.6) 49.5
SBA COMM CORP-A SBJ TH 7,371.6 (1,630.6) 49.5
SBA COMM CORP-A SBAC US 7,371.6 (1,630.6) 49.5
SCIENTIFIC GAM-A SGMS US 7,690.7 (1,583.9) 516.3
SCIENTIFIC GAM-A TJW GR 7,690.7 (1,583.9) 516.3
SEARS HOLDINGS SEE QT 11,337.0 (1,956.0) 607.0
SEARS HOLDINGS SHLD US 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 SSNI US 465.6 (45.9) (20.0)
SILVER SPRING NE 9SI GR 465.6 (45.9) (20.0)
SILVER SPRING NE 9SI TH 465.6 (45.9) (20.0)
SIRIUS XM CANADA SIICF US 292.9 (134.0) (172.0)
SIRIUS XM CANADA XSR CN 292.9 (134.0) (172.0)
SIRIUS XM HOLDIN RDO TH 7,928.2 (563.9) (1,942.3)
SIRIUS XM HOLDIN RDO GR 7,928.2 (563.9) (1,942.3)
SIRIUS XM HOLDIN SIRI US 7,928.2 (563.9) (1,942.3)
SONIC CORP SONCEUR EU 606.7 (33.2) 15.5
SONIC CORP SO4 GR 606.7 (33.2) 15.5
SONIC CORP SONC US 606.7 (33.2) 15.5
SPORTSMAN'S WARE 06S GR 303.0 (2.1) 104.8
SPORTSMAN'S WARE SPWH US 303.0 (2.1) 104.8
SUPERVALU INC SVU US 4,370.0 (433.0) 63.0
SUPERVALU INC SJ1 GR 4,370.0 (433.0) 63.0
SUPERVALU INC SJ1 TH 4,370.0 (433.0) 63.0
SWIFT ENERGY CO SWTF US 525.0 (852.7) (271.2)
SYNDAX PHARMACEU 1T3 GR 12.8 (5.7) 2.1
SYNDAX PHARMACEU SNDX US 12.8 (5.7) 2.1
SYNERGY PHARMACE SGYP US 88.4 (6.5) 68.3
TAILORED BRANDS TLRD* MM 2,244.3 (100.1) 723.6
TAILORED BRANDS TLRD US 2,244.3 (100.1) 723.6
TAILORED BRANDS WRMA GR 2,244.3 (100.1) 723.6
TIANHE UNION HOL TUAA US 0.0 (0.0) (0.0)
TRANSDIGM GROUP TDG US 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDGEUR EU 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP T7D GR 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDGCHF EU 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDG SW 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP T7D QT 8,359.5 (961.8) 1,082.0
TURNING POINT BR TPB US 257.0 (84.6) 49.9
UNISYS CORP UISCHF EU 2,265.1 (1,354.3) 261.5
UNISYS CORP UIS1 SW 2,265.1 (1,354.3) 261.5
UNISYS CORP UISEUR EU 2,265.1 (1,354.3) 261.5
UNISYS CORP UIS US 2,265.1 (1,354.3) 261.5
UNISYS CORP USY1 TH 2,265.1 (1,354.3) 261.5
UNISYS CORP USY1 GR 2,265.1 (1,354.3) 261.5
VECTOR GROUP LTD VGR QT 1,228.8 (153.9) 335.3
VECTOR GROUP LTD VGR US 1,228.8 (153.9) 335.3
VECTOR GROUP LTD VGR GR 1,228.8 (153.9) 335.3
VENOCO INC VQ US 403.8 (354.3) 195.7
VERISIGN INC VRS TH 2,323.7 (1,108.0) 464.3
VERISIGN INC VRSN US 2,323.7 (1,108.0) 464.3
VERISIGN INC VRS GR 2,323.7 (1,108.0) 464.3
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VIEWRAY INC VRAY US 39.1 (19.8) (0.6)
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
WEIGHT WATCHERS WW6 GR 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WTWEUR EU 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WW6 TH 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WTW US 1,290.5 (1,296.9) (173.7)
WEST CORP WSTC US 3,522.7 (536.2) 231.2
WEST CORP WT2 GR 3,522.7 (536.2) 231.2
WESTERN REFINING WR2 GR 487.3 (73.7) 13.9
WESTERN REFINING WNRL US 487.3 (73.7) 13.9
WINGSTOP INC WING US 116.6 (4.8) 2.0
WINGSTOP INC EWG GR 116.6 (4.8) 2.0
WINMARK CORP GBZ GR 43.8 (27.3) 12.0
WINMARK CORP WINA US 43.8 (27.3) 12.0
YRC WORLDWIDE IN YRCW US 1,863.8 (392.7) 178.1
YRC WORLDWIDE IN YEL1 QT 1,863.8 (392.7) 178.1
YRC WORLDWIDE IN YRCWEUR EU 1,863.8 (392.7) 178.1
YRC WORLDWIDE IN YEL1 GR 1,863.8 (392.7) 178.1
YRC WORLDWIDE IN YEL1 TH 1,863.8 (392.7) 178.1
*********
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 ***