/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160616.mbx T R O U B L E D C O M P A N Y R E P O R T E R Thursday, June 16, 2016, Vol. 20, No. 168 Headlines 07-002 REDDING: Must Confirm Plan by July 26 or Face Dismissal 21ST CENTURY: Signs Waiver Agreement with Morgan Stanley, et al. 8110 AERO DRIVE: 341 Meeting of Creditors Set for June 28 ABC CAGING: Court Confirms Ch. 11 Plan ADAMIS PHARMACEUTICALS: Gets Complete Response Letter From FDA AIR CANADA: Egan-Jones Assigns BB- FC Sr. Unsecured Debt Rating AIRPORT ROAD MINING: U.S. Trustee Unable to Appoint Committee AK STEEL HOLDING: Offering $380 Million Senior Secured Notes ALEXAIR INC: Trustee Taps KMH LLP as Financial Consultant ALFRED FUELING: Moody's Puts B2 CFR Under Review for Upgrade ALLEN CONSTRUCTION: July 21 Plan Confirmation Hearing Set APACHE CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB ATK OILFIELD: Receiver Gets Court OK to Sell Canada, Texas Assets AURORA GAS: Hires David H. Bundy as Bankruptcy Counsel AXIALL CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB- BACK9NETWORK INC: Hires LibbyHoopes as Counsel Over SEC Probe BEAR METALLURGICAL: Case Summary & 20 Largest Unsecured Creditors BEAZER HOMES: Egan-Jones Cuts Sr. Unsecured Ratings to B BERNADETTE ALMODIEL: Unsecureds to Recoup 10% Under Plan BH SUTTON: Court Sets July 25 as General Claims Bar Date BLUE LEOPARD: Taps Ballstaedt Law Firm as Legal Counsel BOMBARDIER INC: Egan-Jones Lowers FC Sr. Unsec. Rating to CCC+ BRINK'S CO: Egan-Jones Lowers FC Sr. Unsecured Rating to BB C & D PRODUCE: Taps Ackerman Rodgers as Accountant CABLEVISION SYSTEMS: Egan-Jones Cuts Sr. Unsec. Ratings to B CABOT CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB+ CAESARS ENTERTAINMENT: Lawyer Asks Judge to Let Team Finish Job CAESARS ENTERTAINMENT: Signs CAC Restructuring Support Pact CANADIAN NATURAL: Egan-Jones Cuts Sr. Unsec. Ratings to BB CARRIZO OIL: Egan-Jones Cuts FC Sr. Unsecured Rating to CCC CELANESE CORP: Moody's Puts Ba1 CFR Under Review CHARTER COMMUNICATIONS: Egan-Jones Ups Sr. Unsec. Ratings to BB+ CHINACODE INC: Taps Hollister & Brace as Legal Counsel CIMAREX ENERGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB- CITIZENS PARKWAY: Wants Solicitation Period Extended to Sept. 12 CLAIRE'S STORE: Incurs $38.8 Million Net Loss in First Quarter CLINTONDALE COMMUNITY: Moody's Affirms Ba3 GOULT Rating COCRYSTAL PHARMA: Mulls Uplisting to Nasdaq Stock Market CRYSTAL WATERFALLS: B3 Capital Has Concerns With Losses D&R HOLDINGS: Proposes Full-Payment Ch. 11 Plan DIGITALGLOBE INC: Egan-Jones Hikes Sr. Unsecured Ratings to B+ DIOCESE OF DULUTH: Selling Brainerd Property for $120,000 DRAW ANOTHER CIRCLE: Proposes Closing Sales of 40 MovieStop Stores DRAW ANOTHER CIRCLE: Proposes Quick Sale of Hastings Business DRAW ANOTHER: Meeting to Form Creditors' Panel Set for June 21 ECOSPHERE TECHNOLOGIES: Brisben Holds 36.9% Stake as of June 3 ENERGY XXI: U.S. Trustee Calls Out Shareholders ENERTAINMENT CITY: U.S. Trustee Unable to Appoint Committee ENPRO INDUSTRIES: Egan-Jones Cuts Sr. Unsecured ratings to BB- ESCO MARINE: Hires Valley Property as Property Tax Consultant FERRETERIA PALOMAS: Taps Orlando Loperena Lopez as Auditor FORTRESS RESOURCES: U.S. Trustee Wants Conversion or Dismissal FOUNTAINS OF BOYNTON: Cash Collateral Use Through June 15 Okayed FPMC FORT WORTH: Sold to Texas Health for $116.5-Mil. GATEWAY ENTERTAINMENT: Taps Bernstein-Burkley as Legal Counsel GLASIR MEDICAL: Hires David A. Schueller as Accountant GROCERY OUTLET: Moody's Affirms B2 Rating on Upsized Term Loan HAITHAM SADEQ: Selling Skyline Square Condo Unit for $310,000 HAMPSHIRE GROUP: Fails to Obtain Forbearance Extension from Lender HARSCO CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to B+ HEALTHSOUTH CORP: Egan-Jones Cuts Sr. Unsecured Ratings to BB+ HERCULES OFFSHORE: Egan-Jones Lowers Sr. Unsecured Ratings to D HERCULES OFFSHORE: Securities Delisted from Nasdaq HIDDEN VALLEY APARTMENTS: Plan to Pay $4.1MM Secured Claim in Full HILTON WORLDWIDE: Egan-Jones Assigns BB+ FC Sr. Unsec. Rating HRK HOLDINGS: July 14 Plan Confirmation Hearing Set INSURANCE PROFESSIONALS: U.S. Trustee Unable to Appoint Committee INTERPARK INVESTORS: Wants Plan Filing Deadline Moved to Oct. 11 INTERVENTION ENERGY: 341 Meeting of Creditors Set for June 29 INTERVENTION ENERGY: Schedules Filing Deadline Extended ITALIAN & FRENCH: Principal's Grandson Buying Property for $33,000 JOHN GOLDING: Selling New Jersey Home for $250,000 KENT MANOR: Involuntary Chapter 11 Case Summary KOMODIDAD DISTRIBUTORS: Seeks to Access FirstBank's Collateral L. P. & F. INC: Case Summary & 7 Unsecured Creditors LAWRENCE FROMELIUS: CBRE Okayed to Appraise Greenfield Properties LAWRENCE FROMELIUS: Wins OK to Pay $200,000 for Demolition LINN ENERGY: Hires Jackson Walker as Local, Conflicts Co-Counsel LINN ENERGY: Hires Lazard Freres as Investment Banker LINN ENERGY: Taps Kirkland & Ellis as Attorneys LINN ENERGY: To Be Delisted from Nasdaq on June 20 MAX EXPRESS: U.S. Trustee Forms 3-Member Committee METHANEX CORP: Egan-Jones Lowers FC Sr. Unsecured Rating to BB+ METROPOLITAN AUTOMOTIVE: Seeks to Amend Winthrop Employment Terms MRMS PROPERTY: Case Summary & 8 Unsecured Creditors MTS SYSTEMS: Moody's Assigns B1 CFR, Outlook Stable MUNISH SAWHNEY: July 12 Disclosure Statement Hearing Set NATIONAL FUEL: Egan-Jones Cuts FC Sr. Unsec. Rating to BB+ NETSUITE INC: Egan-Jones Cuts Sr. Unsecured Ratings to B NORANDA ALUMINUM: Objections to Compensation Plans Addressed NOVX21 INC: Delays Filing of Interim Statements, Changes Auditors NUANCE COMMUNICATIONS: Moody's Rates Proposed Sr. Notes Ba3 OAKFABCO INC: Wants Plan Filing Deadline Moved to Sept. 30 PACIFIC SUNWEAR: $100M DIP Facility Has Final Approval PEAK WEB: Asks Court to Approve $1.5 Million Litigation Loan PEAK WEB: Files for Bankruptcy Amid Machine Zone Litigation PEAK WEB: Needs Access to Bank of the West's Cash Collateral PEAK WEB: Secures $500,000 Operating Loan from PSA 9 PERSEON CORP: Presents MedLink, Plans July 20 Auction PRECISION DRILLING: Egan-Jones Lowers FC Sr. Unsec. Rating to B+ PRICEVILLE PARTNERS: Taps Small Business as Accountant PUERTO RICO ELECTRIC: Said to Offer Plan to Avert July Default RADISYS CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to CCC+ RAILROAD SALVAGE: Case Summary & 20 Largest Unsecured Creditors RANGE RESOURCES: Egan-Jones Cuts Sr. Unsecured Ratings to B RDIO INC.: Bank Wants Certificates of Deposit Liquidated RDIO INC.: Wants Court to Enjoin Sony's New York Action RED DOOR LOUNGE: July 8 Plan and Disclosure Statement Hearing Set RICEBRAN TECHNOLOGIES: Warns of Hostile Takeover RMS TITANIC: Case Summary & 20 Largest Unsecured Creditors ROADRUNNER ENTERPRISES: Sells Chesterfield Real Properties ROWE CONTRACTING: Taps Congeni Law Firm as Legal Counsel ROWE CONTRACTING: Taps Patrick J. Gros as Accountant RR DONNELLEY: Egan-Jones Lowers FC Sr. Unsecured Rating to B+ RYCKMAN CREEK: Amends Disclosures on Ch. 11 Plan Funding SABINE OIL: Week-Long Trial on Restructuring Plan Begins SALIENT PARTNERS: Moody's Withdraws B2 Corporate Family Rating SBA COMMUNICATIONS: Egan-Jone Hikes FC Sr. Unsec. Rating to BB- SCC PARTNERS: Plan Proposes 100% Recovery to Unsecured Creditors SEITEL INC: Moody's Lowers CFR to Caa2 & Changes Outlook to Neg. SKAGIT GARDENS: Court Orders Joint Administration of Case SKAGIT GARDENS: Proposes June 30 Auction for Assets SKAGIT GARDENS: Taps Clyde A. Hamstreet as Financial Advisor SPORTS AUTHORITY: Auction for Unsold Assets Adjourned to June 29 SPORTS AUTHORITY: Creditors Committee Has Limited Objection to Sale SPRING VALLEY: Voluntary Chapter 11 Case Summary STONE ENERGY: Completes Reverse Common Stock Split T&H PLASTICS: U.S. Trustee Unable to Appoint Committee TOBIN'S RECOVERY: Plan Proposes 100% Recovery to Unsecureds TRAVELPORT WORLDWIDE: Shareholders Re-Elect 8 Directors VANGUARD HEALTHCARE: UST Has Issue With Substantive Consolidation VERTELLUS SPECIALTIES: Seeks Approval to Hire FTI, Designate CRO VERTELLUS SPECIALTIES: Taps DLA Piper as Legal Counsel VERTELLUS SPECIALTIES: Taps Jefferies as Investment Banker WEBMD HEALTH: Egan-Jones Cuts FC Sr. Unsecured Rating to BB- WELCH MANAGEMENT: Hires Wade as General Counsel [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 07-002 REDDING: Must Confirm Plan by July 26 or Face Dismissal -------------------------------------------------------------- 07-002 Redding Business Trust filed with the Nevada Bankruptcy Court on June 3 a disclosure statement to accompany the Plan of Reorganization it filed on March 24, 2016. The Debtor is a holding company for a parties who acquired an interest in two real estate parcels that served as collateral to secure an investment that was ultimately foreclosed upon. The Debtor is pursuing the sale of its two real estate parcels to fund payments required under the Plan. The parcel at 2501 South Bonnyview Road, Redding, CA 96001, consisting of 28.55 acres, is under contract to sell for $2,050,000. The parcel at 4675 Bechelli Lane, Redding, CA 96001, consisting of 18.9 acres, is under contract to sell for $1,800,000. Both sales have been approved by the majority of principal investors in the Debtor. The Bankruptcy Court has approved the Bonnyview sale and the order has been entered enabling that sale to proceed to closing. On May 3, 2016, the Bankruptcy Court heard the Motion to Sell the Bechelli property. The property sale brought interest from two bidding parties at the offered price of $1.8 million, and the hearing was continued to address the sale of the interests of the tenants-in-common with the Debtor, and to provide procedures to allow bidding on the purchase of the Bechelli property. The auction sale was scheduled to proceed on June 8, 2016, to establish the sale price and terms of sale on the Bechelli property. The United States Trustee had entered a conditional order of dismissal if the case was unable to confirm a plan of reorganization prior to May 10, 2016. Upon written stipulation and order entered with the Bankruptcy Court, this deadline has been extended to July 26, 2016, to allow the confirmation hearing to go forward in relation to the Disclosure Statement and proposed Plan. On November 24, 2015, the U.S. Trustee filed a Motion to Dismiss the case for failure to confirm a plan of reorganization. The Court entered a conditional order of dismissal if the Debtor was unable to confirm a plan of reorganization by May 10, 2016. The U.S. Trustee entered into a written stipulation and order with the Bankruptcy Court to extend this deadline to July 26, 2016, to allow for a Plan confirmation hearing to go forward. Failure to confirm the Plan by July 26 may result in dismissal of the case. The Plan proposes that holders of allowed general unsecured claims -- which consist of capital investments made by the investing beneficiaries of the business trust to satisfy administrative and operating costs -- will be paid 100% of the allowed claim after payment of the Secured Property Tax Claims in Class 1. General unsecured claims amount to approximately $44,536.52. Class 1 consists of Class 1a Secured Property Tax Claims Secured by Bonnyview Parcel; and Class 1b Secured Property Tax Claims Secured by Bechelli Parcel. According to the Plan, the prepetition secured claim of the Shasta County Treasurer of approximately $292,816.70 -- with respect to the Bonnyview parcel -- will be paid in full with all applicable costs, fees, charges and interest pursuant to 11 U.S.C. Sections 506(b) and 511 upon the sale of the Property, pursuant to the order of the Court approving the sale. If after three years the Property has not been sold and the proportional secured real property taxes have not been paid, this will be an event of default. The prepetition secured claim of the Shasta County Treasurer of approximately $890,288.87 -- with respect to the Bechelli parcel -- will be paid in full with all applicable costs, fees, charges and interest pursuant to 11 U.S.C. Sections 506(b) and 511 upon the sale of the Property, pursuant to the order of the Court approving the sale. If after three years the Property has not been sold and the proportional secured real property taxes have not been paid, this will be an event of default. A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nvb13-11151-0218.pdf 07-002 Redding Business Trust, based in Las Vegas, filed a Chapter 11 petition (Bankr. D. Nev. Case No. 13-11151) on February 15, 2013. The Hon. Mike K. Nakagawa presides over the case. The Debtor is represented by: Timothy P. Thomas, Esq. LAW OFFICES OF TIMOTHY P. THOMAS, LLC 1771 E. Flamingo Rd. Suite B-212 Las Vegas, NV 89119 E-mail: tthomas@tthomaslaw.com 21ST CENTURY: Signs Waiver Agreement with Morgan Stanley, et al. ---------------------------------------------------------------- 21st Century Oncology Holdings, Inc., entered into an amendment and waiver to the Credit Agreement, dated as of April 30, 2015, among the Company, the Company's subsidiary, 21st Century Oncology, Inc., the lenders party thereto from time to time, Morgan Stanley Senior Funding, Inc., as administrative agent, and the other agents and arrangers named therein. The Amendment No. 1 waives through July 31, 2016, any default or event of default under the Credit Agreement for failure to timely provide audited annual financial statements and related reports and certificates for the year ended Dec. 31, 2015, and quarterly financial statements and related reports and certificates for the quarter ended March 31, 2016. Additionally, Amendment No. 1 waives any cross-default that may arise under the Credit Agreement prior to or on July 31, 2016, as a result of a default or event of default under 21C's indenture, dated April 30, 2015, relating to 21C's 11.00% Senior Notes due 2023, which occurs as a result of the Company's failure to timely deliver to the trustee under the indenture its annual report on Form 10-K for the year ended Dec. 31, 2015, and its quarterly report on Form 10-Q for the quarter ended March 31, 2016. The Amendment No. 1 also amends the interest rates applicable to the loans under the Credit Agreement. Loans under the term loan credit facility, as amended, are subject to the following interest rates: (a) for loans which are Eurodollar loans, 6.00% per annum; and (b) for loans which are ABR loans, 5.00% per annum. Loans under the revolving credit facility, with respect to the Eurodollar loans or the ABR loans, as applicable, are determined on the basis of a pricing grid tied to 21C's consolidated leverage ratio. The Amendment No. 1 further provides that the interest rate applicable to the loans under the Credit Agreement increases in each case by 0.125% per annum as of July 1, 2016, in the event that 21C does not deliver the Specified Deliverables to the Administrative Agent by June 30, 2016. 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 million in series A convertible redeemable preferred stock, $19.9 million in noncontrolling interests and a total deficit of $623 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 21st Century to 'CCC' from 'B-' and placed the rating on CreditWatch with negative implications. 8110 AERO DRIVE: 341 Meeting of Creditors Set for June 28 --------------------------------------------------------- The meeting of creditors of 8110 Aero Drive Holdings, LLC is set to be held on June 28, 2016, at 10:00 a.m., according to a filing with the U.S. Bankruptcy Court for the Southern District of California (San Diego). The meeting will be held at: 402 W. Broadway, Emerald Plaza Building Suite 660 (B) Hearing Room B San Diego, CA 92101 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 8110 Aero Drive 8110 Aero Drive Holdings, LLC, based in San Diego, California, filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 16-03135) on May 25, 2016. The Hon. Margaret M. Mann presides over the case. William M. Rathbone, Esq., at Gordon & Rees LLP, as bankruptcy counsel. In its petition, the Debtor estimated $10 million to $50 million in both assets and liabilities. The petition was signed by Luz Burni, authorized representative. ABC CAGING: Court Confirms Ch. 11 Plan -------------------------------------- Judge Christine M. Gravelle of the U.S. Bankruptcy Court for the District of New Jersey on June 8, 2016, issued an order finally approving the disclosure statement and confirming the plan of ABC Caging & Fulfillment Services, Inc. The treatment under the Plan of the priority and secured tax claims of the United States is amended to provide that the Debtor will pay interest on those claims at the rate prescribed by 11 U.S.C. Sec. 511. Plan payments will be applied first to the payment of interest and the balance to principal. The amount of each payment will be increased so that the entire amount of each of the Tax Claims, together with interest, is paid in full over the life of the Plan. The bankruptcy case is In Re: ABC CAGING & FULFILLMENT SERVICES, INC., Case No. 15-16241 (Bankr. D.N.J.). The Debtor is represented by: Timothy P. Neumann, Esq. BROEGE, NEUMANN, FISCHER & SHAVER, LLC 25 Abe Voorhees Drive Manasquan, NJ 08736 Tel: (732) 223-8484 ADAMIS PHARMACEUTICALS: Gets Complete Response Letter From FDA -------------------------------------------------------------- Adamis Pharmaceuticals Corporation announced that after the close of the stock markets on June 3, 2016, it received a Complete Response Letter from the U.S. Food and Drug Administration regarding its New Drug Application (NDA) Epinephrine Injection USP 1:1000 0.3mg Pre-filled Single Dose Syringe (PFS) product. PFS is for the emergency treatment of acute anaphylaxis, which is a severe allergic reaction. A CRL is issued by the FDA's Center for Drug Evaluation and Research when it has completed its review of a file and questions remain that preclude the approval of the NDA in its current form. Because of the improvements that were made to the PFS in response to the FDA’s original CRL dated March 27, 2015, the FDA indicated that in order to support approval of the product, the Company must expand its human factors study (patient usability) and reliability study (product stress testing), both of which were part of the final PFS NDA. The Company believes that it can finalize the study protocols with the FDA and complete the additional testing within a relatively short period of time at an immaterial cost, and submit the data back to the FDA sometime in the second half of 2016. It should be noted that the Company has successfully completed the "volume delivery" issue that was associated with the initial CRL. The FDA has indicated that the NDA will remain open until these issues are resolved. Dr. Dennis J. Carlo, president and CEO of Adamis, stated, "We look forward to working with the FDA to resolve the remaining issues. Our goal is to submit the protocols for these studies to the FDA within a matter of weeks and begin the testing as soon as we receive their feedback. We are confident that we can deliver all of the data requested by FDA and will continue to work closely with the agency to facilitate their continued review of our NDA. Adamis remains committed to bringing the epinephrine PFS to market." About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. Adamis reported a net loss of $13.6 million on $0 of revenue for the year ended Dec. 31, 2015, compared to a net loss of $9.31 million on $0 of revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Adamis had $12.7 million in total assets, $3.96 million in total liabilities and $8.69 million in total stockholders' equity. Mayer Hoffman McCann P.C., in San Diego, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred recurring losses from operations, and is dependent on additional financing to fund operations. These conditions raise substantial doubt about the Company's ability to continue as a going concern, the auditors noted. AIR CANADA: Egan-Jones Assigns BB- FC Sr. Unsecured Debt Rating --------------------------------------------------------------- Egan-Jones Ratings Company assigned a BB- foreign currency senior unsecured rating on debt issued by Old Air Canada on May 27, 2016. EJR raised the local currency senior unsecured rating on debt issued by the Company to BB- from B+. Air Canada is the flag carrier and largest airline of Canada. The airline, founded in 1937, provides scheduled and charter air transport for passengers and cargo to 182 destinations worldwide. AIRPORT ROAD MINING: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Airport Road Mining Company, LLC. Headquartered in Buckeye, Arizona, Airport Road Mining Company, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 16-05651) on May 18, 2016, estimating its assets and liabilities at between $1 million and $10 million each. The petition was signed by Steven E. Bales, manager. Judge Madeleine C. Wanslee presides over the case. Daniel E. Garrison, Esq., and Fay Marie Waldo, Esq., at Andante Law Group, PLLC, serve as the Debtor's bankruptcy counsel. AK STEEL HOLDING: Offering $380 Million Senior Secured Notes ------------------------------------------------------------ AK Steel Holding Corporation announced that its subsidiary, AK Steel Corporation, has commenced a registered offering of $380 million aggregate principal amount of senior secured notes due 2023. AK Steel intends to use the net proceeds of the offering, together with cash on hand and/or borrowings under its revolving credit facility, to finance AK Steel's cash tender offer for any and all of AK Steel's outstanding 8.750% Senior Secured Notes due 2018. The Offering will be made pursuant to an effective shelf registration statement on file with the Securities and Exchange Commission. The joint book-running managers for the Offering are BofA Merrill Lynch, Deutsche Bank Securities, J.P. Morgan, Wells Fargo Securities, Citigroup, Credit Suisse and Goldman, Sachs & Co. Simultaneously with the Offering, AK Steel has commenced the Tender Offer pursuant to an Offer to Purchase, dated June 13, 2016, and a related Letter of Transmittal. Upon the terms and subject to the conditions described in the Offer to Purchase and the Letter of Transmittal, AK Steel is offering to purchase for cash any and all of its outstanding Old Notes. Holders of Old Notes who validly tender their Old Notes on or prior to 5:00 p.m., New York City time, Friday, June 17, 2016, will be eligible to receive the aggregate purchase price equal to $1,047.50 per $1,000 principal amount of Old Notes tendered. Tendered Old Notes may be validly withdrawn on or prior to the Expiration Time. Following the Withdrawal Deadline, holders who have tendered their Old Notes may not withdraw such Old Notes unless AK Steel is required to extend withdrawal rights under applicable laws. AK Steel's obligation to accept for purchase and to pay for the Old Notes in the Tender Offer is subject to the satisfaction or waiver of a number of conditions, including the receipt of proceeds from the offering of the New Notes. In addition to the applicable consideration, all holders of Old Notes accepted for purchase will also receive accrued and unpaid interest on those Old Notes from the last interest payment date to, but not including, the date such Old Notes are repurchased. If any Old Notes remain outstanding following the completion of the Tender Offer, AK Steel intends to promptly redeem such Old Notes in accordance with the terms of the Old Notes and the applicable indenture. None of AK Steel, AK Steel's Board of Directors, the dealer manager, the depositary and the information agent makes any recommendation in connection with the Tender Offer. Holders must make their own decisions as to whether to tender their Old Notes, and, if so, the principal amount of Old Notes to tender. AK Steel has retained BofA Merrill Lynch to serve as the sole dealer manager for the Tender Offer. AK Steel has also retained Global Bondholder Services Corporation to serve as the information agent and depositary. For additional information regarding the terms of the Tender Offer, please contact BofA Merrill Lynch at (980) 388-3646 or toll free (888) 292-0070. Requests for documents and questions regarding the tender of Old Notes may be directed to Global Bondholder Services Corporation at (212) 430-3774 or toll free (866) 470-4500, by mail at 65 Broadway, Suite 404, New York, New York 10006, Attention: Corporation Actions, or by visiting http://www.gbsc-usa.com/AKSteel/ Alternatively, AK Holding, AK Steel, any underwriter or any dealer participating in the Offering will arrange to send you the prospectus supplement and accompanying base prospectus if you request it by contacting BofA Merrill Lynch at Attention: Prospectus Department, One Bryant Park, New York, NY, 10036 (1-800-294-1322 or dg.prospectus_distribution@bofasecurities.com); Deutsche Bank Securities at Attention: Prospectus Group, 60 Wall Street, New York, New York 10005-2836, e-mail: prospectus.cpdg@db.com, telephone (800) 503-4611; J.P. Morgan at Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204; Wells Fargo at Attention: Client Support, 608 2nd Avenue, South Minneapolis, MN 55402, telephone: (800) 645-3751 Opt 5, or e-mail: wfscustomerservice@wellsfargo.com; Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by calling (800) 831-9146; Credit Suisse at Attention: Prospectus Department, One Madison Avenue, New York, NY 10010, telephone: 1-800-221-1037, or e-mail: newyork.prospectus@credit-suisse.com; or Goldman Sachs & Co. at Attn: Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316, or e-mail prospectus-ny@ny.email.gs.com. About AK Steel AK Steel is a world leader in the production of flat-rolled carbon, stainless and electrical steel products, primarily for automotive, infrastructure and manufacturing, construction and electrical power generation and distribution markets. Headquartered in West Chester, Ohio (Greater Cincinnati), the company employs approximately 8,500 men and women at eight steel plants, two coke plants and two tube manufacturing plants across six states: Indiana, Kentucky, Michigan, Ohio, Pennsylvania and West Virginia. ALEXAIR INC: Trustee Taps KMH LLP as Financial Consultant --------------------------------------------------------- The official overseeing the Alexair Inc. Liquidating Trust, seeks approval from the U.S. Bankruptcy Court for the District of Hawaii to hire KMH LLP as his accounting and financial consultant. Dane Field, the trustee, tapped the firm to evaluate the financial transactions of Alexair Inc. and its former shareholders Shelly and Steven Alexander. The firm's professionals and their hourly rates are: Partner/Principal (Testimony time) $400 Specialty Partner $330 Partner/Principal (Investigation and prep time) $300 Senior Manager $240 Manager $210 Supervisor $180 Senior consultant $145 Staff consultant $110 Ross Murakami, a partner at KMH LLP, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Ross Murakami KMH LLP 1003 Bishop Street, Suite 2400 Honolulu, Hawaii 96813 Phone: (808) 526-2255 Fax: (808) 536-5817 Email: info@kmhllp.com The trustee can be reached through his counsel: Simon Klevansky Alika Piper Klevansky Piper, LLP 841 Bishop Street, Suite 1707 Honolulu, Hawaii 96813 Telephone: (808) 536-0200 Facsimile: (808) 237-5757 Email: sklevansky@kplawhawaii.com apiper@kplawhawaii.com About Alexair Inc. Alexair Inc. previously operated a helicopter tour company on the Island of Maui. Shelly Alexander and Steven Alexander were the principals and sole shareholders of the Debtor. The Debtor commenced a voluntary Chapter 7 proceeding in the U.S. Bankruptcy Court for the District of Hawaii on August 23, 2013. The case was converted to a Chapter 11 proceeding (Case No. 13-01439) on January 6, 2014, in order to facilitate the sale of the Debtor's business operations to Maverick Helicopters. Dane Field was appointed as Chapter 11 trustee. The sale of the business operations to Maverick Helicopters was approved pursuant to a plan of reorganization, which was confirmed by the court on February 18, 2014. The plan established the Alexair, Inc. Liquidating Trust, into which certain assets of the Debtor's estate were transferred for the benefit of holders of allowed claims. Mr. Dane oversees the liquidating trust. On August 20, 2015, the trustee commenced an adversary proceeding against the Alexanders alleging claims for fraudulent transfers and breach of fiduciary duties. ALFRED FUELING: Moody's Puts B2 CFR Under Review for Upgrade ------------------------------------------------------------ Moody's Investors Service placed the B2 Corporate Family Rating, B2-PD Probability of Default Rating (PDR), B1 first lien credit facility rating and Caa1 second lien term loan rating of Alfred Fueling Systems Inc., (dba Wayne Fueling Systems LLC), under review for upgrade. The review follows Wayne's announcement that it has signed a definitive agreement to be acquired by Dover Corporation (A2, stable). Dover Corporation is a global manufacturer who delivers equipment and components, specialty systems and support services through four major operating segments: Energy, Engineered Systems, Fluids, and Refrigeration & Food Equipment. These ratings were placed under review for upgrade: Corporate Family Rating, B2 Probability of Default Rating, B2-PD $75 million senior secured revolving credit facility due 2019, B1 (LGD3) $285 million senior secured first lien term loan due 2021, B1 (LGD3) $100 million senior secured second lien term loan due 2022, Caa1 (LGD5) RATINGS RATIONALE The review for upgrade is based on Moody's view that, should the acquisition by Dover Corporation be consummated, Wayne will become part of an enterprise with a stronger overall credit profile than if Wayne remains a standalone company. However, Moody's expects that all of Wayne's debt will be repaid upon the close of the transaction in accordance with the company's credit agreements. As a result, Moody's anticipates that Wayne's ratings will be withdrawn at the close of the sale. The acquisition is expected to close in the second half of 2016 and is subject to customary closing conditions, including compliance with the Hart-Scott-Rodino Antitrust Improvements Act. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Wayne markets, assembles, and distributes fuel dispensing equipment, including gasoline, natural gas, and diesel pumps used in retail and commercial facilities. The company also designs and markets control and payment systems used in the facilities. Revenue for the twelve months ended March 31, 2016, was $532 million. Wayne is owned by private equity firm Riverstone Holdings LLC. Dover Corporation is a publicly traded company with revenue of $6.9 billion for the twelve months ended March 31, 2016. ALLEN CONSTRUCTION: July 21 Plan Confirmation Hearing Set --------------------------------------------------------- Judge Katharine M. Samson of the U.S. Bankruptcy Court for the Southern District of Mississippi issued an order conditionally approving the disclosure statement explaining Allen Construction Co., Inc.'s first amended plan. July 14 is fixed as the last day for filing written acceptances or rejections of the plan and the last day for filing and serving written objections to the first amended disclosure statement and confirmation of the plan. July 21, 2016 at 1:30 P.M., in the Bankruptcy Courtroom, 7th Floor, Dan M. Russell, Jr. Courthouse, 2012 15th Street, Gulfport, Mississippi, is fixed for the hearing on final approval of the first amended disclosure statement (if a written objection has been timely filed) and for the hearing on the confirmation of plan. Allen Construction Co., Inc. (Bankr. S.D. Miss., Case No. 15-51716) filed a Chapter 11 Petition on October 21, 2015. The case is assigned to Judge Katharine M. Samson. The Debtor's counsel is Craig M. Geno, Esq., at Law Offices Of Craig M. Geno, PLLC, in Ridgeland, Mississippi. The petition was signed by Don H. Allen, director/president. The Debtor's estimated assets range from $500,000 to $1 million and estimated liabilities range from $1 million to $10 million. A list of the Debtor's 22 largest unsecured creditors is available for free at http://bankrupt.com/misc/mssb15-51716.pdf APACHE CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB ---------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Apache Corp to BB from BBB- on May 24, 2016. Apache Corporation is a petroleum and natural gas exploration and production company headquartered in Houston, Texas. ATK OILFIELD: Receiver Gets Court OK to Sell Canada, Texas Assets ----------------------------------------------------------------- Judge Ronald B. King for the U.S. Bankruptcy Court for the Western District of Texas, Midland Division, authorized Ernst & Young Inc., the court-appointed receiver of ATK Oilfield Transportation Inc. and ATK Oilfield Transportation (USA) Inc., to sell assets of the companies located in both western Canada and Midland, Texas. Assets include various equipment and rolling stock including a fleet of specialized off road trucks used in connection with relocating drilling rigs and various other equipment used in operations. Judge King also granted comity recognizing and giving full force and effect in the United States to the "Approval and Vesting Order," dated June 7, 2016, and the "Order - Approving the Activities of the Receiver," dated June 7, 2016 and entered by the Court of Queen's Bench of Alberta in the Judicial Centre of Calgary, Canada, approving the Proposed Transaction. The Court's Order also provides that the Ford Motor Credit Company, LLC's four motor vehicles that were leased to the Debtors are excluded from the Assets sold to the Purchasers. The Receiver has asked consideration of the Sale Motion because of the significant carrying costs to safeguard and maintain the assets to be sold -- the estimated monthly costs for insurance, rent, security, and other related costs (based primarily on expenses paid to date) are approximately $72,789, for the assets located in the U.S. and CAD312,484 for the assets located in Canada. The Receiver proposes to sell (a) the "US Assets" to Ritchie Bros. Auctioneers (America) Inc., and (b) the "Canadian Assets" to Ritchie Bros. Auctioneers (Canada) Ltd. The Receiver is in the process of finalizing the Sale Agreement with the Purchasers and that Sale Agreement is subject to approval of the Canadian Court and the U.S. Bankruptcy Court. The Purchase Price does not exceed the amount of asserted liens on the Assets for it is not expected that the sale will result in payment to any unsecured creditors. Additionally, the Purchasers intend to re-sell the Assets, and share proceeds of that re-sale with the Receiver, which may result in further proceeds being paid to the Receiver on the terms set out in the Sale Agreement. The working capital financing for the Debtors is provided by Alberta Treasury Branches located in Edmonton, Alberta, Canada, pursuant to a Loan Facility comprising of demand facilities as follows: (a) an operating loan facility up to a maximum of CAD8,000,000, and (ii) a non-revolving term facility in the amount of CAD28,732,663. The Receiver has conferred with ATB concerning the Proposed Transaction, and ATB consents to the sale. FMCC Asks for Return of Four Vehicles FMCC holds an ownership interest in four motor vehicles that were leased to the Debtors pursuant to four separate Lease Agreements -- the Debtors were in possession of these vehicles. The Lease Agreements require the Debtors to maintain insurance against risk of loss, damage, theft or destruction to the Vehicles. FMCC complains that as of the date of its objection, neither the Debtors nor the Receiver have assumed or rejected the leases on the Vehicles, and although requested, no proof of insurance has been received. Prior to the filing of the Receiver's Motions, counsel for FMCC contacted the Receiver and provided copies of the lease documents for the Vehicles to them and has been advised that the Vehicles will not be included in the sale. FMCC files its objection not to impede the Receiver's sale but to ensure the Vehicles are not included in the sale and that the Vehicles are returned to FMCC. Furthermore, FMCC relates that the Debtors are currently past due for the April 10, 2016, and May 10, 2016, payments on the Lease Agreements with FMCC as follows: (a) $4,265 is due on 2015 Ford Super Duty F350 SRW bearing VIN: 1FT8W3BT6FEC11595 under Account No. ****0236 (b) $4,265 is due on 2015 Ford Super Duty F350 SRW bearing VIN: 1FT8W3BT4FEC62464 under Account No. ****0319 (c) $4,208 2016 is due on Ford Super Duty F350 SRW bearing VIN: 1FT8W3BT7GEA27381 under Account No. ****0565 (d) $3,303 2015 is due on Ford F150 bearing VIN: 1FTEW1EG5FKE61000 under Account No. ****0682 Counsel for the Receiver: Steve A. Peirce, Esq. NORTON ROSE FULBRIGHT US LLP 300 Convent Street, Suite 2100 San Antonio, TX 78205-3792 Telephone: (210) 224-5575 Facsimile: (210) 270-7205 Email: steve.peirce@nortonrosefulbright.com -- and -- Jason L. Boland, Esq. Andrew Black, Esq. NORTON ROSE FULBRIGHT US LLP 1301 McKinney, Suite 5100 Houston, TX 77010-3095 Telephone: (713) 651-5151 Facsimile: (713) 651-5246 Email: jason.boland@nortonrosefulbright.com andrew.black@nortonrosefulbright.com Attorneys for Ford Motor Credit Company, LLC: Mark W. Harmon, Esq. BOERNER, DENNIS & FRANKLIN, PLLC P. O. Box 1738 Lubbock, Texas 79408 Telephone (806) 763-0044 Telecopier (806) 763-2084 Email: mwharmon@bdflawfirm.com -- and -- Richardo I. Kilpatrick, Esq. James M. McArdle, Esq. KILPATRICK & ASSOCIATES, P.C. 903 North Opdyke Road, Suite C Auburn Hills, MI 48326 Telephone: (248) 377-0700 About ATK Oilfield Headquartered in Calgary, Alberta with operations throughout Western Canada and the Permian Basin in the United States, the Debtors' business consists of moving drilling rigs. The Debtors' assets, located in Canada and the United States, consist of various equipment, rolling stock (trucks and trailers), contracts and contract receivables, leased real property in Canada and Texas, as well as owned real property located in Edson, Alberta and Floresville, Texas. On March 30, 2016, Alberta Treasury Branches, the Debtors' secured creditor, filed an application for receivership with the Court of Queen's Bench of Alberta in the Judicial Centre of Calgary, Canada. The Canadian Court entered on April 1, 2016, a receivership order which provides for a stay against seizure of assets and litigation akin to the automatic stay embodied in Section 362(a) of the Bankruptcy Code. Among other things, the Receivership Order appointed Ernst & Young Inc. as the Receiver of the Debtors. ATK Oilfield Transportation Inc. and ATK Oilfield Transportation (USA) Inc., filed Chapter 15 petitions in the U.S. Bankruptcy Court for the Western District of Texas (Bankr. W.D. Tex. Case Nos. 16-70042 and 16-70043, respectively) on April 1, 2016. The petitions were signed by Ernst & Young, Inc., the court-appointed receiver and authorized foreign representative of the Debtors. Norton Rose Fulbright US LLP serves as the Receiver's counsel. Judge Ronald B. King has been assigned the Chapter 15 case. AURORA GAS: Hires David H. Bundy as Bankruptcy Counsel ------------------------------------------------------ Aurora Gas LLC asks for authorization from the U.S. Bankruptcy Court for the District of Alaska to employ David H. Bundy, P.C., as bankruptcy counsel. The Firm will provide these services: a. preparation and amendment of schedules and other required filings, including reports required by the U. S. Trustee; b. advising and representing the Debtor with respect to the sale or refinancing of property of the estate; c. advising and representing the Debtor in the negotiation and preparation of a plan of reorganization and disclosure statement, if the case proceeds to that point; d. other matters relating to the administration of the bankruptcy estate. To the best of the Debtor's knowledge, information and belief, the Firm does not hold or represent an interest adverse to the Debtor's bankruptcy estate as required by l1 U.S.C. Section 327 and is a disinterested person in this bankruptcy proceeding as defined by ll U.S.C. Section 101(13) (A-E). The Firm can be reached at: David H. Bundy, Esq. DAVID H. BUNDY, P.C. 310 K. Street, Suite 200 Anchorage, AK 99501 Tel: (907)248-8431 Sugarland, Texas-based Aurora Gas LLC owns and operates gas-producing properties in Alaska and also engages in the exploration and development of gas properties. Erik LeRoy, Esq., at Erik Leroy P.C., on behalf of Aurora Well Service, LLC, Shirleyville Enterprises, LLC, and Tanks A Lot, Inc., filed a involuntary Chapter 11 bankruptcy petition against the Debtor (Bankr. D. Alaska Case No. 16-00130) on May 3, 2016. AXIALL CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB- ----------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Axiall Corp to BB- from BB+ on May 27, 2016. The Axiall Corporation has historically been a major manufacturer and marketer of chlorovinyls and aromatics. BACK9NETWORK INC: Hires LibbyHoopes as Counsel Over SEC Probe ------------------------------------------------------------- Back9Network Inc. and Swing by Swing Golf, Inc., seek authority from the U.S. Bankruptcy Court for the District of Connecticut to employ LibbyHoopes, P.C. as special counsel to the Debtors. Back9Network Inc. requires LibbyHoopes to represent the Debtors in connection with the document subpoena received from the Securities Exchange Commission (Boston Office), dated April 8, 2016, in a matter entitled In the Matter of the City of Hartford. LibbyHoopes will be paid at these hourly rates: Douglas Brooks $475 Benjamin Towbin $320 Paralegal $100 LibbyHoopes will also be reimbursed for reasonable out-of-pocket expenses incurred. Douglas Brooks, partner with the law firm LibbyHoopes, P.C., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. LibbyHoopes can be reached at: Douglas Brooks, Esq. LIBBYHOOPES, P.C. 399 Boylston Street Boston, MA 02116 Tel: (617) 338-9300 Fax: (617) 338-9911 About Back9Network Inc. Back9Network Inc. and Swing by Swing Golf, Inc., engaged in the business of developing and selling media content and information over the internet, filed Chapter 11 bankruptcy petitions (Bankr. D. Conn. Case Nos. 15-22192 and 15-22193, respectively) on Dec. 23, 2015. The petition was signed by Charles Cox, the chief executive officer. The Debtors estimated assets and liabilities of $10 million to $50 million. The Debtors have engaged Hinckley, Allen & Snyder LLP as counsel. Judge Ann M. Nevins has been assigned the cases. BEAR METALLURGICAL: Case Summary & 20 Largest Unsecured Creditors ----------------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- Bear Metallurgical Company 16-22192 679 East Butler Road Butler, PA 16002 Gulf Chemical & Metallurgical Corporation 16-22195 302 Midway Road Freeport, TX 77542 Type of Business: Recyclers of spent petroleum catalysts Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court Western District of Pennsylvania (Pittsburgh) Judge: Hon. Jeffery A. Deller Debtors' Lead Counsel: Sean D. Malloy, Esq. Michael J. Kaczka, Esq. Joshua A. Gadharf, Esq. McDONALD HOPKINS LLC 600 Superior Avenue, East, Suite 2100 Cleveland, OH 44114 Tel: (216) 348-5400 Fax: (216) 348-5474 E-mail: smalloy@ mcdonaldh opki ns.com mkaczka @ mcdonaldh opki ns.com igadharf@mcdonaldhopkins.com Debtors' Local Counsel: William E. Kelleher, Jr., Esq. Thomas D. Maxson, Esq. Helen S. Ward, Esq. COHEN & GRIGSBY, P.C. 625 Liberty Avenue Pittsburgh, PA 15222-3152 Tel: 412-297-4703 E-mail: wkelleher@cohenlaw.com tmaxson@cohenlaw.com hward@cohenlaw.com Debtors' Financial Advisors: STONELEIGH GROUP HOLDINGS, LLC Debtors' Notice, Claims & Balloting Agent: KURTZMAN CARSON CONSULTANTS LLC Estimated Estimated Assets Liabilities ------------ ----------- Bear Metallurgical Company $1MM-$10MM $1MM-$10MM Gulf Chemical $100-$500MM $100MM-$500MM The petitions were signed by Eric Caridroit, chief executive officer. A. List of Bear Metallurgical's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Felman Trading Inc. Trade Debt $78,174 US Granules Corporation Trade Debt $34,650 Omnisource Corporation Trade Debt $34,650 Panalytical, Inc. Trade Debt $20,317 maryann.tognazzi@panalytical.com North American Hoganas Trade Debt $17,802 trevor.towns@nah.com BPI Incorporated Trade Debt $14,210 United Metallurgical, Inc. Trade Debt $9,658 Arcelor Mittal Dofasco Trade Debt $7,783 American Mining Corporation Trade Debt $5,578 Carmeuse Lime & Stone Trade Debt $4,622 Fairmount Santrol Trade Debt $3,890 michael.mongell@fmsand.com H S Forest Products, Inc. Trade Debt $3,768 twestover@hsforest.com Don Martin Trucking Division Trade Debt $3,435 W. Penn Power Trade Debt $3,137 ABM Building Solutions, LLC Trade Debt $2,734 Arms Trucking Co. Inc. Trade Debt $2,605 Command Transportation LLC Trade Debt $1,850 MHF Trade Debt $1,807 AT&T Trade Debt $1,689 ORR Safety Corporation Trade Debt $1,488 B. List of Gulf Chemical's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ Syncrude Canada Ltd. Trade Debt $607,000 200-9911 MacDonald Ave PO BAG 4023 Fort Murray, Alberta T9H 1S7 CA US Ecology Texas, L.P. Trade Debt $405,890 PO Box 307 Robstown, TX 78380 Kevin Wittmer/Jill 800-955-3265 heather.hardin@usecology.com GDF Suez Energy Resources NA Trade Debt $328,862 PO Box 25327 Leigh Valley, PA 18002-5237 armand.echetebu@gdfsuezna.com Tata Chemicals Soda Ash Trade Debt $94,792 bgrogan@tatachemicals.com Waste Management Special Trade Debt $93,291 KEchols@wm.com Adobe Equipment Co. Trade Debt $84,253 Clark Industrial Services, LLC Trade Debt $62,136 sales@clarindustiral.com Formosa Plastics Corp. Trade Debt $61,655 iduh@fpcusa.com BASF Corporation (Cognis) Trade Debt $59,172 MiningChemicals.Customer@BASF.com J T Thorpe Company Trade Debt $57,891 mbb@thorpessc.com AVS Backhoe Services, Inc. Trade Debt $49,567 angel@avsservicesll.com; avs@avssercies.com Englund Equipment Co. Inc. Trade Debt $34,320 christy@englundequipment.com Lhoist North America Trade Debt $32,894 armando.sotelo@lhoist.com Quincy Compressor LLC Trade Debt $32,798 phillip.royles@Quincycompressor.com Crown Insulation Services, LLC Trade Debt $30,546 valdez8636@sbcglobal.net CHEP Trade Debt $27,289 william.stacy@chep.com Motion Industries Inc Trade Debt $27,115 Chris.Graham@motion-ind.com Kenkay Industrial Servicese Trade Debt $24,310 edilbertoleach@yahoo.com Hychem, Inc. Trade Debt $22,841 abobitt@hychem.com Skyhawk Chemical Inc. Trade Debt $20,418 order@skyhawkchemicals.com Texas Commission on Environmental $0 Environmental Quality Claims BEAZER HOMES: Egan-Jones Cuts Sr. Unsecured Ratings to B -------------------------------------------------------- Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by Beazer Homes USA Inc. to B from B- on May 26, 2016. Beazer Homes USA is an American homebuilding company based in Atlanta, Georgia. The company builds and sells primarily single-family homes in twenty states of the continental United States. BERNADETTE ALMODIEL: Unsecureds to Recoup 10% Under Plan -------------------------------------------------------- Bernadette Y. Almodiel filed with the Bankruptcy Court in Nevada her Disclosure Statement and Plan of Reorganization - Plan # 1 on June 3, 2016. According to the Plan, holders of Allowed General Unsecured Claims in Class 4, totalling $10,910, will receive their pro rata share of $1,091. No interest will be paid to Class 4 Creditors. This dividend constitutes payment of approximately 10 cents per dollar of each class claim. They will be paid in Cash within 12 months from the Plan effective date. The secured claim of Wells Fargo Bank, N.A., as trustee c/o Select Portfolio Servicing, Inc., (Class 1) against the Debtor's Investment Property located at 5066 Lime Kiln Avenue, Las Vegas, NV 89139, is valued, by the parties' stipulation, at $190,000. The Wells Fargo claim will be paid on these terms: -- Interest Rate: 5.25% per annum fixed (246-month amortization schedule) -- Payment Start Date: November 1, 2015 -- Maturity Date: April 1, 2036 (all remaining amounts due) -- Initial Fixed Monthly Payment: $1,262.67 (principal & interest) -- The loan will remain impounded for taxes and hazard insurance with an initial monthly escrow payment of $147.00 A copy of the Disclosure Statement is available at: http://bankrupt.com/misc/nvb15-14447-0074.pdf Bernadette Y Almodiel is employed as a physical assistant. She receives monthly rental income from an Investment Property located at 5066 Lime Kiln Avenue, Las Vegas, Nevada 89139, which is not operated as an independent business entity. Ms. Almodiel filed a Chapter 13 Case (Bankr. D. Nev. Case No. 15-11251) on March 11, 2015, and that case was dismissed on June 25, 2015. She then filed a Chapter 11 petition (Bankr. D. Nev. Case No. 15-14447) on August 3, 2015, and is represented by: Michael J Harker, Esq. 2901 El Camino Ave #200 Las Vegas, NV 89102 Tel: (702) 248-3000 Fax: (702) 425-7290 E-mail: mharker@harkerlawfirm.com BH SUTTON: Court Sets July 25 as General Claims Bar Date -------------------------------------------------------- The Hon. Sean H. Lane, of the U.S. Bankruptcy Court for the Southern District of New York granted the request of BH Sutton Mezz LLC and Sutton 58 Owner LLC to establish deadlines by which proofs of claim based on prepetition debts or liabilities against any of the Debtors must be filed. The Court set: (a) July 25, 2016 as the General Bar Date; and (b) August 24, 2016 as the Governmental Bar Date of Sutton Mezz Debtor; and (c) October 3, 2016 as the Governmental Bar Date of Sutton Owner Debtor. Judge Lane also approved the Debtors' proposed Proof of Claim Form, Bar Date Notice and Publication Notice, and notice and publication procedures. About BH Sutton Mezz LLC and Sutton 58 Associates LLC New York City-based BH Sutton Mezz LLC filed for Chapter 11 protection (Bankr. S.D.N.Y. Case No. 16-10455) on Feb. 26, 2016. The petition was signed by Herman Carlinsky, president. The Hon. Sean H. Lane presides over the case. Joseph S. Maniscalco, Esq., at Lamonica Herbst & Maniscalco, LLP, represents BH Sutton in its restructuring effort. The Debtor estimated assets at $100 million to $500 million and debts at $10 million to $50 million. Sutton 58 Owner LLC filed a separate Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-10834) on April 6, 2016. Sutton Owner estimated assets at $100 million to $500 million and debts at $100 million to $500 million. Sutton Owner's business consists of the ownership and operation of these real properties: (a) 428, 430 and 432 East 58th Street, New York, New York, 10022, including all air rights and inclusionary air rights related thereto; and (b) the cooperative apartments identified as 1R, 2D and 2N located at 504 Merrick Road, Lynbrook, New York 11583. Sutton Owner seeks to retain Joseph S. Maniscalco, Esq., and Jordan C. Pilevsky, Esq., at Lamonica Herbst & Maniscalco, LLP as its counsel. Both cases are jointly administered. BLUE LEOPARD: Taps Ballstaedt Law Firm as Legal Counsel ------------------------------------------------------- Blue Leopard LLC seeks approval from the U.S. Bankruptcy Court for the District of Nevada to hire Ballstaedt Law Firm as its legal counsel. The Debtor tapped the firm to: (1) institute, prosecute or defend any contested matters arising out of the Debtor's bankruptcy proceeding in which it may be a party; (2) assist in the recovery and liquidation of estate assets; (3) assist in determining the priorities and status of claims and in filing objections thereto; and (4) assist in the preparation of a disclosure statement and Chapter 11 plan of reorganization. The firm's attorneys will be paid not more than $300 per hour for their services. Meanwhile, its paralegals will be paid not more than $195 per hour. Seth Ballstaedt, Esq., disclosed in a court filing that the firm's employees do not have any connection with the Debtor or its creditors. The firm can be reached through: Seth D. Ballstaedt Ballstaedt Law Firm 9555 S. Eastern Ave, Ste 210 Las Vegas, Nevada 89123 Phone: (702) 715-0000 Fax: (702) 666-8215 help@ballstaedtlaw.com About Blue Leopard Blue Leopard L.L.C. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No. 16-10686) on February 18, 2016. The petition was signed by J. Colby Wheeler, managing member. The case is assigned to Judge Mike K. Nakagawa. The Debtor is represented by Seth D. Ballstaedt, Esq., at The Ballstaedt Law Firm. The Debtor estimated assets of $500,000 to $1 million and debts of $1 million to $10 million. BOMBARDIER INC: Egan-Jones Lowers FC Sr. Unsec. Rating to CCC+ -------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Bombardier Inc. to CCC+ from BB- on May 20, 2016. EJR also lowered the local currency senior unsecured rating on the Company's debt to CCC+ from B-. Bombardier Inc is a Canadian multinational aerospace and transportation company. BRINK'S CO: Egan-Jones Lowers FC Sr. Unsecured Rating to BB ----------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by The Brink's Co to BB from BB+ on May 31, 2016. The Brink's Company is an American security and protection company headquartered outside of Richmond, Virginia, United States. C & D PRODUCE: Taps Ackerman Rodgers as Accountant -------------------------------------------------- C & D Produce Outlet, Inc., and C & D Produce Outlet - South, Inc., seek permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ Mary P. Rodgers, CPA, of Ackerman Rodgers CPA, PLLC, as accountant. The Accountant will: a. compile monthly balance sheets and income statements; b. prepare monthly debtor-in-possession reports required by the U.S. Trustee's Office, including detailed trial balance sheets, bank account reconciliations, sorted and coded check registers, and monthly transaction registers; c. assist in connection with the Chapter 11 reorganization; and d. provide other accounting and tax services as required. Ms. Rodgers assures the Court that the Accountant doesn't have any connection with the creditors or other parties-in-interest or their respective attorneys, the U.S. Trustee, or any person employed in the Office of the U.S. Trustee as required by Bankruptcy Rule 2014. The Accountant doesn't represent any interest adverse to the Debtor. Due to the fact that the Accountant's fees are anticipated to be small in this matter, the Debtors ask that the Court waive the requirement that the accountant file fee applications so long as the fees each month do not exceed the sum of $500. The Debtors ask that the Court authorize the retention of Ms. Rodgers on a general retainer pursuant to 11 U.S.C. Sections 327 and 330. The Accountant can be reached at: Mary P. Rodgers Ackerman Rodgers CPA, PLLC 1665 Palm Beach Lakes Boulevard 10th Floor, Suite 1004 West Palm Beach, FL 33401 Website: http://www.arcpatax.com/ C & D Produce Outlet, Inc., and C & D Produce Outlet - South, Inc, filed separate chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 16-15760 and 16-15764) on April 21, 2016. The Debtors are represented by Craig I Kelley, Esq., at Kelley & Fulton, P.L., in West Palm Beach, Fla. At the time of the filing, the Debtors estimated their assets and debts at less than $1 million. CABLEVISION SYSTEMS: Egan-Jones Cuts Sr. Unsec. Ratings to B ------------------------------------------------------------ Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by Cablevision Systems Corp to B from BB on May 24, 2016. Cablevision Systems Corporation is an American cable television company with systems serving areas surrounding New York City. CABOT CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to BB+ ---------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Cabot Corp to BB+ from BBB- on May 31, 2016. Cabot Corporation is a specialty chemicals and performance materials company headquartered in Boston, Massachusetts. CAESARS ENTERTAINMENT: Lawyer Asks Judge to Let Team Finish Job --------------------------------------------------------------- The American Bankruptcy Institute, citing Tracy Rucinski of Reuters, reported that a lawyer for Caesars Entertainment Operating Co, or CEOC, asked a U.S. bankruptcy judge on June 13, 2016, to halt lawsuits against its parent temporarily so it can complete negotiations with creditors on a consensual reorganization plan. According to the report, Eighteen months into CEOC's $18 billion bankruptcy, the casino group said it is close to reaching agreement with its diverse creditors on a reorganization plan that includes a $4 billion contribution from its parent, Caesars Entertainment Corp. A lawyer for CEOC called that contribution the bankruptcy estate's "most valuable asset," but that asset is threatened by imminent judgments in New York and Delaware courts from lawsuits filed by several hedge funds, which are also creditors in the bankruptcy, against the Caesars parent seeking a total of $11.4 billion, the report related. The hedge funds' lawsuits allege the parent reneged on guarantees on bonds issued by its unit, which filed forbankruptcy in January 2015, but Caesars denies the allegations, the report said. Rulings against the parent could push it into bankruptcy alongside its unit, creating "one of the biggest corporate messes of our time," a CEOC adviser testified, the report further related. "The evidence remains undisputed," CEOC lawyer David Zott said in closing arguments in U.S. Bankruptcy Court in Chicago on June 13, the report added. "We ask your honor to let us finish the job." About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. CAESARS ENTERTAINMENT: Signs CAC Restructuring Support Pact ----------------------------------------------------------- Caesars Entertainment Corporation signed on to the Restructuring Support Agreement, dated as of June 12, 2016, among Caesars Entertainment Operating Company, Inc., a majority owned subsidiary of CEC, Caesars Acquisition Company and CEC, solely to confirm that the CAC RSA constitutes the "CAC Joinder" under the Restructuring Support, Settlement and Contribution Agreement, dated as of June 7, 2016, between CEC and CEOC, previously disclosed by CEC in its Current Report on Form 8-K filed on June 8, 2016. On Dec. 21, 2014, CEC and CAC entered into an Agreement and Plan of Merger, pursuant to which, among other things, CAC will merge with and into CEC, with CEC as the surviving company. In connection with the Merger, CEC and CAC will file with the Securities and Exchange Commission a Registration Statement on Form S-4 that will include a joint information statement/prospectus, as well as other relevant documents concerning the proposed transaction. About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc., is one of the world's largest casino companies. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's in mid-November 2010. In January 2015, Caesars Entertainment and subsidiary Caesars Entertainment Operating Company, Inc., announced that holders of more than 60% of claims in respect of CEOC's 11.25% senior secured notes due 2017, CEOC's 8.5% senior secured notes due 2020 and CEOC's 9% senior secured notes due 2020 have signed the Amended and Restated Restructuring Support and Forbearance Agreement, dated as of Dec. 31, 2014, among Caesars Entertainment, CEOC and the Consenting Creditors. As a result, The RSA became effective pursuant to its terms as of Jan. 9, 2015. Appaloosa Investment Limited, et al., owed $41 million on account of 10% second lien notes in the company, filed an involuntary Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case No. 15-10047) on Jan. 12, 2015. The bondholders are represented by Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP. CEOC and 172 other affiliates -- operators of 38 gaming and resort properties in 14 U.S. states and 5 countries -- filed Chapter 11 bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and total debt of $19.8 billion as of Sept. 30, 2014. Delaware Bankruptcy Judge Kevin Gross entered a ruling that the bankruptcy proceedings will proceed in the U.S. Bankruptcy Court for the Northern District of Illinois. Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is the Debtors' restructuring advisors. Prime Clerk LLC acts as the Debtors' notice and claims agent. Judge Benjamin Goldgar presides over the cases. The U.S. Trustee has appointed seven noteholders to serve in the Official Committee of Second Priority Noteholders and nine members to serve in the Official Unsecured Creditors' Committee. The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner. CANADIAN NATURAL: Egan-Jones Cuts Sr. Unsec. Ratings to BB ---------------------------------------------------------- Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by Canadian Natural Resources Ltd. to BB from BB+ on May 26, 2016. Canadian Natural Resources Limited (CNRL) is an oil and gas exploration, development and production company with its corporate head office in Calgary, Alberta. CARRIZO OIL: Egan-Jones Cuts FC Sr. Unsecured Rating to CCC ----------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Carrizo Oil & Gas Inc. to CCC from B on May 31, 2016. EJR also lowered the Company's commercial paper rating to C from B. Carrizo Oil & Gas, Inc., together with its subsidiaries, engages in the exploration, development, and production of oil and gas primarily in the United States. CELANESE CORP: Moody's Puts Ba1 CFR Under Review ------------------------------------------------ Moody's Investors Service placed the ratings of Celanese Corporation (Ba1 Corporate Family Rating) under review for possible upgrade following public comments by its CEO and CFO last week with regard to maintaining total leverage of 2.0x on a sustained basis, as well as stating that it plans to refinance its secured term loan with unsecured debt and replace its secured revolver with an unsecured revolver. Moody's had previously stated that these factors were preventing the company from an upgrade, despite having investment grade financial metrics and an investment grade business profile. "Mark Rohr and Chris Jensen announced that Celanese would maintain 2.0x total leverage, despite its earnings growth targets and potential bolt-on acquisitions," stated John Rogers, Senior Vice President at Moody's and lead analyst on Celanese. "In addition, they stated that they would be refinancing their secured debt with unsecured debt shortly." On Review for Upgrade: Issuer: Celanese Corporation Probability of Default Rating, Placed on Review for Upgrade, currently Ba1-PD Corporate Family Rating, Placed on Review for Upgrade, currently Ba1 Ratings affirmed: Speculative Grade Liquitity at SGL-1 Issuer: Celanese U.S. Holdings LLC Senior Secured Bank Credit Facility, Placed on Review for Upgrade, currently Baa3 (LGD 2) Backed Senior Unsecured Regular Bond/Debenture, Placed on Review for Upgrade, currently Ba2 (LGD 5) Issuer: Public Finance Authority Backed Senior Unsecured Revenue Bonds, Placed on Review for Upgrade, currently Ba2 (LGD 5) Outlook Actions: Issuer: Celanese Corporation Outlook, Changed To Rating Under Review From Stable Issuer: Celanese U.S. Holdings LLC Outlook, Changed To Rating Under Review From Stable RATINGS RATIONALE Celanese's review for upgrade is based on the company's newly established financial policy of targeting 2.0x total leverage on a sustained basis, as well as stating its plan to refinance its secured term loan and revolver with unsecured debt and an unsecured revolver. The review will focus on the successful conclusion of the refinancing and the likelihood of management maintaining its target leverage of 2.0x, despite fairly aggressive earnings growth targets and the potential for bolt-on acquisitions. At Celanese's investor day in December 2015, management discussed the need to ramp up new products introductions, continue to generate roughly $100 million per year in productivity gains and increase the pace of, and earnings accretion from, bolt-on acquisitions. Based on successful implementation of these strategies and others, they set an adjusted earnings per share target of $8.00 -- $8.50 per share in 2018, up from $6.02 in 2015 (implied growth of more than 10% per year). Management commented at the Deutsche Bank Global Industrials and Materials Summit on 9 June 2016 about being able to accomplish these goals while maintaining gross leverage at 2.0x. At the conference, the CFO also stated that Celanese's secured debt would be refinanced with unsecured debt "pretty soon". These statements indicate a shift in financial policy and a commitment to an investment grade rating. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Celanese Corporation, headquartered in Irving, Texas, is a leading global producer of acetic acid, vinyl acetate monomer, emulsions, acetate tow, engineered thermoplastics and food ingredients. Celanese has net sales of over $ 5 billion. CHARTER COMMUNICATIONS: Egan-Jones Ups Sr. Unsec. Ratings to BB+ ---------------------------------------------------------------- Egan-Jones Ratings Company upgraded the senior unsecured ratings on debt issued by Former Charter Communications Parent Inc. to BB+ from BB on May 24, 2016. Charter Communications is an American cable telecommunications company, which offers their services to consumers and businesses under the branding of Charter Spectrum. CHINACODE INC: Taps Hollister & Brace as Legal Counsel ------------------------------------------------------ Chinacode, Inc. seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire Hollister & Brace as its legal counsel. Hollister & Brace will provide legal services in connection with the administration of the Debtor's Chapter 11 case. The hourly rates of the members of the firm who may provide the services are: Peter Susi $550 Kevin Nimmons $350 In a court filing, Mr. Nimmons disclosed that all members of the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Peter Susi Kevin Nimmons Hollister & Brace, a Professional Corp. 1126 Santa Barbara Street Santa Barbara, CA 93101 Telephone: (805) 963-6711 Facsimile: (805) 965-0329 About Chinacode Inc. Chinacode, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-10922) on May 16, 2016. The petition was signed by Zhongwei Wang, president. The case is assigned to Judge Peter Carroll. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. CIMAREX ENERGY: Egan-Jones Cuts FC Sr. Unsec. Rating to BB- ----------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Cimarex Energy Co to BB- from BB on May 23, 2016. Cimarex Energy Co. is a petroleum and natural gas exploration and production company headquartered in Denver, Colorado, with operations primarily in Texas, Oklahoma, and New Mexico. CITIZENS PARKWAY: Wants Solicitation Period Extended to Sept. 12 ---------------------------------------------------------------- Citizens Parkway Investments, LLC, asks the U.S. Bankruptcy Court for the Northern District of Georgia to extend for 90 days from June 14, 2016, to Sept. 12, 2016, the exclusive period within which the Debtor may obtain acceptances of the Debtor's Chapter 11 Plan of Reorganization, filed Oct. 8, 2015. The Debtor has been diligent in proceeding with this case and has complied with the Bankruptcy Code, Bankruptcy Rules and Orders of this Court including: (a) all monthly Operating Reports have been filed and are current; (b) all Trustee Fees are paid and are current; (c) the Debtor's Schedules and Statement of Affairs were timely filed without request for extension; and (d) the Debtor filed its Chapter 11 Reorganization Plan and Disclosure Statement within the 120 day period required by 11 U.S.C. Section 1121(b) without request for extension. The Debtor has proposed a Plan which will pay all allowed claims 100 cents on the dollar, and is making progress toward accomplishment of the Plan. The Debtor is paying its administrative debts as they come due in the normal course of business. The Debtor shows that a likely settlement with its primary secured lender is imminent based upon information and documentation exchanged between the parties. This Chapter 11 case has been pending for less than 12 months, and this is the second time that the Debtor requested for extension of the exclusive period. The Debtor's counsel can be reached at: Joseph Chad Brannen, Esq. JOSEPH CHAD BRANNEN 7147 Jonesboro Road, Suite G Morrow, Georgia 30260 Tel: (770) 474-0847 Headquartered in Morrow, Georgia, Citizens Parkway Investments, LLC, filed for Chapter 11 bankruptcy protection (Bankr. N.D. Ga. Case No. 15-68023) on Sept. 18, 2015, listing $1.5 million in total assets and $686,034 in total liabilities. The petition was signed by James Baker, manager. Joseph Chad Brannen, Esq., at The Brannen Firm, LLC, serves as the Debtor's bankruptcy counsel. CLAIRE'S STORE: Incurs $38.8 Million Net Loss in First Quarter -------------------------------------------------------------- Claire's Stores, Inc., filed with the Securities and Exchange Commission its quarterly report on Form 10-Q disclosing a net loss of $38.8 million on $300 million of net sales for the three months ended April 30, 2016, compared to a net loss of $35.4 million on $320 million of net sales for the three months ended May 2, 2015. As of April 30, 2016, Claire's Stores had $2.27 billion in total assets, $2.87 billion in total liabilities and a stockholders' deficit of $606 million. "We anticipate that cash generated from operations and borrowings under our $115.0 million U.S. Credit Facility and $50.0 million Europe Credit Facility, which we collectively refer to as the "Credit Facilities", will be sufficient to allow us to satisfy payments of interest on our indebtedness, to fund new store expenditures, and meet working capital requirements over the next twelve months. Cash interest on the outstanding Notes...will be approximately $187.7 million in Fiscal 2016. We expect to fund these interest payments through a combination of cash from operations and borrowings under our Credit Facilities. However, our Senior Subordinated Notes and the New PIK Subordinated Notes will mature in June of Fiscal 2017 and our Credit Facilities will mature later in Fiscal 2017. We cannot make assurances that we will have the financial resources required to obtain, or that the conditions of the capital markets will support, any future refinancing, replacement or restructuring of those facilities and indebtedness. Our ability to make interest payments and meet operational liquidity needs will depend, in part, on our future operating performance and our ability to satisfy covenants under the Credit Facilities. In addition, our ability to refinance the Senior Subordinated Notes and the New PIK Subordinated Notes when they mature in Fiscal 2017, and to replace, renew or extend our Credit Facilities in 2017, will also depend in part on our future operating performance. Our future operating performance and liquidity, as well as our ability to refinance our indebtedness, may also be adversely affected by general economic, political and financial conditions, foreign currency exchange exposures, and other factors beyond our control, including those disclosed in "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended January 30, 2016." A full-text copy of the Form 10-Q is available for free at: https://is.gd/J1xySg About Claire's Stores Claire's Stores, Inc. -- http://www.clairestores.com/-- operates as a specialty retailer of fashion accessories and jewelry for preteens and teenagers, as well as for young adults in North America and internationally. It offers jewelry products that comprise costume jewelry, earrings, and ear piercing services; and accessories, including fashion accessories, hair ornaments, handbags, and novelty items. Based in Pembroke Pines, Florida, Claire's Stores operates under two brands: Claire's(R), which operates worldwide and Icing(R), which operates only in North America. As of Jan. 31, 2009, Claire's Stores, Inc., operated 2,969 stores in North America and Europe. Claire's Stores also operates through its subsidiary, Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. The Company also franchises 198 stores in the Middle East, Turkey, Russia, South Africa, Poland and Guatemala. * * * The TCR reported on April 11, 2016, that Moody's Investors Service downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and Probability of Default Rating to Caa3 and Caa3-PD, respectively. "[The] downgrades reflect our view that there is an acute likelihood of a debt restructuring ahead of the June 2017 maturity of Claire's subordinated notes due to continuing erosion of liquidity and weak operating performance," stated Moody's Vice President Charlie O'Shea. As reported by the TCR on May 20, 2016, S&P Global Ratings raised its corporate credit rating on Florida-based Claire's Stores Inc. to 'CCC-' from 'SD'. The outlook is negative. CLINTONDALE COMMUNITY: Moody's Affirms Ba3 GOULT Rating ------------------------------------------------------- Moody's Investors Service has affirmed Clintondale Community Schools, MI's underlying Ba3 general obligation unlimited tax (GOULT) rating. The Ba3 rating applies to $440,000 of outstanding rated GOULT debt. The district's net direct debt totals $61.9 million. The district's outlook has been revised to stable from negative. The Ba3 rating reflects the district's modestly sized, suburban Detroit (B2 positive) tax base, characterized by declining valuation trends and below average and deteriorating socioeconomic characteristics. The rating also incorporates the district's very weak financial position and enrollment trend, very high debt burden and elevated pension burden. Revision of the outlook to stable reflects improvement in the district's financial position, which has long been in deficit. The accumulated deficit has declined steadily over the past few years due to expenditure reductions and may be completely eliminated by the close of the current fiscal 2016. Rating Outlook The stable outlook reflects the district's improving financial position, including an unaudited surplus in fiscal 2016 which is estimated to eliminate the district's deficit position by the close of the fiscal year. Factors that Could Lead to an Upgrade Stable to increasing student enrollment trends Material improvements in the districts reserves and liquidity Material reduction in the district's debt burden and unfunded pension liabilities Factors that Could Lead to a Downgrade Deterioration of the district's tax base or weakening of socioeconomic indices Continued declines in student enrollment Inability to achieve and sustain positive General Fund reserves Growth in the district's debt and pension burden Legal Security The district's outstanding rated bonds are secured by the pledge and authority to levy a dedicated, voter-approved property tax levy, unlimited as to both rate and amount, to pay debt service. Use of Proceeds Not applicable. Obligor Profile The district is located in Macomb County, approximately 20 miles north of Detroit. The district encompasses approximately 3.9 square miles within the Charter Township of Clinton. The district's enrollment totals 3,032 students. The district's projections show modest declines in enrollment, with fiscal 2020 enrollment totaling 2,895 students. Methodology The principal methodology used in this rating was US Local Government General Obligation Debt published in January 2014. COCRYSTAL PHARMA: Mulls Uplisting to Nasdaq Stock Market -------------------------------------------------------- While attending the Jefferies 2016 Healthcare Conference held in New York City from June 7-10, 2016, Dr. Douglas Mayers, chief medical officer of Cocrystal Pharma, Inc., disclosed in private comments that the Company intends to pursue uplisting to the Nasdaq Stock Market in the coming year, in conjunction with which the Company would likely engage in capital-raising efforts. The Company is not presently engaged in an offering of the Company's securities and does not presently have any specific plans to raise capital. The Company cannot offer any assurances as to when, or if, the Company will apply to Nasdaq, and if the Company does apply to Nasdaq, it cannot offer any assurances as to whether the Company's securities will be accepted for listing. About Cocrystal Pharma Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals, Inc., is a pharmaceutical company with a mission to discover novel antiviral therapeutics as treatments for serious and/or chronic viral diseases. Cocrystal Pharma employs unique technologies and Nobel Prize winning expertise to create first- and best-in-class antiviral drugs. These technologies and the Company's market- focused approach to drug discovery are designed to efficiently deliver small molecule therapeutics that are safe, effective and convenient to administer. The Company's primary business going forward is to develop novel medicines for use in the treatment of human viral diseases. Cocrystal has been developing novel technologies and approaches to create first-in-class and best-in-class antiviral drug candidates since its initial funding in 2008. Subsequent funding was provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals Industries, Ltd., or Teva, in 2011. The Company's focus is to pursue the development and commercialization of broad-spectrum antiviral drug candidates that will transform the treatment and prophylaxis of viral diseases in humans. By concentrating the Company's research and development efforts on viral replication inhibitors, the Company plans to leverage its infrastructure and expertise in these areas. Cocrystal Pharma, reported a net loss of $50.1 million on $78,000 of grant revenues for the year ended Dec. 31, 2015, compared to a net loss of $99,000 on $9,000 of grant revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Cocrystal Pharma had $224 million in total assets, $56.6 million in total liabilities and $168 million in total stockholders' equity. CRYSTAL WATERFALLS: B3 Capital Has Concerns With Losses ------------------------------------------------------- Crystal Waterfalls LLC submitted to the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, its response to B3 Capital Venture, LLC's limited opposition to the Debtor's continued use of cash collateral. The Court entered its Third Cash Collateral Order, which authorized the Debtor's continued use of B3's cash collateral on an interim basis and ordered the Debtor to file a revised budget by April 29, 2016. The Court advised the Debtor that it may file a reply to B3's Limited Opposition, addressing the issues raised therein. "As set forth more specifically in the Cash Collateral Motion, on or about September 13, 2011, the Debtor entered a loan agreement with, and executed a promissory note in favor of, First Commercial, pursuant to which the Debtor borrowed the principal sum of $7,000,000 at a variable interest rate of no less than 5.75%... The First Commercial Loan requires 59 monthly regular payments of $44,392.39, with a final irregular payment in the estimated amount of $6,325,263.01. In the event of a default, the Debtor could be charged an additional 5.0% percentage points over the contract rate of interest, which would be 10.75%... Since the Petition Date, and as part of the prior Cash Collateral Stipulations, orders and budgets, the Debtor has been making regular payments of $44,392.39 to B3. Of this amount, $33,101.38 represents interest at the non-default rate of 5.75%, with the remaining portion of the payment ($11,291.01) to be applied against the outstanding principal balance... In the Limited Opposition, B3 contends that it is entitled to receive payments from the Debtor in the amount of $76,027.14. It is unclear how B3 calculated this figure, as the outstanding principal balance of the First Commercial Loan was $6,908,114.43 as of the Petition Date. Although the Debtor acknowledges that, pursuant to 11 U.S.C. Section 506(b), B3, as an over-secured creditor, is entitled to interest on its claim, the Debtor denies that it is obligated to pay B3 the amounts set forth in the Limited Opposition. Even if the Court, in its discretion, were to order the Debtor to make interest only payments at the default rate of 10.75% on the principal balance, those payments would only amount to $61,885.19. However, given the fact that B3 previously agreed to receive $44,392.19 in payments, along with the fact that B3's claim is oversecured by $50 million, there is no harm to B3 to keep the Debtor's payments at the contract rate based on the principal balance cited by the Debtor," the Debtor avers. B3 Capital's Reply "B3 Capital does not generally object to Debtor's use of cash collateral to pay its ordinary operating expenses... However, B3 Capital has serious concerns about the continuing and mounting losses apparently being suffered by the Debtor, which according to Debtor aggregate $69,706.48 from November 19, 2015 to April 30, 2016. These continuing and mounting losses pale, however, in comparison with the amount of post petition real property taxes that Debtor has neither reserved for or paid, aggregating $682,074.92. These post petition real property taxes are a lien against the Garvey Street Property, significantly impairing B3 Capital's first priority deed of trust lien... Based on the foregoing, B3 Capital requests that the Court allow use of cash collateral consistent with this limited opposition and subject to the terms and conditions of the Cash Collateral Stipulation for a temporary period, of approximately 30 days, to afford Debtor additional time to provide the Court and Debtor's creditors, including B3 Capital, with evidence that it has the ability to pay its post petition tax obligations. In the event Debtor is unable to satisfy the Court of its ability to satisfy its post petition obligations, including its real property tax obligations, B3 Capital suggests that Debtor's case should be dismissed, with a bar against refiling, or converted to chapter 7, whichever the Court deems in the best interest of creditors and the estate pursuant to 11 U.S.C. section 1112(b)," B3 Capital contends. Crystal Waterfalls LLC is represented by: Ian S. Landsberg, Esq. Casey Z. Donoyan, Esq. LANDSBERG LAW, APC 280 South Beverly Drive, Suite 504 Beverly Hills, CA 90212 Telephone: (310)887-1850 Facsimile: (310)887-1855 E-mail: ian@landsberg-law.com B3 Capital Venture is represented by: Raymond H. Aver, Esq. LAW OFFICES OF RAYMOND H. AVER, APC 1950 Sawtelle Boulevard, Suite 120 Los Angeles, CA 90025 Telephone: (310)571-3511 E-mail: ray@averlaw.com About Crystal Waterfalls Crystal Waterfalls LLC owns real property in Covina, California, on which it currently operates a hotel known as the Park Inn by Radisson. Situated in the heart of Southern California, the Hotel is just east of downtown Los Angeles at the base of the San Gabriel Mountains, and a short distance from West Covina, San Dimas, Irwindale, City of Industry, Pomona, and Ontario, and many major attractions (such as amusement parks, the Pomona Fairplex, and Irwindale Speedway). The Hotel includes 258 rooms (50 of which require certain forms of rehabilitation and currently are not in use), and has a fitness center, an outdoor heated swimming pool and whirlpool, and 9,000 square feet of meeting space. Facing an imminent foreclosure sale by its senior lender, Crystal Waterfalls LLC filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 15-27769) in Los Angeles, California, on Nov. 19, 2015. Judge Ernest M. Robles presides over the case. The petition was signed by Lucy Gao, managing member. Crystal Waterfalls currently has two members: (1) Lucy Gao, who serves as the Debtor's managing member; and (2) Golden Bay Investments LLC, a California limited liability company ("Golden Bay"). Ms. Gao is the sole and managing member of Golden Bay. The Debtor disclosed $52.5 million in assets and $71.4 million in liabilities in its schedules. The schedules say that the Covina, California hotel property is worth $52 million. The Debtor received approval to employ Landsberg Law, APC, as bankruptcy counsel. The U.S. Trustee has filed a motion seeking to convert Crystal Waterfalls' bankruptcy case to a Chapter 7 case, or to dismiss the case. D&R HOLDINGS: Proposes Full-Payment Ch. 11 Plan ----------------------------------------------- D&R Holdings, LLC, filed with the U.S. Bankruptcy Court for the Northern District of Georgia, Atlanta Division, a first amended plan of reorganization and accompanying disclosure statement proposing to satisfy all claims in full. The Debtor has claims from creditors in the approximate amount of $461,546 as to Hamilton State Bank (which is secured by the parcel of land in Henry County), the approximate amount of $5,500 of general unsecured claims, and approximately $15,000 of real property taxes and approximately $15,000 of attorney's fees incurred during the course of this case. The Debtor proposes to satisfy in full the secured claim of Hamilton State Bank by transferring the bank's collateral to the bank; to satisfy in full the bank's undersecured claim along with general unsecured claims by selling the townhomes and making a cash payment to the undersecured and unsecured creditors; and, to satisfy in full the real property tax claims and administrative expenses such as the Debtor's attorney’s fees incurred in this case and any unpaid U.S. Trustee quarterly fees from cash on hand. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/insb14-08265-48.pdf D & R Holdings, LLC filed a Chapter 11 Petition (Bankr. N.D. Ga., Case No. 15-69767) on October 13, 2015. The Debtor owns one parcel of land zoned for commercial use in Henry County, Georgia, and nine residential townhomes located in Clayton County, Georgia. The Debtor's counsel is Michael D. Robl, Esq., at The Spears & Robl Law Firm, LLC, in Tucker, Georgia. The petition was signed by David E. Perry, CEO. The Debtor listed total assets of $975,000 and total liabilities of $1.23 million. A list of the Debtor's five largest unsecured creditors is available for free at http://bankrupt.com/misc/ganb15-69767.pdf DIGITALGLOBE INC: Egan-Jones Hikes Sr. Unsecured Ratings to B+ -------------------------------------------------------------- Egan-Jones Ratings Company raised the senior unsecured ratings on debt issued by DigitalGlobe Inc. to B+ from B on May 23, 2016. DigitalGlobe is an American commercial vendor of space imagery and geospatial content, and operator of civilian remote sensing spacecraft. DIOCESE OF DULUTH: Selling Brainerd Property for $120,000 --------------------------------------------------------- The Diocese of Duluth asks the U.S. Bankruptcy Court for the District of Minnesota for entry of an order approving the sale of two parcels of undeveloped land in Crow Wing County, located at 16898 Carlson Lake Road, Brainerd, Minnesota, 56401 to Roger and Marilyn Bernu for $120,000 and payment of realtor's commission of 6% of such value, or $7,200, plus $434, at closing. A hearing on the Motion is set for June 23, 2016, at 10:30 a.m. in Courtroom 8 West, 300 South Fourth Street, Minneapolis, MN 55415. Objections are due June 17, 2016. On or about April 21, 2016, Edina Realty's Brad Wadsten and Matt Wadsten provided the Debtor with an opinion of market value, determining that the property would be worth roughly $3,800 per acre, arriving at a suggested offering price of $58,000 for Tract A and $62,000 for Tract B. Based on the realtor's opinion of market value, the Debtor believes in its business judgment that the offered purchase price for $120,000 for both parcels is fair and reasonable, and should be accepted. A copy of the Certificate of Survey of Tract A and B, and the Purchase Agreement attached to the Motion is available for free at: http://bankrupt.com/misc/Diocese_Duluth_96_Sale_M.pdf The Diocese of Duluth is represented by: Bruce A. Anderson J. Ford Elsaesser ELSAESSER JARZABEK ANDERSON ELLIOTT & MACDONALD, CHTD. 123 South Third Avenue, Suite 24 Sandpoint, ID 83864 Telephone: (208) 263-8517 E-mail: brucea@ejame.com ford@ejame.com - and - Phillip L. Kunkel GRAY PLANT MOOTY 1010 West St. Germain, Suite 500 St. Cloud, MN 56301 Telephone:(320) 202-5335 Facsimile:(320) 252-5626 E-mail: phillip.kunkel@gpmlaw.com About Diocese of Duluth The Diocese of Duluth is headquartered in Duluth, Minnesota. It covers northern Minnesota parishes and 10 counties with Cass to the west, Koochiching to the north, Cook to the east and Pine to the south. The Diocese of Duluth sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Minn. Case No. 15-50792) on Dec. 7, 2015. The case is assigned to Judge Robert J Kressel. The Debtor's lead counsel is Bruce A Anderson, Esq., and J Ford Elsaesser, Esq., at Elsaesser Jarzabek Anderson Elliott & MacDonald, CHTD., in Zandpoint, Idaho. The Debtor's local counsel is Phillip Kunkel, Esq., at Gray, Plant, Mooty, Mooty & Bennett, P.A., in St Cloud, Minnesota. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Rev. James Bissonette, vicar general. DRAW ANOTHER CIRCLE: Proposes Closing Sales of 40 MovieStop Stores ------------------------------------------------------------------ Draw Another Circle, LLC and its chapter 11 affiliates ask the U.S. Bankruptcy Court for the District of Delaware to continue store-closing or similar-themed sales for 40 MovieStop stores in accordance with a Letter Agreement Re: Store Closing Sales, dated as of May 12, 2016 and amended and restated on June 2, 2016, by and between Gordon Brothers Retail Partners, LLC, on the one hand, and MovieStop LLC, on the other. Prior to the Petition Date, the Debtors, with assistance from their financial advisor FTI Consulting, Inc. ("FTI"), conducted an analysis of the performance, sales, and profitability of all of the retail stores across the Hastings and MovieStop brands. The Debtors ultimately were unable to preserve MovieStop as a going concern and, accordingly, the Debtors commenced going out of business sales (the "Store Closing Sales") of the MovieStop stores (collectively, the "Closing Stores") prior to the Petition Date on May 14, 2016 The Debtors, with assistance from FTI, selected Gordon Brothers to conduct the Store Closing Sales after soliciting interest from nationally recongized liquidators. Under the terms of the Agreement, Gordon Brothers will serve as the exclusive agent to the Debtors for the purpose of conducting a sale of certain Merchandise and FF&E at the Closing Stores. The material terms of the Agreement are: * Store Closing Sales Term: The Store Closing Sales commenced on May 14, 2016 and will terminate on July 31, 2016 (the "Sale Termination Date"). Merchant and the Agent may mutually agree to terminate or extend the Sale Termination Date at any store. * Closing Stores: The Closing Stores include 40 MovieStop Stores. * Agent's Fee and Expenses: Merchant will pay Agent a fee for the sale of Merchandise equal to 2.0% of the gross proceeds of all sales of Merchandise. Agent will also earn a commission of 20% on the sale of any FF&E. MovieStop LLC seeks to assume the Agreement so that they may leverage the experience and resources of the Agent in performing large-scale liquidations while retaining control over the sale process, which the Debtors believe will provide the maximum value to their estates and creditors. Specifically, the Debtors have agreed to remit all proceeds from the Store Closing Sales to the DIP Agent for payment of the Debtors' secured obligations in accordance with the terms and conditions of the DIP Facility. Proposed Counsel for the Debtors: Christopher M. Samis L. Katherine Good Chantelle D. McClamb WHITEFORD, TAYLOR & PRESTON LLC The Renaissance Centre, Suite 500 405 North King Street Wilmington, Delaware 19801 Telephone: (302) 353-4144 E-mail: csamis@wtplaw.com kgood@wtplaw.com cmcclamb@wtplaw.com - and – Cathy Hershcopf, Esq. Michael Klein, Esq. Robert Winning, Esq. COOLEY LLP 1114 Avenue of the Americas New York, New York 01136 Telephone: (212) 479-6000 E-mail: chershcopf@cooley.com mklein@cooley.com rwinning@cooley.com Counsel to Gordon Brothers: CURTIS, MALLET-PREVOST, COLT & MOSLE LLP 101 Park Avenue, New York, NY 10178 Attn: Steven J. Reisman, Esq. Cindi M. Giglio, Esq. E-mail: sreisman@curtis.com ceilbott@curtis.com About Draw Another Circle Draw Another Circle, LLC and four of its subsidiaries, namely, Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and Hastings Internet, Inc., filed voluntary petitions under Chapter 11 of the Bankruptcy Code on June 13, 2016. The main debtor is Draw Another Circle, LLC (Bankr. D. Del. Lead Case No. 16-11452). As of the bankruptcy filing, Hastings operated 123 entertainment superstores, averaging approximately 24,000 square feet, principally in medium-sized markets located in 19 states, primarily in the Northwestern, Midwestern, and Southeastern United States, and had over 3,500 employees. As of the Petition Date, Atlanta-based MovieStop operated 39 destination locations in 10 states, primarily along the Eastern United States Coast. Headquartered in Franklin, Massachusetts, SP Images, Inc., is a distributor of sports and entertainment products and apparel. Hastings, MovieStop and SPI are each wholly-owned subsidiaries of DAC. The Debtors tapped Whiteford, Taylor & Preston LLC and Cooley LLP as attorneys; RCS Real Estate Advisors as lease disposition consultants; FTI Consulting as financial advisor; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. DRAW ANOTHER CIRCLE: Proposes Quick Sale of Hastings Business ------------------------------------------------------------- Draw Another Circle, LLC and its chapter 11 affiliates ask the U.S. Bankruptcy Court for the District of Delaware approving proposed auction and bid procedures in connection with the sale of the assets of 123-store entertainment superstores chain Hastings Entertainment, Inc., and merchandise distributor SP Images, Inc. ("SPI"). In early May 2016 the Debtors took a number of steps to conserve liquidity and maximize value for the benefit of creditors. First, the decision was made to immediately commence a chain-wide liquidation of the MovieStop business. With the assistance of Gordon Brothers Retail Partners, MovieStop commenced store closing sales (the "Store Closing Sales") on May 14, 2016. Second, management began to aggressively explore strategic alternatives for the Hastings business. In consultation with FTI and in conjunction with the efforts of RCS Real Estate Advisors ("RCS"), Hastings' real estate disposition consultant and business broker, Hastings management began a targeted outreach to potential investors and strategic acquirers. Over the subsequent 5 weeks, Hastings management, FTI and RCS contacted approximately 22 strategic acquirers, including Hastings' key competitors, and solicited interest from approximately 10 investors and financial institutions that invest in or acquire distressed retailers. Unfortunately, a transaction in the best interest of Hastings, its creditors and its shareholders was not available outside of chapter 11 and the Debtors have reached the end of their liquidity runway. Through the chapter 11 proceeding, the Debtors intend to continue their marketing efforts and are hopeful that a buyer will emerge that is willing to operate Hastings and SPI as going concerns. In the alternative, the Debtors propose to liquidate substantially all of Hastings' and SPI's assets to the highest or otherwise best bidders pursuant to a Court-supervised auction and sale process. While the Debtors' hope is that their assets will be purchased by a party that will continue their business as a going concern, management recognizes that such an outcome is far from certain Accordingly, through this Motion, the Debtors seek the approval of an expedited sale process that would allow for an auction in approximately 30 days and would enable liquidation sales to commence shortly thereafter if a going concern purchaser is not located. The sale process is structured such that it would not foreclose the possibility that a going concern bid could be made for the Debtors' assets, and the Debtors continue to believe that, if available, a going concern sale would provide the best result for all interested parties. The Debtors propose bid procedures designed to permit the Debtors to pursue both going concern and liquidation transactions to maximize the value of the Debtors' assets for the benefit of their estates. The Debtors seek to establish: * July 11, 2016 at 4:00 p.m. (Eastern Time) as the deadline for the submission of bids (the "Bid Deadline"); * An Auction, if necessary, no later than July 13, 2016; and * A sale hearing for July 14, 2016, subject to the Court's availability, to consider the sale of the Assets to the Buyer or such other party that is the successful bidder at the auction. The Bidding Procedures contemplate that the Debtors will continue to solicit potential bidders to serve as a stalking horse bidder. The Bidding Procedures contemplate that the Debtors may seek Court approval at the Bidding Procedures Hearing to provide customary bid protections to the stalking horse bidder, including a break-up fee and/or expense reimbursement. About Draw Another Circle Draw Another Circle, LLC and four of its subsidiaries, namely, Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and Hastings Internet, Inc., filed voluntary petitions under Chapter 11 of the Bankruptcy Code on June 13, 2016. The main debtor is Draw Another Circle, LLC (Bankr. D. Del. Lead Case No. 16-11452). As of the bankruptcy filing, Hastings operated 123 entertainment superstores, averaging approximately 24,000 square feet, principally in medium-sized markets located in 19 states, primarily in the Northwestern, Midwestern, and Southeastern United States, and had over 3,500 employees. As of the Petition Date, Atlanta-based MovieStop operated 39 destination locations in 10 states, primarily along the Eastern United States Coast. Headquartered in Franklin, Massachusetts, SP Images, Inc., is a distributor of sports and entertainment products and apparel. Hastings, MovieStop and SPI are each wholly-owned subsidiaries of DAC. The Debtors tapped Whiteford, Taylor & Preston LLC and Cooley LLP as attorneys; RCS Real Estate Advisors as lease disposition consultants; FTI Consulting as financial advisor; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. DRAW ANOTHER: Meeting to Form Creditors' Panel Set for June 21 -------------------------------------------------------------- Andy Vara, Acting United States Trustee for Region 3, will hold an organizational meeting on June 21, 2016, at 10:00 a.m. in the bankruptcy case of Draw Another Circle, LLC, et al. The meeting will be held at: The DoubleTree Hotel 700 King St. 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. ECOSPHERE TECHNOLOGIES: Brisben Holds 36.9% Stake as of June 3 -------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, William O. Brisben disclosed that as of June 3, 2016, he beneficially owns 94,283,971 shares of common stock of Ecosphere Technologies, Inc., representing 36.9 percent of the shares outstanding. A copy of the regulatory filing is available for free at https://is.gd/EYYgwX 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 March 31, 2016, the Company had $2.08 million in total assets, $11.85 million in total liabilities, $3.90 million in total redeemable convertible cumulative preferred stock, and a total deficit of $13.7 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. ENERGY XXI: U.S. Trustee Calls Out Shareholders ----------------------------------------------- Lillian Rizzo, writing for Daily Bankruptcy Review, reported that a federal bankruptcy watchdog stands in the way of shareholders who want a seat at the table in Energy XXI Ltd.'s restructuring. According to the report, the U.S. trustee, a watchdog in bankruptcy cases, said in court papers filed on June 13, 2016, that a group of Energy XXI's shareholders "failed to meet its burden" of proof that an official committee is needed to represent shareholder interests in the chapter 11 case. The Troubled Company Reporter on June 6, 2016, reported that Energy XXI shareholders who object to their equity being wiped out in a restructuring are accusing management of wrongly cutting the value of the company's oil and gas assets and paying themselves large bonuses before filing for bankruptcy. According to the report, in court papers filed June 2, the shareholders allege that Energy XXI's management "essentially created the perception of massive insolvency" by downgrading undeveloped oil and gas reserves, which led to a writedown of about $2.7 billion, or 78%, of the enterprise value. About Energy XXI Energy XXI Ltd was incorporated in Bermuda on July 25, 2005. With its principal operating subsidiary headquartered in Houston, Texas, Energy XXI is engaged in the acquisition, exploration, development and operation of oil and natural gas properties onshore in Louisiana and Texas and in the Gulf of Mexico Shelf. It is listed on the NASDAQ Global Select Market under the symbol "EXXI". Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016, bankruptcy petitions in the U.S. Bankruptcy Court for the Southern District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928). The petitions were signed by Bruce W. Busmire, the CFO. Judge Karen K. Brown is assigned to the cases. Energy XXI Ltd on April 14, 2016, also filed a winding-up petition commencing an official liquidation proceeding under the laws of Bermuda before the Supreme Court of Bermuda. The Debtors sought bankruptcy protection after reaching a deal With lenders on the filing of a restructuring plan that would convert $1.45 billion owed to second lien noteholders into equity of the reorganized company. The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed & McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as investment banker, Opportune LLP as financial advisor, Epiq Systems, Inc., as notice and claims agent. Wilmer Cutler Pickering Hale and Dorr LLP represents an ad hoc group of certain holders and investment advisors and managers for holders of obligations arising from the 8.25% Senior Notes due 2018 issued pursuant to that certain Indenture, dated as of Feb. 14, 2011, by and among EPL Oil & Gas, Inc., certain of EPL's subsidiaries, as guarantors, and U.S. Bank National Association, as trustee. The Office of the U.S. Trustee on April 26, 2016, appointed five creditors of Energy XXI Ltd. to serve on the official committee of unsecured creditors. The U.S. Trustee on June 3 appointed two more creditors to serve on the official committee of unsecured creditors. The Committee retains Heller, Draper, Patrick, Horn & Dabney LLC as its co-counsel, Latham & Watkins LLP as its co-counsel, and FTI Consulting, Inc. as its financial advisor. ENERTAINMENT CITY: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of Enertainment City Properties, Inc. Enertainment City Properties, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Case No. 16-03008) on May 4, 2016. The Debtor is represented by Bryan K. Mickler, Esq., at the Law Offices of Mickler & Mickler. ENPRO INDUSTRIES: Egan-Jones Cuts Sr. Unsecured ratings to BB- -------------------------------------------------------------- Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by EnPro Industries Inc to BB- from BB on May 27, 2016. EnPro Industries, Inc. is an American industrial conglomerate, through its various divisions and subsidiaries it provides engineered industrial products for critical applications in a wide range of industries. ESCO MARINE: Hires Valley Property as Property Tax Consultant ------------------------------------------------------------- Esco Marine Inc. asks for authorization from the U.S. Bankruptcy Court for the Southern District of Texas to employ Valley Property Tax Consulting as ordinary course property tax consultants nunc pro tunc to May 26, 2016. When the relevant tax documents were retrieved and reviewed, it became apparent that the tax valuation increased significantly from 2015 to 2016, the net result being an increase of at least $19,000 in tax liability by the Debtor. The deadline for the Debtor to object to the tax valuation is May 31, 2016. The Debtor immediately contacted a tax professional to investigate their options and in the process, learned that there is no extension available to file the objection. The Debtor seeks permission to hire VPTC to file the objection in order to preserve the Debtor's right to object to the assessment, and if, necessary and appropriate, to pursue the objection, including without limitation, through negotiations with the taxing authority. VPTC's fee is comprised of an hourly rate of $100 plus a success fee calculated at 15% of the tax savings realized through VPTC's efforts. Alan Atheron, Esq., a principal of VPTC, assures the Court that VPTC is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. VPTC can be reached at: Alan Atherton Valley Property Tax Consulting P.O. Box 775 Los Fresnos, Texas 78566 Tel: (956) 346-5719 E-mail: alanatherton@sbcglobal.net The Chief Restructuring Officer for the Debtor can be reached at: Richard Whitlock AlixPartners 2101 Cedar Springs Rd., Suite 1100 Dallas, TX 75201 E-mail: rwhitlock@alixpartners.com The Counsel to Debtor can be reached at: Langley & Banack, Incorporated R. Glen Ayers, Jr., Esq. David S. Gragg, Esq. Natalie F. Wilson, Esq. 745 E. Mulberry, Suite 900 San Antonio, TX 78212 E-mail: gayers@langlebanack.com dgragg@langlebanack.com nwilson@langleybanack.com The Counsel for secured creditor Callidus Capital Corp. can be reached at: BRACEWELL & GIULIANI Brad Benoit, Esq./Troy Wood, Esq. 711 Louisiana St. Houston, TX 77002 E-mail: brad.benoit@bgllp.com and DICKINSON WRIGHT PLLC Doron Yitzchaki, Esq. 350 S. Main Street, Suite 300 Ann Arbor, MI 48104 E-mail: dyitzchaki@dickinsonwright.com and DICKINSON WRIGHT PLLC Thomas G. McNeill, Esq./Kristi A. Katsma, Esq. 500 Woodward Avenue, Suite 4000 Detroit, MI 48226 E-mail: kkatsma@dickinsonwright.com and DICKINSON WRIGHT PLLC Michael C. Hammer, Esq. 350 S. Main Street, Suite 300 Ann Arbor, MI 48104 E-mail: Mhammer2@dickinsonwright.com and JORDAN, HYDEN, WOMBLE, CULBERTH & HOLZER, P.0 Shelby A. Jordan, Esq./Peter Holzer, Esq. 500 N. Shoreline Boulevard, Suite 900 Corpus Christi, TX 78401 E-mail: pholzer@jhwclaw.com sjordan@jhwclaw.com The attorneys for the Official Committee of Unsecured Creditors can be reached at: Stephen W. Sather, Esq. Barbara M. Barron, Esq. BARRON & NEWBURGER, P.C. 1212 Guadalupe Street, Suite 104 Austin, TX 78701 E-mail: ssather@bn-lawyers.com The counsel for DeLage Landen Financial Services, Inc., can be reached at: Bryan Cave, LLP Jay L. Krystinik, Esq./John C. Leininger, Esq. Andrew G. Spaniol, Esq. 2200 Ross Avenue, Suite 3300 Dallas, TX 75201 E-mail: Jay.krystinik@bryancave.com John.leininger@bryancave.com The counsel for Hidalgo County and Cameron County can be reached at: Diane W. Sanders, Esq. Linebarger Goggan Blair & Sampson P.O. Box 17428 Austin, TX 78760 E-mail: Austin.bankruptcy@publicans.com The counsel for FlatironCapital can be reached at: Robert L. Barrows, Esq. Warren Drugan & Barrows PC 800 Broadway San Antonio, TX 78215 E-mail: rbarrows@wdblaw.corn The counsel for CC Distributors, Inc., can be reached at: Michael B. Schmidt, Esq. 401 Grant P1 Corpus Christi, Texas 78411 E-mail: m_schmid@swbell.net Counsel for Brownsville Navigation Dist. can be reached at: Daniel L. Rentfro, Jr., Esq. The Rentfro Lawfirm, PLLC P.O. Box 6355 Brownsville, TX 78523 E-mail: bill@rentfrolawfirm.net Counsel for Puget Marine, LLC, and Capt. M. Thomas Kroon can be reached at: Patrick Huffstickler, Esq. Deborah D. Williamson, Esq. Cox Smith Matthews 112 E Pecan St. Suite 1800 San Antonio, TX 78205 E-mail: dwilliamson@coxsmith.corn phuffsticklercoxsmmith.com The counsel for Donna ISD can be reached at: John T. Banks, Esq. Perdue, Brandon, Fielder, Collins Mott 3301 Northland Drive, Suite 505 Austin, Texas 78731 E-mail: jbanks@pbfcm.com The counsel for Oil Patch Fuel & Supply can be reached at: Veronica Valenzuela V. Valenzuela Law Firm, PLLC 801 E Fern Ave, Ste 109 McAllen, Texas 78501 E-mail: veronica@myvlaw.com The counsel for Unifirst Corporation can be reached at: Gregory Edward Turley, Esq. 504 E. Dover Avenue, Suite B McAllen, TX 78504 E-mail: gturley@get-attomey.com The counsel for Marcella Molinari Enterprises LLC can be reached at: Patricia Reed Constant One Shoreline Plaza 800 N. Shoreline Blvd. Ste. 320S Corpus Christi, TX 78401 E-mail: prc@prconstantlaw.com The counsel for Caterpillar Financial Services Corporation can be reached at: John Mayer Ross, Banks, May, Cron & Cavin, PC 2 Riverway, Suite 700 Houston, TX 77056 E-mail: jmayer@rossbanks.corn Counsel for Associated Installation Services Kurt Stephen Cardenas & Stephen, LLP 100 South Bicentennial McAllen, TX 78501 The counsel for Holt Texas, Ltd., James S. Wilkins: Willis & Wilkins 100 W. Houston St., Suite 1275 San Antonio, TX 78205 E-mail: jwilkins@stic.net The counsel for American Equity Underwriters can be reached at: John J. Higgins, Esq. Aaron J. Power, Esq. Porter Hedges, LLP 1000 Main Street, 36th Floor Houston, Texas 77002 E-mail: jhiggins@porterhedges.com Andrew A. Levy 9 Benedict Place Greenwich, CT 06830 E-mail: alevy@restonecc.com The counsel for American Equity Underwriters can be reached at: Eric M. English, Esq. Porter Hedges LLP 1000 Main Street, 36th Fl. Houston, TX 77002 E-mail: eenglish@porterhedges.com The counsel for Harris Machine Tools can be reached at: Tony L. Draper, Esq. Walker Wilcox Matousek LLP 1001 McKinney, Suite 2000 Houston, TX 77002 E-mail: tdraper@wwmlawyers.com The counsel can be reached at: Mynde S. Eisen, Esq. The Law Offices of Mynde Eisen P.O. Box 630749 Houston, Texas 77263 E-mail: wyndeeisen@sbcglobal.net Navigation District of Cameron County TX Lisa C. Fancher, Esq. Fritz Byrne Head & Fitzpatrick 98 San Jacinto Blouved Suite 2000 Austin, TX 78701 E-mail: lfancher@fbhh.com The counsel for F&M Mafco, Inc., Jason V. Stitt Keating Muething & Klekamp PLL 1 East Fourth St, Suite 1400 Cincinnati, OH 45202 E-mail: jstitt@kmklaw.com About ESCO Marine ESCO Marine, Inc., and four affiliates sought Chapter 11 Bankruptcy protection in Corpus Christi, Texas (Bankr. S.D. Tex.) on March 7, 2015. The cases are assigned to Judge Richard S. Schmidt. The Court approved the joint administration of the Debtors' Chapter 11 cases under ESCO Marine, Inc., Case No. 15-20107. ESCO Metals, LLC, ESCO Shredding, LLC, Texas Best Recycling, LLC, and Texas Best Equipment LLC are affiliates of ESCO Marine. ESCO Marine is the operating parent company. The Debtors have tapped Roderick Glen Ayers, Jr., Esq., at Langley Banack Inc., in San Antonio, as counsel. The Debtors tapped AP Services LLC to designate a chief restructuring officer, and Duff & Phelps Canada Restructuring, Inc. as financial advisors. The Debtor disclosed total assets of $85,908,515 and total liabilities of $93,808,107. Secured creditor Callidus Capital Corporation is represented by Nathaniel Peter Holzer, Esq., at Jordan, Hyden, Culbreth & Holzer, P.C. On July 30, 2015, the U.S. Bankruptcy Court for the Southern District of Texas approved a credit bid by Callidus Capital Corp. that allowed the Canadian company to acquire substantially all of the Debtors' assets, which include machinery and equipment, real property leasehold interests and inventory. FERRETERIA PALOMAS: Taps Orlando Loperena Lopez as Auditor ---------------------------------------------------------- Ferreteria Palomas Inc. seeks permission from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Orlando Loperena Lopez as external auditor and business consultant. The Accountant will: a. assist the Debtor in preparing the Monthly Reports of Operation; b. prepare the necessary financial statements; c. assist the Debtor in preparing the cash flow projections and or any other projection needed for the Disclosure Statement; d. assist the Debtor in any or all financial and accounting pertaining to, or in connection with the administration of the estate; e. assist the Debtor in the preparation and filing of federal, state and municipal tax returns; and f. assist the Debtor in any other assignment that might be properly delegated by management. The Accountant will be paid at these hourly rates: Orlando Loperena Lopez $125 Associates $30 The Accountant assures the Court that the firm doesn't hold nor represent any interest adverse to the estate of the Debtor, and is a "disinterested person" as that term is defined in 11 U.S.C. Section 101(14). The Accountant can be reached at: Orlando Loperena Lopez, M.B.A. Calle 3-329 Ext. Marbella Aguadilla, PR 00603 Tel: (787) 891-4218 & 891-5231 Ferreteria Palomas Inc. filed for Chapter 11 bankruptcy protection (Bankr. D. P.R. Case No. 16-03644) on May 5, 2016. Gloria M. Justiniano, Esq., Ensanche Martinez, Esq., and Calle A. Ramirez Silva, Esq., at Justiniano Law Offices serve as the Debtor's bankruptcy counsel. FORTRESS RESOURCES: U.S. Trustee Wants Conversion or Dismissal -------------------------------------------------------------- Samuel K. Crocker, the United States Trustee, asks the U.S. Bankruptcy Court for the Eastern District of Kentucky, Pikeville Division, to convert the Debtor's Chapter 11 case to Chapter 7, or in the alternative, dismiss the case. "Since completing the sale of essentially all of its assets, the Debtor has failed to file a disclosure statement or to file or confirm a plan to deal with its remaining assets and wind up the case... on May 16, 2016, the Debtor filed a Notice of Resignation of Officers and Directors of Debtor... There appears to be little hope of a plan and disclosure statement ever being confirmed in the present case, and allowing the current chapter 11 case to continue will only increase administrative expenses. The United States Trustee believes that this constitutes 'cause' to convert this case under 11 U.S.C. Section 1112(b)(4)(J)... Debtor is currently behind $650 on United States Trustee fees, and has failed to file is April monthly operating report, also constituting 'cause' to dismiss or convert the case," the U.S. Trustee avers. Samuel K. Crocker, United States Trustee, is represented by: Bradley M. Nederman, Esq. OFFICE OF THE U.S. TRUSTEE 100 E. Vine St., Suite 500 Lexington, KY 40507 Telephone: (859)233-2822 About Fortress Resources Fortress Resources, LLC is the US-operating entity of Canadian-based Opes Resources, Inc. Fortress acquired a portion of the former assets of McCoy Elkhorn Coal Corporation (an operating affiliate of James River Coal Company) on September 5, 2014, primarily the Bevins Branch Preparation Plant and Loading Facility with its associated mine complexes. Fortress operated the mines and plants under McCoy Elkhorn Coal Company with the federal and state regulatory agencies. Due to depressed market conditions, Fortress sought Chapter 11 bankruptcy protection (Bankr. E.D. Ky. Case No. 15-70730) on Nov. 5, 2015. The petition was signed by Gary J.Smith as president and CEO. The Debtor listed total assets of $98.3 million and total liabilities of $31.3 million. The Debtor has engaged Bunch & Brock as counsel. Samuel K. Crocker, United States Trustee on Nov. 16, 2015, appointed three creditors to serve on the Official Committee of Unsecured Creditors. The Committee retained McGuirewoods LLP and Bingham Greenebaum Doll LLP as attorneys. * * * Fortress Resources, LLC, ceased all mining operations on Jan. 22, 2016, and then filed a Chapter 11 plan that contemplates an orderly liquidation of all assets. FOUNTAINS OF BOYNTON: Cash Collateral Use Through June 15 Okayed ---------------------------------------------------------------- Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, issued his Fourth Interim Order authorizing Fountains of Boynton, Ltd. to use cash collateral. Judge Kimball issued his Fourth Interim Order after the Debtor and Lender Hanover Acquisition 3 LLC advised the Court that Hanover Acquisition has agreed to the Debtor's use of Cash Collateral through June 15, 2016. Judge Kimball authorized the Debtor to use Cash Collateral subject to the following conditions, among others: (a) The Debtor will establish or cause to be established a Cash Collateral Account and a Tax and Insurance Account, which will be designated as Debtor-In-Possession Accounts. (b) Debtor will only establish its accounts at banks that: (1) are insured by the Federal Deposit Insurance Corporation; (2) are not a creditor of Debtor; and (3) are a United States Trustee authorized depository. (c) From the Cash Collateral Account, the Debtor may pay or accrue for the payment of the operating expenses of the Mortgaged Property. (d) The Debtor may utilize Cash Collateral for the following items on a one-time basis: (1) half of the amount necessary to replace three air conditioning units in the premises occupied by tenant New Asian Corporation d/b/a China Lane Restaurant, provided, however, that the amount of Cash Collateral used for such purpose may not exceed $11,200; and (2) the amount necessary to repair the parking lot area near the premises occupied by tenant Duffy's of Boynton West, Inc. d/b/a Duffy's Sports Grill, provided, however, that the amount of Cash Collateral used for such purpose may not exceed $5,800.00. The approved budget provides for total estimated expenses amounting to $107,632. A full-text copy of the Fourth Interim Order, dated May 23, 2016, is available at https://is.gd/tAYFmx Fountains of Boynton Associates is represented by: Bradley S. Shraiberg, Esq. Patrick Dorsey, Esq. Maris J. Kandestin, Esq. SHRAIBERG, FERRARA & LANDAU, P.A. 2385 NW Executive Center Drive, #300 Boca Raton, FL 33431 Telephone: (561)443-0800 Facsimile: (561)998-0047 E-mail: bshraiberg@sfl-pa.com pdorsey@sfl-pa.com Hanover Acquisition 3 LLC is represented by: Sara F. Holladay-Tobias, Esq. Emily Y. Rottmann, Esq. Courtney A. McCormick, Esq. MCGUIREWOODS LLP 50 N. Laura Street, Suite 3300 Jacksonville, FL 32202 Telephone: (904)798-3200 Facsimile: (904)798-3207 E-mail: sfhollad@mcguirewoods.com erottmann@mcguirewoods.com emccormick@mcguirewoods.com About Fountains of Boynton Fountains of Boynton Associates, Ltd., based in Boynton Beach, Fla., sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla. Case No. 16-11690) on Feb. 5, 2016. The Debtor considers itself a "single asset real estate". The Hon. Erik P. Kimball oversees the case. Bradley S Shraiberg, Esq., and Patrick Dorsey, Esq., at Shraiberg, Ferrara, & Landau, serve as the Debtor's counsel. The petition was signed by John B. Kennelly, manager. The Debtor disclosed total assets of $71,421,648 and total liabilities of $53,672,029. FPMC FORT WORTH: Sold to Texas Health for $116.5-Mil. ----------------------------------------------------- Judge Mark X. Mullin of the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division authorized the sale of Forest Park Medical Center of Fort Worth ("Forest Park FW") to Texas Health Resources. Forest Park FW is a state-of-the-art, physician-owned surgical hospital facility located in Fort Worth, Texas. Debtor FPMC Fort Worth Realty Partners, LP, owns the real properties that constitutes Forest Park FW, which includes, among other things, a hospital building, a medical office building, and a parking garage. Under the terms of the Purchase Agreement, the Purchaser will pay the Debtor a purchase price of $116,500,000. Judge Mullin held that the consideration is reasonable, fair and constitutes adequate consideration for the Property. Cassco Development Co., Inc., is represented by: Randyl Meigs, Esq. MCCDONALD SANDERS, P.C. 777 Main Street, Suite 1300 Fort Worth, TX 76102 Telephone: (817)336-8651 Facsimile: (817)334-0271 E-mail: rmeigs@mcdonaldlaw.com FPMC Fort Worth Realty Partners, LP, is represented by: Melissa S. Hayward, Esq. FRANKLIN HAYWARD, LLP 10501 N. Central Expy., Suite 106 Dallas, TX 75231 Telephone: (972)755-7100 Facsimile: (972)755-7110 E-mail: MHayward@FranklinHayward.com Texas Health Resources is represented by: Deborah M. Perry, Esq. Davor Rukavina, Esq. MUNSCH HARDT KOPF & HARR, P.C. 3800 Lincoln Plaza 500 N. Akard Street Dallas, TX 75201 Telephone: (214)855-7500 Facsimile: (214)978-5359 E-mail: dperry@munsch.com drukavina@munsch.com About FPMC Fort Worth FPMC Fort Worth Realty Partners, LP filed a Chapter 11 bankruptcy petition (Bankr. N.D. Tex. Case No. 15-44791) on Nov. 30, 2015. The petition was signed by Todd Furniss, manager of Neal Richards Group Forest Park Development LLC, its general partner. Franklin Hayward LLP represents the Debtor as counsel. The Hon. Mark X. Mullin is the case judge. GATEWAY ENTERTAINMENT: Taps Bernstein-Burkley as Legal Counsel -------------------------------------------------------------- The official committee of unsecured creditors of Gateway Entertainment Studios, LP seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Bernstein-Burkley P.C. as its legal counsel. The firm will provide the committee with legal services in connection with the Debtor's Chapter 11 case. The current hourly rates of the firm's professionals are: Robert S. Bernstein Partner $495 Nicholas D. Krawec Partner $370 Kirk B. Burkley Partner $375 Arch W. Riley, Jr. Partner $375 Kit F. Pettit Partner $310 Travis A. Knobbe Partner $300 Arthur Zamosky Associate $295 Peter J. Ashcroft Associate $275 Allison L. Carr Associate $265 Kyle R. Smith Associate $235 Daniel R. Schimizzi Associate $245 Ray Wendolowski Associate $225 Lara E. Shipkovitz Associate $250 Cheryl A. Bauer Legal Assistant $175 Christina N. Wirick Legal Assistant $145 In a court filing, Mr. Burkley disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Robert S. Bernstein, Esq. Kirk B. Burkley, Esq., 707 Grant Street, Suite 2200 Gulf Tower Pittsburgh, PA 15219 Phone: (412) 456-8100 Fax: (412)456-8135 rbemstein§c§bemsteinlaw.com kburkley@bemsteinlaw.com About Gateway Entertainment Gateway Entertainment Studios, L.P. was incorporated in 2011 and is based in the United States. On April 29, 2016, Gateway Entertainment Studios, L.P. filed a voluntary petition for reorganization under Chapter 11 in the U.S. Bankruptcy Court for the Western District of Pennsylvania (Bankr. W.D. Pa. Case No. 16-21628). The Debtor listed total assets of $12.15 million and total debts of $9.87 million. Judge Carlota M. Bohm is assigned to the case. GLASIR MEDICAL: Hires David A. Schueller as Accountant ------------------------------------------------------ Glasir Medical, LP, and MFLR, LLC, asks for authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ David A. Schueller, L.P., as accountant. The Firm will: a. assist the Debtors with preparing financial statements and account entry adjustments; b. conduct Debtors' bookkeeping; c. prepare quarterly tax returns; d. set up, install and train on quickbooks; e. prepare biweekly payroll; and f. prepare tax returns The Debtors will pay the Firm a monthly flat rate of $1000 per month for all the services except the preparation of the 2015 tax return in the regular course of business. The Firm's billing for preparation of the 2015 tax return will be on an hourly rate and submitted to the court for approval. Income Tax Returns will be billed separately based upon the amount of time spent. David A. Schueller, CPA $225 Donna Draper $125 Samantha Gerosa $42 Mr. Schueller assures the Court that the Firm is a "disinterested person" within the definition of Section 101(14) of the Bankruptcy Code. The Firm can be reached at: David A. Schueller, CPA David A. Schueller, L.P. 700 E. Southlake Boulevard, Suite 180 Southlake, TX 76092 Tel: (817) 749-2245 Fax: (817) 749-2246 E-mail: dave@dascpa.com Headquartered in San Antonio, Texas, Glasir Medical, LP, filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 16-50612) on March 15, 2016, estimating its assets and liabilities at between $1 million and $10 million. The petition was signed by Thomas Wilson, president of the general partner MFLR, LLC. Judge Craig A. Gargotta presides over the case. Ronald J. Smeberg, Esq., at The Smeberg Law Firm, PLLC, serves as the Debtor's bankruptcy counsel. GROCERY OUTLET: Moody's Affirms B2 Rating on Upsized Term Loan -------------------------------------------------------------- Moody's Investors Service affirmed all ratings for GOBP Holding Inc. (the parent of Grocery Outlet, Inc.) including the B2 rating of the company's proposed upsized first lien term loan. Moody's also affirmed the company's B3 corporate family rating and B3-PD probability of default rating. Additionally, Moody's affirmed the B2 rating of the company's existing revolving credit facility, and the Caa2 rating of the company's existing second lien term loan. The outlook remains stable. The proceeds of the proposed $60 million in incremental first lien term loan will be used for shareholder distributions and the upsized first lien term loan amount will increase to about $504 million from about $444 million currently outstanding. Although GOBP's debt levels and corresponding leverage will increase following the distribution to shareholders, the affirmation of its B3 Corporate Family Rating acknowledges that Moody's expects debt to EBITDA to decline to around 7.0 times over the next twelve to eighteen months. These ratings are affirmed: Corporate Family Rating at B3; Probability-of-Default Rating at B3-PD; Revolving credit facility expiring 2019 at B2 LGD3; Proposed upsized first lien term loan maturing 2021 at B2 LGD3; Second lien term loan maturing 2022 at Caa2 LGD5. RATINGS RATIONALE The company's B3 Corporate Family Rating reflects its small scale in terms of revenue and EBITDA, low barriers to entry, financial policy risks that come with private equity ownership and high financial leverage - proforma for the new debt Moody's estimates debt/EBITDA including lease adjustments to be at around 8.5 times. The company's credit metrics will essentially deteriorate to levels at which they were at the time of the company's acquisition by Hellman & Friedman LLC in October 2014. However, Moody's expects leverage to decline to around 7.0 times over the next 18 months as management's focus on sharpening its customer value proposition and competitive price positioning accompanied by new store growth has resulted in positive same store sales and EBITDA growth in the last two years and is expected to continue. Gross margins have been relatively stable despite competitive pressures as inventory management has been improving, sales of higher margin natural, organic and specialty products have increased and management continues to make opportunistic inventory purchases at attractive prices. Positive rating factors include Grocery Outlet's attractive market niche, a solid track record of organic and new store growth and a good liquidity profile. The stable outlook reflects our expectation that the company's operating performance and credit metrics will continue to improve modestly due to increased profitability driven by organic and new store growth. An upgrade would require stability in margins, consistent same store sales growth, and a material improvement in credit metrics while maintaining good liquidity. Quantitatively, ratings could be upgraded if EBIT/interest is sustained above 1.75 times and debt/EBITDA is sustained below 6.5 times. Ratings could be downgraded if same store sales and profitability demonstrate a declining trend, financial policies become aggressive or if liquidity materially deteriorates. Quantitatively ratings could be downgraded if EBIT/interest is sustained below 1.0 times or if debt/EBITDA does not demonstrate a sustained improvement towards 7.0 times. Grocery Outlet Inc. ("GOI") headquartered in Emeryville, CA is an extreme-value retailer of food, beverages, and consumer goods. The company operate 245 stores in five western states (CA, OR, WA, ID, and NV) as well as Pennsylvania. The company is owned by Hellman & Friedman LLC. Revenues for the last twelve months ended April 2, 2016, were approximately $1.7 billion. The principal methodology used in these ratings was Retail Industry published in October 2015. HAITHAM SADEQ: Selling Skyline Square Condo Unit for $310,000 ------------------------------------------------------------- Haitham Sadeq and Rola Sabbagh filed with the U.S. Bankruptcy Court for the Eastern District of Virginia on June 8, 2016, a motion to sell real property located at 5501 Seminary Road, Unit 405S, and Parking Space #PS90/G-2, Falls Church, Fairfax County, Virginia. The debtor Haitham Sadeq is the owner of the Property, which is Condominium Unit 405-S in the Skyline Square Condominium with the exclusive right to use the limited common element parking space identified as Number G2-90. Bank United is the holder of a deed of trust note secured by a first deed of trust on the Property, and with a current balance as of June 1, 2016, of approximately $19,500. The Property is also subject to a lis lendens filed by Messrs. Khan and Nida in the sum of $86,400. The Debtor has obtained an offer to purchase the Property for the sum of $310,000 from Chong Soh. The Debtor believes that the price is appropriate and has agreed to accept the offer, subject to the approval of the Court. It is anticipated that from the proceeds of sale that Bank United will be paid, the lis pendens of $86,400 paid in full, any delinquent association dues, all settlement fees and costs of sale, including a real estate commission of $17,050, with any balance to be deposited in the debtor in possession bank account. The Debtors originally retained Kristin Stone as the real estate agent. This agreement expired by its terms and the Debtors substituted Zafar Mian as their agent. Mr. Mian represented the Debtors in all matters in obtaining the contract of sale and the Debtors seek to pay him a commission on the sale, with such commission to be shared with the buyer's agent. Haitham Sadeq and Ola Sabbagh filed a voluntary petition under chapter 11 of the Bankruptcy Code (Bankr. E.D. Va. Case No. 14-13504) on Sept. 22, 2014. They are represented by: Bennett A. Brown THE LAW OFFICE OF BENNETT A. BROWN 3905 Railroad Avenue, Suite 200N Fairfax, VA 22030 Phone: 703-591-3500 Fax: 703-352-5122 E-mail: bennett@pcgalaxy.com HAMPSHIRE GROUP: Fails to Obtain Forbearance Extension from Lender ------------------------------------------------------------------ Hampshire Group, updating its May 23, 2016 SEC filing on Form 8-K regarding its credit agreement, announced that the Company to date has not secured a new credit facility to replace its previous agreement with its lender. Additionally, the Company's lender has declined to extend the forbearance and maturity date beyond June 3, 2016; accordingly, Hampshire currently is in default of the credit agreement. Hampshire continues to explore various alternatives, including an orderly wind down of its operations. Management plans to provide further updates on Hampshire's situation as new information becomes available. 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. HARSCO CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to B+ ---------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Harsco Corp. to B+ from BB- on May 31, 2016. Harsco Corporation is a diversified, worldwide industrial company based in the United States. Harsco operates in 35 countries and employs approximately 12,300 people worldwide. HEALTHSOUTH CORP: Egan-Jones Cuts Sr. Unsecured Ratings to BB+ -------------------------------------------------------------- Egan-Jones Ratings Company lowered the senior unsecured ratings on debt issued by HealthSouth Corp. to BB+ from BBB- on May 20, 2016. HealthSouth Corporation, based in Birmingham, Alabama, is a large owner and operator of inpatient rehabilitative hospitals. HERCULES OFFSHORE: Egan-Jones Lowers Sr. Unsecured Ratings to D --------------------------------------------------------------- Egan-Jones Ratings Company lowered the senior unsecured ratings on debt issued by Hercules Offshore Inc. to D from B on May 31, 2016. EJR also lowered the commercial paper ratings on the Company to D from C. Hercules Offshore, Inc., together with its subsidiaries, provides shallow-water drilling and marine services to the oil and natural gas exploration and production industry worldwide. HERCULES OFFSHORE: Securities Delisted from Nasdaq -------------------------------------------------- Hercules Offshore, Inc., on June 6, 2016, received a letter from The Nasdaq Listing Qualifications Staff stating that the Staff has determined that the Company's securities will be delisted from The Nasdaq Stock Market LLC. The decision was reached by the Staff under Nasdaq Listing Rules 5101, 5110(b) and IM-5101-1 following the Company's announcement that the Company and certain of its U.S. subsidiaries, filed voluntary petitions under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the District of Delaware, as previously disclosed in Hercules' Current Report on Form 8-K filed on June 6, 2016. The letter further indicates that, unless the Company requests an appeal, trading of the Company's common stock will be suspended at the opening of business on June 15, 2016, and a Form 25-NSE will be filed with the Securities and Exchange Commission, which would remove the Company's securities from listing and registration on Nasdaq. The Company currently does not intend to appeal Nasdaq's determination. If the Company does not appeal, the Company expects that its securities will be eligible to be quoted on the OTC Bulletin Board or on the OTC Markets Group Inc.'s OTC Pink. To be quoted on the OTCBB or the OTC Pink, a market maker must sponsor the security and comply with SEC Rule 15c2-11 before it can initiate a quote in a specific security. If the Company's securities are delisted from Nasdaq, there can be no assurance that a market maker will apply to quote the Company's common stock or that the Company's common stock will be quoted on the OTCBB or the OTC Pink. About Hercules Offshore Hercules Offshore, Inc. and its debtor and non-debtor subsidiaries are providers of shallow-water drilling and marine services to the oil and natural gas exploration and production industry globally. Hercules Offshore and 13 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. D. Del. Proposed Lead Case No. 16-11385) on June 5, 2016. The petition was signed by Troy L. Carson as vice president. The Debtors listed total assets of $1.06 billion and total debts of $521.37 million as of March 31, 2016. The Debtors have hired Akin Gump Srauss Hauer & Feld LLP as general bankruptcy counsel, Morris, Nichols, Arsht & Tunnell LLP as co-counsel, PJT Partners, Inc. as financial advisor, FTI Consulting, Inc. as restructuring advisor, and Prime Clerk LLC as claims, notice and balloting agent. HIDDEN VALLEY APARTMENTS: Plan to Pay $4.1MM Secured Claim in Full ------------------------------------------------------------------ Hidden Valley Apartments and Avondale Park Apartments filed with the U.S. Bankruptcy Court for the Middle District of Tennessee, Nashville Division, a second plan of reorganization and accompanying disclosure statement proposing to pay Satilla Acquisition, LLC's $4,171,000 secured claim in full. The main secured creditor of the Debtor during the case was U.S. Bank National Association. On May 6, 2016, the Debtor, U.S. Bank, and ACM Satilla LV VI LLC and its related entities entered into a settlement agreement and refinance transaction whereby Satilla purchased U.S. Bank's secured debt on the properties. Payment of Satilla's secured claim requires interest-only payments on the Notes until November 6, 2017, at which point the Notes underlying the Satilla Claim will mature, and the entire principal balance will be paid. The Debtors have no unsecured creditors. Elaina Vanders Johnson owns 90% of the Debtors, and her estranged husband, Rufus Slayden Johnson, III, owns the remaining 10%. Because the Plan proposes to pay all of the Debtors' creditors in full, the owners of the Debtors will retain their respective ownership interests in the reorganized Debtor. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/tnmb15-03468-250.pdf About Avondale Park Avondale Park Apartments and Hidden Valley Apartments sought Chapter 11 bankruptcy protection (Bankr. M.D. Tenn. Case Nos. 15-3468 and 15-3469) on May 20, 2015. The petition was signed by Elaina V. Johnson, managing general partner. Case No. 15-3468 is the lead case. The cases are assigned to Judge Marian F. Harrison. Avondale Park disclosed total assets of $3.92 million and total debts of $2.82 million. Hidden Valley disclosed total assets of $2.58 million and total debts of $1.42 million. HILTON WORLDWIDE: Egan-Jones Assigns BB+ FC Sr. Unsec. Rating ------------------------------------------------------------- Egan-Jones Ratings Company assigned a BB+ foreign currency senior unsecured rating to debt issued by Hilton Worldwide Inc. on May 24, 2016. Hilton Worldwide Holdings, Inc. is an American global hospitality company that manages and franchises a broad portfolio of hotels and resorts. HRK HOLDINGS: July 14 Plan Confirmation Hearing Set --------------------------------------------------- Judge K. Rodney May of the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, issued an order conditionally approving the disclosure statement explaining HRK Holdings, LLC's plan. Any written objections to the Disclosure Statement must be filed with the court no later than seven days prior to the date of the hearing on confirmation. If no objections are filed within the time fixed, the conditional approval of the Disclosure Statement will become final. Any objections or requests to modify the Disclosure Statement will be considered at the Confirmation Hearing. The court will conduct a hearing on confirmation of the Chapter 11 Plan of Reorganization, including timely filed objections to confirmation, objections to the disclosure statement, motions for cramdown, applications for compensation, and motions for allowance of administrative claims on July 14, 2016, at 3:00 p.m. At the hearing, in a small business case, the debtor may seek to extend the time for confirmation of the plan, pursuant to the provisions of 11 U.S.C. Section 1121(e). Parties in interest must submit their written ballot accepting or rejecting the Plan no later than eight days before the date of the Confirmation Hearing. Objections to confirmation must be filed with the court no later than seven days before the date of the Confirmation Hearing. The Debtor must file a ballot tabulation no later than three days before the date of the Confirmation Hearing. About HRK Holdings HRK Holdings and HRK Industries LLC filed for Chapter 11 protection (Bankr. M.D. Fla. Case Nos. 12-09868 and 12-09869) on June 27, 2012. Judge K. Rodney May oversees the case. Barbara A. Hart, Esq., and Scott A. Stichter, Esq., at Stichter, Riedel, Blain & Prosser, P.A., represents the Debtors. HRK Holdings disclosed $33.4 million in assets and $26.09 million in liabilities in its revised schedules. According to the Debtors, the bankruptcy filing was necessitated by the immediate need to sell a portion of the remaining property to create liquidity for (a) funding the urgent management of the site-related environmental concerns; the benefit of creditors; funding a litigation filed by the Debtors; and funding of expenses related to additional sales of the remaining property. HRK Holdings is selling real property assets to Allied Universal Corp. and Mayo Fertilizer, Inc. The Court allowed HRK and the purchasers to enter into any modifications to the agreements without need of further Court approval, provided that no amendments will occur without prior consent of Regions Bank. INSURANCE PROFESSIONALS: U.S. Trustee Unable to Appoint Committee ----------------------------------------------------------------- The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of The Insurance Professionals, Inc. The Insurance Professionals, Inc. sought protection under Chapter 11 of the Bankruptcy Code in the District of Arizona (Phoenix) (Case No. 16-05391) on May 12, 2016. The petition was signed by Shane Powell, vice president & secretary. The Debtor is represented by Jonathan P. Ibsen, Esq., at Canterbury Law Group, LLP. The Debtor estimated assets of $0 to $50,000 and debts of $1 million to $10 million. INTERPARK INVESTORS: Wants Plan Filing Deadline Moved to Oct. 11 ---------------------------------------------------------------- Interpark Investors, LLC, asks the U.S. Bankruptcy Court for the Northern District of Illinois to extend by 120 days (i) the time within which it must file a plan and disclosure statement to and including Oct. 11, 2016; and (ii) the Debtors' exclusive periods within which to file and solicit acceptances of a Chapter 11 plan to and including Dec. 12, 2016. A hearing on the request is set for June 16, 2016, at 10:30 a.m. The Plan Deadline and the initial Plan Proposal Period is set to expire on June 13, 2016, and the initial Solicitation Period is set to expire on Aug. 10, 2016. The Debtor filed this case to maximize its real estate assets through a controlled sale process, which will be the basis for recoveries to the Debtor's creditors under a Chapter 11 plan. Since the Petition Date, the Debtor has commenced that sale process and has worked closely with real estate broker CBRE, Inc., to generate sale offers on the Debtor's Bryn Mawr property that minimize the various contingencies that could otherwise adversely affect the value that the Debtor hopes to generate from its sale. At the same time, the Debtor has been working with CBRE to generate sale offers on the Debtor's Catalpa property, which, as a revenue generating office building, has fewer contingencies at play for a prospective buyer than the Bryn Mawr Property. Throughout the sale process, the Debtor has also kept creditors apprised of its progress. These creditors include the Debtor's primary secured creditor, Athene Annuity and Life Company, fka Aviva Life and Annuity Company, with whom the Debtor has negotiated the use of cash collateral in order to pay its ongoing expenses during the pendency of the sale process. The Debtor assures the Court that maintaining the focus of these sale efforts through an extension of the Plan Deadline and the Debtors' plan exclusivity will facilitate the progress of this case and permit the Debtor to complete the necessary preparations for the formal filing of its intended plan and disclosure statement once its sale efforts have crystallized with more certainty. The Debtor tells the Court that the disruption of exclusivity will only serve to hamper those sale efforts to the detriment of the Debtor's estate and stakeholders. The Debtor's counsel can be reached at: Peter J. Roberts, Esq. David R. Doyle, Esq. Shaw Fishman Glantz & Towbin LLC 321 North Clark Street, Suite 800 Chicago, Illinois 60654 Tel: (312) 541-0151 Fax: (312) 980-3888 About Interpark Investors Interpark Investors, LLC, is an Illinois limited liability company that owns and operates two real estate parcels commonly known as (i) 8601-8623 West Bryn Mawr Avenue, Chicago, IL, and (ii) 8600-8622 West Catalpa Avenue, Chicago, IL. Though the Company acquired the Properties as a single Class B multitenant office development consisting of 12 single-story buildings and known as Interpark Corporate Center, the Company has since divided the two Properties into two separate projects. The Company continues to operate the Catalpa Property, which is the southern parcel, as an office park with several commercial tenants. However, prior to the Petition Date, the Company terminated the office rental operations at the Bryn Mawr Property, which is the northern parcel, and slated it for demolition and redevelopment as a seven-story, 394-unit residential apartment complex with 9,500 square feet of retail space. Shortly before the Petition Date, the Company engaged CBRE, Inc., to sell the Bryn Mawr Property. The Company intends to use the proceeds generated from the sale of the Bryn Mawr Property to pay down secured debt. The Company intends to retain the Catalpa Property. Based on the most recent appraisal conducted on the Properties, plus recent broker opinions of value, the Debtor asserts that the collective value of the Properties exceeds $23 million. CBRE has estimated that the value of the Bryn Mawr Property alone exceeds $17 million. Interpark Investors, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill., Case No. 16-04404) on Feb. 12, 2016. The case is assigned to Judge Carol A. Doyle. The Debtor's counsel is Peter J Roberts, Esq., at Shaw Fishman Glantz & Towbin LLC, in Chicago, Illinois. The petition was signed by John J Fitzmaurice, manager of Interpark Manager, LLC, the Debtor's manager. INTERVENTION ENERGY: 341 Meeting of Creditors Set for June 29 ------------------------------------------------------------- The meeting of creditors of Intervention Energy Holdings, LLC and Intervention Energy, LLC is set to be held on June 29, 2016, at 3:30 p.m., according to a filing with the U.S. Bankruptcy Court for the District of Delaware. The meeting will be held at: J. Caleb Boggs Federal Building 844 King Street, Room 2112 Wilmington, DE 19801 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 Intervention Energy Intervention Energy Holdings, LLC filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-1247) on May 20, 2016. The petition was signed by John R. Zimmerman, president. The Hon Kevin J. Carey presides over the case. The Debtor estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Intervention Energy Holdings listed Statoil Oil & Gas LP as its largest unsecured creditor holding a trade claim of $3.80 million. INTERVENTION ENERGY: Schedules Filing Deadline Extended ------------------------------------------------------- The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware extended by an additional 30 days -- for a total of 60 days from the May 20, 2016 petition date -- the time for Intervention Energy Holdings, LLC and Intervention Energy, LLC, to file their schedules of assets and liabilities, and statements of financial affairs. About Intervention Energy Intervention Energy Holdings, LLC filed for Chapter 11 protection (Bankr. D. Del. Case No. 16-1247) on May 20, 2016. The petition was signed by John R. Zimmerman, president. The Hon Kevin J. Carey presides over the case. The Debtor estimated assets of $100 million to $500 million and estimated debts of $100 million to $500 million. Intervention Energy Holdings listed Statoil Oil & Gas LP as its largest unsecured creditor holding a trade claim of $3.80 million. ITALIAN & FRENCH: Principal's Grandson Buying Property for $33,000 ------------------------------------------------------------------ Italian & French Pastry Shop Inc., is the fee owner of the real estate consisting of a lot or parcel of land with an attached building and related structures utilized as a bakery and located at 221 S. 5th St., Reading, Berks County, Pennsylvania, as well as related bakery equipment permanently affixed and installed in this real estate. The Debtor is seeking approval from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to sell the Property to Michael Bruno pursuant to an Agreement of Sale dated June 8, 2016. Mr. Bruno is buying the property for $33,000, with the $2,000 to be paid upon signing of the Agreement, and $31,000 to be paid in 60 months, subject to 5% interest per annum. A hearing on the Motion is scheduled for July 7, 2016, at 9:30 a.m. The Buyer is a grandson of the principal of the Debtor but is otherwise unrelated to the Debtor or any of its creditors, has no adverse interest with respect to the Debtor's bankruptcy, and is a good faith purchaser for purposes of 11 U.S.C. Sec. 363(m). A copy of the Agreement of Sale is available for free at: http://bankrupt.com/misc/Italian_French_24_Sale_Accord.pdf Italian & French Pastry Shop, Inc., sought Chapter 11 protection (Bankr. E.D. Penn. Case No. 16-11085) on Feb. 19, 2016. The Debtor estimated less than $500,000 in assets and debt. The petition was signed by Michelangelo Bruno, president of the Company. Attorney for the Debtor: CASE & DIGIAMBERARDINO, P.C. John A. DiGiamberardino, Esq. 845 North Park Road, Suite 101 Wyomissing, PA 19610 Tel: (610) 372-9900 Fax: (610) 372-5469 JOHN GOLDING: Selling New Jersey Home for $250,000 -------------------------------------------------- John A. Golding on June 11, 2016, filed with the U.S. Bankruptcy Court for the District of New Jersey a motion to sell real property located at 39 Holland Road, South Orange, State of New Jersey (the "Property"), as is, where is. The Property is a 2,100 sq. ft. single-family home situated on 4,008 sq. ft. of land. The Debtor owns the Property as tenants in common along with Joan S. Golding. Subject to Court authorization, the Debtor has entered into a Contract for Sale of Real Estate to sell the Property for a purchase price of $250,000 to Marlene Johnson. The closing is anticipated to occur within 30 days after the sale of the Property has been approved by the Bankruptcy Court. The proposed sale will be subject to the highest and best offer by a disinterested third-party. The Debtor will continue to solicit higher or better offers and present any made at the sale hearing. The Debtor believes the proposed sale provides the best value to the estate. The Debtor will show that the proposed sale satisfies the "good faith" prong of the Abbotts Dairies test. The proposed purchase price of $250,000 exceeds 75% of the value of the Property, thereby satisfying the Abbotts Dairies test. On May 19, 2015, John A. Golding commenced his reorganization case by filing a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. D.N.J. Case No. 15-19390). The Debtor continues to be in possession of his property and is operating and managing his business affairs as a debtor-in-possession pursuant to 11 U.S.C. Sec. 1107 and 1108. The case judge is the Hon. John K. Sherwood. The Debtor's attorney: SCURA, WIGFIELD, HEYER & STEVENS, LLP David L. Stevens, Esq. 1599 Hamburg Turnpike Wayne, NJ 07470 Tel.: 973-696-8391 KENT MANOR: Involuntary Chapter 11 Case Summary ----------------------------------------------- Alleged Debtor: Kent Manor Inn , LLC aka Historic Kent Manor Inn 500 Kent Manor Drive Stevensville, MD 21666 Case Number: 16-18048 Involuntary Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court District of Maryland (Baltimore) Petitioners' Counsel: Catherine Keller Hopkin, Esq. TYDINGS & ROSENBERG, LLP 100 E. Pratt Street, 26th Floor Baltimore, MD 21202 Tel: (410) 752-9768 E-mail: chopkin@tydingslaw.com Petitioners Nature of Claim Claim Amount ----------- --------------- ------------ Alan J Michaels Unpaid Business $392,418 8519 Rapley Preserve Circle Expense Potomac, MD 20854 William Lackey, III Unpaid Business $12,910 138 Granard Avenue Expense Centreville, MD 21617 Laurie Sewell Unpaid Business $3,325 PO BOX 304 Expense Chester, MD 21619 KOMODIDAD DISTRIBUTORS: Seeks to Access FirstBank's Collateral -------------------------------------------------------------- Komodidad Distibutors, Inc., and its affiliates seek authority from the U.S. Bankruptcy Court to use cash collateral in the ordinary course of business in an amount necessary to pay the basic expenses and critical operational expenses. The Debtors also seek a judicial determination that FirstBank Puerto Rico is adequately protected due to the substantial equity cushion the Debtors holds on account of the value of the real property, the value of the rents received from the real estate properties, inventory and accounts receivables, or in the alternative, that it enters an order granting replacement liens in the form of rental proceeds received each month subsequently, which replenishes the bank’s collateral and prevents a diminution of value. In addition, the Debtors ask the Court to compel FirstBank to disburse the amounts held at the bank accounts in favor of the Debtors and make available to the Debtors the cash collateral funds existing at the petition date in all the accounts it controls and any postpetition collections of the Debtors' rental proceeds, as well as to return the amounts of $447,321 held at the bank as a result from the unilateral application since February 24, 2016, of daily 10% claw backs on all deposits made into the Cash Concentration Account by the Debtors. A full-text copy of the Cash Collateral Motion dated May 30, 2016 is available at http://tinyurl.com/jx2hl9v FirstBank complain that the Debtors commenced these Cases and remained silent while using FirstBank’s cash/cash collateral without Court authorization or FirstBank consent. Even after FirstBank filed the its Motion to Limit Interim Cash Collateral Use, the Debtors unilaterally removed funds from the operating account historically maintained at FirstBank – funds that the Debtors had no authority to use. FirstBank further complains that the Debtors seek approval of an interim cash collateral arrangement (a) with no meaningful lender oversight, (b) under a vague budget that appears to exceed payments, (c) by claiming an equity cushion based on conjecture and no evidence, (d) by proposing a replacement lien on postpetition rents and nothing more – ignoring the Court's holding that such a replacement lien is not adequate protection when the same rents are consumed postpetition – and despite apparently overdue rents and expired/expiring leases, and (e) by asserting, in the face of the Debtors' historically declining revenues, increasing losses, missed projections, and diminishing business, that FirstBank's cash collateral is appreciating. Accordingly, to the extent the Court is inclined to approve any interim short-term cash usage pending a final hearing, FirstBank asks the Court to condition any use upon, among other things, (a) the grant of the relief requested in the FirstBank Motion -- segregating and maintaining all postpetition rent and receivable payments in accounts at FirstBank, and an accounting of the Debtors' use of cash since the Petition Date, (b) restricting disbursements exclusively to those actually necessary to avoid irreparable harm and a budget acceptable to FirstBank, (c) prohibition during the interim period on any and all disbursements or transfers of cash or inventory to any insider or non-Debtor affiliate, and (d) monitoring, reporting, and collateral access acceptable to FirstBank -- to ensure the Debtor's accountability and to protect FirstBank’s interests, avoiding irreparable harm pending a final hearing. On the contrary, the Debtors maintain that their liabilities of all three term loans of FirstBank, sum up to only $44,695,912, while the assets from all of Debtors' properties sum up to $69,517,277, and as such, there is sufficient equity cushion in order to adequately protect FirstBank from any loss in the value of its collateral. Furthermore, the Debtors tell the Court that the properties encumbered by Firstbank are fully protected with insurance policies which are up to date and protect the lender in any natural disaster or event which could affect its value. As can be evinced by the schedules submitted in the bankruptcy docket, there are more than $9.2 million in assets which adequately protect Firstbank, without any mention of the investments or accounts receivables of the Debtors' Venezuelan interests, and according to the Debtors' latest balance of Firstbank’s loans, the line of credit had a balance of $6,550,000 and assets without counting Debtors quantifiable interests in Venezuela add up to more than $9.2 million dollars. Therefore, the Debtors point out that Firstbank's interest in the mortgages is adequately protected by an equity cushion of approximately $5 million, as well as Firstbank's interest over the rents because the unencumbered properties yield more than $4.2 million in rents as compared to the approximately $350,000 encumbered rents. Komodidad Distibutors, Inc. and its affiliates are represented by: Javier Vilarino, Esq. VILARINO & ASSOCIATES LLC P.O. Box 9022515 San Juan, PR 00902-2515 Telephone: 787-565-9894 Email: jvilarino@vilarinolaw.com Attorneys for FirstBank Puerto Rico: Zachary H. Smith, Esq. MOORE & VAN ALLEN, PLLC 100 North Tryon Street Suite 4700, Charlotte North Carolina, 28202 Telephone: (704) 331-1046 Email: zacharysmith@mvalaw.com -- and -- Antonio A. Arias, Esq. Lina M. Soler-Rosario, Esq. MCCONNELL VALDES, LLC P.O. Box 364225 San Juan, Puerto Rico 00936-4225 Telephone: (787) 250-5604 Email: aaa@mcvpr.com lms@mcvpr.com About Komodidad Distributors Komodidad Distributors, Inc. filed for Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 16-04161) on May 25, 2016. The petition was signed by Jorge Galliano, president. The Hon. Enrique S. Lamoutte Inclan presides over the case. The Debtor estimated assets of $50 million to $100 million and estimated debts of $10 million to $50 million. L. P. & F. INC: Case Summary & 7 Unsecured Creditors ---------------------------------------------------- Debtor: L. P. & F., Inc. 1715 South Joplin Ave. Joplin, MO 64804-0611 Case No.: 16-30293 Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court Western District of Missouri (Joplin) Judge: Hon. Cynthia A. Norton Debtor's Counsel: Bradley D. McCormack, Esq. THE SADER LAW FIRM, LLC 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108-2663 Tel: 816-561-1818 Fax: 816-561-0818 E-mail: bmccormack@saderlawfirm.com - and - Neil S. Sader, Esq. THE SADER LAW FIRM, LLC 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108-2663 Tel: 816-561-1818 Fax: 816-561-0818 E-mail: nsader@saderlawfirm.com Estimated Assets: $50,000 to $100,000 Estimated Liabilities: $1 million to $10 million The petition was signed by William Ryan Jackson, president. A list of the Debtor's seven largest unsecured creditors is available for free at http://bankrupt.com/misc/mowb16-30293.pdf LAWRENCE FROMELIUS: CBRE Okayed to Appraise Greenfield Properties ----------------------------------------------------------------- Judge Janet S. Baer entered an order authorizing debtor Lawrence D. Fromelius to pay up to $15,000 to CBRE for an appraisal of the Greenfield properties. As reported in the May 31, 2016 edition of the TCR, the Debtor has hired CBRE as a real estate appraiser to value the properties at 302 and 311 East Greenfield, Milwaukee, Wisconsin. The appraisal itself will cost $9,000, and the Debtor requests authorization to spend up to an additional $6,000 for further services from CBRE. Mr. Fromelius and co-debtor L. Fromelius Investment Properties LLC believe the Greenfield properties are valuable and the sale of the Properties is an important component of the Debtors' restructuring plans. The Greenfield properties are located in the Inner Harbor area of Milwaukee, which is the target of several redevelopment efforts. These efforts have been led by the nearby opening of the Global Water Center, an incubator for water tech firms, and the new University of Wisconsin - Milwaukee School of Freshwater Sciences. The Greenfield properties are ideally located for development into retail space, a marina, or other uses. About Lawrence Fromelius Lawrence D. Fromelius filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22373) on June 29, 2015, and is represented by: William J. Factor, Esq. Ariane Holtschlag, Esq. Jeffrey K. Paulsen, Esq. FACTORLAW 105 W. Madison Street, Suite 1500 Chicago, IL 60602 Tel: (847) 2397248 Fax: (847) 574-8233 E-mail: wfactor@wfactorlaw.com aholtschlag@wfactorlaw.com jpaulsen@wfactorlaw.com L. Fromelius Investment Properties LLC filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22943) on July 2, 2015, and Golden Marina Causeway LLC filed for relief under Chapter 11 (Bankr. N.D. Ill. Case No. 16-03587) on Feb. 5, 2016. Mr. Fromelius is the sole member of Investment Properties. He is also the sale member of East Greenfield Investors LLC, which in turn is the sole member of Golden Marina Causeway LLC. On Nov. 24, 2015, Lawrence Fromelius filed his initial plan of reorganization and on December 1, 2016, Investment Properties filed its initial plan of reorganization. Both of the plans have been amended to incorporate changes requested by creditors, including the Ann Marie Barry Trust, which has filed a claim of approximately $6 million. Currently, the Debtors and the Ann Marie Barry Trust are negotiating the terms of a disclosure statement to accompany the plans. Golden Marina owns two parcels of real estate, located at 302 and 311 East Greenfield Avenue in Milwaukee, Wisconsin. The parcel at 311 E. Greenfield consists of 47 acres and the smaller parcel at 302 E. Greenfield is approximately 1 acre. LAWRENCE FROMELIUS: Wins OK to Pay $200,000 for Demolition ---------------------------------------------------------- Judge Janet S. Baer entered an order granting Lawrence D. Fromelius' motion to pay $199,700 to a contractor to demolish problematic structures at its property in 311 East Greenfield Ave., in Milwaukee, Wisconsin. As reported in the June 8, 2016 edition of the Troubled Company Reporter, the Debtor is the sole member of East Greenfield Investors LLC, which in turn is the sole member of Golden Marina Causeway LLC. Golden Marina is itself a debtor in possession in a related chapter 11 case, pending before the Court as Case No. 16-3587. Golden Marina owns two parcels of real estate, located at 302 and 311 East Greenfield Ave., in Milwaukee, Wisconsin. The Greenfield properties are incredibly valuable. They are located in the Inner Harbor area of Milwaukee, which is the target of several redevelopment efforts. These efforts have been led by the nearby opening of the Global Water Center, an incubator for water tech firms, and the new University of Wisconsin - Milwaukee School of Freshwater Sciences. The Greenfield properties are ideally located for development into retail space, a marina, or even other uses. Neither the Debtor nor Golden Marina has sufficient funds to complete the entire demolition. It is the Debtor's understanding that three of the structures on the 311 E. Greenfield property, all located at the north end of the site, (the "North Structures") are particularly problematic, and that the City of Milwaukee is particularly interested in seeing the North Structures demolished as soon as possible. The Debtor has obtained a quote from the MRD Group to demolish just the North Structures, rather than all of the structures on the property. The cost is substantially less: just $199,700. About Lawrence Fromelius Lawrence D. Fromelius filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22373) on June 29, 2015, and is represented by William J. Factor, Esq., Ariane Holtschlag, Esq., and Jeffrey K. Paulsen, Esq., at FACTORLAW, as counsel. L. Fromelius Investment Properties LLC filed a Chapter 11 petition (Bankr. N.D. Ill. Case No. 15-22943) on July 2, 2015, and Golden Marina Causeway LLC filed for relief under Chapter 11 (Bankr. N.D. Ill. Case No. 16-03587) on Feb. 5, 2016. Mr. Fromelius is the sole member of Investment Properties. He is also the sale member of East Greenfield Investors LLC, which in turn is the sole member of Golden Marina Causeway LLC. On Nov. 24, 2015, Lawrence Fromelius filed his initial plan of reorganization and on December 1, 2016, Investment Properties filed its initial plan of reorganization. Both of the plans have been amended to incorporate changes requested by creditors, including the Ann Marie Barry Trust, which has filed a claim of approximately $6 million. Currently, the Debtors and the Ann Marie Barry Trust are negotiating the terms of a disclosure statement to accompany the plans. Golden Marina owns two parcels of real estate, located at 302 and 311 East Greenfield Avenue in Milwaukee, Wisconsin. The parcel at 311 E. Greenfield consists of 47 acres and the smaller parcel at 302 E. Greenfield is approximately 1 acre. LINN ENERGY: Hires Jackson Walker as Local, Conflicts Co-Counsel ---------------------------------------------------------------- Linn Energy, LLC, et al., seek permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Jackson Walker LLP as its local and conflicts bankruptcy co-counsel effective as of the Petition Date. A hearing on the request is set for June 22, 2016, at 1:00 p.m. prevailing Central Time. By separate application, the Debtors have also asked the Court to approve the retention of Kirkland & Ellis LLP and Kirkland & Ellis International LLP as lead counsel for the Debtors. The Firm has discussed the division of responsibilities with K&E, and will make every effort to avoid duplication of efforts. To specifically disclose the division of labor and to avoid unnecessary duplication of services, the Firm is proposed to: a. provide legal advice and services regarding local rules, practices, and procedures; b. provide certain services in connection with administration of the Chapter 11 cases, including, without limitation, preparing agenda letters, hearing notices, and hearing binders of documents and pleadings; c. review and comment on proposed drafts of pleadings and other documents to be filed with the Court as local bankruptcy counsel to the Debtors; d. at the request of the Debtors, appear in Court and at any meeting with the U.S. Trustee and any meeting of creditors at any given time on behalf of the Debtors as their local and conflicts bankruptcy counsel; e. perform all other services assigned by the Debtors to the Firm as local counsel to the Debtors and conflicts bankruptcy counsel to the Linn Energy, LLC; f. provide legal advice and services on any matter on which K&E may have a conflict with respect to Linn Energy, LLC, or otherwise as needed based on specialization; and g. represent Linn Energy, LLC, in evaluating certain intercompany claims, defenses, and rights of action against Linn Acquisition Company, LLC, and its subsidiary Berry Petroleum Company, LLC. The Firm will be paid at these hourly rates: Patricia B. Tomasco, Esq. $675 Matthew D. Cavenaugh, Esq. $515 Jennifer F. Wertz, Esq. $415 Attorneys $275-$745 Paralegal $175-$215 On May 4, 2016, the Firm received a retainer of $125,000 for services performed and to be performed in connection with and in contemplation of the filing of these cases, of which $51,502.31 was used for pre-petition services and expenses. Patricia B. Tomasco, Esq., a partner at the Firm, assures the Court that the Firm doesn't have any connection with the Debtors, the Debtor's creditors, any other party in interest, their respective attorneys and accountants, the U.S. Trustee, or any other person employed in the office of the U.S. Trustee, and are disinterested persons within the meaning of 11 U.S.C. Section 101(14). The Firm will apply for compensation for professional services rendered and reimbursement of expenses incurred in connection with the Debtors' Chapter 11 cases in compliance with Sections 330 and 331 of the Bankruptcy Code and applicable provisions of the Bankruptcy Rules, Bankruptcy Local Rules, and any other applicable procedures and orders of the Court. The Firm and the Debtors have not agreed to any variations from, or alternatives to, the Firm's standard billing arrangements for this engagement. The rate structure provided by the Firm is appropriate and is not significantly different from (a) the rates that the Debtor charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals. The hourly rates used by the Firm in representing the Debtors are consistent with the rates that the Firm charges other comparable Chapter 11 clients, regardless of the location of the Chapter 11 case. The Debtors have not yet approved the Firm's budget and staffing and plan. The Firm can be reached at: Patricia B. Tomasco, Esq. Jackson Walker LLP 1401 McKinney Street, Suite 1900 Houston, TX 77010 Fax: (713) 752-4221 Tel: (713) 752-4276 E-mail: ptomasco@jw.com About Linn Energy Headquartered in Houston, Texas, Linn Energy, LLC, and its affiliates are independent oil and natural gas companies. 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. 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: Hires Lazard Freres as Investment Banker ----------------------------------------------------- Linn Energy, LLC, et al., ask for permission from the Hon. David R. Jones of the U.S. Bankruptcy Court for the Southern District of Texas to employ Lazard Freres & Co. LLC as their investment banker, nunc pro tunc to the Petition Date. A hearing on the request is set for June 22, 2016, at 1:00 p.m. Lazard Freres will: (a) review and analyze the Debtors' business, operations and financial projections; (b) assist in formulating strategy and structural alternatives and in connection with the negotiations and consummation of a restructuring, financing or sale transaction; (c) evaluate the Debtors' potential debt capacity in light of its projected cash flows; (d) assist in the determination of a capital structure for the Debtors; (e) assist in the determination of a range of values for the Debtors on a going concern basis; (f) advise the Debtors on tactics and strategies for negotiating with the Stakeholders; (g) render financial advice to the Debtors and participating in meetings or negotiations with the stakeholders and rating agencies or other appropriate parties in connection with any restructuring; (h) advise the Debtors on the timing, nature, and terms of new securities, other debt facilities, other consideration or other inducements to be offered by the Debtors pursuant to any restructuring; (i) advise and assist the Debtors in evaluating any potential financing transaction by the Debtors, contacting potential sources of capital as the Debtors may designate and assisting the Debtors in implementing the financing (subject to execution of customary agreements in connection therewith if requested by Lazard Freres); (j) assist the Debtors in preparing documentation within the area of expertise that is required in connection with any restructuring; (k) assist the Debtors in identifying and evaluating candidates for any potential sale transaction, advising the Debtors in connection with negotiations and aiding in the consummation of any sale transaction; (l) attend meetings of the Board of Directors of Linn Energy, LLC, with respect to matters on which Lazard Freres have been engaged to advise under the engagement agreement; (m) provide testimony, as necessary, with respect to matters on which Lazard Freres has been engaged to advise in any proceeding before the Court; and (n) provide the Debtors with other financial restructuring advice. Lazard Freres will be paid: (a) a monthly fee of $175,000, payable upon execution of the engagement agreement and on the third day of each month thereafter until the earlier of the completion of the restructuring or the termination of Lazard Freres' engagement; (b) a restructuring fee, payable upon the consummation of a restructuring equal to 37.5 basis points (0.375%) of the total amount of outstanding indebtedness involved in the relevant restructuring; (c) if the Debtors consummate a sale transaction, Lazard Freres will be paid a fee to be mutually agreed in good faith by Lazard Freres and Linn Energy that will appropriately compensate Lazard Freres in light of the magnitude and complexity of the sale transaction and the fees customarily paid to investment bankers of similar standing in connection with similar transactions; provided, that in the case of a sale transaction that involves Berry Petroleum Company, LLC, and assets or businesses of Berry Petroleum's, Lazard Freres will be paid a fee equal to the lesser of (y) 1.0% of the aggregate consideration of the sale transaction and (z) $7.0 million. Any non-Berry sale transaction fee or Berry sale transaction fee will be payable upon consummation of the applicable transaction; (d) if the Debtors consummate a financing, Lazard Freres will be paid a fee, equal to: (i) 1.0% of the aggregate commitment of any debt obligations issued or raised by the Debtors in any debt financing that is secured by a lien on any assets of the Debtors; (ii) 2.0% of the aggregate commitment of any debt obligations issued or raised by the Debtors in any debt financing that is unsecured; and (iii) 3.0% of the aggregate commitment or stated value of any new capital issued or raised by the Debtors in any equity financing. The Financing Fee will be earned and will be payable upon the initial closing of the financing; and (e) the Debtors will promptly reimburse Lazard Freres for all reasonable out-of-pocket expenses incurred by Lazard Freres and the reasonable fees and out-of-pocket expenses of counsel, if any, retained by Lazard Freres. The Debtors have agreed that 70% of the Monthly Fees will be allocated to and paid by the LINN Debtors and 30% of the Monthly Fees will be allocated to and paid by Berry Petroleum. The Debtors have further agreed that, to the extent Berry Petroleum pursues any separate sale, financing or restructuring transaction, Berry Petroleum will pay any resulting fee due to Lazard Freres. Additionally, to the extent that the LINN Debtors and Berry Petroleum each pay fees under the agreement, each entity's entitlement to any of the crediting will only apply with respect to amounts actually paid by the entity and will only be creditable against any Restructuring Fee payable by the entity. Lazard Freres has informed the Debtors that it: (a) has no connection with the Debtors, their creditors, equity security holders or other parties in interest or their respective attorneys or accountants, the U.S. Trustee, or any person employed in the office of the U.S. Trustee in any matter related to the Debtors and their estates; (b) does not hold any interest adverse to the Debtors' estates; and (c) believes that it 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, as required by Section 327(a) of the Bankruptcy Code. If any new material facts or relationships are discovered or arise, Lazard Freres will promptly inform the Court as required by Bankruptcy Rule 2014(a). Additionally, the Debtors request that the requirements of the Uniform Texas Procedures for Complex Chapter 11 Cases and the U.S. Trustee Guidelines be tailored to appropriately reflect Lazard Freres' engagement and its compensation structure. Lazard Freres has requested, pursuant to Section 328(a) of the Bankruptcy Code, payment of its fees on a fixed-rate basis. Lazard Freres' restructuring personnel will keep summary time records in one-half hour increments describing their daily activities and the identity of persons who performed the tasks. The Debtors request modification of the requirements of the Complex Rules. Lazard Freres' commitment to the variable level of time and effort necessary to address all the issues as they arise, and the market prices for Lazard Freres' services for engagement of this nature, the Debtors believe that the terms and conditions of the Lazard Agreement are fair, reasonable, and market-based under the standards set forth in Section 328(a) of the Bankruptcy Code. Lazard Freres can be reached at: Andrew Yearley Lazard Freres & Co. LLC JPMorgan Chase Tower 600 Travis Street, Suite 2300 Houston, TX 77002 Tel: (713) 236-4600 Fax: (713) 236-4620 About Linn Energy Headquartered in Houston, Texas, Linn Energy, LLC, and its affiliates are independent oil and natural gas companies. 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 cases are pending joint administration before Judge David R. Jones. 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. LINN ENERGY: Taps Kirkland & Ellis as Attorneys ----------------------------------------------- Linn Energy, LLC, et al., seek permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Kirkland & Ellis LLP and Kirkland & Ellis International LLP as attorneys effective as of Jan. 26, 2016. A hearing on the request is set for June 22, 2016, at 1:00 p.m. prevailing Central Time. Kirkland will render these services: a. advising the Debtors with respect to their powers and duties as debtors-in-possession in the continued management and operation of their businesses and properties; b. advising and consulting on the conduct of these Chapter 11 cases, including all of the legal and administrative requirements of operating in Chapter 11; c. attending meetings and negotiating with representatives of creditors and other parties in interest; d. taking all necessary actions to protect and preserve the Debtors' estates, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the Debtors' estates; e. preparing pleadings in connection with these Chapter 11 cases, including motions, applications, answers, orders, reports, and papers necessary or otherwise beneficial to the administration of the Debtors' estates; f. representing the Debtors in connection with obtaining authority to continue using cash collateral and postpetition financing, if any; g. advising the Debtors in connection with any potential sale of assets; h. appearing before the Court and any appellate courts to represent the interests of the Debtors' estates; i. advising the Debtors regarding tax matters; j. taking any necessary action on behalf of the Debtors to negotiate, prepare, and obtain approval of a disclosure statement and confirmation of a Chapter 11 plan and all documents; and k. performing all other necessary legal services for the Debtors in connection with the prosecution of these Chapter 11 cases, including: (i) analyzing the Debtors' leases and contracts and the assumption and assignment or rejection thereof; (ii) analyzing the validity of liens against the Debtors; and (iii) advising the Debtors on corporate and litigation matters. Kirkland will be paid these hourly rates: Partners $875-$1,445 Of Counsel $480-$1,445 Associates $510-$945 Paraprofessionals $180-$400 Stephen E. Hessler, Esq., a partner at Kirkland, assures the Court that (a) the firm is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code, as required by Section 327(a) of the Bankruptcy Code, and does not hold or represent an interest adverse to the Debtors' estates and (b) the firm has no connection to the Debtors, their creditors, or other parties in interest. Kirkland will apply for compensation for professional services rendered and reimbursement of expenses incurred in connection with the Debtors' Chapter 11 cases in compliance with Sections 330 and 331 of the Bankruptcy Code and applicable provisions of the Bankruptcy Rules, Local Bankruptcy Rules, and any other applicable procedures and orders of the Court. Kirkland and the Debtors have not agreed to any variations from, or alternatives to, Kirkland's standard billing arrangements for this engagement. The rate structure provided by Kirkland is appropriate and is not significantly different from (a) the rates that Kirkland charges for other non-bankruptcy representations or (b) the rates of other comparably skilled professionals. The hourly rates used by Kirkland in representing the Debtors are consistent with the rates that Kirkland charges other comparable Chapter 11 clients, regardless of the location of the Chapter 11 case. Kirkland represented the Debtors during the twelve-month period before the Petition Date. The Debtors have approved Kirkland's budget and staffing plan for the period from May 11, 2016, through Aug. 31, 2016. Kirkland can be reached at: Paul M. Basta, P.C. Kirkland & Ellis LLP 601 Lexington Avenue New York, NY 10022 Tel: (212) 446-4750 Fax: (212) 446-4900 Website: www.kirkland.com E-mail: paul.basta@kirkland.com About Linn Energy Headquartered in Houston, Texas, Linn Energy, LLC, and its affiliates are independent oil and natural gas companies. 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. 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: To Be Delisted from Nasdaq on June 20 -------------------------------------------------- The Nasdaq Stock Market, Inc., has determined to remove from listing the common units of Linn Energy, LLC, effective at the opening of the trading session on June 20, 2016. Based on review of information provided by the Company, Nasdaq Staff determined that the Company no longer qualified for listing on the Exchange pursuant to Listing Rules 5101, 5110(b), and IM-5101-1. The Company was notified of the Staffs determination on May 13, 2016. The Company did not appeal the Staff determination to the Hearings Panel, and the Staff determination to delist the Company became final on May 24, 2016. MAX EXPRESS: U.S. Trustee Forms 3-Member Committee -------------------------------------------------- The Office of the U.S. Trustee on June 10 appointed three creditors of Max Express Inc. to serve on the official committee of unsecured creditors. The committee members are: (1) Luis Franco 334 S. Catalina Street, #304 Los Angeles, CA 90020 Telephone: (619) 260-1323 Facsimile: (619) 374-2989 Email: david@mcavoyrivera.com (2) Frolian Jimenez 9718 Greenleaf Avenue Whittier, CA 90605 Telephone: (619) 260-1323 Facsimile: (619) 374-2989 Email: david@mcavoyrivera.com (3) Erick V. Parada 10430 Kaufmann Avenue South Gate, CA 90280 Telephone: (619) 260-1323 Facsimile: (619) 374-2989 Email: david@mcavoyrivera.com Official creditors' committees have the right to employ legal and accounting professionals and financial advisors, at a debtor's expense. They may investigate the debtor's business and financial affairs. Importantly, official committees serve as fiduciaries to the general population of creditors they represent. About Max Express Max Express, Inc. sought protection under Chapter 11 of the Bankruptcy Code in the Central District of California (Los Angeles) (Case No. 16-14868) on April 15, 2016. The petition was signed by Richard Mo, secretary. The case is assigned to Judge Deborah J. Saltzman. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. METHANEX CORP: Egan-Jones Lowers FC Sr. Unsecured Rating to BB+ --------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Methanex Corp to BB+ from A- on May 20, 2016. Methanex Corporation is a Canadian company that supplies, distributes and markets methanol worldwide. METROPOLITAN AUTOMOTIVE: Seeks to Amend Winthrop Employment Terms ----------------------------------------------------------------- Metropolitan Automotive Warehouse, Inc. and Star Auto Parts, Inc. ask the U.S. Bankruptcy Court for the Central District of California to amend its prior order that allowed them to hire Winthrop Couchot P.C.as their legal counsel. The Debtors want the Feb. 12 order amended to allow modification of the compensation structure for the firm's services related to the prosecution of avoidance actions under Chapter 5 of the Bankruptcy Code. According to their books and records, the Debtors paid more than $25 million to creditors within 90 days of the petition date, which they can recover through avoidance actions. The Debtors believe that compensation for the prosecution of those avoidance actions should be pursued on a contingency basis. According to the Debtors, the contingency fee portion of the firm's compensation, which they call as "litigation recoveries" should be based upon this rate structure: (a) Per the Feb. 12 order, actual hourly rates chargeable by the firm for all litigation recoveries prior to entry of a court order approving their request; (b) 20% of litigation recoveries obtained in each of the actions on or after entry of a court order but prior to filing a complaint for each such action; (c) 25% of litigation recoveries obtained in each of the actions after the filing of a complaint for each such action; and (d) 30% of litigation recoveries obtained in each of the actions after discovery cutoff. The Debtors also propose to grant in favor of the firm a first-priority attorney's lien against all litigation recoveries. About Metropolitan Automotive Metropolitan Automotive Warehouse, Inc. is a family-owned Southern California-based business, distributing automotive aftermarket parts for the last 60 years, with operations in Southern California and Central California. Metropolitan distributes aftermarket automotive parts to retail stores and also sells to and fulfills orders for various e-commerce customers. Star Auto Parts, Inc., a wholly-owned subsidiary of Metropolitan, is a Southern California based retailer of aftermarket parts. Star sells aftermarket automotive parts directly to repair facilities also known as the "Do-it-for-Me" channel, end users, also known as the "Do-it-Yourself" channel, and businesses, which own and operate vehicle fleets. Metropolitan and Star Auto employ approximately 1,000 persons. Metropolitan Automotive Warehouse, Inc. and Star Auto Parts sought Chapter 11 protection (Bankr. C.D. Cal. Lead Case No. 16-10096) on Jan. 6, 2016. Judge Wayne E. Johnson is assigned to the cases. The petitions were signed by Ron Turner, the president. The Debtor has estimated assets in the range $10 million to $50 million and estimated liabilities of $50 million to $100 million. Richard Pachulski serves as the Debtors' CRO. Winthrop Couchot Professional Corporation serves as the Debtor's counsel. SierraConstellation Partners is the Debtors' financial advisor. Imperial Capital, LLC, is the investment banker. A seven-member panel has been appointed as the official committee of unsecured creditors in the Debtor's case. The Creditors Committee retained Sidley Austin LLP as its counsel; and Alvarez & Marsal North America, LLC, as financial advisor. MRMS PROPERTY: Case Summary & 8 Unsecured Creditors --------------------------------------------------- Debtor: MRMS Property Management, LLC 225 Derry Rd. Hudson, NH 03051 Case No.: 16-10880 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court District of New Hampshire (Manchester) Judge: Hon. Bruce A. Harwood Debtor's Counsel: Peter N. Tamposi, Esq. THE TAMPOSI LAW GROUP, P.C. 159 Main Street Nashua, NH 03060 Tel: 603-204-5513 E-mail: peter@thetamposilawgroup.com Total Assets: $450,000 Total Liabilities: $1.09 million The petition was signed by Elisha Badeau, manager. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/nhb16-10880.pdf MTS SYSTEMS: Moody's Assigns B1 CFR, Outlook Stable --------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating to MTS Systems Corporation. At the same time, Moody's assigned a B1-PD Probability of Default Rating, B1 ratings on the senior secured term loan and revolving credit facility and an SGL-2 Speculative Grade Liquidity rating. The rating outlook is stable. The rating assignments follow MTS' announcement in early April to acquire PCB Group, Inc. for approximately $580 million and to utilize a new term loan, along with common equity and tangible equity units (TEU), to fund the purchase. The addition of PCB better balances MTS' revenue mix between test revenues (pro forma approximately 60% of total revenues from 80% previously) which provide good top-line visibility and higher-margin sensors revenues (pro forma 40% of total revenues). PCB adds a new technology to MTS' sensors product line - expands into pressure, force and vibration - and should lead to sizable service and re-calibration growth opportunities. In addition, the combination of the two companies creates cross-selling opportunities across both operating segments and enhances the scale and product diversity, particularly within the North American market. RATINGS RATIONALE MTS' B1 CFR reflects the company's strong presence in the global test market driven by customers' largely inelastic research and development expenditures. Favorable long-term trends building within both operating segments, an asset-lite operating model that translates into expectations for solid free cash flow generation and expansion into the higher-margin sensors market also provide support. MTS, with the addition of PCB, is well-positioned to capitalize on the increasing importance of product innovation and accelerated product development cycles across numerous industries and the proliferation of "smart" machines that require sensors to operate more intelligently and autonomously. Test segment revenues are dominated by blue-chip automotive original equipment manufacturers but key end markets also include aerospace and defense, power generation, rail transportation and the bio-medical industry. Sensors key end markets are also well-diversified and include plastics and rubber, automotive, steel, aerospace and defense, construction and agriculture. The rating also considers recent weak trends in revenue growth at both MTS and PCB, the combined entity's relatively modest size and management's limited track record operating with a substantial amount of debt (pro forma debt-to-revenues of nearly 70% and debt-to-EBITDA in the low-4x range). Moody's also notes the vulnerability to occasional loss stemming from the largely fixed-price contract nature of the test business as well as the company's reliance on the highly cyclical automotive industry. The SGL-2 Speculative Grade Liquidity is supported by a pro forma cash balance in excess of $50 million and Moody's expectations for free cash flow in the $40 million - $50 million range over the next 12-18 months. There are no near-term debt maturities and less than $15 million in scheduled annual amortization payments between the term loan and amortizing note portion of the TEU. MTS will have a $100 million revolving credit facility (expiring in 2021) that Moody's views as adequate in relation to the revenue base. Pro forma availability after netting posted letters of credit, is expected to be just shy of $80 million. A maximum total leverage and minimum interest coverage ratio with standard headroom levels are expected to apply to the revolving facility only. Substantially all of the company's assets are pledged to the bank credit agreement. The rating outlook is stable, reflecting Moody's expectation that margins will materially improve with the addition of PCB and that consistent and growing free cash flow generation will be largely utilized for debt reduction such that debt-to-EBITDA approaches 4x within 12-18 months. Moody's also expects that revenue trends will rebound to at least levels more commensurate with normal GDP growth rates as revenue synergies take hold and favorable end market fundamentals begin to materialize in the near term. The ratings could be upgraded if leverage falls below 4x on a sustained basis or if free cash flow-to-debt trends toward 10%. Accelerated growth in revenues and margins, aided by better than expected revenue and cost synergies, could also result in upward rating pressure. The ratings could be downgraded if debt-to-EBITDA rises to 5x or if margins fail to meaningfully improve in the near-to-intermediate term. Prolonged weakness in revenue growth, an erosion in the liquidity position or the inability to maintain steady-to-improving free cash flow could also place downward pressure on the ratings. Moody's took these rating actions on MTS Systems Corporation: -- Corporate Family Rating assigned at B1 -- Probability of Default Rating assigned at B1-PD -- Senior Secured Revolving Credit Facility assigned at B1 (LGD3) -- Senior Secured Term Loan assigned at B1 (LGD3) -- Speculative Grade Liquidity rating assigned at SGL-2 -- Rating outlook stable MTS Systems Corporation is a global supplier of high-performance test systems and industrial position sensors. The test segment provides testing solutions (hardware and software) that simulate forces and motions that customers expect their products to encounter while in use. The sensors segment provides products used to automate industrial machinery and equipment for improved safety and end-user productivity. Revenues for the latest twelve months ended April 2, 2016, were approximately $555 million. Pro forma revenues with the addition of PCB Group were approximately $733 million as of April 2, 2016. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. MUNISH SAWHNEY: July 12 Disclosure Statement Hearing Set -------------------------------------------------------- Judge John K. Sherwood of the U.S. Bankruptcy Court for the District of New Jersey will convene a hearing on July 12, 2016, at 10:00 a.m., to consider the adequacy of the disclosure statement explaining Munish Sawhney's plan. Munish Sawhney, et al., filed a Chapter 11 bankruptcy petition (Bankr. D.N.J. Case No. 15-29250) on Oct. 13, 2015, and is represented by Richard D. Trenk, Esq., and Robert S. Roglieri, Esq., at Trenk, DiPasquale, Della Fera & Sodono, P.C. Judge John K. Sherwood presides over the case. Munish Sawhney is managing member of Quest Imperial, LLC (Bankr. D.N.J. Case No. 15-31753), which filed a Chapter 11 Petition on November 19, 2015. Quest Imperial is represented by David L. Stevens, Esq., at Scura, Wigfield, Heyer & Stevens LLP, in Wayne, New Jersey. NATIONAL FUEL: Egan-Jones Cuts FC Sr. Unsec. Rating to BB+ ---------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by National Fuel Gas Co to BB+ from A- on May 25, 2016. National Fuel Gas Company is an integrated energy company with $6.2 billion in assets distributed among the following five operating segments: Exploration and Production, Pipeline and Storage, Gathering, Utility, and Energy Marketing. NETSUITE INC: Egan-Jones Cuts Sr. Unsecured Ratings to B -------------------------------------------------------- Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by NetSuite Inc. to B from B- on May 27, 2016. NetSuite Inc. is an American software company based in San Mateo, California, that sells an eponymous group of software services used to manage a business's operations and customer relations. NORANDA ALUMINUM: Objections to Compensation Plans Addressed ------------------------------------------------------------ Noranda Aluminum and its affiliated debtors submit to the U.S. Bankruptcy Court for the District of Missouri, Southeastern Division, their Reply to the objections of: (a) the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy Allied Industrial and Service Workers International Union ("USW"); (b) the Official Committee of Unsecured Creditors; and (c) the United States Trustee. The Debtors' Reply was submitted in support of their Motions which sought the Court's approval of the Debtors' Key Employee Incentive Plan ("KEIP"), Key Employee Retention Plan ("KERP"), and 2015 Incentive Compensation Plan ("2015 ICP"), as well as the Debtors' Modified Senior Management Severance Program for Non-Insider Employees. "To address concerns raised by the Committee, the U.S. Trustee, and by the Debtors' DIP lenders, the Debtors have significantly revised the KEIP's Funding Metrics. The product of these efforts is the 'Revised KEIP,' which ensures that, at every level, the KEIP requires KEIP Participants to meet difficult-to-achieve targets prior to receiving any payment thereunder... each Objection argues that the Debtors have provided insufficient information to allow evaluation of the Modified Senior Management Severance Program. In response to these concerns, the Debtors have disclosed, on a confidential basis, the names of each participant in such program and the severance to which he or she would be entitled if terminated under both the prepetition Senior Management Severance Program and the Modified Senior Management Severance Program... each Objection argues that the Debtors have provided insufficient information to allow evaluation of the Modified Senior Management Severance Program. In response to these concerns, the Debtors have disclosed, on a confidential basis, the names of each participant in such program and the severance to which he or she would be entitled if terminated under both the prepetition Senior Management Severance Program and the Modified Senior Management Severance Program... Because the Debtors do not expect to terminate every employee covered by the Modified Senior Management Severance Program, they expect the aggregate cost will be much less. In addition, the Debtors have agreed to limit all payments to employees that are both participants in the KEIP and the Modified Senior Management Severance Program to the greater of (i) the KEIP award paid prior to the time of severance and (ii) the severance to which such employee would be entitled to receive under the Modified Senior Management Severance Program... the Debtors believe that the Modified Senior Management Severance Program involves modest expense and is a reasonable exercise of their business judgment... the Debtors submit that the Objections should be overruled and that the Motions should be granted," the Debtors aver. Noranda Aluminum and its affiliated debtors are represented by: Christopher J. Lawhorn, Esq. Angela L. Drumm, Esq. Colin M. Luoma, Esq. CARMODY MACDONALD P.C. 120 S. Central Avenue, Suite 1800 St. Louis, MO 63105 Telephone: (314)854-8600 Facsimile: (314)854-8660 E-mail: cjl@carmodymacdonald.com ald@carmodymacdonald.com cml@carmodymacdonald.com - and - Alan W. Kornberg, Esq. Elizabeth McColm, Esq. Aidan Synnott, Esq. Jacqueline Rubin, Esq. Ezra Sternstein, Esq. Alexander Woolverton PAUL, WEISS, RIFKIND, WHARTON & GARRISON LLP 1285 Avenue of the Americas New York, NY 10019 Telephone: (212)373-3000 Facsimile: (212)757-3990 E-mail: akornberg@paulweiss.com emccolm@paulweiss.com asynott@paulweiss.com jrubin@paulweiss.com esternstein@paulweiss.com awoolverton@paulweiss.com About Noranda Aluminum Noranda Aluminum, Inc., and 10 of its affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Proposed Lead Case No. 16-10083) on Feb. 8, 2016. The petitions were signed by Dale W. Boyles, the chief financial officer. Judge Barry S. Schermer is assigned to the cases. The Debtors have engaged Paul, Weiss, Rifkind, Wharton & Garrison LLP as counsel, Carmody MacDonald P.C. as local counsel, PJT Partners, LP as investment banker, Alvarez & Marsal North America, LLC as restructuring advisors and Prime Clerk LLC as claims, solicitation and balloting agent. The Debtors estimated both assets and liabilities in the range of $1 billion to $10 billion. As of the Petition Date, the Debtors had approximately $529.6 million in outstanding principal amount of secured indebtedness, consisting of a revolving credit facility and a term loan facility. The Debtors had approximately 1,857 employees as of the Petition Date. NOVX21 INC: Delays Filing of Interim Statements, Changes Auditors ----------------------------------------------------------------- NovX21 Inc. is providing this bi-weekly default status report in accordance with Policy Statement 12-203 respecting Cease Trade Orders for Continuous Disclosure Defaults (Policy Statement 12-203). On May 3,2016, the Corporation announced (the Default Announcement) that, for the reasons set out in the Default Announcement, the filing of the Corporation's audited annual consolidated financial statements for the year ended December 31, 2015, its related Management's Discussion and Analysis and Chief Executive Officer and Chief Financial Officer certifications (the Required Filings) would not be filed by the prescribed filing deadline of April 29, 2016 (the Filing Deadline). As a result of this delay in the filing of the Required Filings, the Autorit[[107]] des march[[107]]s financiers (the AMF), as principal regulator, granted a temporary management cease trade order (the MCTO) on May 3, 2016 against Nicole Blanchard, Manuel Guedes, Hojatollah Vali, Salvatore Infantino and Sam Szlamkowicz, as opposed to a general cease trade order against the Corporation. The MCTO prohibits all trading in securities of the Corporation, whether directly or indirectly, by the Corporation's officers and directors. The MCTO does not affect the ability of shareholders who are not insiders of the Corporation to trade their securities. However, the applicable Canadian securities regulatory authorities could determine, in their discretion, that it would be appropriate to issue a general cease trade order against the Corporation affecting all of the securities of the Corporation. On June 2, 2016 the Corporation announced a change of its auditors as Raymond Chabot Grant Thornton, the predecessor auditors of the Corporation, resigned of its position, at the CEO's request. The CEO appointed MNP LLP, as successor auditors, to act for the preparation of the Required Filing. The process of change of auditors and the additional time needed by the Corporations bookkeeping service provider to complete the preparation of the audited annual consolidated financial statements resulted in the Corporation not being able to meet its obligations to proceed with the filing of the Required Filing prior to May 30, 2016 as previously announced on May 3, 2016 and May 17, 2016. The Corporation is also in default to proceed with the filing of its unaudited condensed interim financial statements as at March 31, 2016 (the Interim Financial Statements). NovX21's Board of Directors and management confirm once again that they are working expeditiously to meet the Corporation's obligations relating to the filing of the Required Filings and the Interim Financial Statements and expect to file such documents by no later than July 3, 2016. Pursuant to the provisions of the alternative information guidelines specified in Section 4.4 of Policy Statement 12-203, and except as provided herein, the Corporation reports that since the Default Announcement: There have been no material changes to the information contained in the Default Announcement; There have been no failures by the Corporation to fulfill its stated intentions with respect to satisfying the provisions of the alternative reporting guidelines; There has not been, nor is there anticipated to be, any specified default subsequent to the default which is the subject of the Default Announcement; and There is no other material information respecting the Corporation's affairs that has not been generally disclosed. Until the Required Filings and the Interim Financial Statements have been filed, the Corporation intends to continue to satisfy the provisions of the alternative information guidelines specified in Section 4.4 of Policy Statement 12-203 by issuing bi-weekly default status reports in the form of further press releases, which will also be filed on SEDAR. The Corporation would file, to the extent applicable, its next default status report on or about June 29, 2016. About NovX21 NovX21 -- http://www.novx21.com/-- operates an industrial prototype plant for the recovery of Platinum Group Elements (Platinum, Palladium and Rhodium, or PGMs). The plant is located near Quebec City in St-Augustin-de-Desmaures. Its patented process yields more than 97% recoveries of PGMs, and is not only much less capital extensive but also operates much more rapidly than conventional plants, thus dramatically lowering the amount of time that its customers capital is tied up as work-in-process inventory. NovX21s mission is to sustainably recover precious metals by recycling end-of-life PGM containing components while meeting global green standards for the automobile industry. NUANCE COMMUNICATIONS: Moody's Rates Proposed Sr. Notes Ba3 ----------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to Nuance Communications, Inc.'s proposed senior unsecured notes. Moody's also affirmed the Ba3 corporate family rating, Ba3-PD probability of default rating, SGL-1 liquidity rating, and the Ba3 rating on the senior unsecured global notes due 2020. The proceeds of the notes will be used for general corporate purposes. The ratings outlook is stable. RATINGS RATIONALE Nuance's Ba3 corporate family rating reflects its leading position in the voice recognition and language understanding software industry offset by uncertain revenue growth prospects, high leverage levels (estimated at 7x as of March 31, 2016, pro forma for the proposed issuance) and a history of significant share buybacks. Though leverage is high, free cash flow is expected to remain strong as non-cash stock compensation remains a large component of expenses. Free cash flow to debt is estimated at approximately 18% pro forma for the proposed issuance. While the company continues to maintain a leading position within the markets it serves, the company's growth profile has slowed due to changing product mix in its healthcare end market and challenging conditions in the mobile devices end market. The company is also increasingly shifting its products to a subscription purchase model, which has softened GAAP results. Although the company has slowed its pace of acquisitions in recent periods, we expect acquisitions will continue to be an important part of the company's growth strategy. The ratings incorporate the expectation that the company will continue to use a mix of cash, debt and stock to finance acquisitions. The stable ratings outlook reflects Moody's view that though leverage will remain high in the next 12 to 18 months, free cash flow generation will be strong, and share repurchases will be minimal. The ratings could be upgraded if the company returns to organic growth and leverage is on track to fall below 5.5x and free cash flow to debt is sustained above 20%. The ratings could be downgraded if pro forma leverage is expected to exceed 7x on other than a temporary basis, or the free cash flow to debt ratio falls below 10%. The ratings could also be lowered if there are detrimental changes in Nuance's core business segments or its competitive position. Nuance's speculative grade liquidity rating of SGL-1 indicates a very good liquidity profile, driven by our expectation of strong free cash flow, strong cash balances and an undrawn $243 million revolver. Pro forma for the proposed unsecured note issuance, the company is expected to have a cash balance in excess of $450 million. Nuance is expected to generate about $500 million of annualized FCF over the next 12 to 18 months. Assignments: Issuer: Nuance Communications, Inc. Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD4) Outlook Actions: Issuer: Nuance Communications, Inc. Outlook, Remains Stable Affirmations: Issuer: Nuance Communications, Inc. Probability of Default Rating, Affirmed Ba3-PD Speculative Grade Liquidity Rating, Affirmed SGL-1 Corporate Family Rating, Affirmed Ba3 Senior Unsecured Regular Bond/Debentures due 2020, Affirmed Ba3 (LGD4) The principal methodology used in these ratings was Software Industry published in December 2015. Nuance Communications, Inc., headquartered in Burlington, MA is a leading provider of speech, text and imaging software solutions for businesses and consumers. The company had revenues of $1.95 billion for the twelve months ended March 31, 2016. OAKFABCO INC: Wants Plan Filing Deadline Moved to Sept. 30 ---------------------------------------------------------- Oakfabco, Inc., asks the Hon. Jack B. Schmetterer of the U.S. Bankruptcy Court for the Northern District of Illinois to extend the Debtor's exclusive right to file a Chapter 11 plan through Sept. 30, 2016, and to solicit votes thereon through Nov. 30, 2016. A hearing on the request is scheduled for June 27, 2016, at 11:00 am (Central time). The Debtor submits that there is sufficient cause to approve the extension of the Exclusive Periods. The Debtor cannot negotiate or file its Chapter 11 plan of liquidation until it has funds necessary to support the plan. The Debtor anticipates funding its plan through the settlement proceeds and any other insurance rights available to the Debtor. The Debtor cannot commit to utilizing the settlement proceeds prior to a hearing on the insurance settlement motions and court approval of the insurance settlement agreements. Accordingly, approval of the insurance settlement agreements is a necessary prerequisite to negotiating and filing the plan. Following notice to creditors and parties in interest, the adjourned hearings on the insurance settlement motions are scheduled for June 28, 2016, and Aug. 18, 2016. The Debtor has made good faith progress in this Chapter 11 case. Among other things, it has filed motions seeking approval of the insurance settlement agreements and procedures for noticing the insurance settlement agreements. The Debtor also set a bar date for filing general unsecured claims, has filed objections to certain proofs of claims, and has exchanged information with counsel to the Official Committee of Unsecured Creditors in anticipation of plan negotiations. The Debtor has filed its schedules of assets and liabilities and statement of financial affairs and is current in filings its monthly operating reports. The Committee has taken an active role in reviewing the merits of the Insurance Settlement Motions and the underlying records pertaining to the policies in question. The Debtor is current on payments of quarterly fees to the Office of the U.S. Trustee. The Debtor adds that its Chapter 11 case is less than one year old. The requested extension of the Exclusivity Periods is the third extension requested in this Chapter 11 case and comes less than one year after the Petition Date. During this time, the Debtor has laid the groundwork for a comprehensive resolution of the asbestos claims. The results so far indicate that a resolution is feasible. The Debtor assures the Court that it is not seeking an extension of the Exclusive Periods to pressure or prejudice any of its stakeholders. Rather, the Debtor seeks additional time so that the insurance settlement motions can be fully considered and resolved and the Debtor and the Committee have adequate time to negotiate a plan to resolve the asbestos claims. The Debtor's counsel can be reached at: REED SMITH LLP Stephen T. Bobo, Esq. 10 S. Wacker Drive, 40th Floor Chicago, IL 60606 Tel: (312) 207-6480 Fax: (312) 207-6400 E-mail: sbobo@reedsmith.com and REED SMITH LLP Paul M. Singer, Esq. Luke A. Sizemore, Esq. 225 Fifth Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: (412) 288-3131 Fax: (412) 288-3063 E-mail: psinger@reedsmith.com lsizemore@reedsmith.com About Oakfabco, Inc. Oakfabco, Inc, formerly known as Kewanee Boiler Corporation, has not manufactured boilers since 1988 when it sold its Kewanee boiler business in an 11 U.S.C. Section 363 sale to Coppus Engineering Corporation. In early 2009, it sold all of its remaining assets. The Debtor has no employees, and, Frederick W. Stein is the Debtor's sole officer and director. The Debtor's sole remaining asset is its insurance, and it has no known liabilities other than asbestos claims. In January 1970, Kewanee Boiler Corp, then a newly-formed Illinois Corporation, acquired the assets and debt of American Standard, Inc.'s commercial boiler manufacturing division known as "Kewanee Boiler." The boilers manufactured and sold by Kewanee Boiler were insulated with asbestos. Oakfabco sought Chapter 11 protection (Bankr. N.D. Ill. Case No. 16-27062) on Aug. 7, 2015, to resolve its remaining asbestos claims. Reed Smith LLP serves as counsel to the Debtor. The Debtor estimated $10 million to $50 million in assets and debt. The U.S. Trustee for Region 11, appointed four members to the Asbestos Claimants' Committee in the Chapter 11 bankruptcy case of Oakfabco Inc. The Asbestos Claimants' Committee is represented by Frances Gecker, Esq., Joseph D. Frank, Esq., and Micah R. Krohn, Esq., at Frankgecker LLP. PACIFIC SUNWEAR: $100M DIP Facility Has Final Approval ------------------------------------------------------ Judge Laurie Selber Silverstein of the U.S. Bankruptcy Court for the District of Delaware issued a final order authorizing Pacific Sunwear of California, Inc., and its affiliated debtors to obtain postpetition financing with Wells Fargo Bank, National Association as Administrative Agent, Collateral Agent, and Swing Line Lender, and the Lenders party thereto. Under the Debtor In Possession Credit Agreement, Wells Fargo and the Lenders agreed to make available to the Debtors a senior secured credit facility in an aggregate principal amount not to exceed $100,000,000. The purpose of the DIP Facility is for: (a) The repayment of the Pre-Petition Obligations; (b) Funding the Chapter 11 Case, including: (i) payment of transaction expenses and fees, and expenses and costs incurred in connection therewith; and (ii) payment of adequate protection payments provided in the Financing Orders. (c) Making certain other payments on the Closing Date; and (d) Providing working capital for the Borrowers and other Loan Parties during the pendency of the Chapter 11 Case in accordance with the Approved Budget. The Maturity Date of the DIP Facility is the earliest of: (a) April 7, 2017; (b) If the Final Financing Order is not entered within 30 calendar days after the Petition Date, immediately thereafter; (c) The effective date of a Chapter 11 plan of reorganization; and (d) The closing of a sale of all or substantially all of the assets of the Loan Parties. A full-text copy of the Final Order, dated May 24, 2016, is available at https://is.gd/bcUlQO Pacific Sunwear of California, Inc., and its affiliated debtors are represented by: Michael R. Nestor, Esq. Joseph M. Barry, Esq. Maris J. Kandestin, Esq. Shane M. Reil, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302)571-6600 Facsimile: (302)571-1253 E-mail: mnestor@ycst.com jbarry@ycst.com mkandestin@ycst.com sreil@ycst.com - and - Michael L. Tuchin, Esq. David M. Guess, Esq. Jonathan M. Weiss, Esq. Sasha M. Gurvitz, Esq. KLEE, TUCHIN, BOGDANOFF & STERN LLP 1999 Avenue of the Stars, 39th Floor Los Angeles, CA 90067 Telephone: (310)407-4029 Facsimile: (310)407-9090 E-mail: mtuchin@ktbslaw.com dguess@ktbslaw.com jweiss@ktbslaw.com About Pacific Sunwear of California 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. PEAK WEB: Asks Court to Approve $1.5 Million Litigation Loan ------------------------------------------------------------ Peak Web LLC seeks authorization from the Bankruptcy Court to borrow up to $1.5 million from PSA 9, LLC to satisfy obligations to its litigation counsel and fund pending litigation. PSA 9 is an affiliate of the entity that owns a 20% interest in the Debtor. The Debtor is presently involved in a litigation with Machine Zone, Inc. entitled Peak Web, LLC v. Machine Zone, Inc, et al, No. 1-15-cv-288681 (Cal. Supp. Court, Santa Clara Cty.) and any related action, as well as defense claims asserted against the Debtor by Machine Zone, Inc. v. Peak Web, LLC, No. 1-15-cv-288498 (Cal. Supp. Court, Santa Clark Cty.) and any related actions. The Debtor asserts claims against Machine Zone in the approximate amount of $100 million. "Absent authority to obtain the needed financing, [the] Debtor will not be able to continue to pursue the Litigation, which will result in significant loss of likely value to the estate and irreparable harm to creditors and all parties in interest," said Timothy J. Conway, Esq., at Tonkon Torp LLP, one of the Debtor's counsel. Prior to the Petition Date, the Debtor employed the firm of Susman Godfrey, LLP to more aggressively represent it in the Litigation. Pursuant to the terms of engagement with Susman Godfrey, the Debtor was immediately required to deposit the sum of $50,000 for costs and expenses. An additional $150,000 is due on or before June 30, 2016. The Debtor and Susman Godfrey believe that a total of approximately $1.5 million will be needed to cover costs and expenses of the Litigation prior to the scheduled March 2017 trial date. Prior to the Petition Date, Peak entered into a loan and security agreement with PSA 9 to fund the expenses associated with the Litigation. PSA 9 advanced the initial $50,000 required under the terms of the engagement with Susman Godfrey and has agreed to advance the additional costs and expenses as necessary. The interest rate under the Litigation Loan Documents is 15%. The maturity date is June 30, 2017, which is one month after the scheduled trial date. The Debtor requests authority to grant to the Litigation Lender a perfected, first-priority, senior lien on the Litigation whenever acquired, with those liens to prime and be senior in priority to all existing security interests in and liens on the Litigation and proceeds thereof. Bank of the West, asserts a perfected security interest and lien in substantially all of Debtor's assets including inventory, equipment, accounts, chattel paper, instruments, general intangibles, and other items. The Debtor expects that BOTW will support and consent to the Litigation Loan and priming lien. Data Sales, which has an avoidable security interest in the Litigation proceeds, pursuant to an amendment to equipment schedules dated April 1, 2016, and financing statement filed in California on March 29, 2016, to secure lease obligation, which lien the Debtor intends to avoid by stipulation or order of the Bankruptcy Court. Collins Technology Park Partners, LLC, which has an avoidable security interest in the Litigation proceeds, pursuant to an Agreement Terminating Leases dated on or about March 18, 2016, and a financing statement filed in California on March 25, 2016, which lien Debtor intends to avoid by stipulation or order of the Bankruptcy Court. Capital Community Bank, which has an avoidable security interest in the Litigation proceeds pursuant to a Change in Term Agreement dated April 1, 2016, and a financing statement filed in Oregon on May 17, 2016, to secure amounts owing under an equipment loan, which lien Debtor intends to avoid by stipulation or order of the Bankruptcy Court. About Peak Web Headquartered in Oregon, Peak Web, LLC dba Peak Hosting, is a managed-service company that provides the servers, storage, network, datacenter, and staff for some of the largest online businesses. Peak's operations and engineering teams currently support 26 customers in industries spanning online and mobile gaming, finance, real estate, consulting, and big data companies. Peak has 50% of its data center pre-built and ready for new customers. This equates to about 100 racks of space, which can accommodate approximately 2,000 additional servers for the expansion of new and existing customers. Peak Web sought creditor protection in the U.S. Bankruptcy Court for the District of Oregon (Bankr. D. Ore. Case No. 16-32311) on June 13, 2016. The petition was signed by Jeffrey E. Papen as CEO. The Debtor estimated assets in the range of $100 million to $500 million and liabilities of up to $100 million. The Debtor has engaged Tonkon Torp LLP as counsel and Cascade Capital Group, LLC as consultant and Susman Godfrey LLP and Ropers Majeski Kohn Bentley PC as its litigation counsel. The case is assigned to Judge Peter C McKittrick. PEAK WEB: Files for Bankruptcy Amid Machine Zone Litigation ----------------------------------------------------------- Peak Web LLC filed a voluntary petition under Chapter 11 of the Bankruptcy Code to restructure its debt obligations consistent with its downsized operations while allowing it to aggressively prosecute a litigation with its largest customer Machine Zone. For the past six months, the "cloud service" provider has spent significant time pursuing a judgment against Machine Zone in connection with the early termination of a network hosting agreement pursuant to which Machine Zone used Peak's proprietary and trade secret network architecture in its Game of War and Mobile Strike mobile gaming apps. Under the agreement, Machine Zone, which represents 80% of Peak's business, has agreed to pay Peak monthly recurring charges of approximately $4.08 million through at least Oct. 1, 2017, as disclosed in Court documents. Oct. 28, 2015, the day after a bug caused a Cisco Nexus switch in Peak's network system to malfunction, resulting in a Game of War outage that lasted a little over two hours, Machine Zone terminated the parties' agreement. Peak Web alleges that Machine Zone terminated the agreement early and without cause because "it had already obtained and used Peak's trade secrets, confidential information, and technical knowhow to duplicate Peak's network system and manage its network operations in-house." Peak Web asserts that Machine Zone must pay it the full $85.7 million owed for the remaining term of the agreement (Jan. 1, 2016, through Oct. 1, 2017), for a total of $96.7 million in damages. Further, Peak Web alleges that although the agreement requires Machine Zone to cease all use of Peak's trade secrets and confidential information upon termination of the agreement, regardless of whether it was terminated for cause or convenience, Machine Zone is continuing to use Peak's trade secrets and confidential information without authorization. "Machine Zone's departure in December of 2015 resulted in a dramatic downsizing for Peak given it had spent the last two years ramping up to service Machine Zone. Since January, Peak has been working on an out-of-court restructuring with the 25-plus lessors and secured lenders. The company has closed down seven data centers and consolidated operations into one data center. Peak had to reduce its workforce from approximately 185 people to around 50 people in the past five months. In addition, Peak spent considerable time analyzing its current equipment needs and has been working with each lessor or secured lender to return equipment no longer required. Peak has also vacated unnecessary office space and restructured its data center lease," according to Mark Calvert, chief restructuring officer of Peak. The Debtor and its secured lender, Bank of the West, have discussed a proposed cash collateral arrangement and the funding needed for the Litigation. The Debtor believes it will present agreed-upon orders with BOTW at the initial court hearing on those motions. Peak intends to use the Chapter 11 process to restructure its debt with lessors and lenders. Peak currently has three term loans with BOTW: one equipment line of credit, one revolving line of credit, and one non-revolving line of credit, totaling approximately $6.2 million. Peak is working with BOTW and hopes to reach a consensual restructuring of BOTW's debt. Peak has negotiated a $500,000 post-petition unsecured line of credit from PSA 9, LLC. Peak will use these funds, as needed, to pay ordinary operating expenses as and when they come due and to maintain adequate operating capital for stabilized operations. PSA 9 is affiliated with the entity that holds a 20% equity interest in the Debtor. Prior to the Petition Date, Peak obtained a secured line of credit from PSA 9 in the amount of $1.5 million to finance the costs of the Litigation. Fifty thousand dollars was advanced pre-petition. An additional $150,000 will need to be advanced by June 30, 2016. Further, Peak is seeking this Court's authority to continue the employment of Susman Godfrey LLP and Ropers Majeski Kohn Bentley PC as its litigation counsel in the Machine Zone Litigation. Peak has been working with Ropers, counsel hired by Peak's insurance company, for a number of months. Peak recently also engaged Susman, a nationally-recognized firm that focuses on high-stakes commercial litigation. About Peak Web Headquartered in Oregon, Peak Web LLC provides the servers, storage, network, datacenter, and staff for some of the largest online businesses. Peak's operations and engineering teams currently support 26 customers in industries spanning online and mobile gaming, finance, real estate, consulting, and big data companies. Peak has 50% of its data center pre-built and ready for new customers. This equates to about 100 racks of space, which can accommodate approximately 2,000 additional servers for the expansion of new and existing customers. Peak Web sought creditor protection under Chapter 11 of the U.S. Bankruptcy Code (Bankr. D. Ore. Case No. 16-32311) on June 13, 2016. The petition was signed by Jeffrey E. Papen, the CEO. The Debtor estimated assets of $100 million to $500 million and liabilities of up to $100 million. The Debtor has engaged Tonkon Torp LLP as counsel and Cascade Capital Group, LLC as consultant. The case is assigned to Judge Peter C McKittrick. PEAK WEB: Needs Access to Bank of the West's Cash Collateral ------------------------------------------------------------ To pay postpetition operating expenses, Peak Web LLC needs access to cash collateral securing repayment of approximately $6.2 million of prepetition obligations to Bank of the West. The Debtor is offering the Bank replacement liens and monthly $9,861 payments. In support of its request, the Debtor shows the Court its budget for the period from June 13 through Sept. 30, 2016, projecting about $4 million in revenue and $200,000 in negative cash flow. The Debtor indicates that intends to obtain a $250,000 postpetition operating loan and a $150,000 postpetition litigation expense loan to generate positive cash flows. The Bank's address is: U.S. Bank of the West 180 Montgomery Street San Francisco, CA 94104 and the Bank is represented by: Aaron Bell, Esq. 29100 Town Center Loop, Suite 200 Wilsonville, OR 97070 Peak Web LLC, dba Peak Hosting, provides the servers, storage, network, datacenter, and staff for some of the largest online businesses. The company is essentially a "cloud" service provider for companies that do not want to build out an operations department to run all of these elements themselves. Peak Web filed a chapter 11 petition (Bankr. D. Ore. Case No. 16-32311) on June 13, 2016, and is represented by a team of lawyers at Tonkon Torp LLP. Cascade Capital Group, LLC, is serving as the Debtors' restructuring consultant. At the time of the filing, the Debtor estimated more than $100 million in assets and between $50 million and $100 million in liabilities. PEAK WEB: Secures $500,000 Operating Loan from PSA 9 ---------------------------------------------------- Peak Web LLC seeks permission from the Bankruptcy Court to obtain up to $500,000 post-petition unsecured administrative expense financing to be used for operations and working capital purposes. According to Timothy J. Conway, Esq., at Tonkon Torp LLP, one of the Debtor's attorneys, the Debtor has an immediate need to obtain funding for its initial post-petition expenses, including payroll and other operational expenses, pending the receipt of accounts receivable. He added that the Debtor's need for additional working capital also extends to its longer term need to manage cash flow and maintain stabilized operations throughout the case up through confirmation of a plan of reorganization. Pursuant to the Line of Credit Agreement, PSA 9, LLC has agreed to make optional advances in amounts totaling up to $500,000. An affiliated entity of PSA 9 holds approximately 20% of the equity interests in Debtor. PSA 9 may convert this loan to equity in the Reorganized Debtor upon confirmation of a plan of reorganization. All loans made by PSA 9 under the Line of Credit Agreement will be treated as advances thereunder, will be memorialized by execution of an Operating Optional Advance Note, will accrue interest at 4.5% per annum, and will be payable on the earlier of the (a) Effective Date of any plan of reorganization confirmed in the Bankruptcy cases, (b) date of the entry of an order converting this Bankruptcy Case to a case under Chapter 7, (c) date of the entry of an order appointing a trustee under Chapter 11, or (d) Dec. 31, 2016. PSA 9's unsecured administrative claim under Section 364(b) of the Bankruptcy Code will be subject and subordinate to (a) unpaid fees of the U.S. Trustee and (b) unpaid administrative expense claims for professional fees and expenses allowed pursuant to Section 330 of the Bankruptcy Code and incurred prior to the entry of any order converting this case to a case under Chapter 7. About Peak Web Headquartered in Oregon, Peak Web, LLC, dba Peak Hosting, provides the servers, storage, network, datacenter, and staff for some of the largest online businesses. Peak's operations and engineering teams currently support 26 customers in industries spanning online and mobile gaming, finance, real estate, consulting, and big data companies. Peak has 50% of its data center pre-built and ready for new customers. This equates to about 100 racks of space, which can accommodate approximately 2,000 additional servers for the expansion of new and existing customers. Peak Web sought creditor protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ore. Case No. 16-32311) on June 13, 2016. The petition was signed by Jeffrey E. Papen, the CEO. The Debtor estimated assets of $100 million to $500 million and liabilities of up to $100 million. The Debtor has engaged Tonkon Torp LLP as counsel and Cascade Capital Group, LLC as consultant and Susman Godfrey LLP and Ropers Majeski Kohn Bentley PC as its litigation counsel. The case is assigned to Judge Peter C McKittrick. PERSEON CORP: Presents MedLink, Plans July 20 Auction ----------------------------------------------------- Perseon Corp. asks the U.S. Bankruptcy Court for the District of Utah, Central Division, for approval of a bid procedures in connection with the sale of assets to MedLink Technologies, LLC subject to overbid. On Oct. 26, 2015, Perseon and Galil Medical, Inc. entered into an agreement and plan of merger to which Perseon agreed to merge with and into a wholly owned subsidiary of Galil through a tender offer and merger. Throughout the Merger process, Perseon advised its shareholders that notwithstanding any cost cutting measures by Perseon, if the Merger was not consummated, Perseon may not be able to continue operations. On Dec. 22, 2015, Galil terminated the Merger Agreement asserting that certain conditions to the tender offer and Merger were not performed. During this failed attempted merger period, Perseon lost approximately $500,000. Following the termination of the Merger Agreement, and in large part because of the sizable losses that Perseon sustained to unnecessarily maintain operations, the Debtor explored various strategic alternatives to filing for bankruptcy and liquidating its remaining assets, but no other alternatives were available. Eventually, the Debtor concluded that the best way to maximize the value of its estate for the benefit of all interested parties was to liquidate its remaining assets and distribute the proceeds of such asset sale to the Debtor's constituents. The Asset Purchase Agreement between Perseon and MedLink, dated May 17, 2016 provides for a purchase price of $4,350,000, plus the assumption of the assumed liabilities. The Buyer will be obliged to make payment as a bid deposit to the Debtor of $850,000. If MedLink is not the successful bidder at the Auction, as approved by the Bankruptcy Court, because of a higher and better offer, then Buyer will be paid at Closing a break-up fee of $217,500.00 (five percent (5%) of the stalking horse purchase price offered by Buyer). The Debtor proposes to solicit higher and better offers for the assets. To be a qualified bidder at the Auction, a bidder must make a $850,000 bid deposit accompanied by a written initial overbid offer, together with proof of ability to fund the total purchase price and an executed asset purchase agreement. The initial overbid, if any, will be no less than $100,000 higher than MedLink's initial bid plus the break-up fee. Subsequent overbids, if any, will be in increments of no less than $100,000. The Debtor proposes this timeline for the auction: (a) Deadline to object to the Court's entry of the Bidding Procedures Order no later than June 13, 2016; (b) A hearing to consider entry of the Bidding Procedures Order on June 21, 2016 at 3:00 p.m.; (c) Delivery of the Auction Notice within two days of the Court's entry of the Bidding Procedures Order; (d) Deadline to object to the Court's entry of the Sale Order on July 11, 2016; (e) Bid Deadline of 4:00 p.m. prevailing Mountain time on July 21, 2016; (f) The conduct of the Auction and the selection of a winning bid on July 26, 2016; and (g) Conduct of the Sale Hearing, entry by the Bankruptcy Court of the Sale Order on July 26, 2016. Perseon Corp. is represented by: Steven T. Waterman Michael F. Thomson Jeffrey M. Armington DORSEY & WHITNEY LLP 136 South Main Street, Suite 1000 Salt Lake City, UT 84101 -1685 Telephone: (801) 933-7360 Facsimile: (801) 933-7373 E-mail: waterman.steven@dorsey.com thomson.michael@dorsey.com armington.jeff@dorsey.com About Perseon Corp. Perseon Corp., fka BSD Medical Corp., sought Chapter 11 protection (Bankr. D. Ut. Case No. 16-24435) on May 23, 2016, in Salt Lake City. The case is assigned to Judge Kimball R. Mosier. The Debtors are represented by Steven T. Waterman, Esq. at DORSEY & WHITNEY LLP. The Debtors $1 million to $10 million in assets and $1 million to $10 million in debt. The petition was signed by Clinton E. Carnell Jr., CEO/President. Chief Judge R. Kimball Mosier is assigned to the case. PRECISION DRILLING: Egan-Jones Lowers FC Sr. Unsec. Rating to B+ ---------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Precision Drilling Corp. to B+ from BB- on May 20, 2016. Precision Drilling Corporation is the largest drilling rig contractor in Canada, also providing oil field rental and supplies. PRICEVILLE PARTNERS: Taps Small Business as Accountant ------------------------------------------------------ Priceville Partners, LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Alabama to hire Small Business Accounting Services Inc. as its accountant. The Debtor tapped the firm to assist in the preparation of its financial statements, payroll tax returns, and monthly and quarterly operating reports. The firm has agreed to bill its services at $85 per hour and accept monthly deposits of $2,125. Any charge that exceeds the monthly deposit will be billed to the Debtor. Small Business is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code, according to court filings. The firm can be reached through: Doug Parker Small Business Accounting Services Inc. 5865 Old Leeds Road, Suite A Birmingham, AL, 35210 Phone: (205)956-1836 Fax: (205)951-3819 info@smallbusinessaccountingservicesinc.com About Priceville Partners Decatur, Alabama-based Priceville Partners, LLC, also known as Performance Auto Sales, is engaged in the sale of automobiles. Priceville Partners sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 16-80675) on March 4, 2016. The case is assigned to Judge Clifton R. Jessup Jr. Lee R. Benton and Samuel C. Stephens, Esq., at Benton & Centeno, LLP, are the Debtor's bankruptcy attorneys. Andrew P. Campbell, Esq., and Todd Campbell, Esq., at the Law Firm Of Campbell Guin, LLC, have been tapped as special counsel. The Debtor estimated $500,000 to $1 million in assets and $1 million to $10 million in debt. PUERTO RICO ELECTRIC: Said to Offer Plan to Avert July Default -------------------------------------------------------------- Michelle Kaske, writing for Bloomberg News, reported that creditors for Puerto Rico's main electricity provider are reviewing a proposal from the utility that would help the agency avoid a $420 million bond default on July 1, according to three people with direct knowledge of the plan. According to the report, the Puerto Rico Electric Power Authority is in talks with investors owning about 35 percent of the agency's securities and bond insurance companies to free up cash needed to make the principal and interest payments, according to the people, who asked for anonymity because the talks are private. The transaction would be similar to one reached before a Jan. 1 payment, where creditors agreed to buy new securities that mature in 2019, the report related. Terms of the July deal are still being worked out, the report said, citing the two people. The government-owned utility, called Prepa, reached an agreement in December with hedge funds and mutual funds known as the Ad-Hoc Group and insurers MBIA Inc. and Assured Guaranty Ltd. to restructure $9 billion in debt, the report related. The agreement was the first reached between a commonwealth entity and creditors as it seeks to reduce its $70 billion debt burden, the report added. The U.S. Supreme Court struck down a Puerto Rico law on June 13 that would have let its public utilities restructure their debt over the objection of creditors, the report said. Lisa Donahue, Prepa's chief restructuring officer, has said the utility doesn't have enough cash to make the July 1 debt payment and pay suppliers and contractors, the report further related. As reported in the Troubled Company Reporter-Latin America on Dec. 21, 2015, Standard & Poor's Ratings Services maintained its 'CC' long-term and underlying ratings (SPURs) on Puerto Rico Electric Power Authority's (PREPA) electric revenue bonds. However, the ratings remain on CreditWatch, where they were originally placed with negative implications on June 18, 2014. As of June 30, 2015, PREPA had about $8.44 billion of long-term debt outstanding, and an additional $730 million due to noteholders. RADISYS CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to CCC+ ------------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Radisys Corp to CCC+ from CCC on May 31, 2016. RadiSys Corporation is publicly traded company that makes embedded systems and related technology, located in Hillsboro, Oregon, United States. Founded in 1987 in Oregon by former employees of Intel, the company went public in 1995. RAILROAD SALVAGE: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Railroad Salvage & Restoration, Inc. 1715 South Joplin Ave. Joplin, MO 64804-0611 Case No.: 16-30292 Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court Western District of Missouri (Joplin) Judge: Hon. Cynthia A. Norton Debtor's Counsel: Bradley D. McCormack, Esq. THE SADER LAW FIRM, LLC 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108-2663 Tel: 816-561-1818 Fax: 816-561-0818 E-mail: bmccormack@saderlawfirm.com - and - Neil S. Sader, Esq. THE SADER LAW FIRM, LLC 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108-2663 Tel: 816-561-1818 Fax: 816-561-0818 E-mail: nsader@saderlawfirm.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by William Ryan Jackson, vice president. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mowb16-30292.pdf RANGE RESOURCES: Egan-Jones Cuts Sr. Unsecured Ratings to B ----------------------------------------------------------- Egan-Jones Ratings Company lowered the senior unsecured ratings on debt issued by Range Resources Corp. to B from B+ on May 20, 2016. Range Resources Corporation is a petroleum and natural gas exploration and production company headquartered in Fort Worth, Texas. RDIO INC.: Bank Wants Certificates of Deposit Liquidated -------------------------------------------------------- Bank of the West asks the U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, for relief from the automatic stay to liquidate six certificates of deposit that secure Rdio, Inc.'s obligations arising under six separate standby letters of credit issued prepetition by the Bank. The Bank avers that the beneficiaries have demanded and obtained draws under the letters of credit, which the Bank has honored. The Bank seeks reimbursement of such drawn amounts by liquidating the certificates of deposit. The Bank relates that as of May 3, 2016, the aggregate amount owed to the Bank is not less than $786,825, exclusive of interest accrual permitted under the letter of credit applications. The Bank further relates that as of April 25, 2016, the aggregate amount of the certificates of deposit is $790,917. The Bank adds that the debt exceeds the value of the certificates of deposit when the debt amount continues to accrue interest with the passage of time. The Bank contends that it is entitled to relief from stay under 11 U.S.C. Sec. 362(d)(1) for cause due to lack of adequate protection, set off rights, and the Debtor's failure to provide for any plan treatment for the Bank's claim. The Bank further contends that in the alternative, it is entitled to relief from stay under 11 U.S.C. Sec. 362(d)(2). Bank of the West is represented by: J. Alexandra Rhim, Esq. HEMAR, ROUSSO & HEALD, LLP 15910 Ventura Boulevard, 12th Floor Encino, CA 91436 Telephone: (818)501-3800 E-mail: arhim@hemar-rousso.com About RDIO, Inc. Rdio, Inc. was founded in 2008 as a digital music service. The business operations were launched in 2010 after Rdio secured all of the major record label rights. Since that time, Rdio has strived to grow into a worldwide music service, and today is in approximately 86 countries. Rdio filed Chapter 11 bankruptcy petition (Bankr. N.D. Calif., Case No. 15-31430) on Nov. 16, 2015, with a deal in place to sell the company to Pandora Media. The petition was signed by Elliott Peters as senior vice president. Judge Dennis Montali has been assigned the case. The Debtor estimated assets in the range of $50 million to $100 million and liabilities of more than $100 million. Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtor's counsel. Moelis & Company serves as investment banker. RDIO INC.: Wants Court to Enjoin Sony's New York Action ------------------------------------------------------- Rdio, Inc., in an adversary proceeding, asks the U.S. Bankruptcy Court for the Northern District of California, San Francisco Division, to enter judgment: (1) Declaring that the prosecution of the NY Action is a violation of the automatic stay of Section 362(a) of the Bankruptcy Code, directing Sony to withdraw the NY Complaint at the earliest possible time, and enjoining Sony from taking any further action in the NY Action; (2) Declaring that Sony's violation of the automatic stay was willful and awarding actual and punitive damages to the Debtor; (3) In the alternative, enjoining the continued prosecution of the NY Action until the liquidation of the Sony Bankruptcy Claim in the bankruptcy case; and (4) Awarding reasonable attorneys' fees and costs to the Debtor. The Debtor relates that Sony Music Entertainment filed a proof of claim in the Debtor's bank case, which asserts claims against the Debtor for fraudulent inducement and unjust enrichment. The Debtor contends that Sony's fraudulent inducement and unjust enrichment claims relate to a Content Distribution Agreement. The Debtor further contends that the Sony Bankruptcy Claim alleges that the Debtor fraudulently induced it to renew the Content Agreement by failing to apprise Sony of a potential bankruptcy filing and sale of substantially all of its assets to Pandora Media, Inc. The Debtor tells the Court that intends to object to the Sony Bankruptcy Claim and that it vehemently disputes the allegations contained therein. The Debtor avers that just two weeks after filing the Sony Bankruptcy Claim, Sony commenced an action in the Southern District of New York, titled SME Music Entertainment v. Anthony Bay, Elliot Peters, and Jim Rondinelli, Case No. 1:16-cv-02505-RJS ("NY Action"), asserting virtually identical fraudulent inducement and unjust enrichment claims against certain officers and employees of the Debtor as the ones detailed in the Sony Bankruptcy Claim. The Debtor contends that Sony seeks to have its claims against the Debtor for fraudulent inducement and unjust enrichment litigated outside of the Bankruptcy Court, via the NY Action. The Debtor further contends that by asserting the exact same claims for fraudulent inducement and unjust enrichment against the officers and employees of the Debtor rather than the Debtor itself, Sony is attempting to circumvent the bankruptcy process. Rdio, Inc., is represented by: Ron Bender, Esq. Philip A. Gasteier, Esq. Irv M. Gross, Esq. Krikor J. Meshefejian, Esq. LEVENE, NEALE, BENDER, YOO & BRILL, L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Telephone: (310)229-1234 Facsimile: (310)229-1244 E-mail: rb@lnbyb.com pag@lnbyb.com img@lnbyb.com kmj@lnbyb.com About Rdio, Inc. Rdio, Inc. was founded in 2008 as a digital music service. The business operations were launched in 2010 after Rdio secured all of the major record label rights. Since that time, Rdio has strived to grow into a worldwide music service, and today is in approximately 86 countries. Rdio filed a Chapter 11 bankruptcy petition (Bankr. N.D. Calif., Case No. 15-31430) on Nov. 16, 2015, with a deal in place to sell the company to Pandora Media. The petition was signed by Elliott Peters as senior vice president. Judge Dennis Montali is the case judge. The Debtor estimated assets in the range of $50 million to $100 million and liabilities of more than $100 million. Levene, Neale, Bender, Yoo & Brill LLP serves as the Debtor's counsel. Moelis & Company is the investment banker. RED DOOR LOUNGE: July 8 Plan and Disclosure Statement Hearing Set ----------------------------------------------------------------- Judge Ralph B. Kirscher of the U.S. Bankruptcy Court for the District of Montana issued an order conditionally approving the disclosure statement explaining Red Door Lounge, Inc.'s plan of reorganization. The combined hearing on final approval of the Disclosure Statement, and on confirmation of the Plan filed June 7, 2016, will be held on July 8, 2016, at 9:00 a.m., or as soon thereafter as counsel can be heard. July 1, 2016, is fixed as the last day for filing and serving written objections to confirmation of the Plan, and for filing written acceptances or rejections of the Plan. Red Door Lounge, Inc. (Bankr. D. Mont. Case No. 15-61151) filed a Chapter 11 Petition on December 10, 2015. The Debtor is represented by James A. Patten, Esq., at Patten Peterman Bekkedahl. RICEBRAN TECHNOLOGIES: Warns of Hostile Takeover ------------------------------------------------ RiceBran Technologies issued a letter to shareholders in connection with the Company's 2016 Annual Meeting of Shareholders that is scheduled for June 22, 2016 in Scottsdale, Arizona. The Company's Board of Directors unanimously recommends that shareholders vote on the WHITE proxy card "FOR" the reelection of the Company's highly qualified and experienced director nominees: W. John Short, Marco V. Galante, David Goldman, Baruch Halpern, Henk W. Hoogenkamp, Robert C. Schweitzer and Peter A. Woog. "As you know, RiceBran is under attack by a dissident group, LF-RB Group, who has chosen to launch a highly disruptive proxy fight in an attempt to gain control of your Company for their own benefit at the expense of long-term shareholder value. LF-RB Group is seeking to replace five of RiceBran's highly qualified directors with candidates who lack institutional knowledge of your Company, and equally as alarming, is planning to replace our CEO with an individual who has NO experience managing a public company and NO C-suite experience. If the dissidents succeed, they will have effectively acquired control of your Company without payment of a control premium that accompanies a traditional takeover. We believe these proposed actions are ill-informed, self-serving and dangerous. They risk disrupting the execution of the winning strategy of your Board and Management team to drive performance and long-term profitable growth." The full text of the letter is available for free at: https://is.gd/IWGFoC About RiceBran Scottsdale, Ariz.-based RiceBran Technologies, a California corporation, is a human food ingredient and animal nutrition company focused on the procurement, bio-refining and marketing of numerous products derived from rice bran. RiceBran reported a net loss of $10.6 million on $39.9 million of revenues for the year ended Dec. 31, 2015, compared to a net loss of $26.6 million on $40.10 million of revenues for the year ended Dec. 31, 2014. As of March 31, 2016, RiceBran had $34.9 million in total assets, $26.9 million in total liabilities and $7.66 million in total equity attributable to the Company's shareholders. The Company's auditors 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 resulting in an accumulated deficit of $251 million at December 31, 2015. This factor among other things, raises substantial doubt about its ability to continue as a going concern. RMS TITANIC: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------- Debtor affiliates filing separate Chapter 11 bankruptcy petitions: Debtor Case No. ------ -------- RMS Titanic, Inc. 16-02230 3045 Kingston Court, Suite 1 Peachtree Corners, GA 30071 Premier Exhibitions, Inc. 16-02232 Premier Exhibitions Management, LLC 16-02233 Premier Exhibitions International, LLC 16-02234 Premier Exhibitions NYC, Inc. 16-02235 Premier Merchandising, LLC 16-02236 Dinosaurs Unearthed Corp. 16-02237 Arts and Exhibitions International, LLC 16-02238 Type of Business: RMS Titanic, Inc., a wholly owned subsidiary of Premier Exhibitions, Inc., is the only company permitted by law to recover objects from the wreck of Titanic. The Company was granted Salvor-In-Possession rights to the wreck of Titanic by the United States District Court for the Eastern District of Virginia, Norfolk Division in 1994 and has conducted eight research and recovery expeditions to Titanic recovering approximately 5,000 artifacts. In the summer of 2010, RMS Titanic, Inc. conducted a ground-breaking expedition to Titanic 25 years after its discovery, to undertake innovative 3D video recording, data gathering and other technical measures so as to virtually raise Titanic, preserving the legacy of the ship for all time. Premier Exhibitions, Inc. (Nasdaq:PRXI), located in Atlanta, Georgia, is a foremost presenter of museum quality exhibitions throughout the world. Premier is a recognized leader in developing and displaying unique exhibitions for education and entertainment including Titanic: The Artifact Exhibition, BODIES...The Exhibition, Tutankhamun: The Golden King and the Great Pharaohs, Pompeii The Exhibition, Extreme Dinosaurs and Real Pirates in partnership with National Geographic. The success of Premier Exhibitions, Inc. lies in its ability to produce, manage, and market exhibitions. Additional information about Premier Exhibitions, Inc. is available at the Company's Web site http://www.PremierExhibitions.com/ Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court Middle District of Florida (Jacksonville) Judge: Hon. Paul M. Glenn Debtors' Counsel: Daniel F. Blanks, Esq. Lee D. Wedekind, III, Esq. NELSON MULLINS RILEY & SCARBOROUGH LLP 50 N. Laura Street, Suite 4100 Jacksonville, Florida 32202 Tel: (904) 665-3656 (direct) Tel: (904) 665-3699 (fax) E-mail: daniel.blanks@nelsonmullins.com lee.wedekind@nelsonmullins.com Estimated Assets: $10 million to $50 million Estimated Debts: $10 million to $50 million The petitions were signed by Michael J. Little, chief financial officer and chief operating officer. List of RMS Titanic's 20 Largest Unsecured Creditors: Entity Nature of Claim Claim Amount ------ --------------- ------------ 417 Fifth Ave. Real Estate L Lease $421,378 c/o Sebastian Capital, Inc. 417 Fifth Avenue New York, NY 10016 Roxana Girand rgirand@sebastian-capital.com ABC Imaging Trade $36,013 1155 21st Street NW, Suite M Washington, DC 20036 accountsreceivable@abcimaging.com Tel: (202) 429.8870 Broadway Video Trade $250,000 30 Rockefeller Plaza 54th Floor New York, NY 10112 byonschoeler@broadwayvideo.com CBS Trade $111,500 cashapplications@cbsoutdoor.com Dentons Canada LLP Professional $167,917 catherine.wade@dentons.com services George F. Eyde LLC Trade $200,000 rundell@eyde.com Hoffen Global Ltd. Trade $360,489 305 Crosstree Lane Atlanta, GA 30328 Tel: (678) 576-5253 ejones@penderlaw.com NASDAQ Stock Market LLC Trade $45,578 Edwin.Asprer@nasdaq.com NY Dept. of Taxation and Finance Taxes $400,000 Attn: Office of Counsel Building 9 W.A. harriman Campus Albany, NY 12227 Tel: 518-485-6027 PacBridge Limited Partners Trade $1,200,000 22/F Fung House 19-20 Connaught Road Central Hong Kong Tel: 852234137395 wongg@pacbridgepartners.com Ramparts, Inc. Trade $674,069 3900 Las Vegas Blvd. S. Las Vegas, NV 89119 Tel: (702) 262-4015 plavoie@excalibur.com Samuel Weiser Trade $180,000 ssw2660@comcast.net Screen Actors Guild Trade $260,000 1900 Broadway 5th Floor New York, NY 10023 Connie Best Tel: (212) 863-4249 connie.best@sagaftra.org Seaventures, Ltd. Trade $225,000 jbm720@aol.com Sophrintendenza Archeologica Trade $460,092 di Napoli e Pompei Piazza Museo 19 Naples, Italy martamaggiano@mondomostre.it Structure Tone, Ic. Trade $1,346,000 770 Broadway, 9th Floor New Yor, NY 10003 Joe Marsh Tel: (212) 481-6100 kanoushian@structuretone.com TPL Trade $147,000 sfinestone@fmattorneys.com Verifone, Inc. Trade $248,000 antonia_T1@verifone.com WNBC-BNC Trade $51,398 David.Guilick@nbcuni.com Zigong Gengu Longteng Science Trade $41,266 & Techn. Co. ROADRUNNER ENTERPRISES: Sells Chesterfield Real Properties ---------------------------------------------------------- Roadrunner Enterprises, Inc., asks the U.S. Bankruptcy Court for the Eastern District of Virginia, Richmond Division, to enter an order approving the sale of its businesses and real properties located at 2730 E. Hundred Road, Chester, Virginia 23836, for $625,000; and at 13830, 13900, and 13902 Jefferson Davis Highway, Chester, Virginia 23831 for $475,000 to Meadow Petroleum, Inc. As of the Petition Fate, the Debtor was the record owner of a business and real property located at 2730 E. Hundred Road, Chester, Virginia 23836 with a tax parcel no. of 829-642-98-25-00000. Per the 2014 Tax Assessment, the C-Store was assessed at $862,600. On or about May 10, 2006, the Debtor executed a Credit Line Deed of Trust, whereby the Debtor granted Millennium Bank, N.A., as predecessor in interest to EVB ("EVB"), a deed of trust on the C-Store, at for any and all obligations of the Debtor to EVB in the maximum principal amount of $950,000. The foregoing Credit Line Deed of Trust only encumbers the C-Store real property and not the personal property located in the C-Store. On March 4, 2015, EVB filed its proof of claim, whereby EVB asserted that the payoff for this particular loan, as of the petition date, was $678,303. However, due to the nature of the Credit Line Deed of Trust, the C-Store serves as collateral for all outstanding obligations of the Debtor to EVB. EVB has asserted various claims for various other loans -- given that various properties have been sold, it is unclear what the payoff is as of the filing of this Motion. As of the date of this Motion, EVB has not obtained relief from stay as to the C-Store. On May 11, 2016, the Debtor entered into a contract for the sale of the C-Store with Meadow Petroleum, Inc. The retail product inventory will be sold by the Debtor to the Purchaser in a separate bill of sale at closing. The Debtor estimates that the retail product inventory will generate approximately $10,000. By the terms of the C-Store Contract, the Debtor will also pay the parties' respective brokerage fees in the aggregate amount of 6 percent. Joyner Commercial represents the Debtor in this proposed sale per Court order. Also, as of the Petition Date, the Debtor was the record owner of real property located at 13830, 13900, and 13902 Jefferson Davis Highway, Chester, Virginia 23831 with tax parcel nos.of 799-648-74-04-00000 (+/- 9.99 ac), 800-647-19-72-00000 (+/-1.08 ac), and 799-647-75-73-00000 (+/- 4.03 ac). Per the 2014 Tax Assessment, the Campground was valued at $603,200. On or about June 6, 2003, the Debtor executed a Deed of Trust, Security Agreement, and Financing Statement, whereby the Debtor granted Presidential Bank, FSB ("Presidential"), a deed of trust on the Campground to secure a Deed of Trust Note in the amount of $442,000. On June 2, 2015, Presidential filed its proof of claim, whereby Presidential asserted that the payoff for this particular loan, as of the petition date, was $271,632. As of the date of this Motion, Presidential has not obtained relief from stay as to the Campground. On May 11, 2016, the Debtor entered into a contract for the sale of the Campground with the Purchaser. By the terms of the Campground contract, the Debtor will also pay the parties' respective brokerage fees in the aggregate amount of 6 percent. Joyner Commercial represents the Debtor in this proposed sale per Court order. After a comprehensive review and in the exercise of the Debtor's business judgment, the Debtor believes that the sale of the C-Store and Campground represents the Debtor's best opportunity under the circumstances to maximize the value of the C-Store and Campground at a minimal cost. Namely, the proposed sales will reduce the aggregate debt owed to one of the Debtor's secured creditors (EVB), pay off in full another one of the Debtor's secured creditors (Presidential), and generate unencumbered funds for the plan. Furthermore, the Debtor, in the exercise of its business judgment, believes that both the C-Store Purchase Price and the Campground Purchase Price are fair and reasonable under the circumstances and were the subject of extensive, good faith, arm's length negotiations. Accordingly, the proposed sales of the C-Store and Campground are in the best interests of the estate and the Debtor's creditors. Roadrunner Enterprises, Inc., is represented by: Robert S. Westermann, Esq. Rachel A. Greenleaf, Esq. HIRSCHLER FLEISCHER, P.C. The Edgeworth Building 2100 East Cary Street Post Office Box 500 Richmond, Virginia 23218-0500 Telephone: (804) 771-9500 Facsimile: (804) 644-0957 E-mail: rwestermann@hf-law.com rgreenleaf@hf-law.com About Roadrunner Enterprises Headquartered in Chesterfield County, Virginia, Roadrunner Enterprises Inc. owns the Roadrunner Campground and more than 70 rental properties, lots, and other real estate interests. Roadrunner Enterprises filed for Chapter 11 bankruptcy protection (Bank. E.D. Va. Case No. 15-30604) on Feb. 6, 2015. The petition was signed by Carl Adenauer, president. David K. Spiro, Esq., at Hirschler Fleischer, P.C., serves as the Debtor's counsel. Judge Kevin R. Huennekens presides over the case. The Debtor estimated assets and liabilities of at least $10 million. ROWE CONTRACTING: Taps Congeni Law Firm as Legal Counsel -------------------------------------------------------- Rowe Contracting Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Congeni Law Firm LLC as its legal counsel. The Debtor tapped the firm to: (a) give advice on issues concerning the administration of its bankruptcy estate, its rights and remedies with regard to the estate's assets, and the claims of its creditors; (b) appear for, prosecute, defend and represent the Debtor's interests in suits related to its bankruptcy case; (c) investigate and prosecute preference and other actions arising under its avoiding powers; (d) prepare legal papers; and (e) advise the Debtor about the operation of its business. Leo Congeni, Esq., a member of Congeni Law Firm, will be paid $250 per hour for his services while paralegals will be paid $85 per hour. In a court filing, Mr. Congeni disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Leo D. Congeni, Esq. Congeni Law Firm LLC 424 Gravier Street New Orleans, LA 70130 Tel: (504) 522-4848 Fax: (504) 581-4962 Email: leo@congenilawfirm.com About Rowe Contracting Rowe Contracting Service, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 16-11331) on June 8, 2016. The petition was signed by Scott E. Rowe, president. The case is assigned to Judge Elizabeth W. Magner. The Debtor disclosed total assets of $1.51 million and total debts of $1.57 million. ROWE CONTRACTING: Taps Patrick J. Gros as Accountant ---------------------------------------------------- Rowe Contracting Service, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of Louisiana to hire Patrick J. Gros, CPA - A Professional Accounting Corporation as its accountant. The Debtor requires the firm to: (a) provide general accounting services; (b) prepare monthly operating reports pursuant to requirements provided by the Office of the U.S. Trustee; and (c) provide other accounting and financial advisory services if requested by the Debtor and its professionals. The Debtor proposes that the firm's professionals be paid at these hourly rates: Partner $195 Manager $140 Senior $105 Staff $80 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. Patrick Gros, a certified public accountant, disclosed in a court filing that his firm does not hold an interest adverse to the Debtor or its creditors. The firm can be reached through: Patrick Gros Patrick J. Gross CPA 651 River Highlands Boulevard Covington, LA 70433 Tel: 985-898-3512 E-mail: info@pjgroscpa.com About Rowe Contracting Rowe Contracting Service, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E.D. La. Case No. 16-11331) on June 8, 2016. The petition was signed by Scott E. Rowe, president. The case is assigned to Judge Elizabeth W. Magner. The Debtor disclosed total assets of $1.51 million and total debts of $1.57 million. RR DONNELLEY: Egan-Jones Lowers FC Sr. Unsecured Rating to B+ ------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by RR Donnelley & Sons Co. to B+ from BB- on May 26, 2016. RR Donnelley provides print and related services. Its corporate headquarters are located in Chicago, Illinois, USA. RYCKMAN CREEK: Amends Disclosures on Ch. 11 Plan Funding -------------------------------------------------------- Ryckman Creek Resources, LLC, et al., filed with the U.S. Bankruptcy Court for the District of Delaware a revised disclosure statement to, among other things, provide additional information. Holders of general unsecured claims are projected to recover 0 to 47% of their allowed claims. Holders of prepetition credit agreement secured claims are projected to recover 0 to 100% of their allowed claims. The Plan will be effectuated through a series of transactions on the Assumed Effective Date. Those emergence transactions are: A. The Debtors will have access to the Exit Facility in the amount of up to $35,000,000. On the Assumed Effective Date, it is assumed that the Debtors will initially draw $27,000,000. Concurrent with this initial draw, any fees associated with the Exit Facility will be paid out of proceeds of the initial draw. As of April 30, 2016, the Debtors had a cash balance of approximately $768,884 and forecast a cash balance of $1,000,000 on the Assumed Effective Date. B. It is projected that as of the Assumed Effective Date there will be approximately $3,500,000 in accrued and unpaid professional fees. These fees will be funded into an escrow account, and will be reflected as a pre-paid asset. These professional fees will be remitted to various Professionals in accordance with the Plan. C. The Debtors currently have an asset on their balance sheet of approximately $8,086,570 related to costs associated with the Prepetition Credit Facility. It is assumed that these costs are written off as part of the restructuring process. D. Based upon the Debtors' Schedules and Proofs of Claim received to date, the Debtors estimate that approximately $63,000,000 of trade debt will be restructured as part of the Plan. The Holders of these Claims will either receive Contingent Value Rights or their Pro Rata share of the Debtors' Unencumbered Assets along with the Prepetition Credit Agreement Deficiency Claims as part of the Plan. The balance of the accounts payable is estimated to be approximately $2,814,777, relating to postpetition accounts payable and accrued liabilities and approximately $2,000,000 relating to pre-petition intercompany claims. The pre-petition intercompany claims will be extinguished as part of the Plan. E. Approximately $36,572,000 in accrued and unpaid interest due on the Debtors' Prepetition Credit Facility as of the Assumed Effective Date will be spread across the new capital structure as set forth in the Plan. As of April 30, 2016 the Debtors had approximately $30,410,000 in accrued and unpaid interest as it relates to the Prepetition Credit Facility. The April 30, 2016 balances have been updated to reflect the estimated accrued interest outstanding as of August 5, 2016. F. The Debtors anticipate that as of the Assumed Effective Date, the balance on the DIP Facility will be approximately $22,500,000 plus any accrued and outstanding interest. This balance will be converted into the Exit Facility pursuant to the terms of the Plan. As of April 30, 2016, the Debtors' outstanding balance on the DIP Facility was $6,750,000. The April 30, 2016 balance has been updated to reflect the projected borrowings as of the Assumed Effective Date. Evercore estimates the Total Enterprise Value of the Reorganized Debtors to be approximately $125 million to $275 million, with a mid-point of $200 million. Based on assumed pro forma debt of $188.6 million as of an assumed Effective Date, the Total Enterprise Value implies an Equity Value range of ($63.6) to $86.4 million, with a mid-point of $11.4 million. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/deb16-10292-400.pdf The Amended Disclosure Statement was filed by Sarah E. Pierce, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Wilmington, Delaware; and George N. Panagakis, Esq., and Jessica S. Kumar, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in Chicago, Illinois. About Ryckman Formed on Sept. 8, 2009, Ryckman Creek Resources, LLC is engaged in the acquisition, development, marketing, and operation of a natural gas storage facility known as the Ryckman Creek Facility. The Ryckman Creek Facility is a depleted crude oil and natural gas reservoir located in Uinta County, Wyoming. The Company began development of the reservoir into a natural gas storage facility in 2011. The Ryckman Creek Facility began commercial operations in late 2012 and received injections of customer gas and gas purchased by the Company. The Debtors have approximately 35 employees. Ryckman Creek Resources, LLC, Ryckman Creek Resources Holdings LLC, Peregrine Rocky Mountains LLC and Peregrine Midstream Partners LLC filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10292 to 16-10295) on Feb. 2, 2016. The petitions were signed by Robert Foss as chief executive officer. Kevin J. Carey has been assigned the case. The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP as counsel, AP Services, LLC, as management provider, Evercore Group LLC as investment banker, and Kurtzman Carson Consultants LLC as claims and noticing agent. On April 11, 2016, Ryckman Creek Resources, LLC, disclosed total assets of more than $205 million and total debts of more than $391.2 million. Andrew Vara, acting U.S. trustee for Region 3, appointed five creditors of Ryckman Creek Resources LLC and its affiliated debtors to serve on the official committee of unsecured creditors. SABINE OIL: Week-Long Trial on Restructuring Plan Begins -------------------------------------------------------- Tom Corrigan, writing for Daily Bankruptcy Review, reported that Sabine Oil and Gas Corp. commenced a week-long trial on a $3 billion restructuring plan that has sparked stiff resistance from its creditors and eluded compromise for nearly a year. According to the report, lawyers for Sabine gathered Monday at the U.S. Bankruptcy Court in Manhattan to ask Judge Shelley Chapman to overrule creditors who have objected to the plan, which would bring the contentious chapter 11 case to a close. "We don't have any happy creditors in this case," the report cited Jon Henes, a lawyer for Sabine, as telling the judge June 13. "That's what happens when an industry goes into turmoil." The report related that Sabine's restructuring plan calls for top-ranking lenders to walk away with about 93% of the reorganized business. If approved, the restructuring proposal would wipe out more than $2.5 billion in debt, the report added. Unsecured creditors, who say they are owed as much as $1.4 billion, are slated to recover less than two cents on the dollar, sparking numerous objections and appeals, the report further related. The creditors, who have pushed for a sale of the business, dispute the valuation of Sabine's assets and which of those assets count as senior lenders' collateral, the report pointed out. Sabine and its creditors have each agreed to limit themselves to 24 hours of arguments and testimony spread out over at least seven days, the report said. Sabine Chief Executive David Sambrooks was the first witness to take the stand on June 13, the report added. 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 has also engaged Blackstone Advisory Partners L.P. as investment banker; and Berkeley Research Group, LLC as financial advisor. SALIENT PARTNERS: Moody's Withdraws B2 Corporate Family Rating -------------------------------------------------------------- Moody's Investors Service has withdrawn Salient Partners, LP's B2 corporate family ratings and senior secured debt ratings. There are no remaining ratings for Salient Partners, LP. These ratings were withdrawn: Corporate Family Rating -- B2 $100 million Senior Secured First Lien Term Loan -- B2 Senior Secured Revolving Credit Facility -- B2 Moody's has withdrawn the rating for its own business reasons. SBA COMMUNICATIONS: Egan-Jone Hikes FC Sr. Unsec. Rating to BB- --------------------------------------------------------------- Egan-Jones Ratings Company raised the foreign currency senior unsecured rating on debt issued by SBA Communications Corp. to BB- from B+ on May 23, 2016. SBA Communications Corporation owns and operates wireless infrastructure, including small cells, indoor/outdoor distributed antenna systems, and traditional cell sites that support antennas used for wireless communication by mobile carriers and wireless broadband providers in the United States and its territories, as well as in Canada, Central America, and South America. SCC PARTNERS: Plan Proposes 100% Recovery to Unsecured Creditors ---------------------------------------------------------------- SCC Partners Group, LLC, filed with the U.S. Bankruptcy Court for the District of Colorado a plan of reorganization and accompanying disclosure statement proposing to pay general unsecured creditors 100% of their allowed claims. Class 10 general unsecured creditors (the administrative convenience class) holding claims less than $15,000 will be paid on the Effective Date. General unsecured creditors who are not insiders or related to the Debtor will receive interest on their claims at the rate of 4% per annum. General unsecured creditors who are insiders and/or are related to the Debtor (including the Default Interest Claim of Coulton Creek Capital, LLC), will have their claims converted to new equity interests in the Debtor. Payments and distributions under the Plan will be funded by the Debtor's income and operations. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/cob16-11003-107.pdf About SCC Partners SCC Partners Group, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Colo. Case No. 16-11003) on Feb. 9, 2016, estimating its assets at up to $50,000 and its liabilities at between $10 million and $50 million. The petition was signed by Steven H. Miller, manager. Judge Michael E. Romero presides over the case. Kenneth J. Buechler, Esq., at Buechler Law Office, L.L.C., serves as the Company's bankruptcy counsel. SCC Partners Group, LLC, is headquartered in Castle Rock, Colorado. It owns the spring-fed Sweetwater Lake on 500 acres bordering the Flat Tops Wilderness Area northwest of Dotsero. The U.S. Trustee has appointed two creditors to the official committee of unsecured creditors of SCC Partners Group, LLC. SEITEL INC: Moody's Lowers CFR to Caa2 & Changes Outlook to Neg. ---------------------------------------------------------------- Moody's Investors Service downgraded Seitel, Inc.'s Corporate Family Rating to Caa2 from Caa1, and the rating on its senior unsecured notes to Caa2 from Caa1. Moody's also lowered the Speculative Grade Liquidity (SGL) to SGL-3 from SGL-2. The rating outlook was changed to negative from stable. "The Caa2 Corporate Family Rating reflects Seitel's declining liquidity and uncertainty over when market conditions for the North American seismic industry will materially improve," commented James Wilkins, a Moody's Vice President -- Senior Analyst. Issuer: Seitel, Inc. Ratings Downgraded: Corporate Family Rating, Downgraded to Caa2 from Caa1 Probability of Default Rating, Downgraded to Caa2-PD from Caa1-PD Senior Unsecured Notes due 2019, Downgraded to Caa2 (LGD4) from Caa1 (LGD4) Ratings Lowered: Speculative Grade Liquidity Rating, Lowered to SGL-3 from SGL-2 Outlook Actions: Outlook, Changed to Negative from Stable RATINGS RATIONALE Seitel's Caa2 CFR reflects the significant decline in its revenues, declining liquidity and uncertainty over when the market conditions for the North American seismic industry will materially improve. The company's first quarter 2016 revenues were down over 75% from peak levels and the company has generated negative free cash flow over the past year. Cash EBITDA generation in the first quarter 2016 did not cover interest expense on the notes ($6 million per quarter or $23.75 million per year). Moody's expects Seitel's operating performance will remain weak through 2017, and revenues will remain well below levels experienced in 2014. The ratings reflect Seitel's modest scale within the oilfield services (OFS) industry and substantial debt levels considering the highly cyclical nature of the demand for seismic services. The company benefits from its significant market position as a seismic data provider in North America, strong margins and flexible cost structure. Land drilling activity in North America (the primary market served by Seitel) and demand for seismic and related geophysical services have declined in 2015-2016 due to the drop in crude oil and natural gas prices. Seitel's E&P customers have the flexibility to cut their spending on seismic services for an extended period while focusing on existing producing assets until crude oil and natural gas prices rise to levels that support increased drilling activity, resulting in substantial uncertainty regarding the company's financial performance through 2017. The SGL-3 Speculative Grade Liquidity Rating reflects adequate liquidity through mid-2017, supported primarily by its cash balances ($57 million as of March 31, 2016). Seitel allowed its undrawn revolving credit facility to mature in May 2016, without renewing it, and relies on balance sheet cash and internal cash flow generation for its liquidity. Moody's views Seitel's maintenance capital spending requirement as low since cash generated from acquisition underwriting reduces the company's expected gross level of spending. Despite expected weak free cash flow, operating cash flow and balance sheet cash will cover Seitel's cash capital expenditures through 2017. The company is limited in its options of alternate liquidity, given that the company's assets are not easily saleable. The company is not subject to any financial covenants. The negative outlook reflects the uncertainty around recovery in demand for Seitel's services, and the potential for improving interest coverage or financial leverage metrics. The ratings could be downgraded if cash EBITDA is expected to weaken further, interest coverage remains below 1x on a sustained basis, or if liquidity remains below $30 million. The ratings could be upgraded if underlying demand for seismic data shows meaningful improvement, allowing Seitel to generate cash EBITDA approaching $50 million and positive free cash flow on a sustained basis. The principal methodology used in these ratings was Global Oilfield Services Industry Rating Methodology published in December 2014. Seitel, Inc., headquartered in Houston, Texas, is a provider of seismic data and related geophysical services, which are used by North American oil and gas companies to assist them in the exploration and development of oil and gas reserves. SKAGIT GARDENS: Court Orders Joint Administration of Case --------------------------------------------------------- At the request of Skagit Gardens Inc., et al., Judge Christopher M. Alston of the U.S. Bankruptcy Court for the Western District of Washington directed that these bankruptcy cases will be administratively consolidated under the lead case In re Skagit Gardens, Inc., Case No. 16-12879: a. In re Skagit RESPE LLC, Case No. 16-12885; b. In re Skagit TPPSPE LLC, Case No. 16-12887; and c. In re Skagit Real Estate Holdings, LLC, Case No. 16-12881. About Skagit Gardens Skagit Gardens Inc. and three affiliates filed Chapter 11 petitions (Bankr. W.D. Wash. Lead Case No. 16-12879) on May 27, 2016. The company is a wholesale nursery that grows two categories of plants, finished plants and plugs/liners, each grown for different types of customers. The petitions were signed by Mark Buchholz as president. The Debtors listed total assets of $12.5 million and total liabilities of $19.3 million. The Debtors are represented by Bush Kornfeld LLP, in Seattle, Washington, as counsel. The cases are assigned to Judge Christopher M. Alston. SKAGIT GARDENS: Proposes June 30 Auction for Assets --------------------------------------------------- Skagit Gardens, Inc., and its debtor affiliates ask the U.S. Bankruptcy Court to approve the proposed bidding procedures by which the Debtors will solicit and select the highest or otherwise best offer for the sale. The Debtors have signed an Asset Purchase Agreement with Early Morning, LLC, which provides for the sale of substantially all of their assets as a going concern. Early Morning intends to continue to operate Skagit Gardens' business, including continued employment for Skagit Gardens' employees, and is prepared to close the sale on or before July 8, 2016, subject to the Court's approval and standard bidding procedures. The proposed sale to Early Morning provides for the best outcome to the estate and its creditors and satisfies the Debtors' objective of continuing the business of Skagit Gardens rather than closing and liquidating. The material terms of the APA between Debtors and the Stalking Horse Bidder are: (1) The assets to be purchased include, but are not limited to, all of Debtors' tangible and intangible assets, including inventory, accounts receivable and real property, but excluding (a) cash and (b) bank accounts identified in the Purchase Agreement. (2) The Acquired Assets include the assumption by the Debtors and assignment to the Stalking Horse Bidder of all of Debtors' rights and interests in and to certain executory contracts and unexpired leases, which will be identified and that assumption and assignment designated by the Stalking Horse Bidder in accordance with the procedures. (3) Base Cash Consideration of $6,227,500, plus (a) payment/assumption of up to $450,000 of employment liabilities, including wages and accrued PTO to employees, and (b) the Cure Costs relating to the Assumed Contracts, subject to an increase/decrease based on a Working Capital Adjustment determined as of the Closing Date. (4) Stalking Horse Bidder Deposit: $311,375. (5) Consummation of the proposed Sale under the Purchase Agreement is conditioned upon entry of the Procedures Order and Sale Order, which Sale Order shall be submitted to the Court in final proposed form prior to the Sale Hearing. (6) The Purchase Agreement is subject to the submission by third parties of higher or better offers. In order for other bidders to be a Qualifying Bidder under the Purchase Agreement, they must submit a bid worth $300,000 more than the Stalking Horse Bidders offer. The $300,000 includes payment of the $200,000 Break-Up Fee, $84,500 for the EM Consignment Inventory, and an increase in value to the Debtors' estates of $15,500. (7) If the Purchase Agreement is terminated for any other reason than the Stalking Horse Bidder's breach or because the Court approves the proposed Sale of the assets to a Successful Bidder other than the Stalking Horse Bidder, the Debtors will pay a break-up fee to the Stalking Horse Bidder in the amount of $200,000. In addition, in March 2016, the Stalking Horse Bidder purchased inventory for $84,500 that is valuable to Skagit Gardens business and provided the inventory to Skagit Gardens pursuant to a Consignment Agreement. In the event that Early Morning is not the successful buyer of Skagit Gardens' assets, the APA provides than a qualified overbid must include $84,500 to purchase the inventory under the EM Consignment Agreement, which amount is to be paid to Early Morning from the deposit of the Successful Bidder in addition to the Break-Up Fee. The wholesale value of this EM Consignment Inventory is estimated to be $150,000 to $190,000 as it is cared for and matures. The Debtors also ask the Court to set the following dates for the relevant actions/deadlines: Bid Deadline: June 27, 2016 Auction: June 30, 2016 Sale Hearing: July 6, 2016 Secured Creditors' Objections Secured Creditors Sterling National Bank and Bank of the West complain that the procedures operate largely to insulate the stalking horse bidder from competing bids -- including, from the secured lenders' competing credit bids -- by requiring any competing credit bidder to (a) pay a $200,000 break-up fee in the event it is the successful bidder for its collateral, (b) submit a $500,000 cash deposit to qualify as a credit bidder, (c) comply with overbid requirements, (d) execute an asset purchase agreement that does not envision a credit bid, and (e) submit documentation establishing its financial condition. BOTW objects to the break-up fee, the bidding procedures, and the Debtors' request for approval of the sale of the real property of Skagit RESPE LLC free and clear of the interests of BOTW. The interests of BOTW in the Real Property and rents originally (in July, 2008) secured the obligations of Debtors to BOTW in the amount of $5,665,000. Debtors' Reply The Debtors point out that in large part, the Secured Lenders object primarily to the provisions that require a $500,000 cash deposit and payment of a BreakUp Fee to the Stalking Horse Bidder, among other miscellaneous issues. The Secured Lenders object to the payment of a break-up fee when the Stalking Horse Bidder's willingness to provide a bid subject to higher and better offers, benefits the Secured Lenders by providing this process to attract higher cash offers, the Debtors say. The Debtors explain that without the Stalking Horse Bid, this process would likely not have occurred -- it allows others to trust a level of due diligence having been completed and to more readily digest what is necessary to submit a bid than if no stalking horse bid existed, and also, the Stalking Horse Bidder has expended more than $200,000 already in this effort. In addition, the Debtors maintain that they are not requesting approval of any sale yet, as they are requesting only for approval of the procedures for a competitive bidding and auction process designed to encourage higher and better offers as compared with the Stalking Horse Bid, which offers a robust bidding environment that encourages cash bidders to participate can increase the purchase price to a level that will return even more to the Secured Lenders than the Stalking Horse Bid would on its current terms -- a competitive sales process that offers the best opportunity for all creditors, including the Secured Creditors, to maximize their recovery, and do not prejudice or harm the Secured Lenders. The Debtors narrate that they are not proposing to limit the amount of credit bids from either Secured Lender but instead, the Debtors propose only that the Secured Lenders comply with the same rules that apply to any cash bidder. Rather than the posting of a letter of credit, surety bond, or other instrument supporting its credit bid rights, as other courts have required, the Debtors have solely proposed a $500,000 cash deposit to provide for payment of the break-up fee and EM Consignment Payment, as well as to cover any of the other possible risks that might occur in this process. Attorneys for Skagit Gardens, Inc. et al.: Armand J. Kornfeld, Esq. Christine M. Tobin-Presser, Esq. Katriana L. Samiljan, Esq. BUSH KORNFELD LLP LAW OFFICES 601 Union St., Suite 5000 Seattle, Washington 98101-2373 Telephone (206) 292-2110 Facsimile (206) 292-2104 Email: jkornfeld@bskd.com ctobin@bskd.com ksamiljan@bskd.com Sterling National Bank is represented by: Bradley R. Duncan, Esq. Joshua A. Rataezyk, Esq. HILLIS CLARK MARTIN & PETERSON P.S. 1221 Second Avenue, Suite 500 Seattle, Washington 98101 Telephone: (206) 623-1745 Facsimile: (206) 623-7789 Email: brad.duncan@hcmp.com josh.rataezyk@hcmp.com Bank of the West is represented by: Aaron J. Bell, Esq. BELL LAW FIRM, P.C. PO Box 1547 Wilsonville, OR 97070 Telephone: (503) 682-8840 Facsimile: (503) 682-9895 Email: aaron@blf-pc.com About Skagit Gardens Skagit Gardens Inc. is a wholesale nursery that grows two categories of plants, finished plants and plugs/liners, each grown for different types of customers. Skagit Gardens and three affiliates filed Chapter 11 petitions (Bankr. W.D. Wash., Case No. 16-12879) on May 27, 2016. The petitions were signed by Mark Buchholz as president. The cases are jointly administered under Case No. 16-12879. The Debtors are represented by Bush Kornfeld LLP, in Seattle, Washington, as counsel. The cases are assigned to Judge Christopher M. Alston. The Debtors listed total assets of $12.5 million and total liabilities of $19.3 million. SKAGIT GARDENS: Taps Clyde A. Hamstreet as Financial Advisor ------------------------------------------------------------ Skagit Gardens Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Western District of Washington to hire Clyde A. Hamstreet & Associates, LLC as their financial advisor. The services to be provided by the firm include: (a) assistance in developing collateral budgets and projections; (b) assistance in soliciting or communicating with parties potentially interested in purchasing the Debtors' assets; (c) reviewing and providing recommendations to the Debtors and their professionals charged with directing the sale process with respect to the economics of proposed transactions; (d) preparation of enterprise, asset and liquidation valuations; and (e) assisting in financial reporting pursuant to cash collateral or other orders of the court, and in preparing monthly financial reports. Clyde A. Hamstreet & Associates' billing rate is $500 per hour. Aside from professional fees, the firm will also receive reimbursement for work-related expenses. The firm does not represent any interest adverse to the Debtors' estates, according to court filings. The firm can be reached through: Clyde Hamstreet Clyde A. Hamstreet & Associates One SW Columbia Street, Suite 1575 Portland, OR 97258 Phone: (503) 223-6222 Fax: (503) 546-6579 www.hamstreet.net About Skagit Gardens Skagit Gardens Inc. is a wholesale nursery that grows two categories of plants, finished plants and plugs/liners, each grown for different types of customers. Skagit Gardens and three affiliates filed Chapter 11 petitions (Bankr. W.D. Wash., Case No. 16-12879) on May 27, 2016. The petitions were signed by Mark Buchholz as president. The cases are jointly administered under Case No. 16-12879. The Debtors are represented by Bush Kornfeld LLP, in Seattle, Washington, as counsel. The cases are assigned to Judge Christopher M. Alston. The Debtors listed total assets of $12.5 million and total liabilities of $19.3 million. SPORTS AUTHORITY: Auction for Unsold Assets Adjourned to June 29 ---------------------------------------------------------------- Sports Authority Holdings, Inc., and its affiliated debtors announced that during the auction held on May 16, 2016, the successful bidder for the Inventory Assets is the Joint Venture Comprised of Gordon Brothers Retail Partners, LLC, Hilco Merchant Resources, LLC and Tiger Capital Group, LLC ("Agent"). The next-highest bidder is the Joint Venture comprised on SB Capital Group, the Great American Group, 360 Merchant Solutions and Yellen Partners. The Debtors have determined to adjourn the Main Auction for all Main Auction Assets, excluding the Sold Auction Assets but including the Debtors' Remaining Leases (such assets, the "Available Assets"), to June 29, 2016 at 10:00 a.m. (ET) (the "Adjourned Main Auction Date"), to be held at the offices of counsel to the Debtors, Young Conaway Stargatt & Taylor, LLP, Rodney Square, 1000 N. King Street, Wilmington, Delaware 19801 (or such other date, time or place as announced by the Debtors in a filing on the Court's docket). In conjunction therewith, the following deadlines will apply: * Deadline to Bid on the Available Assets, Including the Remaining Leases: June 23, 2016 at 5:00 p.m. (ET) (the "Adjourned Main Auction Bid Deadline"); * Debtors' Deadline to Deliver Adequate Assurance Packages to Affected Landlords: June 24, 2016 (one business day following Adjourned Main Auction Bid Deadline); * Adjourned Main Auction Date: June 29, 2016 at 10:00 a.m. (ET); * Sale Objection Deadline: July 7, 2016 at 4:00 p.m. (ET); and * Sale Hearing Date: July 15, 2016 at 11:30 a.m. (ET). The Main Auction Bidding Procedures will remain in full force and effect, except as modified by the deadlines outlined. Any party interested in Bidding on the debtors' remaining leases should contact the Debtors' real estate advisor: Michael Jerbich A&G REALTY PARTNERS, LLC, E-mail: michael@agrealtypartners.com Agency Agreement The Debtors executed an Agency Agreement with the successful bidder, the joint venture comprised of Gordon Brothers Retail Partners, LLC, Hilco Merchant Resources, LLC and Tiger Capital Group, LLC ("Agent"). Under the Agency Agreement, the Agent will undertake to: (a) sell all of the Merchandise from the Debtors' retail store locations by means of a "store closing", "sale on everything", "going out of business", "everything must go", or similar sale; and (b) dispose of the Owned Furniture, Fixtures and Equipment in the Stores, the Debtors' corporate offices and Distribution Centers. The Agency Agreement contains, among others, these relevant terms: (1) Payments to Merchant: Agent guarantees that Merchant will receive 101% of the aggregate Cost Value of the Merchandise. The Guaranteed Amount will be calculated based upon the aggregate Cost Value of the Merchandise as determined by (i) the final certified report of the Inventory Taking Service after verification and reconciliation thereof by Agent and Merchant, (ii) the aggregate Cost Value of the Merchandise subject to Gross Rings; and (iii) any other adjustments to Cost Value as expressly contemplated by the Agreement. The Guaranty Percentage has been fixed based upon the aggregate Cost Value of the Merchandise included in the Sale being not less than $365,000,000 and not more than $390,000,000 as of the Sale Commencement Date. (2) Compensation to Agent: After Proceeds are used to repay Agent for amounts paid on account of the Guaranteed Amount and to pay Expenses, all remaining Proceeds will be allocated in the following order of priority: FIRST: to the Agent (x) an amount equal to 6% of the aggregate Cost Value of the Merchandise included in the Sale and (y) 50% of the aggregate Proceeds attributable to Delivery Commissions; and THEREAFTER: 50% to Agent and 50% to Merchant. Sale of Leasehold Interests The Debtors inform the Court that they had sold these leasehold interests in certain unexpired leases of nonresidential real property: (1) Store 115, located at Farmington, CT Successful Bidder: Price REIT c/o Kimco Realty Corp. (Landlord) (2) Store 672, located at San Mateo, CA Successful Bidder: SPI Property Management Corporation (Landlord) (3) Store 771, located at Honolulu, HI Successful Bidder: Ward Gateway-Industrial Village, LLC (Landlord) The Debtors tell the Court that they intend to submit respective forms of order approving the disposition of Sold Leases under certification of counsel prior to the Main Auction Sale Hearing. Sports Authority Holdings, Inc., and its affiliated debtors are represented by: Michael R. Nestor, Esq. Kenneth J. Enos, Esq. Andrew L. Magaziner, Esq. YOUNG CONAWAY STARGATT & TAYLOR, LLP Rodney Square 1000 North King Street Wilmington, DE 19801 Telephone: (302)571-6600 Facsimile: (302)571-1253 E-mail: mnestor@ycst.com kenos@ycst.com amagaziner@ycst.com - and - Robert A. Klyman, Esq. Matthew J. Williams, Esq. Jeremy L. Graves, Esq. Sabina Jacobs, Esq. GIBSON, DUNN & CRUTCHER LLP 333 South Grand Avenue Los Angeles, CA 90071-1512 Telephone: (213)229-7000 Facsimile: (213)229-7520 E-mail: rklyman@gibsondunn.com mjwilliams@gibsondunn.com jgraves@gibsondunn.com sjacobs@gibsondunn.com About Sports Authority Sports Authority Holdings, et al., are sporting goods retailers with roots dating back to 1928. The Debtors currently operate 464 stores and five distribution centers across 40 U.S. states and Puerto Rico. The Debtors offer a broad selection of goods from a wide array of household and specialty brands, including Adidas, Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and Fitness, Nike, The North Face, and Under Armour, in addition to their own private label brands. The Debtors employ 13,000 people. Sports Authority and six of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to 16-10533) on March 2, 2016. The petitions were signed by Michael E. Foss as chairman & chief executive officer. The Debtors have engaged Gibson, Dunn & Crutcher LLP as general counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel, Rothschild Inc. as investment banker, FTI Consulting, Inc., as financial advisor and Kurtzman Carson Consultants LLC as notice, claims, solicitation, balloting and tabulation agent. Lawyers at Pachulski Stang Ziehl & Jones LLP represent the Official Committee of Unsecured Creditors. SPORTS AUTHORITY: Creditors Committee Has Limited Objection to Sale ------------------------------------------------------------------- The Official Committee of Unsecured Creditors of Sports Authority Holdings, Inc., et al., submitted to the U.S. Bankruptcy Court for the District of Delaware their limited objection to the Debtors' Motion which seeks to sell substantially all of the Debtors' assets. The Creditors Committee relates that it has no objection to the Debtors' request in the Sale Motion for authority to sell substantially all of their assets. It further relates that its objection is limited to language in the proposed order approving the sale as it relates to the Court's ruling on the DIP Financing Motion that none of the DIP Lenders or the Term Agent will receive a Section 506(c) surcharge waiver as requested in the DIP Motion. The Creditors Committee is concerned with the final paragraph in the Proposed Sale Order which provides: "Immediately upon the Payment Date, and on each other date on which payment is to be made by the Agent to or for the benefit of the Debtors, the Debtors are authorized and directed to repay, or cause to be repaid, the DIP Obligations, indefeasibly and in cash, by making one or more payments to the DIP Agent, for the benefit of the DIP Lenders. For the avoidance of doubt, nothing contained herein modifies paragraphs 33 or 43 of the DIP Financing Order." "While the Debtors and DIP Lenders included language in the final sentence of that paragraph providing that '... nothing contained herein modifies paragraphs 33 and 43 of the DIP Financing Order,' such language is insufficient and arguably creates a conflict with the Proposed Sale Order, which uses the word 'indefeasibly' and the DIP Financing Order, which recognizes and preserves the estates' rights to surcharge, and thus recover payment from, the collateral being turned over to the DIP Lenders. Rather than create such confusion, the Committee's request that the word 'indefeasibly' be removed will avoid any confusion or conflict," the Official Committee avers. The Official Committee of Unsecured Creditors of Sports Authority Holdings, Inc., et al., is represented by: Robert J. Feinstein, Esq. Jeffrey N. Pomerantz, Esq. Bradford J. Sandler, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 North Market Street, 17th Floor Wilmington, DE 19801 Telephone: (302)652-4100 Facsimile: (302)652-4400 E-mail: rfeinstein@pszjlaw.com jpomerantz@pszjlaw.com bsandler@pszjlaw.com About Sports Authority Sports Authority Holdings, et al., are sporting goods retailers with roots dating back to 1928. The Debtors currently operate 464 stores and five distribution centers across 40 U.S. states and Puerto Rico. The Debtors offer a broad selection of goods from a wide array of household and specialty brands, including Adidas, Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and Fitness, Nike, The North Face, and Under Armour, in addition to their own private label brands. The Debtors employ 13,000 people. Sports Authority and six of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to 16-10533) on March 2, 2016. The petitions were signed by Michael E. Foss as chairman & chief executive officer. The Debtors have engaged Gibson, Dunn & Crutcher LLP as general counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel, Rothschild Inc. as investment banker, FTI Consulting, Inc., as financial advisor and Kurtzman Carson Consultants LLC as notice, claims, solicitation, balloting and tabulation agent. Lawyers at Pachulski Stang Ziehl & Jones LLP represent the Official Committee of Unsecured Creditors. SPRING VALLEY: Voluntary Chapter 11 Case Summary ------------------------------------------------ Debtor: Spring Valley Real Estate Development, LLC 3 Carriage Lane Lansdowne, PA 19050 Case No.: 16-14247 Chapter 11 Petition Date: June 14, 2016 Court: United States Bankruptcy Court Eastern District of Pennsylvania (Philadelphia) Judge: Hon. Magdeline D. Coleman Debtor's Counsel: Lisa R. Jenkins, Esq. LISA R. JENKINS 5925 Charles St. Philadelphia, PA 19135 Tel: 215-397-2923 E-mail: jenkinsjoneslisa@gmail.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Earle S. Greer, single member. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. STONE ENERGY: Completes Reverse Common Stock Split -------------------------------------------------- Stone Energy Corporation announced that at the close of business on June 10, 2016, it effected a 1-for-10 reverse stock split. Every 10 shares of Stone's issued and outstanding common stock were automatically converted into one share of common stock. Stone's common stock began trading on a split-adjusted basis when the market opens on June 13, 2016. Pursuant to the reverse stock split, every 10 shares of Stone's issued and outstanding common stock (and such shares held in treasury) were automatically converted into one share of common stock. No fractional shares will be issued if, as a result of the reverse stock split, a stockholder would otherwise have been entitled to a fractional share. Instead, each stockholder is entitled to receive a cash payment equal to the fraction of which such holder would otherwise have been entitled multiplied by the closing price per share on June 10, 2016. Following the reverse stock split, the number of outstanding shares of Stone's common stock was reduced by a factor of ten. The number of authorized shares of common stock has also been proportionately decreased. The overall and per person share limitations in Stone’s 2009 Amended and Restated Stock Incentive Plan, as amended from time to time, and outstanding awards thereunder were also proportionately adjusted to reflect the reverse stock split. Stone's shares of common stock will continue to trade on the New York Stock Exchange under the symbol "SGY" but will trade under the new CUSIP number 861642304. The reverse stock split was intended to increase the market price per share of Stone’s common stock in order to comply with the NYSE continued listing standards relating to minimum price per share. The reverse stock split will not cure Stone's non-compliance with the NYSE average global market capitalization. Computershare Trust Company, N.A., Stone's transfer agent, is acting as the exchange agent for the reverse stock split. Please contact Computershare Trust Company, N.A. for further information at (800) 962-4284. 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. T&H PLASTICS: U.S. Trustee Unable to Appoint Committee ------------------------------------------------------ The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the Chapter 11 case of T&H Plastics, Inc. T&H Plastics, Inc., sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy for the Southern District of Texas (Case No. 16-32525) on May 17, 2016. TOBIN'S RECOVERY: Plan Proposes 100% Recovery to Unsecureds ----------------------------------------------------------- Tobin's Recovery, Inc., filed with the U.S. Bankruptcy Court for the Southern District of Indiana, Indianapolis Division, a reorganizing plan and accompanying disclosure statement that will save the jobs of four independent contractors and pay all administrative and secured claims in full with a 100% distribution to non-priority general unsecured creditors. The Plan will be funded from the Debtor's cash on hand on the effective date, estimated to be $7,000, and the Debtor's ongoing operations. A full-text copy of the Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/insb14-08265-48.pdf Tobin's Recovery, Inc., an Indiana corporation that provides repossession services to financial institutions, and emergency roadside assistance services, filed a Chapter 11 Petition (Bankr. S.D. Ind. Case No. 14-08265) on September 4, 2014. TRAVELPORT WORLDWIDE: Shareholders Re-Elect 8 Directors ------------------------------------------------------- Travelport Worldwide Limited held its 2016 annual general meeting of shareholders on June 8, 2016, at which the shareholders: (1) re-elected Douglas M. Steenland, Gavin R. Baiera, Gregory Blank, Elizabeth L. Buse, Steven R. Chambers, Michael J. Durham, Douglas A. Hacker and Gordon A. Wilson as directors of the Company, with terms of one year, expiring at the 2017 annual general meeting of shareholders; (2) approved the appointment of Deloitte LLP as the Company's independent auditors for the fiscal year ending Dec. 31, 2016, and the authorization of the Audit Committee of the Board of Directors to determine the independent auditors' remuneration; (3) approved, on a non-binding advisory basis, the compensation of the Company's named executive officers; and (4) approved the Travelport Worldwide Limited Amended and Restated 2014 Omnibus Incentive Plan. About Travelport Worldwide Travelport Worldwide Limited is a travel commerce platform providing distribution, technology, payment and other solutions for the global travel and tourism industry. As of March 31, 2016, Travelport had $2.96 billion in total assets, $3.26 billion in total liabilities and a total deficit of $297 million. * * * As reported by the TCR on March 8, 2016, Standard & Poor's Ratings Services raised to 'B+' from 'B' its long-term corporate credit rating on U.K.-based travel services provider Travelport Worldwide Ltd. The outlook is stable. VANGUARD HEALTHCARE: UST Has Issue With Substantive Consolidation ----------------------------------------------------------------- Samuel K. Crocker, United States Trustee for Region 8, submitted to the U.S. Bankruptcy Court for the District of Tennessee, Nashville Division, his objection to the Stipulated Final Order which authorizes Vanguard Healthcare, LLC and its affiliated debtors' limited use of cash collateral. "The Stipulated Order and accompanying budget treat the Debtors as substantively consolidated rather than administratively consolidated... The description of the secured obligations of the Debtors to Healthcare Financial Solutions, LLC (Primary Lender) does not acknowledge the AmerisourceBergen secured debt nor its priority level as to the Elderscript assets... The updated 13-week budget described in paragraph 3.a. should be provided also to the Committee, to the United States Trustee and to the Ombudsman... No basis exists for the Monthly Payments to the Lenders provided for in paragraph 5 of the Stipulated Final Order... Paragraph 9.b. provides for no funds for the Committee's performance of its fiduciary duty of investigation of the validity, perfection, priority or enforceability of any of the Loan Obligations and whether there are related avoidance actions... no funds are allocated for an ombudsman... The Stipulated Order fails to identify any affiliates which are not in bankruptcy and whose assets are a part of the collateral for the Loan Obligations. The financial status of those affiliates should be provided as well as a statement as to why the affiliates are not in bankruptcy," the U.S. Trustee argues. Samuel K. Crocker, United States Trustee for Region 8, is represented by: Beth Roberts Derrick, Esq. OFFICE OF THE UNITED STATES TRUSTEE 701 Broadway, Suite 318 Nashville, TN 37203 Telephone: (615)736-2254 Facsimile: (615)736-2260 E-mail: beth.r.derrick@usdoj.gov 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. Lead Case No. 16-03296) on May 6, 2016. The petitions were signed by William D. Orand, the CEO. Vanguard estimated assets 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. The Hon. Randal S. Mashburn is the case judge. VERTELLUS SPECIALTIES: Seeks Approval to Hire FTI, Designate CRO ---------------------------------------------------------------- Vertellus Specialties Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire FTI Consulting, Inc. and designate Andrew Hinkelman as their chief restructuring officer. The Debtors tapped the firm to assist them in the planning, analysis and execution of a restructuring that is intended to maximize value for all constituents and minimize disruption to the their operations: (a) Liquidity Forecasting (1) Evaluate current liquidity position and expected future cash flows at the entity and consolidated level. (2) Assist management in evaluating minimum cash requirement levels at the subsidiary level. (3) Assist in the management and control of cash Disbursements. (4) Advise the Debtors on cash conservation measures and assist in the implementation of cash forecasting and reporting tools as requested. (5) Assist in the preparation of weekly and monthly reporting in accordance with the debtor-in- possession credit facility. (6) If required, assist in reviewing and implementing remedial steps with cash accounting in the UK and Belgium. (b) Restructuring and Other Advisory Services (1) Assess potential EBITDA based on location product line strategy and other restructuring initiatives. (2) Analyze long term capital needs to effectuate a sale transaction or restructuring. (3) Assist in working capital management (4) Participate in the development of strategy to negotiate with key stakeholders in order to effectuate a restructuring. (5) Assist the Debtors in developing strategy relating to customers and vendors. (6) Assist the Debtors and, other advisors in developing strategy relating to existing and prospective capital providers in conjunction with a sale transaction or restructuring. (c) Asset Sales (1) Assist in data collection and information gathering related to third party due diligence relating to potential transactions with financial and strategic buyers. (2) Advise and assist the Debtors and their other professionals in developing, negotiating and executing Chapter 11 strategy, Section 363 sales or other potential sales of all or portions of their assets. (d) Chapter 11 Planning and Execution Services (1) Assist the Debtors in contingency planning. (2) Assist personnel in the communications and negotiations with lenders, creditors, and other parties-in-interest. (3) Advise and assist the Debtors in the compilation and preparation of financial information, statements, schedules and monthly operating reports necessary due to requirements of the Bankruptcy Court or Office of the U.S. Trustee. (4) Assist the Debtors and their other advisors in the formulation of a Chapter 11 plan of reorganization or liquidation and the preparation of the corresponding disclosure statement. (5) Assist the Debtors in the preparation of a liquidation valuation for a reorganization plan or negotiation purposes. (6) Assist the Debtors in managing and executing the reconciliation process involving claims filed by all creditors. (7) Provide testimony in the Chapter 11 case. FTI will also assist in the planning, development and execution of a restructuring communications strategy and process that is intended to help protect Vertellus' brand and reputation. Specifically, the firm will: (a) Develop multi-stakeholder program to communicate events to employees, customers, suppliers, investors and other key audiences. (b) Develop a full suite of restructuring communications materials for all key stakeholder audiences. (c) Develop and execute post-restructuring process communications program to provide updates to all key stakeholder audiences. (d) Develop full suite of materials as needed for each key milestone beyond the initial restructuring announcement which may include, updates on the restructuring, key developments in the business and changes in the organization or to the store base. FTI will be paid by the Debtors for the services of the CRO and additional personnel at these hourly rates: Senior Managing Directors $825 - $995 Directors/Managing Directors $500 - $815 Consultants/Senior Consultants $300 - $595 Administrative/Paraprofessionals $125 - $250 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. In a court filing, Mr. Hinkelman, a senior managing director of FTI, disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Andrew Hinkelman FTI Consulting, Inc. One Front Street, Suite 1600 San Francisco, CA, 94111 Tel: +1 415 283 4200 Fax: +1 415 293 4497 E-mail: andrew.hinkelman@fticonsulting.com About Vertellus Vertellus Specialties Inc. is a global specialty chemicals company focused on the manufacture of ingredients used in pharmaceuticals, personal care, nutrition, agriculture, and a host of other market areas affected by trends favoring "green" technologies and chemistries. Headquartered in Indianapolis, Indiana, Vertellus Specialties Inc. and several affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-11289 to 16-11299) on May 31, 2016. Judge Christopher S. Sontchi presides over the case. Stuart M. Brown, Esq., Kaitlin M. Edelman, Esq., Richard A. Chesley, Esq., Daniel M. Simon, Esq., and David E. Avraham, Esq., at DLA Piper LLP (US) serve as the Debtors' bankruptcy counsel. Jefferies LLC is the Debtors' investment banker. Andrew Hinkelman at FTI Consulting, Inc., is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million and debts at between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. VERTELLUS SPECIALTIES: Taps DLA Piper as Legal Counsel ------------------------------------------------------ Vertellus Specialties Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire DLA Piper LLP (US) as their legal counsel. The Debtors tapped the firm to: (a) give advice about their rights, powers and duties as debtors-in-possession; (b) prepare legal papers on behalf of the Debtors; (c) prepare responses to papers filed by creditors and other parties; (d) advise the Debtors about financing agreements and related transactions; (e) review the nature and validity of any liens asserted against the Debtors' property and advise them concerning the enforceability of such liens; (f) advise the Debtors about their ability to initiate actions to collect and recover property; (g) assist the Debtors in connection with any potential property dispositions; (h) advise the Debtors about executory contract and unexpired lease assumptions, assignments and rejections; (i) advise the Debtors in connection with the formulation, negotiation and promulgation of a plan of reorganization; (j) assist the Debtors in reviewing, estimating and resolving claims asserted against their estates; (k) commence litigation to assert rights held by the Debtors, protect assets of their estates or otherwise further the goal of completing their successful reorganization; and (l) provide non-bankruptcy services if requested by the Debtors. The DLA Piper professionals expected to be most active in the Debtors' cases and their hourly rates are: Richard A. Chesley Partner $995 Stuart M. Brown Partner $920 Daniel M. Simon Associate $760 David E. Avraham Associate $600 Kaitlin M. Edelman Associate $580 Carolyn B. Fox Paralegal $265 Mr. Chesley disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. In response to the request for additional information set forth in Paragraph D.1 of the U.S. Trustee Guidelines, DLA Piper disclosed that its hourly rates are consistent with the rates that the firm charges other comparable Chapter 11 clients. DLA Piper further disclosed that it has represented the Debtors in connection with their restructuring efforts since March 2016, and that the firm and the Debtors expect to develop a prospective budget and staffing plan. The firm can be reached through: Stuart M. Brown, Esq. Kaitlin M. Edelman, Esq. DLA Piper LLP (US) 1201 North Market Street, Suite 2100 Wilmington, DE 19801 Telephone: (302) 468-5700 Facsimile: (302) 394-2341 Email: stuart.brown@dlapiper.com kaitlin.edelman@dlapiper.com - and - Richard A. Chesley, Esq. Daniel M. Simon, Esq. David E. Avraham, Esq. DLA Piper LLP (US) 203 N. LaSalle Street, Suite 1900 Chicago, IL 60601 Telephone: (312) 368-4000 Facsimile: (312) 236-7516 Email: richard.chesley@dlapiper.com daniel.simon@dlapiper.com david.avraham@dlapiper.com About Vertellus Vertellus Specialties Inc. is a global specialty chemicals company focused on the manufacture of ingredients used in pharmaceuticals, personal care, nutrition, agriculture, and a host of other market areas affected by trends favoring "green" technologies and chemistries. Headquartered in Indianapolis, Indiana, Vertellus Specialties Inc. and several affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-11289 to 16-11299) on May 31, 2016. Judge Christopher S. Sontchi presides over the case. Stuart M. Brown, Esq., Kaitlin M. Edelman, Esq., Richard A. Chesley, Esq., Daniel M. Simon, Esq., and David E. Avraham, Esq., at DLA Piper LLP (US) serve as the Debtors' bankruptcy counsel. Jefferies LLC is the Debtors' investment banker. Andrew Hinkelman at FTI Consulting, Inc., is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million and debts at between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. VERTELLUS SPECIALTIES: Taps Jefferies as Investment Banker ---------------------------------------------------------- Vertellus Specialties Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Jefferies LLC as their investment banker. The services to be provided by the firm include: (a) assisting the Debtors in connection with analyzing and negotiating any restructuring; (b) becoming familiar with and analyzing the business, operations, properties, financial condition and prospects of the Debtors; (c) assisting the Debtors in connection with a possible sale, disposition or other business transaction involving all or a material portion of the equity or assets of one or more entities comprising the Vertellus Specialty Materials division and the Vertellus Agriculture and Nutrition division; (d) assisting the Debtors in connection with any financing; (e) attending meetings; and (f) providing testimony in any proceeding before the bankruptcy court. The Debtors and Jefferies have agreed on these terms of compensation and expense reimbursement: (a) A monthly fee of $150,000. (b) Upon the closing of a transaction involving all or a material portion of both the VSM division and the VAN division, a fee of $3 million, plus an amount to be determined according to this schedule: (i) 0.75% of that portion of the transaction value that is greater than or equal to $380 million and less than $430 million; plus (ii) 1% of that portion of the transaction value greater than or equal to $430 million and less than $480 million; plus (iii) 1.25% of that portion of transaction value greater than or equal to $480 million. (c) Upon the closing of any debtor-in-possession financing, a fee of $275,000. As part of the overall compensation provided to Jefferies, the Debtors have agreed to certain indemnification, according to court filings. John D'Amico, senior vice-president of Jefferies, disclosed in a court filing that the firm is disinterested and does not hold or represent any interest adverse to the Debtors' estate. The firm can be reached through: John D'Amico Jefferies LLC 520 Madison Avenue, 10th Floor New York, NY 10022 Phone: 212-284-2300 About Vertellus Vertellus Specialties Inc. is a global specialty chemicals company focused on the manufacture of ingredients used in pharmaceuticals, personal care, nutrition, agriculture, and a host of other market areas affected by trends favoring "green" technologies and chemistries. Headquartered in Indianapolis, Indiana, Vertellus Specialties Inc. and several affiliates filed separate Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-11289 to 16-11299) on May 31, 2016. Judge Christopher S. Sontchi presides over the case. Stuart M. Brown, Esq., Kaitlin M. Edelman, Esq., Richard A. Chesley, Esq., Daniel M. Simon, Esq., and David E. Avraham, Esq., at DLA Piper LLP (US) serve as the Debtors' bankruptcy counsel. Jefferies LLC is the Debtors' investment banker. Andrew Hinkelman at FTI Consulting, Inc., is the Debtors' chief restructuring officer. Kurtzman Carson Consultants is the Debtors' claims and noticing agent. The Debtors estimated their assets at between $100 million and $500 million and debts at between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. WEBMD HEALTH: Egan-Jones Cuts FC Sr. Unsecured Rating to BB- ------------------------------------------------------------ Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by WebMD Health Corp to BB- from B on May 31, 2016. WebMD is an American corporation known primarily as an online publisher of news and information pertaining to human health and well-being. WELCH MANAGEMENT: Hires Wade as General Counsel ----------------------------------------------- Welch Management Corporation, seeks authority from the U.S. Bankruptcy Court for the Central District of California to employ the Law Office of Stephen R. Wade as general counsel to the Debtor. Welch Management requires Wade to: i. provide pre-petition analysis of the Debtor's financial condition, pending litigation and related matters, to prepare and file the petition, schedules and statements of affairs as well as the appropriate First Day motions; ii. advise the Debtor concerning the requirements of the Bankruptcy Court, the Federal Rules of Bankruptcy Procedure, the Local Rules of the Central District of California, and with respect to compliance with the requirement of the Office of the U.S. Trustee; iii. advise the Debtor regarding matters of bankruptcy law, including the rights and remedies of the Debtor in regard to its assets and the claims of its creditors; iv. conduct examinations of witnesses, claimants, or adverse parties with respect to any necessary or pending litigation arising in Bankruptcy; v. prepare and assist in the preparation of reports, accounts, applications, motions, complaint, orders and or any other pleadings of any kind required in the case; vi. represent the Debtor in any proceedings or hearings in the Bankruptcy Court and any proceedings in any other court where the Debtor's rights under the Bankruptcy Code may be litigated or affected; vii. file any motion, applications or other pleadings appropriate to effectuate the reorganization of the Debtor; viii. review claims filed in the Debtor's case, and, if appropriate, to prepare and file objections to disputed claims; ix. assist the Debtor in negotiation, formulation, confirmation and implementation of a Chapter 11 plan of reorganization; x. assist the Debtor in negotiation with the Estate's secured creditors; xi. serve as the Debtor's general insolvency counsel in cooperation with any special counsel or other professionals retained by the Debtor in the case; xii. take such other action and perform such other services as the Debtor may require of the Firm in connection with its Chapter 11 case. Wade will be paid at these hourly rates: Stephen R. Wade $415 Derek May $250 Rudy De La Torre $125 Wade received a $15,000 pre-petition retainer. The source of the retainer was received from the Debtor's funds. The retainer agreement calls for a total retainer of $15,000. Wade will also be reimbursed for reasonable out-of-pocket expenses incurred. Stephen R. Wade, of the Law Office of Stephen R. Wade, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Wade can be reached at: Stephen R. Wade, Esq. LAW OFFICE OF STEPHEN R. WADE 350 West Fourth Street Claremont, CA 91711 Tel: (909) 985-6500 Fax: (909) 399-9900 E-mail: srw@srwadelaw.com About Welch Management Welch Management Corporation, based in Rancho Cucamonga, CA, filed a Chapter 11 petition (Bankr. C.D. Cal. Case No. 16-14140) on May 9, 2016. The Hon. Mark D. Houle presides over the case. Stephen R. Wade, at the Law Office of Stephen R. Wade, as bankruptcy counsel. In its petition, the Debtor estimated assets of $100,000 to $500,000 and estimated liabilities of $1 million to $10 million. The petition was signed by John Terrence Eubanks, president. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Farmacia Freddy Inc. Bankr. D.P.R. Case No. 16-03150 Chapter 11 Petition filed April 21, 2016 See http://bankrupt.com/misc/prb16-03150.pdf represented by: Jesus Enrique Batista Sanchez, Esq. THE BATISTA LAW GROUP, PSC E-mail: jesus.batista@batistalawgroup.com In re Oksana Kovalchuk Bankr. M.D. Fla. Case No. 16-02090 Chapter 11 Petition filed June 2, 2016 represented by: Taylor J King, Esq. LAW OFFICES OF MICKLER & MICKLER E-mail: tjking@planlaw.com In re William H. Thomas, Jr. Bankr. N.D. Fla. Case No. 16-30515 Chapter 11 Petition filed June 2, 2016 represented by: John E. Venn, Esq. JOHN E. VENN, JR., P.A. E-mail: johnevennjrpa@aol.com In re Shirley Monica Buafo and Charles Kingsford Buafo Bankr. M.D. Ga. Case No. 16-51087 Chapter 11 Petition filed June 2, 2016 represented by: John A. Moore, Esq. THE MOORE LAW GROUP, LLC E-mail: jmoore@moorelawllc.com In re Kefalos, Inc. Bankr. N.D. Ill. Case No. 16-51087 Chapter 11 Petition filed June 2, 2016 See http://bankrupt.com/misc/ilnb16-18443.pdf represented by: Bradley H Foreman, Esq. LAW OFFICES OF BRADLEY H FOREMAN, P.C. E-mail: Brad@BradleyForeman.com In re New Shiloh Missionary Baptist Church, Inc. Bankr. N.D. Ind. Case No. 16-21531 Chapter 11 Petition filed June 2, 2016 See http://bankrupt.com/misc/innb16-21531.pdf represented by: Shawn D. Cox, Esq. GOUVEIA & ASSOCIATES E-mail: geglaw@gouveia.comcastbiz.net In re Ray Marvin Gottlieb Bankr. D. Md. Case No. 16-17525 Chapter 11 Petition filed June 2, 2016 represented by: Steven H. Greenfeld, Esq. COHEN, BALDINGER & GREENFELD, LLC E-mail: steveng@cohenbaldinger.com In re Conover Road, LLC Bankr. D.N.J. Case No. 16-20768 Chapter 11 Petition filed June 2, 2016 represented by: Robert C. Nisenson, Esq. ROBERT C. NISENSON, LLC E-mail: rnisenson@aol.com In re Sofia Meneve Bankr. D.N.J. Case No. 16-20808 Chapter 11 Petition filed June 2, 2016 represented by: Robert L. Sweeney, Esq. E-mail: rsweeneylaw@aol.com In re Iris Building Corp Bankr. S.D.N.Y. Case No. 16-22764 Chapter 11 Petition filed June 2, 2016 See http://bankrupt.com/misc/nysb16-22764.pdf filed Pro Se In re Neil P Dyer Bankr. M.D. Fla. Case No. 16-03706 Chapter 11 Petition filed June 3, 2016 Filed Pro Se In re Numismatic Subs, LLC Bankr. M.D. Fla. Case No. 16-04855 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/flsb16-04855.pdf represented by: Daniel J. Herman, Esq. PECAREK & HERMAN, CHARTERED E-mail: dan@djherman.com In re Katoura, Inc. Bankr. S.D. Fla. Case No. 16-18005 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/flsb16-18005.pdf represented by: Joel M. Aresty, Esq. JOEL M. ARESTY P.A. E-mail: aresty@mac.com In re Refuge Family Care PCH, Inc. Bankr. N.D. Ga. Case No. 16-59679 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/ganb16-59679.pdf represented by: Evan M. Altman, Esq. E-mail: evan.altman@laslawgroup.com In re Cano Ventures, Corp. Bankr. E.D.N.Y. Case No. 16-42450 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/nyeb16-42450.pdf represented by: Nigel E Blackman, Esq. BLACKMAN & MELVILLE, PC E-mail: nigel@bmlawonline.com In re Artefacto Inc. Bankr. Case No. 16- Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/prb16-04465.pdf represented by: Maricarmen Marquez, Esq. E-mail: m.m.buisness@hotmail.com In re Maria Mercedes Figueroa Carrasquillo Bankr. D.P.R. Case No. 16-04483 Chapter 11 Petition filed June 3, 2016 represented by: Maria Soledad Lozada Figueroa, Esq. MS LOZADA LAW OFFICE E-mail: msl@lozadalaw.com In re Carlton Mark Vollberg Bankr. E.D. Tenn. Case No. 16-12276 Chapter 11 Petition filed June 3, 2016 represented by: David J. Fulton, Esq. SCARBOROUGH & FULTON E-mail: djf@sfglegal.com In re Tauren Exploration, Inc. Bankr. N.D. Tex. Case No. 16-32188 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/txnb16-32188.pdf represented by: Franklin L. Broyles, Esq. LAW OFFICE OF FRANKLIN L. BROYLES E-mail: frank.broyles@utexas.edu In re Christopher Ryan LeBlanc Bankr. N.D. Tex. Case No. 16-32197 Chapter 11 Petition filed June 3, 2016 Represented by: Howard Marc Spector, Esq. SPECTOR & JOHNSON, PLLC E-mail: hspector@spectorjohnson.com In re Southwestern Wisconsin Dairy Goat Products Cooperative Bankr. W.D. Wis. Case No. 16-11994 Chapter 11 Petition filed June 3, 2016 See http://bankrupt.com/misc/wiwb16-11994.pdf represented by: Eliza M. Reyes, Esq. KREKELER STROTHER, S.C. E-mail: ereyes@ks-lawfirm.com In re The Automart, Inc. Bankr. C.D. Cal. Case No. 16-11670 Chapter 11 Petition filed June 5, 2016 See http://bankrupt.com/misc/cacb16-11670.pdf represented by: Blake J Lindemann, Esq. LINDEMANN LAW FIRM E-mail: Blake@lawbl.com In re Syfood Group, Inc. Bankr. D.P.R. Case No. 16-04497 Chapter 11 Petition filed June 5, 2016 See http://bankrupt.com/misc/prb16-04497.pdf represented by: Hector Eduardo Pedrosa, Esq. THE LAW OFFICES OF HECTOR EDUARDO PEDROSA E-mail: hectorpedrosa@gmail.com In re William Keith Goolsby and Peggy J. Goolsby Bankr. S.D. Tex. Case No. 16-32828 Chapter 11 Petition filed June 5, 2016 Represented by: Margaret Maxwell McClure, Esq. E-mail: margaret@mmmcclurelaw.com In re DCI United Properties LLC Bankr. C.D. Cal. Case No. 16-175454 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/cacb16-17454.pdf represented by: Dana M Douglas, Esq. E-mail: dmddouglas@hotmail.com In re Commercial Floor Care, LLC Bankr. N.D. Ala. Case No. 16-02266 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/alnb16-02266.pdf represented by: Steven D Altmann, Esq. NAJJAR DENABURG, P.C. E-mail: saltmann@najjar.com In re John Sperry Reynolds Bankr. C.D. Cal. Case No. 16-11042 Chapter 11 Petition filed June 6, 2016 represented by: Andrew S Mansfield, Esq. MANSFIELD CHENEY, PC E-mail: amansfield@mcpclawfirm.com In re Canon Builders, Inc. Bankr. C.D. Cal. Case No. 16-11685 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/cacb16-11685.pdf represented by: Giovanni Orantes, Esq. ORANTES LAW FIRM PC E-mail: go@gobklaw.com In re Steven M Corser Bankr. C.D. Cal. Case No. 16-11686 Chapter 11 Petition filed June 6, 2016 represented by: Javier H Castillo, Esq. Heritage Pacific Law Group, PC E-mail: jhcecf@gmail.com In re Adolphus M Grant Bankr. D.D.C. Case No. 16-00291 Chapter 11 Petition filed June 6, 2016 represented by: Jamison Bryant Taylor, Esq. E-mail: jtaylor@rismllc.com In re David Aldean Everritt Bankr. N.D. Fla. Case No. 16-30531 Chapter 11 Petition filed June 6, 2016 represented by: J. Steven Ford, Esq. WILSON, HARRELL, FARRINGTON E-mail: jsf@whsf-law.com In re Diane Ellen Waxman Bankr. S.D. Fla. Case No. 16-18067 Chapter 11 Petition filed June 6, 2016 represented by: Matis H Abarbanel, Esq. E-mail: rocky@fight13.com In re Elder Texeira Rodrigues Bankr. S.D. Fla. Case No. 16-18107 Chapter 11 Petition filed June 6, 2016 represented by: Shirley Palumbo, Esq. GREENSPOON MARDER, P.A. E-mail: bankruptcy@gmlaw.com In re Circle B, Inc. Bankr. N.D. Ga. Case No. 16-59863 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/ganb16-59863.pdf represented by: Joseph Chad Brannen, Esq. BRANNEN LAW GROUP, P.C. E-mail: chad@brannenlawfirm.com In re MDB Enterprises of Ga Bankr. N.D. Ga. Case No. 16-59905 Chapter 11 Petition filed June 6, 2016 Filed Pro Se In re Joyce Lee Corporation Bankr. N.D. Ga. Case No. 16-59949 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/ganb16-59949.pdf represented by: Jenny Nguyen, Esq. NGUYEN STEPHEN, PC E-mail: attorney@nspclaw.com In re Abeer of Flint, Inc. Bankr. E.D. Mich. Case No. 16-31354 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/mieb16-31354.pdf represented by: Jeffrey A. Chimovitz, Esq. E-mail: jeffchimovitz@gmail.com In re Steve Lawrence Combs Bankr. E.D.N.C. Case No. 16-02998 Chapter 11 Petition filed June 6, 2016 represented by: Travis Sasser, Esq. E-mail: tsasser@carybankruptcy.com In re Lisa Ann Herman Bankr. D. Nev. Case No. 16-13092 Chapter 11 Petition filed June 6, 2016 Filed Pro Se In re Ian Rajiv Sahai Bankr. E.D.N.Y. Case No. 16-42485 Chapter 11 Petition filed June 6, 2016 represented by: Brian McCaffrey, Esq. BRIAN MCCAFFREY, P.C. E-mail: info@mynylawfirm.com In re EC Abatement Inc. Bankr. E.D.N.Y. Case No. 16-72505 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/nyeb16-72505.pdf Filed Pro Se In re The Redeemed Christain Church of God Bankr. E.D.N.Y. Case No. 16-72514 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/nyeb16-72514.pdf represented by: Irene Nwanyanwu, Esq. ANELE & ASSOCIATES E-mail: irenenn@optonline.net In re NYC Diplomat Outfitters, LLC Bankr. S.D.N.Y. Case No. 16-11661 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/nysb16-11661.pdf represented by: Hugh L. Rothbaum, Esq. E-mail: hughrothbaum@aol.com In re Pete Enterprises, Inc. Bankr. N.D. Ohio Case No. 16-13149 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/ohnb16-13149.pdf represented by: Glenn E. Forbes, Esq. COOPER & FORBES CO., LPA E-mail: Bankruptcy@cooperandforbes.com In re Mad Cow Saloon Inc. Bankr. W.D. Okla. Case No. 16-12212 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/okwb16-12212.pdf represented by: Mike J. Rose, Esq. E-mail: mrose@coxinet.net In re Wanda I. Torres Lopez Bankr. D.P.R. Case No. 16-04524 Chapter 11 Petition filed June 6, 2016 represented by: Paul James Hammer, Esq. ESTRELLA, LLC E-mail: phammer@estrellallc.com In re H & S Business LLC Bankr. E.D. Tex. Case No. 16-40992 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/txeb16-40992.pdf represented by: John J. Gitlin, Esq. E-mail: johngitlin@gmail.com In re Crescent Haus Properties, LLC Bankr. E.D. Tex. Case No. 16-40996 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/txeb16-40996.pdf represented by: Joyce W. Lindauer, Esq. JOYCE W. LINDAUER ATTORNEY, PLLC E-mail: joyce@joycelindauer.com In re 3141 Purdue Real Estate Partners Bankr. N.D. Tex. Case No. 16-32226 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/txnb16-32226.pdf represented by: Margarita Coale, Esq. MILLER, EGAN, MOLTER AND NELSON, LLP E-mail: margarita.coale@milleregan.com In re Luis M. Navarro Bankr. S.D. Tex. Case No. 16-20205 Chapter 11 Petition filed June 6, 2016 Filed Pro Se In re SMYZ, Inc. Bankr. S.D. Tex. Case No. 16-32918 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/txsb16-32918.pdf represented by: Ennio J Diaz, Esq. THE LAW OFFICE OF ENNIO J. DIAZ E-mail: enniodiaz@aol.com In re Manuela N Kinde and Paul J Kinde Bankr. S.D. Tex. Case No. 16-70240 Chapter 11 Petition filed June 6, 2016 represented by: John Kurt Stephen, Esq. CARDENAS AND STEPHEN, L.L.P. E-mail: kurtstep@swbell.net In re Joel G Solis Bankr. W.D. Tex. Case No. 16-70093 Chapter 11 Petition filed June 6, 2016 represented by: Jesse Blanco Jr, Esq. E-mail: jesseblanco@sbcglobal.net In re Community Access & Support Services, Inc. Bankr. E.D. Va. Case No. 16-32838 Chapter 11 Petition filed June 6, 2016 See http://bankrupt.com/misc/vaeb16-32838.pdf filed Pro Se In re Samuel J Bohringer Bankr. W.D. Wis. Case No. 16-12030 Chapter 11 Petition filed June 6, 2016 represented by: Eliza M. Reyes, Esq. KREKELER STROTHER, S.C. E-mail: ereyes@ks-lawfirm.com In re Alvaro A Bautista Bankr. C.D. Cal. Case No. 16-17571 Chapter 11 Petition filed June 7, 2016 represented by: Thomas B Ure, Esq. URE LAW FIRM E-mail: tbuesq@aol.com In re Syed Ali Raza and Iram Hussain Raza Bankr. S.D. Fla. Case No. 16-18176 Chapter 11 Petition filed June 7, 2016 represented by: Brett A Elam, Esq. FARBER + ELAM, LLC E-mail: belam@brettelamlaw.com In re W. F. James and Company, Inc. Bankr. M.D. Ga. Case No. 16-51146 Chapter 11 Petition filed June 7, 2016 See http://bankrupt.com/misc/gamb16-51146.pdf represented by: Wesley J. Boyer, Esq. KATZ, FLATAU, POPSON AND BOYER, LLP E-mail: wjboyer_2000@yahoo.com In re T. Leigh Sanders, Jr. Bankr. N.D. Ga. Case No. 16-11125 Chapter 11 Petition filed June 7, 2016 represented by: H. Matthew Horne, Esq. ROSENZWEIG, JONES, HORNE & GRIFFIS, P.C. E-mail: matt@newnanlaw.com In re Pudney Holdings, LLC Bankr. N.D. Ga. Case No. 16-59978 Chapter 11 Petition filed June 7, 2016 Filed Pro Se In re IRC Clinics, Inc. Bankr. D. Md. Case No. 16-17732 Chapter 11 Petition filed June 7, 2016 See http://bankrupt.com/misc/mdb16-17732.pdf represented by: Dennis King, Esq. DANOFF & KING, P.A. E-mail: dwking31@gmail.com In re Praveen K Andapally Bankr. D.N.J. Case No. 16-21074 Chapter 11 Petition filed June 7, 2016 represented by: Harrison Ross Byck, Esq. KASURI BYCK, LLC. E-mail: lawfirm@kasuribyck.com In re Rita B Patel and Bharakumar T. Patel Bankr. D.N.J. Case No. 16-21089 Chapter 11 Petition filed June 7, 2016 represented by: Harrison Ross Byck, Esq. KASURI BYCK, LLC. E-mail: lawfirm@kasuribyck.com In re Jeffrey L. Williams Bankr. D. Nev. Case No. 16-13105 Chapter 11 Petition filed June 7, 2016 represented by: David A Riggi, Esq. E-mail: darnvbk@gmail.com In re Bruno A. Pellegrini and Giuliana Giuseppina Pellegrini Bankr. E.D.N.Y. Case No. 16-42518 Chapter 11 Petition filed June 7, 2016 represented by: Alla Kachan, Esq. E-mail: alla@kachanlaw.com In re Horseblock Equities Inc. Bankr. E.D.N.Y. Case No. 16-72536 Chapter 11 Petition filed June 7, 2016 See http://bankrupt.com/misc/nyeb16-72536.pdf Filed Pro Se In re Anthony A. Pizzaro Bankr. E.D. Pa. Case No. 16-14095 Chapter 11 Petition filed June 7, 2016 Filed Pro Se In re Parviz Hakimzadeh Bankr. S.D. Tex. Case No. 16-32940 Chapter 11 Petition filed June 7, 2016 Filed Pro Se In re Apostolic Faith Mission Bankr. S.D. Tex. Case No. 16-32943 Chapter 11 Petition filed June 7, 2016 See http://bankrupt.com/misc/txsb16-32943.pdf represented by: Samuel L Milledge, Esq. MILLEDGE LAW FIRM, PLLC E-mail: milledge@milledgelawfirm.com In re Marton Trucking, LLC Bankr. W.D. Tex. Case No. 16-30860 Chapter 11 Petition filed June 7, 2016 See http://bankrupt.com/misc/txwb16-30860.pdf represented by: E. P. Bud Kirk, Esq. E-mail: budkirk@aol.com In re Jeffrey Steven Fishman Bankr. C.D. Cal. Case No. 16-11707 Chapter 11 Petition filed June 8, 2016 represented by: Thomas B Ure, Esq. URE LAW FIRM E-mail: tbuesq@aol.com In re Jesus Cares Preschool and Early Learning Center, Inc. Bankr. M.D. Fla. Case No. 16-04943 Chapter 11 Petition filed June 8, 2016 See http://bankrupt.com/misc/flmb16-04943.pdf represented by: Buddy D. Ford, Esq. BUDDY D. FORD, P.A. E-mail: Buddy@TampaEsq.com In re Awesome Properties, LLC Bankr. N.D. Ill. Case No. 16-18877 Chapter 11 Petition filed June 8, 2016 See http://bankrupt.com/misc/ilnb16-18877.pdf represented by: Robert R Benjamin, Esq. GOLAN & CHRISTIE, LLP E-mail: rrbenjamin@golanchristie.com In re Tyrone Jermaine Gibson Bankr. D. Mass. Case No. 16-12216 Chapter 11 Petition filed June 8, 2016 represented by: John A. Ullian, Esq. LAW OFFICES OF ULLIAN & ASSOC. E-mail: john@ullianlaw.com In re Candela Restaurant & Pizzeria, Inc. Bankr. D.N.J. Case No. 16-21153 Chapter 11 Petition filed June 8, 2016 See http://bankrupt.com/misc/njb16-21153.pdf represented by: Brian W. Hofmeister, Esq. LAW FIRM OF BRIAN W. HOFMEISTER E-mail: bwh@hofmeisterfirm.com In re Nicholas V Campanella Bankr. D.N.J. Case No. 16-21185 Chapter 11 Petition filed June 8, 2016 represented by: David L. Stevens, Esq. SCURA, WIGFIELD, HEYER & STEVENS E-mail: dstevens@scuramealey.com In re Gamalier Gonzalez Trucking Inc. Bankr. D.P.R. Case No. 16-04601 Chapter 11 Petition filed June 8, 2016 See http://bankrupt.com/misc/prb16-04601.pdf represented by: Jaime Rodriguez-Perez, Esq. JAIME RODRIGUEZ LAW OFFICE,PSC E-mail: bayamonlawoffice@yahoo.com In re DLR Investors, LP Bankr. D. Del. Case No. 16-11427 Chapter 11 Petition filed June 9, 2016 See http://bankrupt.com/misc/deb16-11427.pdf represented by: Samuel Jason Teele, Esq. LOWENSTEIN SANDLER LLP E-mail: steele@lowenstein.com In re Elena Delgadillo Bankr. E.D. Cal. Case No. 16-90500 Chapter 11 Petition filed June 9, 2016 represented by: David C. Johnston, Esq. In re The Larry D. Reynolds and Martha Jane Joint Revocable Living Trust Bankr. W.D. Mo. Case No. 16-50230 Chapter 11 Petition filed June 9, 2016 See http://bankrupt.com/misc/mowb16-50230.pdf represented by: Ronald S. Weiss, Esq. BERMAN DELEVE KUCHAN & CHAPMAN E-mail: rweiss@bdkc.com In re Larry D Reynolds Bankr. W.D. Mo. Case No. 16-50231 Chapter 11 Petition filed June 9, 2016 represented by: Ronald S. Weiss, Esq. BERMAN DELEVE KUCHAN & CHAPMAN E-mail: rweiss@bdkc.com In re Henry Parks Casey Bankr. M.D.N.C. Case No. 16-50603 Chapter 11 Petition filed June 9, 2016 represented by: Christian Bennett Felden, Esq. FELDEN AND FELDEN, P.A. E-mail: cbfelden@feldenandfelden.com ********* Monday's edition of the TCR delivers a list of indicative prices for bond issues that reportedly trade well below par. Prices are obtained by TCR editors from a variety of outside sources during the prior week we think are reliable. Those sources may not, however, be complete or accurate. The Monday Bond Pricing table is compiled on the Friday prior to publication. Prices reported are not intended to reflect actual trades. Prices for actual trades are probably different. Our objective is to share information, not make markets in publicly traded securities. Nothing in the TCR constitutes an offer or solicitation to buy or sell any security of any kind. It is likely that some entity affiliated with a TCR editor holds some position in the issuers public debt and equity securities about which we report. Each Tuesday edition of the TCR contains a list of companies with insolvent balance sheets whose shares trade higher than $3 per share in public markets. At first glance, this list may look like the definitive compilation of stocks that are ideal to sell short. Don't be fooled. Assets, for example, reported at historical cost net of depreciation may understate the true value of a firm's assets. A company may establish reserves on its balance sheet for liabilities that may never materialize. The prices at which equity securities trade in public market are determined by more than a balance sheet solvency test. On Thursdays, the TCR delivers a list of recently filed Chapter 11 cases involving less than $1,000,000 in assets and liabilities delivered to nation's bankruptcy courts. The list includes links to freely downloadable images of these small-dollar petitions in Acrobat PDF format. Each Friday's edition of the TCR includes a review about a book of interest to troubled company professionals. All titles are available at your local bookstore or through Amazon.com. Go to http://www.bankrupt.com/books/to order any title today. Monthly Operating Reports are summarized in every Saturday edition of the TCR. The Sunday TCR delivers securitization rating news from the week then-ending. ********* S U B S C R I P T I O N I N F O R M A T I O N Troubled Company Reporter is a daily newsletter co-published by Bankruptcy Creditors Service, Inc., Fairless Hills, Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA. Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog, Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa, Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo Fernandez, Christopher G. Patalinghug, and Peter A. Chapman, Editors. Copyright 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 ***