/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160623.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 23, 2016, Vol. 20, No. 175 Headlines 440 WEST 164TH: Unit Holder Asks for Chapter 11 Trustee A GREENER GLOBE: Russell Burbank Named Ch. 11 Trustee ALFRED RAYMOND LAPETER: Aug. 3 Plan Confirmation Hearing ALLIED FINANCIAL: Taps Javier A. Feliciano as Special Counsel AMERIGAS PARTNERS: Fitch Rates Sr. Unsecured Note Offering 'BB' AMERIGAS PARTNERS: Moody's Assigns Ba3 Rating on $1.35BB Notes AMSCO STEEL: Liquidating Plan Says Creditor Recoveries Unknown ANTONIO LUNA: Aug. 11 Plan Confirmation Hearing APOSTOLIC FAITH MISSION: Taps Milledge Law Firm as Legal Counsel ARBOR PHARMACEUTICALS: Moody's Assigns B1 CFR, Outlook Stable ARBOR PHARMACEUTICALS: S&P Assigns 'BB-' CCR, Outlook Stable ARBOR REALTY: Egan-Jones Cuts Commercial Paper Rating to B ARMADA WATER: Taps Barnet B. Skelton as Conflicts Counsel ARMADA WATER: Taps Olsen Skoubye as Special Counsel ATLANTIC BROADBAND: Moody's Rates Sr. Secured Facility Ba3 BEVERLY SHEPARD: Unsecureds to Recoup 10% Under Plan BFN OPERATIONS: To Employ Gardere Wynne as Bankruptcy Counsel BILL BARRETT: Egan-Jones Cuts FC Sr. Unsecured Rating to C BIND THERAPEUTICS: Announces Resignation of Polaris Directors BON-TON STORES: Terminates Purchase Agreement With United Trust BONNIE & CLYDES: Taps Sofranko Advisory Group as Broker BOOZ ALLEN: Moody's Affirms Ba2 CFR, Rates New 1st Lien Loans Ba2 BOOZ ALLEN: S&P Affirms 'BB' CCR & Revises Outlook to Positive BREITBURN ENERGY: Section 341(a) Meeting Slated for July 14 C.K. INVESTMENTS: Taps Johnson Law Offices as Special Counsel CABLEVISION SYSTEMS: Fitch Cuts Issuer Default Rating to B+ CABLEVISION SYSTEMS: S&P Lowers CCR to 'B'; Outlook Stable CAESARS ENTERTAINMENT: Seeks Court OK of Company Settlement CAPE COD COMMERCIAL: Taps Frank Ronne & Associates as Appraiser CAST & CREW: Moody's Affirms 'B3' CFR, Outlook Stable CAST & CREW: S&P Affirms 'B' CCR on CAPS Acquisition CERTIFIED ENERGY: Case Summary & 20 Largest Unsecured Creditors CHENIERE ENERGY: Egan-Jones Lowers FC Sr. Unsec. Rating to B- CLIMATE CONTROL: Taps Widerman Malek as Special Counsel COMMUNICATIONS SALES: Moody's Retains B2 CFR on Tower Acquisition COMMUNICATIONS SALES: Tower Cloud Deal No Impact on Fitch's BB- IDR COMMUNITY TRANSLATOR: PMCC Wants Trustee Amid Illegal Transfers CONSTELLATION ENTERPRISES: Russell R. Johnson Represents Utilities CYPRESS SEMICONDUCTOR: S&P Affirms 'BB-' CCR, Outlook Negative DEAN ALAN VERHEIDEN: Aug. 18 Plan Confirmation Hearing DEX MEDIA: Seeks to Hire PwC as Tax Consultant DIAMONDBACK ENERGY: Egan-Jones Cuts Sr. Unsec. Rating to B+ DIOCESE OF GALLUP: Judge Approves Bankruptcy-Exit Plan DISTRIBUTION INT'L: S&P Affirms 'B' CCR, Outlook Stable DOLE FOOD: S&P Affirms 'B-' CCR, Outlook Stable DONNIE NORRIS: Proposes $375K Private Sale of Florida Property DUPONT FABROS: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR DYNACAST INT'L: Moody's Retains B2 CFR on $45MM Loan Add-On DYNACAST INT'L: S&P Affirms 'B' Rating on Sr. Facilities EDITH MARTINEZ-CONTRERAS: Unsecureds to Get 0.35 Cents Per Dollar EIRE MCNAB: Gets Chapter 11 Trustee ELBIT IMAGING: Reverse Stock Split Takes Effect June 27 ENERGY DEVELOPMENT: Powerdrive's $2.22MM Wins Auction ENERGY XXI: Egan-Jones Lowers FC Sr Unsec. Rating to D From CCC+ ESSAR STEEL: Enters Into Asset Purchase Agreement with KPS Capital EXTREME REACH: S&P Raises CCR to 'B', Outlook Stable FERGUSON CONVALESCENT: UST Wants Chapter 11 Trustee FLORHAM PARK: Taps Webber McGill as Legal Counsel FRANCIS MACHI, JR.: Jeffrey Sikirica Named Trustee GENERAL CABLE: S&P Lowers CCR to 'B' on High Debt Leverage HALCON RESOURCES: Soliciting Votes for Prepackaged Plan HANESBRANDS INC: S&P Assigns 'BB' CCR, Outlook Negative HARKAND GULF: Files for Ch. 15 Bankruptcy to Further UK Liquidation HERCULES OFFSHORE: Plan Confirmation Hearing Set for July 14 HIDDEN VALLEY APARTMENTS: Plan to Pay $4.1MM Secured Claim in Full HOUMA DOLLAR: Richardson Buying Commercial Building for $1.04M I-69 DEVELOPMENT: S&P Retains BB+ Bonds Rating on CreditWatch Neg. IMMUCOR INC: S&P Lowers CCR to 'CCC+' on Operating Weakness INNOVATIVE MACHINING: Hires Munshi CPA as Accountant INTERNET BRANDS: Moody's Affirms B2 CFR on Incremental Loan INVERRARY RESORT HOTEL: UST Seeks Trustee or Dismissal INVERRARY RESORT: Taps Edward F. Holodak as Special Counsel J G SOLIS: Seeks to Hire Jesse Blanco as Legal Counsel JEFFREY MORTENSON: Court Approves Sale of Personal Property JESUS RAFAEL CRUZ RODRIGUEZ: July 29 Plan Confirmation Hearing JOHN DAVIS TRUCKING: Trustee Selling Ford F650 for $30K JOHN DISANTO: July 12 Plan Confirmation Hearing JOSEPH SATIRA: July 21 Disclosure Statement Hearing KAARS INCORPORATION: Case Summary & 8 Unsecured Creditors KIRKLAND BROS: Plan Outline OK'd, July 12 Confirmation Hearing Set KLAMON LLC: Taps Nathan Sommers as Legal Counsel KLM OPTICAL: Unsecureds to Get at Least 45% Under Ch. 11 Plan KOBE RESTAURANT: Seeks to Hire Robert Bruner as Attorney L. P. & F. INC: Taps Sader Law Firm as Legal Counsel LAND SECURITIES: Court Approves Sale of Colorado Property LAREDO WO: Hires Ray Battaglia as Co-Counsel LAREDO WO: Seeks to Hire Eric Terry Law as Co-Counsel LAWRENCE SCHIFF: Court OKs CSS-Led Auction on June 29 LITTLETON PREPARATORY: S&P Affirms 'BB+' Rating on Revenue Bonds LOCATIONS IX: Taps Pasquale Menna as Legal Counsel LOCATIONS VII: Taps Pasquale Menna as Legal Counsel LOUISIANA-PACIFIC CORP: Egan-Jones Cuts FC Unsec. Rating to B+ M SPACE: Files Schedules of Assets and Liabilities MAPLE BANK: Claims Bar Date Slated for September 19 MARINUS VAN PEENEN: New Jersey Property Sold for $580,000 MARJAN KASAPINOV: July 12 Plan Confirmation Hearing MARK A. MARTINEZ: Taps Whittle Law Firm as Legal Counsel MCCORKLE CONCRETE: Taps Hawkins Conrad as Accountant MEDIWARE INFORMATION: Moody's Assigns B2 CFR, Outlook Stable MICRO HOLDING: S&P Affirms 'B' CCR on First Lien Add-on MOHAMMAD ZAMAN: Unsecureds to Get 1% Under Plan MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development MWI HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable MWI HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable NET ELEMENT: Oleg Firer Reports 14.5% Equity Stake as of June 13 NEUSTAR INC: S&P Puts 'BB-' CCR on CreditWatch Negative NEW DAWN ASSISTED: Affiliate Taps Keen-Summit as Broker NO PLACE LIKE HOME: Trustee Taps L. Allen Exelbierd as Accountant NORTHWEST HEALTH SYSTEMS: Confirmation Hearing Set for July 21 OCWEN FINANCIAL: Fitch Affirms 'B-' LT Issuer Default Ratings OI S.A.: Chapter 15 Case Summary OI S.A.: Seeks U.S. Recognition of Brazilian Proceeding PACIFIC EXPLORATION: Announces Closing of $500-Mil. DIP Financing PACIFIC WEBWORKS: Erkelens & Olson to Auction Surplus Assets PACKAGING COORDINATORS: Moody's Assigns B2 CFR, Outlook Stable PAMLAU LLC: Voluntary Chapter 11 Case Summary PARADIGM EAST HANOVER: Taps Keen-Summit as Real Estate Advisor PEAK WEB: Seeks to Employ Ropers Majeski as Special Counsel PHH CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to B From BB- PHOENIX BRANDS: Creditors' Committee Taps Saul Ewing as Counsel PILGRIM MEDICAL: Taps Anthony Van Grouw as Accountant PILGRIM'S PRIDE: S&P Affirms 'BB+' CCR & Revises Outlook to Neg. PLAZA HEALTHCARE: Hires Oz Law as Employment Litigation Counsel PNW ARMS: Case Summary & 20 Largest Unsecured Creditors PORTOFINO TOWERS: Case Summary & Unsecured Creditor PRELUDE INVESTMENT: Taps Michael Jay Berger as Legal Counsel PREMIER EXHIBITIONS: Wants to Sell Titanic Artifacts RAILROAD SALVAGE: Taps Sader Law Firm as Legal Counsel RAVAGO HOLDINGS: Moody's Assigns B1 CFR, Outlook Stable RESPONSE BIOMEDICAL: Enters Into Going Private Transaction RESPONSE BIOMEDICAL: OrbiMed Advisors Has 42.6% Stake as of June 16 RICEBRAN TECHNOLOGIES: Asks Shareholders to Vote for All Nominees RITA ORTIZ: Selling Brentwood Property for $1.41 Million ROCKIES EXPRESS: Moody's Affirms Ba2 CFR, Outlook Stable RUFINO GALARZA: Aug. 25 Plan Confirmation Hearing SARATOGA RESOURCES: July 19 Hearing on Disclosure Statement SERVICEMASTER COMPANY: Moody's Raises CFR to Ba3, Outlook Positive SFX ENTERTAINMENT: Court OKs Exclusivity Extension Thru Aug. 29 SHEEHAN PIPE LINE: Court Sets Sept. 9 as General Claims Bar Date SILICON ALLEY: Seeks to Hire Kasuri Byck as Legal Counsel SKAGIT GARDENS: Sec. 341 Meeting of Creditors on July 12 SOUTHCROSS HOLDINGS: S&P Assigns 'CCC+' CCR, Outlook Stable SOUTHWIRE COMPANY: Moody's Raises CFR to Ba1, Outlook Stable STEPHEN HARRIS: Powerdrive's $2.22MM Wins Auction STONE ENERGY: Egan-Jones Cuts FC Sr. Unsecured Rating to C STRATEGIC PARTNERS: S&P Assigns 'B' CCR, Outlook Stable SUBURBAN PROPANE: S&P Affirms 'BB-' CCR, Outlook Stable SUN PROPERTY: Taps Weinberg Gross as Legal Counsel SUNOCO LP: Fitch Rates $500MM Sr. Unsecured Notes 'BB/RR4' TALL CITY: Seeks to Hire Jesse Blanco as Legal Counsel TARRIE HYCHE: Selling Houston, AL Property for $300,000 TEARN DEVELOPMENT: Taps Fitzgerald & Associates as Bankr. Counsel TERVITA CORP: Won't Make Interest Payment on Sr. Sub. Notes THERAPEUTICSMD INC: Stockholders Elect 10 Directors TIERRA DEL REY: Ch.11 Trustee Taps R.A. Snyder as Broker TODD VOLKER: Selling 22% HHA Stake for $1.32 Million TRILOGY ENERGY: S&P Lowers CCR to 'B-', Outlook Stable U.S. SECURITY: Moody's Affirms B3 CFR, Outlook Stable U.S. SECURITY: S&P Affirms 'B' CCR, Outlook Stable UCI INTERNATIONAL: 341 Meeting of Creditors Set for July 8 UCI INTERNATIONAL: Court Orders Joint Administration of Cases UCI INTERNATIONAL: Seeks to Hire A&M, Designate Whittman as CRO ULTRA PETROLEUM: Committee Taps PJT Partners as Financial Advisor VANGUARD HEALTHCARE: Panel Taps CohnReznick as Financial Advisor VANGUARD HEALTHCARE: Taps Jobe Hastings, 3 Other Accountants VERTELLUS SPECIALTIES: 341 Meeting of Creditors Set for July 11 VERTELLUS SPECIALTIES: Wants to File Schedules by July 15 VISION SOLUTIONS: S&P Affirms Then Withdraws 'B-' CCR VISUALANT INC: Dale Broadrick Reports 22% Stake as of June 20 WATERPROOFING UNLIMITED: Taps Zalkin Revell as Bankruptcy Counsel WAYNE COUNTY, MI: Fitch Hikes Issuer Default Rating to BB+ WESTERN ENERGY: S&P Lowers CCR to 'B', Outlook Negative WILLMAN CONSTRUCTION: Hires Steven Campana as Accountant WINDSTREAM HOLDINGS: Egan-Jones Cuts FC Sr. Unsec. Rating to B- WRWM PARTNERSHIP: Hires Flynn Company as Real Estate Broker ZERGA PHIN-KER: Hartford Objects to Disclosure Statement ZOWAA INC: Taps Campbell & Coombs as Legal Counsel [*] Jessica McKinlay Joins Dorsey & Whitney's Bankruptcy Practice [^] Recent Small-Dollar & Individual Chapter 11 Filings ********* 440 WEST 164TH: Unit Holder Asks for Chapter 11 Trustee ------------------------------------------------------- Inna Khitterer, individually and as assignee of Lothar Kroll, Andreas Kroll, and Sergei Leontev on June 20, 2016, filed a motion asking the U.S. Bankruptcy Court for the Southern District of New York to order the appointment of a Chapter 11 trustee in the Chapter 11 case of 440 West 164th Street Housing Development Fund Corporation. A hearing on the Motion before Judge Robert D. Drain is scheduled for July 15, 2016, at 10:00 a.m. Objections are due on July 8, 2016, at 5:00 p.m. Replies to objections are due July 13. "The facts and circumstances of this case demonstrate that a Chapter 11 trustee is warranted here and necessary to protect parties-in-interest, particularly the interests of the Debtor's equity holders who are the owners of units at the Debtor's premises (the "Unit Holders") who have been ill-informed, in fact misinformed, about a bankruptcy process being overseen by the Debtor's purported Board president, Mark Schwartz ("Schwartz"), and his long-time business partner, David Goldwasser ("Goldwasser"), that is aimed at displacing Unit Holders from their homes at prices substantially below fair market value. In this regard, Movant's easily obtained appraisal demonstrates that the Debtor's property is worth more than double the amount of Schwartz's proposed plan "estimate"," counsel to Movant, David Y. Wolnerman, Esq., at White & Wolnerman, PLLC, explains. In the Motion, Movant claims that: * The purported transfer of Movant's interests in the Debtor to Schwartz through his entity FIA 164th Street Holdings LLC ("FIA") was never consummated and, therefore, Schwartz, holding no ownership in the Debtor, is not authorized to serve as a Board member. * The board is comprised of members who are not eligible to vote or serve as members of the Board under the Debtor's by-laws because Schwartz/FIA and various unit holders were more than two months in arrears at the time of election which bars them from serving on, or voting for, the Board. * The issue of who has corporate authority to act on behalf of the Debtor has yet to be resolved. On May 18, 2015, Movant commenced an adversary proceeding seeking a declaration that the Nov. 10, 2014 Board election placing Schwartz in his current role was invalid and void ab initio, because the members purportedly elected were not authorized to serve on the Board (the "Adversary Proceeding"). This matter has languished due to multiple adjournments of the hearing on the Debtor's motion to dismiss. * Schwartz's long-time business partner, Goldwasser, is the principal of SAC492 071714, LLC ("SAC"), a purported secured creditor and the lender under Schwartz's proposed Plan. SAC's purported secured claim is questionable and, at the very least the claim should be subject to further discovery and, potentially, objection. * The various conflicts of interest among the Debtor's proposed counsel have been hidden from unit holders. For example, Efrem Schwalb, Esq., of Koffsky Schwalb, LLC, has filed a notice of appearance and a motion to dismiss the aforementioned adversary proceeding on behalf of the Debtor. Mr. Schwalb, however, is also of-counsel to the law firm Goldberg & Rimberg, PLLC who are the attorneys for SAC (Mr. Goldwasser's entity) in this case. Based upon the foregoing, Movant submits that this case is being administered for the sole benefit of the Schwartz Parties and to the extreme detriment of Unit Holders by a purported Board that is without authority to act on behalf of the Debtor. Movant avers that the purported Board should not be allowed to continue to administer this estate and a Chapter 11 trustee should be appointed in its stead. Attorney for Movant: WHITE & WOLNERMAN, PLLC David Y. Wolnerman, Esq. 950 Third Ave., 11th Floor New York, New York 10022 Tel: (212) 308-0667 Fax: (212) 308-7090 E-mail: dwolnerman@wwlawgroup.com 440 West 164th Street Housing Development Fund Corporation sought Chapter 11 protection (Bankr. S.D.N.Y. Case No. 15-10817) on May 31, 2015. Mark A. Frankel, Esq., at Backenroth Frankel & Krinsky, LLP, serves as counsel to the Debtor. The Debtor, a Single Asset Real Estate, disclosed $3.5 million in assets and $1.7 million in debt. The petition was signed by Mark Schwartz, officer. A GREENER GLOBE: Russell Burbank Named Ch. 11 Trustee ----------------------------------------------------- The U.S. Bankruptcy Court for the Eastern District of California approved the U.S. Trustee's selection of Russell K. Burbank as Chapter 11 trustee in the Chapter 11 case of A Greener Globe. Mr. Burbank will have all the powers of a trustee under 11 U.S.C. Sec. 1106(a). Compensation will be determined pursuant to 11 U.S.C. Sec. 327, 330, and 331, as applicable when sought by separate application on notice required by the Federal Rules of Bankruptcy Procedure. Tracy Hope Davis, U.S. Trustee for Region 17, said that to the best of her knowledge, Russell K. Burbank has no connection with the Debtor, the creditors, or any other parties-in-interest in the case. On May 25, 2016, the Court entered an order directing the appointment of a Chapter 11 trustee. A Greener Globe sought Chapter 11 protection (Bankr. E.D. Cal. Case No. 16-21900) on March 28, 2016. ALFRED RAYMOND LAPETER: Aug. 3 Plan Confirmation Hearing -------------------------------------------------------- Judge Brenda Moody Whinery of the U.S. Bankruptcy Court for the District of Arizona approved the Amended Disclosure Statement filed on March 19, 2015, explaining Alfred Raymond Lapeter's plan of reorganization and fixed August 3, 2016, at 11:00 A.M., as the initial confirmation hearing. The last day for filing and serving written objections to Confirmations of the Plan is fixed at five business days prior to the hearing date set for Confirmation of the Plan. The written report by the proponent, as required by Local Bankruptcy Rule 3018(c), is to be filed three business days prior to the hearing date set for Confirmation of the Plan. The bankruptcy case is In re: ALFRED RAYMOND LAPETER, Debtor, Case No. 4:14-BK-04278-BMW (Bankr. D. Ariz.). The Debtor is represented by: Gerald K. Smith, Esq. John C. Smith, Esq. GERALD K. SMITH AND JOHN C. SMITH LAW OFFICES, PLLC ATTORNEYS AT LAW 6720 E. Camino Principal, Suite 203 Tucson, AZ 85715 Tel: (520) 722-1605 Fax: (520) 722-9096 Email: gerald@smithandsmithpllc.com john@smithandsmithpllc.com ALLIED FINANCIAL: Taps Javier A. Feliciano as Special Counsel ------------------------------------------------------------- Allied Financial Inc. seeks approval from the U.S. Bankruptcy Court for the District of Puerto Rico to hire Javier A. Feliciano Guzman, PSC as its special counsel. The Debtor tapped the firm to provide notarial services in connection with the judicial sale of Carlos Calero Recio and The Reef Harbor Inc. properties. The Debtor will pay the firm $1,935 in connection with the preparation and execution of documents pertaining to the deed of judicial sale of The Reef Harbor property, and $1,660 for the Recio property. Payments will be made at the time of the closing, according to court filings. Javier Feliciano Guzman disclosed in a court filing that his firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Javier Feliciano Guzman, Esq. Javier A. Feliciano Guzman, PSC 322 De Diego Avenue, Suite 302 San Juan, PR 00920-2223 Tel: 787-625-2550 Fax: 787-625-2555 Email: jfg@jfg-law.com About Allied Financial Allied Financial, Inc. filed a Chapter 11 bankruptcy petition (Bankr. D.P.R. Case No. 16-00180) on Jan. 15, 2016. The petition was signed by Rafael Portela, president of the Board of Directors. The Debtor disclosed total assets of $10.3 million and total debts of $9.14 million. C. Conde & Assoc. represents the Debtor as counsel. Judge Mildred Caban Flores has been assigned the case. AMERIGAS PARTNERS: Fitch Rates Sr. Unsecured Note Offering 'BB' --------------------------------------------------------------- Fitch Ratings has assigned a 'BB/RR3' rating to AmeriGas Partners, LP's (APU) senior unsecured note offering. The notes are being co-issued with AmeriGas Finance Corp. Proceeds are expected to be used to fund a tender for all callable debt and for general partnership purposes. Fitch believes the proposed debt tender transaction to be marginally positive for APU, with the potential for modest interest savings and the extension of maturities. Fitch's Long-Term Issuer Default Rating (IDR) for APU and its fully guaranteed financing co-borrower, AmeriGas Finance Corp. is 'BB'. The Rating Outlook is Stable. APU's ratings reflect the underlying strength and size of its retail propane distribution network, broad geographic reach, adequate credit metrics, and proven ability to manage unit margins under various operating conditions. APU's financial performance remains sensitive to weather conditions and general customer conservation, and the partnership must continue to manage volatile supply costs and customer conservation. Fitch believes APU management has exhibited its ability and intent to maintain a stable balance sheet and consistent credit metrics even in the face of varying market conditions and growth through acquisitions. APU has proven adept at managing operating costs, distribution policies, and integrating acquisitions. KEY RATING DRIVERS Scale of Business: APU is the largest retail propane distributor in the country, providing it with significant customer and geographic diversity. This broad scale and diversity helps to dampen the weather related volatility of cash flows. APU is the largest retail propane distributor in the United States with an estimated 15% market share serving approximately 2 million customers. AmeriGas has approximately 2,000 locations in all 50 states. Retail gallon sales are fairly evenly distributed by geography limiting the impact that unseasonably warm weather could have on a regional basis. High Degree of Seasonality: APU is highly seasonal and very dependent on the winter heating season. A high percentage of earnings are derived in the first two quarters of each fiscal year (September fiscal year-end). With an abnormally warm 2015 and first quarter of 2016 (1Q2016), Fitch expects current year EBITDA to be negatively impacted. The cylinder exchange business affords some seasonal diversity, and national accounts are a steady year round earnings provider. However, weather this past winter nationwide was much warmer than normal, which will weigh on 2016 results. Customer Conservation/Attrition: Fitch's primary concern about the retail propane industry continues to be customer conservation and attrition. Customer conservation and switching to electric heat reduces propane demand during high usage periods. Recent propane price declines and expectations for some price stability at or near current low levels have alleviated some conservation demand destruction and helped APU lower its bad debt expense. Electricity remains the largest competing heat source to propane, but customer migration to natural gas remains a longer-term competitive factor as natural gas utilities look to build out systems to serve areas previously only served by propane and electricity providers. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Retail and wholesale sales consistent with recent history; -- Retail and wholesale pricing consistent with current pricing for 2016 rising modestly (approximately 2% per year) in the outer years; -- Growth and maintenance capital spending of between $105 million and $115 million annually. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to positive rating action include: -- If leverage (debt/EBITDA) were to improve to between 3.0x to 3.5x on a sustained basis and distribution coverage were expected to remain 1.1x or above on a sustained basis, Fitch would consider a positive ratings action. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Leverage above 4.5x times on a sustained basis, with distribution coverage below 1.0x would likely lead to a rating downgrade. -- Accelerating deterioration in declining customer, margin and or volume trends could lead to a negative ratings action. LIQUIDITY Liquidity is adequate, and maturities are manageable. APU's liquidity is supported by a $525 million revolving credit facility that is typically used to fund any short-term borrowing needs. APU's short-term borrowing needs are seasonal and are typically greatest during the fall and winter heating-season months due to the need to fund higher levels of working capital. Availability under the revolver at March 31, 2016 was $396.7 million. The offering and the proposed tender is expected to push any significant maturities at APU out to 2022, alleviating near-term refinancing risks. Fitch does not expect APU to require any external financing and leverage should remain fairly constant between 3.5x and 4.0x (debt/EBITDA). Fitch currently rates APU as follows: AmeriGas Partners, L.P./AmeriGas Finance Corp. -- Long-term IDR 'BB'; -- Senior unsecured debt 'BB/RR3'. The Rating Outlook is Stable. AMERIGAS PARTNERS: Moody's Assigns Ba3 Rating on $1.35BB Notes -------------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to AmeriGas Partners, L.P.'s proposed $1.35 billion of new senior unsecured notes. AmeriGas' other ratings and the stable outlook were unchanged. Net proceeds from this offering will be used to fully redeem the 2019, 2020 and 2021 notes. Simultaneous with this debt offering, AmeriGas has launched a tender offer for the 2019, 2020 and 2021 notes that have a combined $1.27 billion principal amount outstanding. If any of the existing notes are not tendered, then AmeriGas would promptly call such notes using the proceeds of this offering. "This is a leverage neutral transaction," said Sajjad Alam, Moody's AVP-Analyst. "However, the new eight and ten year notes will significantly improve AmeriGas' debt maturity profile." Issuer: AmeriGas Partners, L.P. Assignments: Senior Unsecured Regular Bond/Debenture due 2024, Assigned Ba3, LGD4, 60% Senior Unsecured Regular Bond/Debenture due 2026, Assigned Ba3, LGD4, 60% RATINGS RATIONALE The proposed unsecured notes will all rank equally in right of payment and were assigned a Ba3 rating, a notch below the Ba2 Corporate Family Rating (CFR), given the significant size of the secured credit facility in AmeriGas' capital structure. The existing 7% 2022 notes will continue to be rated Ba2, one notch above the new notes, for having a Contingent Residual Support Agreement with Energy Transfer Partners. L.P., a Baa3 rated entity. AmeriGas' Ba2 CFR reflects its leading market position in the US propane distribution industry, broad geographic footprint in the US, and increasing but manageable leverage profile. The CFR also considers the seasonal and volatile nature of propane sales, the challenging dynamics of the propane distribution industry, which is fragmented, highly competitive and slowly declining, and the Master Limited Partnership (MLP) legal structure, which requires high cash payouts to unitholders. The stable outlook reflects AmeriGas' diversified and leading market position in propane distribution and its manageable leverage profile. If AmeriGas is able to sustain a debt/EBITDA ratio below 3.5x and remain committed to the lower leverage threshold, an upgrade could be considered. If the debt/EBITDA ratio exceeds 5x, the rating could be downgraded. Any material debt funded acquisitions or distributions would also pressure the CFR. The principal methodology used in this rating was the Global Midstream Energy published in December 2010. AmeriGas Partners, L.P. is a publicly traded master limited partnership that is the largest retail propane distributor in the United States based on volumes of propane distributed annually. AMSCO STEEL: Liquidating Plan Says Creditor Recoveries Unknown -------------------------------------------------------------- AMSCO Steel Company, LLC, and Pyndus Steel & Aluminum Co., Inc., filed with the U.S. Bankruptcy Court for the Northern District of Texas, Fort Worth Division, a first amended joint Chapter 11 plan of liquidation and accompanying disclosure statement following the sale of substantially all of their assets to DFW Steel, LLC. The Debtors and DFW Steel closed the sale on October 30, 2015. As a result of the sale, $2,173,983 in proceeds were paid to Meridian, leaving an alleged deficiency of less than $60,000 allegedly owed to Meridian Bank Texas. Marquette received $268,245 in proceeds. The remaining net sale proceeds of $43,477 were deposited in the IOLTA Trust account of Forshey & Prostok in accordance with the sale order. The Plan, which is co-proposed by the Official Committee of Unsecured Creditors, intends to pay general unsecured creditors their pro rata share of the proceeds deposited into the post-confirmation trust, subordinate to all payments required to be made to holders of allowed administrative and priority claims. The estimated amount of general unsecured claims is $6,280,000. A full-text copy of the First Amended Disclosure Statement is available at http://bankrupt.com/misc/txnb15-43239-216.pdf The Debtors are represented by: J. Robert Forshey, Esq. Matthew G. Maben, Esq. FORSHEY & PROSTOK LLP 777 Main St., Suite 1290 Fort Worth, TX 76102 Tel: (817) 877-8855 Fax: (817) 877-4151 Email: bforshey@forsheyprostok.com mmaben@forsheyprostok.com The Committee is represented by: Paul J. Labov, Esq. Michael G. Menkowitz, Esq. FOX ROTHSCHILD LLP 100 Park Avenue, 15th Floor New York, NY 10017 Tel: (212) 878-7900 Fax: (212) 692-0940 Email: plabov@foxrothschild.com mmenkowitz@foxrothschild.com About AMSCO Steel Company, LLC Before ceasing operations, AMSCO Steel Company, LLC, and Pyndus Steel & Aluminum Co., Inc., were suppliers and processors of steel products for a wide variety of customers throughout the United States and Mexico. AMSCO was formed in 1952 and was located in Fort Worth, Texas. AMSCO and Pyndus ceased operations on Oct. 30, 2015 and terminated all employees. AMSCO Steel and Pyndus Steel & Aluminum Co., Inc., sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 15-43239) on Aug. 10, 2015. The cases are assigned to Judge Russell F. Nelms. In September 2015, the Debtor filed its schedules, disclosing $3,758,449 in assets and $8,663,523 in debt. The Debtors won approval to hire Forshey & Prostok, LLP, in Forth Worth, Texas, as counsel; SSG Advisors, LLC and Chiron Financial Group as investment bankers; Bourland, Wall & Wenzel, P.C., as special litigation counsel; and Mark M. Jones & Associates, P.C., as outside accountants. The Creditors Committee won approval to hire David Grant Crooks of Fox Rotschild LLP, as counsel; and Calderone Advisory Group, LLC, as financial advisor. ANTONIO LUNA: Aug. 11 Plan Confirmation Hearing ----------------------------------------------- Judge Julia W. Brand of the U.S. Bankruptcy Court for the Central District of California, Los Angeles Division, approved Antonio Luna's second amended revised disclosure statement and scheduled August 11, 2016, 10:00 a.m., as plan confirmation hearing. July 18 is set as the deadline for creditors to submit ballots on the Debtor's Second Amended Revised Plan of Reorganization and the last day for filing written objections to confirmation of the Plan. August 1 is the last day for the Debtor to file a ballot tally, memorandum of points and authorities, and declarations in support of confirmation of the Debtor's Second Amended Revised Plan. The bankruptcy case is In re ANTONIO LUNA, Debtor-in-Possession, Case No.: Case No. 2:15-bk-14814-WB (Bankr. C.D. Cal.). The Debtor is represented by: Jeffrey V. Hernandez, Esq. HERNANDEZ LEGAL GROUP, A.P.C. 1000 E. Walnut Street, Suite 233 Pasadena, CA 91106 Tel: (626) 502-7137 Fax: (888) 275-8329 Email: jhernandez@hernandezlegalgroup.com APOSTOLIC FAITH MISSION: Taps Milledge Law Firm as Legal Counsel ---------------------------------------------------------------- Apostolic Faith Mission seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire The Milledge Law Firm PLLC as its legal counsel. Apostolic Faith Mission tapped the firm to provide legal advice about its powers and duties as a debtor-in-possession; prepare all pleadings; and negotiate and file a potential plan of arrangement satisfactory to the Debtor's estate and creditors. Samuel Milledge, Esq., at The Milledge Law Firm, has been designated as attorney-in-charge who will be responsible for the representation of the Debtor. He will be paid $350 per hour. The hourly rate for the firm's associates ranges from $125 to $175 while the hourly rate for law clerks and legal assistants ranges from $60 to $75. Mr. Milledge 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: Samuel L. Milledge The Milledge Law Firm PLLC 2500 East T.C. Jester Blvd. Suite 510 Houston, Texas 77092 Phone: (713) 812-1409 Facsimile: (713) 812-1418 Email: milledge@milledgelawfirm.com About Apostolic Faith Mission Apostolic Faith Mission sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-32943) on June 7, 2016, saying it has under $1 million in both assets and liabilities. ARBOR PHARMACEUTICALS: Moody's Assigns B1 CFR, Outlook Stable ------------------------------------------------------------- Moody's Investors Service assigned a B1 Corporate Family Rating and B1-PD Probability of Default Rating to Arbor Pharmaceuticals, LLC. Moody's also assigned a B1 rating to the proposed $575 million senior secured bank credit facility. The proceeds of the term loan, along with cash on hand, will be used to fund the pending acquisition of XenoPort, Inc. for approximately $467 million. The outlook is stable. This is the first time that Moody's has rated Arbor. Ratings assigned: Corporate Family Rating at B1 Probability of Default Rating at B1-PD $500 million senior secured term loan at B1 (LGD 3) $75 million revolving credit facility at B1 (LGD 3) The outlook is stable. RATINGS RATIONALE The B1 Corporate Family Rating reflects Arbor's small size, both on an absolute basis and relative to larger players in the pharmaceutical industry -- with estimated 2015 pro forma revenue of less than $500 million after the acquisition of Xenoport. The rating is also constrained by the company's revenue concentration in certain legacy products, which Moody's anticipates will face increasing generic competition over the next several years. The rating also reflects the risk that Arbor will not be able to successfully execute on its strategy of growing volumes in its branded portfolio of drugs and launching new drugs in its generic business. Historically, the vast majority of Arbor's growth has been through acquisitions and price increases on its legacy drugs. The B1 rating is supported by Arbor's modest financial leverage, with adjusted debt/EBITDA of approximately 3.0x, including estimated synergies from the Xenoport transaction. The ratings are also supported by Moody's expectation of strong free cash flow, with free cash flow to debt of at least 15%, supported by high gross margins and minimal capital expenditure requirements. Notwithstanding expected declines in Arbor's legacy business, Moody's believes Arbor has good growth prospects. This is due to Arbor's late 2015 acquisition of Sklice, several recent branded product approvals (including Otovel and Cetylev) and a pipeline of potential generic drug launches filed with the FDA. All of Arbor's key promoted branded products have long patent lives and/or orphan drug exclusivity. The rating is also supported by Moody's expectation of strong liquidity. The stable outlook reflects Arbor's strong credit metrics and cash generation abilities, which Moody's balances against its expectation that the company will remain small, with product concentration, over the next 12-18 months. Moody's could upgrade the ratings if Arbor successfully integrates Xenoport, demonstrates a track record of sustained organic growth through new product launches and volume growth, and increases size and product diversity. Further, if Moody's expects the company to maintain adjusted debt to EBITDA below 2.5x the ratings could be upgraded. Moody's could downgrade the ratings if the company's revenue or profit margins deteriorate due to increased competition or other challenges on key products. Specifically if Moody's expects adjusted debt to EBITDA to be sustained above 4.0x, the ratings could be downgraded. Further, a weakening of liquidity, rising legal or regulatory risk or acquisitions that materially add leverage could also lead to a downgrade. Arbor is a US-based specialty pharmaceutical company that sells a portfolio of branded drugs in the cardiology, hospital, and pediatric areas. Arbor also sells antibiotic products and has a small, but growing generic drug division. The company is owned primarily by KKR, Chairman Jason Wild and his funds, management and Dr. Allen Chao's ARCH Healthcare Fund. The principal methodology used in these ratings was that for the Global Pharmaceutical Industry published in December 2012. ARBOR PHARMACEUTICALS: S&P Assigns 'BB-' CCR, Outlook Stable ------------------------------------------------------------ S&P Global Ratings said it assigned its 'BB-' corporate credit rating to Arbor Pharmaceuticals Inc. The outlook is stable. S&P also assigned a 'BB-' issue-level rating and a '3' recovery rating to the subsidiary Arbor Pharmaceuticals LLC's senior secured facility. The '3' recovery rating indicates expectations of meaningful (50%-70%, in the lower half of the range) recovery in the event of a default. The 'BB-' corporate credit rating on specialty pharmaceutical company Arbor Pharmaceuticals, Inc. (Arbor) reflects the company's growing, but still narrow product portfolio of 21 marketed branded and generic and its limited track record of acquiring and integrating acquisitions, offset by leverage that S&P expects to stay below 4x. "Our stable outlook reflects expectations that Arbor will extend its relatively short track record of acquiring underpromoted products and subsequently reducing costs and increasing volumes," said Standard & Poor's credit analyst Matthew Todd. "We believe that Arbor will continue to acquire new branded products to expand its product portfolio in niche markets and estimate current acquisition capacity of about $250 million at this rating level." S&P could consider a downgrade if Arbor increased leverage above 4x for more than a year. Given current leverage levels, S&P sees considerable cushion for potential operating underperformance. This scenario is more likely the result of an acquisition of more than $250 million with negligible EBITDA impact in the next year. S&P could consider raising Arbor's rating if the company is able to outperform its expectations in integrating XenoPort, raising adjusted EBITDA margins in the mid to high-40% area and providing confidence that the company will be able to maintain above-average profitability. Arbor's upside is partially limited by the company's investor base, which S&P believes is incentivized to more aggressively manage the company through acquisitions. ARBOR REALTY: Egan-Jones Cuts Commercial Paper Rating to B ---------------------------------------------------------- Egan-Jones Ratings Company downgraded the commercial paper rating on debt issued by Arbor Realty Trust Inc to B from A3 on June 6, 2016. Arbor Realty Trust, Inc. is a specialized real estate finance company that invests in a diversified portfolio of structured finance assets in the multifamily and commercial real estate markets. ARMADA WATER: Taps Barnet B. Skelton as Conflicts Counsel --------------------------------------------------------- Armada Water Assets, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Barnet B. Skelton, P.C. The law firm will assist the Debtors in matters involving HII Technologies Inc., including a proposed settlement they recently entered into with Oxy, USA. McKool Smith PC, the Debtors' legal counsel, had represented HII Technologies when it filed bankruptcy in September last year and, therefore, cannot assist the Debtors in matters adverse to the company, according to court filings. The Debtors propose to pay the firm $500 per hour for its services. Barnet Skelton, Jr., Esq., disclosed in a court filing that he does not hold any interest adverse to the Debtors. About Armada Water Assets Armada Water Assets, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Lead Case No. 16-60056) on May 23, 2016. The petition was signed by Tom Breen, chief restructuring officer. The cases are pending joint administration before Judge David R. Jones under proposed Lead Case No. 16-60056. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. ARMADA WATER: Taps Olsen Skoubye as Special Counsel --------------------------------------------------- Armada Water Assets, Inc. and its affiliated debtors seek approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Olsen Skoubye & Nielson, LLC as their special counsel. The Debtors tapped the firm to represent them in various lawsuits in Utah and Colorado, one of which involves an alleged $831,000 lien on a real property. The attorneys who will primarily be providing the services and their hourly rates are: Conrad H. Johansen $325 Mark B. Thornton $250 Nathan D. Anderson $250 Mr. Johansen disclosed in a court filing that the firm does not represent any interest adverse to the Debtors. Olsen can be reached through: Conrad H. Johansen Olsen Skoubye & Nielson, LLC 999 E. Murray Holladay Road, Suite 200 Salt Lake City, Utah Phone: 801-365-1030 Direct: 801-365-1014 Email: Conrad@osnlaw.com About Armada Water Assets Armada Water Assets, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case Nos. 16-60056 to 16-60063) on May 23, 2016. The petition was signed by Tom Breen, chief restructuring officer. The cases are pending joint administration before Judge David R. Jones under proposed Lead Case No. 16-60056. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. ATLANTIC BROADBAND: Moody's Rates Sr. Secured Facility Ba3 ---------------------------------------------------------- Moody's Investors Service assigned a Ba3 rating to the senior secured credit facility of Cogeco Communications (USA) L.P. (formerly known as Acquisitions Cogeco Cable II, L.P.; d/b/a Atlantic Broadband or ABB). The $275 million credit facility, which consists of a $150 million revolving credit facility and a $125 million term loan A-3, was extended on May 31, 2016. The facility now matures in August 2019. Atlantic Broadband's B1 Corporate Family Rating (CFR), B1-PD Probability of Default Rating (PDR), and existing Ba3 senior secured rating remain unchanged. Assignments: Issuer: Cogeco Communications (USA) L.P. Senior Secured Bank Credit Facility, Assigned Ba3 (LGD3) RATINGS RATIONALE Atlantic Broadband's B1 corporate family rating is based on expectations of 4x-to-5x leverage of debt-to-EBITDA, relatively high given the company's modest scale and competitive market. Atlantic Broadband's solid operating margins, commitment to high quality network infrastructure and solid growth prospects support the rating. Sponsorship from the parent company, Cogeco Communications Inc. (d/b/a Cogeco, formerly Cogeco Cable), is also a positive credit factor. The principal methodology used in these ratings was Global Pay Television - Cable and Direct-to-Home Satellite Operators published in April 2013. Headquartered in Quincy, Massachusetts, Cogeco Communications (USA) L.P. serves approximately 246 thousand video, 243 thousand high speed data and 94 thousand phone subscribers across Western Pennsylvania, Maryland, Delaware, Miami Beach, Eastern Connecticut, and South Carolina in addition to providing commercial video, high speed data, and phone services within its footprint. Last twelve month fiscal revenue, ended February 2016, was approximately $425 million. ABB is an indirect, wholly-owned subsidiary of Cogeco Communications Inc. (not rated), a public traded Canadian cable operator based in Montreal, Quebec. Cogeco provides residential customers in Ontario and Quebec with television, high speed Internet, and telephony services and also provides advanced communication solutions to commercial customers. In fiscal 2015, Cogeco reported annual revenue of approximately CAD 2 billion. BEVERLY SHEPARD: Unsecureds to Recoup 10% Under Plan ---------------------------------------------------- Beverly Shepard and Leon Benwar Shepard filed with the U.S. Bankruptcy Court for the Northern District of California a combined plan of reorganization and disclosure statement proposing to pay 10% of the allowed claims of general unsecured creditors in quarterly payments over 10 years. The general unsecured creditors are: Amount to Quarterly Creditor be Paid Payment -------- ------- --------- City of Sacramento $275.00 $6.88 County of Sacramento $100.00 $2.50 Internal Revenue Service $431.31 $10.78 General unsecured creditors Sallie Mae ECFC, holding a $39,970 claim, and Ocean Harbor House Homeowners Association, holding a $46,200 claim, will be paid in full. Secured creditor Bank of New York Mellon, as trustee for CWALT, Inc., Trust 2006 OA2, will be paid $2,951.19 through 360 equal monthly payments. The Debtor will pay the approximately $178,024 "balloon payment" concurrently with the last payment of the monthly payments. Secured creditor U.S. Bank National Association, as trustee for the LXS 2006-16N, will be paid $1,358.16 per month for 360 months, and a one-time $66,764.15 balloon payment upon maturity. A full-text copy of the Disclosure Statement is available at http://bankrupt.com/misc/canb13-52321-238.pdf Beverly Shepard (Bankr. N.D. Calif. Case No. 13-52321) filed a Chapter 11 Petition on April 28, 2013. Ms. Shepard is in the real estate loan brokerage business. BFN OPERATIONS: To Employ Gardere Wynne as Bankruptcy Counsel ------------------------------------------------------------- BFN Operations LLC, et al., seek permission from the Bankruptcy Court to employ the law firm of Gardere Wynne Sewell LLP to serve as their counsel in the Chapter 11 cases. The professional services that Gardere will render to the Debtors include, without limitation, the following: a. To advise the Debtors of their powers and duties in the management of their businesses; b. To attend meetings and negotiate with representatives of creditors and other parties in interest; c. To assist the Debtors in the preparation of all administrative documents required to be filed or prepared, and to prepare, on behalf of the Debtors, all necessary applications, motions, answers, responses, orders, reports and other legal documents; d. To assist the Debtors in obtaining Court approval for use of cash collateral or debtors-in-possession financing and other negotiations with secured creditors; e. To take such action as is necessary to preserve and protect the Debtors' assets and interests, including prosecuting actions on the Debtors' behalf, defending any action commenced against the Debtors, and representing the Debtors' interests in negotiations concerning litigation in which the Debtors are involved, including objections to claims filed against the estate; f. To advise the Debtors in connection with any potential sale of assets; g. To assist the Debtors in the formulation of a disclosure statement and in the formulation, confirmation, and consummation of a Chapter 11 plan; h. To appear before the Court, any appellate courts and the United States Trustee and protect the interests of the Debtors and the assets in their estates before such courts and the United States Trustee; i. To consult with the Debtors regarding tax matters; and j. To perform any and all other legal services that may be necessary to protect the rights and interests of the Debtors and their estates in this proceeding and any actions commenced in the Chapter 11 cases. As of the Petition Date, Gardere held a retainer in the amount of $150,000 for its services. The Retainer is still held in trust by Gardere. Gardere will not apply the Retainer without further order of the Court. Additionally, Gardere has been compensated for services provided to the Debtors prior to the Petition Date in the ordinary course in the amount of $302,176. Subject to the Court's approval, the Debtors propose to pay Gardere at its standard hourly rate for services rendered plus reimbursement of actual and necessary expenses. As of April 1, 2016, the current standard hourly rates for the attorneys that have been designated to represent the Debtors in these Chapter 11 cases and their current standard hourly rates include, without limitation, the following: Name Position Hourly Rates ---- -------- ------------ Holland N. O'Neil Partner $825.00 Marcus A. Helt Partner $635.00 Michael S. Haynes Partner $590.00 Mark C. Moore Associate $400.00 Matthew J. Pyeatt Associate $330.00 It is Gardere's policy to charge its clients in all areas of practice for all other out-of-pocket expenses incurred in connection with the clients' cases. The expenses charged to clients include, among other things, telephone and telecopier toll and express-mail and mass-mail postage charges, special or hand-delivery charges, photocopying charges, travel expenses, expenses for computerized research, transcription costs, and other non-ordinary overhead expenses. Gardere disclosed it currently represents and formerly represented certain creditors of the Debtors or entities associated with said creditors. All such representations have been in matters unrelated to the Debtors and the bankruptcy case. Pursuant to the 2013 Fee Guidelines for Attorneys in Larger Chapter 11 cases, Gardere declares that: (a) It has agreed to charge the Debtors its standard rates. Standards rates are, however, adjusted at time to reflect economic or other conditions. (b) No professionals included in this engagement vary their rate based on geographic location of the bankruptcy case. (c) Gardere began representing the Debtors in late 2014 in connection with the exploration and consideration of strategic restructuring alternatives. During that time, Holland N. O'Neil, as primary timekeeper on the engagement, provided services on a discounted hourly rate of $700 per hour. At the time the exploration of strategic alternatives became more focused, the terms of the engagement with Gardere were amended to provide that all timekeepers would charge the standard hourly rates of $825. (d) The Debtors have approved a prospective budget and staffing plan for the period of the Petition Date through Sept. 30, 2016. Gardere represents it is a "disinterested person," as that phrase is defined in Section 101(14) of the Bankruptcy Code as modified by Section 1107(b) of the Bankruptcy Code. About BFN Operations BFN Operations LLC and four of its subsidiaries each filed a voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Tex. Lead Case No. 16-32435) on June 17, 2016, estimating assets and liabilities in the range of $100 million to $500 million. Judge Barbara J. Houser is assigned to the cases. Operating under the name Zelenka Farms, the Debtors are wholesale growers and distributors of container-grown shrubs, trees, perennials, roses, and groundcovers. Zelenka was founded in 1993 under the name The Berry Family of Nurseries. Zelenka employs approximately 1,600 people to operate its six facilities totaling 3,577 acres across the key growing regions in the United States. Zelenka owns farms in Oregon and the Vaughn Lane farm in Tennessee, and leases farms in Oklahoma, Michigan, North Carolina, and the Short Mountain farm in Tennessee. With approximately $130 million in annual sales, Zelenka claims to represent approximately six percent of the $2.2 billion wholesale nursery products industry and is one of only five competitors exceeding $100 million in sales. The Debtors have engaged Gardere Wynne Sewell LLP as counsel, CDG Group, LLC as chief restructuring officer provider, Imperial Capital, LLC as investment banker, and Upshot Services LLC as noticing, claims and balloting agent. BILL BARRETT: Egan-Jones Cuts FC Sr. Unsecured Rating to C ---------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Bill Barrett Corp to C from CCC on June 7, 2016. EJR also lowered the Company's commercial paper rating to D from C. Bill Barrett Corporation is an energy company based in Denver, Colorado. Its core business is natural gas and oil exploration and development in the Rocky Mountains region of the United States. BIND THERAPEUTICS: Announces Resignation of Polaris Directors ------------------------------------------------------------- BIND Therapeutics, Inc., on June 17, 2016, announced the resignations of Amir Nashat, managing partner at Polaris Partners, and Amy Schulman, venture partner at Polaris Partners and chief executive officer at Arsia Therapeutics and Lyndra Therapeutics, from BIND's Board of Directors. The resignations of Dr. Nashat and Ms. Schulman are not a result of any dispute with the Company and were tendered in order to avoid a potential conflict of interest related to BIND's current review of financial and strategic alternatives. In conjunction with these resignations, BIND's Board of Directors has withdrawn Dr. Nashat as a nominee for election to the Board at the Company's annual meeting of stockholders to be held on June 21, 2016 and has reduced the size of the Board from nine to seven members. BIND Therapeutics initiated voluntary Chapter 11 bankruptcy protection on May 1, 2016 and is actively evaluating potential financial and strategic alternatives, which may include raising additional capital, licensing or divesting some of the Company's proprietary technologies, or selling the company. BIND plans to continue its development and collaboration activities in accordance with its current innovative medicines strategy throughout the Chapter 11 process. About BIND Therapeutics BIND Therapeutics is a biotechnology company developing novel targeted therapeutics, primarily for the treatment of cancer. BIND Therapeutics, Inc., aka BIND Biosciences, Inc., and BIND Biosciences Security Corporation filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11084 and 16-11085) on May 1, 2016. Peter M. Gilhuly, Esq., Kimberly A. Posin, Esq., and Adam E. Malatesta, Esq., at Latham & Watkins LLP, and John Henry Knight, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., serve as Chapter 11 counsel. The Debtors' financial advisor is Cowen and Company, LLC. Prime Clerk LLC serves as claims and noticing agent. In its petition, the Debtors estimated $10 million to $50 million in both assets and liabilities. The petitions were signed by Andrew Hircsh, president and chief executive officer. BON-TON STORES: Terminates Purchase Agreement With United Trust --------------------------------------------------------------- The previously announced Agreement of Purchase and Sale by and between The Bon-Ton Stores, Inc., acting through subsidiary entities, and United Trust Fund Limited Partnership, dated June 1, 2016, relating to a sale and leaseback by Bon-Ton of a real estate portfolio comprised of three retail department store locations, has been terminated, prior to due diligence period under the Agreement, effective June 16, 2016. Bon Ton will continue to explore all appropriate options relating to these three stores and the remainder of its real estate portfolio, as disclosed in a regulatory filing with the Securities and Exchange Commission. About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 270 stores, which includes nine furniture galleries and four clearance centers, in 26 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson's, Elder-Beerman, Herberger's and Younkers nameplates. The stores offer a broad assortment of national and private brand fashion apparel and accessories for women, men and children, as well as cosmetics and home furnishings. For further information, please visit the investor relations section of the Company's Web site at http://investors.bonton.com. Bon-Ton Stores reported a net loss of $57.05 million on $2.71 billion of net sales for the fiscal year ended Jan. 30, 2016, compared to a net loss of $6.97 million on $2.75 billion of net sales for the fiscal year ended Jan. 31, 2015. As of April 30, 2016, Bon-Ton had $1.51 billion in total assets, $1.51 billion in total liabilities, and a $1.25 million total shareholders' deficit. * * * As reported in the TCR on Dec. 4, 2015, Moody's Investors Service downgraded Bon-Ton Stores's Corporate Family Rating to Caa1 from B3. The company's Speculative Grade Liquidity rating was affirmed at SGL-2. The rating outlook is stable. The downgrade considers the continuing and persistent negative pressure on Bon-Ton's revenue and EBITDA margins which has been accelerating during the course of fiscal 2015. Standard & Poor's Ratings Services in December 2015 lowered its corporate credit rating Bon-Ton Stores to 'CCC+' from 'B-'. The outlook is negative. S&P said the downgrade reflects both Bon-Ton's weakening performance and our forecast for an unsustainable capital structure and "less than adequate" liquidity. BONNIE & CLYDES: Taps Sofranko Advisory Group as Broker ------------------------------------------------------- Bonnie & Clyde's Wexford, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Pennsylvania to hire Sofranko Advisory Group, LLC. The Debtor proposes to hire a broker in connection with the sale of its assets, including a Pennsylvania liquor license. Sofranko Advisory Group will receive a commission, which is 12% of the sales price. Ronald Sofranko, a principal at Sofranko Advisory Group, disclosed in a court filing that the firm has no connection with the Debtor or any of its creditors. The firm may be reached at: Ronald Sofranko Sofranko Advisory Group 6400 Brooktree Crt, Ste 200 Wexford, PA 15090 Tel: (724) 935-2151 http://www.sofrankoadvisors.com/ The Debtor can be reached through its counsel: Robert O. Lampl, Esq. Robert O. Lampl, Attorney at Law 960 Penn Avenue, Suite 1200 Pittsburgh, PA 15222 Tel: 412-392-0330 Fax: 412-392-0335 Email: rol@lampllaw.com About Bonnie & Clyde's Bonnie & Clyde's Wexford, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Pa. Case No. 16-21380) on April 11, 2016. The petition was signed by Mark E. Baranowski, shareholder. The case is assigned to Judge Gregory L. Taddonio. The Debtor estimated its assets at $100,000 to $500,000 and debts at $1 million to $10 million. BOOZ ALLEN: Moody's Affirms Ba2 CFR, Rates New 1st Lien Loans Ba2 ----------------------------------------------------------------- Moody's Investors Service has affirmed the Ba2 Corporate Family Rating of Booz Allen Hamilton, Inc. (BAH) and assigned a Ba2 rating to the company's planned first lien bank facility. Concurrently, the Speculative Grade Liquidity Rating has been lowered to SGL-2 from SGL-1. The rating outlook continues at stable. The planned first lien bank facility, among other revisions to the existing facility, extends maturities, augments covenant test thresholds and is debt neutral. RATINGS RATIONALE The Ba2 CFR reflects BAH's well-known consulting heritage which provides client intimacy, facilitates effective marketing, and has produced good scale with low contract concentration. The rating envisions debt/EBITDA in the low 3x range with funds from operation/debt just above 20%, supportive credit metrics and US defense outlays should annually grow in the low single digit percentages beginning in 2017. Special dividends will probably remain a feature of BAH's capital deployment, keeping free cash flow low versus other defense contractors at Ba2, but are unlikely to necessitate borrowing. Low free cash flow makes BAH more dependent on debt for acquisition spending. Historically the company achieved a good return level by focusing on organic growth but that approach may shift as consolidation within the defense services sector unfolds and competitors expand capabilities, economies of scale and agency breadth. The Speculative Grade Liquidity rating has been downgraded to SGL-2 from SGL-1, denoting good rather than strong liquidity. Moody's expect cash of around $150 million, less than in prior years, and near-term requirements include an $80 million deferred payment obligation. With the less robust cash balance envisioned, revolver borrowing is more likely with working capital growth and/or earnings seasonality. The stable rating outlook reflects the low growth expected for the US defense services market and a belief that BAH will unlikely borrow to fund shareholder rewards. The outlook incorporates some flexibility for bolt on acquisition spending that could raise leverage however. Upward rating momentum would depend on lower financial leverage, less reliance on US defense/intelligence agency funding, and higher cash liquidity. Debt/EBITDA sustained in the high 2x range, funds from operation to debt above 25%, a higher percentage of revenues from federal civilian and/or commercial/foreign government end markets, and cash closer to $300 million would likely accompany an upgrade. Downward rating pressure would follow debt/EBITDA rising to the high 3x range, funds from operation/debt descending toward 15%, or backlog losses. Diminished liquidity such as from covenant headroom pressure or ongoing revolver dependence would be credit negative as well. Issuer: Booz Allen Hamilton Inc. Assignments: Senior Secured Bank Credit Facility, Assigned Ba2 (LGD 3) Downgrades: Speculative Grade Liquidity Rating, Downgraded to SGL-2 from SGL-1 Affirmations: Probability of Default Rating, Affirmed Ba2-PD Corporate Family Rating , Affirmed Ba2 Outlook Actions: Issuer: Booz Allen Hamilton Inc. Outlook, Remains Stable The principal methodology used in these ratings was Global Aerospace and Defense Industry published in April 2014. Booz Allen Hamilton, Inc. is a provider of management and technology consulting and engineering services to governments in the defense, intelligence and civil markets, global corporations and not-for-profit organizations. Booz Allen is headquartered in McLean, Virginia, and reported revenues of approximately $5.4 billion for the fiscal year ended March 31, 2016. Carlyle owns about 11% of the outstanding common stock of the company. BOOZ ALLEN: S&P Affirms 'BB' CCR & Revises Outlook to Positive -------------------------------------------------------------- S&P Global Ratings said it affirmed its 'BB' corporate credit rating on McLean, Va.-based Booz Allen Hamilton Inc. and revised the outlook to positive from stable. S&P also assigned its 'BB' issue-level rating and '3' recovery rating to the company's secured first-lien debt, which consists of a $500 million revolver, a $1.04 billion term loan A, and a $541 million term loan B. The '3' recovery rating indicates S&P's expectation for meaningful (50% to 70%; higher half of the range) recovery of principal in the event of default. "Over the last several years, BAH has operated with leverage around 3x, while managing declining revenue and considerable dividend disbursements," said S&P Global Ratings credit analyst Peter Bourdon. "Our outlook revision to positive reflects our view that it will continue to operate at that level which is supported by the company's recent backlog growth and forecast for revenue growth, a reduced Carlyle equity ownership stake, and an established market position as a government service provider," he added. After three years of annual revenue declines, BAH reported 2.5% growth in fiscal 2016, with EBITDA margins remaining in the 11% to 12% range and free cash flow to debt of 12%. Growth in the company's backlog was supported primarily by an increase in the value of priced options and also by an increase in the unfunded backlog. The positive outlook reflects the company's solid operating performance that results in S&P's expectation for leverage to remain in the 3x area, if not lower, while still supporting shareholder returns. BREITBURN ENERGY: Section 341(a) Meeting Slated for July 14 ----------------------------------------------------------- A meeting of creditors under 11 U.S.C. Sec. 341(a) of Breitburn Energy Partners LP and its debtor-affiliates will take place on July 14, 2016, at 2:30 p.m., at the U.S. Bankruptcy Court, One Bowling Green, Room 511, New York, New York. This is the first meeting of creditors required under Section 341(a) of the Bankruptcy Code in all bankruptcy cases. All creditors are invited, but not required, to attend. This meeting of creditors offers the one opportunity in a bankruptcy proceeding for creditors to question a responsible office of the Debtor under oath about the company's financial affairs and operations that would be of interest to the general body of creditors. About Breitburn Energy Breitburn Energy Partners LP and 21 of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern District of New York on May 15, 2016, listing assets of $4.71 billion and liabilities of $3.41 billion. Breitburn Energy et al., are an independent oil and gas partnership engaged in the acquisition, exploitation and development of oil and natural gas properties, Midstream Assets, and a combination of ethane, propane, butane and natural gasolines that when removed from natural gas become liquid under various levels of higher pressure and lower temperature, in the United States. The Debtors conduct their operations through Breitburn Parent's wholly-owned subsidiary, Breitburn Operating LP, and BOLP's general partner, Breitburn Operating GP LLC. As of the Petition Date, the Debtors operate, or have working interests in approximately 11,900 gross operating oil and gas wells, and 7,921 net oil and gas wells. The Debtors own interests in approximately 705,597 net acres and had estimated proved reserves, as of Dec. 31, 2015, of 239.3 million barrels of oil equivalent of which approximately 54% was oil, 8% was NGLs, and 38% was natural gas. The Debtors maintain operational control over approximately 91% of their proved reserves. The Debtors' production in 2015 was 20.8 million barrels of oil equivalent, of which approximately 56% was oil, 9% was NGLs and 35% was natural gas. The Debtors have engaged Weil Gotshal & Manges LLP as counsel, Alvarez & Marsal North America, LLC as financial advisor, Lazard Freres & Co. LLC as investment banker, and Prime Clerk LLC as claims and noticing agent. The cases are pending before the Honorable Stuart M. Bernstein and are jointly administered under Case No. 16-11390. C.K. INVESTMENTS: Taps Johnson Law Offices as Special Counsel ------------------------------------------------------------- C.K. Investments, Inc. seeks approval from the U.S. Bankruptcy Court for the Northern District of Texas to hire Johnson Law Offices as its special counsel. The Debtor proposes to hire a special counsel in order to file eight different lawsuits seeking damages against Montoya Trucking and several others. Johnson Law Offices will receive reimbursement for work-related expenses and one-third of net recovery (after costs and expenses) as attorney's fees on each claim. J.W. Johnson disclosed in a court filing that the firm does not represent or hold any interest adverse to the Debtor or its bankruptcy estate. The firm can be reached through: J.W. Johnson Johnson Law Offices 125 S. Irving San Angelo, Texas 76903 Tel: (325) 659-2542 Fax: (325) 617-2250 Email: jlo@johnsonlawoffices.org The Debtor can be reached through its counsel: Ronald M. Mapel Attorney at Law 3119 Cumberland Dr. San Angelo, TX 76904 Tel: (325) 658-8579 Fax: (325) 655-1172 Email: mapel@suddenlinkmail.com About C.K. Investments C.K. Investments, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Texas Case No. 16-60008) on January 9, 2016. The petition was signed by Clayton Kenedy, president. The case is assigned to Judge Robert L. Jones. The Debtor estimated its assets at $0 to $50,000 and debts at $1 million to $10 million. CABLEVISION SYSTEMS: Fitch Cuts Issuer Default Rating to B+ ----------------------------------------------------------- Fitch Ratings has downgraded the Issuer Default Rating (IDR) assigned to Cablevision Systems Corporation (CVC) and its wholly owned subsidiary CSC Holdings, LLC (CSCH) to 'B+' from 'BB-'. In addition, Fitch has downgraded specific issue ratings assigned to CVC and CSCH as outlined at the end of this release. The ratings have been removed from Negative Watch and assigned a Negative Outlook. Approximately $8.4 billion of debt as of March 31, 2016 is affected by Fitch's rating action. Fitch said, “The downgrade of CVC's IDR is due to the leveraging nature of the Altice N.V. (Altice) acquisition of CVC (the transaction) for an enterprise value of $17.7 billion, including $8.4 billion of existing debt. Pro forma leverage for the transaction increases to 8.6x from 5.3x at March 31, 2016, excluding anticipated cost synergies. Pro forma leverage increases to 6.9x after considering realization of $450 million in cost synergies. Fitch expects EBITDA growth through cost synergy realization will likely be the main driver of leverage reduction. Although Altice stated it is targeting leverage between 5x and 5.5x for both CVC and Suddenlink (see below) on a combined basis, Fitch expects CVC will delever only to the mid-6x range over the next 24 months. We believe CVC will meet its stated leverage target only if it achieves the majority of Altice's anticipated synergies, which total $1.05 billion (consisting of $900 million in cost synergies and $150 million in capex synergies). In addition, Fitch expects that Cablevision's free cash flow generation as a percentage of debt will range in the low single digits during the rating horizon.” CVC will become an unrestricted subsidiary of Altice and will maintain a separate capital structure. Transaction financing consists of $6 billion of incremental debt assumed by CSCH and $3.3 billion of equity. Approximately 70% of the equity financing was contributed by Altice and the remaining 30% by BC Partners and Canada Pension Plan Investment Board. In October 2015, Altice's escrow subsidiary (Neptune Finco Corp.) also issued an additional $2.6 billion of debt that will be used to refinance $2 billion of outstanding term loans at CSCH and $480 million of term loans at Newsday, LLC, a CSCH subsidiary. The escrow subsidiary will merge into CSCH upon closing of the transaction and CSCH will assume the debt obligations. The Negative Outlook reflects uncertainty around the viability and timing of the potential synergies to drive EBITDA growth over the next 18 to 24 months, which will likely be the main source of deleveraging for CVC. The transaction represents Altice's second acquisition of a U.S. cable operator in the last six months. In December 2015, Altice officially entered the U.S. market after spending $9.1 billion to acquire a 70% ownership stake in Suddenlink Communications (Suddenlink), the seventh largest U.S. cable operator with approximately 1.5 million subscribers. KEY RATING DRIVERS -- The acquisition of CVC and Suddenlink by Altice will create the fourth largest MVPD operator in the U.S.; -- Although Altice has demonstrated its ability to achieve synergy targets at previous acquisitions, Fitch believes there is significant execution risk given that: 1) Altice is a new entrant to the U.S. market, 2) Altice has presented sizable synergies that may be difficult to realize entirely, and 3) it will not have contiguous operations that would benefit from scale efficiencies; -- Excluding synergies, pro forma leverage for the transaction increases to 8.6x from 5.3x at March 31, 2016. Significant Execution Risk: Altice's ability to manage the restructuring process and limit disruption to the company's overall operations is key to the success of the transaction. Altice's management anticipated $900 million of cost synergies after its initial announcement of the transaction, but later clarified that it expects to achieve $450 million of cost savings in the medium term. Fitch expects CVC to achieve $450 million of its anticipated cost synergies over a three-year period. However, Fitch believes there is significant execution risk in achieving the remaining $450 million of the aggregate $900 million. As such, Fitch has not incorporated any additional cost synergies into its forecast beyond the initial $450 million. In order to achieve its synergies, Altice will focus on eliminating excess corporate costs and on continuing investments in CVC's network to improve the quality of service offerings provided and significantly reduce network and operational costs of the business. CVC's dense network should allow the company to extract efficiencies in a quicker manner. Altice also believes it can eliminate excess IT, billing system and software costs through the combination of Cablevision and Suddenlink's operations. Intense Competitive Environment: Video and voice subscriber declines are largely attributed to intense competition and evolving media consumption patterns. Verizon Communications Inc. (Verizon) has been a source of significant competition for CVC, as Verizon's fiber network passes a significant portion of CVC's footprint. Additionally, CVC faces competition from Frontier Communications Corp. (Frontier) in its Connecticut footprint and from emerging OTT providers such as Netflix and Amazon.com, Inc.'s 'Prime'. Promotional package offerings from Verizon and Frontier will continue to pressure CVC's ability to maintain its current subscriber base and ARPU growth. However, network investments by Altice may position Cablevision to compete more effectively against its competitors. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for CVC include: -- CVC achieves $450 million of its anticipated cost synergies related to the acquisition over a three-year period. Specifically, the company realizes 67% of the $450 million annualized cost synergies within 18 months of the close of the transaction; -- CVC revenue growth in the low single digits, reflecting the maturity and high penetration rate of the company's services; -- FCF margin in the low single digits during 2016 and 2017 as FCF is hampered by $225 million of restructuring costs and higher interest expense. Margins are expected to increase to the mid-single digits starting in 2018 as synergies are fully realized. RATING SENSITIVITIES Future developments that may, individually or collectively, lead to a stabilization of the rating include: -- Sustained reduction of leverage to below 6.5x; -- Clear indications that pricing and cost reduction initiatives are producing desired revenue growth acceleration and ARPU growth such that EBITDA margins approach the low- to-mid-30s; -- Cablevision demonstrating that its operating profile will not materially decline in the face of competition from other cable operators and against OTT providers in the evolving media landscape. Negative ratings actions would likely coincide with: -- If the company does not present a credible deleveraging plan and leverage remains above 6.5x after an 18-24-month timeframe; -- The company is unable to sustain FCF margins in the mid-single digits; -- EBITDA margins remain weak compared to peer group or as a result of CVC's inability to realize synergies. LIQUIDITY Fitch considers CVC's liquidity position and overall financial flexibility to be adequate given the current rating. Liquidity is supported by cash on hand totalling $934 million as of March 31, 2016 and $1.4 billion of available borrowing capacity from CSCH's $1.5 billion revolver expiring April 2018. Following the close of the transaction, the current revolver will be replaced with a $2 billion revolver expiring October 2020. The $2 billion of secured term loans currently outstanding at CSCH will be repaid at the close of the transaction and CSCH will assume $3.8 billion of secured term loans due 2020 that were previously issued at Altice's escrow subsidiary. The new term loans and revolver eliminate the financial covenants under the old credit facility. Going forward, the only financial covenant will be under the new revolver that limits net senior secured leverage to no more than 5x. The financial covenant will be tested only if there are outstanding borrowings under the new revolver. Pro forma for the closing of the transaction and excluding $1.2 billion of monetized indebtedness outstanding at March 31, 2016, Fitch estimates principal amounts of $38 million and $938 million mature in 2016 and 2017, respectively. Approximately $1.6 billion matures in 2018. Outside of $38 million in term-loan amortization payments annually, Fitch expects CVC and CSCH to refinance any upcoming maturities. FULL LIST OF RATING ACTIONS Fitch has removed the ratings from Negative Watch and downgraded the following: Cablevision Systems Corporation (CVC) -- IDR to 'B+' from 'BB-'; -- Senior unsecured notes to 'B-/RR6' from 'B+/RR5'. CSC Holdings, LLC (CSCH) -- IDR to 'B+' from 'BB-'; -- Senior unsecured notes to 'B+/RR4' from 'BB/RR2'. Fitch has removed the ratings Negative Watch and affirmed the following: -- Senior secured credit facility at 'BB+/RR1. The Rating Outlook is Negative. At the close of the transaction, Fitch anticipates rating the debt held in escrow when it is assumed by CSCH and will remove the ratings assigned to the old credit facility when it is refinanced. CABLEVISION SYSTEMS: S&P Lowers CCR to 'B'; Outlook Stable ---------------------------------------------------------- S&P Global Ratings said it lowered its corporate credit rating on Bethpage, N.Y.-based Cablevision Systems Corp. to 'B' from 'BB-' and removed all ratings from CreditWatch, where S&P had placed them with negative implications on Sept. 17, 2015. The rating outlook is stable. At the same time, S&P lowered its issue-level ratings on CSC Holdings LLC's existing unsecured debt to 'B-' from 'BB' and revised the recovery rating to '5' from '2'. The '5' recovery rating indicates S&P's expectations for modest recovery (10%-30%; higher half of the range) in the event of a payment default. This brings the unsecured issue-level ratings in line with the ratings on the unsecured debt raised in October 2015 at Neptune Finco Corp., which is now merging with and into CSC Holdings LLC. S&P also lowered its issue-level ratings on the company's unsecured subordinated debt to 'CCC+' from 'B'. The recovery rating remains '6', indicating S&P's expectation for negligible (0%-10%) recovery in a payment default. Altice will use about $8.6 billion in proceeds from debt raised in October 2015 along with about $3.3 billion in equity and cash on the balance sheet to fund the $10 billion equity purchase price and refinance credit facilities at CSC Holdings and Newsday. "The downgrade follows the close of Altice N.V.'s mostly debt-financed acquisition of CSC, pushing pro-forma leverage to about 7.5x from 4.2x for the 12 months ended March 31, 2016," said S&P Global Ratings credit analyst Chris Mooney. Although the company could reduce leverage below 7x over the near term, S&P believes there is uncertainty regarding the achievement of planned cost savings and the longer-term impact that cost cutting could have on the company's market share. The stable outlook incorporates S&P's expectation that earnings should improve because of cost-cutting initiatives, such that debt to EBITDA will decline to below 7x by the end of 2017. However, S&P also believes there is a longer-term risk of losing market share if aggressive cost-cutting initiatives negatively impact customer service. CAESARS ENTERTAINMENT: Seeks Court OK of Company Settlement ----------------------------------------------------------- BankruptcyData.com reported that Caesars Entertainment Operating Company (CEOC) filed with the U.S. Bankruptcy Court motion to approve compromise or settlement by and among (i) CEOC and non-debtor parent Caesars Entertainment Corporation (CEC) and (ii) Park Hotels & Resorts Hilton Worldwide, The Hilton Worldwide, Global Benefits Administrative Committee (GBAC) and Sheldon T. Nelson, as a representative member of the GBAC. The motion explains, "The Settlement Agreement, among other things, (a) reduces the Hilton Claims by approximately $17 million to account for CEOC's defenses, and (b) provides for CEC's assumption of prospective obligations under the Spinoff Agreements, which liabilities may be mitigated by the Hilton Parties' obligation to remit to CEC certain amounts paid to the Hilton Parties pursuant to CEOC's plan of reorganization. If approved, the Settlement Agreement also avoids the need to continue litigating complex ERISA and contractual issues in multiple fora and resolves the claim of a significant party in interest. Such resolution will provide other parties in interest with more clarity on the claims pool and related recoveries at CEOC under the Debtors' proposed chapter 11 plan. In sum, the Settlement Agreement represents a significant achievement for all parties and is an important step in the Debtors' continued efforts to forge consensus with their stakeholders as they drive these chapter 11 cases toward a successful conclusion." According to the report, the Court scheduled a July 20, 2016 hearing to consider the settlement agreement, with objections due by July 13, 2016. 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. CAPE COD COMMERCIAL: Taps Frank Ronne & Associates as Appraiser --------------------------------------------------------------- Cape Cod Commercial Linen Service, Inc. and This Is It, LLC seek approval from the U.S. Bankruptcy Court for the District of Massachusetts to hire Frank Ronne & Associates, Inc. as its appraiser. The Debtor requires the services of an appraiser to obtain a valuation of its business equipment, which it will use prepare its Chapter 11 plan. The Debtor will compensate the firm for its services at a one-time flat rate of $3,500. Frank Ronne disclosed in a court filing that he and each member of the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Frank Ronne Frank Ronne & Associates, Inc. 639 Granite Street Braintree, MA 02184 781-380-3700 frank@frankronne.com About Cape Cod Commercial Cape Cod Commercial Linen Service, Inc., based in Hyannis, Massachusetts, filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-11811) on May 13, 2016. Hon. Joan N. Feeney presides over the case. David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at Madoff & Khoury LLP, serves as counsel to Cape Code Commercial. The Debtor's financial advisor is Bruce A. Erickson of B. Erickson Group, LLC. In its petition, the Debtor listed total assets of $1.24 million and liabilities of $4.62 million. The petition was signed by Jeffrey Ehart, president. This Is It, LLC, based in Hyannis, Mass., filed a Chapter 11 petition (Bankr. D. Mass. Case No. 16-11813) on May 13, 2016. Hon. Joan N. Feeney presides over the case. This Is It tapped David B. Madoff, Esq., and Steffani Pelton Nicholson, Esq., at Madoff & Khoury LLP, as bankruptcy counsel. In its petition, This Is It listed $2.20 million in assets and $3.05 million in liabilities. The petition was signed by Jeffrey Ehart, president/manager. This Is It and CCCLS have asked the Court to have their Chapter 11 cases jointly administered. CAST & CREW: Moody's Affirms 'B3' CFR, Outlook Stable ----------------------------------------------------- Moody's Investors Service affirmed its B3 Corporate Family Rating and B3-PD Probability of Default Rating on Cast & Crew Payroll, LLC. Moody's also affirmed the ratings on the company's senior secured first lien and second lien credit facilities of B2 and Caa2, respectively. The rating action follows the company's recent announcement of the acquisition of CAPS Payroll Services, a provider of payroll processing services to the media industry. The transaction will be financed in part by an $80 million add-on to Cast & Crew's first lien term loan and the issuance of $50 million of second lien notes (not rated). The ratings outlook is stable. Moody's affirmed these ratings: Corporate Family Rating- B3 Probability of Default Rating- B3-PD Senior Secured Revolving Credit Facility expiring 2020 -- B2 (LGD3) Senior Secured First Lien Term Loan due 2022 -- B2 (LGD3) Senior Secured Second Lien Term Loan due 2023 -- Caa2 (LGD5) Outlook is Stable RATINGS RATIONALE The B3 CFR reflects Cast & Crew's relatively small revenue base and high debt to EBITDA leverage while also considering the company's concentrated exposure to the growing, but somewhat cyclical market for film and television content production in the entertainment industry. Cast & Crew's business visibility is somewhat limited over the intermediate term by uncertainty surrounding the life cycle of any particular production. Additionally, the ratings reflect the risks related to the company's ability to effectively manage workers compensation insurance claims as well as the possibility of organized labor interruptions within the industry that can be protracted and weigh on operating performance. Studios are also managing content and production costs closely to ensure spending efficiency and this could periodically create downward pressure or restrain the growth of Cast & Crew's revenue base. However, Moody's believes the CAPS acquisition has positive implications for Cast & Crew's credit profile as it partially mitigates the company's concentration risk by expanding scale and diversifying its customer base into adjacent segments of the media and entertainment industry without materially impacting debt leverage. The company's credit profile is also supported by Cast & Crew's entrenched position within its niche market that should benefit from expanding production budgets. Moreover, the company's long term customer relationships and specialized industry expertise enhance Cast & Crew's strong market presence as a leading provider of payroll processing services in the media sector. Cast & Crew's good liquidity position is supported by an estimated $12 million in cash on the company's balance sheet at closing of the CAPS acquisition and Moody's expectation that the company will generate free cash flow of approximately $20 million in FY17. Cast & Crew's liquidity is also bolstered by an undrawn $70 million revolving credit facility that has a springing covenant, but the covenant is not expected to be in effect over the next 12-18 months as excess availability should remain above the minimum levels. There are no financial maintenance covenants on the term loans. The stable ratings outlook reflects Moody's projection for low single digit pro forma revenue growth in FY17. Incremental film and television content production spending in the entertainment industry should continue to support Cast & Crew's top line expansion, but a degree of near term pricing pressure is expected to result in a modest deceleration in sales growth. Moody's expects the softness in pricing to result in moderate near term erosion in adjusted EBITDA margins, but the company's strong profitability metrics should recover in subsequent years as further sales growth drive operating leverage benefits. What Could Change the Rating – Up The ratings could be upgraded if Cast & Crew effectively expands revenues and EBITDA to sustain moderate deleveraging and increase free cash flow to debt above 5%. What Could Change the Rating -- Down The ratings could be downgraded if revenue and EBITDA contracts materially from current levels, the company begins to generate weak or negative free cash flow, or liquidity deteriorates. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Cast & Crew is a leading provider of technology-enabled payroll processing, production accounting software, workers compensation coverage, and related value-added services to a large and growing base of clients across the entertainment industry. The company was acquired by Silver Lake in 2015. CAST & CREW: S&P Affirms 'B' CCR on CAPS Acquisition ---------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on Burbank, Calif.-based Cast & Crew Payroll LLC. The outlook is stable. At the same time, S&P affirmed its 'B+' rating on the company's first-lien revolving credit facility expiring 2020 and $350 million first-lien term loan due 2022 (upsized from $270 million). The recovery rating on these first-lien facilities remains '2', indicating S&P's expectation for lenders to receive substantial recovery (70%-90%, at the high end of the range) in the event of a payment default. S&P also affirmed its 'CCC+' rating on the company's $95 million second-lien term loan due 2023. The recovery rating remains '6', indicating S&P's expectation for lenders to receive negligible recovery (0-10%) in the event of a default. In addition, S&P assigned a 'CCC+' issue-level rating and '6' recovery rating to the company's proposed $50 million second-lien notes due 2024. "The affirmation reflects Cast & Crew's highly leveraged financial condition, financial sponsor ownership, and narrow business focus on providing tech-enabled payroll processing services for the entertainment production industry," said S&P Global Ratings credit analyst Peter Deluca. "The acquisition of CAPS will gain the company entry to an adjacent vertical serving the production of commercials and live events. We have also factored into our rating the company's good market position, diversified client base, and high client retention rates." Pro forma for the transaction, debt-to-EBITDA leverage is about 6x and S&P Global Ratings expects it to be near this level in 2017. S&P's assessment of Cast & Crew also incorporates S&P's view of the typical financial policies of most financial sponsor-owned companies, which focus on generating investment returns over shorter time horizons (less than five years) and typically operate with high debt levels. "We believe credit metrics will remain weak, so long as the company maintains its operating performance near current levels, the CAPS integration goes smoothly, and absent any event -- such as a data breach -- that would harm the company's reputation," said Mr. Deluca. CERTIFIED ENERGY: Case Summary & 20 Largest Unsecured Creditors --------------------------------------------------------------- Debtor: Certified Energy Labs, LLC dba CE LABS 324 NW Capital Drive Lees Summit, MO 64086 Case No.: 16-41635 Chapter 11 Petition Date: June 21, 2016 Court: United States Bankruptcy Court Western District of Missouri (Kansas City) Judge: Hon. Arthur B. Federman Debtor's Counsel: Erlene W. Krigel, Esq. KRIGEL & KRIGEL, P.C. 4520 Main Street, Suite 700 Kansas City, MO 64111 Tel: 816-756-5800 Fax: 816-756-1999 E-mail: ekrigel@krigelandkrigel.com Total Assets: $448,281 Total Liabilities: $2.24 million The petition was signed by Keith Koehler, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/mowb16-41635.pdf CHENIERE ENERGY: Egan-Jones Lowers FC Sr. Unsec. Rating to B- ------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Cheniere Energy Inc. to B- from B+ on June 7, 2016. EJR also lowered the foreign currency commercial paper rating on the Company to B from A3. Cheniere Energy, Inc. is an energy company primarily engaged in liquefied natural gas (LNG) related businesses. CLIMATE CONTROL: Taps Widerman Malek as Special Counsel ------------------------------------------------------- Climate Control Mechanical Services, Inc. and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Florida to hire Widerman Malek, PL as their special counsel. The Debtor tapped the firm to represent them in a case against Continental Casualty Co. and to litigate a claim against Skanska USA Building, Inc. Edward Kinberg and Aaron Thalwitzer, the attorneys who will provide most of the services, currently bill at the rate of $320 per hour and $295 per hour, respectively. Widerman Malek has agreed to receive payment on an hourly basis for its services related to the litigation of a construction claim against Skanska USA. Meanwhile, the firm has agreed to represent the Debtors in their case against Continental Casualty on a contingency basis. The continency rate will be 35% of the amounts recovered, if the matter is settled before notice of trial. After notice of trial, the contingency rate will increase to 42.5% of the total amounts Recovered, according to court filings. Mr. Thalwitzer disclosed in a court filing that the firm does not hold or represent any interests adverse to the Debtors or their bankruptcy estates. Widerman Malek can be reached through: Aaron Thalwitzer, Esq. Widerman Malek, PL 1990 West New Haven Ave. Suite 201 Melbourne, FL 32904 Phone: (321) 255-2332 Fax: (321) 255-2351 The Debtors can be reached through their counsel: Richard A. Perry 820 East Fort King Street Ocala, FL 34471-2320 Tel: 352-732-2299 E-mail: richard@rapocala.com About Climate Control Mechanical Climate Control Mechanical Services, Inc. and its affiliates sought protection under Chapter 11 of the Bankruptcy Code (Bankr. M. D. Fla. Lead Case No. 15-02248) on May 18, 2015. The petition was signed by Louie Wise III, president. At the time of the filing, the Debtors estimated their assets and liabilities at $1 million to $10 million. COMMUNICATIONS SALES: Moody's Retains B2 CFR on Tower Acquisition ----------------------------------------------------------------- Moody's Investors Service said that Communications Sales & Leasing, Inc. announcement of a definitive agreement to purchase Tower Cloud Inc. for $230 million in cash and stock will not immediately impact its ratings. The transaction will add attractive assets with strong growth characteristics to CS&L's stable base business. Despite Tower Cloud's high purchase multiple and very high capital intensity the deal will not immediately impact CS&L's B2 corporate family rating or stable outlook because of the relatively small transaction size. Tower Cloud is a fiber carrier that focuses on wireless tower backhaul in the communications infrastructure segment. The deal will expand CS&L's carrier relationships and expand its fiber asset base and construction capacity. Tower Cloud announcement follows CS&L's purchase of PEG Bandwidth earlier this year. Moody's believes that CS&L has limited financial capacity to continue to acquire fiber infrastructure businesses like PEG and Tower Cloud. Fiber carriers generally have very high capital intensity and negative free cash flow and have resulted in higher leverage for CS&L due to the debt incurred to fund their high purchase multiples. These deals reflect an aggressive M&A philosophy that is inconsistent with CS&L's capital structure. Tower Cloud's $230 million purchase price (excluding earn-outs, which may add future debt) represents 16x 1Q'16 annualized EBITDA (management cites 12.4x 4Q'16 annualized) and will be financed with $180 million of debt. The transaction will result in a modest increase in leverage to 6.4x (Moody's adjusted), which is still below the 6.5x level which Moody's has identified as the limit for CS&L's B2 rating. The deal will also reduce liquidity, although Moody's continues to expect CS&L to maintain good liquidity as reflected in its SGL-2 speculative grade liquidity rating. CS&L's B2 corporate family rating (CFR) primarily reflects its tight linkage with Windstream Services, LLC ("Windstream", B1 stable). CS&L's rating will remain linked with Windstream unless or until it can diversify its revenue stream such that Windstream represents meaningfully less than 50% of CS&L's total revenues. The rating also contemplates CS&L's high leverage of over 6x and its limited retained free cash flow as a result of its high dividend payout and the growing capital intensity of acquired businesses. Offsetting these limiting factors, the B2 rating reflects CS&L's stable and predictable revenues, its high margins and the strong contract terms within the master lease agreement between it and Windstream. The acquisitions of PEG and Tower Cloud represent a growing degree of revenue diversification which may help to eventually create some ratings separation between CS&L and Windstream. CS&L's current M&A trajectory and capital allocation may result in a stand alone rating over time. But CS&L's aggressive financial policy, specifically its use of debt to fund M&A, could possibly result in a lower rating than if it were linked to Windstream. COMMUNICATIONS SALES: Tower Cloud Deal No Impact on Fitch's BB- IDR ------------------------------------------------------------------- According to Fitch Ratings, Communications Sales & Leasing Inc.'s (CS&L) and CSL Capital, LLC's ratings are not affected by the announcement of CS&L's acquisition of Tower Cloud, Inc. Tower Cloud is a broadband infrastructure provider offering fiber-to-the tower backhaul, turn-key small cell solutions and dark fiber. The acquisition is in line with Fitch's expectations for M&A activity managed within CS&L's target leverage, which should approximate the mid-5x range over the longer-term. Fitch expects the Tower Cloud acquisition to increase gross leverage by less than 0.2x, and pro forma for both the Tower Cloud acquisition and the May 2016 PEG Bandwidth acquisition, gross leverage based on first quarter 2016 annualized EBITDA approximates 5.9x. Total consideration for the Tower Cloud acquisition is $230 million. A total of $180 million of the initial consideration will be funded with a combination of available cash on hand and borrowings under CS&L's revolver, and the remainder will be financed through the issuance of common stock. The transaction is conditioned upon necessary regulatory approval that is expected to occur in late third-quarter 2016 or early fourth-quarter 2016. KEY RATING DRIVERS Slight Rise in Leverage: CS&L's financial leverage is expected to rise as a result of the May 2016 PEG Bandwidth acquisition and pending Tower Cloud acquisition. On a pro forma basis, Fitch expects gross leverage (total debt to EBITDA) of approximately 5.9x assuming 50% equity treatment for the preferred stock issued in the PEG Bandwidth transaction. This compares to leverage of approximately 5.5x at the end of the first quarter 2016. Based on management comments about opportunities within a robust transaction pipeline and desire to diversify across various asset classes, Fitch anticipates that CS&L will announce further transactions. As these opportunities come to fruition, Fitch expects CS&L to finance any transaction such that gross leverage should remain relatively stable, with some fluctuations due to M&A activity, and should approximate the mid-5x range over the longer-term. Very Stable Cash Flow: Nearly all of CS&L's current revenues consist of revenues under a master lease with Windstream, under which Windstream has exclusive access to the assets. The lease is currently expected to approximate $653 million annually. Fitch expects CS&L to have very stable cash flows, owing to the fixed (and modestly increasing) nature of the long-term lease payments and Windstream's responsibility for expenses under the triple-net lease. The term of the master lease is for an initial term of 15 years. There is some risk at renewal that under the 'any or all' provision at renewal that Windstream could opt not to renew markets, or could renegotiate terms at such time for those markets. However, this renewal risk is well into the future, given the initial 15-year term of the lease, (and up to 20 if Windstream requests and CS&L elects to fund certain capital spending projects totalling $250 million over five years). Fitch expects all markets to be renewed under the master lease, since Windstream would either have to incur significant capital expenditures to overbuild CS&L or find a buyer for its operating assets (routers, switches, etc.) and successor tenant for its leased assets. Protection is provided to CS&L by the terms of the master lease, which could require Windstream to sell its operating properties in the event of default. CS&L's facilities would be essential to the operations of Windstream on a going-concern basis, or a successor company. Geographic Diversification: Windstream's operations subject to the master lease are geographically diversified among 37 market areas. The indivisible nature of the Master Lease mitigates the effect of a weak market area(s) on CS&L. About two-thirds of the fiber and copper route miles are located in Georgia, Texas, Iowa, Kentucky and North Carolina. PEG's fiber network serves seven markets in the Northeast Mid-Atlantic, Illinois and South Central regions. Tenant Concentration: The master lease with Windstream provides a steady, although undiversified cash flow stream. Therefore CS&L's IDR is initially capped at Windstream's 'BB-' long-term IDR until CS&L strikes deals with other companies to meaningfully diversify its operations through transactions where 25%-30% of its revenue is derived from tenants with a credit profile materially stronger than Windstream's. Fitch views the PEG and Tower Cloud transactions positively as such transactions begin to diversify CS&L's revenue base. Seniority: CS&L's master lease is with Windstream Holdings (Holdings), and Holdings is subordinate to the operations at Windstream Services. However, Fitch believes CS&L's assets will be essential to Windstream Services operations and a priority payment. No Material Near-Term Maturities: CS&L does not have any maturities for four years at the earliest, with the revolver having the shortest maturity in 2020. The remaining term loan and note issuances have maturities in 2022 and 2023 respectively. KEY ASSUMPTIONS -- CS&L financed the PEG Bandwidth transaction with a mix of cash ($315 million), stock (1 million CS&L shares and convertible preferred stock ($87.5 million). -- CS&L's primary revenue stream will be the payments received from Windstream under the master lease and are currently approximately $653 million annually. Fitch assumes Windstream may request CS&L to finance $50 million of capital spending over the next five years per the terms of the master lease, generating additional revenue. There is no binding commitment on the part of CS&L to provide funding. -- Virtually all capital spending consists of investments requested by Windstream. CS&L is expected to distribute all REIT earnings to shareholders. -- CS&L will target long-term gross leverage in the mid 5x range. RATING SENSITIVITIES Positive Action: A positive action is unlikely in the absence of an upgrade of Windstream, although an upgrade could be considered if CS&L targets debt leverage of 5.2x to 5.3x or lower and 25% - 30% of its revenue is derived from tenants with a credit profile materially stronger than Windstream's. Negative Action: A negative rating action could occur if debt leverage is expected to approach 6x or higher for a sustained period. In addition, a downgrade of Windstream would likely result in a similar downgrade of CS&L in the absence of greater revenue diversification. Also, the acquisition of assets and subsequent leases to tenants that have a weaker credit and operating profile than Windstream could affect the rating, if such assets are a material proportion of revenues. LIQUIDITY CS&L's $500 million revolving credit facility (due 2020), which had $329 million available following the PEG Bandwidth acquisition and pro forma for a June 2016 note offering, provides sufficient backstop for liquidity needs. Fitch expects CS&L will restore revolver availability following transactions by terming out borrowings over time by more permanent means of equity and debt funding. Cash was $165 million at March 31, 2016. Fitch currently rates CS&L and CSL Capital, LLC as follows: -- Long-term IDR 'BB-'; -- Senior secured revolving credit facility due 2020 'BB+/RR1'; -- Senior secured credit facility due 2022 'BB+/RR1'; -- Senior secured notes 'BB+/RR1'; -- Senior unsecured notes 'BB-/RR4'. COMMUNITY TRANSLATOR: PMCC Wants Trustee Amid Illegal Transfers --------------------------------------------------------------- Powell-Meredith Communications Company and Amy Meredith move the U.S. Bankruptcy Court for the District of Utah for an order directing the appointment a Chapter 11 Trustee for Community Translator Network, LLC. "PMCC believes cause exists, within the meaning of 11 U.S.C. Sec. 1104(a)(1), for the Court to appoint a Chapter 11 Trustee in the case. Among other things, PMCC believes Debtor's counsel and principals have conflicts of interest between their actions in managing the Debtor and the Debtor's fiduciary obligations to creditors and the estate. Among other things, Debtor's counsel and principals have interests in related companies and personal interests which conflict with the best interests of the Debtor and Debtor's creditors, including PMCC. It appears transfers of alleged estate assets have occurred without Court approval and prior to confirmation of a Chapter 11 Plan. In managing the Debtor, its principals have demonstrated a pattern of gross mismanagement and incompetence. Additionally, immediate appointment of a Chapter 11 Trustee in this case is in the best interests of the Debtor's creditors," PMCC's attorneys said in court filings. Powell-Meredith Communications' attorneys: Geoffrey L. Chesnut Thomas D. Neeleman THE LAW OFFICE OF GEOFFREY L. CHESNUT PO Box 1948 Cedar City, UT 84721 Telephone: (435) 634-1000 Fax: (435) 634-1001 E-mail: gchesnut@expresslaw.com Community Translator Network LLC sought Chapter 11 protection (Bankr. D. Utah Case No. 15-31245) on Dec. 1, 2015, estimating less than $100,000 in assets and less than $50,000 in debt. John Christian Barlow, Esq., at Law Office of John Christian Barlow, serves as counsel to the Debtor. CONSTELLATION ENTERPRISES: Russell R. Johnson Represents Utilities ------------------------------------------------------------------ Pursuant to the provisions of Rule 2019 of the Federal Rules of Bankruptcy Procedure, Russell R. Johnson III of the Law Firm of Russell R. Johnson III, PLC, filed with the U.S. Bankruptcy Court for the District of Delaware a verified statement of the Firm's multiple representations in the Chapter 11 cases of Constellation Enterprises LLC, et al., of these utility companies that provided prepetition utility goods/services to the Debtors, and continue to provide post-petition utility goods/services to the Debtors. The names and addresses of the Utilities represented by the Firm are: A. Ohio Power Company dba American Electric Power Attn: Gregory Holland 40 Franklin Road P.O. Box 2021 Roanoke, VA 24022-2121 B. Ohio Edison Company Attn: Kathy M. Hofacre FirstEnergy Corp. 76 S. Main Street, A-GO-lS Akron, OH 44308 The nature and the amount of claims (interests) of the Utilities, and the times of acquisition thereof are: (a) Ohio Power Company of Oklahoma dba American Electric Power and Ohio Edison Company have unsecured claims against the above-referenced Debtors arising from prepetition utility usage; and (b) For more information regarding the claims and interests of the Utilities in these jointly-administered cases, refer to the objection of Ohio Power Company dba American Electric Power to the Debtors' motion for entry of interim and final orders determining adequate assurance of payment for future utility services, and joinder filed in the jointly-administered bankruptcy cases. The Firm was retained to represent the Utilities in May 2016. The circumstances and terms and conditions of employment of the Firm by the Utilities is protected by the attorney-client privilege and attorney work product doctrine. About Constellation Enterprises Constellation Enterprises LLC, through its subsidiaries, manufactures custom engineered metal components for various end markets such as rail transportation, oil and gas, general industrial, nuclear, aerospace, and small gas engine markets. The company was incorporated in 1996 and is based in Caldwell, Texas. Constellation Enterprises LLC (Bankr. D. Del. Case No. 16-11213) and its affiliates Columbus Holdings, Inc. (Bankr. D. Del. Case No. 16-11214), Columbus Steel Castings Company (Bankr. D. Del. Case No. 16-11215), Eclipse Manufacturing Co. (Bankr. D. Del. Case No. 16-11219), JFC Holding Corporation (Bankr. D. Del. Case No. 16-11221), Metal Technology Solutions, Inc. (Bankr. D. Del. Case No. 16-11218), Steel Forming, Inc. (Bankr. D. Del. Case No. 16-11220), The Jorgensen Forge Corporation (Bankr. D. Del. Case No. 16-11222), Zero Corporation (Bankr. D. Del. Case No. 16-11216), and Zero Manufacturing, Inc. (Bankr. D. Del. Case No. 16-11217) filed for Chapter 11 bankruptcy protection on May 16, 2016. The petitions were signed by William Lowry, chief financial officer. The Debtors estimated their assets at between $1 million and $10 million and their debts at between $100 million and $500 million. Adam C. Rogoff, Esq., and Joseph A. Shifer, Esq., at Kramer Levin Naftalis & Frankel LLP serve as the Debtors' bankruptcy counsel. Daniel J. DeFranceschi, Esq., Zachary I. Shapiro, Esq., Rachel L. Biblo, Esq., and Joseph C. Barsalona II, Esq., at Richards, Layton & Finger, P.A., serve as the Debtors' co-counsel. Imperial Capital, LLC, is the Debtors' financial advisor. Conway Mackenzie Management Services LLC is the Debtors' crisis management & restructuring services provider. Epiq Bankruptcy Solutions, LLC, is the Debtors' claims and noticing agent. CYPRESS SEMICONDUCTOR: S&P Affirms 'BB-' CCR, Outlook Negative -------------------------------------------------------------- S&P Global Ratings said that its 'BB-' corporate credit rating on San Jose, Calif.-based Cypress Semiconductor Corp. is unchanged following the change in the company's capital structure. The outlook remains negative. S&P also assigned its 'B' issue-level rating to the company's proposed $250 million senior unsecured convertible notes due 2022. The 'B' issue-level rating on the company's $150 million convertible notes due 2020 remains unchanged. The '6' recovery rating on the unsecured convertible notes indicates S&P's expectation for negligible (0% to 10%) recovery of principal in the event of payment default. The 'BB-' issue-level rating on the company's senior secured debt, which is comprised of a $100 million term loan A and the $450 million term loan B, is unchanged. The '3' recovery rating reflects S&P's expectation for meaningful (50% to 70%, upper half of the range) recovery in the event of payment default. Proceeds from the proposed senior unsecured convertible notes and the senior secured term loan B will be used to fund Cypress' acquisition of Broadcom's wireless "Internet of things" business. The company had previously planned to issue a $700 million term loan B. RECOVERY ANALYSIS S&P's simulated default scenario assumes a default in 2019 due to a combination of execution and strategic missteps as well as increased industry competition in Cypress' programmable systems and memory products division. Any of these events could result in loss of business and margin declines, eventually triggering a default. S&P continues to believe that Cypress would be an attractive acquisition target because of its large patent portfolio and its significant range of products. Simulated default assumptions -- Simulated year of default: 2019 -- EBITDA at emergence: $165 million -- EBITDA multiple: 5x Simplified waterfall -- Net enterprise value (after 5% admin. costs): $782 million -- Collateral value available to secured creditors: $782 million -- Secured first-lien debt: $1130 million -- Recovery expectations: 50% to 70% (upper half of the range) -- Structurally subordinated debt: $440 million -- Recovery expectations: 0% to 10% Notes: All debt amounts include six months of prepetition interest. Collateral value equals asset pledge from obligors after priority claims plus equity pledge from non-obligors after non-obligor debt. RATINGS LIST Cypress Semiconductor Corp. Corporate credit rating BB-/Negative/-- New Rating Cypress Semiconductor Corp. $250 mil sr unsec conv nts due 2022 B Recovery rating 6 Ratings Unchanged; Recovery Ratings Revised To From Cypress Semiconductor Corp. $150 mil conv nts due 2020 B Recovery rating 6 $100 mil term loan A BB- Recovery rating 3H 3L $450 mil term loan B BB- Recovery rating 3H 3L DEAN ALAN VERHEIDEN: Aug. 18 Plan Confirmation Hearing ------------------------------------------------------ Judge Hannah L. Blumenstiel of the U.S. Bankruptcy Court for the Northern District of California, San Jose Division, approved the disclosure statement accompanying Dean Alan Verheiden and Jung Hee Verheiden's combined plan, and scheduled the hearing on confirmation of the Plan for August 18, 2016, at 10:00 a.m. Under the Plan, secured creditor Chase Mortgage, which is owed $1,511,154, will be paid $7,214 within 360 months at an interest rate of 4.00%. The Debtor's bankruptcy counsel, Sagaria Law, PC, owed $4,000, and the U.S. Trustee, owed $650, will be paid in full on the effective date of the Plan. The Internal Revenue Service, owed $33,790, will be paid $607.16 in 60 payments, at an interest rate of 3.00%. The Debtor has no general unsecured creditor. August 4 is the last day for submitting written ballots accepting or rejecting the plan and the last day for filing and serving written objections to confirmation of the plan. The Debtors must file and serve a summary of ballots no later than August 14. The Debtors may file a Brief in Support of Confirmation or Declaration in Support of Confirmation no later than July 28. A full-text copy of the Disclosure Statement is available at http://bankrupt.com/misc/canb16-30102-40.pdf Dean Alan Verheiden and Jung Hee Verheiden (Bankr. N.D. Cal. Case No. 16-30102) filed a Chapter 11 Petition on January 29, 2016. Mr. Verheiden is currently employed as a software engineer. Ms. Verheiden previously held software development jobs. The Debtors are represented by: Scott J. Sagaria, Esq. Joe Angelo, Esq. SAGARIA LAW, P.C. 2033 Gateway Place 5th Floor San Jose, CA 95110 Tel: (408) 279-2288 Fax: (408) 279-2299 Email: jangelo@sagarialaw.com DEX MEDIA: Seeks to Hire PwC as Tax Consultant ---------------------------------------------- Dex Media, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Delaware to hire PricewaterhouseCoopers LLP. The Debtor tapped the firm to provide tax compliance services for the tax year 2015 as well as those services under the Tax Depreciation Services Agreement. The firm will be compensated for the tax compliance services on a fixed-fee basis. The fixed fee is estimated to be approximately $391,000. Meanwhile, PwC will receive a fixed fee of $75,000 for its services under the 2014 agreement. PwC has also agreed to provide tax consulting services and tax compliance services for tax year 2016. The firm will seek compensation for those services on an hourly basis. The hourly rates are: Partner $700 - $840 Director $480 - $570 Manager $380 - $455 Senior Associate $285 - $345 Associate $215 - $260 Allen Pryor, a partner at PwC, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. PwC can be reached through: Allen Pryor PricewaterhouseCoopers LLP 2001 Ross Avenue, Suite 1800 Dallas, TX 75201 About Dex Media DFW Airport, Texas-based Dex Media, Inc. -- aka Newdex, Inc., Dex One Corporation, R.H. Donnelley Corporation -- provides marketing solutions to more than 400,000 business clients across the U.S. Dex Media filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Case No. 16-11200) on May 16, 2016. Affiliates Dex Media East, Inc. (Bankr. D. Del. Case No. 16-11201), Dex Media Holdings, Inc. (Bankr. D. Del. Case No. 16-11202), Dex Media Service LLC (Bankr. D. Del. Case No. 16-11203), Dex Media West, Inc. (Bankr. D. Del. Case No. 16-11204), Dex One Digital, Inc. (Bankr. D. Del. Case No. 16-11205), Dex One Service, Inc. (Bankr. D. Del. Case No. 16-11206), R.H. Donnelley APIL, Inc. (Bankr. D. Del. Case No. 16-11207), R.H. Donnelley Corporation (Bankr. D. Del. Case No. 16-11208), R.H. Donnelley Inc. (Bankr. D. Del. Case No. 16-11209), SuperMedia Inc. (Bankr. D. Del. Case No. 16-11210), SuperMedia LLC (Bankr. D. Del. Case No. 16-11211), and SuperMedia Sales Inc. (Bankr. D. Del. Case No. 16-11212) filed for Chapter 11 bankruptcy protection on the same day. The petitions were signed by Andrew Hede, chief restructuring officer. James H.M. Sprayregen, P.C, Marc Kieselstein, P.C., Adam Paul, Esq., and Bradley Thomas Giordano, Esq., at Kirkland & Ellis LLP and Kirkland & Ellis International LLP serve as the Debtors' general bankruptcy counsel. Patrick A. Jackson, Esq., and Pauline K. Morgan, Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the Debtors' co-counsel. Moelis & Company LLC is the Debtors' investment banker. KPMG LLP is the Debtors' tax advisor. Ernst & Young LLP is the Debtor's auditor. Epiq Bankruptcy Solutions is the Debtors' notice, claims & administrative agent. The Debtors listed $1.26 billion in total assets as of Dec. 31, 2015, and $2.65 billion in total debts as of Dec. 31, 2015. 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 Dex Media, Inc. DIAMONDBACK ENERGY: Egan-Jones Cuts Sr. Unsec. Rating to B+ ----------------------------------------------------------- Egan-Jones Ratings Company downgraded the senior unsecured ratings on debt issued by Diamondback Energy Inc. to B+ from BB+ on June 8, 2016. Diamondback Energy, Inc. is an independent oil and natural gas company headquartered in Midland, Texas. DIOCESE OF GALLUP: Judge Approves Bankruptcy-Exit Plan ------------------------------------------------------ Tom Corrigan, writing for Daily Bankruptcy Review, reported that the Roman Catholic Diocese of Gallup, N.M., on June 21 won final court approval of its bankruptcy-exit plan, which distributes about $25 million to creditors including clergy sexual abuse victims. According to the DBR report, following a hearing at the U.S. Bankruptcy Court in Albuquerque, N.M., Judge David Thuma signed off on the plan, which is largely funded by contributions from the diocese, insurance carriers, parishes and sales of the diocese's property. Maggie Shepard, writing for the Albuquerque Journal, reported that victims of predatory priests and workers with the Diocese of Gallup have finally agreed to and won a multi-million dollar settlement for their claims, a federal judge ruled on June 21. U.S. Bankruptcy Judge David T. Thuma in May approved a plan for the payments, but the plan had to be approved by a vote among claimants, the Journal recalled. On June 21, Judge Thuma announced in court in Albuquerque that the victims did approve the plan, the Journal related. The agreement will provide an estimated $350,000 per claimant, though amounts likely would vary depending on circumstances, the report said. The largest share -- $11.55 million -- will be provided by the Catholic Mutual Relief Society of America, a nonprofit that insures many Roman Catholic dioceses, the report said. Catholic Mutual insured the diocese from 1977 to 1990, when some of the abuses occurred, the report added. The Diocese of Gallup will contribute $3 million and may have to sell its chancery offices in Gallup, subject to the terms of a loan agreement with a bank, the report further related. In addition to abuse claims, the settlement also will pay for legal and professional costs that totaled more than $3.5 million through Dec. 30, the report added. About The Diocese of Gallup The Diocese of Gallup, New Mexico, principally encompasses American Indian reservations for seven tribes in northwestern New Mexico and northeastern Arizona. It is the poorest diocese in the U.S. There are 38 active priests working in the Diocese and 27 permanent deacons also serve the Diocese along with five seminarians. The Diocese and its missions, schools and ministries employ approximately 50 people, and a significant number of additional people offer their services as volunteers. The diocese sought bankruptcy protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.M. Case No. 13-bk-13676) on Nov. 12, 2013, in Albuquerque, New Mexico amid suits for sexual abuse committed by priests. The Diocese of Gallup became one of 13 U.S. dioceses that have filed for bankruptcy in response to civil lawsuits filed against the diocese on behalf of alleged victims of sexual abuse by priests. The petition shows assets and debt both less than $1 million. DISTRIBUTION INT'L: S&P Affirms 'B' CCR, Outlook Stable ------------------------------------------------------- S&P Global Ratings said it affirmed its 'B' corporate credit rating on Houston-based Distribution International Inc. The rating outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating on the company's $215.5 million first-lien term loan due 2021 and S&P's 'CCC+' issue-level rating on the company's $113 million second-lien term loan due 2022. S&P revised the recovery rating on the first-lien loan to '4' from '3', indicating its expectation of average (30% to 50%, lower half of the range) recovery in the event of a payment default. The recovery rating on the second-lien loan is unchanged at '6', indicating S&P's expectation of negligible (0% to 10%) recovery in the event of a payment default. The company also has a $110 million asset-based lending (ABL) facility due 2019, which S&P do not rate. "The stable rating outlook reflects our expectation that DI's leverage will remain between 7x and 8x for the next 12 months, a level consistent with our highly leveraged financial risk assessment," said S&P Global Ratings credit analyst Vania Dimova. "We expect DI to maintain adequate liquidity based on committed revolving borrowing capacity and minimal capital spending." S&P could lower the rating if DI experiences weaker-than-expected end-market demand resulting in deteriorating financial performance adversely affecting S&P's liquidity assessment. S&P's view of financial risk also incorporates the potential for leveraging transactions given that the company is owned by financial sponsors. S&P could also lower the rating if leverage is sustained over 8x due to a decline in end markets and slower-than-expected growth in the commercial construction. S&P could raise the rating if industry fundamentals exceeded its expectations, resulting in better operating performance such that leverage declined below 5x and FFO to debt increased above 12% and both were sustained at these levels. S&P would also need to gain confidence that the company's owners were committed to financial policies supportive of this financial profile, as consistent with S&P's criteria for companies owned by financial sponsors. S&P could also raise its rating in the longer term if acquisitions cause a material change in the business risk profile such that the EBITDA margins improve materially and the geographic footprint increases beyond its current state. DOLE FOOD: S&P Affirms 'B-' CCR, Outlook Stable ----------------------------------------------- S&P Global Ratings affirmed all of its ratings, including its 'B-' corporate credit rating, on Westlake Village, Calif.-based Dole Food Co. Inc. The outlook is stable. S&P estimates Dole had $1.65 billion in adjusted debt outstanding as of March 26, 2016. The rating affirmation with a revised financial profile reflects S&P's lower forecast following the $26.4 million in product recall costs in the first quarter of 2016. Moreover, debt balances are expected to increase as the company finances its last vessel purchase, while discretionary cash flows will be negligible following the company's dividend payment to its owner. S&P now expects debt to EBITDA will remain well above 5x compared to its prior expectations that leverage will decline to closer to 5x. The ratings affirmation also includes S&P's view of the company's weak management and governance assessment. In January 2016, Dole temporarily suspended operations at its Springfield, Ohio production facility (operations resumed in May) and recalled all packaged salads processed there in response to a listeria contamination. In addition to the recall costs, additional costs could be incurred from a criminal investigation recently launched by the U.S. Justice Department into the listeria outbreak. Furthermore, S&P believes the company is exposed to the risk of material volume declines at retailers. That said, S&P believes that if the company is able to bounce back from the recall, the company's value-added fresh vegetables segment, particularly its packaged salads division, will still be a significant contributor of company EBITDA growth. In addition, S&P believes that the company's recent significant growth capital investments, including the purchase of three shipping vessels and continued investment in a vertical integration strategy (in which the company acquires banana and pineapple farms overseas), will support EBITDA growth in 2017 and beyond. "The ratings on Dole largely reflect the company's leading positions in several fresh fruit, vegetable, and packaged salad product categories, including the No. 1 share of banana sales and the No. 2 share of fresh pineapple sales in North America," said S&P Global Ratings credit analyst Jessica Paige. It has good geographical, product, and customer diversification, and a well-recognized brand name. Although Dole competes in the competitive, commodity-oriented, seasonal--and volatile fresh produce industry and operating performance is subject to uncontrollable factors such as global supply, world trade policies, political risk, currency swings, weather, and crop disease--the company has diversified its product mix into more value-added fruit and salad offerings and has invested in proprietary farms. S&P believes these efforts will allow for continued EBITDA growth at higher margins, while better mitigating operating performance volatility that has hurt the company's profits in the past. The ratings also reflect the negative up-to-two-notch impact of S&P's weak management and governance assessment, relating to the role of the controlling stockholder and principal executive, David Murdock, following the 2013 going-private transaction. S&P believes there are a limited number of independent board members, and that the wishes of the controlling stockholder could take priority over creditor interests at Dole. (Note: the weak management and governance assessment impacts the company's 'b' anchor by only one notch, to a 'B-' corporate credit rating as the management and governance impact cannot go below 'B-'.) The stable outlook reflects S&P's expectation that the company will sustain its revised operating performance over the next year following the product recalls, barring any additional product recall costs or material volume declines in its value-added vegetable segment. S&P expects the company to maintain debt to EBITDA in the closer to 5.5x over the next year, with somewhat higher debt balances to fund growth. DONNIE NORRIS: Proposes $375K Private Sale of Florida Property -------------------------------------------------------------- Donnie G. Norris asks the U.S. Bankruptcy of the Northern District of Alabama, Southern Division, to enter an order approving the contract for the sale of his interest in Unit 10001 Ocean Ritz, 10611 Front Beach Rd, Panama City Beach, FL 32407, to Larise Wynn for $375,000. The proposed sale will be by private sale. The Debtor explains that the total sales price represents the fair market value of the realty. The purchaser has already obtained financing and the can close immediately after the approval from this Court. The real property is subject to these liens, mortgages or other interests: a. Central State Bank holds a first mortgage with a balance of $305,000. b. Alliant Bank holds a judgment lien in the amount of $1,013,034 pursuant to its judgment recorded with the Shelby County Probate on Nov. 11, 2011. Alliant Bank received a Sheriff's Deed on Oct. 9, 2013. The Debtor believes that the sale of assets will reduce the amount of its obligations to creditors and insurance premiums. The assets identified are not necessary for the Debtor's effective reorganization. A copy of the Residential Contract For Sale & Purchase attached to the Motion is available for free at: http://bankrupt.com/misc/D_Norris_114_Sale_M.pdf Donnie G. Norris is represented by: C. Taylor Crockett 2067 Columbiana Rd Birmingham, AL 35216 Telephone: (205) 978-3550 Facsimile: (205) 978-3556 Donnie G. Norris filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 15-03662) on Sept. 14, 2015. DUPONT FABROS: S&P Revises Outlook to Pos. & Affirms 'BB-' CCR -------------------------------------------------------------- S&P Global Ratings revised its outlook on DuPont Fabros Technology Inc. to positive from stable. At the same time, S&P affirmed the 'BB-' corporate credit rating and 'BB' senior unsecured issue-level rating on the company's senior unsecured notes. The recovery rating is '2', indicating S&P's expectations for substantial recovery in the event of default, at the high of the 70% to 90% range. The outlook revision reflects the company's recent deleveraging of its balance sheet (as indicated by stronger debt-plus-preferred-to-EBITDA) as well as good operating performance (DFT's operating portfolio was 96% leased as measured by critical load as of March 31, 2016) and progress signing new leases. Over the past year, DuPont Fabros has continued to profitably develop and lease-up wholesale data centers. The development pipeline remains active with 61.4 megawatts of new data centers in development over the next several quarters of which 47% is preleased. S&P expects DFT's credit metrics to improve with debt-plus-preferred-to-EBITDA in the mid-5x area as it funds new development with more debt than equity. The outlook is positive based on S&P's expectation for attractive demand for data center space in DFT's key markets. S&P expects the completion and stabilization of its recently developed data centers will contribute to NOI resulting in adjusted debt to EBITDA in the mid-5x area and EBITDA interest coverage in the 3.5x to 4.0x area over the next couple of years. S&P could raise the ratings if DFT maintains debt to EBITDA (including preferred stock as debt) at or near current levels in the 5.5x area and EBITDA interest coverage remains above 3.0x on a sustained basis, while maintaining stable operating metrics as evidenced by occupancy levels and rent growth. A downgrade could occur if the company is unable to re-lease vacant space after lease termination of key a tenant hampering DFT's leasing activity. Also, a more aggressive than anticipated debt-financed acquisition or speculative development such that adjusted debt to EBITDA increases above 8x, could result in an outlook revision back to stable. DYNACAST INT'L: Moody's Retains B2 CFR on $45MM Loan Add-On ----------------------------------------------------------- Moody's Investors Service said Dynacast International LLC's $45 million add-on term loan does not impact the company's ratings including its B2 corporate family rating, B1 rating on its first lien revolving credit facility and term loan as well as the Caa1 rating on its second lien term loan. The outlook remains stable. Dynacast International LLC, headquartered in Charlotte, North Carolina, is a private global manufacturer of small engineered precision die cast components. Dynacast revenues for the last twelve month period ended March 31, 2016, totaled approximately $649 million. DYNACAST INT'L: S&P Affirms 'B' Rating on Sr. Facilities -------------------------------------------------------- S&P Global Ratings affirmed its 'B' and 'B-' issue-level ratings on Dynacast International LLC's senior secured first-lien and second-lien credit facilities, respectively, following the company's proposed $45 million add-on to the senior secured first-lien term loan. The '3' recovery rating on the first-lien facility remains unchanged, indicating S&P's expectation for meaningful recovery (50%-70%; lower half of the range) in the event of a payment default. The '5' recovery rating on the second-lien facility also remains unchanged, indicating S&P's expectation for modest recovery (10%-30%; lower half of the range) in the event of a payment default. S&P expects that Dynacast will use the proceeds from the term loan add-on to fully repay its outstanding revolver balance and partially fund bolt-on acquisitions over the near-term. S&P's 'B' corporate credit rating on Dynacast reflects S&P's expectation that headwinds from the stronger dollar will be partially offset by a modest improvement in the company's key end markets this year. Under S&P's base-case forecast, it expects the company's adjusted debt-to-EBITDA metric to be about 6x as of the end of 2016 pro forma for the proposed term loan add-on, which is modestly higher than S&P's previous forecast of 5.5x. S&P expects Dynacast to continue to generate good profitability while gradually reducing its leverage below 6x through earnings growth over the next 12-18 months. RECOVERY ANALYSIS Key analytical factors -- S&P affirmed its 'B' and 'B-' issue-level ratings on Dynacast's senior secured first-lien and second-lien credit facilities, respectively, following the company's proposed $45 million add-on to the first-lien term loan. -- S&P's simulated default scenario contemplates that increased competition from competitors with more financial flexibility will cause the company to lose key customers during an unexpected and protracted period of weakness in the automotive safety and electronics markets. S&P has valued the company on a going-concern basis using a 5x multiple to derive its emergence enterprise value. -- S&P's recovery analysis assumes that, in a simulated default scenario--after satisfying any unpaid priority administrative expenses--first-lien facility lenders' recoveries will be at the lower end of the 50%-70% range and second-lien facility lenders' recoveries will be at the lower end of the 10%-30% range. Simulated default and valuation assumptions: -- Simulated year of default: 2019 -- EBITDA at emergence: $81.1 million -- EBITDA multiple: 5x Simplified waterfall: -- Net enterprise value (after 5% admin. costs): $385 million -- Valuation split (obligors/nonobligors): 20%/80% -- Value available to first-lien debt claims (collateral/noncollateral): -- $275.3 million/$77.3 million -- Secured first-lien debt claims: $619.6 million -- Recovery expectations: 50%-70% (lower half of the range) -- Value available to second-lien debt claims (collateral/noncollateral): $0/$34.6 million -- Secured second-lien debt claims: $180 million -- Recovery expectations: 10%-30% (lower half of the range) Note: All debt amounts include six months of prepetition interest. Collateral value equals asset pledge from obligors after priority claims plus equity pledge from nonobligors after nonobligor debt. RATINGS LIST Dynacast International LLC Corporate Credit Rating B/Stable/-- Ratings Affirmed Dynacast International LLC Senior Secured First-Lien B Recovery Rating 3L Senior Secured Second-Lien B- Recovery Rating 5L EDITH MARTINEZ-CONTRERAS: Unsecureds to Get 0.35 Cents Per Dollar ----------------------------------------------------------------- Edith Martinez-Contreras filed with the U.S. Bankruptcy Court for the District of Nevada and amended disclosure statement explaining her plan of Reorganization - Plan #1 proposing to pay general unsecured creditors a dividend constituting payment of approximately 0.35 cents per dollar of each class claim. A full-text copy of the Disclosure Statement is available at http://bankrupt.com/misc/nvb13-19471-156.pdf Edith Martinez-Contreras (Bankr. D. Nev. Case No. 13-19471) filed a Chapter 11 Petition on November 12, 2013. The Debtor is employed as a payables specialist and receives monthly rental income from three invested properties located in Las Vegas. The Debtor is represented by: Michael J Harker, Esq. 2901 El Camino Ave #200 Las Vegas, NV 89102 Tel: (702) 248-3000 Fax: (702) 425-7290 Email: mharker@harkerlawfirm.com EIRE MCNAB: Gets Chapter 11 Trustee ----------------------------------- Judge Paul G. Hyman Jr. in mid-June entered an order approving the Acting U.S. Trustee's appointment of Nicole Testa Mehdipour as Chapter 11 trustee for Eire McNab, LLC. The U.S. Trustee consulted with the attorneys of 2303 W McNab LLC and the Debtor regarding the appointment of the Trustee. In a June 14 order, Judge Hyman directed the appointment of a trustee at the behest of secured creditor 2303 W McNab LLC. "As suspected, this Debtor's prepetition cash flow was diverted to insiders, depleting the Debtor's resources, at a time that the Debtor was not paying its real property taxes, its mortgage, and the normal and usual costs of maintaining and repairing the Debtor's sole asset, a mini storage facility located in Pompano Beach, Florida," the Secured Creditor said in the Motion. The Secured Creditor pointed out that the last time this Debtor paid its mortgage was in June of 2011, 5 years ago. In 2011, the Debtor also failed to pay the ad valorem real property taxes related to its sole asset. It claimed that while not paying taxes or mortgage payments, the principal of the Debtor, Mr. Spillane, took $9,817 in distributions from the Debtor in 2011 and $164,369 in 2012. 2303 W McNab LLC's attorney: FLORIDA BANKRUPTCY GROUP, LLC. Kevin C Gleason 4121 N 31st Avenue Hollywood, Fl 33021-2011 Tel: 954-893-7670 Fax: 954-893-7675 E-mail: BankruptcyLawyer@aol.com About Eire McNab Eire McNab, LLC, sought protection under Chapter 11 of the Bankruptcy Code in the Southern District of Florida (West Palm Beach) (Case No. 16-14976) on April 6, 2016. The petition was signed by Mark Spillane, manager. The Debtor is represented by Matthew S. Kish, Esq., at Kish Law Firm, PLLC. The case is assigned to Judge Paul G. Hyman, Jr. The Debtor estimated both assets and liabilities in the range of $1 million to $10 million. ELBIT IMAGING: Reverse Stock Split Takes Effect June 27 ------------------------------------------------------- Elbit Imaging Ltd. announced that following the approval of the Company's shareholders, on March 31, 2016, the one-for-ten reverse split of the Company's ordinary shares will become effective and that the shares will commence trading on a reverse split-adjusted basis upon the open of trading on the NASDAQ Global Select Market on Monday, June 27, 2016. With respect to the Tel Aviv Stock Exchange, the shares will commence trading on a reverse split-adjusted basis upon the open of trading on Sunday, June 26, 2016. The record date for determining which holders of the Company's ordinary shares will have their holdings adjusted as a result of the Reverse Share Split will be the close of business on Friday, June 24, 2016. The reverse share split is intended to increase the per share trading price of the Company's ordinary shares to satisfy the $1.00 minimum bid price requirement for continued listing on the NASDAQ Global Select Market. As a result of the reverse stock split, every 10 ordinary shares issued and outstanding at the effective time will automatically be combined into one issued and outstanding ordinary share. In lieu of issuing fractional shares, any fractional share that would have resulted from the reverse share split will be rounded up or down to the nearest whole share and a half-share will be rounded down. As part of the reverse share split and pursuant to the approval of the Company's shareholders, on March 31, 2016, the Company's Memorandum and Articles of Association will be amended to reduce the Company's authorized share capital from 35,000,000 ordinary shares, no par value, to 3,500,000 ordinary shares, no par value. About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) holds investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Elbit Imaging reported a loss of NIS 186.15 million on NIS 1.47 million of revenues for the year ended Dec. 31, 2015, compared to profit of NIS 1 billion on NIS 461,000 of revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Elbit Imaging had NIS 778.25 million in total assets, NIS 758.96 million in total liabilities and NIS 19.28 million in shareholders' equity. Since February 2013, Elbit has intensively endeavored to come to an arrangement with its creditors. Elbit has said it has been hanging by a thread for more than five months. It has encountered cash flow difficulties and this burdens its day to day activities, and it certainly cannot make the necessary investments to improve its assets. In light of the arrangement proceedings, and according to the demands of most of the bondholders, as well as an agreement that was signed on March 19, 2013, between Elbit and the Trustees of six out of eight series of bonds, Elbit is prohibited, inter alia, from paying off its debts to the financial creditors -- and as a result a petition to liquidate Elbit was filed, and Bank Hapoalim has declared its debts immediately payable, threatening to realize pledges that were given to the Bank on material assets of the Company -- and Elbit undertook not to sell material assets of the Company and not to perform any transaction that is not during its ordinary course of business without giving an advance notice to the trustees. Accountant Rony Elroy has been appointed as expert for examining the debt arrangement in the Company. In July 2013, Elbit Imaging's controlling shareholders, Europe- Israel MMS Ltd. and Mr. Mordechay Zisser, notified the Company that the Tel Aviv District Court has appointed Adv. Giroa Erdinast as a receiver with regards to the ordinary shares of the Company held by Europe Israel securing Europe Israel's obligations under its loan agreement with Bank Hapoalim B.M. The judgment stated that the Receiver is not authorized to sell the Company's shares at this stage. Following a request of Europe-Israel, the Court also delayed any action to be taken with regards to the sale of those shares for a period of 60 days. Europe Israel and Mr. Zisser have also notified the Company that they utterly reject the Bank's claims and intend to appeal the Court's ruling. ENERGY DEVELOPMENT: Powerdrive's $2.22MM Wins Auction ----------------------------------------------------- Judge Theodor C. Albert on June 15, 2016, entered an order authorizing John M. Wolfe, the duly appointed Chapter 11 Trustee for the bankruptcy estate of Energy Development Corporation and Stephen T. Harris, to sell the Debtors' assets to Powerdrive Oil and Gas Company LLC. At the sale hearing on June 8, 2016, an auction was held consistent with the Bidding Procedures approved by order entered May 18, 2016. At the conclusion of the auction, (a) the Court confirmed as the highest bid the offer of Powerdrive Oil, in the aggregate amount of $2,215,000, allocated $1,662,500 to the EDC estate (subject to a further $10,000 suballocation to the Harris Estate as provided in the APA) and $552,500 to the South Coast Oil Corporation ("SCOC") estate; and (b) confirmed as the backup bid the offer of Pacifoco, Inc. based on the form of the Asset Purchase Agreement (the "APA") between the Trustee and the Backup Bidder dated as of April 8, 2016, in the aggregate amount of the consideration set forth in the Backup Bidder APA, plus additional consideration at closing consisting of $700,000 cash, with such additional consideration to be allocated 75% to EDC and 25% to SCOC. The Trustee has been actively marketing the Debtor's assets for sale. While the Trustee received a number of offers and/or expressions of interest, the Trustee concluded that the best offer it received was from Powerdrive. The "Purchased Assets" consist of substantially all of the assets of SCOC, EDC and specified assets of Harris. About Energy Devt. Corporation Stephen Thomas Harris sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 06-11174) on July 21, 2006. Related entity, Huntington Beach, California-based Energy Development Corporation simultaneously sought Chapter 11 protection (Case No. 06-11175). EDC's business involved rights to subsurface mineral rights, drill sites and wells, related tools and equipment and intangible rights with respect to oil wells located in the town-lot portion of the Huntington Beach Oil Field (the "HB Wells"), and two wells in the adjacent West Newport Oil Field (collectively with the HB Wells, the "EDC Wells"). The HB Wells were assigned, conveyed and transferred to EDC by South Coast Oil Corporation ("SCOC") pursuant to an Assignment recorded May 10, 2001, as Document No. 20010298788, Official Records, Orange County, California (the "2001 Assignment"). EDC also had certain rights or claims regarding the State Lease PRC, 145.1 Offshore Lease located on County of Ventura surface lands (the "Rincon Assets"), which had also been assigned to EDC by SCOC. EDC's primary business mission was to produce oil and gas directly from existing oil and gas wells. At the outset of these cases, Harris was engaged in operating EDC and the funds of the two estates were combined. EDC estimated assets and debt of $10 million to $50 million. Simon H. Langer, Esq., in Los Angeles, California, represented the Debtors. John M. Wolfe was later appointed Chapter 11 Trustee for the bankruptcy estates of EDC and Mr. Harris. Counsel for the Chapter 11 Trustee: Philip A. Gasteier LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 E-mail: pag@lnbyb.com ENERGY XXI: Egan-Jones Lowers FC Sr Unsec. Rating to D From CCC+ ---------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Energy XXI Ltd to D from CCC+ on June 7, 2016. EJR also lowered the local currency senior unsecured rating on the Company's debt to D from C. 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. ESSAR STEEL: Enters Into Asset Purchase Agreement with KPS Capital ------------------------------------------------------------------ Essar Steel Algoma Inc. on June 17, 2016, disclosed that it has entered into an asset purchase agreement ("APA") for the sale of substantially all of the Company's assets to a consortium of bidders formed by KPS Capital Partners, LP ("KPS") and the Company's prepetition term lenders. The Company is serving a motion today with the Ontario Superior Court of Justice seeking approval of the APA. KPS is a leading private equity firm in the manufacturing sector, with a track record for transforming businesses into vibrant independent companies. The consortium bid includes cash consideration, a credit bid equivalent to the term loan, and the assumption of certain liabilities. In addition to the court approval process, closing the transaction is subject to a number of conditions relating to employee and benefit matters including pension plans and collective agreements, capital projects, and environmental matters. The transaction is also subject to customary regulatory approvals. "We are pleased that we have reached this point in the CCAA process and look forward to exiting. The new company formed by the consortium will securely position New Algoma with a capital structure to sustain all phases of the steel cycle," said Kalyan Ghosh, President and CEO of Essar Steel Algoma. "We are also well within the timeline set out in our restructuring plan." Upon court approval of the sale, the parties will work to satisfy the conditions as set out in the Asset Purchase Agreement. The transaction is slated to close on or before August 31, 2016. In the interim it remains business as usual at Essar Steel Algoma. About Essar Steel Headquartered in Sault Ste. Marie, Ontario, Canada, ESA is an integrated steel producer. Approximately 80% to 85% of ESA's sales are sheet products with plate products accounting for the balance. For the 12 months ending December 31, 2013, ESA generated revenues of C$1.8 billion. Robert J. Sandoval filed a petition under Chapter 15 of the U.S. Bankruptcy Code for Essar Steel Algoma Inc., and its debtor affiliates on July 16, 2014, following the companies' initiation of a reorganization under Canada's Companies' Creditors Arrangement Act. The lead case is Essar Steel Algoma Inc., Case No. 14-11730 (D. Del.). Essar Steel operates one of Canada's largest integrated steel manufacturing facilities. The Chapter 15 case is assigned to Judge Brendan Linehan Shannon. The Chapter 15 Petitioner's Counsel is Daniel J. DeFranceschi, Esq., and Amanda R. Steele, Esq., at Richards, Layton & Finger, P.A., in Wilmington, Delaware. EXTREME REACH: S&P Raises CCR to 'B', Outlook Stable ---------------------------------------------------- S&P Global Ratings said it raised its corporate credit rating on Needham, Mass.-based Extreme Reach Inc. to 'B' from 'B-'. The outlook is stable. At the same time, S&P raised its issue-level rating on the company's first-lien term loan and revolving facility to 'BB-' from 'B+'. The '1' recovery rating remains unchanged, indicating S&P's expectation for very high (90%-100%) recovery of principal in the event of a payment default. S&P also raised its issue-level rating on Extreme Reach's second-lien term loan, to 'B-' from 'CCC', and revised S&P's recovery rating to '5' from '6'. The '5' recovery rating indicates S&P's expectation for meaningful (10%-30%; lower half of the range) recovery of principal in the event of a payment default. The rating action reflects S&P's view of the company's increased voluntary first-lien paydowns over the past few quarters that have improved the recovery score on the second-lien term loan. "The ratings reflect our view that the proposed amendments to Extreme Reach's credit agreement have significantly lowered the risk that the company could violate its leverage covenant within the next 12 to 18 months," said S&P Global Ratings credit analyst Dylan Singh. The amendment includes an opening covenant of 4.50x with cushions of more than 15% over S&P's two-year forecast horizon. Previously, covenants were 4.25x as of June 30, 2016, 4.00x as of Sept. 30, 2016, and 3.75x as of Dec. 31, 2016. In addition, the proposed amendment lowers the mandatory amortization to 7.5% from 10.0%. S&P expects this to provide relief to the company's cash flows and significantly lower the likelihood that the company may need to draw on its revolving facility to meet its amortization payments. The stable outlook reflects S&P's expectation that the company will maintain adequate liquidity with EBITDA covenant cushions above 15% over the next 12 to 18 months and DCF to debt of more than 5% over S&P's forecast horizon. FERGUSON CONVALESCENT: UST Wants Chapter 11 Trustee --------------------------------------------------- Daniel M. McDermott, United States Trustee for Region 9, asks the U.S. Bankruptcy Court for the Eastern District of Michigan to order the appointment of a Chapter 11 trustee in the case of Ferguson Convalescent Home, Inc. "The Debtor, over a period of several years, has fallen into a pattern of financial mismanagement. Ferguson Convalescent Home, Inc. is a two-time chapter 11 Debtor. It has willfully failed to pay trust fund taxes owed to the Internal Revenue Service. Ferguson has demonstrated an inability to fulfill its duties as a Debtor-in-Possession and failed to competently manage the financial affairs of the business," the U.S. Trustee said. Sale of Debtor At the 11 U.S.C. Sec. 341 First Meeting of Creditors on March 30, 2016, Paul Ferguson, the Debtor's vice president, testified about the financial affairs of the Debtor. Mr. Ferguson is actively involved in the day to day operations of the business, managing several aspects of its operations. According to Mr. Ferguson, the Debtor intends to sell the business as a going concern. Mr. Ferguson testified that a sale would not be complete for at least three to six months. Although the Debtor has been contacted by potential purchasers, there is no evidence of progress towards a sale in the two and a half months since the 341 Meeting. The Debtor has not employed a professional broker to assist with the contemplated sale. The Plan of Reorganization is due Aug. 22, 2016. The U.S. Trustee asserts that Mr. Ferguson cannot properly manage day-to-day operation of a convalescent center, handle the financial affairs of a chapter 11 Debtor and prepare the corporation for sale all at the same time. About Ferguson Convalescent Home Ferguson Convalescent Home, Inc., filed a Chapter 11 bankruptcy petition (Bankr. E.D. Mich. Case No. 16-30397) on Feb. 24, 2016. The case is pending before the Honorable Daniel S. Opperman. The Debtor is represented by Martin W. Hable, Esq., in Lapeer, Mich. This is the second chapter 11 filing for this same Debtor. The Debtor's first bankruptcy case was filed in 2010 (Case No. 10-31918). The Debtor is a privately owned and licensed long term skilled nursing facility located at 239 S. Main St., Lapeer, Mich. It consists of 87 licensed beds, located within a leased facility. The Debtor currently has 54 residents and employs nearly 100 full and part-time employees. FLORHAM PARK: Taps Webber McGill as Legal Counsel ------------------------------------------------- Florham Park Surgery Center LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Webber McGill LLC as its legal counsel. The Debtor tapped the firm to: (a) give advice about its rights, powers and duties in its Chapter 11 case; (b) assist the Debtor in its consultations with creditors relative to the administration of the case; (c) assist the Debtor in negotiating, formulating and proposing a plan of reorganization; (d) prosecute legal actions on behalf of the Debtor's estate; (e) prepare legal papers; and (f) represent the Debtor at all hearings and other proceedings. The hourly rate for Webber McGill attorneys ranges from $290 to $425 while the hourly rate for paralegals is $115. Douglas McGill, Esq., at Webber McGill, disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Douglas J. McGill Webber McGill LLC 760 Route 10, Suite 104 Whippany, New Jersey 07981 (973) 739-9559 About Florham Park Surgery Florham Park Surgery Center LLC filed a voluntary Chapter 11 petition (Bankr. D.N.J. Case No. 16-16964) on April 11, 2016 . The case is assigned to Judge John K. Sherwood. The Debtor is represented by Daniel Stolz, Esq., at Wasserman Jurista & Stolz, in Basking Ridge, N.J. The Debtor disclosed estimated assets of between $100,000 to $500,000 and liabilities of between $1 million to $10 million as of the Chapter 11 filing. FRANCIS MACHI, JR.: Jeffrey Sikirica Named Trustee -------------------------------------------------- Judge Carlota M. Bohm approved the U.S. Trustee's appointment of Jeffrey J. Sikirica, Esq., at Chapter 11 trustee in the bankruptcy case of Francis M. Machi, Jr. To the best of the Applicant's knowledge, Mr. Sikirica's connections with the debtor, creditors, and any other parties in interest, their respective attorneys and accountants, the United States Trustee, and persons employed in the Office of the United States Trustee are limited to the connections set forth in Mr. Sikirica's verified statement. Francis M. Machi, Jr., sought Chapter 11 protection (Bankr. W.D. Pa. Case No. 14-23154) in 2014. GENERAL CABLE: S&P Lowers CCR to 'B' on High Debt Leverage ---------------------------------------------------------- S&P Global Ratings said that it has lowered its corporate credit rating on General Cable Corp. to 'B' from 'B+'. The outlook is stable. At the same time, S&P lowered its issue-level rating on the company's senior unsecured notes to 'B-' from 'B'. The '5' recovery rating remains unchanged, indicating S&P's expectation for modest (10%-30%; upper half of the range) recovery in the event of a payment default. Additionally, S&P lowered its issue-level rating on the company's subordinated debt to 'CCC+' from 'B-'. The '6' recovery rating remains unchanged, indicating S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. "The downgrade reflects our belief that General Cable's credit measures will remain more in line with a highly leveraged financial risk profile for at least the next 12 months due to lower metals prices in 2016 compared with realized prices in 2015, especially for copper and aluminum, and declining volume," said S&P Global credit analyst Patricia Mendonca. In 2015 and the first quarter of 2016 General Cable's credit measures improved from their levels in 2014, though not at a fast enough pace to remain in line with an aggressive financial risk profile. Specifically, the company's adjusted leverage was 7.5x as of year-end 2015 and 8.0x as of the rolling 12-months (RTM) ended April 1, 2016. S&P expects that General Cable's leverage will remain slightly above 6.0x for the rest of 2016 before decreasing to slightly above 5.5x in 2017, which is more aligned with a highly leveraged financial risk profile and a 'B' corporate credit rating. The stable outlook reflects S&P's expectation that General Cable will generate approximately $200 million of EBITDA in 2016 while maintaining leverage in the 6.0x-6.5x range and FFO-to-debt of 9%-12%. It also reflects S&P's expectation that the company will gradually improve its profitability and strengthen its cash flow generation as it starts to reap the benefits from its restructuring program and noncore asset sales. S&P could lower its ratings on General Cable by one notch in the next 12 months if its EBITDA margin declines -- which could prompt S&P to revise its assessment of its business risk profile to weak -- and pushes its leverage beyond 8x. S&P could also lower the ratings if it assess the company's liquidity as less than adequate, which could occur if General Cable's operating performance weakens and causes its liquidity sources to become less than 1.2x its uses. It is unlikely that S&P would upgrade General Cable over the next 12 months given S&P's expectation for declining metal prices in 2016. However, S&P could upgrade the company if it is able to reduce its debt leverage to less than 5x and increase its FFO-to-debt ratio to more than 12% on a sustained basis. HALCON RESOURCES: Soliciting Votes for Prepackaged Plan ------------------------------------------------------- Halcon Resources Corporation commenced a solicitation for acceptance of its Prepackaged Chapter 11 plan of reorganization on June 20, 2016. As previously disclosed, on June 9, 2016, Halcon Resources entered into a restructuring support agreement with certain of its stakeholders with respect to the terms of a Chapter 11, pursuant to which, among other things, the Company will (a) commence a solicitation for acceptance of a pre-packaged plan of reorganization based on the restructuring transactions contemplated by the RSA, (b) if certain approval levels are attained from the stakeholders, file voluntary petitions for relief under chapter 11 of the United States Bankruptcy Code in the U.S. Bankruptcy Court in the District of Delaware, and (c) seek approval of the Plan by the Bankruptcy Court. The Debtors are proposing a Restructuring that, pursuant to the Plan, will provide substantial benefits to the Debtors and all of their stakeholders, including, without limitation, the following: * The Restructuring will leave the Debtors' business intact and substantially de-levered, providing for the reduction of approximately $1.8 billion of the Debtors' existing net debt and approximately $200.0 million of the Debtors' annual cash interest expense upon the completion of the Restructuring. This deleveraging will enhance the Debtors' long-term growth prospects and competitive position and allow the Debtors to emerge from their Chapter 11 cases as reorganized entities better positioned to withstand depressed oil and natural gas prices. * In addition, the Restructuring will allow the Debtors' management team to focus on operational performance and value creation. A significantly-improved balance sheet will enable the Reorganized Debtors to pursue value-creating acquisitions in a depressed commodity price environment. Post -Restructuring, the Debtors anticipate having access to capital markets that are not available to them today. Furthermore, by enhancing their capital structure, the Debtors will have the ability to accelerate drilling activity if prices recover. * Moreover, the Restructuring proposed under the Plan provides recoveries to all of the Debtors' stakeholders. If each of the Voting Classes of Creditors and Interest holders votes to accept the Plan, the Plan provides for a recovery to each class of Creditors and Interest Holders under the Plan in the form of New Common Shares, Cash, New Warrants or a combination thereof. Distributions of equity in the Reorganized Debtors will allow certain stakeholders to participate in potential future upside in the Reorganized Debtors. The proposed Restructuring has the additional benefit of ensuring that management remains highly committed to the future of the Reorganized Debtors. There are four primary creditor and interest groups whose acceptances of the Plan are being solicited: 1. Holders of Third Lien Note Claims (Class 5); 2. Holders of Unsecured Note Claims (Class 6); 3. The Holder of the Convertible Note Claims (Class 7); and 4. Holders of Preferred Stock Interests (Class 11). Other Priority Claims (Class 1) / Other Secured Claims (Class 2): The holders of Allowed Other Priority Claims in Class 1 and Allowed Other Secured Claims in Class 2 are unimpaired and, except to the extent that a holder of an Allowed Other Priority Claim or Allowed Other Secured Claim against any of the Debtors agrees to less favorable treatment, each such holder will receive payment in full on account of its Claim as provided in the Plan. Revolving Credit Agreement Claims (Class 3): Holders of Allowed Class 3 Revolving Credit Agreement Claims are unimpaired and will receive, on the Effective Date, in full and final satisfaction of such Allowed Revolving Credit Agreement Claims, their pro rata share of the commitments and/or loans of a credit facility made pursuant to an amendment or an amendment and restatement of the Revolving Credit Agreement (or any replacement financing) with aggregate revolving loan commitments of not less than $600,000,000 thereunder. The Amended Revolving Credit Agreement will be in form and substance (a) reasonably satisfactory to the Requisite Unsecured Noteholders, and (b) satisfactory to the Requisite Third Lien Noteholders. The proceeds from the Amended Revolving Credit Agreement, plus cash on hand, will be used by the Debtors to (1) provide additional liquidity for working capital and general corporate purposes; (2) pay all reasonable and documented Restructuring Expenses; (3) fund distributions to be made under the Plan; and (4) fund the administration of the Chapter 11 Cases. The Debtors may elect to seek funding for the Chapter 11 Cases by means of debtor-in-possession financing, which DIP Financing may include a "roll-up" of some or all of the Amended Revolving Credit Agreement Claims, but, for the avoidance of doubt, no "roll-up" of any Second Lien Note Claims or Third Lien Note Claims. The terms of any DIP Financing will be (a) in form and substance reasonably satisfactory to the Requisite Unsecured Noteholders, and (b) in form and substance satisfactory to the Debtors and the Requisite Third Lien Noteholders. Second Lien Note Claims (Class 4): The legal, equitable, and contractual rights of the holders of Allowed Class 4 Second Lien Note Claims are unaltered by the Plan. On the Effective Date, the holders of Allowed Second Lien Note Claims will have their Allowed Second Lien Note Claims reinstated. Third Lien Note Claims (Class 5): Holders of Allowed Class 5 Third Lien Note Claims will receive, on the Effective Date, in full and final satisfaction of such Allowed Third Lien Note Claims, their Pro Rata shares of: (a) common stock, par value $0.0001 per share in Reorganized Holdings representing, after giving effect to the Restructuring, in the aggregate, 76.5% of the total outstanding shares of Reorganized Holdings (subject to dilution by the Management Incentive Plan and, to the extent applicable, the exercise of the New Warrants); and (b) Cash in the amount of $33,825,588. Unsecured Note Claims (Class 6): Subject to the limitations, holders of Allowed Class 6 Unsecured Note Claims will receive, on the Effective Date, in full and final satisfaction of such Allowed Unsecured Note Claims, their Pro Rata share of: (a) Cash in the amount of $37,595,657; (b) New Common Shares, representing, after giving effect to the Restructuring, in the aggregate, 15.5% of the total outstanding shares of Reorganized Holdings (subject to dilution by the Management Incentive Plan and, to the extent applicable, the exercise of the New Warrants); and (c) warrants to purchase 4.0% of the New Common Shares outstanding as of the Effective Date immediately upon the consummation of the Restructuring, subject to dilution by the Management Incentive Plan, exercisable for a four (4) year period commencing on the Effective Date at a per share exercise price equal to $1.33 billion divided by the total number of New Common Shares issued and outstanding as of the Effective Date. Convertible Note Claims (Class 7): Subject to the limitations, on the Effective Date, the holder of the Allowed Class 7 Convertible Note Claims will receive: (a) Cash in the amount of $15.0 million; (b) New Common Shares, representing, after giving effect to the Restructuring, in the aggregate, 4.0% of the total outstanding shares of Reorganized Holdings; and (c) warrants to purchase 1.0% of the New Common Shares outstanding as of the Effective Date immediately upon the consummation of the Restructuring, subject to dilution by the Management Incentive Plan, exercisable for a four (4) year period commencing on the Effective Date at a per share exercise price equal to $1.33 billion divided by the total number of New Common Shares issued and outstanding as of the Effective Date. General Unsecured Claims (Class 8): The rights of holders of Allowed Class 8 General Unsecured Claims will be left unaltered by the Plan, and the Debtors will continue to pay or dispute each General Unsecured Claim in the ordinary course of business. Intercompany Claims (Class 9) / Intercompany Interests (Class 10): Intercompany Claims in Class 9 and Intercompany Interests in Class 10 are unimpaired under the Plan and will be adjusted, reinstated or discharged to the extent determined to be appropriate by the Debtors (and, with respect to Intercompany Claims, subject to the consent of the Requisite Third Lien Noteholders and Requisite Unsecured Noteholders, which consent will not be unreasonably withheld). Preferred Stock Interests (Class 11): Subject to the limitations set forth below, the holders of Allowed Class 11 Preferred Stock Interests will receive, on the Effective Date, their Pro Rata share of Cash in the amount of $11.1 million. Existing Equity Interests (Class 12): On the Effective Date, all Class 12 Existing Equity Interests will be cancelled, and the holders of Existing Equity Interests will receive New Common Shares representing, in the aggregate, 4.0% of the total outstanding shares of Reorganized Holdings (subject to dilution by the Management Incentive Plan and, to the extent applicable, the exercise of the New Warrants). A copy of the Disclosure Statement is available for free at: https://is.gd/SqxqKK About Halcon Resources Halcon Resources Corporation acquires, produces, explores and develops onshore liquids-rich assets in the United States. This independent energy company operates in the Bakken/Three Forks, El Halcon and Tuscaloosa Marine Shale formations. Halcon Resources reported a net loss available to common stockholders of $2 billion on $550 million of total operating revenues for the year ended Dec. 31, 2015, compared to net income available to common stockholders of $283 million on $1.14 billion of total operating revenues for the year ended Dec. 31, 2014. * * * As reported by the TCR on Jan. 27, 2015, Moody's Investors Service downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The downgrade reflects growing risk for Halcon's business profile because of high financial leverage and limited liquidity as its existing hedges roll-off and stop contributing to its borrowing base over the next 12-18 months. In September 2015, Standard & Poor's Ratings Services lowered its corporate credit rating on Oklahoma City-based Halcon Resource Corp. to 'SD' (selective default) from 'B-'. "The downgrade follows Halcon's announcement that it reached an agreement with holders of portions of its senior unsecured notes to exchange the notes for new senior secured third-lien notes," said Standard & Poor's credit analyst Ben Tsocanos. HANESBRANDS INC: S&P Assigns 'BB' CCR, Outlook Negative ------------------------------------------------------- S&P Global Ratings assigned its 'BB' corporate credit rating on HBI Australia Acquisition Co. Pty Ltd. The outlook is negative. HBI Australia Acquisition Co. Pty Ltd. is a financing vehicle within the Hanesbrands group that is issuing debt to fund the recently announced $800 million acquisition of Pacific Brands Limited, an underwear and intimate apparel company in Australia, expected to close in the third quarter of 2016. S&P views HBI Australia Acquisitions Co. Pty Ltd. as a core entity in the Hanesbrands group, to which ratings are equalized. S&P assigned its 'BBB-' issue-level rating to HBI Australia Acquisition Co. Pty Ltd.'s proposed first-lien facilities, which include the A$65 million revolving credit facility expiring 2021, A$200 term loan due 2019, and A$200 million term loan due 2021. Concurrently, S&P assigned its '1' recovery rating on the facilities, indicating its expectation of very high (90% to 100%) recovery in the event of payment default. "The negative outlook reflects the potential that the credit metrics of the Hanesbrands group may not improve in line with our base-case forecast by the end of the fourth quarter ending Dec. 31, 2016, should the company encounter difficulty integrating its recently announced acquisitions," said S&P Global Ratings credit analyst Peter Deluca. HARKAND GULF: Files for Ch. 15 Bankruptcy to Further UK Liquidation ------------------------------------------------------------------- Harkand Gulf Contracting Limited, Harkand Global Holdings Limited and Integrated Subsea Services Limited filed Chapter 15 petitions in the U.S. Bankruptcy Court for the Southern District of Texas on June 20, 2016, seeking recognition in the United States of insolvency proceedings currently pending in the United Kingdom. Petitioners Ian Wormleighton, Philip Stephen Bowers and Michael Magnay, as joint administrators of the Debtors, believe that the filing will facilitate the liquidation of the Debtors' estates in the UK Proceedings and protect certain of the Debtors' property and other interests in the United States. According to Court documents, Harkand's business was closely tied to that of exploration and production operators around the world. Prior to commencing insolvency proceedings in the United Kingdom, the Debtors were part of a family of companies known as the Harkand group that provided subsea capabilities and services to the offshore oil and gas industry. "The recent and prolonged depression in crude oil prices significantly decreased demand for Harkand's services, negatively impacting Harkand's operating performance and constraining liquidity," according to Zack A. Clement, Esq., at Zack A. Clement PLLC, one of the Petitioners' attorneys. "As a result, Harkand struggled to meet its debt payment obligations and, ultimately determined that commencing the UK Proceedings and the proceedings commenced by other members of the Harkand Group was its only viable option." In February 2016, Harkand's management engaged its various creditors -- specifically ABN AMRO Lease N.V., Nordea Bank AB, London Branch, Veolia ES Special Services, Inc. and certain holders of senior secured bonds due in 2019 -- as well as other key stakeholders, in an effort to consensually restructure Harkand's debt obligations but to no avail. Faced with operations that were crippled by creditor collection efforts and an imminent liquidity crisis, the Debtors officially commenced insolvency proceedings in the United Kingdom in April 2016. The decision was made after Harkand failed to secure the needed working capital of approximately $20 million for it to continue as a going concern and ceased all business operations, with the exception of parts of its US business and its survey operations. Prior to the commencement of the insolvency proceedings, management, with the assistance and advice of its advisors, negotiated with Ethos Offshore and certain of its affiliates ultimately owned and controlled by funds managed by Oaktree, the ultimate beneficial owner and a creditor of various Harkand Group companies, and determined that a sale following the commencement of administration proceedings in the United Kingdom was the best course of action and would provide greater value than a piecemeal liquidation of the group. The Petitioners, acting as agents of certain Harkand entities including HGHL and HGCL, entered into a share and asset purchase agreement with the Ethos Group and consummated the sale of its US and West African operations to the Ethos Group. With respect to HGCL, the Transaction included HGCL's sale of its shares in Harkand Arena S.A.P.I de C.V., its Mexican subsidiary, and sale of certain of its customer contracts. Pre-administration, HGCL had approximately $8 million in customer receivables; the Transaction preserved those receivables for HGCL's estate and obligated the Ethos Group to assist the Petitioners in collecting the receivables and distributing receipts to HGCL's creditors. Further, the share sale of HGCL's Mexican subsidiary ensured that it would continue to operate and maintain its workforce, and enabled HGCL to realize measurable value for its creditors as compared to a break up or liquidation of HGCL that would have created no value. With respect to HGHL, the Transaction included the sale of HGHL's intellectual property in the Harkand Group including, but not limited to, the "Harkand" name and all trademarks, service marks and business names which includes all domain names owned by the Harkand Group, all information, data and records relating primarily to the Harkand business, and all intellectual property rights. The Transaction additionally included the sale of Harkand LLC. The Transaction had the support of Harkand's management, Oaktree, and Shipco, whose support was critical to the performance of key customer contracts in West Africa. Currently, the Petitioners are continuing to recover value for the estates of the Debtors (as well as the other UK Debtors) for the ultimate purpose of distributing assets to creditors. Steps the Petitioners are currently taking include: a. negotiating the sale of Harkand's survey business to a trade buyer, which will realize value to the estate of ISS (the survey business being a corporate subsidiary of ISS); b. attempting to collect the approximately $8 million in customer receivables owed to HGCL; c. cooperating with ABN to help find third party operators potentially interested in leasing or purchasing the ROVs; and d. engaging with holders of the Secured Bonds to recover Harkand property and equipment currently located on board the Bondholder Vessels. Upon commencement of the UK Proceedings, a moratorium goes into effect pursuant to the 1986 Act, which is similar to an automatic stay under Section 362 of the Bankruptcy Code, to prevent creditor actions that could interfere with an orderly administration. Notwithstanding the moratorium, on May 6, 2016, Titan Logistics and Support Services, Ltd., a company based in Trinidad and Tobago, filed a lawsuit in the District Court of Harris County, Texas, against HGCL, Harkand LLC, certain member of the Ethos Group, and Anglo-Eastern (UK) Limited, another Titan debtor. Titan alleges breach of a master services agreement and fraudulent transfers involving the transaction with Ethos Group and seeks, among other things, monetary damages from HGCL totaling $2.58 million and a writ of attachment on assets transferred to the Ethos Group. Further, certain Debtors and UK Debtors, including HGHL, are parties to other litigation pending in the United States, about which the Petitioners have limited information. A copy of the declaration in support of the Petitions is available for free at: http://bankrupt.com/misc/2_HARKAND_Declaration.pdf HERCULES OFFSHORE: Plan Confirmation Hearing Set for July 14 ------------------------------------------------------------ The Hon. Kevin J. Carey of the U.S. Bankruptcy Court for the District of Delaware will hold a hearing on July 14, 2016, at 10:00 a.m., 824 North Market Street, Wilmington, Delaware, to consider approval of the adequacy of the disclosure statement of Hercules Offshore Inc. et al., and confirmation of their joint prepackaged Chapter 11 plan. Objections, if any, are due July 7, 2016, at 4:00 p.m. (Eastern Time). 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 Second Amended 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 protection under Chapter 11 of the Bankruptcy Code in the Middle District of Tennessee (Case Nos. 15-3468 and 15-3469) on May 20, 2015. The petition was signed by Elaina V. Johnson, managing general partner. On September 9, 2015, the court ordered the joint administration of the cases under Case No. 15-3468. 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. HOUMA DOLLAR: Richardson Buying Commercial Building for $1.04M -------------------------------------------------------------- Houma Dollar Partners, LLC, asks the U.S. Bankruptcy Court for the Western District of Louisiana, Lake Charles Division, to authorize the sale of its immovable property located in Shallowater, TX, Lubbock County that consists of a 8,988 square foot commercial building to Mitch Richardson, or his assigns, for $1,040,000. The purchase price reflects the fair market value that was stated in the appraisal, commissioned by BB&T Bank on Jan. 31, 2014. This "Property" is subject to a real estate mortgage in favor of BB&T Bank and a lease with Dollar General Corp. that expires April 30, 2030 and includes three, 5-year option periods. The Debtor intends to sell the Property free and clear of all liens and mortgages and that all mortgages and liens attach to the proceeds of the sale allowing the net proceeds be paid directly to the secured creditor, BB&T Bank. The net proceeds is the amount remaining after paying the costs associated with the sale. Due to requirements made by the Title Co. that is handling the closing and the request of the Clerk of Court for this county, the Order approving the sale must include the following specific language "that all mortgage and liens affecting the property being sold shall be cancelled and erased INSOFAR AND ONLY INSOFAR as they affect the described property, including without limitation the following described encumbrances: a) Deed of Trust dated Aug. 19, 2009, executed by Houma Dollar Partners LLC, a Louisiana limited liability company to Richard A. Wright Esq., Trustee, securing the payment of one certain promissory note in the principal amount of $637,500.00, payable to Colonial Bank, filed of record under Clerk's File No. 2009033708, Official Public Records of Lubbock County, TX, fully releasing said lien as to the subject tract of land; assigned to BB&T Co., a national banking association, as shown by instrument recorded under Clerk's File No. 2012015398, Official Public Records of Lubbock County, TX. b) Second Lien Deed of Trust dated Nov. 15, 2010, executed by Houma Dollar Partners LLC, a Louisiana limited liability company to R Land Addison, Trustee, securing the payment of one certain promissory note in the principal amount of $32,670, payable to Brady Miller and Charles Baucum, filed of record under Clerk's File No. 2010039927, Official Public Records of Lubbock County, TX, fully releasing said lien as to the subject tract of land. c) Abstract of Judgment, wherein the plaintiff, TMS Environmental Austin LLC recovered judgment against the defendant, Houma Dollar Partners LLC and Reeves Development LLC, under Cause No. D-1GN-09-003009 the amount of $112,411.29, said Abstract of Judgment filed of record on June 21, 2010 under Clerk's File No. 2010019702, Official Public Records of Lubbock County, TX. d) Mechanic's Lien executed by S&T Materials LLC as Claimant, against Houma Dollar Partners LLC and Houma Texas Dollar Partners LLC in the amount of $55,936.03 filed for record on May 17, 2010 under Clerk's File No. 2010015503, Official Public Records of Lubbock County, TX. e) Mechanic's Lien executed by Charles Baucum Electric as Claimant, against Houma Dollar Partners LLC in the amount of $54,699.91, filed for record on May 19, 2010 under Clerk's File No. 2010015638, Official Public Records of Lubbock County, TX. f) Mechanic's Lien executed by Border States Electric Inc. as Claimant, against Reeves Development in the amount of $2,591.18, filed for record on Jun. 18, 2010 under Clerk's File No. 2010019571, Official Public Records of Lubbock County, TX. g) Mechanic's Lien executed by Otis Brothers as Claimant, against Houma Dollar Partners LLC, a Louisiana limited liability company in the amount of $1,900, filed for record on Jul. 7, 2010 under Clerk's File No. 2010022200, Official Public Records of Lubbock County, TX. h) Mechanic's Lien executed by Ahern Rentals Inc. as Claimant, against Houma Dollar Partners LLC in the amount of $6,734.56, filed for record on Jul. 15, 2010 under Clerk's File No. 2010023497, Official Public Records of Lubbock County, TX. i) Mechanic's Lien executed by Acme Brick as Claimant, against Houma Dollar PTRS LLC in the amount of $3,439.29, filed for record on Jul. 15, 2010 under Clerk's File No. 2010023583, Official Public Records of Lubbock County, TX. j) Mechanic's Lien executed by Strickland Plumbing Inc. as Claimant, against Houma Dollar Partners and Reeves Development LLC in the amount of $19,475, filed for record on April 15, 2010 under Clerk's File No. 2010011357, Official Public Records of Lubbock County, Texas; and as re-filed under Clerk's File No. 2010015934, Official Public Records of Lubbock County, TX. According to the Debtor, time is of the essence and it is in the best interest of the estate that the time for filing objections be shortened from 21 days to six days in order that the sale is not delayed. A separate motion to shorten notice delays will be filed. Houma Dollar Partners, LLC, is represented by: Gerald J. Casey 613 Alamo St. Lake Charles, LA 70601 Telephone: (337) 474-5005 E-mail: gcasey@caseylaw.net About Houma Dollar Partners Houma Dollar Partners, LLC sought Chapter 11 protection (Bankr. W.D. La. Case No. 12-20649) on June 29, 2012. Judge Robert Summerhays is assigned to the case. The Debtor estimated assets $1,000,001 to $10,000,000 and $1,000,001 to $10,000,000 in debt. Gerald J. Casey, Esq. serves as counsel. The petition was signed by Charles Reeves, Jr., manager. I-69 DEVELOPMENT: S&P Retains BB+ Bonds Rating on CreditWatch Neg. ------------------------------------------------------------------ S&P Global Ratings said that its 'BB+' rating on the Indiana Finance Authority's $243.845 million long-term private activity bonds series 2014 (tranches that are fully amortized in 2046) borrowed by I-69 Development Partners LLC remains on CreditWatch, where it was placed with negative implications on March 30, 2016. S&P's recovery rating remains unchanged at '1', reflecting its expectation of very high (90%-100%) recovery. "The CreditWatch listing reflects our uncertainty that the construction schedule will remain on track and our need to further monitor performance," said S&P Global Ratings credit analyst Tony Bettinelli. IMMUCOR INC: S&P Lowers CCR to 'CCC+' on Operating Weakness ----------------------------------------------------------- S&P Global Ratings lowered its corporate credit rating on Immucor Inc. to 'CCC+' from 'B'. The outlook is stable. At the same time, S&P lowered its issue-level rating on the company's senior secured facilities to 'B-' from 'B+'. The recovery rating on this debt is '2', reflecting S&P's expectation for substantial (70%-90%, at the lower end of the range) recovery in the event of default. S&P also lowered its issue-level rating on the company's senior unsecured notes to 'CCC-' from 'CCC+'. The recovery rating on this debt is '6', reflecting S&P's expectation for negligible (0%-10%) recovery in the event of a payment default. "The rating downgrade follows Immucor's continued operating underperformance over the past three quarters, with an especially pronounced decline in the third quarter of fiscal 2016," said S&P Global Ratings credit analyst Maryna Kandrukhin. Immucor's projected 2016 revenue and EBITDA are trending below S&P's previous projections, by around $25 million and $19 million, respectively. This trend resulted in leverage of more than 9.5x and minimal free operating cash flow generation for the first three quarters of fiscal 2016. A particularly weak third quarter alone resulted in a 0.5x LTM leverage increase from the second quarter. The downgrade reflects S&P's reduced confidence in Immucor's ability to refinance its aging capital structure, in the light of continued operating weakness, and S&P's view that the ongoing industry headwinds and Immucor's operating inefficiencies will limit the company's ability to improve its operating performance over the next 12 to 18 months. Immucor's growth remains constrained by continued weakness in blood transfusion demand, both in the U.S. and Europe. The weakness is primarily the result of health care cost cutting initiatives in the developed markets. The stable outlook on Immucor Inc. reflects S&P's expectation that, despite the projected single-digit revenue and EBITDA declines, the company will generate enough operating cash flow to cover its interest payments, working capital investments, and maintenance capital expenditures over the next 12 months. S&P could lower the rating if it becomes evident that the company is likely to run out of its liquidity sources within the next 12 months. If Immucor's operating performance further deteriorates to the point where its interest coverage ratio approaches 1.0x, the company generates meaningful cash flow deficits, its covenant cushion declines to zero preventing access to the revolver, and its ability to make its interest payments is uncertain, S&P would consider a downgrade. While unlikely over the next year, S&P could consider an upgrade if Immucor addresses the issue with its aging capital structure and resolves its operating inefficiencies so that profitability improves and S&P become confident that the company will maintain these improvements. INNOVATIVE MACHINING: Hires Munshi CPA as Accountant ---------------------------------------------------- Innovative Machining Solutions LLC seeks permission from the U.S. Bankruptcy Court for the Southern District of Texas to employ Munshi CPA, P.C., with Imtiaz Munshi, CPA, as the accountant, effective on May 16, 2016. The professional services that Accounting Firm may render are preparing federal and state tax returns, assembling financial records, prepare or assist in preparing monthly operating reports and related financial data, and to assist in preparing a disclosure statement and plan of reorganization including, but not limited to, investigating avoidable transfers under 11 U.S.C. Sections 544, 547, 548 and 549. The Debtor will pay a retainer to the Accounting Firm in the amount of $5,000. The applicable hourly rates to be paid to the Accounting Firm are: Imtiaz Munshi, CPA $300 Thao Nguyen, Staff Accountant $150 Sony Joseph, Staff Accountant $125 Imtiaz Munshi, President of the Accounting Firm, assures the Court that the firm is a disinterested person as the term is defined by 11 U.S.C. Section 101 and that the firm's employment is in the best interest of the estate. The Accounting Firm can be reached at: Imtiaz Munshi Munshi CPA, P.C. 1600 Highway 6 South, Suite 250 Sugar Land, Texas 77478 Tel: (281) 313-5800 E-mail: imunshi@munshicpa.com Conroe, Texas-based Innovative Machining Solutions, LLC, filed for Chapter 11 bankruptcy protection (Bankr. S.D. Tex. Case No. 16-32083) on April 25, 2016, listing $1.09 million in total assets and $583,485 in total liabilities. The petition was signed by Ilo Flyod, manager. Judge David R Jones presides over the case. Alan Sanford Gerger, Esq., at Dunn, Neal & Gerger, L.L.P., serves as the Debtor's bankruptcy counsel. INTERNET BRANDS: Moody's Affirms B2 CFR on Incremental Loan ----------------------------------------------------------- Moody's Investors Service affirmed Internet Brands, Inc.'s B2 Corporate Family Rating, B2-PD Probability of Default Rating, B1 rating on the first-lien credit facilities and Caa1 rating on the second-lien credit facility. The rating actions follow the company's plans to upsize the existing $675 million outstanding first-lien term loan by $175 million primarily to fund a dividend to equity holders and obtain an additional $150 million delayed draw first-lien term loan, which is intended to finance potential acquisitions over the coming 6-12 months. The rating outlook is stable. Affirmations: Issuer: Internet Brands, Inc Probability of Default Rating, Affirmed B2-PD Corporate Family Rating, Affirmed B2 Outlook Actions: Issuer: Internet Brands, Inc Outlook, Remains Stable Ratings Affirmed: Issuers: Micro Holding Corp. (Co-borrower MH Sub I, LLC) $75 Million Senior Secured Gtd Revolving Credit Facility due 2019 - B1 (LGD-3) $1.0 Billion ($675 Million outstanding; $460 Million original issue) Senior Secured Gtd First-Lien Term Loan due 2021- B1 (LGD-3) $170 Million Senior Secured Gtd Second-Lien Senior Term Loan due 2022 - Caa1, to (LGD-6) from (LGD-5) Outlook Actions: Issuer: Micro Holding Corp. Outlook, Remains Stable RATINGS RATIONALE Though the proposed $175 million incremental first-lien term loan will increase financial leverage, Moody's expect it will be sustained within an appropriate range for similar B2-rated issuers. Proceeds from last year's $175 million incremental term loan were used to fund EBITDA generating tuck-in acquisitions that deepened Internet Brands' software-as-a-service (SaaS) and performance-based marketing businesses. Incorporating the acquisitions' last twelve months EBITDA and realized cost savings, and layering in the new $175 million term loan, pro forma total debt to EBITDA will increase to 6.2x on a non-GAAP basis (includes Moody's adjustments as of March 31, 2016) from 5.1x. On a GAAP basis, pro forma leverage will increase to 7.1x (Moody's adjusted) from 5.9x. The approximate one turn increase in leverage results from the absence of additional EBITDA given the incremental debt's non-productive use (shareholder dividend). Although pro forma leverage is higher than the 5.7x median for B2-rated cross-industry peers, given the transition of the business to a subscription-based cloud services model, Moody's believe Internet Brands can accommodate a more leveraged capital structure. The $150 million delayed draw term loan is subject to a pro forma 4.5x Net First-Lien Leverage test under the first-lien credit agreement, underscoring Moody's expectation that the company will use the proceeds to purchase EBITDA producing assets that result in a leverage neutral outcome. Barring no further debt-financed acquisitions, Moody's anticipates organic earnings expansion combined with EBITDA and cost savings from contemplated acquisitions plus scheduled debt reduction will reduce Moody's adjusted leverage to around 6.5x by year end 2016 and 5.9x by 2017 on a GAAP basis. Given management's desire to increase scale, Moody's believes Internet Brands will focus on bigger M&A targets with higher EV/EBITDA multiples in the 7-9x range similar to the Ngage and Demandforce acquisitions. This shift in acquisition strategy increases business risk, in Moody's opinion. Larger acquisitions take longer to integrate because they typically require cost reductions to increase sub-par margins to the corporate average as well as additional investment in resources to expand product mix and grow revenue. Moody's believes it will take 12-18 months before M&A cost savings, revenue growth and annual run-rate EBITDA are captured in the GAAP financials. Further, Moody's expects future M&A activity will be debt funded. Hence, Internet Brands' acquisitive growth phase will likely continue over the rating horizon and possibly cause leverage to remain in the 6-7x range on a GAAP basis. The B2 rating considers Internet Brands' small revenue base, concentrated earnings profile in cyclical consumer segments, serial acquisition growth strategy, and inherent business risk for internet companies to experience potential decline in website traffic due to rapidly changing technology and industry standards. Low entry barriers can also create potential competitive threats from larger players that have more diverse products and services, stronger brands and an international presence. The rating is supported by Internet Brands' position as an established online media company that owns leading websites with reasonably long operating histories and differentiated content and services targeted to specific customer groups. The rating recognizes good diversification within the consumer segment and increasing exposure to SaaS/software-based service offerings (nearly 60% of total revenue) with relatively high retention rates in the 85% range, sizable recurring/reoccurring revenue (90+% of SaaS/Software sales) and growing demand from small and medium-sized businesses (SMBs). Low operating expenses combined with modest working capital and capital expenditure requirements result in positive free cash flow. Moody's expects a very good liquidity profile. Rating Outlook The stable rating outlook reflects Moody's expectation that over the next 12-18 months Internet Brands will maintain its position as a leading online media company with steady growth driven by its cloud-based subscription/licensing businesses. The stable outlook also anticipates that Internet Brands will maintain high recurring/reoccurring revenue, a low-cost traffic acquisition model, relatively stable operating margins and steady cash flow growth. What Could Change the Rating -- Up An upgrade is unlikely over the rating horizon given Moody's expectation for a highly levered capital structure consistent with the B2 rating category. However, over the long-term, ratings could be upgraded if Internet Brands were to increase scale, maintain its leading market position, demonstrate organic revenue/earnings growth and continue to successfully integrate acquisitions. An upgrade would also be considered if the company were to further enhance end market diversification and sustain financial leverage below 5x total debt to EBITDA (Moody's adjusted). Internet Brands would need to maintain a good liquidity position at a minimum to be considered for an upgrade. What Could Change the Rating -- Down Ratings may be downgraded if Internet Brands' competitive position weakens (as measured by market share), recurring/reoccurring and performance--based ad revenue decline from current levels, acquisitions exhibit underperformance or marketing and development costs increase (as measured by operating margin performance). Ratings could also experience downward pressure if the company: (i) engages in debt-funded acquisitions or shareholder distributions resulting in total debt to EBITDA (including LTM EBITDA of acquired companies) sustained above 7x (Moody's adjusted); or (ii) experienced sustained negative free cash flow and/or weakened liquidity. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. Internet Brands, Inc. is an internet media company that owns more than 250 branded websites across four verticals (Automotive - 46% of revenue; Legal - 24%; Health - 23%; and Home and Travel - 7%) characterized by high consumer activity and solid advertising spend. The company licenses and delivers its content and internet technology products and services to small and medium-sized businesses (SMBs), major corporations and individual website owners primarily via two revenue models: (i) a subscription-based Software-as-a-Service (SaaS) platform; and (ii) performance-based advertising. Revenue totaled approximately $330 million for the twelve months ended March 31, 2016. INVERRARY RESORT HOTEL: UST Seeks Trustee or Dismissal ------------------------------------------------------ Guy G. Gebhardt, Acting United States Trustee for Region 21, on June 21, 2016, filed a motion to asking the U.S. Bankruptcy Court for the Southern District of Florida to enter an order (i) directing the appointment of a Chapter 11 trustee in the case of The Inverrary Resort Hotel Condominium Association, Inc., or, alternatively, (ii) dismissing the case or converting the case to Chapter 7. The Debtor owns a "resort hotel" located at 3501 Inverrary Boulevard, Lauderhill, Florida. The property is owned by the Debtor. The Debtor's hotel is operated by a management company called Vacation Resorts Development, Inc. According to the U.S. Trustee, the facts here show that the Debtor has exhibited, at a minimum, gross mismanagement of its financial affairs where the Debtor's failure to provide to the United States Trustee proof of insurance and proof of opening a DIP account evinces the Debtor's failure to satisfy two of the most basic requirements for a chapter 11 debtor-in-possession -- (1) to maintain adequate insurance; and (2) to open a DIP bank account. "Indeed, as the owner of South Florida real estate, the Debtor's failure to ensure that it has adequate property insurance during hurricane season could be viewed as reckless," the U.S. Trustee said. "Additionally, the Debtor's delay in opening a DIP account suggests, at a minimum, a lack of competence on the part of management when the nature of the Debtor's business could result in the Debtor's bank account balances exceeding the amounts insured by the FDIC—the raison d'e-tre for DIP accounts. According to the U.S. Trustee, an analysis of multiple In re SunCruz Casinos, LLC, 298 B.R. 821, 828 (Bankr. S.D.Fla. 2003) factors supports the appointment of a chapter 11 trustee where: a. Management of the Debtor may have engaged in significant misconduct and showed lack of evenhandedness where the Debtor made sizeable transfers to possibly related parties prepetition while failing to pay other creditors; b. There could be pre-petition voidable preferences or fraudulent transfers that were made to possible affiliates of the Debtor, and therefore one or more of those entities could be the target of fraudulent conveyance and/or preference actions; and c. Current management may be unwilling and/or unable to pursue estate causes of action, and/or conflicts of interest may interfere with current management's ability to exercise fiduciary duties to the Debtor and pursue such actions vigorously, where the targets of such actions may be related entities and/or individuals. d. There is the potential for self-dealing by current management where it appears from the limited information provided that the business practice of management has been to reimburse related entities for expenses that have paid on behalf of the Debtor, rather than to have the Debtor pay those expenses directly. Guy G. Gebhardt, Acting United States Trustee for Region 21, is represented by: Zana M. Scarlett, Trial Attorney U.S. Trustee's Office 51 SW 1st Ave., Room 1204 Miami, FL 33130 Tel: (305) 536-7285 Fax: (305) 536-7360 About the Inverrary Association The Inverrary Resort Hotel Condominium Association, Inc., Nirvana Inverrary Lofts, Inc., and Alrames S.A.de C.V. Corp. filed voluntary chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 16-17792, 16-17799 and 16-17802) on May 31, 2016. The three Debtors are represented in their jointly administered cases by Jason Slatkin, Esq., at Slatkin & Reynolds, P.A., in Ft. Lauderdale. At the time of the filings each single asset real estate Debtor estimated its assets at less than $50,000 and its debts at more than $1 million. The 11 U.S.C. Sec. 341 Meeting of Creditors is scheduled for June 27, 2016. INVERRARY RESORT: Taps Edward F. Holodak as Special Counsel ----------------------------------------------------------- The Inverrary Resort Hotel Condominium Association, Inc., asks for permission from the U.S. Bankruptcy Court for the Southern District of Florida to employ Edward F. Holodak, Esq., and the law firm of Edward F. Holodak, P.A., special counsel, nunc pro tunc to the date of the filing of the petition. The Holodak Firm represented Debtor with respect to the termination plan for the Debtor, and those matters attendant to the possible sale of Debtor's assets. The Debtor seeks approval of the employment of the Holodak Firm so that it may continue to assist Debtor with matters on which it assisted Debtor prepetition. As a condition of its employment, the Holodak Firm has waived the outstanding balance owed the firm as of the Petition Date of $77,085.36. To the best of Debtor's knowledge, the Holodak Firm does not have any connection with the creditors, or other parties in interest, or their respective attorneys and doesn't represent any interest adverse to Debtor. The Holodak Firm can be reached at: Edward F. Holodak, P.A. Edward F. Holodak, Esq. 7951 SW 6th Street, Suite 210 Plantation, FL 33324 Tel: (954) 927-3436 E-mail: info@browardbusinesslawyers.com Website: http://www.browardbusinesslawyers.com/ The Inverrary Resort Hotel Condominium Association, Inc., Nirvana Inverrary Lofts, Inc., and Alrames S.A.de C.V. Corp. filed voluntary chapter 11 petitions (Bankr. S.D. Fla. Case Nos. 16-17792, 16-17799 and 16-17802) on May 31, 2016. The three Debtors are represented in their jointly administered cases by Jason Slatkin, Esq., at Slatkin & Reynolds, P.A., in Ft. Lauderdale. At the time of the filings each single asset real estate Debtor estimated its assets at less than $50,000 and its debts at more than $1 million. J G SOLIS: Seeks to Hire Jesse Blanco as Legal Counsel ------------------------------------------------------ J G Solis, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Jesse Blanco as its legal counsel. Mr. Blanco will provide legal services to the Debtor in connection with its Chapter 11 case. These services include: (a) examining the claims of creditors to determine their validity; (b) giving advice in connection with the use of cash collateral, sale or lease of property of the Debtor's estate, obtaining credit, and other bankruptcy-related matters; (c) drafting a Chapter 11 plan and negotiating with secured and unsecured creditors for the plan; and (d) objecting to claims, if appropriate. Mr. Blanco will receive $400 per hour for his services. In a court filing, Mr. Blanco disclosed that he does not represent any interest adverse to the Debtor or its bankruptcy estate. Mr. Blanco's contact information is: Jesse Blanco 7406 Garden Grove San Antonio, Texas 78250 713.320.3732 Telephone 210.509.6903 Facsimile lawyerjblanco@gmail.com About J G Solis J G Solis, Inc., filed a chapter 11 petition (Bankr. W.D. Tex. Case No. 16-70080) on May 17, 2016, and is represented by Jesse Blanco Jr., Esq., in San Antonio, Tex. This chapter 11 proceeding is related to (but not jointly administered with) In re all City Well Service, LP (Bankr. W.D. Tex. Case No. 16-70079) also filed on May 17, 2016. JEFFREY MORTENSON: Court Approves Sale of Personal Property ----------------------------------------------------------- Judge Paul B. Snyder of the U.S. Bankruptcy Court for the Western District of Washington, Tacoma Division, on June 17, 2016, approved Jeffrey Allan Mortenson and Dawn Marie Mortenson's motion to sell their personal property. The Debtors' sale of their personal property is approved as follows: Buyer Property to be Sold Purchase Price ----- ------------------- -------------- Michael Carr 1968 Pontiac Firebird $7,000 Michael Carr 2004 425 Honda Quad $100 Michael Carr 1965 Chevy Chevelle $500 Michael Carr 2006 Harley Davidson Dyna Glide $6,000 Vincent Flores 2001 Kabota U35 Excavator $14,500 Vincent Flores 1977 Ford F-150 Truck $1,200 Vincent Flores 1957 Johnson Boat and Trailer $900 Vincent Flores 1967 Chevy Chevelle Box Frame $9,000 Vincent Flores 1988 Harley Sportster $1,500 "It is further ORDERED, ADJUDGED AND DECREED that the money will be held by Debtors' counsel. Upon confirmation of the Plan, the monies shall then be paid over to the Plan Administrator," Judge Snyder ruled. The Debtors are represented by: Noel P. Shillito, WSBA 1919 North Pearl St. #C-2 Tacoma, WA 98406 Telephone: (253) 572-4388 Facsimile: (253) 572-4497 The bankruptcy case is In Re Jeffrey Allan Mortenson and Dawn Marie Mortenson (Bankr. W.D. Wash. Case No. 15-40137). JESUS RAFAEL CRUZ RODRIGUEZ: July 29 Plan Confirmation Hearing -------------------------------------------------------------- Judge Scott H. Gan of the U.S. Bankruptcy Court for the District of Arizona approved the first amended disclosure statement explaining the plan filed by Jesus Rafael Cruz Rodriguez and Beatriz Quivoy Cruz. The hearing to consider confirmation of the plan will be held on July 19, 2016, at 1:30 p.m. Ballots accepting or rejecting the plan must be received by July 12. The last day for filing written objections to confirmation of the plan is fixed at July 12. If the debtor is an individual, the hearing date is the last date to file a complaint objecting to the discharge of the Debtors pursuant to Sections 1141 and 727 of the Bankruptcy Code. If an objection to confirmation is filed, the Court may utilize the initial hearing to determine the appropriate discovery procedures. If no objection to confirmation is filed, the Court may still request that evidence be presented or that counsel present an offer of proof in support of confirmation of the plan of reorganization. Jesus Rafael Cruz Rodriguez and Beatriz Quivoy Cruz (Bankr. D. Ariz. Case No. 15-15071) filed a Chapter 11 Petition on November 25, 2015. The Debtors are represented by: Preston Gardner, Esq. DAVIS MILES MCGUIRE GARDNER, PLLC 40 E. Rio Salado Parkway, Suite 425 Tempe, AZ 85281 Tel: (877) 715-7366 Email: jstoner@davismiles.com JOHN DAVIS TRUCKING: Trustee Selling Ford F650 for $30K ------------------------------------------------------- Stephen R. Harris, Esq., of Harris Law Practice LLC, Liquidating Trustee of the John Davis Trucking Co. Inc. Liquidating Trust, asks the U.S. Bankruptcy Court for the District of Nevada for the entry of an order authorizing the sale of 2007 Ford F650 Service Truck, VIN 3FRNF65X57V456920, to Quality Transportation, Inc. for $30,000. Quality Transportation, Inc. was formed in 2015, and its offices are brothers, John Davis and Shane Davis. The brothers are also officers of the Debtor. The truck is currently located on land owned by SDJD Properties, LLC, another entity owned by the brothers. In the past, Ritchie Bros. has sold similar service trucks for amounts ranging from $8,500 to $33,000, which would be subject to sales commissions, transportation costs, and disassembly costs. Ritchie Bros. would charge a 9.5% commission to sell the Truck at auction, and the Estate would assume all transportation costs and reasonable repairs. Quality Transportation, Inc. had estimated that if Ritchie Bros. were to sell the Truck for its estimated value of $33,500, the actual net value to the estate would be approximately $28,000, after subtracting commissions and transportation/repair fees. The offer submitted by the proposed Buyer is approximately 90% of the value of the Truck to the Trust. A copy of the purchase proposal and the recent sales by Ritchie Bros. attached to the Motion is available for free at http://bankrupt.com/misc/John_Davis_361_Sale_M.pdf The offer to purchase the Truck is all cash, "as is" and "where is", and the trust will not incur any costs of sale, any transportation costs, repair costs, or any costs related to disassembling the Truck for transport. The Liquidating Trustee believes the offer is fair and reasonable, in that it will likely realize net proceeds for the Trust more than the maximum proceeds that could be obtained at an auction. Any Court hearing on this request will allow for overbidding by qualified buyers, provided however, that any overbid must provide net sales proceeds greater than the amount offered by Quality Transportation in an overbid amount to be determined by the Court. About John Davis Trucking John Davis Trucking Company, Inc., sought Chapter 11 protection (Bankr. D. Nev. Case No. 14-51643) in Reno, Nevada, on Sept. 29, 2014. The case judge is Bruce T. Beesley The Debtor tapped Hartman & Hartman as counsel. The Debtor disclosed $5.71 million in assets and $5.64 million in liabilities. * * * On March 4, 2016, the Court entered an order confirming the Official Committee of Unsecured Creditors' Second Amended Proposed Plan of Orderly Liquidation, as Amended. The assets of the Debtor were vested to the John Davis Trucking Company, Inc., Liquidating Trust. On April 4, 2016, a notice of liquidating trust agreement was filed with the Court and Stephen R. Harris, Esq., was duly appointed Liquidating Trustee. The Liquidating Trustee can be reached at: Stephen R. Harris, Esq. HARRIS LAW PRACTICE, LLC 6151 Lakeside Drive, Suite 2100 Reno, NV 89511 Tel: (775) 786-7600 E-mail: steve@harrislawreno.com JOHN DISANTO: July 12 Plan Confirmation Hearing ----------------------------------------------- Judge Peter G. Cary of the U.S. Bankruptcy Court for the District of Maine approved the disclosure statement explaining John J. DiSanto's Chapter 11 plan and scheduled a hearing on confirmation of the Plan for July 12, 2016, at 9:00 a.m. The deadline for filing and serving written objections to confirmation of the Plan will be July 5. To be counted, ballots for accepting or rejecting the Plan must be received no later than July 5. The bankruptcy case is In re John J. DiSanto, Case No. 15-20434 (Bankr. D. Maine). The Debtor is represented by: Andrew R. Sarapas, Esq. MOLLEUR LAW OFFICE 95 Main Street Auburn, ME 04210 Email: andy@molleurlaw.com JOSEPH SATIRA: July 21 Disclosure Statement Hearing --------------------------------------------------- Judge Thomas P. Agresti of the U.S. Bankruptcy Court for the Western District of Pennsylvania commenced a hearing on June 21, 2016, to consider approval of the disclosure statement explaining Joseph Satira's plan of reorganization. As previously reported by the Troubled Company Reporter, the Debtor filed an amended plan of reorganization and an explanatory disclosure statement under which general unsecured creditors will be paid $5,126 or 100% of their claims over a 60 month period. Joseph Satira (Bankr. W.D. Penn. Case No. 15-24221) filed a Chapter 11 Petition on November 18, 2015. The Debtor is the owner of two commercial properties in Munhall, Pennsylvania. The Debtor rents space in these properties to tenants and also uses part of the space for his own barber shop business at which he works. A full-text copy of the Disclosure Statement dated June 6, 2016, is available at http://bankrupt.com/misc/pawb15-24221-69.pdf The Debtor is represented by: Christopher M. Frye, Esq. LAW OFFICES OF STEIDL AND STEINBERG Gulf Tower, Suite 2830 707 Grant Street Pittsburgh, PA 15219 Tel: 412-391-8000 Email: chris.frye@steidl-steinberg.com KAARS INCORPORATION: Case Summary & 8 Unsecured Creditors --------------------------------------------------------- Debtor: Kaars Incorporation aka Quality Auto 2-70 Parker Avenue Trenton, NJ 08609 Case No.: 16-22015 Chapter 11 Petition Date: June 21, 2016 Court: United States Bankruptcy Court District of New Jersey (Trenton) Judge: Hon. Kathryn C. Ferguson Debtor's Counsel: Scott Eric Kaplan, Esq. SCOTT E. KAPLAN, LLC 12 North Main St., PO Box 157 Allentown, NJ 08501 Tel: 609-259-1112 Fax: 609-259-5600 E-mail: scott@sekaplanlaw.com Total Assets: $72,300 Total Liabilities: $1.93 million The petition was signed by Isam Abuhumoud, vice president. A list of the Debtor's eight largest unsecured creditors is available for free at http://bankrupt.com/misc/njb16-22015.pdf KIRKLAND BROS: Plan Outline OK'd, July 12 Confirmation Hearing Set ------------------------------------------------------------------ Judge Ronald B. King of the U.S. Bankruptcy Court for the Western District of Texas, Midland Division, approved the first amended disclosure statement explaining Kirkland Bros., Inc.'s first amended plan of reorganization. The Plan proposes to pay general unsecured creditors 100% of their claims over a eight-year term to be paid on a monthly basis, beginning July 15, 2016, at 3.0% interest. The Plan calls for 84 monthly payments each of $2,215.67. Confirmation Hearing is scheduled for July 12, 2016, at 1:45 p.m. in the U.S. Bankruptcy Courtroom, Midland Room P126, U.S. Courthouse, 100 E Wall Street, Midland, Texas. The Deadline to Object to Confirmation of Plan is July 6, 2016. The Debtor is represented by: Max R. Tarbox, Esq. TARBOX LAW, P.C. 2301 Broadway Lubbock, TX 79401 Tel: (806) 686-4448 Fax: (806) 368-9785 Kirkland Bros., Inc. (Bankr. W.D. Tex., Case No. 15-70099) filed a Chapter 11 Petition on July 15, 2015, with assets estimated at $1 million to $10 million and liabilities at $1 million to $10 million. The Debtor's primary business is in the leasing and selling of trucks and trailers. KLAMON LLC: Taps Nathan Sommers as Legal Counsel ------------------------------------------------ Klamon LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire Nathan Sommers Jacobs, A Professional Corporation, as its legal counsel. The Debtor tapped the firm to: (a) provide legal advice about its powers and duties as a debtor-in-possession in the continued operation of its properties; (b) examine claims of creditors in order to determine their validity and object to claims if appropriate; (c) prepare and pursue confirmation of a Chapter 11 plan and approval of a disclosure statement; (d) prepare legal papers; (e) appear in court; (f) give advice to Debtor in connection with its plan of reorganization; (g) appear in, and prosecute or defend suits when they arise. Ronald Sommers, a shareholder of Nathan Sommers, and Jarrod Martin, an associate, will be primarily responsible for representing the Debtor. The customary hourly rates of Messrs. Sommers and Martin are $525 and $315, respectively. Mr. Sommers disclosed in a court filing that he and the firm do not hold or represent any interest adverse to the Debtor's estate. The firm can be reached through: Ronald J. Sommers, Esq. Nathan Sommers Jacobs, A Professional Corporation 2800 Post Oak Blvd., 61st Floor Houston, TX 77056 Tel: 713.892.4801 Fax: 713.892.4800 E-mail: rsommers@nathansommers.com About Klamon LLC Klamon LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Texas Case No. 16-32904) on June 6, 2016. The petition was signed by James Hunter Clamon, manager. The case is assigned to Judge Jeff Bohm. At the time of the filing, the Debtor disclosed $1.71 million in assets and $3.35 million in debts. KLM OPTICAL: Unsecureds to Get at Least 45% Under Ch. 11 Plan ------------------------------------------------------------- KLM Optical, Inc., dba Pearle Vision, filed with the U.S. Bankruptcy Court for the Eastern District of New York a second amended plan of reorganization and accompanying disclosure statement offering general unsecured creditors the opportunity to obtain a distribution of no less than 45.67% of their allowed claims in monthly installments for a period of 84 months. The Second Amended Plan will be funded from (i) cash on hand in the amount of $122,000 to be placed in a confirmation account with Debtor's counsel, (ii) the proceeds of the Debtor's settlement, which is currently in the Debtor's counsel's possession, of an avoidance action with AMEX in the amount of $64,812, which are also to be placed into a confirmation account with Debtor's counsel, and (iii) the postpetition operations of the Reorganized Debtor. A full-text copy of the Second Amended Disclosure Statement dated June 8, 2016, is available at http://bankrupt.com/misc/nyeb15-72145-101.pdf KLM Optical, Inc., dba Pearle Vision (Bankr. E.D.N.Y., Case No. 15-72145) filed a Chapter 11 Petition on May 15, 2015. The Debtor is a New York corporation conducting business in the field of optometry and retail optical sales. The case is assigned to Judge Robert E. Grossman. The Debtor's counsel is J. Logan Rappaport, Esq., at Pryor & Mandelup, L.L.P., in Westbury, New York. The Debtor hired Robert A. Klein, CPA, P.C., as accountant. The petition was signed by Wayne Kelly, president. The Debtor had $319,046 in assets and $1.83 million in liabilities. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/nyeb15-72145.pdf KOBE RESTAURANT: Seeks to Hire Robert Bruner as Attorney -------------------------------------------------------- Kobe Restaurant Group LLC seeks approval from the U.S. Bankruptcy Court for the Northern District of Florida to hire Robert Bruner as its attorney. Kobe Restaurant proposes to hire an attorney to give legal assistance in connection with its Chapter 11 case. Mr. Bruner will be paid $300 per hour for his services and will receive reimbursement for work-relates expenses. In a court filing, Mr. Bruner disclosed that he does not represent any entity in connection with the case and that he does not have any connection with Kobe Restaurant's creditors. Mr. Bruner's contact information is: Robert C. Bruner 2810 Remington Green Circle Tallahassee, FL 32308 Tel: (850) 385-0342 About Kobe Restaurant Kobe Restaurant Group LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Fla. Case No. 16-50103) on April 4, 2016, listing under $1 million in both assets and liabilities. The Debtor is represented by Robert C. Bruner, Esq. The Office of the U.S. Trustee disclosed in a court filing that no official committee of unsecured creditors has been appointed in the case. L. P. & F. INC: Taps Sader Law Firm as Legal Counsel ---------------------------------------------------- L. P. & F., Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to hire The Sader Law Firm as its legal counsel. L. P. & F. tapped the firm to: (a) give advice about its rights and obligations as debtor- in-possession; (b) prepare legal papers; (c) represent the Debtor at the meeting of creditors and court hearings on approval of plan of reorganization and disclosure statement; (d) represent the Debtor in adversary proceedings and other contested bankruptcy matters; and, (e) represent the Debtor in matters related to its reorganization and business operations. Neil Sader and Bradley McCormack, the attorneys who will assist the Debtor during its bankruptcy, will be paid $330 per hour and $305 per hour, respectively. The hourly rate of paralegals who may assist them is $105. Aside from professional fees, the firm will also receive reimbursement for work-related expenses. In a court filing, Messrs. Sader and McCormack disclosed that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The Sader Law Firm can be reached through: Bradley D. McCormack The Sader Law Firm 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108 Tel: 816-561-1818 Direct Dial: 816-595-1802 Fax: 816-561-0818 Email: bmccormack@saderlawfirm.com About L. P. & F. Inc. L. P. & F., Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Mo. Case No. 16-30293) on June 14, 2016. The petition was signed by William Ryan Jackson, president. The case is assigned to Judge Cynthia A. Norton. At the time of the filing, the Debtor estimated its assets at $50,000 to $100,000 and debts at $1 million to $10 million. LAND SECURITIES: Court Approves Sale of Colorado Property --------------------------------------------------------- Judge Michael E. Romero entered an order approving the sale of Land Securities Investors, Ltd's real property located in Larimer County, State of Colorado. The Debtor sought approval of the sale to assist in the implementation of its confirmed Plan of Reorganization. All tax liens will be satisfied at closing as set forth in Plan. The limited objection filed by 3NP, LLC as to the sale have been resolved. According to the Order, the Debtor is required to escrow 85% of the net proceeds of sale to be held in the trust account of Kutner Brinen, P.C. pending adjudication of the issues raised in the objection by 3NP, LLC. The funds may not be distributed without further order of the Court. As reported in the TCR, the Debtors Land Securities Investors, Ltd., et al., on June 9, 2016, filed a motion asking the Court to approve the sale of an unimproved 13.5-acre parcel of real property known as Project Area 13 of the Roxborough Downs Filing No. 2 located in Jefferson County, Colorado to Cool Water Land & Cattle Investments, LLC. LSI is selling its properties in order to assist in the implementation of its confirmed Fourth Amended Plan of Reorganization. The Debtor's attorney: Lee M. Kutner, Esq. KUTNER MILLER BRINEN, P.C. 1660 Lincoln St., Suite 1850 Denver, CO 80264 Tel: (303) 832-2400 Fax: (303) 832-1510 E-mail: lmk@kutnerlaw.com The Buyer can be reached at: COOL WATER LAND & CATTLE INVESTMENTS, LLC 2830 S. Newcombe Way Lakewood, Colorado 80227 Attn: Jack Hoagland Phone: (303) 888-1920 E-mail: jack@coolwaterland.com The Buyer's attorney: SCHELWAT LAW, LLC 16350 E. Arapahoe Road, Suite 108-102 Foxfield, Colorado 80016 Phone: (720) 252-6764 E-mail: kschelwat@schelwatlaw.com About Land Securities Land Securities Investors, Ltd., LSI Retail II, LLC, and Conifer Town Center, LLC, sought Chapter 11 protection (Bankr. D. Colo. Case Nos. 13-11167, 13-1113, and 13-11135) in Denver on Jan. 29, 2013. Land Securities disclosed $47.0 million in total assets and $29.6 million in total liabilities. The Debtors are real estate developers and investors. The Office of the U.S. Trustee for Region 19 said that it was unable to appoint an official committee of unsecured creditors. Lee M. Kutner, Esq., of Kutner Miller Brinen, P.C., in Denver, Colorado, acts as legal counsel to Land Securities Investors, Ltd. Jeffrey A. Weinman, Esq., of Weinman & Associates, P.C., in Denver, Colorado, acts as legal counsel to LSI Retail II, LLC and Conifer Town Center, LLC. LAREDO WO: Hires Ray Battaglia as Co-Counsel -------------------------------------------- Laredo WO, LTD., seeks permission from the U.S. Bankruptcy Court for the Western District of Texas to employ the Law Offices of Ray Battaglia, PLLC, as bankruptcy co-counsel, effective as of the Petition Date. The Firm is being retained to serve as co-counsel along with Eric Terry Law, PLLC. The two law firms have agreed to a division of labor substantially similar to the manner which multiple attorneys within the same law firm would handle a similar case. Each firm is aware of the need to avoid duplication of effort and have taken steps to minimize the degree to which their services will overlap. Eric Terry Law will be primarily responsible for the day to day management of the case and all routine activities typical to Chapter 11 cases. The Firm will provide legal advice regarding strategy for the Chapter 11 case and implementation of that strategy. The firms will allocate primary responsibility as appropriate for drafting pleadings and handling contested matters and meetings with clients and opposing counsel. The Firm along with Eric Terry Law, will render, among other things, these services to the Debtor: a. advise the Debtor with respect to its powers and duties as debtor and debtor in possession in the continue management and operation of its business and properties; b. attend meetings and negotiate with representatives of creditors and other parties in interest, and advise and consult on the conduct of the case, including all of the legal and administrative requirements of operating in Chapter 11; c. take all necessary actions to protect and preserve the Debtor's estate, including the prosecution of actions on its behalf, the defense of any actions commenced against its estate, negotiations concerning litigation in which the Debtor may be involved, and objections to claims filed against the estate; d. prepare on behalf of the Debtor all motions, applications, answers, orders, reports, and papers necessary to the administration of the estate; e. advise the Debtor in connection with any sales of assets; f. negotiate and prepare on the Debtor's behalf a plan of reorganization, disclosure statement, and all related agreements and documents, and take any necessary action on behalf of the Debtor to obtain confirmation of the plan; g. appear before this Court, any appellate courts, and the U.S. Trustee, and protect the interests of the Debtor's estate before the courts and the U.S. Trustee; and h. perform all other necessary legal services and provide all other necessary or appropriate legal advice to the Debtor in connection with this Chapter 11 case. Raymond W. Battaglia, Esq., will be paid $425 per hour for his services. In connection with entry into the engagement of the Firm, the Debtor agreed that a retainer would be applied to the Firm’s professional fees, charges, and disbursements. The initial Retainer amount was $50,000. As of the Petition Date, the balance of the Retainer remained $50,000. The Retainer will remain in the Firm's IOLTA trust account as a post-petition retainer to be applied against post-petition fees and expenses after application to and approval by the Court. The Debtor paid the Firm $807 prior to filing its voluntary petition. Raymond W. Battaglia, Esq., President and Managing Member of the Firm, tells the Court that the Firm has not agreed to share any compensation received with any other entity. Mr. Battaglia assures the Court that the Firm (i) does not hold or represent an interest adverse to the Debtors, and its estate, (ii) does not hold or represent any other party in this Case, and (iii) is "disinterested persons" as that term is defined in Section 101(14) of the Bankruptcy Code. Mr. Battaglia says that the Firm is a "disinterested person" as that term is defined in Section 101(14) of the Bankruptcy Code in that the Firm and its attorneys: a. are not creditors, equity security holders, or insiders of the Debtors; b. are not and were not, within two years before the date of the filing of the Debtors' Chapter 11 petition, a director, officer, or employee of the Debtors; and c. do not have an interest materially adverse to the interest of the estate or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, the Debtor. The terms of the Firm's engagement with the Debtor to represent it in connection with this Chapter 11 case do not vary from the Firm's customary billing arrangements for similar engagements. The Firm's rates do not vary based upon the geographic location of the bankruptcy case. The Firm's representation of the Debtor commenced approximately one month prior to the Petition Date. The financial terms and hourly rates of the Firm have not changed post-petition. The Firm can be reached at: Raymond W. Battaglia, Esq. Law Offices of Ray Battaglia, PLLC 66 Granburg Circle, San Antonio, Texas 78218, Tel: (210) 601-9405 E-mail rbattaglialaw@outlook.com Headquartered in San Antonio, Texas, Laredo WO, LTD., a Texas limited partnership, owns a fully entitled, 1056 acre real estate development with approximately 2400 residential lots located in Georgetown, Texas. The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D. Tex. Case No. 16-51297) on June 6, 2016, listing $69.59 million in total assets and $36.50 million in total debts. The petition was signed by Bradford A. Galo, CEO of Galo, Inc. (managing GP of ABG Enterprises, Ltd.) Judge Ronald B. King presides over the case. Eric Terry, Esq., at Eric Terry Law, PLLC, serves as the Debtor's bankruptcy counsel. LAREDO WO: Seeks to Hire Eric Terry Law as Co-Counsel ----------------------------------------------------- Laredo WO, Ltd. seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Eric Terry Law, PLLC. Eric Terry Law will serve as co-counsel with The Law Offices of Ray Battaglia PLLC, another firm to be hired by Laredo in connection with its Chapter 11 case. The services to be provided by the firm include: (a) advising Laredo about its powers and duties as a debtor- in-possession; (b) pursuing relief associated with maximizing the value of the assets of the Debtor's estate, whether via a sale of all assets or through confirmation of a plan; (c) preparing legal papers and appearing in court. Eric Terry, Esq., has agreed to lower his standard hourly rate of $425 to $375. In a court filing, Mr. Terry 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: Eric Terry Eric Terry Law, PLLC 4040 Broadway, Ste. 450 San Antonio, TX 78209 Telephone: (210) 468-8274 Facsimile: (210)-319-5447 About Laredo WO Laredo WO, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W.D. Texas Case No. 16-51297) on June 6, 2016. The petition was signed by Bradford A. Galo, CEO of Galo, Inc. (managing GP of ABG Enterprises, Ltd.). The case is assigned to Judge Ronald B. King. At the time of the filing, the Debtor disclosed $69.59 million in assets and $36.5 million in debts. LAWRENCE SCHIFF: Court OKs CSS-Led Auction on June 29 ----------------------------------------------------- Judge Jean K. Fitzsimon on June 15, 2016, entered an order granting William G. Schwab, the Chapter 11 trustee for the estate of Lawrence Schiff Silk Mills, Inc., approval (i) of the stalking horse asset purchase agreement with buyer CSS Industries, Inc., and (ii) bid procedures in connection with the proposed sale of the Debtor's assets. Judge Fitzsimon approved the Bidding Procedures, as modified. CSS has offered to acquire certain of the Debtor's designated assets for the price of $900,000, of which will be paid at the closing. The Trustee believes it is imperative that it provide an additional opportunity for any interested purchasers to submit further offers for the acquired assets. At the behest of the Trustee, the Court ordered that: (a) On June 17, 2016, the Trustee will file with the Court and serve a copy of the Assumption and Assignment Notice, including the proposed cure amounts. Each Contract Party will, on or before 4:00 p.m. (prevailing Eastern Time) on June 29, 2016, file and serve any objection to the assumption and assignment of the Assumed and Assigned Agreement. (b) The deadline for submitting a qualified bid will be June 28, 2016, at 4:00 p.m. (prevailing Eastern Time). (c) Not later than June 28, 2016, at 7:00 p.m. (prevailing Eastern Time), the Trustee will notify all qualified bidders of the relevant terms of the highest or otherwise best qualified bid, which will provide the starting bid for the competitive sale process. (d) To the extent at least one qualified bid, other than the prospective purchaser's bid, is timely received, the Trustee will conduct the competitive sale process, which will commence at 10:00 a.m. (prevailing Eastern Time) on June 29, 2016 by telephone. (e) The Court will conduct the sale hearing commencing on June 30, 2016, at 11:30 a.m. (prevailing Eastern Time), at Court Room 3, U.S. Bankruptcy Court, Robert N.C. Nix, Sr. Federal Courthouse, 900 Market Street, Philadelphia, Pennsylvania. Since the Petition Date, the Debtor has entertained expressions of interests from multiple parties interested in purchasing the Acquired Assets. The Trustee has continued these discussions since his appointment and has, subject to the Court's approval, selected CSS Industries, Inc., or an affiliate to be designated by CSS, in its sole discretion, as the prospective purchaser to acquire certain of the Debtor's assets. If the Trustee consummates the sale of the assets to an entity other than CSS, the Trustee is authorized to pay to CSS the bid protections in an aggregate amount of 3 percent of the purchase price ($27,000) from the proceeds of the sale at the closing. About Lawrence Schiff Silk Mills Founded in 1918 and headquartered in Quakertown, PA, Lawrence Schiff Silk Mills, Inc.'s primary business was the manufacturing of ribbons, bows, ties, straps, webbing and over 500 additional woven, fabricated materials for more than 1,000 customers worldwide. LSSM served the global industrial, apparel, military, medical, packaging and hospitality markets. On April 5, 2016, Pyramid Realty Group, LP, Aero Energy and Grant Industries, Inc. filed an involuntary petition under Chapter 11 of Title 11 of the United States Code pursuant to Sec. 303 of the Bankruptcy Code against Lawrence Schiff Silk Mills (Bankr. E.D. Pa. Case No. 16-12396). Pyramid is owned by Richard J. Schiff, who holds a minority equity stake in Debtor, owns RJLS Enterprises, Inc., and owns or owned the Debtor's predecessor entities. On April 22, 2016, upon agreement between the Debtor and the Petitioning Creditors, the Court entered a Consent Order for Relief in Involuntary Chapter 11 Case. The Consent Order granted relief to Debtor under Chapter 11 of the Bankruptcy Code as of the Relief Date. The Petitioning Creditors are represented by Jeffrey Kurtzman, Esq., at Kurtzman Steady LLC. William G. Schwab has been appointed the Chapter 11 Trustee for the Debtor's estate. LITTLETON PREPARATORY: S&P Affirms 'BB+' Rating on Revenue Bonds ---------------------------------------------------------------- S&P Global Ratings revised its outlook to stable from negative and affirmed its 'BB+' long-term rating on the Colorado Educational & Cultural Facilities Authority's series 2013 charter school revenue bonds issued for Littleton Preparatory Charter School (LPCS). "The outlook revision reflects updated and corrected information with respect to the school's maximum annual debt service coverage calculation, which is estimated to be 1.41x for fiscal 2015, which is quite strong for the rating," said S&P Global Ratings credit analyst Jessica Matsumori. "The increased maximum annual debt service somewhat mitigates our view of the risk regarding an expected decrease in cash for fiscal 2016, due to improvements made at the new facilities," Ms. Matsumori added. LPCS was granted charter approval in 1997 and opened its doors in time for the 1998-1999 school year, with 300 students in grades one through six (1-6). Since that time, it has grown to 615 students for the 2015-2016 school year in kindergarten through eighth grade (K-8). LPCS also added a preschool program in fall 2013, with 40 students enrolled for the current school year. It is one of two charter schools in the Arapahoe County School District. LPCS was granted a five-year renewal in 2013, valid through 2018. LOCATIONS IX: Taps Pasquale Menna as Legal Counsel -------------------------------------------------- Locations IX Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Pasquale Menna of The Menna Law Firm as its attorney. Mr. Menna will provide legal services to the Debtor in connection with its Chapter 11 case. He will be paid $250 per hour for his services. In a court filing, Mr. Menna disclosed that he is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Mr. Menna's contact information is: Pasquale Menna, Esq. 151 Bodman Place 3rd Floor, Suite 300 Red Bank, New Jersey 07701 Tel: 732-383-8445 Fax: 732-383-8274 pmenna@mennalaw.com About Locations IX Locations IX Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-18857) on May 5, 2016. The petition was signed by Vincent Ludwig, president. The case is assigned to Judge Michael B. Kaplan. At the time of the filing, the Debtor disclosed $3.28 million in assets and $892,281 in debts. LOCATIONS VII: Taps Pasquale Menna as Legal Counsel --------------------------------------------------- Locations VII Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Pasquale Menna of The Menna Law Firm as its attorney. Mr. Menna will provide legal services to the Debtor in connection with its Chapter 11 case. He will be paid $250 per hour for his services. In a court filing, Mr. Menna disclosed that he is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Mr. Menna's contact information is: Pasquale Menna, Esq. 151 Bodman Place 3rd Floor, Suite 300 Red Bank, New Jersey 07701 Tel: 732-383-8445 Fax: 732-383-8274 pmenna@mennalaw.com About Locations VII Locations VII Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-18855) on May 5, 2016. The petition was signed by Vincent Ludwig, president. The case is assigned to Judge Michael B. Kaplan. At the time of the filing, the Debtor disclosed $3.28 million in assets and $892,281 in debts. LOUISIANA-PACIFIC CORP: Egan-Jones Cuts FC Unsec. Rating to B+ -------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Louisiana-Pacific Corp to B+ from BB- on June 6, 2016. Louisiana-Pacific Corporation, commonly known as "LP", is a United States building materials manufacturer. It was founded in 1973 and is currently based in Nashville, Tennessee. M SPACE: Files Schedules of Assets and Liabilities -------------------------------------------------- M Space Holdings, LLC aka M Space filed with the U.S. Bankruptcy Court for the District of Utah its schedules of assets liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- -------------- -------------- A. Real Property $ 3,635,208.47 B. Personal Property $62,383,100.43 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $63,982,252.43 E. Creditors Holding Unsecured Priority Claims $ 36,645.58 F. Creditors Holding Unsecured Non-Priority Claims $ 4,817,339.49 -------------- -------------- Total $66,018,308.90 $68,836,237.50 A copy of the schedules is available for free at: https://is.gd/YW5dI1 About M Space Holdings M SPACE, a modular building company, utilizes modular construction to provide custom and traditional, permanent and temporary, new and used prefabricated buildings. Projects range from small temporary buildings to large multi-story complexes. The firm serves various industries such as education, healthcare, retail and hospitality, government, laboratory/research, public assembly, lodging and housing, general business and office, corrections and public safety with portable buildings, permanent modular buildings and manufactured homes. M Space Holdings, LLC, sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Utah Case No. 16-24384) on May 19, 2016. The petition was signed by Jeffrey Deutschendorf, chief executive officer and president. The case is assigned to Judge Joel T. Marker. The Debtor estimated both assets and liabilities in the range of $50 million to $100 million. The Debtor's asset liquidator is Gordon Brothers Commercial & Industrial, LLC. MAPLE BANK: Claims Bar Date Slated for September 19 --------------------------------------------------- The Superior Court of Justice of Ontario directs creditors of Maple Bank GmbH aka Maple Bank - Toronto Branch to file proofs of claim against the bank by 4:00 p.m. (Eastern Standard Time) on Sept. 19, 2016. All claims must be submitted to KPMG Inc., in its capacity as court-appointed liquidator of Maple Bank, for any claims against: (a) Maple Bank, whether liquidated, unliquidated, contingent or otherwise, in each case where the claim (i) arose on or prior to Feb. 16, 2016, or (ii) arose after the winding-up date as result of the termination, repudiation or disclaimer of any lease, contract, employment agreement, or other agreement, and (b) the principals of Maple Bank for which the principals are by law to pay in such capacity. The liquidator can be reached at: KPMG Inc. Bay Adelaide Centre 333 Bay Street, Suite 4600 Toronto, ON M5H 2S5 Attention: Sven Dedic Tel: (416) 777-3364 Fax: (416) 777-3091 Email: sdedic@kpmg.ca MARINUS VAN PEENEN: New Jersey Property Sold for $580,000 --------------------------------------------------------- In the Chapter 11 case of Marinus Van Peenen, Judge Rosemary Gambardella on June 14, 2016, entered an order authorizing the sale of the right, title, and interest of the Debtor and his non-debtor co-owner Joan Van Peenen in real property located at 45 Sylvan Terrace, Wayne, New Jersey, to Azzam Ismaeel and Litsa Ayoub for the sum of $580,000. The Debtor's special real estate counsel and/or the disbursing agent handling the closing is authorized to pay $975 in legal fees, less any deposit, plus reasonable costs to the Debtor and Co-Owner's special real estate counsel at the closing, subject to the Court's approval of the appropriate retention application for said counsel. The Debtor's special real estate counsel and/or the disbursing agent handling the closing is authorized to pay the Debtor's real estate broker Coldwell Banker Residential Regional Marketing Center the Bankruptcy Court-approved five percent commission at the time of the closing of the sale of the Property. The Debtor's special real estate counsel and/or the disbursing agent handling the closing is authorized to pay $42,500 to Marvin Lowensteiner and Jacqueline Lowensteiner pursuant to the March 23, 2016 consent order fixing the Lowensteiners' allowed secured claim. The Debtor's special real estate counsel and/or the disbursing agent handling the closing will turnover to non-debtor Co-Owner Joan Van Peenen 50 percent of the net closing proceeds of the sale of the Property, after payment of all outstanding real estate taxes or tax liens; allowed secured portion of the first mortgage of the Lowensteiners; second mortgage of the West Virginia Paint and Tank Co; the Court-allowed 5 percent real estate broker's commission; and the Court-allowed legal fees and costs of the Debtor and Co-Owner's special real estate counsel. Marinus J. Van Peenen filed a Chapter 11 petition (Bankr. D.N.J. Case No. 15-26283) on Aug. 28, 2015. The Debtor's attorneys: HOOK & FATOVICH, LLC 1044 Route 23 North, Suite 204 Wayne, NJ 07470 Tel: 973-686-3800 Fax: 973-686-3801 Ilissa Churgin Hook, Esq. Milica A. Fatovich, Esq. MARJAN KASAPINOV: July 12 Plan Confirmation Hearing --------------------------------------------------- Judge John K. Sherwood of the U.S. Bankruptcy Court for the District of New Jersey approved the modified disclosure statement explaining Marjan Kasapinov's Chapter 11 plan and scheduled the hearing on confirmation of the plan for July 12, 2016, at 10:00 a.m. Written acceptances, rejections or objections to the plan must be filed with the attorney for the plan proponent not less than seven days before the hearing on confirmation of the plan. Marjan Kasapinov (Bankr. D.N.J. Case No. 15-28765) filed a Chapter 11 Petition on October 5, 2015. MARK A. MARTINEZ: Taps Whittle Law Firm as Legal Counsel -------------------------------------------------------- Mark A. Martinez, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire The Whittle Law Firm, P.L.L.C. The Debtor tapped the firm to provide legal services in connection with its Chapter 11 case, which include the filing of legal papers and schedules of assets and liabilities. William Whittle, Esq., will be primarily responsible for representing the Debtor. The hourly rate for the firm's attorneys is $300. Meanwhile, the normal rate for contract legal assistants employed by the firm with law degrees from accredited universities and who are certified legal assistants is $150 per hour. The hourly rate for other staff legal assistants and contract legal assistants is $75. Mr. Whittle disclosed in a court filing that he is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The Whittle Law Firm can be reached through: William A. Whittle The Whittle Law Firm, P.L.L.C. 5151 Flynn Parkway, Suite 308 Corpus Christi, Texas 78411 Telephone: (361) 887-6993 Telecopier: (361) 887-6999 Tel: w.whitt1e@whittelalawfirm.com About Mark A. Martinez Mark A. Martinez, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Case No. 16-80149) on May 24, 2016, listing under $50,000 in assets and under $1 million in liabilities. MCCORKLE CONCRETE: Taps Hawkins Conrad as Accountant ---------------------------------------------------- McCorkle Concrete, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of North Carolina to hire Hawkins, Conrad & Co., PLLC as its accountant. Hawkins will help McCorkle comply with its obligations as debtor-in-possession and assist the company in various tax matters, which include the preparation of tax returns and monthly reports. The firm's professionals and their hourly rates are: Partner $285 Manager $170 Staff $104 William Blaine Hawkins, a certified public accountant and member of Hawkins, disclosed in a court filing that the firm is a "disinterested person" as that term is defined in section 101(14) of the Bankruptcy Code. Hawkins can be reached through: William Blaine Hawkins Hawkins, Conrad & Co., PLLC Hawkins Conrad & Co., PLLC 4500 Cameron Valley Parkway, Suite 130 Charlotte, NC 28211 Telephone: (704) 365-0500 Fax: (704) 365-0612 Email: blaine@hawkinsconradcpa.com About McCorkle Concrete McCorkle Concrete, Inc., based in Charlotte, North Carolina, filed a Chapter 11 petition (Bankr. W.D.N.C. Case No. 16-30820) on May 18, 2016. The Hon. Craig J. Whitley presides over the case. James H. Henderson, Esq., at JAMES H. HENDERSON, P.C., serves as counsel to the Debtor. In its petition, the Debtor listed total assets of $1.15 million and total liabilities of $3.40 million. The petition was signed by Eric S. McCorkle, president. MEDIWARE INFORMATION: Moody's Assigns B2 CFR, Outlook Stable ------------------------------------------------------------ Moody's Investors Service assigned a first time B2 corporate family rating and B2-PD probability of default rating to Mediware Information Systems, Inc., a provider of software solutions to the healthcare industry. Moody's also assigned B2 ratings to the company's proposed $330 million first lien term loan and revolver. Proceeds from the debt issuance will be used to refinance existing debt as well as to fund a distribution to private equity owner Thoma Bravo. The ratings outlook is stable. RATINGS RATIONALE The B2 corporate family rating reflects Mediware's high leverage levels post-closing, small scale and acquisition appetite, offset to some degree by the company's demonstrated cash generating capabilities resulting from a stable and predictable base of software maintenance and subscription revenues. Pro forma debt to EBITDA is approximately 5.1x (including adjustments for certain one-time costs) based on the LTM period ended on April 30, 2016, but is expected to decline to under 5x over the next 12 to 18 months, driven by EBITDA growth, debt repayment. Mediware provides critical enterprise resource planning and electronic health record systems to the non-acute healthcare market. Mediware's products are "sticky" as the software can be difficult to remove once fully integrated into a care provider's operations. As a result, Mediware has exhibited maintenance retention rates in excess of 90%, leading to stable free cash flow generation. Moody's expects free cash flow to debt will exceed of 5% over the next 12 to 18 months. The non-acute care software market is fragmented, and it is expected to grow over the medium-term due to continued adoption of IT systems by non-acute healthcare providers. Mediware's EBITDA growth is expected to be driven by low to mid-single digit organic revenue growth, supplemented by occasional acquisition activity which could delay de-leveraging or if large enough, increase leverage. Liquidity is expected to be good based on an estimated $17 million of cash on hand at closing, an undrawn $30 million revolver and an expectation of free cash flow in excess of $20 million over the next 12 months. The stable outlook reflects Moody's expectation of revenue growth in the low to mid-single digits and the expectation of free cash flow to debt of more than 5% over the next 12 to 18 months. Given the company's acquisition strategy, an upgrade is unlikely in the near term. The company could be upgraded if leverage is expected to be sustained below 4x and free cash flow to debt is on track to be sustained above 10%. Mediware could be downgraded if performance deteriorates materially or leverage is sustained over 6x, liquidity weakens or free cash flow to debt is expected to be below 5% on other than a temporary basis. Assignments: Issuer: Mediware Information Systems, Inc. Corporate Family Rating, Assigned B2 Probability of Default Rating, Assigned B2-PD Senior Secured First Lien Revolving Credit Facility, Assigned B2 (LGD4) Senior Secured First Lien Term Loan, Assigned B2 (LGD4) Outlook – Stable The principal methodology used in these ratings was Software Industry published in December 2015. Mediware Information Systems, Inc. is a provider of healthcare enterprise software. The company, headquartered in Lenexa, Kansas, had pro forma revenues of $154 million for the fiscal year ended June 30, 2015. MICRO HOLDING: S&P Affirms 'B' CCR on First Lien Add-on ------------------------------------------------------- S&P Global Ratings said it affirmed its 'B' corporate credit rating on U.S. online advertising and software services company Micro Holding Corp. The rating outlook is stable. At the same time, S&P affirmed its 'B' issue-level rating on the company's senior secured first-lien credit facility 2021, including the proposed $175 million incremental term loan and $150 million delayed draw term loan both due 2021. The '3' recovery rating is unchanged, indicating S&P's expectation for meaningful recovery (50%-70%; lower half of the range) of principal in the event of a payment default. S&P also affirmed its 'CCC+' issue-level rating on the company's $170 million second-lien term loan due 2022. The '6' recovery rating is unchanged, indicating S&P's expectation for negligible recovery (0%-10%) of principal for debtholders in the event of a payment default. "We have revised our business risk profile assessment of Micro Holding to fair from weak, reflecting the company's increasing mix of business from software as a service (SaaS) offerings, which consist of software and data services for the auto sector, and website design, hosting, and marketing services for the health and legal sectors," said S&P Global Ratings credit analyst Heidi Zhang. The SaaS business generates recurring, subscription-based revenue, which is less volatile than online advertising revenue. S&P expects Micro Holding to continue to focus its acquisition efforts on the SaaS business. S&P believes revenue from SaaS will increase to about 65% by year-end 2016 due to recent acquisitions, compared with 50% in 2015. The stable rating outlook on Micro Holding reflects S&P's view that over the next 12 months the company will have mid- to high-single-digit percentage organic growth rate and its adjusted debt leverage will decline to the mid- to high-5x area. S&P also expects that the company will continue to expand its market share with small and midsize businesses in its health and legal sectors, and increase its share of revenue from the less-volatile SaaS business. MOHAMMAD ZAMAN: Unsecureds to Get 1% Under Plan ----------------------------------------------- Mohammad Zaman and Nasrin M. Khan filed with the U.S. Bankruptcy Court for the Southern District of Florida, West Palm Beach Division, a third amended disclosure statement for a plan of reorganization proposing to pay 1.0% to the holders of general unsecured claims. General unsecured claims total $1,491,542, which will be paid a total of $15,000, payable $250 monthly in 60 months. Funds to be used to make cash payments under the Plan will derive from the income of the Debtors. A full-text copy of the Disclosure Statement is available at: http://bankrupt.com/misc/canb13-52321-238.pdf Mohammad Zaman (Bankr. S.D. Fla. Case No. 13-21648) filed a Chapter 11 Petition on May 19, 2013. Mr. Zaman owns and manages several businesses involved primarily in the gas station ownership and operations business, including Hefaz Enterprises, Inc., a company previously in bankruptcy, as well as MN Corporation USA, Inc., currently a debtor in Chapter 11 case, Case No. 15-15416-PGH. The Debtor is represented by: David Lloyd Merrill, Esq. Merrill PA Trump Plaza Office Center 525 S Flagler Drive, 5th Floor West Palm Beach, FL 33401 Tel: (561) 877-1111 Fax: (561) 832-7668 MOUNTAIN PROVINCE: Updates Gahcho Kue Diamond Mine Development -------------------------------------------------------------- Mountain Province Diamonds Inc. announced that Gahcho Kue has achieved mechanical completion of the primary crusher and that commissioning of the process plant continues to progress well. Based on the progress to date, Gahcho Kue expects to commence production during Q3 2016. The specific timing within Q3 will depend on progress with the remaining commissioning. Mountain Province president and CEO Patrick Evans commented: "We are pleased with the continuing excellent progress at Gahcho Kue and excited that first production will commence within the next few months. Key areas of focus are finalization of commissioning of the process plant, remaining earthworks, pre-stripping and mining of kimberlite, as well as preparations for operational readiness." Gahcho Kue's safety performance remains very good. In May 2016, the mine surpassed an impressive one million hours worked without a lost-time injury. The permanent staff complement of the mine now stands at 290, including 91 experienced employees transferred from the De Beers Snap Lake mine. In anticipation of first production, Mountain Province has concluded all the necessary contract arrangements to be in a position to receive, sort and sell its share of diamond production from Gahcho Kue. The Company's diamond marketing team, under the leadership of Reid Mackie, Vice President of Diamond Marketing, has been complemented with appointment of Mark Pearton as manager of diamond operations and Elizabeth Swanson and manager of diamond analysis. Ms. Swanson and Mr. Pearton have considerable diamond experience, principally with Rio Tinto Diamonds. Mr. Evans concluded: "The project also continues to meet our lending group's tests-to-completion with US$47M advanced to fund cash calls during Q2 2016. A total of US$278M has been drawn against the US$370M facility." About Mountain Province Diamonds Headquartered in Toronto, Canada, Mountain Province Diamonds Inc. (TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/-- is a Canadian resource company in the process of permitting and developing a diamond deposit known as the "Gahcho Kue Project" located in the Northwest Territories of Canada. The Company's primary asset is its 49 percent interest in the Gahcho Kue Project. Mountain Province reported a net loss of C$43.16 million for the year ended Dec. 31, 2015, compared to a net loss of C$4.39 million for the year ended Dec. 31, 2014. As of March 31, 2016, Mountain Province had C$694 million in total assets, C$366 million in total liabilities and C$328 million in total shareholders' equity. MWI HOLDINGS: Moody's Assigns B3 CFR, Outlook Stable ---------------------------------------------------- Moody's Investors Service assigned first-time ratings to MWI Holdings, Inc., including a B3 Corporate Family Rating and B3-PD Probability of Default Rating. Concurrently, Moody's assigned a B2 rating to the company's proposed first-lien senior secured bank credit facilities, comprising a $40 million revolving credit facility and a $325 million term loan, and a Caa2 rating to its proposed $105 million second-lien term loan. The ratings outlook is stable. Assignments: MWI Holdings, Inc. Corporate Family Rating, B3; Probability of Default Rating, B3-PD; Senior secured first-lien bank facilities, B2 (LGD3); Senior secured second-lien bank facility, Caa2 (LGD5). The ratings outlook is stable. Proceeds of the debt issuance will be used primarily to refinance existing debt of about $390 million, following the company's February 2016 acquisition of USA Fastener Group, Inc., and increase the cash balance by approximately $20 million. RATINGS RATIONALE The ratings, including the B3 CFR, reflect MWI's product concentration and modest scale in the highly competitive market for specialized springs and fasteners, and Moody's expectation that MWI will operate with substantial financial leverage and relatively weak interest coverage for some time. The ratings also consider the company's exposure to cyclical end-markets (such as the industrial, construction, energy, and agricultural heavy equipment markets) that continue to face significant headwinds. Moody's expects the downturn in the majority of these end markets to continue, pressuring profits and cash flow. MWI has and is expected to continue pursuing growth through acquisitions to augment limited organic growth. The integration risk is meaningful, given the opportunities for acquisitive growth presented by the fragmented nature of the industry. This would reduce the free cash flow available for debt repayment. Based the these factors, Moody's anticipates that meaningful de-leveraging is unlikely over the intermediate term. Debt/EBITDA (all numbers inclusive of Moody's standard adjustments) is expected to remain above 6.0x and EBITA/interest in the mid-1.0x over the next year. Nonetheless, the rating reflects MWI's diverse end-markets, long established relationships with original equipment manufacturers and dealers, and adequate liquidity. The company also has good regional diversification in the U.S., in terms of retail distribution and manufacturing facilities. Although MWI's products can be substituted, it reduces this risk through customization and maintaining locations near its end-market customers. This fosters long-term relationships and supports MWI's relatively good margins. The rating also anticipates that the fairly new (but experienced) management team will manage costs to mitigate revenue headwinds and maintain liquidity and credit metrics that support the B3 rating level. Moody's considers MWI's liquidity profile as adequate, supported by anticipated modest free cash flow generation of at least $10 to $20 million through fiscal 2017 (ended June 30). With minimal amortization requirements of less than $5 million annually, Moody's anticipates the company will likely use free cash to fund acquisitions or dividends. Despite the company's history of carrying low cash balances, additional liquidity is expected to be provided by the proposed $40 million cash flow revolving credit facility. The revolver is not anticipated to be used upon close of the transaction. The stable ratings outlook reflects Moody's expectation that MWI will manage costs efficiently to navigate through competitive pressures and the protracted downturn in the industrial end-markets, support margins while integrating recent acquisitions and generate credit metrics that remain in line with the B3 rating level. The ratings could be downgraded with expected declines in organic revenues and/or lack of improvement in margins or a deterioration in the company's liquidity position, including lower than anticipated free cash flow generation, such that debt/EBITDA were to exceed 6.25x or EBITA/interest were to approach 1.0x on a sustained basis. Shareholder-friendly actions that compromise debt-holder interests or the making of sizeable debt-funded acquisitions, particularly without stabilization in industrial end-market conditions, could also pressure the ratings. In light of the company's small size, limited product diversification, and exposure to cyclical end-markets that are in a protracted downturn, a ratings upgrade is unlikely in the intermediate term. However, upward ratings momentum could develop should the company grow in scale without impinging its margins and apply free cash flow towards debt reduction beyond required amortization, such that Moody's expects Debt/EBITDA to approach the mid to low 5.0x and EBITA/interest about 2.0x, on a sustained basis, and maintenance of a good liquidity profile. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. MWI Holdings, Inc., headquartered in Rosemont, Illinois, is a manufacturer and designer of engineered compression and other springs, fasteners, and precision components across diverse end-markets. Pro forma for the USA Fastener Group, Inc. acquisition, revenues would be approximately $320 million for the last twelve months ended April 30, 2016. The company is majority-owned by funds affiliated with Genstar Capital Management, a private equity firm. MWI HOLDINGS: S&P Assigns 'B' CCR, Outlook Stable ------------------------------------------------- S&P Global Ratings said that it has assigned its 'B' corporate credit rating to Chicago-based MWI Holdings Inc. The outlook is stable. Concurrently, S&P assigned its 'B' issue-level rating and '3' recovery rating, which indicates its expectation for meaningful recovery (50%-70%; upper half of the range) in the event of a payment default, to the company's $40 million revolving credit facility maturing in December 2019 and $325 million first-lien term loan facility maturing in June 2020. S&P also assigned its 'CCC+' issue-level rating and '6' recovery rating, which indicates S&P's expectation for negligible (0%-10%) recovery in the event of a payment default, to the company's $105 million second-lien term loan expiring December 2020. The company will use the proceeds from this debt to refinance about $390 million of existing debt and pay fees and expenses. Additionally, it will add roughly $20 million to its balance sheet to be used for general corporate purposes, including capital expenditures and additional acquisitions. "The rating reflects our view of the company's very aggressive financial policy and highly leveraged financial risk profile with total debt to EBITDA of 7.2x pro forma for the transaction," said S&P Global credit analyst Christopher Corey. "It also reflects a weak business risk assessment due to the company's limited scale and moderately diverse customer base, which is partially offset by attractive profitability margins." With sales of $282 million in audited 2015 (ended June 30), MWI manufactures specialized industrial components such as springs and fasteners serving general industrial, automotive aftermarket, petrochemical, distributors, medical, heavy truck, and aerospace end markets mostly in the U.S. and Canada. The stable outlook reflects S&P's expectation that modest revenue growth and above-average EBITDA margins of around 20% will lead to some improvement in the company's credit measures, specifically a decline in its debt to EBITDA to about 6x in the next 12 months while it pursues small-to-moderate acquisitions. S&P could lower the rating if demand for some of MWI's key products falls, resulting in declining revenue and margin contraction that leads to leverage remaining above 6.5x for a sustained period. S&P could also lower the ratings if the company is unable to generate positive free cash flow for a sustained period, leading to the potential thinning of its covenant cushion. Although S&P is unlikely to do so in the next 12 months, given the company's aggressive policy of growth through acquisition, S&P would consider raising the rating if MWI improves its credit measures so that its leverage improves to less than 5x on a sustained basis and S&P come to expect the company to sustain that improvement. S&P could also consider raising the rating if the company adheres to a less aggressive financial policy. NET ELEMENT: Oleg Firer Reports 14.5% Equity Stake as of June 13 ---------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, Oleg Firer disclosed that as of June 13, 2016, he beneficially owns 1,815,730 shares of common stock of Net Element, Inc., representing 14.5 percent of the shares outstanding. On June 13, 2016, the stockholders of the Company approved (1) the issuance of 5,791,717 restricted shares of Common Stock to Mr. Firer in lieu of and in satisfaction of accrued and unpaid compensation due to him in the amount of $1,042,509; and (2) the issuance of 3,750,000 restricted shares of Common Stock to Mr. Firer as a performance bonus. Those shares were adjusted for a reverse stock split dated May 25, 2016, and accordingly the Company will issue to Mr. Firer 954,172 restricted shares consisting of (x) 579,172 restricted shares in satisfaction of such accrued and unpaid compensation; and (2) 375,000 restricted shares as a performance bonus. A full-text copy of the regulatory filing is available at: https://is.gd/eN9azD About Net Element Miami, Fla.-based Net Element International, Inc., formerly Net Element, Inc., currently operates several online media Web sites in the film, auto racing and emerging music talent markets. Net Element reported a net loss of $13.3 million on $40.2 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $10.21 million on $21.4 million of total revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Net Element had $21.61 million in total assets, $14.05 million in total liabilities and $7.55 million in total stockholders' equity. Daszkal Bolton LLP, in Fort Lauderdale, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has sustained recurring losses from operations and has working capital and accumulated deficits that raise substantial doubt about its ability to continue as a going concern. NEUSTAR INC: S&P Puts 'BB-' CCR on CreditWatch Negative ------------------------------------------------------- S&P Global Ratings said it placed its ratings, including the 'BB-' corporate credit rating, on Sterling, Va.-based Neustar Inc. on CreditWatch with negative implications. "The CreditWatch listing follows the company's announcement that it plans to separate into two companies through a tax-free spin-off transaction, which is expected to close within 12 months," said S&P Global Ratings credit analyst Latisha Kimber. S&P will continue to monitor developments related to the proposed transaction, including required approvals. S&P will also meet with Neustar's management team to review and assess its business strategy following the spin-off, the terms of the separation, Neustar's subsequent capital structure, and its ongoing financial policy. NEW DAWN ASSISTED: Affiliate Taps Keen-Summit as Broker ------------------------------------------------------- Limon-Iowa, LLC seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire Keen-Summit Capital Partners Inc. Limon-Iowa, an affiliate of New Dawn Assisted Living Operating Company LLC No. 24, tapped the firm to market and sell its property. Keen-Summit will earn a fee of 6% of the gross proceeds from the transaction. The fee is earned as and when the Debtor closes on the sale of the property. Harold Bordwin, managing director of Keen-Summit, disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Keen-Summit can be reached through: Harold Bordwin Keen-Summit Capital Partners LLC 1460 Broadway New York, New York 10036 About New Dawn Assisted New Dawn Assisted Living Operating Company, LLC sought Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case No. 15-14558) on Nov. 13, 2015. Dennis R. Haydon signed the petition as manager. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Gust Rosenfeld P.L.C. represents the Debtor as counsel. Judge Daniel P. Collins is assigned to the case. NO PLACE LIKE HOME: Trustee Taps L. Allen Exelbierd as Accountant ----------------------------------------------------------------- Lynda F. Teems, acting Trustee for the NPLH Qualified Settlement Fund Trust, seeks authorization from the U.S. Bankruptcy Court for the Western District of Tennessee to employ L. Allen Exelbierd as accountant to perform services reasonably necessary to assist the Trustee in filing tax returns and other general accounting services for the benefit of the Trust. On June 14, 2016, the Court entered an order allowing No Place Like Home, Inc., to establish and fund a Qualified Settlement Fund Trust. Lynda F. Teems was appointed Trustee of the Trust. The Accountant would receive $200 per hour and reimbursement of expenses upon application and approval by the Court. The Accountant assures the Court that he does not hold any interest adverse to the Debtor, the estate in bankruptcy, the creditors, or any other party in interest, their respective attorneys and accountants in this case, and that he is a disinterested person as defined in 11 U.S.C. Section 101. The Accountant can be reached at: L. Allen Exelbierd, CPA 5668 Shady Glen Road Memphis, Tennessee 38120 Tel: (901) 761-4332 E-mail: laexcpa@aol.com The Trustee is represented by: Lynda F. Teems Trustee for NPLH Qualified Settlement Fund Trust 80 Monroe Avenue, Suite 625 Memphis, Tennessee 38103-2491 Tel: (901) 526-5555 Fax: (901) 529-1233 E-mail: lteems1@aol.com About No Place Like Home No Place Like Home, Inc., based in Collierville, Tenn., filed a Chapter 11 petition (Bankr W.D. Tenn. Case No. 15-31133) on Nov. 20, 2015. Hon. David S. Kennedy presides over the case. E. Franklin Childress, Jr., Esq., and M. Ruthie Hagan, Esq., at Baker, Donelson, Bearman, Caldwell & Berkowitz P.C., serve as counsel to the Debtor. In its petition, the Debtor estimated $1 million to $10 million in assets and liabilities. The petition was signed by John Flood, president. NORTHWEST HEALTH SYSTEMS: Confirmation Hearing Set for July 21 -------------------------------------------------------------- A notice of approval of the disclosure statement explaining Northwest Health Systems, Inc.'s plan of reorganization was filed with the U.S. Bankruptcy Court for the Eastern District of Washington on June 8, 2016. Ballots accepting or rejecting the Plan of Reorganization must be filed with the Clerk of the Bankruptcy Court on or before July 1, 2016. Parties in interest who wish to object to confirmation of the Plan of Reorganization must file with the Clerk of the Bankruptcy Court at 904 West Riverside Avenue, P.O. Box 2164, Spokane, Washington 99210-2164, on or before July 11, 2016, a written objection to confirmation and serve a copy on the Proponent and Davidson Backman Medeiros PLLC. The confirmation hearing on the Plan of Reorganization is set for July 21, 2016 at 10:00 a.m. (PST), to be held in open court before the Honorable Frederick P. Corbit. Said hearing shall take place at the United States Bankruptcy Court, 904 West Riverside Avenue, Third Floor Courtroom, Spokane, Washington 99210. Northwest Health Systems, Inc. (Bankr. E.D. Wash., Case No. 15-02968) filed a Chapter 11 Petition on August 31, 2015, and is represented by Barry W Davidson, Esq., at Davidson Backman Medeiros PLLC, in Spokane, Washington. At the time of filing, the Debtor had estimated assets of $1 million to $10 million and estimated liabilities of $1 million to $10 million. The petition was signed by Kevin D. King, president. OCWEN FINANCIAL: Fitch Affirms 'B-' LT Issuer Default Ratings ------------------------------------------------------------- Fitch Ratings has affirmed the Long-Term Issuer Default Ratings (IDRs) of Ocwen Financial Corporation (OCN) and its wholly-owned subsidiary, Ocwen Loan Servicing, LLC (OLS) at 'B-'. Fitch has also affirmed OCN's senior unsecured notes and OLS's senior secured term loan at 'CC/RR6' and 'B-/RR4', respectively. The Rating Outlook is Stable. KEY RATING DRIVERS IDRs AND SENIOR DEBT The affirmations reflect OCN's scale and market position within the subprime mortgage servicing industry, sufficient liquidity and cash flow generation capacity, and appropriate capitalization and leverage for its current ratings. Rating constraints include longer-term challenges regarding OCN's strategic direction and financial performance under heightened operational and governance frameworks resulting from elevated regulatory scrutiny and compliance standards. In particular, OCN faces execution risk associated with building a lending platform positioned for sustainable growth, and earnings pressure associated with increased compliance costs. Potential risks associated with OCN's relationship with New Residential Investment Corp. (NRZ), namely NRZ's right to seek to transfer non-agency servicing rights away from OCN in the absence of a servicer rating upgrade, are also rating constraints. The Stable Rating Outlook reflects Fitch's expectation that OCN's financial profile will remain fairly stable over the outlook horizon, particularly concerning its operating cash flow generation, leverage, and near-term funding obligations. In addition, OCN's ratings are already at a highly speculative rating level, which incorporates the potential business-, financial-, and compliance-related challenges associated with the company's current operations. NRZ is a publicly traded REIT externally-managed by an affiliate of Fortress Investment Group LLC, which currently owns approximately $523.5 million in rights to mortgage servicing rights (MSRs) and related servicing advances for non-Agency loans totaling $132.7 billion in unpaid principal balances (UPB) for which OCN currently acts as servicer. These MSRs were previously held by OCN-affiliate, Home Loan Servicing Solutions, Ltd. (HLSS). Fitch believes the NRZ relationship poses potential risks to OCN. For example, NRZ has the right to direct a transfer of servicing after receipt of third-party consents on affected servicing agreements, should OCN's servicer ratings remain below a specified threshold after April 7, 2017. Following such a transfer of servicing, OCN may no longer be entitled to receive servicing fees on a meaningful notional amount of OCN's total non-Agency servicing portfolio. Fitch views the probability of a servicing transfer as limited given the required third-party consents and licenses, as well as OCN's low cost to service high-touch subprime mortgages and scale. Facing earnings pressure and a declining revenue base, OCN announced a cost improvement initiative in September 2015 in an effort to adjust the business for a reduced portfolio size and overhead structure. The cost improvement initiative is expected by OCN to generate a $300 million reduction in operational costs in 2016. Adjusted operating expenses declined $55 million, or 17% in 1Q16. Excluding MSR fair value changes, monitoring, lending, and new initiatives spending (rental and dealer floorplan finance), OCN reduced expenses by $80 million in 1Q16. Given the progress made to date, Fitch believes OCN can execute on the planned savings in the remainder of 2016. However; Fitch believes that uncontrollable costs, such as elevated compliance costs and MSR valuation changes will continue to pressure operating margins and create a drag on OCN's profitability in the near- to medium-term. Fitch believes OCN has sufficient liquidity from balance sheet cash and operating cash flow generation to cover its current financing needs. As of March 31, 2016, the company had unrestricted cash of $280.5 million and generated cash flow from operations of between $500 million and $600 million over the last two-years. OCN is heavily reliant on the wholesale debt markets to fund its operations. The company had $1.5 billion in advance funding facilities, $718.8 million in secured borrowings and $345.8 million in unsecured notes outstanding, as of March 31, 2016. In March 2016, OCN negotiated an amendment under its senior secured term loan (SSTL). Among other things, the amendment permanently removed certain financial covenants in exchange for a $19 million prepayment of principal under the SSTL and limits on the future repurchase of OCN's common stock and the redemption of senior unsecured notes. Fitch views the improved covenant flexibility associated with the amendment positively. Fitch views OCN's capitalization and leverage to be appropriate relative to its current ratings. Fitch primarily assesses OCN's leverage on the basis of consolidated debt to tangible equity, which amounted to 6.27x as of March 31, 2016. The current metric is higher than the long-run average of 4.79x since 2011, as recent net losses have eroded retained earnings, which has more than offset the significant paydowns of principal made under the SSTL. Fitch calculates the consolidated leverage metric including the debt from Altisource Portfolio Solutions S.A. which provides technology, servicing software, and short sale and REO management to OCN, and the servicing advance financing facilities related to the rights to MSRs held by NRZ. Given that OCN's sales of its Agency servicing portfolios is substantially complete, Fitch believes the pace of repayments under the SSTL will likely abate and leverage is expected to remain relatively stable or worsen given the potential for future net losses, which will continue to erode retained earnings over the near- to medium-term. OCN's meaningful cost reduction efforts are expected to mitigate some of the earnings pressures in the near-term. OCN currently has a $500 million share repurchase program, approved by the board until July 31, 2016. In 1Q16, the company completed the repurchase of 991,985 shares under the program for a total purchase price of $5.9 million. As of March 31, 2016, the approximate remaining authorization under the repurchase program was $119.7 million. Given OCN's current strategic priorities regarding new businesses and liquidity, Fitch does not envision significant repurchases under the current program. OLS's SSTL has been affirmed at 'B-/RR4', which reflects equalization of the SSTL rating with the IDRs assigned to OCN and OLS, as well as the average recovery prospects in a stressed scenario based upon available collateral coverage for the term loan. The SSTL is secured by a first-priority interest in all unencumbered assets of the company and a pledge of capital stock of all subsidiaries. OCN's senior unsecured notes have been affirmed at 'CC/RR6', which maintains the two-notch differential between the senior unsecured note ratings and the IDR assigned to OCN, and reflects the company's predominately secured funding profile, the modest level of unencumbered assets available to support the unsecured noteholders and the expectation of poor recovery prospects in a stressed scenario. SUBSIDIARY AND AFFILIATED COMPANY OLS is a primary operating company and wholly-owned subsidiary of OCN. The ratings of OLS are aligned with those of OCN because of the unconditional guaranty provided by OCN and its guarantor subsidiaries. RATING SENSITIVITIES IDRs AND SENIOR DEBT Fitch does not envision upward rating momentum for OCN at this time given the on-going long-term strategic uncertainty and execution risks noted above, combined with recent profitability challenges. However, the Rating Outlook could be revised to Positive if OCN can continue to demonstrate progress in complying with its consent orders and independent monitors, further improve its overall corporate governance framework, strengthen its financial position, and establish a sustainable and competitive business model as a mortgage lender without incurring outsized credit risk. The ratings could be downgraded or the Outlook could be revised to Negative as a result of: -- Material fines or penalties or further restrictions on business activities resulting from additional lawsuits or regulatory actions. -- A material transfer of servicing duties due to termination of the servicing contract from NRZ. -- Sustained strategic uncertainty, including inability to build a sustainable mortgage origination platform or material expansion into businesses outside of OCN's core business. -- Insufficient cash coverage of near-term debt maturities. -- A sustained increase in balance sheet leverage on a consolidated basis and/or a reduced commitment by management to reduce balance sheet leverage. -- Aggressive capital management. The ratings of the SSTL are sensitive to changes in OLS and OCN's Long-term IDRs, as well as changes in collateral values and advance rates under the secured borrowing facilities, which ultimately impact the level of available asset coverage. The ratings of the senior unsecured notes are sensitive to any changes in OCN's Long-term IDR as well as to changes in OCN's funding profile, the mix of secured to unsecured funding, and unencumbered asset coverage. A material increase in unsecured funding combined with a material improvement in unencumbered asset coverage could reduce the notching between the IDR and the unsecured notes and/or improve the RR. SUBSIDIARY AND AFFILIATED COMPANY The ratings of OLS are sensitive to the same factors that might drive a change in OCN's IDR due to the unconditional guaranty provided by OCN and its guarantor subsidiaries. Fitch has affirmed the ratings as follows: Ocwen Financial Corporation -- Long-Term IDR at 'B-'; -- Short-Term IDR at 'B'; -- Senior unsecured notes at 'CC/RR6'. Ocwen Loan Servicing, LLC -- Long-Term IDR at 'B-'; -- Senior secured term loan at 'B-/RR4'. The Rating Outlook is Stable. OI S.A.: Chapter 15 Case Summary -------------------------------- Chapter 15 Petitioner: Ojas N. Shah Chapter 15 Debtors: Debtors Case No. ------- -------- Oi S.A. 16-11791 Rua Do Lavradio, No. 71, 2nd Floor Rio de Janeiro, RJ 2 02 30070 Brazil Oi Movel S.A. 16-11792 Telemar Norte Leste S.A. 16-11793 Oi Brasil Holdings Cooperatief U.A. 16-11794 Type of Business: Telecommunications Chapter 15 Petition Date: June 21, 2016 Court: United States Bankruptcy Court Southern District of New York (Manhattan) Judge: Hon. Sean H. Lane Chapter 15 Petitioner's Counsel: John K. Cunningham, Esq. Mark P. Franke, Esq. WHITE & CASE LLP 1155 Avenue of the Americas New York, New York 10036-2787 Tel: (212) 819-8200 E-mail: johncunningham@whitecase.com mark.franke@whitecase.com - and - Jason N. Zakia, Esq. Richard S. Kebrdle, Esq. Laura L. Femino, Esq. WHITE & CASE LLP Southeast Financial Center 200 South Biscayne Blvd., Suite 4900 Miami, Florida 33131 Tel: (305) 371-2700 E-mail: jzakia@whitecase.com rkebrdle@whitecase.com laura.femino@whitecase.com Estimated Assets: Not Indicated Estimated Debts: Not Indicated OI S.A.: Seeks U.S. Recognition of Brazilian Proceeding ------------------------------------------------------- In support of the reorganization proceeding already underway in Brazil, OI S.A., Telemar Norte Leste S.A., Oi Brasil Holdings Cooperatief U.A., and Oi Movel S.A filed Chapter 15 petitions in the U.S. Bankruptcy Court for the Southern District of New York seeking recognition in the United States of the Brazilian Proceeding. Despite its financial condition, the Oi Group is poised to successfully emerge from restructuring and to continue to provide its customers with the highest level of telecom services. Ojas N. Shah, as petitioner, commenced the Chapter 15 cases to ensure a centralized and efficient restructuring of the Company's capital structure and to protect any and all of the Debtors' U.S. assets. The Petitioner also seeks relief to protect the Debtors against the risk of U.S. lawsuits from creditors that may interfere with restructuring negotiations. Although none of the Debtors have a domicile or any place of business in the United States, they have borrowed U.S. dollar-denominated funds under instruments governed by New York law. On June 20, 2016, OI S.A., et al. filed a joint voluntary petition in the Seventh Business Court of Rio de Janeiro. The petition lists R$87.5 billion in total assets and R$65 billion in total debt. The filing came after debt restructuring talks with creditors failed. The Brazilian Court's acceptance of the Proceeding is presently pending. According to the Petitioner, the Oi Group's recent financial difficulties began in the wake of a perfect storm of financial stress at the regulatory, corporate, and national level. "Brazil's recent economic crisis has chilled foreign investment in Brazil, raised interest rates and generally crippled the Brazilian capital markets. Financial strain tightened under competitive pressures in the shifting telecom sector as marketplace demand for mobile services rapidly rose while the demand for fixed-line services -- the primary operational focus of Oi and Telemar -- declined just as quickly," said John K. Cunningham, Esq., at White & Case LLP, one of the Petitioners' attorneys. Burdened with the combined effects of the declining Brazilian economy and increasingly uneconomic regulatory standards in a rapidly evolving sector, and mindful of the threat of additional adverse creditor action in multiple foreign forums, the Oi Group had no choice but to commence the Brazilian Proceeding. In early 2016 and in an effort to strengthen its market position, the Company entered into discussions with competitor TIM Participacoes S.A., for a possible merger, but these efforts proved fruitless when negotiations terminated on Feb. 25, 2016. The Dutch Litigation According to the Petitioner, ongoing events in the Dutch Litigation contributed significantly to the Oi Group's filing in Brazil. In March of 2016, U.S.-run hedge fund Capricorn Capital Ltd. -- an affiliate of hedge fund Aurelius Capital Management -- brought actions involving Oi, Coop, Portugal Telecom International Finance B.V, and their present and former directors in the Netherlands. On May 2, 2016, the Dutch court denied Capricorn's motion for a freezing order, thereby allowing Coop to continue in its function as a special purpose financing vehicle of the Oi Group as needed for Company operations. The court agreed with Coop in holding that individual creditors (holding no debt of Coop) have no right to question the transfer of funds by a financial company to its operating affiliates (after all, this is the role of a special purpose financial vehicle). On May 19, 2016, Capricorn appealed the Dutch court's judgment in an effort to block Coop from transfer of further funds to the Company. The appeal hearing was held on June 15, 2016 and the judgment in respect to the appeal is expected on July 19, 2016. A copy of the declaration in support of the Chapter 15 petition is available for free at: http://bankrupt.com/misc/3_OISA_Declaration.pdf Headquartered in Rio de Janeiro, and operating almost exclusively within Brazil, the Oi Group provides services like fixed-line data transmission and network usage for phones, internet, and cable, Wi-Fi hot-spots in public areas, and mobile phone and data services, and employs approximately 142,000 direct and indirect employees. The Company is represented by John K. Cunningham of White & Case. In its most recent Annual Report, Oi SA reported total assets of R$59,552,794,000 (currency in Brazilian Real). PACIFIC EXPLORATION: Announces Closing of $500-Mil. DIP Financing ----------------------------------------------------------------- Pacific Exploration & Production Corporation on June 22, 2016, announced the successful closing of a debtor-in-possession financing in the amount of US$500 million (the "DIP Financing"), less applicable fees and charges, with: (i) certain holders of the Company's senior unsecured notes (the "Supporting Noteholders"); and (ii) The Catalyst Capital Group Inc., on behalf of investment funds managed by it ("Catalyst" and together with the Supporting Noteholders, the "DIP Lenders"). In addition, the Company entered into a U.S.$115,532,794 new letter of credit facility (the "Letter of Credit Facility") with certain lenders under the Company's pre-existing credit facilities ()Supporting Bank Lenders", and together with the Supporting Noteholders, the "Supporting Creditors"). The closing of the DIP Financing and entering into of the Letter of Credit Facility are in furtherance of the Company's previously announced comprehensive restructuring transaction (the "Restructuring Transaction") with the Supporting Creditors and Catalyst that will significantly reduce debt, improve liquidity, and best position the Company to navigate the current oil price environment. The Restructuring Transaction has received support from approximately 79% of the aggregate principal amount of the debt held by the Company's noteholders and lenders under the Company's credit facilities. "The closing of the DIP Financing and the entering into of the Letter of Credit Facility are a significant milestone for the Restructuring Transaction. We continue to work constructively with the Supporting Noteholders, Catalyst and other stakeholders to ensure that Pacific emerges from creditor protection as a stronger, more efficient company," commented Dennis Mills, Chair of the Independent Committee. "The Catalyst Capital Group is excited to be the Creditors and Pacific's partner and provide financing to ensure the long-term viability of the company," said Gabriel de Alba, Managing Director and Partner of Catalyst. "Catalyst's philosophy is to invest in businesses we can build. A strong Pacific will play a key role in its countries of operation, to the benefit of all its stakeholders. We believe we can contribute greatly to rebuilding that strength." As part of the DIP Financing, the Company has issued 6,250,000 warrants (the "Warrants") to the Supporting Noteholders that are exercisable at a nominal exercise price into common shares in the reorganized capital of the Company upon completion of the Restructuring Transaction. Further information on the Restructuring Transaction is disclosed in the Company's press release of April 20, 2016. The description of the DIP Financing, the Letter of Credit Facility and the Warrants herein is qualified in its entirety by the text of these documents, copies of which are available on the Company's SEDAR profile at http://www.sedar.com/and on SIMEV at http://www.superfinanciera.gov.co/web_valores/Simev Shareholder Contact Information Shareholders are reminded that any questions or concerns can be directed to the Company at ir@pacificcorp.energy Noteholder Contact Information Noteholders with questions concerning the Restructuring Transaction are encouraged to contact Kingsdale Shareholder Services at 1-877-659-1821 toll-free in North America or call collect at 1-416-867-2272 outside of North America or by email at contactus@kingsdaleshareholder.com About Pacific Exploration & Production Pacific Exploration & Production Corp. is a Canadian public company and a leading explorer and producer of natural gas and crude oil, with operations focused in Latin America. The Company has a diversified portfolio of assets with interests in more than 70 exploration and production blocks in various countries including Colombia, Peru, Guatemala, Brazil, Guyana and Belize. The Company's strategy is focused on sustainable growth in production & reserves and cash generation. In April 19, 2016 and April 20, 2016, the Company announced its entry into an agreement with: (i) The Catalyst Capital Group Inc., (ii) certain members of an ad hoc committee of holders of the Company's senior unsecured notes, and (iii) certain of the Company's lenders under its credit facilities, to effect a comprehensive financial restructuring (the "Restructuring Transaction") that will significantly reduce debt, improve liquidity, and best position the Company to navigate the current oil price environment. The restructuring will be implemented by way of a plan of arrangement pursuant to a court-supervised process in Canada, together with appropriate proceedings in Colombia under Law 1116 and in the United States. On April 27, 2016, Pacific Exploration, et al., applied for and received an order for protection pursuant to the Companies’ Creditors Arrangement Act ("CCAA"), R.S.C.1985, c.C-36 from the Ontario Superior Court of Justice Commercial List and PricewaterhouseCoopers Inc. was appointed as monitor of the Applicants (the "Monitor"). The Applicants filed recognition proceedings pursuant to Chapter 15 of title 11 of the United States Bankruptcy Code (the "U.S. Proceedings") and pursuant to Law 1116 of 2006 of the Republic of Colombia (the "Colombian Proceedings"). Pacific, et al., each filed a Chapter 15 bankruptcy petition (Bank. S.D.N.Y. Case Nos. 16-11189 to 16-11211) in New York, in the U.S. on April 29, 2016. The Company is being advised by Lazard Freres & Co. LLC, Norton Rose Fulbright Canada LLP (Canada), Proskauer Rose LLP (U.S.), Zolfo Cooper (U.S.), Garrigues (Colombia) and Kingsdale Shareholder Services (Canada). The Independent Committee is being advised by Osler, Hoskin & Harcourt LLP and UBS Securities Canada Inc. The Noteholders forming part of the funding creditors are being advised by Evercore Group L.L.C. (U.S.), Goodmans LLP (Canada), Paul, Weiss, Rifkind, Wharton & Garrison LLP (U.S.) and Cardenas y Cardenas Abogados (Colombia). FTI Consulting (U.S.), Davis Polk & Wardwell LLP (U.S.), Torys LLP (Canada) and Gomez-Pinzon Zuleta Abogados (Colombia) are counsel to the agent on the revolving credit facility of the Company, and Seward & Kissel is counsel to the agent on the HSBC Bank, USA, N.A. term loan of the Company. Catalyst is being advised by Brown Rudnick LLP (U.S.), McMillan LLP (Canada) and GMP Securities L.P. PricewaterhouseCoopers Inc., the foreign representative oF Pacific Exploration, can be contacted at: PRICEWATERHOUSECOOPERS INC. PwC Tower 18 York Street, Suite 2600 Toronto, ON M5J 0B2 Attention: Tammy Muradova Canada/US: +1 844 855 8568 Colombia: 01 800 518 2167 Local US: +1 503 520 4469 PACIFIC WEBWORKS: Erkelens & Olson to Auction Surplus Assets ------------------------------------------------------------ Pacific Webworks, Inc., asks the U.S. Bankruptcy Court for the District of Utah, Central Division, to authorize the sale of its "surplus assets" at auction to be conducted by Erkelens and Olson Auctioneers, and approving the auctioneer's commission in the amount of 15% of the gross proceeds of sale which will be paid by the Debtor at the time of the sale. The Debtor, a publicly traded company formed in 1999, headquartered in Salt Lake City, UT, operated its business through several wholly owned subsidiaries, including Dynamic Webtools, LLC ("DWT"), its last operating subsidiary. On June 13, 2016, the Debtor filed a motion to approve the sale of its interest in DWT. Once that sale is closed, the Debtor does not anticipate a further need to lease its office space located at 230 West 400 South #100, Salt Lake City, UT ("Premises"). The Surplus Assets consist of office equipment, supplies and other furnishings from the Premises. As the Debtor will no longer be occupying the Premises, it has no need for the Surplus Assets. The Surplus Assets to be sold are: 1. Conference Table & (8) Chairs 2. Cisco Phone System 3. Desks 4. Tables 5. Modular Office Desks 6. Sofas 7. Vizio Flat screen TV’s 8. Office Chairs 9. File Cabinets 10. Miscellaneous Monitors & Printers 11. Soda Machine 12. Fridge & Microwaves 13. Miscellaneous Artwork 14. Miscellaneous Office Supplies 15. Misc. Electronics 16. Office Dividers 17. Table & (4) Chairs 18. Occasional Table The auction of the Surplus Assets will be conducted in the following manner: A. All bids must be in cash. Only those bidders who have lodged their deposits with the auctioneer at or before the commencement of the auction will be allowed to bid. At the conclusion of the sale, the auctioneer will return any deposits lodged by unsuccessful bidders. B. The total purchase price bid by any successful bidder, after deducting the amount of the initial deposit, shall be paid immediately after the conclusion of the auction. C. In the event that a successful bidder fails to complete payment of the full purchase price immediately after the conclusion of the auction, the initial deposit placed with the auctioneer shall be forfeited, and the Surplus Assets shall be offered to the next highest bidder at the next highest bidder's highest bid price. D. The Surplus Assets shall be sold on an "as is, where is" basis, without any representations or warranties. E. The Debtor and/or the auctioneer will reserve the right to reject bids which in their opinion are insufficient or do not conform to the terms of the sale set forth. Moreover, some of the Surplus Assets may be subject to minimum bids. The Debtor further reserves the right to continue the sale from time to time and from place to place as it deems appropriate, and to withdraw one or more items of Surplus Assets from the auction at any time. F. The sale of the Surplus Assets will take place at the business premises of the Debtor, located at 230 West 400 South # 100, Salt Lake City, UT 84101 on July 7, 2016 at 10:00 a.m. G. A preview for the Surplus Assets will occur on July 7, 2016 from 8 to 10 a.m. H. Directions and maps for the site location for the preview and auction may be obtained by contacting Erkelens and Olson Auctioneers, whose business is located at 430 West 300 North, Salt Lake City, UT 84103, (801) 355-6655. Additional information concerning the auction may also be found at http://www.salesandauction.com/ I. The auctioneers' commission in the amount of 15% of the gross proceeds of sale will be paid by the Debtor at the time of the sale. Pacific Webworks is represented by: George Hofmann Adam Reiser COHNE KINGHORN 111 East Broadway, 11th Floor Salt Lake City, UT 84111 Telephone: (801) 363-4300 Facsimile: (801) 363-4378 About Pacific Webworks Pacific WebWorks, Inc., previously known as Asphalt Associates, was an application service provider and software development company. Pacific WebWorks sought Chapter 11 protection (Bankr. D. Utah Case No. 16-21223) on Feb. 23, 2016 to pursue an orderly liquidation of its assets. It estimated assets and debt of $1 million to $10 million. The Debtor tapped George B. Hofmann of Cohne Kinghorne as counsel. The Debtor also engaged Rocky Mountain Advisory as an independent contractor to provide management services, and appointed Gil Miller as chief restructuring officer. PACKAGING COORDINATORS: Moody's Assigns B2 CFR, Outlook Stable -------------------------------------------------------------- Moody's Investors Service assigned ratings to Packaging Coordinators Midco, Inc., a subsidiary of Pioneer UK Midco 1 Limited. Moody's assigned a B2 Corporate Family Rating (CFR) and a B2-PD Probability of Default Rating (PDR). Moody's also assigned a B1 credit rating to the proposed first lien credit facilities and a Caa1 to its second lien term loan. Pioneer UK Midco 1 Limited will be a guarantor of the debt. The loan proceeds, together with cash and rollover equity, will be used to fund the planned acquisition of PCI by Partners Group, a private equity firm, including the repayment of legacy PCI's existing debt. The outlook is stable. Following the close of the acquisition, Moody's will withdraw the ratings on all of PCI's previously rated debt, which will be refinanced as part of the pending transaction. Ratings Assigned: Packaging Coordinators Midco, Inc. (PCI) Corporate Family Rating at B2 Probability of Default Rating at B2-PD $65 million first lien senior secured revolving credit facility due 2021, B1 (LGD3) $460 million first lien senior secured term loan due 2023, B1 (LGD3) $205 million second lien senior secured term loan due 2024, Caa1 (LGD5) The outlook is stable. Ratings to be withdrawn upon close: PCI Pharma Midco UK Limited Corporate Family Rating at B2 Probability of Default Rating at B2-PD Packaging Coordinators, Inc. $50 million first lien senior secured revolving credit facility due 2019, B1 (LGD3) $376 million first lien senior secured term loan due 2021, B1 (LGD3) $105 million second lien senior secured term loan due 2022, Caa1 (LGD5) RATINGS RATIONALE The B2 CFR reflects PCI's modest size, both on an absolute basis and relative to several much larger competitors, high financial leverage and aggressive financial policy. The ratings also incorporate Moody's expectation that the company will pursue bolt-on acquisitions which may further increase PCI's already high adjusted debt to EBITDA. Pro forma for the transaction, PCI's adjusted debt to EBITDA was 6.6x as of March 31, 2016, or 7.0x without giving consideration to anticipated synergies. The rating is also constrained by the risk of revenue losses either due to patent expirations of customers' products or selective in-sourcing by customers. The rating is supported by the company's leading position among contract packaging services companies, and its relatively well-diversified customer base consisting largely of blue-chip pharmaceutical clients. The rating is also supported by Moody's expectation for good interest coverage and a moderate level of capital expenditures, which will allow for consistently positive free cash flow. Further, Moody's expects that PCI's growth will be supported by favorable industry tailwinds, as the pharmaceutical industry will continue to increase its reliance on outsourced service providers. Finally, Moody's expects the company to benefit from growth in higher margin, more specialized services through its Penn subsidiary. Moody's believes that these factors will drive healthy growth in EBITDA, resulting in deleveraging towards 6.0x over the next 12-18 months. The stable outlook reflects Moody's expectation that PCI will remain a relatively small company with high leverage mitigated by good product and customer diversity and stable free cash flow. The ratings could be upgraded if PCI grows its scale while maintaining good product and customer diversity and reduces debt to EBITDA to below 4.5x. The ratings could be downgraded if PCI experiences operating disruptions such as significant product losses or pricing pressure, or significantly higher than expected capital expenditures that depletes free cash flow. Moody's could also downgrade the ratings if PCI fails to reduce adjusted debt to EBITDA to below 6.0x within the next 12 to 18 months. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. PCI is a global provider of outsourced pharmaceutical services that include commercial and clinical packaging, clinical storage and distribution services, high potency and non-potent drug manufacturing, and selected drug development and analytical services. For the LTM period ending March 31, 2016, PCI generated revenue of $492 million. Following the proposed acquisition, PCI will be majority-owned by Partners Group, with minority stakes by Frazier Healthcare (current owner of PCI) and the management team. PAMLAU LLC: Voluntary Chapter 11 Case Summary --------------------------------------------- Debtor: Pamlau, LLC 999 Brickell Ave., Suite 1000 Miami, FL 33131 Case No.: 16-18820 Chapter 11 Petition Date: June 21, 2016 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Jay A. Cristol Debtor's Counsel: David C. Rubin, Esq. DAVID C RUBIN PA 6800 SW 40th St. #352 Miami, FL 33155 Tel: 305-804-1898 E-mail: david3051@aol.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $0 to $50,000 The petition was signed by Delma Koessler, manager. The Debtor did not include a list of its largest unsecured creditors when it filed the petition. PARADIGM EAST HANOVER: Taps Keen-Summit as Real Estate Advisor -------------------------------------------------------------- Paradigm East Hanover, LLC seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Keen-Summit Capital Partners LLC. The Debtor proposes to hire a real estate advisor in connection with its plan to auction 37 acres of property located in East Hanover, New Jersey. Keen-Summit will earn a fee of 3% of the first $8 million of gross proceeds, plus if applicable, 4.5% of gross proceeds in excess of $8 million. Fees are earned as and when the Debtor closes a transaction, whether such transaction is completed individually or as part of a package. The Debtor will also pay all work-related expenses incurred by the firm. Harold Bordwin, managing director of Keen-Summit, disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Keen-Summit can be reached through: Harold Bordwin Keen-Summit Capital Partners LLC 1460 Broadway New York, New York 10036 About Paradigm East Hanover Paradigm East Hanover, LLC sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N.J. Case No. 16-21245) on June 9, 2016. The petition was signed by David Kushner, managing member of manager. The Debtor disclosed total assets of $10.7 million and total debts of $3.49 million. PEAK WEB: Seeks to Employ Ropers Majeski as Special Counsel ----------------------------------------------------------- Peak Web LLC seeks approval from the U.S. Bankruptcy Court for the District of Oregon to employ Ropers Majeski Kohn Bentley PC as its special counsel. Ropers Majeski will continue to represent the Debtor, which has been involved in litigation with Machine Zone, Inc. and Epic War, LLC. The case is pending in the Superior Court of California in Santa Clara County. Within the 12-month period preceding its Chapter 11 filing, Ropers Majeski has received $200,000 as payment for its legal fees and costs. Travelers Insurance is now paying all fees to the law firm associated with the litigation. The Debtor proposes that the insurance company be permitted to continue to pay Ropers Majeski its fees on an hourly basis. Michael Ioannou, Esq., a partner at Ropers Majeski, disclosed in a court filing that the firm does not hold any interest adverse to the Debtor's estate or any of its creditors. Ropers Majeski can be reached through: Michael J. Ioannou, Esq. Ropers Majeski Kohn Bentley PC Phone: (408) 287-6262 Phone Fax: (408) 918-4501 Fax Tel: michael.ioannou@rmkb.com 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, 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. PHH CORP: Egan-Jones Cuts FC Sr. Unsecured Rating to B From BB- --------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by PHH Corp to B from BB- on June 6, 2016. EJR also lowered the foreign currency commercial paper rating on the Company to B from A3. The PHH Corporation is an American financial services corporation headquartered in Mount Laurel, New Jersey, which provides mortgage services to some of the world's largest financial services firms. PHOENIX BRANDS: Creditors' Committee Taps Saul Ewing as Counsel --------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Phoenix Brands LLC, et al., asks for authorization from the U.S. Bankruptcy Court for the District of Delaware to retain the law firm of Saul Ewing LLP as counsel, nunc pro tune to June 1, 2016. A hearing on the request is set for July 6,2016, at 11:00 a.m. Objections must be filed by June 29, 2016, at 4:00 p.m. Saul Ewing will provide, among other things, these services: (a) advise the Committee with respect to its rights, duties, and powers in these Chapter 11 cases; (b) assist and advise the Committee in its consultations with the Debtors relative to the administration of these Chapter 11 cases; (c) assist the Committee in analyzing the claims of the Debtors' creditors and the Debtors' capital structure and in negotiating with holders of claims and equity interests; (d) assist the Committee in its investigation of the acts, conduct, assets, liabilities, and financial condition of the Debtors and of the operation of the Debtors' businesses; (e) assist the Committee in its investigation of the liens and claims of the Debtors' pre-petition lenders and the prosecution of any claims or causes of action revealed by investigation; (f) assist the Committee in its analysis of, and negotiations with, the Debtors or any third party concerning matters related to, among other things, the assumption or rejection of unexpired leases and executory contracts, asset dispositions, financing of other transactions and the terms of one or more plans of reorganization for the Debtors and accompanying disclosure statements and related plan documents; (g) assist and advise the Committee as to its communications to unsecured creditors regarding significant matters in these Chapter 11 cases; (h) represent the Committee at hearings and other proceedings; (i) review and analyze applications, orders, statements of operations, and schedules filed with the Court and advise the Committee as to their propriety; (j) assist the Committee in preparing pleadings and applications as may be necessary in furtherance of the Committee's interests and objectives; (k) prepare, on behalf of the Committee, any pleadings, including without limitation, motions, memoranda, complaints, adversary complaints, objections, or comments in connection with any of the foregoing; and (l) perform other legal services as may be required or are otherwise deemed to be in the interests of the Committee in accordance with the Committee's powers and duties as set forth in the Bankruptcy Code, Bankruptcy Rules, or other applicable law. Saul Ewing will be paid at these hourly rates: Partners $395-$925 Special Counsel $350-$575 Associates $250-$410 Paraprofessionals $190-$325 The Committee requests that all legal fees and related costs and expenses incurred by the Committee on account of services rendered by Saul Ewing in these cases be paid as administrative expenses of the estates pursuant to Sections 328, 330(a), 331, 503(b), and 507(a)(1) of the Bankruptcy Code. Subject to the Court's approval, Saul Ewing will charge for its legal services on an hourly basis in accordance with its ordinary and customary hourly rates in effect on the date such services are rendered, subject to Sections 328(a) and 330 of the Bankruptcy Code as well as Orders of the Court entered in these cases. These hourly rates are subject to periodic adjustments (typically in January of each year) to reflect economic and other conditions. Saul Ewing will maintain detailed records of actual and necessary costs and expenses incurred in connection with the legal services. Sharon L. Levine, Esq., a partner in the law firm of Saul Ewing, assures the Court that the firm (a) does not hold or represent any interest adverse to the Debtors' estates in matters upon which it is to be engaged, and (b) is a "disinterested person" within the meaning of Section 101(14) of the Bankruptcy Code. Saul Ewing can be reached at: Sharon L. Levine Saul Ewing LLP One Riverfront Plaza 1037 Raymond Boulevard, Suite 1520 Newark, NJ 07102-5426 Tel: (973) 286-6713 Fax: (973) 286-6821 E-mail: slevine@saul.com About Phoenix Brands Phoenix Brands LLC and its three affiliates sought protection under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the District of Delaware (Delaware) (Case Nos. 16-11242 to 16-11245) on May 19, 2016. The petitions were signed by William Littlefield, CEO and President. The cases are assigned to Judge Brendan Linehan Shannon. A motion for joint administration of the Chapter 11 cases is pending. The Debtors tapped Pachulski Stang Ziehl & Jones LLP as local. In its petition, Phoenix Brands LLC estimated its assets and liabilities at between $10 million and $50 million each. PILGRIM MEDICAL: Taps Anthony Van Grouw as Accountant ----------------------------------------------------- Pilgrim Medical Center, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Anthony Van Grouw as its accountant. The Debtor proposes to hire an accountant to prepare and file its quarterly reports and business tax returns. Mr. Van Grouw, a certified public accountant at Anthony VanGrouw & Associates, will be paid $250 per hour for his services. In a court filing, Mr. Van Grouw disclosed that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. About Pilgrim Medical Center Pilgrim Medical Center, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. N.J. Case No. 16-15414) on March 22, 2016. The petition was signed by Nicholas V. Campanella, shareholder. The case is assigned to Judge Stacey L. Meisel. The Debtor estimated under $50,000 in assets and debts of $1 million to $10 million. PILGRIM'S PRIDE: S&P Affirms 'BB+' CCR & Revises Outlook to Neg. ---------------------------------------------------------------- S&P Global Ratings said that it affirmed its 'BB+' corporate credit rating on Pilgrim's Pride Corp. S&P revised the outlook to negative from stable. S&P affirmed the 'BBB' issue-level ratings on the company's $700 million revolving credit facility and $1 billion first-lien term loan due 2020. The recovery ratings on the secured debt are unchanged at '1', indicating S&P's expectation for very high recovery (90%-100%) in a default scenario. S&P also affirmed the 'BB+' issue-level rating on the senior unsecured notes due 2025. The '3' recovery rating on the senior unsecured notes remains unchanged, indicating S&P's expectation of meaningful recovery (50%-70%, at the high end of the range) in the event of a payment default. S&P estimates Pilgrim's Pride has about $1 billion in reported debt outstanding as of March 27, 2016. The outlook revision reflects the outlook change of parent company JBS S.A. Pilgrim's Pride is deemed a highly strategic subsidiary of Brazilian protein processor JBS S.A. JBS' outlook was recently revised to negative from stable because of lackluster first quarter 2016 performance and sizable derivative losses. Although Pilgrim's Pride's projected leverage (including debt to EBITDA below 1.5x) is much lower than JBS', S&P do not view Pilgrim's Pride's credit profile as stronger because of the company's weaker business strength (primarily concentrated in North American poultry production) and because its cash flow ratios could deteriorate materially during weaker earnings cycles. In addition, S&P recognizes that the company could increase leverage closer to 2x for possible future acquisitions, although none are anticipated in base-case projections. Therefore, S&P caps Pilgrim's Pride's corporate credit rating at 'BB+', the same as that of parent company JBS, reflecting JBS' majority ownership of Pilgrim's Pride and S&P's belief that Pilgrim's Pride is a highly strategic subsidiary. "The outlook is negative, reflecting the negative ratings outlook of parent company JBS S.A., and our opinion that Pilgrim's Pride will remain a highly strategic subsidiary of JBS, with a credit profile that cannot be higher than its parent," said S&P Global Ratings credit analyst Jessica Paige. JBS' outlook was recently revised from stable to negative because of lackluster first quarter 2016 performance and sizable derivative losses; therefore Pilgrim's Pride's outlook was also revised to negative from stable. S&P could downgrade Pilgrim's Pride if JBS is downgraded, or if Pilgrim's Pride's operating performance unexpectedly weakens, debt to EBITDA approaches or exceeds 3x, and/or FFO to debt falls below 30%. S&P believes this could occur if corn costs return to about $7 per bushel or higher and the company cannot raise prices high enough to offset the higher feed costs, or if the company were to pursue a debt-financed acquisition or another leveraged dividend. PLAZA HEALTHCARE: Hires Oz Law as Employment Litigation Counsel --------------------------------------------------------------- Plaza Healthcare Center LLC, et al., seek permission from the U.S. Bankruptcy Court for the Central District of California to employ Oz Law Group, Inc., effective as of June 13, 2016, as their special employment litigation counsel to represent the Debtors in a lawsuit which has recently been filed in the Superior Court of California based on claims which are alleged to have accrued after the commencement of the Chapter 11 cases. Because the lawsuit is based on alleged post-petition claims, it may not be subject to the automatic stay. A hearing on the request is set for July 6, 2016, at10:00 a.m. The Debtors seek to employ OLGI as special employment litigation counsel to represent the Debtors in connection with the Guzman action, and other employment litigation matters and filed claims as may be agreed in the future between the Debtors, OLGI and the Official Committee of Unsecured Creditors. The Complaint in the action captioned as "Ivonne Guzman, Plaintiff vs. East Healthcare Center, LLC; East Terrace Wellness GP, LLC; East Terrace Rehabilitation & Wellness Centre, LP; Country Villa East L.P. and Does 1 through 250, inclusive, Defendants" alleges plaintiff was hired in May 2014, and terminated Aug. 11, 2015, so the Complaint asserts that certain of its claims arose during the period after the Petition Date and prior to the assumption of operations by the Buyer as of Sept. 1, 2016. The Complaint has six causes of action, including for wrongful termination, multiple violations of the Labor Code and for retaliation. The Complaint seeks damages including for medical injuries and emotional distress, punitive damages, statutory damages and attorneys' fees. On Oct. 31, 2014, the Debtors closed the sale of their 18 skilled nursing and one assisted living facility to a buyer pursuant to a court-authorized sale of the Debtors' assets. Because the Buyer assumed control of operations Sept. 1, 2014, any liability for wrongful termination, retaliation, medical injuries and emotional distress, or punitive damages should lie with the Buyer. However, the Complaint asserts claims arising during the period between May 2014 and Aug. 31, 2014, for violations concerning overtime, failure to provide plaintiff with accurate wage statements, violation of the rules and regulations related to meal breaks and rest breaks. The Debtors have been advised by the relevant insurance carrier that the Guzman Action is not covered by insurance; however, even if it would be covered it would be subject to a $250,000 SIR under the applicable insurance policy. The Debtors have been named as defendants in a several lawsuits based on prepetition claims by employees asserting violation of the labor laws or other employment related claims. Because those claims accrued pre-petition, those lawsuits are subject to the automatic stay. The Debtors have also identified several filed proofs of claim filed in the Chapter 11 cases asserting employment claims based on events occurring either pre-petition or post-petition, some of which are not the subject of pending lawsuits. The Debtors are working with the insurance companies to review and resolve the asserted claims. Some of the claims have already been settled during the Chapter 11 cases. It may be necessary for the Debtors to employ qualified employment litigation counsel to complete the process of resolving the claims. Oz Law will be paid at these hourly rates: Greg Ozhekim, Esq. $285 Susan K. Laffer, Esq. $285 Sam Donabedian, Esq. $185 Carrie Gilmore, Esq. $95 Greg Ozhekim, Esq., founder and CEO of OLGI, assures the Court that the firm doesn't hold nor represent any interest materially adverse to the interest of the Debtors' estates or of any class of creditors or equity security holders, by reason of any direct or indirect relationship to, connection with, or interest in, CVSC, Mark Beckel, the Debtors or an investment banker for any security of the Debtors, or for any other reason. Oz Law can be reached at: Greg Ozhekim, Esq. Oz Law Group, Inc. 21700 Oxnard Street, 7th Floor Woodland Hills, CA 91367 Tel: (818) 712-9000 Website: www.ozlawgroup.com The Debtors' counsel can be reached at: Ron Bender, Esq. Philip A. Gasteier, Esq. Krikor J. Meshefejian, Esq. Lindsey L. Smith, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, California 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 E-mail: rb@lnbyb.com pag@lnbyb.com kjm@lnbyb.com lls@lnbyb.com Headquartered in Santa Ana, California, Plaza Healthcare Center LLC and affiliate Plaza Convalescent Center LP were engaged in the business of owning and operating skilled nursing facilities in Southern California, which provided 24 hour, 7 days a week and 365 days a year care to patients who resided at these facilities. Collectively, the Debtors owned and operated 18 skilled nursing and one assisted living facility. The Debtors each filed a voluntary petition under Chapter 11 of the Bankruptcy Code on March 4, 2014. The following day, 17 of their affiliates filed for bankruptcy protection. The lead case is In re Plaza Healthcare Center LLC, Case No. 14-11335 (Bankr. C.D. Calif.). In its petition, Plaza Healthcare estimated its assets and liabilities at between $1 million and $10 million each. PNW ARMS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------- Debtor: PNW Arms, LLC 1293 E. Freeze Road Potlatch, ID 83855 Case No.: 16-20457 Chapter 11 Petition Date: June 21, 2016 Court: United States Bankruptcy Court District of Idaho (Moscow) Judge: Hon. Terry L Myers Debtor's Counsel: Bruce A. Anderson, Esq. ELSAESSER JARZABEK ANDERSON ELLIOTT & MACDONALD, CHTD. 320 East Neider Avenue, Suite 102 Coeur d'Alene, ID 83815 Tel: (208) 667-2900 Fax: (208) 667-2150 E-mail: baafiling@ejame.com brucea@ejame.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Mark Baciak, managing member. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/idb16-20457.pdf PORTOFINO TOWERS: Case Summary & Unsecured Creditor --------------------------------------------------- Debtor: Portofino Towers 1002 LLC 255 Collins Ave Ste 1 Miami Beach, FL 33139 Case No.: 16-18808 Chapter 11 Petition Date: June 21, 2016 Court: United States Bankruptcy Court Southern District of Florida (Miami) Judge: Hon. Laurel M Isicoff Debtor's Counsel: Joel M. Aresty, Esq. JOEL M. ARESTY P.A. 309 1st Ave S Tierra Verde, FL 33715 Tel: 305.899.9876 Fax: 305.723.7893 E-mail: aresty@mac.com aresty@icloud.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Laurent Benzaquen, authorized representative. The Debtor listed Heagrand, Inc. as its largest unsecured creditor holding a claim of $400,000. A full-text copy of the petition is available for free at: http://bankrupt.com/misc/flsb16-18808.pdf PRELUDE INVESTMENT: Taps Michael Jay Berger as Legal Counsel ------------------------------------------------------------ Prelude Investment LLC seeks approval from the U.S. Bankruptcy Court for the Central District of California to hire the Law Offices of Michael Jay Berger as its legal counsel. The Debtor tapped the firm to: (a) give legal advice about its rights and obligations in a bankruptcy proceeding; (b) represent the Debtor at the initial interview and the first meeting of creditors; (c) assist the Debtor in complying with reporting requirements of the Office of the U.S. Trustee; (d) prepare status reports as required by the court; (e) respond to any motions filed in the Debtor's bankruptcy proceeding; (f) respond to creditor inquiries, review proofs of claim and object to inappropriate claims; and (g) prepare a disclosure Statement and plan of reorganization for the Debtor. The firm will charge the Debtor for the services of Michael Jay Berger, Esq., at the rate of $495 per hour. The hourly rates of the other professionals employed by the firm are: Senior Associate $365 Mid-level Associate $345 Junior Associate $265 Paralegals/Law Clerks $200 In a court filing, Mr. Berger disclosed that the firm does not hold or represent any interest adverse to the Debtor's estate or creditors. The firm can be reached through: Michael Jay Berger, Esq. Law Offices of Michael Jay Berger 9454 Wilshire Blvd., 6th Floor Beverly Hills, CA 90212-2929 Telephone: (310) 271-6223 Facsimile: (310) 271-9805 E-mail: michael.berger@bankruptcypower.com About Prelude Investment Prelude Investment LLC filed petition under Chapter 7 of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 16-11776). The court converted the Chapter 7 case to a Chapter 11 proceeding on June 2, 2016. PREMIER EXHIBITIONS: Wants to Sell Titanic Artifacts ---------------------------------------------------- Premier Exhibitions, Inc., filed a motion with the Bankruptcy Court seeking permission to sell a portion of the Titanic artifacts awarded to the Company pursuant to a 1993 French administrative decree, which are from time to time referred to as the 1987 Artifacts in Company filings. At this time the Company does not know when the Bankruptcy Court will rule on this motion, and does not know the likely outcome of the motion. About RMS Titanic 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. About Premier Exhibitions 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/ RMS Titanic and seven of its subsidiaries filed voluntary petitions for reorganization under Chapter 11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the Middle District of Florida (Bankr. M.D. Fla. Proposed Lead Case No. 16-02230) on June 14, 2016. Chief Financial Officer and Chief Operating Officer Michael J. Little signed the petitions. The Debtors estimated both assets and liabilities in the range of $10 million to $50 million. The Chapter 11 cases are assigned to Judge Paul M. Glenn. RAILROAD SALVAGE: Taps Sader Law Firm as Legal Counsel ------------------------------------------------------ Railroad Salvage & Restoration, Inc. seeks approval from the U.S. Bankruptcy Court for the Western District of Missouri to hire The Sader Law Firm as its legal counsel. Railroad Salvage tapped the firm to: (a) give advice about its rights and obligations as debtor- in-possession; (b) prepare legal papers; (c) represent the Debtor at the meeting of creditors and court hearings on approval of plan of reorganization and disclosure statement; (d) represent the Debtor in adversary proceedings and other contested bankruptcy matters; and, (e) represent the Debtor in matters related to its reorganization and business operations. Neil Sader and Bradley McCormack, the attorneys who will assist the Debtor during its bankruptcy, will be paid $330 per hour and $305 per hour, respectively. The hourly rate of paralegals who may assist them is $105. Aside from professional fees, the firm will also receive reimbursement for work-related expenses. In a court filing, Messrs. Sader and McCormack disclosed that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. The Sader Law Firm can be reached through: Bradley D. McCormack The Sader Law Firm 2345 Grand Boulevard, Suite 2150 Kansas City, MO 64108 Tel: 816-561-1818 Direct Dial: 816-595-1802 Fax: 816-561-0818 Email: bmccormack@saderlawfirm.com About Railroad Salvage Railroad Salvage & Restoration, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. W. D. Mo. Case No. 16-30292) on June 14, 2016. The petition was signed by William Ryan Jackson, vice-president. The case is assigned to Judge Cynthia A. Norton. At the time of the filing, the Debtor estimated both its assets and liabilities at $1 million to $10 million. RAVAGO HOLDINGS: Moody's Assigns B1 CFR, Outlook Stable ------------------------------------------------------- Moody's Investors Service assigned first time ratings to Ravago Holdings America, Inc., including a B1 corporate family rating, a B1-PD probability of default rating and a B2 rating to the proposed $325 million Senior Secured Term Loan due 2023. Proceeds from the new debt will be used to refinance the existing $300 million Senior Secured Term Loan due 2020, pay down the revolver, and pay fees and expenses associated with the transaction. The transaction is expected to close in June 2016. The rating outlook is stable. Moody's took these actions: Ravago Holdings America, Inc. -- Assigned corporate family rating, B1 -- Assigned probability of default rating, B1-PD -- Assigned $325 million Senior Secured Term Loan B due 2023, B2 (LGD4) The rating outlook is stable. The ratings are subject to the receipt and review of the final documentation. RATINGS RATIONALE Ravago's B1 rating reflects its moderate leverage, good operating cash flows, and relatively strong position in the polymer distribution business. Its large and diverse distribution network in North America and Latin America, promising industry fundamentals due to the feedstock advantage of North American ethylene producers, its established and relatively stable market share, and long-lived diverse customer and supplier relationships also support our view of the company's relatively strong business position. Ravago also has low capex requirements and good liquidity. The rating is tempered by the low margin nature of the distribution business. While operating cash flow generation is favorable, working capital swings can be a meaningful use of cash and impact free cash flows. Additionally, the company does pursue growth through acquisitions in order to add customers and expand its markets, however these transactions are typically of a small bolt-on size. Ravago has good liquidity to support operations. Moody's expects the company will generate flat to positive free cash flow on an annual basis with substantial access to revolving credit to cover any unforeseen shortfalls, that could arise from swings in working capital. The company reported $354 million of borrowings against its $870 million asset-based revolving credit facility and, after considering the impact of letters of credit and collateral restrictions, nearly $500 million of availability at March 31, 2016. The ABL credit agreement has a springing fixed charge coverage ratio set at 1.1x if availability falls below 15% of the commitment, which is not projected. Moody's expects that the company will not subject to the springing financial covenant over the next two years. Following the close of the refinancing, Ravago will have extended the revolver's maturity to June 2021. The new $325 million term loan due 2023 is expected to be covenant light. Ravago does not have a history of paying dividends even though its business model requires low capex spending. While bolt-on acquisitions could raise leverage temporarily, Moody's expects the transactions to be small and accretive. The stable outlook assumes that the company will continue to achieve credit metrics appropriate for the rating, including adjusted financial leverage below 4.5x, and that the company will maintain a good liquidity position. The outlook also factors in the company's growth through bolt-on acquisitions that are expected to be relatively small and accretive to earnings. Moody's could upgrade the rating, if the company continues to grow and realizes leverage (Debt/EBITDA) sustainably below 4.0x and retained cash flow to debt (RCF/Debt) sustainably above 12%. Conversely, Moody's could downgrade the rating if leverage was sustained above 5.5x (Debt/EBITDA), RCF/Debt fell and remained below 8%, or if there was a substantive deterioration in liquidity. The principal methodology used in these ratings was Global Chemical Industry Rating Methodology published in December 2013. Headquartered in Orlando, Florida, Ravago Holdings America, Inc. is a distributer and reseller of polymers and rubber in North America and Latin America. The company operates in two main segments, distribution and resale, with the remainder generated through third party sales. Ravago had revenues of approximately $3.8 billion for the twelve months ended March 31, 2016, and is a subsidiary of Ravago SA. RESPONSE BIOMEDICAL: Enters Into Going Private Transaction ---------------------------------------------------------- Response Biomedical Corp. has entered into a definitive arrangement agreement with 1077801 B.C. Ltd., a company owned by OrbiMed Asia Partners, LP, OrbiMed Private Investments III, LP and OrbiMed Associates III, LP and Shanghai Runda Medical Technology Co., Ltd., pursuant to which 1077801 B.C. Ltd. will acquire all of the issued and outstanding common shares of Response for cash consideration of $1.12 per Response Share (except in the case of certain rollover shareholders who will instead receive shares of 1077801 B.C. Ltd. on a 1 for 1 basis) by way of a statutory plan of arrangement under the Business Corporations Act (British Columbia). The cash consideration price represents a 51% premium to the closing price of the Response Shares on the Toronto Stock Exchange on June 15, 2016, the date prior to the date of signing of the Arrangement Agreement. OrbiMed Advisors LLC, an investment management firm focused on the healthcare sector, and its affiliates currently own 4,970,543 Response Shares, representing 50.1% of the issued and outstanding Response Shares, based on 9,925,256 Response Shares outstanding. The board of directors of Response formed a committee of independent directors to, among other things, review and evaluate the terms of the proposed acquisition and other alternatives, and to make a recommendation to the Board in respect of the Transaction and other related matters. Bloom Burton & Co. Limited, the financial advisor to the Special Committee, has provided a fairness opinion and formal valuation and concluded that, subject to the assumptions and limitations set out therein, the consideration to be received by holders of Response Shares pursuant to the Transaction is fair, from a financial point of view, to those Shareholders. Following an extensive review and analysis of the Transaction and the consideration of other alternatives, the Fairness Opinion and Formal Valuation and the recommendations of the Special Committee, the Board, after consulting with its financial and legal advisors, unanimously determined that the consideration to be received by the Shareholders pursuant to the Transaction is fair to such Shareholders and that the Transaction is in the best interests of Response. The Board has approved the terms of the Transaction and unanimously recommends that all Shareholders vote in favour of the Transaction at the special Shareholders' meeting to be called to consider the Transaction. "We believe that the Arrangement serves the best interests of our shareholders, employees, customers and business and we look forward to working towards its successful completion," said Dr. Barbara Kinnaird, Response's chief executive officer. "The existing Canada-led governance structure and the Canadian operations will be preserved. Runda's strong sales and marketing presence throughout China and their financial strength provide an exceptionally attractive opportunity to combine with Response's product portfolio. The transaction will provide the China sales expertise and financial resources to best help Response achieve its full potential," added Dr. Kinnaird. In connection with the Arrangement Agreement, all directors and officers of the Company, who in the aggregate own 305,747 Response Shares representing 3.1% of the issued and outstanding Response Shares, based on 9,925,256 Response Shares outstanding, and 1077801 B.C. Ltd. have entered into customary voting agreements to vote in favour of the Arrangement. The Arrangement and Approvals Pursuant to the Arrangement, each Shareholder will receive cash consideration of $1.12 for each Response Share held. All currently outstanding stock options to purchase Response Shares will be deemed to be unconditionally vested and exercisable and be deemed to be assigned, transferred and disposed of to the Company in exchange for a cash payment from the Company equal to the amount (if any) by which the consideration exceeds the exercise price per Response Share issuable pursuant to the Options. The Options shall subsequently be immediately cancelled pursuant to the Arrangement. All outstanding Deferred Share Units and Restricted Share Units will be paid out in common shares of Response which will then be acquired for cash in the Arrangement. The Transaction contains customary deal protection provisions which, among other matters, restrict Response from soliciting, assisting, initiating, encouraging or facilitating any inquiry, proposal, or offer concerning alternative acquisition proposals. However, the Transaction permits Response to respond to unsolicited written acquisition proposals under certain circumstances which include where such acquisition proposal constitutes or could reasonably constitute or lead to a "superior proposal" (as defined in the Arrangement Agreement). 1077801 B.C. Ltd. has the right to match any competing proposal for Response in the event a superior proposal is made. No termination fee is payable by either party. The Transaction is subject to customary approvals, including, but not limited to, the approval of at least 66 2/3% of the votes cast in person or by proxy at the Special Meeting, and the approval of a "majority of the minority" of the Shareholders being a majority of the votes cast in person or by proxy at the Special Meeting excluding shareholders whose votes may not be included in determining if minority approval is obtained pursuant to Multilateral Instrument 61-101 - Protection of Minority Security Holders in Special Transactions. In addition, the information circular prepared in connection with the Special Meeting is subject to review by the U.S. Securities Exchange Commission. The Special Meeting is expected to be held on or before Oct. 17, 2016. Closing of the Transaction is also subject to the satisfaction of a number of conditions customary for transactions of this nature, including the receipt of certain regulatory, court and stock exchange approvals. In addition, the Transaction will be subject to approval in the Peoples Republic of China from the National Development and Reform Commission, the Ministry of Commerce, and the State Administration of Foreign Exchange. Further information regarding the Arrangement will be contained in the information circular that Response will prepare, file and send to each Shareholder in connection with the Special Meeting. Following closing of the Transaction, the Company will apply to have the Response Shares de-listed from the TSX. A copy of the Arrangement Agreement will be filed on Response's SEDAR profile and will be available for viewing at http://www.sedar.com/ Private Placement Concurrent with the signing of the Arrangement Agreement, Response entered into subscription agreements to undertake a non-brokered private placement financing of up to 1,785,716 common shares of the Company at a price of U.S. $0.56 per Response Share for total gross proceeds of approximately U.S. $1,000,000. Pursuant to the Private Placement, Response has entered into subscription agreements with OrbiMed, where OrbiMed funds will subscribe for 892,858 Response Shares for total gross proceeds to the Company of approximately U.S. $500,000, and with Runda where Runda will subscribe for 892,858 Response Shares for total gross proceeds to the Company of approximately U.S. $500,000. The closing of the Private Placement will be subject to satisfying all of the requirements of the TSX and other conditions typical for a transaction of this nature. The first closing date for the Private Placement is expected to occur in June 2016 or such other date as the Company may determine. The Company intends to use the net proceeds of the Private Placement to fund research and development and operating expenses and for general working capital purposes. The Private Placement will be made on a non-brokered private placement basis, exempt from prospectus and registration requirements of applicable securities laws. The securities issued pursuant to the Private Placement will be subject to resale restrictions under applicable securities laws. As OrbiMed is an insider of the Company, the Private Placement is a "related party transaction", as defined under MI 61-101. The Company has relied on the exemptions contained in sections 5.5(a) and 5.7(1)(a) of MI 61-101 from the valuation and minority shareholder approval requirements of MI 61-101 in respect of OrbiMed's participation in the Private Placement because the aggregate fair market value of the Response Shares purchased by OrbiMed is less than 25% of the Company's market capitalization. A material change report in respect of the Private Placement will be filed in accordance with MI 61-101. Advisors Bloom Burton & Co. Limited is acting as exclusive financial advisor to Response. Blake, Cassels & Graydon LLP and Wilson Sonsini Goodrich & Rosati, P.C. are acting as legal counsel to Response. Stikeman Elliott LLP is acting as legal counsel to OrbiMed and Runda. About Response Biomedical Based in Vancouver, Canada, Response Biomedical Corporation develops, manufactures and sells diagnostic tests for use with its proprietary RAMP(R) System, a portable fluorescence immunoassay- based diagnostic testing platform. The RAMP(R) technology utilizes a unique method to account for sources of error inherent in conventional lateral flow immunoassay technologies, thereby providing the ability to quickly and accurately detect and quantify an analyte present in a liquid sample. Consequently, an end-user on-site or in a point-of-care setting can rapidly obtain important diagnostic information. Response Biomedical currently has thirteen tests available for clinical and environmental testing applications and the Company has plans to commercialize additional tests. Response Biomedical reported a net loss of C$150,000 on C$15.41 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of C$2.09 million on C$11.01 million of total revenue for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Response had C$11.8 million in total assets, C$12.5 million in total liabilities, and a total shareholders' deficit of C$711,000. PricewaterhouseCoopers LLP, in Vancouver, Canada, 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 has an accumulated deficit at Dec. 31, 2015, that raises substantial doubt about its ability to continue as a going concern. RESPONSE BIOMEDICAL: OrbiMed Advisors Has 42.6% Stake as of June 16 ------------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, OrbiMed Advisors LLC disclosed that as of June 16, 2016, it beneficially owns 6,000,328 shares of common stock of Response Biomedical Corp. representing 42.6 percent of the shares outstanding. Also included in the filing are OrbiMed Advisors Limited (3,547,498 shares); OrbiMed Asia GP, L.P. (3,547,498 shares); OrbiMed Capital GP III LLC (5,943,771 shares); and Samuel D. Isaly (6,000,328 shares). Pursuant to its authority under the limited partnership agreement of OrbiMed Private Investments III, LP, on June 16, 2016, OrbiMed Capital, as general partner of OPI III, caused OPI III to purchase an aggregate of 5,268 Shares at a price of USD$0.56 per Share, using OPI III's working capital in the aggregate amount of approximately USD$2,950. Pursuant to its authority under the limited partnership agreement of OrbiMed Asia Partners, L.P., on June 16, 2016, OrbiMed Asia caused OAP to purchase an aggregate of 331,690 Shares at a price of USD$0.56 per Share using OAP's working capital in the aggregate amount of approximately USD$185,746. Such authority is exercised through OrbiMed Limited as the sole general partner of OrbiMed Asia, which is the sole general partner of OAP. Pursuant to its authority under the limited partnership agreement of OrbiMed Associates III, LP on June 16, 2016, OrbiMed Advisors, as general partner of OrbiMed Associates, caused OrbiMed Associates to purchase an aggregate of 555,900 Shares at a price of USD$0.56 per Share using OrbiMed Associates' working capital in the aggregate amount of approximately USD$311,304. A copy of the regulatory filing is available for free at: https://is.gd/J11AL8 About Response Biomedical Based in Vancouver, Canada, Response Biomedical Corporation develops, manufactures and sells diagnostic tests for use with its proprietary RAMP(R) System, a portable fluorescence immunoassay- based diagnostic testing platform. The RAMP(R) technology utilizes a unique method to account for sources of error inherent in conventional lateral flow immunoassay technologies, thereby providing the ability to quickly and accurately detect and quantify an analyte present in a liquid sample. Consequently, an end-user on-site or in a point-of-care setting can rapidly obtain important diagnostic information. Response Biomedical currently has thirteen tests available for clinical and environmental testing applications and the Company has plans to commercialize additional tests. Response Biomedical reported a net loss of C$150,000 on C$15.41 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss of C$2.09 million on C$11.01 million of total revenue for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Response had C$11.80 million in total assets, C$12.51 million in total liabilities and a total shareholders' deficit of C$711,000. PricewaterhouseCoopers LLP, in Vancouver, Canada, 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 has an accumulated deficit at Dec. 31, 2015, that raises substantial doubt about its ability to continue as a going concern. RICEBRAN TECHNOLOGIES: Asks Shareholders to Vote for All Nominees ----------------------------------------------------------------- RiceBran Technologies announced that Institutional Shareholder Services Inc., the nation's leading independent proxy advisory firm, has issued a report recommending that RiceBran Technologies shareholders vote on the WHITE proxy card "FOR" the election of all the Company's director nominees -- W. John Short, Marco V. Galante, David Goldman, Baruch Halpern, Henk W. Hoogenkamp, Robert C. Schweitzer and Peter A. Woog -- at RiceBran Technologies' Annual Meeting of Shareholders on June 22, 2016. Robert C. Schweitzer, Chairman of RiceBran Technologies, said, "We are pleased ISS supports the reelection of RiceBran Technologies' highly-qualified and experienced director nominees. ISS' recommendation affirms our strong belief that RiceBran Technologies has the right Board and leadership in place to continue to oversee the successful execution of our clear plan to further drive high performance and long-term profitable growth. Our efforts to "convert feed to food" are yielding positive results and has positioned the Company for continued growth in what we believe to be the highest margin, fastest growing segments of the US food market: natural, organic and functional foods." In its report issued today, ISS* noted that: * RiceBran's recent "...financial performance -- in 2015 versus 2014, but particularly in Q1 2016 versus the same period in the prior year -- strongly suggests that the board's strategy is beginning to pay off...” * "On balance, as the board's strategy seems to be beginning to demonstrate success, both in driving growth in the US and in capping further downside risk in Brazil..." * "...both the executive team and the non-executive directors have significant shareholdings...suggesting a powerful alignment of interests with unaffiliated shareholders..." * "...there does not appear to be a compelling case that change at the board level is warranted." * Permission neither sought nor obtained from ISS. On June 16, 2016, RiceBran Technologies filed an investor presentation, which was presented to ISS, with the U.S. Securities and Exchange Commission highlighting the strategic actions the Company's Board of Directors and management team have taken to over the past several years to enhance shareholder value. Specifically, the presentation outlines the Company's recent strong performance as a result of focused and disciplined execution of its strategic plan. Furthermore, the presentation illustrates the strength and depth of RiceBran Technologies' Board of Directors, including it proven executive, financial and industry expertise. The presentation is available at www.ricebrantech.com and on the SEC’s website at www.sec.gov. As the Annual Meeting date is rapidly approaching, RiceBran Technologies strongly urges shareholders to protect the value in their investment by voting on the WHITE proxy card "FOR" the Company's highly-qualified and experienced director nominees. RiceBran Technologies also advises shareholders not return the "gold" card, even to withhold on LF-RB Group's nominees. If you have any questions or require any assistance with voting your shares, or if you need additional copies of the proxy materials, please contact: Morrow & Co. 470 West Ave Stamford, CT 06902 ricebran@morrowco.com Stockholders call toll free: 800-662-5200 Banks and brokers call: 203-658-9400 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. RITA ORTIZ: Selling Brentwood Property for $1.41 Million -------------------------------------------------------- Debtor Rita S. Ortiz asks the U.S. Bankruptcy Court for the Northern District of California for real property located at and commonly identified as 6337 Brentwood Boulevard, Brentwood, CA, to Maria Elena Arroyo and Jose Angel Pena. In the proposed transaction, the bankruptcy estate will receive total consideration of $1,412,500 in exchange for the Brentwood Property, consisting of $1,000,000 in cash and a promissory note in amount of $412,500. Rita S. Ortiz sought Chapter 11 protection (Bankr. N.D. Cal. Case No. 15-42480) on Aug. 10, 2015. Attorney for debtor Rita S. Ortiz: Stephen D. Finestone John F. Sullivan LAW OFFICES OF STEPHEN D. FINESTONE 456 Montgomery Street, 20th Floor San Francisco, CA 94104 Telephone: (415) 421-2624 Facsimile: (415) 398-2820 E-mail: sfinestone@pobox.com ROCKIES EXPRESS: Moody's Affirms Ba2 CFR, Outlook Stable -------------------------------------------------------- Moody's Investors Service changed Rockies Express Pipeline LLC's (REX) outlook to stable from positive and affirmed the Ba2 Corporate Family Rating, Ba2-PD Probability of Default Rating (PDR), and the Ba2 senior unsecured notes ratings. The Speculative Grade Liquidity (SGL) Rating was withdrawn. "REX's outlook change reflects the increased counterparty credit risk due to significant stress in the exploration and production (E&P) sector and the uncertain outlook on west-to-east gas flows from the Rockies. Although Encana's contract extension is credit positive longer term, weaker credit quality of the east-to-west customers and the continued uncertainty in re-contracting a significant portion of the west-to-east capacity post-2019 constrain REX's rating at Ba2," commented Sreedhar Kona, Moody's senior analyst. "REX's moderate leverage, its firm transportation contracts and its position as a key northern header system support the Ba2 rating and the stable outlook." Affirmations: Issuer: Rockies Express Pipeline LLC Corporate Family Rating, Affirmed Ba2 Probability of Default Rating, Affirmed Ba2-PD Senior Unsecured Regular Bond/Debenture, Affirmed Ba2 (LGD4) Withdrawals: Issuer: Rockies Express Pipeline LLC Speculative Grade Liquidity Rating, Withdrawn Outlook Actions: Issuer: Rockies Express Pipeline LLC Outlook, Changed to Stable from Positive RATINGS RATIONALE The stable outlook reflects Moody's expectation that the company's leverage will fluctuate in a range supportive of the current rating over the next three years as the effects of lower rates from Encana, increased earnings potential from additional capacity, and west-to-east gas flow contracts approach expiration. The Ba2 CFR for REX is supported by access to large natural gas supply basins in the Rocky Mountain and the Appalachian regions, multiple interconnections with long haul pipelines serving the Midwest and Northeast, and long-term firm transportation contracts. REX has moderate leverage with its debt/EBITDA ratio measuring 4.0x as of March 31, 2016. Moody's anticipates that the declining leverage trend will reverse during the remainder of 2016 as lower rates from the Encana contract extension reduce revenues. REX should benefit from the east-to-west capacity expansion project expected to be completed in 2016, resulting in leverage returning to the low-to-mid 4x range by the end of 2017. Further reduction in leverage will be contingent upon REX's repayment of the debt maturities in 2018 and 2019. However, the expiration of most of the west-to-east contracts in 2019 could cause the leverage to rise significantly in 2020, thereby constraining REX's ratings. REX's ratings reflect its customer base which is almost entirely comprised of E&P companies, or 'supply-push' customers, that are directly exposed to commodity prices. Additionally, REX's ratings are tempered by the average credit quality of the customer base--specifically, the east-to-west customers. Moody's anticipates REX will maintain an adequate liquidity profile through mid-2017. As of March 31, 2016, the company had a cash balance of $86 million and an undrawn $150 million senior unsecured revolving credit facility maturing in January 2020. Based on capital expenditure guidance, Moody's expects REX will generate positive free cash flow before dividends. REX's limited liability company agreement provides that cash in excess of operational needs be distributed to owners. This provision results in a certain degree of reliance on capital contributions from owners as was the case for the repayment of $450 million in bonds in April 2015. The revolving credit facility contains one financial covenant consisting of a maximum debt/EBITDA ratio currently set at 5.0x. Moody's expects the company will remain in compliance with this covenant looking out to mid-2017. The nearest debt maturity is the $550 million of senior notes due in July 2018. An unexpected increase in financial leverage or a meaningful decrease in interest coverage could lead to a ratings downgrade. Debt/EBITDA sustained above 5x or significant deterioration in customer credit quality could also result in downgrade. Factors that could support a higher rating include debt/EBITDA sustained below 4x with a significant portion of west to east capacity re-contracted post 2019 and good liquidity. The principal methodology used in these ratings was Natural Gas Pipelines published in November 2012. REX owns a 1,712 mile natural gas pipeline system that reaches from the Rocky Mountains area of Wyoming and Colorado to Ohio. REX is owned 50% by Rockies Express Holdings, LLC, and a subsidiary of Tallgrass Development, LP (TDEV), 25% by Tallgrass Energy Partners (TEP), and 25% by P66REX LLC, a subsidiary of Phillips 66 (A3 stable). TDEV acquired its 50% stake in REX during 2012 and operates the pipeline on behalf of the consortium of owners. TEP acquired its 25% stake in REX in May 2016 from Sempra Energy. Collectively, the Tallgrass entities have a 75% ownership stake in REX. RUFINO GALARZA: Aug. 25 Plan Confirmation Hearing ------------------------------------------------- Judge Karen K. Specie of the U.S. Bankruptcy Court for the Northern District of Florida, Panama City Division, issued an order conditionally approving the disclosure statement explaining Rufino Galarza and Maria N. Galarza's plan of reorganization. August 18, 2016, is fixed as the last day for filing and serving written objections to the disclosure statement, and is fixed as the last day for filing acceptances or rejections of the plan, in accordance with Rules 3017(a) and 3017(c). A confirmation hearing will be held at U.S. Courthouse, 30 W. Government Street, Panama City, FL on August 25, 2016 at 10:00 AM, Central Time. Objections to confirmation must be filed and served seven days before the confirmation hearing date. Rufino Galarza and Maria N. Galarza (Bankr. N.D. Fla. Case No. 15-50362) filed a Chapter 11 Petition on October 26, 2015. SARATOGA RESOURCES: July 19 Hearing on Disclosure Statement ----------------------------------------------------------- Saratoga Resources, Inc. (otc pink market:SARAQ) on June 21, 2016, disclosed that it has filed a Notice of Hearing on Approval of Adequacy of Disclosure Statement for Joint Chapter 11 Plan of Reorganization. As reflected in the Notice of Hearing, Saratoga, and its subsidiaries, on June 13, 2016, filed a Joint Chapter 11 Plan of Reorganization (the "Plan") and a Disclosure Statement (the "Disclosure Statement"). By order dated June 15, 2016, a hearing for consideration of the adequacy of the Disclosure Statement has been scheduled for July 19, 2016 at 10:00 a.m. at the U.S. Bankruptcy Court, Western District of Louisiana, 214 Jefferson Street, Suite 100, Lafayette, Louisiana (the "Bankruptcy Court") and July 12, 2016 has been set as the last day to file objections to the Disclosure Statement. The Plan and Disclosure Statement are on file and available for review at the Office of the Clerk of Court at the Bankruptcy Court at the above address and on the Court's website www.lawb.uscourts.gov Copies of the Plan and Disclosure Statement are also available without cost at http://hellerdraper.com/harvest/or upon written request from Heller, Draper, Patrick, Horn & Dabney, L.L.C., Attn: Cherie Nobles, 650 Poydras Street, Suite 2500, New Orleans, Louisiana 70130-6103, (504) 299-3300 or cnobles@hellerdraper.com. Saratoga also filed a Motion for Relief from Bankruptcy Rule 2002(d) (the "Motion for Relief") which seeks relief from the requirement of Bankruptcy Rule 2002(d) that a debtor provide notice to all equity security holders of, among other things, the time fixed for filing objections to and the hearing to consider approval of a disclosure statement, the time fixed for filing objections to and the hearing to consideration confirmation of a plan of reorganization and the time fixed to accept or reject a proposed modification of a plan. About Saratoga Resources Saratoga Resources -- http://www.saratogaresources.com/-- is an independent exploration and production company with offices in Houston, Texas and Covington, Louisiana. Principal holdings cover approximately 51,500 gross/net acres, mostly held by production, located in the transitional coastline and protected in-bay environment on parish and state leases of south Louisiana and in the shallow Gulf of Mexico Shelf. Most of the company's large drilling inventory has multiple pay objectives that range from as shallow as 1,000 feet to the ultra-deep prospects below 20,000 feet in water depths ranging from less than 10 feet to a maximum of approximately 80 feet. Saratoga Resources, Inc., Harvest Oil & Gas, LLC, and their affiliated debtors sought protection under Chapter 11 of the Bankruptcy Code on June 18, 2015. The lead case is In re Harvest Oil & Gas, LLC, Case No. 15-50748 (Bankr. W.D. La.). The Debtors are represented by William H. Patrick, III, Esq., at Heller, Draper, Patrick, Horn & Dabney, LLC, in New Orleans, Louisiana. SERVICEMASTER COMPANY: Moody's Raises CFR to Ba3, Outlook Positive ------------------------------------------------------------------ Moody's Investors Service upgraded The Servicemaster Company, LLC's Corporate Family rating to Ba3 from B1, the Probability of Default rating to Ba3-PD from B1-PD, senior secured bank debt to Ba3 from B1 and the senior unsecured to B2 from B3. The Speculative Grade Liquidity rating was affirmed at SGL-1. The ratings outlook remains positive. Upgrades: Issuer: ServiceMaster Company, LLC (The) Corporate Family Rating, Upgraded to Ba3 from B1 Probability of Default Rating, Upgraded to Ba3-PD from B1-PD Senior Secured Bank Credit Facility, Upgraded to Ba3 (LGD3) from B1 (LGD3) Issuer: ServiceMaster Company (The) (Old) Backed Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD6) from B3 (LGD6) Issuer: ServiceMaster Company LimitedPartnership(The) Backed Senior Unsecured Regular Bond/Debenture, Upgraded to B2 (LGD6) from B3 (LGD6) Affirmations: Issuer: ServiceMaster Company, LLC (The) Speculative Grade Liquidity Rating, Affirmed at SGL-1 Outlook: Issuer: ServiceMaster Company, LLC (The) Outlook, Remains Positive RATINGS RATIONALE ServiceMaster's Ba3 CFR reflects Moody's expectations for about 5% revenue growth, steady low 20s% EBITA margins and debt to EBITDA to decline to around 4 times by the end of 2017. ServiceMaster has solid market positions and scale in two business segments (pest control and home warranty policies). Customer retention rates of approaching 80% make revenues predictable. Revenues at the Terminix division are somewhat seasonal. Disciplined cost management, new products at Terminix, new contract sales at American Home Shield (AHS) and a history of steady price increases lead us to anticipate steady revenue growth. Investments in new product development, marketing and information technology could limit near-term profit margin and free cash flow expansion. Liquidity from over $200 million of cash, expectations of at least $300 million of free cash flow and at least $150 million available under the $300 million revolver is considered very good. The positive ratings outlook reflects Moody's anticipation of accelerated profit and free cash flow growth driven by current infrastructure and information technology investments. The positive outlook also anticipates that further debt reduction may be slowed by acquisitions or shareholder returns. Higher ratings are possible if Moody's comes to expect: 1) debt to EBITDA will remain below 4 times; 2) free cash flow to debt above 12%; and 3) balanced financial policies. A downgrade is possible if Moody's comes to expect: 1) debt to EBITDA will remain above 5 times; 2) free cash flow to debt below 8%; or 3) more aggressive financial policies. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. ServiceMaster is a national provider of products and services (termite and pest control, home service contracts, cleaning and disaster restoration, house cleaning, furniture repair and home inspection), through company-owned operations and franchise licenses. Brands include: Terminix, American Home Shield (AHS), ServiceMaster Clean, Merry Maids, Furniture Medic and AmeriSpec. Moody's expects 2016 revenues of over $2.7 billion. SFX ENTERTAINMENT: Court OKs Exclusivity Extension Thru Aug. 29 --------------------------------------------------------------- BankruptcyData.com reported that the U.S. Bankruptcy Court approved SFX Entertainment's motion to extend the exclusive period during which the Company can file a Chapter 11 plan and solicit acceptances thereof through and including August 29, 2016 and October 28, 2016, respectively. As previously reported, "Since the Petition Date, almost four months ago, the Debtors focused their efforts on stabilizing their domestic operations and the open issues surrounding their foreign subsidiaries' operations. The Debtors expended significant resources in negotiating with artists, entering into critical vendor agreements, and promoting and producing the Debtors' larger events and festivals that are held in the summer. The actions taken by the Debtors in the early stages of these Chapter 11 Cases laid the groundwork for the Debtors to minimize the impact these Chapter 11 Cases may have had on the Debtors' festivals and events. Additionally, the Debtors developed and began to implement a business plan to reduce overhead expenses and began to resolve the various disputes affecting the Debtors' operations and estates. All of these issues will influence the Debtors' exit strategy for these Chapter 11 Cases and make it premature for the Debtors to have fully developed the terms of a plan of reorganization. Allowing the Exclusive Periods to terminate before plan negotiations and preparation have concluded would defeat the purpose of section 1121 of the Bankruptcy Code - to afford the Debtors a meaningful and reasonable opportunity to propose and confirm a consensual plan of reorganization." About SFX Entertainment SFX Entertainment, Inc., and 43 of its affiliates, a global producer of live events and digital entertainment content focused exclusively on the electronic music culture and other world-class festivals, filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10238 to 16-10281) on Feb. 1, 2016. The petitions were signed by Michael Katzenstein as chief restructuring officer. The Debtors disclosed total assets of $662 million and total debt of $490 million. Judge Mary F. Walrath is assigned to the case. SHEEHAN PIPE LINE: Court Sets Sept. 9 as General Claims Bar Date ---------------------------------------------------------------- The Hon. Terrence L. Michael of the U.S. Bankruptcy Court for the Northern District of Oklahoma granted the request of Sheehan Pipe Line Construction Company 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) September 9, 2016, as the General Bar Date; and (b) October 12, 2016, as the Governmental Bar Date. Judge Michael also approved the Debtor's proposed Proof of Claim Form, Bar Date Notice and Publication Notice, and notice and publication procedures. About Sheehan Pipe Line Sheehan Pipe Line Construction Company, a contractor that constructs pipelines in various states across the country, filed a voluntary petition for relief under Chapter 11 of the U.S. Bankruptcy Code (Bankr. N.D. Okla. Case No. 16-10678) on April 15, 2016, listing total assets of $90.2 million and total debt of $68.4 million. The petition was signed by Robert A. Riess, Sr., as president and CEO. McDonald, McCann & Metcalf & Carwile, LLP, serves as counsel to the Debtor. The case is pending before Judge Terrence L. Michael. SILICON ALLEY: Seeks to Hire Kasuri Byck as Legal Counsel --------------------------------------------------------- Silicon Alley Group, Inc. seeks approval from the U.S. Bankruptcy Court for the District of New Jersey to hire Kasuri Byck, LLC as its legal counsel. Kasuri Byck will provide legal services to the Debtor in connection with its Chapter 11 case. These services include negotiating with its creditors and assisting the Debtor in fulfilling the debtor-in-possession reporting requirements. The firm received a $10,000 flat fee for its services, which was paid in full prior to the filing of the Chapter 11 petition. Harrison Ross Byck, Esq., disclosed in a court filing that the firm is "disinterested" as defined in section 101(14) of the Bankruptcy Code. Kasuri Byck can be reached through: Harrison Ross Byck, Esq. Kasuri Byck, LLC 340 Route 1 North Edison, NJ 08817 732-253-7630 (ph) 732-253-7632 (fax) About Silicon Alley Silicon Alley Group Inc. filed a voluntary chapter 11 petition (Bankr. D. N.J. Case No. 16-18244) on Apr. 28, 2016, and is represented by Harrison Ross Byck, Esq., at Kauri Byck, LLC, in Edison, N.J. At the time of the filing, the Debtor estimated its assets at less than $50,000 and its liabilities exceeding $1 million. SKAGIT GARDENS: Sec. 341 Meeting of Creditors on July 12 -------------------------------------------------------- The meeting of creditors under 11 U.S.C. Sec. 341 in the Chapter 11 cases of Skagit Gardens, Inc., and its affiliated debtors will be held on July 12, 2016, at 1:30 p.m. The meeting was originally set for July 6. The meeting will take place at US Courthouse, Room 4107. 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 Skagit Gardens Skagit Gardens Inc. and three affiliates filed Chapter 11 petitions (Bankr. W.D. Wash., Proposed 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. SOUTHCROSS HOLDINGS: S&P Assigns 'CCC+' CCR, Outlook Stable ----------------------------------------------------------- S&P Global Ratings assigned its 'CCC+' corporate credit rating to Southcross Holdings Borrower L.P. The outlook is stable. S&P assigned its 'CCC+' issue-level rating and '4' recovery rating to the partnership's senior secured debt. The '4' recovery rating indicates S&P's expectation lenders can expect average (30%-50%; lower half of the range) recovery in the event of a payment default. "Our 'CCC+' corporate credit rating reflects our assessment of a vulnerable business risk profile and highly leveraged financial risk profile," said S&P Global Ratings credit analyst Mike Llanos. The partnership recently emerged from bankruptcy protection, which allowed the partnership to eliminate over $700 million of funded debt and preferred equity in addition to providing an equity investment from certain equity holders. This significantly improves the capital structure and bolsters near-term liquidity. In our view, recent operational issues, some of which have been outside the control of the partnership, will lead to leverage measures that are unsustainable at year-end. S&P is looking through year-end 2016 and forecast credit measures to improve in 2017. S&P believes improved credit measures are dependent on a rise in commodity prices, which would likely lead to increased volumes across the asset base. The stable outlook reflects S&P's view the recent restructuring has improved the partnership's liquidity and capital structure resulting in adjusted leverage in excess of 10x in 2016 and above 6x in 2017. S&P could lower the rating if Holdings' liquidity becomes constrained such that S&P would expect either a default or a distressed debt exchange within 12 months. This could occur if commodity prices deteriorate further or if the partnership experiences operational underperformance such that it exhausts its liquidity. S&P could consider higher ratings if commodity prices improve such that it would expect leverage to be sustained below 7x. SOUTHWIRE COMPANY: Moody's Raises CFR to Ba1, Outlook Stable ------------------------------------------------------------ Moody's Investors Service upgraded the Corporate Family Rating of Southwire Company, LLC to Ba1 from Ba2, the Probability of Default Rating to Ba1-PD from Ba2-PD and senior secured term loan to Ba2 from Ba3. The rating outlook is stable. These rating actions were taken: Issuer: Southwire Company, LLC Corporate Family Rating, upgraded to Ba1 from Ba2; Probability of Default, upgraded to Ba1-PD from Ba2-PD; Senior secured term loan, upgraded Ba2 (LGD5) from Ba3 (LGD5); The rating outlook is stable. RATINGS RATIONALE The ratings upgrade reflects continued improvement in Southwire's financial ratios resulting from debt reduction and improved operating performance. The company's adjusted EBITA margin increased approximately 100 basis points for the twelve months ended March 31, 2016 from year-end 2014. Adjusted debt-to-EBITDA has improved over the same period, declining to 2.4x from 3.0x. The stable outlook incorporates our expectation that Southwire will experience positive volume growth supported by a modestly improving economic environment in the United States and that the company will maintain adjusted debt-to-EBITDA below 3.0x even as Southwire executes its growth strategy. The Ba1 Corporate Family Rating reflects Southwire's scale and market position as one of the leading global manufacturers of electrical wire and cable products, solid credit metrics, free cash flow generation, relatively conservative financial policies and moderate end market diversification. At the same time, the Ba1 rating reflects the cyclical nature of the company's business and relative lack of product differentiation within the wire and cable manufacturing industry. The rating further incorporates Southwire's exposure to volatile raw material prices, lack of geographic diversity relative to some large, global peers and the resultant over-dependence on economic conditions within North America. The company has demonstrated its commitment to a conservative capital structure through debt repayments. Moody's expects that Southwire will continue to grow through moderately leveraged acquisitions. The ratings could be upgraded if Southwire grows its revenue comfortably above $5 billion and improves adjusted EBITA margin to approximately 10%, while further diversifying its products offering and geographic reach. Maintaining very good liquidity, employing conservative financial policies, with a primarily unsecured capital structure, and consistently generating strong free cash flow would also be positive for the rating. Finally, if the company reduces and maintains adjusted debt-to-EBITDA below 2.0x, the ratings could be upgraded. The ratings could be downgraded if Southwire's profitability and adjusted EBITA margin decline such that adjusted debt-to-EBITDA rises above 3.0x or adjusted EBITA margin is sustained below 4%. If the company were to experience a material decline in operating cash flow or deterioration in liquidity, or employ a more assertive financial policy, the ratings could be downgraded. The principal methodology used in these ratings was Global Manufacturing Companies published in July 2014. Headquartered in Carrollton, Georgia, Southwire manufactures copper and aluminum wire and cable for approximately 6,000 customers including electrical construction suppliers, retail home centers, electric utilities, industrial clients and OEM manufacturers throughout North America. Revenue as of the latest twelve month period ended March 31, 2016, was approximately $4.7 billion. STEPHEN HARRIS: Powerdrive's $2.22MM Wins Auction ------------------------------------------------- Judge Theodor C. Albert on June 15, 2016, entered an order authorizing John M. Wolfe, the duly appointed Chapter 11 Trustee for the bankruptcy estate of Energy Development Corporation and Stephen T. Harris, to sell the Debtors' assets to Powerdrive Oil and Gas Company LLC. At the sale hearing on June 8, 2016, an auction was held consistent with the Bidding Procedures approved by order entered May 18, 2016. At the conclusion of the auction, (a) the Court confirmed as the highest bid the offer of Powerdrive Oil, in the aggregate amount of $2,215,000, allocated $1,662,500 to the EDC estate (subject to a further $10,000 suballocation to the Harris Estate as provided in the APA) and $552,500 to the South Coast Oil Corporation ("SCOC") estate; and (b) confirmed as the backup bid the offer of Pacifoco, Inc. based on the form of the Asset Purchase Agreement (the "APA") between the Trustee and the Backup Bidder dated as of April 8, 2016, in the aggregate amount of the consideration set forth in the Backup Bidder APA, plus additional consideration at closing consisting of $700,000 cash, with such additional consideration to be allocated 75% to EDC and 25% to SCOC. The Trustee has been actively marketing the Debtor's assets for sale. While the Trustee received a number of offers and/or expressions of interest, the Trustee concluded that the best offer it received was from Powerdrive. The "Purchased Assets" consist of substantially all of the assets of SCOC, EDC and specified assets of Harris. About Stephen Harris Stephen Thomas Harris sought Chapter 11 protection (Bankr. C.D. Cal. Case No. 06-11174) on July 21, 2006. Related entity, Huntington Beach, California-based Energy Development Corporation simultaneously sought Chapter 11 protection (Case No. 06-11175). EDC's business involved rights to subsurface mineral rights, drill sites and wells, related tools and equipment and intangible rights with respect to oil wells located in the town-lot portion of the Huntington Beach Oil Field (the "HB Wells"), and two wells in the adjacent West Newport Oil Field (collectively with the HB Wells, the "EDC Wells"). The HB Wells were assigned, conveyed and transferred to EDC by South Coast Oil Corporation ("SCOC") pursuant to an Assignment recorded May 10, 2001, as Document No. 20010298788, Official Records, Orange County, California (the "2001 Assignment"). EDC also had certain rights or claims regarding the State Lease PRC, 145.1 Offshore Lease located on County of Ventura surface lands (the "Rincon Assets"), which had also been assigned to EDC by SCOC. EDC's primary business mission was to produce oil and gas directly from existing oil and gas wells. At the outset of these cases, Harris was engaged in operating EDC and the funds of the two estates were combined. EDC estimated assets and debt of $10 million to $50 million. Simon H. Langer, Esq., in Los Angeles, California, represented the Debtors. John M. Wolfe was later appointed Chapter 11 Trustee for the bankruptcy estates of EDC and Mr. Harris. Counsel for the Chapter 11 Trustee: Philip A. Gasteier LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, California 90067 Telephone: (310) 229-1234 Facsimile: (310) 229-1244 E-mail: pag@lnbyb.com STONE ENERGY: Egan-Jones Cuts FC Sr. Unsecured Rating to C ---------------------------------------------------------- Egan-Jones Ratings Company lowered the foreign currency senior unsecured rating on debt issued by Stone Energy Corp to C from B- on June 8, 2016. EJR also lowered the commercial paper rating on the Company to D from B. The Stone Energy Corporation is an American oil and gas corporation based in Lafayette, Louisiana, USA. STRATEGIC PARTNERS: S&P Assigns 'B' CCR, Outlook Stable ------------------------------------------------------- S&P Global Ratings assigned its 'B' corporate credit rating to Chatsworth, Calif.-based Strategic Partners Acquisition Corp. The outlook is stable. At the same time, S&P assigned its 'B' issue-level rating to the company's $370 million senior secured credit facility, which consists of a five-year $45 million revolving credit facility and a seven-year $325 million first-lien term loan. The recovery rating is '3', indicating S&P's expectation of meaningful (50% to 70%, on the high end of the range) recovery in the event of a default. The ratings assume the transaction closes substantially on the terms presented to S&P. Pro forma debt outstanding is about $340 million. "Our ratings on Strategic Partners reflect expectations of aggressive financial policies as a result of its majority ownership by a financial sponsor, limited scale, narrow business focus, and some customer concentration in the highly competitive and fragmented medical uniform industry," said S&P Global Ratings analyst Gerald Phelan. "The company benefits from its market leadership position, stable demand for its products, consistent operating profitability, and good profit margins," he added. The stable outlook reflects S&P's expectation that Strategic Partners will continue to achieve revenue and EBITDA growth through product innovation, new customer wins, and consistent operating efficiency while generating free cash flow of over $25 million annually and improving debt to EBITDA to the low 5x. S&P could lower the rating if the company makes a sizable debt-financed distribution to sponsors or if EBITDA declines materially such that debt to EBITDA is sustained around 7x. The latter could occur if the company loses a key customer or the retailer makes major changes to the relationship, which damages Strategic Partners' profitability and cash flow including potentially unfavorable working capital outflows, fails to renew key licenses relationships, or experiences revenue deterioration from adverse economic market conditions. This could occur if EBITDA falls 25% or debt increase by more than $85 million. S&P could also lower the rating if the company generates negative free operating cash flow. Although unlikely over the next year, S&P could raise the rating if the company's financial sponsor owners were to reduce control and commit to a less aggressive financial policy such that leverage is sustained well below 5x without a realistic risk for a re-leveraging event. SUBURBAN PROPANE: S&P Affirms 'BB-' CCR, Outlook Stable ------------------------------------------------------- S&P Global Ratings affirmed its 'BB-' corporate credit rating on Suburban Propane Partners L.P. The outlook is stable. S&P also affirmed the 'BB-' rating on the company's senior unsecured notes. The recovery rating on this debt is '4', and indicates S&P's expectation of average recovery (lower end of the 30%-50% range) in the event of a payment default. Propane volume sales have been significantly lower as a result of record warm temperatures last winter. "Though credit metrics are materially weaker than normal, we expect a normalized winter during the upcoming heating season, which could lead to volume sales increasing by over 15% for fiscal 2017, resulting in adjusted leverage improving to about 4.25x," said S&P Global Ratings credit analyst Mike Llanos. S&P's forecast assumes fiscal 2016 leverage of about 5.5x under the expectation that retail gallons sold decline by 15% to 17% from the prior year. Offsetting the decline in gallons sold is the partnership's ability to maintain strong profit margins. The stable outlook reflects S&P's view retail propane volumes sold will increase by over 15% year-over-year such that the partnership achieves adjusted debt to EBITDA of about 4.25x in fiscal 2017. S&P could lower the rating if the upcoming winter is warmer than normal. S&P could also consider lowering the rating if retail margins deteriorate or propane volumes only increase by 5% resulting in adjusted debt to EBITDA being sustained above 5x. Though unlikely in the next year due to elevated debt levels, S&P could consider higher ratings if the partnership can maintain strong margins and increase retail propane gallons sold, or embrace a more conservative financial policy, such that financial leverage is sustained below 3x. SUN PROPERTY: Taps Weinberg Gross as Legal Counsel -------------------------------------------------- Sun Property Consultants, Inc. seeks approval from the U.S. Bankruptcy Court for the Eastern District of New York to hire Weinberg, Gross & Pergament LLP as its legal counsel. Sun Property tapped the firm to: (a) provide legal advice about its powers and duties as a debtor-in-possession; (b) represent the Debtor before the court and at all hearings on matters pertaining to its affairs; (c) assist the Debtor in the preparation and negotiation of a plan of reorganization with its creditors; and (d) prepare legal papers on behalf of the Debtor. The firm's professionals and their hourly rates are: Partners $450 - $495 Associates $150 - $350 Paralegals $95 Marc Pergament disclosed in a court filing that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. Weinberg Gross can be reached through: Marc A. Pergament Weinberg, Gross & Pergament LLP 400 Garden City Plaza, Suite 403 Garden City, New York 11530 (516) 877-2424 About Sun Property Consultants Sun Property Consultants, Ltd. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. E. D. N.Y. Case No. 16-72267) on May 23, 2016. The petition was signed by Rajesh K. Singh, authorized representative. The case is assigned to Judge Louis A. Scarcella. At the time of the filing, the Debtor estimated its assets at $10 million to $50 million and debts at $1 million to $10 million. SUNOCO LP: Fitch Rates $500MM Sr. Unsecured Notes 'BB/RR4' ---------------------------------------------------------- Fitch rates Sunoco, LP's (SUN) offering of $500 million in senior unsecured notes due 2021 'BB/RR4.' The notes are being co-issued with Sunoco Finance Corp. and are pari passu to SUN's existing senior unsecured notes. Proceeds from the notes are expected to be used to repay a portion of SUN's Term Loan A which it entered into to finance an acquisition of 100% of the equity interest of Sunoco Retail LLC and the remaining 68.4% interest in Sunoco, LLC from Energy Transfer Partners, LP (ETP; 'BBB-'/Stable Outlook) for roughly $2.2 billion in November 2015. The acquisition closed last week. Fitch believes the acquisition of these assets allow SUN to grow its size, scale, geographic diversity and ultimately distributions for investors. SUN's ratings are reflective of its growing size and scale, as well as, its relationship with the Energy Transfer Equity, LP (ETE; 'BB'/Stable Outlook) family. The acquisition completes all of ETP's planned dropdowns of the legacy Sunoco Inc. and Susser Holdings retail assets. With the dropdowns complete Fitch expects SUN to be more focused on organic growth and third-party acquisitions. Fitch continues to expect ETE to be supportive of growth at all its partnerships, including SUN, as it has historically been, providing support if and as needed. KEY RATING DRIVERS Parent Affiliation: SUN's ratings consider SUN's relationship with its parent and sponsor, ETE ('BB'/Rating Watch Positive) and with ETP. SUN's affiliation with ETE and ETP provides significant benefits to SUN, particularly with regard to SUN's ability to acquire and fund assets through dropdown transactions such as this one. These benefits are not available to standalone partnerships. Fitch believes that the affiliation with ETP, and ultimately ETE, helps minimize event financing and operating risks associated with the newly acquired inventory of retail assets. Growing Scale: Fitch believes that SUN will benefit from the increased economies of scale that the acquisition provides. As the store count managed by SUN continues to grow, SUN will be able to benefit from increased purchasing power, logistical support and the awareness of its top regional and national brands to create value. This growing presence should allow SUN to increase its share of a highly fragmented convenience store-fuel station market in which nearly 60% of its competitors only own one store. Moderate Leverage: Fitch expects SUN 2016 leverage will flex out to between 5.0x to 5.5x, but fall to 5.0x and below for 2017 and beyond. If leverage were to be meaningfully above 5.0x on a sustained basis, Fitch would likely take a negative rating action. Conversely, sustained leverage below 3.5x could lead to a positive ratings action. Fitch expects future acquisitions and organic spending to be funded with a balance of debt and equity with a focus on maintaining moderate leverage at SUN. Fitch expects SUN distribution coverage of above 1.0x for 2016 through 2018. If distribution coverage were to be below 1.0x on a sustained basis Fitch would likely take a negative rating action. Organic Growth: A key to SUN's growth going forward will be development of new stores targeted in high growth markets with favorable demographics. New stores with more open and modern store designs typically produce more cash flows than legacy stores. They carry a larger proportion of higher margin food offerings and private label products. Foodservice drives higher than average gross margins and drives additional customer traffic. SUN also plans to raze and rebuild on existing sites with attractive volume and customer traffic. Utilizing existing locations eliminates the need to permit sites. Fitch expects significant growth and acquisition capital spending for 2016-2018, which is expected to be funded on a balanced debt/equity basis, with SUN achieving leverage in the 4.0x-4.5x range on a sustainable basis. KEY ASSUMPTIONS Fitch's key assumptions within the rating case for the issuer include: -- Wholesale distribution volume growth at a five-year compound average growth rate (CAGR) of about 1.5%-2%; -- Same-store retail distribution volume growth at a five-year CAGR of 1.5%-2%; -- SUN funds drop down acquisitions with proposed debt and equity issuance. RATING SENSITIVITIES Positive: Future developments that may, individually or collectively, lead to a positive rating action include: -- Sustained leverage (debt/EBITDA) below 3.5x, along with consistent operating margin improvements could result in positive rating action. Negative: Future developments that may, individually or collectively, lead to a negative rating action include: -- Deteriorating EBIT margins at or below 1% on a consistent basis could lead to negative rating action. -- An aggressive distribution policy that consistently resulted in a distribution coverage ratio below 1.0x on a sustained basis; -- Higher than expected leverage, with debt/adjusted EBITDA ratios above 5.0x on a sustained basis could result in negative rating action. LIQUIDITY SUN's liquidity is adequate. As of Dec. 31, 2015, SUN had $61.7 million in cash and equivalents on hand and roughly $1.03 billion in availability under its $1.5 billion secured revolving credit facility due 2019. The revolver requires SUN to maintain a leverage ratio as defined in the credit agreement of not more than 5.5x, subject to an upward adjustment to 6.0x for three fiscal quarters following an acquisition whose purchase price is not less than $50 million. SUN receives pro forma EBITDA credit for acquisitions and material projects. SUN is currently in compliance with its leverage covenant and is expected to remain so following the announced acquisition transaction. SUN's debt maturities are manageable; inclusive of the Term Loan A SUN does not have any significant debt maturities until 2019. FULL LIST OF RATING ACTIONS Fitch rates Sunoco, LP's (SUN) offering of $500 million in senior unsecured notes due 2021 'BB/RR4.' Fitch currently rates SUN as follows: Sunoco, LP -- Long-term Issuer Default Rating 'BB'; -- Senior unsecured debt 'BB/RR4'; -- Senior secured debt 'BB+/RR1'. Sunoco Finance Corp. -- Senior unsecured debt 'BB/RR4'. TALL CITY: Seeks to Hire Jesse Blanco as Legal Counsel ------------------------------------------------------ Tall City Well Service, LP seeks approval from the U.S. Bankruptcy Court for the Western District of Texas to hire Jesse Blanco as its legal counsel. Mr. Blanco will provide legal services to the Debtor in connection with its Chapter 11 case. These services include: (a) examining the claims of creditors to determine their validity; (b) giving advice in connection with the use of cash collateral, sale or lease of property of the Debtor's estate, obtaining credit, and other bankruptcy-related matters; (c) drafting a Chapter 11 plan and negotiating with secured and unsecured creditors for the plan; and (d) objecting to claims, if appropriate. Mr. Blanco will receive $400 per hour for his services. In a court filing, Mr. Blanco disclosed that he does not represent any interest adverse to the Debtor or its bankruptcy estate. Mr. Blanco's contact information is: Jesse Blanco 7406 Garden Grove San Antonio, Texas 78250 713.320.3732 Telephone 210.509.6903 Facsimile lawyerjblanco@gmail.com About Tall City Well Service Tall City Well Service, LP, filed a chapter 11 petition (Bankr. W.D. Tex. Case No. 16-70079) on May 17, 2016, and is represented by Jesse Blanco Jr., Esq., in San Antonio, Tex. This chapter 11 proceeding is related to (but not jointly administered with) In re J G Solis, Inc., (Bankr. W.D. Tex. Case No. 16-70080) also filed on May 17, 2016. TARRIE HYCHE: Selling Houston, AL Property for $300,000 ------------------------------------------------------- Tarrie Hyche is the joint owner, along with non-debtor wife Hilda Hyche, of approximately 40 acres of property located at 12494 County Road 63, Houston, AL. Tarrie Hyche asks the U.S. Bankruptcy Court for the Northern District of Alabama to approve the private sale of the Property to Gregory W. Cooper and Lacy W. Cooper for $300,000. The Debtor anticipates netting $282,523 after closing costs. The Debtor's attorney: BENTON & CENTENO, LLP 2019 Third Avenue North Birmingham, Alabama 35203 Tel: (205) 278-8000 Fax: Ibenton@bcattys.com sstephens@bcattys.com About Tarrie Hyche Tarrie Hyche sought Chapter 11 protection (Bankr. N.D. Ala. Case No. 12-72304) on Nov. 5, 2012. Tarrie Hyche is represented by Lee R. Benton, Esq., and Jamie Alisa Wilson, Esq., at Benton & Centeno, LLP. The Debtor's Third Amended Plan of Reorganization was confirmed on Nov. 6, 2013. Pursuant to the Plan, Robert Morgan serves as the Plan Trustee. TEARN DEVELOPMENT: Taps Fitzgerald & Associates as Bankr. Counsel ----------------------------------------------------------------- Tearn Development LLC asks for permission from the U.S. Bankruptcy Court for the District of New Jersey to employ Fitzgerald & Associates PC as bankruptcy counsel. The Firm will represent the Debtor in all matters relating to the Debtor's Chapter 11 case including preparation of plan and disclosure statement, preparation and filing of bankruptcy schedules. The Firm will be paid at these hourly rates: Nicholas Fitzgerald, Esq., Associate Counsel $400 Paralegal $80 Nicholas Fitzgerald, Esq., a member at the Firm, assures the Court that the Firm doesn't hold nor represent an adverse interest to the estate, and is a disinterested person under 11 U.S.C. Section 101(14). The Firm can be reached at: Nicholas Fitzgerald, Esq. Fitzgerald & Associates, P.C. 649 Newark Avenue Jersey City, NJ 07306 Tel: (201) 533-1100 Fax: (201) 533-1111 E-mail:nickfitz.law@gmail.com Website: http://www.fitzgeraldlawnynj.net Headquartered in Bayonne, New Jersey, Tearn Development LLC filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 16-21672) on June 15, 2016, listing $2.25 million in total assets and $2.24 million in total liabilities. The petition was signed by Richard Cirminello, partner. Judge Stacey L. Meisel presides over the case. Nicholas Fitzgerald, Esq., at Fitzgerald & Associates, P.C., serves as the Debtor's bankruptcy counsel. TERVITA CORP: Won't Make Interest Payment on Sr. Sub. Notes ----------------------------------------------------------- Tervita Corporation on June 16, 2016, disclosed that it has reached an agreement with noteholders concerning its 11.875% senior subordinated notes due 2018. On May 16, 2016, the Company disclosed it would not make the US$18.3 million interest payment (the "May Interest Payments") in connection with the Senior Subordinated Notes and utilize a 30-day grace period (under its Senior Subordinated Notes) to engage in discussions regarding a potential recapitalization transaction with the holders of all of its long-term debt. The grace period has allowed Tervita to reach an agreement with approximately 96% of the holders of the Senior Subordinated Notes, subject to certain conditions, to forbear from declaring the principal amounts owing under the Senior Subordinated Notes due and payable until September 15, 2016. The Company has also entered into agreements with the agents and certain required lenders under its CDN$350 million revolving credit agreement and its US$244.6 million term loan agreement to waive any defaults under those agreements that may arise by not making the May Interest Payment. These agreements give the Company additional time to work on a broader agreement with all of its long-term lenders to restructure or recapitalize its long-term debt. The Company remains current with all of its suppliers, contractors, employees and other key partners. With its strong cash position and revolving line of credit, Tervita has ample liquidity to ensure that these obligations will continue to be met in a timely fashion. "Tervita has taken steps to improve its cost profile and undertaken a disciplined approach to managing and rationalizing its portfolio. The Company appreciates the support of its many stakeholders. Tervita's underlying business operations are strong, we remain committed to our employees, our suppliers and our customers. We are being deliberate and thoughtful about this restructuring process and are confident that Tervita will continue to be your trusted partner for many years to come," Tervita said. About Tervita Tervita -- http://www.Tervita.com/-- is an environmental solutions provider. Its integrated earth, water, waste and resource solutions deliver safe and efficient results through all phases of a project by minimizing impact, maximizing returns. THERAPEUTICSMD INC: Stockholders Elect 10 Directors --------------------------------------------------- TherapeuticsMD, Inc., held its 2016 annual meeting of stockholders on June 16, 2016, at which the stockholders: (1) elected Tommy G. Thompson, Robert G. Finizio, John C.K. Milligan, IV, Brian Bernick, M.D., J. Martin Carroll, Cooper C. Collins, Robert V. LaPenta, Jr., Jules A. Musing, Angus C. Russell and Nicholas Segal as directors, each to serve until the Company's next annual meeting of stockholders or until their successors are elected and qualified; (2) approved, on a non-binding advisory basis, the compensation of the Company's named executive officers for fiscal year 2015; and (3) ratified the appointment of Grant Thornton, LLP, an independent registered public accounting firm, as the independent auditor of the Company for the fiscal year ending Dec. 31, 2016. About TherapeuticsMD Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a women's healthcare product company focused on creating and commercializing products targeted exclusively for women. The Company currently manufactures and distributes branded and generic prescription prenatal vitamins as well as over-the-counter vitamins and cosmetics. The Company is currently focused on conducting the clinical trials necessary for regulatory approval and commercialization of advanced hormone therapy pharmaceutical products designed to alleviate the symptoms of and reduce the health risks resulting from menopause-related hormone deficiencies. For the year ended Dec. 31, 2015, the Company reported a net loss of $85.07 million on $20.1 million of net revenues compared to a net loss of $54.2 million on $15.0 million of net revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had $73.7 million in total assets, $10.7 million in total liabilities, all current, and $63.1 million in total stockholders' equity. TIERRA DEL REY: Ch.11 Trustee Taps R.A. Snyder as Broker -------------------------------------------------------- The Chapter 11 trustee of Tierra Del Rey, LLC seeks approval from the U.S. Bankruptcy Court for the Southern District of California to hire R.A. Snyder Properties as its real estate broker. Christopher Barclay, the bankruptcy trustee, tapped the firm to market and sell the Debtor's main property located at 3675 King Street in La Mesa. The property is an 80-unit apartment complex, which consists of seven two-storey buildings. R.A. Snyder will receive a commission, which is 3% of the aggregate gross sale price for the property, upon the closing of a sale. Rick Snyder, a real estate agent with R.A. Snyder, disclosed in a court filing that he is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. The firm can be reached through: Rick Snyder R.A. Snyder Properties 2399 Camino Del Rio South San Diego, California, 92108 Phone: (619) 992-7680 About Tierra Del Rey Tierra Del Rey, LLC, owns the Tierra Del Rey Apartments, an 80-unit multi-family apartment complex at 3675 King Street and 6975 Waite Street in La Mesa, California. The property is valued at $10.6 million and secures a debt of $4.21 million debt to Fannie Mae (1st trust deed) and a $1.27 million debt to AP Mortgage Company, Inc. (2nd trust deed). A receiver seized control of the apartment complex on June 19, 2015. The receiver, Trigild Inc., was appointed at the behest of AP Mortgage, which commenced the suit styled, AP Mortgage Company, Inc. vs. Bay Vista Methodist Heights et al. 37-2015-00012044-CU-OR-CTL, SDSC Central Division. Tierra Del Rey filed a Chapter 11 bankruptcy petition (Bankr. S.D. Cal. Case No. 15-04253) on June 29, 2015, disclosing assets of $10.8 million against $5.54 million in debt. The Debtor tapped Craig E. Dwyer, Esq., in San Diego, California, as counsel. The Court subsequently appointed Christopher Barclay as Chapter 11 bankruptcy trustee. TODD VOLKER: Selling 22% HHA Stake for $1.32 Million ---------------------------------------------------- Todd A. Volker and Kimberly J. Volker ask the U.S. Bankruptcy Court for the District of Kansas for approval to sell 22% of the stock of HHA Holding Company to Greg Orman. One of Debtor Todd Volker's primary assets in his bankruptcy case is his ownership of approximately 22% of HHA Holding Company. HHA Holding Company owns the stock of H & H Aero, Inc. Both HHA Holding Company and H&H Aero Inc. will be collectively referred to as HHA, and the Debtor's stock shall collectively be called the "HHA Stock." The Debtor's HHA Stock is encumbered to the Internal Revenue Service ("IRS") by nature of a federal tax lien in the approximate amount of $550,000. The Debtor has negotiated with Greg Orman for the sale and purchase of Debtor's HHA Stock. The Debtor also had prior communications with HHA about buying back the HHA Stock. While the Debtor is open to other bidders, the Debtor believes Orman and HHA are the two most likely buyers for the stock. Orman submitted a Letter of Intent, subject to due diligence, to Debtor for the purchase of all of Debtor's HHA stock, which, at the time represented the highest and best price for Debtor's HHA Stock (the "Orman LOI"). To the extent additional interested parties come forward, Debtor also seeks approval of the auction and bid procedures. Subject to due diligence, the opening bid at auction shall be the Orman bid of $1,320,000 ("Lead Bid"). The next bid must provide for a cash purchase price exceeding the Lead Bid by a cash amount equal to at least $89,600 (calculated as the sum of bid increment of $50,000 plus $39,600, the $39,600 being the 3% "Break-Up Fee") (the $89,600 shall be referred to as the "Initial Overbid"), with subsequent overbids being in increments not less than $50,000. The Debtors' attorneys: LENTZ CLARK DEINES PA Jeffrey A. Deines Shane J. McCall 9260 Glenwood Overland Park, KS 66212 Tel: (913) 648-0600 Fax: (913) 648-0664 E-mail: jdeines@lcdlaw.com smccall@lcdlaw.com On Feb. 22, 2013, Todd A. Volker and Kimberly J Volker filed a voluntary petition for relief under Chapter 11 of the United States Bankruptcy Code (Bankr. D. Kan. Case No. 13-20370) on Feb. 22, 2013. TRILOGY ENERGY: S&P Lowers CCR to 'B-', Outlook Stable ------------------------------------------------------ S&P Global Ratings lowered its long-term corporate credit rating on Calgary, Alta.-based oil and gas exploration and production (E&P) company Trilogy Energy Corp. to 'B-' from 'B'. The outlook is stable. At the same time, S&P Global Ratings affirmed its 'B-' issue-level rating on the company's senior unsecured debt, and revised its recovery rating on the debt to '3' from '5'. This indicates S&P's expectation of average (50%-70%; lower end of the range) recovery for senior unsecured debtholders under its default scenario. "The downgrade follows the revision to our assessment of Trilogy's liquidity profile," said S&P Global Ratings credit analyst Michelle Dathorne. The company's liquidity profile has weakened to adequate from strong, due to the reduced availability under its revolving credit facility. "As a result, the one-notch uplift the strong liquidity profile provided no longer applies," Ms. Dathorne added. Trilogy's successful efforts to cut costs and improve its operating efficiency have enabled it to strengthen its profitability metrics, and maintain a stable financial risk profile, despite persistent low oil and gas prices. Nevertheless, the reduced credit facility availability has weakened the company's liquidity sources below the level S&P estimates is necessary to support our previous strong liquidity assessment. In effect, S&P do not believe projected liquidity sources will be sufficient to fund both maintenance and growth spending while maintaining the ratio of liquidity sources to total uses at or above 1.5x (the minimum threshold for a strong liquidity profile) during the next 12 months. The ratings on Trilogy reflect S&P Global Ratings' view of the company's small, regionally focused upstream operations; its small production base, which S&P do not expect to expand significantly during the current industry downturn; and cash flow metrics that S&P expects to remain weak throughout most of our 2016-2018 cash flow forecast period. S&P believes Trilogy's competitive full-cycle cost structure (production and finding and development costs), and moderate financial policies, which focus on maintaining spending within internal cash flow generation, somewhat offset these weaknesses. The majority of Trilogy's reserves and production are in Alberta's Kaybob region. The company's reserves and production mix is about 65% natural gas and 35% liquids. The stable outlook reflects S&P Global Ratings' expectation that Trilogy will maintain its three-year (2016-2018), three-year weighted-average FFO-to-debt ratio above 12% during S&P's 12-month outlook period. Although near-term cash flow metrics have weakened materially relative to S&P's previous estimates due to persistently low North American oil and gas prices, S&P believes the company's ongoing efforts to limit capital spending within internal cash flow generation should continue to support the financial risk profile at levels S&P deems appropriate for the 'B-' rating. Based on Trilogy's efforts to limit spending within cash flow generation during the industry downturn, S&P do not believe the company's leverage and cash flow metrics are likely to weaken to levels where S&P would view its capital structure as unsustainable. S&P could lower its ratings on Trilogy if the company's balance sheet leverage increased materially relative to S&P's base-case scenario, such that its FFO-to-debt ratio fell below 6%, and S&P believed its cash-flow metrics would remain below this level for an extended period. S&P could raise the ratings if the company's liquidity position strengthened such that S&P would view its liquidity profile as strong. Alternatively, S&P could also raise the rating to 'B' if Trilogy is able to strengthen and sustain its three-year, weighted-average FFO-to-debt ratio above 20%. This could likely occur during midcycle to peak industry conditions, when the company would generate stronger operating cash flow to fund continued reserves and production growth. U.S. SECURITY: Moody's Affirms B3 CFR, Outlook Stable ----------------------------------------------------- Moody's Investors Service affirmed U.S. Security Associates Holdings, Inc.'s B3 Corporate Family Rating and B3-PD Probability of Default Rating, and assigned B2 instrument ratings to the company's proposed $450 million senior secured first lien term loan and $75 million senior secured first lien revolver. The outlook is stable. Proceeds from the proposed transaction will be used to refinance the company's existing credit facilities, pay related costs associated with the transaction, and put cash on the balance sheet. The existing facilities include approximately $402 million outstanding on the term loan and $36 million across the company's two revolving credit facilities (about $5 million of outstandings under an $11 million revolver expiring in July 2016 and the remainder under a $64 million revolver expiring in April 2017). The transaction will be essentially leverage neutral and will modestly improve the company's near term liquidity, as it will address the upcoming maturities on US Security's revolving credit facilities. However, Moody's notes that the proposed term loan and revolver are expected to contain a springing maturity inside of the July 2018 maturity of the company's $160 million senior unsecured notes (unrated) if $50 million or more remains outstanding on the notes 91 days prior to maturity. As a result, the company will need to revisit its long term capital structure over the next 12-18 months. Moody's took these rating actions: Issuer: U.S. Security Associates Holdings, Inc. Corporate Family Rating, Affirmed at B3 Probability of Default Rating, Affirmed at B3-PD New $450 million senior secured first lien term loan due 2023, Assigned at B2 (LGD3) New $75 million senior secured first lien revolving credit facility due 2021, Assigned at B2 (LGD3) Outlook, Remains at Stable These ratings are unaffected and will be withdrawn upon close of the proposed transaction: $11 million senior secured revolving credit facility due 2016, at B2 (LGD3) (to be withdrawn upon close of the proposed transaction) $64 million senior secured revolving credit facility due 2017, at B2 (LGD3) (to be withdrawn upon close of the proposed transaction) $345 million senior secured first lien term loan B due 2017, at B2 (LGD3) (to be withdrawn upon close of the proposed transaction) $75 million senior secured delayed draw term loan due 2017, at B2 (LGD3) (to be withdrawn upon close of the proposed transaction) RATINGS RATIONALE US Security's B3 CFR reflects the company's high leverage, which Moody's estimates in the low 6 times range pro-forma for the proposed refinancing. The rating also considers the highly competitive and fragmented contract security services industry in which the company operates, which results in relatively low operating margins. Nonetheless, the rating benefits from a recession-resistant and stable end market with a flexible cost structure that requires minimal capital spending. In addition, US Security benefits from its scale and geographic footprint which Moody's believes provide a competitive advantage relative to smaller local players, as well as greater operating stability when factoring in the meaningful share of revenue derived from national accounts. US Security's liquidity is adequate, supported by Moody's expectation that positive free cash flow, modest balance sheet cash, and availability under its $75 million revolver (expected to be undrawn at close) will be sufficient to fund working capital needs and mandatory debt amortization on the term loan over the next 12-18 months. However, failure to address the July 2018 on its unsecured notes over the next 12 months could have a negative impact on the company's liquidity and ratings. The credit facilities are expected to contain only a springing 1st lien net leverage test on the revolver which is tested when the facility is drawn at, or greater than 30%. Moody's expects limited reliance on the revolver and therefore does not anticipate the covenant will be tested. If it were tested Moody's would anticipate sufficient cushion based on our expectation of where the covenants would be set. The B2 ratings on US Security's proposed senior secured credit facilities are one notch above the company's B3 CFR and reflect the instruments' senior position in the capital structure relative to the $160 million unsecured notes and other junior claims including trade payables, leases, and a modest amount of acquisition related subordinated seller notes. The credit facilities are expected to have a first priority lien on substantially all assets and stock of the borrower and its domestic subsidiaries. If the company were to refinance its unsecured notes with additional first lien debt it could pressure the ratings on the credit facility lower, per Moody's Loss Given Default Methodology. The stable ratings outlook reflects Moody's expectation for modest revenue growth and stable operating margins which should result in a modest improvement to the company's credit metrics over the next 12-24 months. The outlook also assumes that the company will address the July 2018 maturity of its unsecured notes before they become current in a little over 12 months. An upgrade would require an improved liquidity profile, including consistently positive free cash flow and a sustainable long term capital structure. Leverage sustained below 6 times and retained cash flow to debt above 10% could also pressure the rating higher. Ratings could be downgraded if the company does not, or is unable to, address the maturity on its unsecured notes in a timely manner. In addition, a deterioration in operating performance including revenue declines, weaker operating margins, or negative free cash flow resulting in a deterioration of credit metrics such that Debt to EBITDA exceeded 7 times and EBITA to interest coverage was less than 1.0 time, could also pressure the ratings. The principal methodology used in these ratings was Business and Consumer Service Industry published in December 2014. US Security Associates Holdings, Inc., owned by affiliates of Goldman Sachs Capital Partners and headquartered in Roswell, Georgia, is a provider of security services primarily in North America. The company serves over 6,200 customers in various end markets. US Security reported revenue of approximately $1.4 billion for the LTM period ending March 31, 2016. U.S. SECURITY: S&P Affirms 'B' CCR, Outlook Stable -------------------------------------------------- S&P Global Ratings affirmed its 'B' corporate credit rating on Georgia-based contract security services company U.S. Security Associates Holdings Inc. The outlook is stable. At the same time, S&P assigned its 'B+' issue-level rating on the company's first-lien facilities, including a $75 million revolving credit facility due 2021 and $450 million term loan due 2023. The '2' recovery rating indicates S&P's expectation for substantial (70% to 90%, in the lower half of the range) recovery for secured creditors in the event of a payment default. As of March 31, 2016, the company had debt outstanding of $691 million, pro forma for the transactions, which includes S&P's adjustments for insurance obligations and operating leases. "The affirmation reflects our assessment of USS' continued high financial leverage, narrow business focus, and its mid-tier position in the domestic manned security industry," said S&P Global Ratings analyst Peter Deluca. "We also factor in the company's flexible cost structure, diversified client base, solid client retention track record, and our expectations of gradual deleveraging," he added. The stable outlook reflects S&P's expectation that US Security's operating performance and credit metrics will remain near current levels from steady demand for security services, its history of integrating acquisitions, good reputation, solid expense management, and market position in the growing manned security guard sector. S&P expects the company's credit metrics to gradually improve as EBITDA grows modestly in the coming year. S&P forecasts financial leverage to improve to below 7x and that the company will maintain EBITDA interest coverage above 2x in 2017, in line with expectations for the current rating. S&P could lower its corporate credit rating on USS if S&P expects the company's credit metrics to remain weak, including debt to EBITDA sustained above 7x in 2017. This could occur from the prioritization of acquisitions leading to unexpected increases in debt not immediately offset by acquired EBITDA, inability to achieve planned integration synergies, a reputation damaging event, or unexpected customer contract losses leading to lower cash flow and profitability. In addition, failure to complete the proposed refinancing could also trigger a downgrade, as liquidity could come under pressure in late 2017. Given the company's high debt levels and financial sponsor ownership, it is unlikely that S&P would consider an upgrade in the next year. Longer term, S&P would consider an upgrade if the company is able to improve credit metrics (perhaps from a less aggressive financial policy) such that it sustains debt-to-EBITDA leverage below 5x. S&P estimates this could occur if the company permanently pays down approximately $220 million in debt (assuming 2016 debt and EBITDA estimates.) UCI INTERNATIONAL: 341 Meeting of Creditors Set for July 8 ---------------------------------------------------------- The meeting of creditors of UCI International LLC, et al. is set to be held on July 8, 2016, at 10:00 a.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 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 UCI International UCI International, LLC, headquartered in Lake Forest, Illinois, designs, manufactures, and distributes vehicle replacement parts, including a broad range of filtration, fuel delivery systems, and cooling systems products in the automotive, trucking, marine, mining, construction, agricultural, and industrial vehicles markets. UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 16-11355) on June 1, 2016. The Debtors are represented by lawyers at Sidley Austin LLP. Alvarez & Marsal provides the company with financial advice and Moelis & Company LLC is the Debtors' investment banker. Garden City Group serves as the Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee for a $400-million issue of 8.625% Senior Notes Due 2019. UCI INTERNATIONAL: Court Orders Joint Administration of Cases ------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Delaware entered an order directing the joint administration of Airtex Industries, LLC, Airtex Products, LP, ASC Holdco, Inc., ASC Industries, Inc., Champion Laboratories, Inc., UCI Acquisitions Holdings (No. 1) Corp., UCI Acquisition Holdings (No. 3) Corp, UCI Acquisition Holdings (No. 4) LLC, UCI-Airtex Holdings, Inc., UCI International, LLC, UCI Holdings Limited, UCI Pennsylvania, Inc. and United Components, LLC's Chapter 11 cases under the lead case of UCI International, LLC, case number 16-11354. The above-captioned chapter 11 cases will be consolidated for procedural purposes only and will be administered jointly. About UCI International UCI International, LLC, headquartered in Lake Forest, Illinois, designs, manufactures, and distributes vehicle replacement parts, including a broad range of filtration, fuel delivery systems, and cooling systems products in the automotive, trucking, marine, mining, construction, agricultural, and industrial vehicles markets. UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del. Case No. 16-11355) on June 1, 2016. The Debtors are represented by lawyers at Sidley Austin LLP. Alvarez & Marsal provides the company with financial advice and Moelis & Company LLC is the Debtors' investment banker. Garden City Group serves as the Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee for a $400-million issue of 8.625% Senior Notes Due 2019. UCI INTERNATIONAL: Seeks to Hire A&M, Designate Whittman as CRO --------------------------------------------------------------- UCI International, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the District of Delaware to hire Alvarez & Marsal North America LLC. The firm will provide the Debtors with a chief restructuring officer and additional personnel to assist them in their reorganization efforts. Brian Whittman, managing director of Alvarez & Marsal, will serve as the Debtors' CRO. The services to be provided by Alvarez & Marsal include: (a) assisting the Debtors in preparing, obtaining approval of, and filing of schedules of assets and liabilities, statements of financial affairs and other information required in connection with their Chapter 11 cases; (b) assisting the Debtors and their legal counsel in responding to motions or pleadings during the pendency of the cases; (c) serving as the lead contact for creditor discussions and negotiations; (d) serving as the lead contact at meetings commenced by the U.S. trustee; (e) assisting or negotiating directly with trade creditors; (f) developing and overseeing cash management strategies and processes; (g) analyzing operating and financial budgets and making recommendations; (h) assisting the management in developing updated business plans and other related forecasts to be used during the restructuring; (i) assisting the management in implementing any strategic restructuring or sale of the Debtors; and (j) taking other actions consistent with the role of a CRO. The Debtors will pay Alvarez & Marsal for the services of its personnel at their customary hourly rates: Managing Directors $775 – $975 Directors $600 – $750 Analysts/Associates $375 – $575 Meanwhile, the hourly rates for professionals in the firm's Claims Management Services group, are: Managing Directors $675 – $775 Directors $500 – $650 Analysts/Consultants $325 – $500 Aside from professional fees, the firm will also receive reimbursement for work-related expenses. In a court filing, Mr. Whittman disclosed that the firm does not have any interest adverse to the Debtors' estates or any of their creditors. Alvarez & Marsal can be reached through: Brian Whittman Alvarez & Marsal North America LLC 55 West Monroe Street, Suite 4000 Chicago, IL 60603 Phone: +1 312-601-4220 Fax: +1 312-332-4559 About UCI International UCI International, LLC, headquartered in Lake Forest, Ill., designs, manufactures, and distributes vehicle replacement parts, including a broad range of filtration, fuel delivery systems, and cooling systems products in the automotive, trucking, marine, mining, construction, agricultural, and industrial vehicles markets. UCI and its affiliates sought chapter 11 protection (Bankr. D. Del. Case No. 16-11355) on June 1, 2016. The Debtors are represented by lawyers at Sidley Austin LLP. Alvarez & Marsal provides the company with financial advice and Moelis & Company LLC is the Debtors' investment banker. Garden City Group serves as the Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee for a $400-million issue of 8.625% Senior Notes Due 2019. ULTRA PETROLEUM: Committee Taps PJT Partners as Financial Advisor ----------------------------------------------------------------- The official committee of unsecured creditors of Ultra Petroleum Corp. seeks approval from the U.S. Bankruptcy Court for the Southern District of Texas to hire PJT Partners LP as its. The Debtor tapped the firm to: (a) assist in the evaluation of the Debtors' businesses and prospects; (b) assist in the evaluation of the Debtors' long-term business plan and related financial projections; (c) assist in the evaluation of financial data and presentations to the committee; (d) analyze the Debtors' financial liquidity and evaluate alternatives to improve such liquidity; (e) analyze various restructuring scenarios and the potential impact of these scenarios on the recoveries of those stakeholders impacted by the restructuring or sale; (f) evaluate the Debtors' debt capacity and alternative capital structures; (g) participate in negotiations; (h) value securities offered by the Debtors in connection with a restructuring; and (i) provide expert witness testimony concerning any of the subjects encompassed by the other services. PJT Partners will receive a monthly fee of $150,000, in cash, and a restructuring fee of $4.75 million. One-half of any monthly fee paid subsequent to the sixth monthly fee will be creditable against the restructuring fee. Aside from professional fees, the firm will also receive reimbursement for work-related expenses and will be entitled to indemnification. In a court filing, Mark Buschmann disclosed that the firm is a "disinterested person" as defined in section 101(14) of the Bankruptcy Code. PJT Partners can be reached through: Mark Buschmann PJT Partners LP 280 Park Avenue New York, NY 10017 +1 212-364-7800 info@pjtpartners.com About Ultra Petroleum Ultra Petroleum Corp. is an independent oil and gas company engaged in the development, production, operation, exploration and acquisition of oil and natural gas properties. Ultra Petroleum Corp. and its affiliates filed separate Chapter 11 petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on April 29, 2016. The Hon. Marvin Isgur presides over the cases. James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B. Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce, Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq., Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson Walker, L.L.P., serve as counsel to the Debtors. Rothschild Inc. serves as the Debtors' investment banker; Petrie Partners serves as their investment banker; and Epiq Bankruptcy Solutions, LLC, serves as claims and noticing agent. Ultra Petroleum Corp. listed total assets of $1.28 billion and total liabilities of $3.91 billion as of March 31, 2016. The petitions were signed by Garland R. Shaw, chief financial officer. The Company's common stock commenced trading on the OTC Pink Marketplace under the symbol "UPLMQ" on May 3, 2016. The Office of the U.S. Trustee has appointed seven creditors of Ultra Petroleum Corp. to serve on the official committee of unsecured creditors. VANGUARD HEALTHCARE: Panel Taps CohnReznick as Financial Advisor ---------------------------------------------------------------- The Official Committee of Unsecured Creditors in the Chapter 11 cases of Vanguard Healthcare, LLC, et al., asks for authorization from the U.S. Bankruptcy Court for the Middle District of Tennessee to retain CohnReznick LLP as its financial advisor nunc pro tunc to June 1, 2016. A hearing on the request is set for July 19, 2016, at 9:00 a.m. CohnReznick is will: a) review the reasonableness of the cash collateral/DIP arrangements as to cost to the Debtor and the likelihood that the Debtor will be able to comply with the terms of the court order; b) at the request of Committee's counsel, analyze and review key motions to identify strategic financial issues in the case; c) gain an understanding of the Debtor's corporate structure, including non-debtor entities; d) perform a preliminary assessment of the Debtor's short- term budgets; e) establish reporting procedures that will allow for the monitoring of the Debtor's postpetition operations and sales efforts; f) develop and evaluate alternative sale strategies; g) scrutinize proposed transactions, including the assumption and rejection of executory contracts; h) identify, analyze and investigate transactions with non- debtor entities and other related parties; i) monitor the Debtor's weekly operating results; j) monitor the Debtor's budget to actual results on an ongoing basis for reasonableness and cost control; k) communicate findings to the Committee; l) perform forensic accounting procedures, as directed by the Committee and Counsel; m) investigate and analyze all potential avoidance action claims; n) prepare preliminary dividend analyses to determine the potential return to unsecured creditors; o) monitor the sales process (including evaluating asset purchase agreements submitted) and supplement the lists of potential buyers; p) assist the Committee and its counsel in negotiating the key terms of a plan of reorganization or plan of liquidation; and q) render assistance as the Committee and its counsel may deem necessary. CohnReznick will be paid at these hourly rates: Partner/Senior Partner $610-$815 Manager/Senior Manager/Director $450-$640 Other Professional Staff $300-$440 Paraprofessional $195 As an accommodation to the Committee, CohnReznick has agreed to a blended hourly rate of $500 per hour in connection with its services on this matter. In the normal course of business, CohnReznick revises its hourly rates on Feb. 1 of each year. In addition, CohnReznick will seek reimbursement for out-of-pocket expenses incurred in connection with its services in this case. Clifford A. Zucker, a partner of CohnReznick LLP, assures the Court that the firm is a "disinterested person" within the meaning of section 101(14) of the Bankruptcy Code, does not hold or represent an interest adverse to the Debtor’s estate, and has no connection to the Debtor, its creditors or its related parties. CohnReznick can be reached at: Clifford A. Zucker Clifford A. Zucker, CPA, Partner CohnReznick LLP 333 Thornall Street, 6th floor Edison, NJ 08837 Tel: (732) 549-0700 E-mail: Clifford.zucker@cohnreznick.com The Committee's counsel can be reached at: Glenn B. Rose, Esq. Gene L. Humphreys, Esq. BASS, BERRY & SIMS PLC 150 Third Avenue South, Suite 2800 Nashville, TN 37201 Tel: (615) 742-6200 Fax: (615) 742-6293 E-mail: grose@bassberry.com ghumphreys@bassberry.com About Vanguard Healthcare Vanguard is a long-term care provider headquartered in Brentwood, Tennessee, providing rehabilitation and skilled nursing services at 14 facilities in four states (Florida, Mississippi, Tennessee and West Virginia). Vanguard Healthcare, LLC, and 17 of its subsidiaries each filed a Chapter 11 bankruptcy petition (Bankr. M.D Tenn. 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. VANGUARD HEALTHCARE: Taps Jobe Hastings, 3 Other Accountants ------------------------------------------------------------ Vanguard Healthcare, LLC and its affiliates seek approval from the U.S. Bankruptcy Court for the Middle District of Tennessee to hire accountants utilized in the ordinary course of business. The Debtors propose to hire Jobe Hastings & Associates, Reingruber & Associates, Reingruber & Company PA, and LBMC PC. The accounting firms will not be involved in the administration of the Debtors' Chapter 11 cases. Instead, they will continue to provide the same types of services they provided to the Debtors prior to their bankruptcy, according to court filings. Prior to June 16, the Debtors made these payments to the firms for completing and filing their 2015 Medicare cost reports last month: Accountant Payment Date Amount ---------- ------------ ------ Jobe Hastings 05/23/2016 $7,300 Reingruber & Associates 05/23/2016 $18,600 Reingruber & Company 05/23/2016 $6,057 LBMC No payments after 05/06/2016 The accounting firms do not have interests adverse to the Debtors or any of their creditors, according to court filings. 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: 341 Meeting of Creditors Set for July 11 --------------------------------------------------------------- The meeting of creditors of Vertellus Specialties, Inc., et al., is set to be held on July 11, 2016, at 1:30 p.m., according to a filing with the U.S. Bankruptcy Court in Delaware. The meeting will take place at J. Caleb Boggs Federal Building, 844 King Street, Room 2112, Wilmington, Delaware 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 Vertellus Specialties 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: Wants to File Schedules by July 15 --------------------------------------------------------- Vertellus Specialties, Inc., et al., ask the U.S. Bankruptcy Court for the District of Delaware to extend the time for filing schedules of assets and liabilities, and statements of financial affairs for a period of 15 days in addition to the automatic extension under local rules -- for a total of approximately 45 days from the May 31, 2016 petition date -- without prejudice to the Debtors' ability to request additional extensions for cause shown. The scope and complexity of the Debtors' businesses, coupled with the limited time and resources available to the Debtors to marshal the required information, necessitate an extension of the deadline to file the Schedules. The nature and scope of the Debtors' operations require them to maintain voluminous records and intricate accounting systems. The complexity and diversity of the Debtors' business, the limited staff available to perform the required internal review of their financial records and affairs, the numerous critical operational matters that their staff and professionals are expected to have to address in the early days of these chapter 11 cases, and the pressure incident to the commencement of these chapter 11 cases provide ample cause justifying, if not necessitating, an extension of the deadline to file the Schedules The Debtors are represented by: 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 Specialties 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. VISION SOLUTIONS: S&P Affirms Then Withdraws 'B-' CCR ----------------------------------------------------- S&P Global Ratings said it affirmed its 'B-' corporate rating on Irvine, Calif.-based Vision Solutions Inc. The outlook is stable. At the same time, S&P removed all ratings from CreditWatch, where it placed them with developing implications on May 20, 2016. S&P then withdrew all of its ratings, including its 'B-' corporate credit rating, on Vision Solutions following the completion of the sale of the company to Clearlake, and repayment of existing debt. "The rating action follows the closing of the sale of Vision Solutions to Clearlake and the repayment of its existing $240 million first-lien term loan due April 2017 and $90 million second-lien term loan due July 2017," said S&P Global Ratings credit analyst Tuan Duong. VISUALANT INC: Dale Broadrick Reports 22% Stake as of June 20 ------------------------------------------------------------- In a Schedule 13D filed with the Securities and Exchange Commission, Dale Broadrick, a private investor, disclosed that as of June 20, 2016, he beneficially owns 310,165 shares of common stock of Visualant, Inc. representing 22 percent based on total shares of Common Stock outstanding as of June 20, 2016, of 1,407,324. A copy of the regulatory filing is available for free at https://is.gd/00kwbE About Visualant Inc. Seattle, Wash.-based Visualant, Inc., was incorporated under the laws of the State of Nevada on Oct. 8, 1998. The Company develops low-cost, high speed, light-based security and quality control solutions for use in homeland security, anti- counterfeiting, forgery/fraud prevention, brand protection and process control applications. Visualant reported a net loss of $2.63 million on $6.29 million of revenue for the year ended Sept. 30, 2015, compared to a net loss of $1.01 million on $7.98 million of revenue for the year ended Sept. 30, 2014. As of Dec. 31, 2015, the Company had $2.43 million in total assets, $9.69 million in total liabilities, all current, and a total stockholders' deficit of $7.25 million. PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2015, citing that Company has sustained a net loss from operations and has an accumulated deficit since inception. These factors raise substantial doubt about the Company's ability to continue as a going concern. WATERPROOFING UNLIMITED: Taps Zalkin Revell as Bankruptcy Counsel ----------------------------------------------------------------- Waterproofing Unlimited, Inc., seeks permission from the Hon. Jerry C. Oldshue, Jr., of the U.S. Bankruptcy Court for the Northern District of Florida to employ Zalkin Revell, PLLC, as counsel to the Debtor, nunc pro tunc to the Petition Date. The Firm will provide these services: a) preparing schedules and statements, as well as various pleadings, applications, motions, responses, objections, and notices related to administration of this case and conducting examinations incidental to the administration of this case and any proceedings; b) protecting the interests of the Debtor in all matters pending before the Court; c) analyzing and developing the relationship of the Debtor to the claims of creditors and other parties-in-interest in this case; d) advising the Debtor of its rights, duties and obligations as a debtor-in-possession operating under Chapter 11 of the U.S. Bankruptcy Code; e) taking any and all other necessary action incidental to the proper preservation and administration of this Chapter 11 case; f) appearing at various hearings on administrative and contested matters and in any adversary proceedings filed; and g) advising and assisting the Debtor in the formation and drafting of a disclosure statement and plan of reorganization and negotiate with his creditors in relation to a plan and any and all matters related thereto. The Firm will be paid at these hourly rates: Natasha Z. Revell, Esq. $300 Teresa M. Dorr, Esq. $265 Zalkin Revell's Legal Assistant $90 The Firm has been paid a $10,717 retainer which was deposited into the Firm's trust account. Of the Bankruptcy Retainer, $9,000 was used for pre-petition services rendered to the Debtor in connection with the filing of the Petition, and the remainder was used for the payment of the filing fee. Natasha Z. Revell, Esq., a member of the Firm, assures the Court that the Firm doesn't hold nor represent an interest adverse to this estate and that all members of the Firm are disinterested persons under the Bankruptcy Code. The Firm can be reached at: Natasha Z. Revell, Esq. Teresa M. Dorr, Esq. ZALKIN REVELL, PLLC 2441 US Highway 98W, Suite 109 Santa Rosa Beach, FL 32459 Tel: (850) 267-2111 Fax: (866) 560-7111 E-mail: tasha@zalkinrevell.com tdorr@zalkinrevell.com Waterproofing Unlimited, Inc., is an S Corporation organized under the laws of the State of Florida with its principal place of business located at 103 Bass Ave, Fort Walton Beach, Florida. It filed for Chapter 11 bankruptcy protection (Bankr. N.D. Fla. Case No. 16-30441) on May 11, 2016. Teresa M. Dorr, Esq., at Zalkin Revell, PLLC, serves as the Debtor's bankruptcy counsel. WAYNE COUNTY, MI: Fitch Hikes Issuer Default Rating to BB+ ---------------------------------------------------------- Fitch Ratings has upgraded the ratings on the following Wayne County, MI obligations to 'BB+' from 'B': -- Issuer Default Rating (IDR); -- $81.7 million limited tax general obligation (LTGO) bonds issued by Wayne County; -- $47.5 million building authority (stadium) refunding bonds, series 2012 (Wayne County LTGO) issued by Detroit/Wayne County Stadium Authority; -- $195.5 million building authority bonds issued by Wayne County Building Authority. The Rating Outlook is Stable. SECURITY LTGO bonds issued by the county carry the county's general obligation ad valorem tax pledge, subject to applicable charter, statutory and constitutional limitations. Stadium authority and building authority bonds are backed by lease payments from the county to the respective authority. The obligation to make the rental payments is not subject to appropriation, setoff or abatement for any cause, and carries the county's LTGO pledge. KEY RATING DRIVERS Upgrade Factors: The upgrade to 'BB+' from 'B' reflects the significant progress that the county has made toward structural balance by fundamentally realigning its expenditure and long-term liability profiles with its likely revenue trajectory. The previous rating of 'B' with a Stable Outlook incorporated the county's financial distress as well as recovery plan execution risk. The county's achievement of most of the recovery plan elements has ameliorated financial distress, materially alters future prospects for budgetary balance and significantly improves credit quality. Economic Resource Base The Detroit area economy remains pressured despite some improvement after severe weakening during the recent recession. Economic indices for county residents are below average overall, as the effect of impoverished city residents outweighs that of the relatively wealthier suburban residents. Revenue Framework: 'bb' factor assessment Fitch expects revenues to grow marginally in the near term, as property values recover; however, the county's revenue framework remains vulnerable to future economic downturns. The county's independent legal ability to raise revenues is limited by state law and the county remains unable to adjust tax rates for assessed value (AV) declines. Expenditure Framework: 'a' factor assessment The county operates under an Act 436 consent agreement with the state, which affords the county tools that it is using to improve its expenditure flexibility, particularly labor costs. Implementation of the recovery plan has realized significant savings from wages, benefits, outsourcing and layoffs. Long-Term Liability Burden: 'aa' factor assessment Long-term liabilities, including unfunded pension and overall debt, are moderate when measured against the resource base. Recent changes to pensions and other post-employment benefits (OPEB) have materially improved the county's credit profile. Operating Performance: 'bb' factor assessment The county has made marked progress towards structural balance and recently eliminated the accumulated general fund deficit. However, the existing cushion is still not sufficient to compensate for the vulnerability of the revenue stream to recessionary declines, given the county's limited capacity to take offsetting budgetary action. RATING SENSITIVITIES Sufficient Reserve Cushion: Restoration of a reserve safety margin that provides an adequate cushion against future volatility of the revenue stream could cause an upgrade. Reversal of Progress: Recent progress achieved during the consent agreement period has been instrumental to credit quality improvement. Any reversal of such progress could put downward pressure on the rating. CREDIT PROFILE Taxable value dropped sharply during the recession with more moderate declines recorded throughout the recovery. The local economy has been slow to recover but development activity has picked up in Detroit's central business district as well as certain other portions of the county outside the city. The employment outlook is brightening after a long period of weakness. Total employment and the labor force both contracted severely over the last decade. More recently, the April 2016 unemployment rate of 5.3% was far below the 16.2% recorded in 2009, although still higher than the state rate of 4.3%. Revenue Framework The county remains dependent on property taxes for more than half of general fund revenues and is highly susceptible to losing revenue during times of declining property values. Fitch expects underlying economic trends to produce stagnant revenues absent additional revenue raising measures. As an urban center with Detroit's distressed tax base at its core, the county remains vulnerable to a state-imposed framework that has the effect of accelerating revenue declines in a downturn while limiting upside potential in a recovery. Property tax collections have declined an aggregate $186 million or 42% since 2007, only recently showing signs of stabilization. Legal ability to raise revenues is constrained. The county may not adjust the mill rate to compensate for tax base declines. Growth in the property tax levy may not exceed CPI plus new construction and growth in assessed valuation is limited to the lesser of 5% or the rate of inflation, according to Michigan state law. In addition, Wayne County voters imposed a further limitation: the necessity for a supermajority of the county committee and 60% of voters to approve tax increases. Expenditure Framework The county has operated under a consent agreement with the state under Act 436 for the past year and has used the powers granted under that agreement to fundamentally change its expenditure profile in a way that makes attainment of structural balance a realistic goal. Previously, the county's expenditure framework suffered from a lack of independent control, leading to chronic structural imbalance. Fitch expects that the changes that management has effected while under the consent agreement will lower the trajectory of spending growth, even after the county exits Act 436 supervision. Historically, the county's efforts to rein in expenditures were not enough to offset the catastrophic loss of property tax revenues during the recession. Fitch believes that expenditure flexibility has been greatly improved by management's success in using consent agreement powers to realign core spending, including wages, benefits and post-retirement costs. Recovery plan implementation has largely closed the structural budget deficit and eliminated the accumulated general fund deficit. Key plan achievements include department eliminations/consolidations, significant negotiated health care savings, and the switch to a stipend model for OPEB/retiree health care. Changes to OPEB alone resulted in a $34 million (63% of prior OPEB payments) cost reduction annually. Modifications to the county's defined benefit pension plan, including changes in retirement age, vesting requirements and the limitation of average final compensation to base wages should reduce the required contribution by $11.7 million or 17% in the first year. The county is eligible to be released from the consent agreement when the county executive certifies and the state treasurer concurs that financial stability has been restored, the county has repaid amounts owed to the state, and audited financial statements show the county is not required to submit a financial plan under existing state law. The county anticipates release within one year from now. Long-Term Liability Burden Long-term liability burden is moderate, with the unfunded pension liability and overall debt at 12.6% of personal income. Post-retirement benefit liabilities previously were a pressure point on the county's credit profile, but recent changes under the consent agreement make these obligations more manageable. The changes affected both pension and OPEB liabilities as well as their future cost trajectories. The county's main pension plan has a weak asset to liability ratio (47%) despite the changes, but a comparatively short amortization schedule (24 years) and planned supplemental payments should materially improve the net position. The county has very little direct debt, although substantial overlapping borrowing drives debt burden to an above-average 8.1% of market value. Future new money borrowing plans are uncertain, as plans for the jail construction are not yet settled. The county halted the jail project, for which it borrowed $200 million in 2010, when cost projections rose from $300 million to $390 million. Management is evaluating its options for the site and further borrowing for project completion is a possibility. Operating Performance Unrestricted general fund balance returned to a positive position in fiscal 2015, for the first time since recessionary revenue losses severely depleted reserves, largely due to large transfers from the delinquent tax revolving fund. While greatly improved, the current level of reserves (almost 10% of spending, including unrestricted general and delinquent tax revolving fund balances) still represents what Fitch views as an insufficient cushion to absorb potential revenue shortfalls in another recession, given the exceptional vulnerability of the county's revenue stream to economic downturns and the limited inherent budget flexibility to compensate for any revenue losses. The county's revenue stream has been slow to recover from recessionary declines, making restoration of adequate cushion a challenge. Actions taken during the past year, under the consent agreement, are the first to successfully improve the county's structural balance and long-term liability profile and thus improve its ability to withstand a future economic downturn. Fitch expects that the changes effected under the consent agreement will generate more positive structural results beginning in fiscal 2016. WESTERN ENERGY: S&P Lowers CCR to 'B', Outlook Negative ------------------------------------------------------- S&P Global Ratings lowered its long-term corporate credit rating on Western Energy Services Corp. to 'B' from 'B+.' The outlook is negative. At the same time, S&P Global Ratings affirmed its 'B+' rating on the company's senior unsecured notes. S&P Global Ratings also revised its recovery rating on the notes to '2' from '4', indicating S&P's expectation for substantial recovery (70%-90%; upper half of the range) under S&P's default scenario. As well, S&P Global Ratings revised its business risk profile on the company to vulnerable from weak and financial risk profile to highly leveraged from aggressive. "The downgrade reflects our expectation that Western's near-term operating performance will continue to lag below our previous expectations, resulting in significantly elevated credit measures in 2016," said S&P Global Ratings credit analyst Michelle Dathorne. S&P expects the company's 2016 fully adjusted debt-to-EBITDA ratio will remain above 10x and funds from operations (FFO)-to-debt will be negative under S&P's base-case scenario, a key factor in its financial risk profile revision. Although S&P expects the company's revenues and cash flow to improve beyond 2016, based on an assumed increase in industry activity, the dramatically weakened 2016 cash flow ratios have weakened our estimate of its three-year, weighted-average cash flow metrics, and the overall financial risk profile. S&P also believes the company's business risk profile has weakened, due to its deteriorated profitability metrics, specifically S&P's estimated adjusted EBITDA margins. "We are using a positive comparable rating analysis (CRA) modifier, which raises our 'b-' anchor score on Western to final 'B' corporate credit rating. The modifier reflects our view of the company's fairly new and high-quality rig fleet (compared with that of 'B-' rated peers), which we believe is less vulnerable to idle time; its day rates; and utilization (and require less maintenance capital). We believe these attributes will help Western's operating results to recover quickly compared with those of other players as hydrocarbon prices rebound. In addition, the company's liquidity position, which remains consistent with our expectations of an adequate liquidity profile and has not been adversely affected by the reduced availability under its committed credit facility, also supports our use of a positive CRA modifier," S&P said. The vulnerable business risk profile on Western reflects S&P's view of the company's position in the land drilling industry, which is facing significant pricing and utilization pressure; geographic concentration in the Canadian drilling market; and the volatility of its profitability metrics. S&P believes Western's higher capability, albeit small, land rig fleet somewhat offsets the weaknesses, and supports S&P's use of the positive CRA modifier. The company operates in North America, mostly Canada, and is exposed to the highly competitive onshore drilling sector. With the drop in oil prices, both rig demand and pricing has come under significant pressure. Canadian industry utilization dropped to 23% in 2015, compared with 44% a year earlier. Given the persistent weakness in hydrocarbon prices in 2016, and S&P's expectation of only modest price increases in 2017 and 2018, it do not believe industry activity will exceed 2015 levels during S&P's 2016-2018 forecast period. As of March 31, 2016, Western had only about seven of its 57 land rigs contracted (all seven contracts expiring through 2018) with the balance of its utilized fleet operating on spot dayrates. In S&P's view, the low level of long-term contracts heightens the company's exposure to revenue and cash flow decreases during cyclical downturns. Western's well service rigs and rental services segments provide some diversity to company operations, but are not significant enough to influence our assessment of the scale, scope, and diversity of its business operations. The negative outlook reflects the potential for Western's weakened cash flow adequacy and leverage metrics to impair its overall credit profile and the ratings. Under S&P's updated base-case scenario, it expects the company's credit measures will remain weak over the next 12 months, with negative FFO-to-debt. The positive CRA modifier assumes that the quality of Western's rig fleet should ensure the company's utilization and day rates, revenues, and cash flow should strengthen as industry activity improves in tandem with hydrocarbon prices. S&P could lower the rating if the company underperforms its current base case scenario. Specifically, S&P would lower the rating to 'B-' by removing the positive CRA modifier if the company's three-year, weighted-average FFO-to-debt fell below 10%. S&P could revise the outlook to stable if the company's cash flow and leverage metrics improved in tandem with improving industry conditions such that Western's three-year weighted average FFO-to-debt ratio increased above 12%, and we believed it would remain above this threshold consistently. WILLMAN CONSTRUCTION: Hires Steven Campana as Accountant -------------------------------------------------------- Willman Construction, Inc., seeks permission from the U.S. Bankruptcy Court for the Southern District of Iowa to employ Steven W. Campana, CPA, at Honkamp Krueger & Co, P.C., as accountant nunc pro tunc to June 1, 2016. Mr. Camapana will: a. prepare year-end tax returns at an hourly rate of $250; b. assist DIP in providing cash flows and other financial information to assist Ellen Willman in its reorganization efforts; and c. any and all accounting services as stated on the engagement letter. The Debtor wants to employ Mr. Camapana for any other accounting work at his normal and customary hourly rate of $250. Mr. Camapana seeks a $3,000 retainer. To the best of the Debtor's knowledge, Mr. Camapana has no connection with the Debtor, the creditors or any other party-in-interest or their respective attorneys and accountants, the U.S. Trustee, or any person employed in the Office of the U.S. Trustee. Steven W. Campana, CPA Honkamp Krueger & Co, P.C. 4440 N. Brady Street, Suite Davenport, IA 52806 Tel: (888) 556-0123 Fax: (563) 391-4757 About Willman Construction Willman Construction, Inc., filed for Chapter 11 bankruptcy protection (Bankr. S.D. Iowa Case No. 16-00774) on April 15, 2016. The petition was signed by Mark. Willman, authorized representative. The Debtor is represented by Dale G. Haake, Esq., at Katz Nowinski P.C. The case is assigned to Judge Lee M. Jackwig. The Debtor disclosed total assets of $521,700 and total debts of $1.2 million. WINDSTREAM HOLDINGS: Egan-Jones Cuts FC Sr. Unsec. Rating to B- --------------------------------------------------------------- Egan-Jones Ratings Company downgraded the foreign currency senior unsecured rating on debt issued by Windstream Holdings Inc to B- from B on June 6, 2016. EJR also lowered the commercial paper rating on the Company to C from B. Windstream Communications is a provider of voice and data network communications, and managed services, to businesses in the United States. WRWM PARTNERSHIP: Hires Flynn Company as Real Estate Broker ----------------------------------------------------------- WRWM Partnership, LLC, seeks permission from the U.S. Bankruptcy Court for the Eastern District of Pennsylvania to employ The Flynn Company as real estate broker to sell the real property located at and known as 109 Wilmington Pike, Chadds Ford, Pennsylvania, and to perform all other related services for the Debtor which may be necessary. The proposed terms of retention are for the listing of the Property with a 6% commission based on the sale price. The 6% commission is standard in Pennsylvania for the sale of real property. Kevin D. Flynn, the President of the Firm, assures the Court that the Firm doesn't have any connection with the Debtor, the Debtor's creditors, the U.S. Trustee, any person employed in the office of the U.S. Trustee, or any other party-in-interest in this matter. The real estate broker can be reached at: Kevin D. Flynn The Flynn Company 1621 Wood Street Philadelphia, PA 19103 Tel: (215) 561-5025 E-mail: brokerage@flynnco.com The Debtor's counsel can be reached at: BIELLI & KLAUDER, LLC Thomas D. Bielli, Esq. Cory P. Stephenson, Esq. 1500 Walnut Street, Suite 900 Philadelphia, PA 19102 Tel: (215) 642-8271 Fax: (215) 754-4177 E-mail: tbielli@bk-legal.com cstephenson@bk-legal.com WRWM Partnership, LLC, filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa. Case No. 16-11997) on March 24, 2016, listing under $1 million in both assets and liabilities. Thomas Daniel Bielli, Esq., at Bielli & Klauder, LLC, serves as the Debtor's bankruptcy counsel. ZERGA PHIN-KER: Hartford Objects to Disclosure Statement -------------------------------------------------------- Hartford Fire Insurance Company, as assignee of HMC Contracting Services, LLC, objects to the disclosure statement in support of Zerga Phin-Ker LP's Chapter 11 plan of liquidation dated April 21, 2016. HMC appears to be a member of Class 3 (General Unsecured Creditors) under the Plan. Holders of Class 3 Claims and/or Interests will be paid a pro rata share of remaining assets of the Debtor after Distributions are issued to Classes 1 (Bond Holder Secured Claim) and Class 2 (Secured Tax Claims). HMC has asserted a secured claim in this bankruptcy case in the amount of $2,432,172. HMC's claim arises from construction services provided at the real property owned by Debtor. The claim is secured by the real property owned by the Debtor and improvements and removable improvements on the Debtor's real property, as identified in the liens filed and recorded in the Real Property Records of Gregg County, Texas. Hartford complains that the Disclosure Statement fails to satisfy the adequate information requirement as it does not contain sufficient information to enable a reasonable person to make an "informed judgment about the Plan." The Plan and Disclosure Statement are ambiguous and/or omit material facts that may mislead or preclude holders of claims or interests from making judgments about the Plan or cause such holders to assume that classifications and conclusions reached by Debtor in the Plan and Disclosure Statement are appropriate, Hartford further complains. Harford is represented by: Mike F. Pipkin, Esq. Melissa L. Gardner, Esq. WEINSTEIN RADCLIFF PIPKIN LLP 8350 N. Central Expressway, Suite 1550 Dallas, TX 75206 Tel: 214.865.7012 Fax: 214.865.6140 Email: mpipkin @weinrad.com mgardner@weinrad.com About Zerga Phin-Ker Zerga Phin-Ker LP filed a Chapter 11 bankruptcy petition (Bankr. E.D. Tex. Case No. 15-42087) on Nov. 20, 2015. The petition was signed by Jerry Green as co-president. The Debtor estimated both assets and liabilities in the range of $10 million to $50 million. Lewis Brisbois Bisgaard & Smith LLP represents the Debtor as counsel. Judge Brenda T. Rhoades is assigned to the case. Proofs of claim due by March 17, 2016. Government proofs of Claim due are due by May 18, 2016. ZOWAA INC: Taps Campbell & Coombs as Legal Counsel -------------------------------------------------- ZOWAA, Inc. seeks approval from the U.S. Bankruptcy Court for the District of Arizona to hire Campbell & Coombs, P.C. as its legal counsel. ZOWAA tapped the firm to: (a) give legal advice about its powers and duties as a debtor-in-possession; (b) take necessary action to resolve cash collateral and post-petition financing issues; (c) represent Debtor in connection with obtaining a confirmed plan of reorganization; and (d) prepare legal papers on behalf of the Debtor. The firm's professionals and their hourly rates are: Harold Campbell $500 Scott Coombs $500 Other Attorneys $300 - $400 Law Clerk/Paralegal $85 Campbell & Coombs does not represent any interest adverse to the Debtor or its bankruptcy estate, according to court filings. The firm can be reached through: Harold E. Campbell, Esq. Vincent R. Mayr, Esq. Campbell & Coombs, P.C. 1811 S. Alma School Suite 225 Mesa, Arizona 85210 (480) 839-4828 Facsimile: 480-897-1461 heciii@haroldcampbel1.com vincent@haroldcampbell.com About ZOWAA Inc. ZOWAA, Inc. sought protection under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 14-08177) on May 28, 2014. [*] Jessica McKinlay Joins Dorsey & Whitney's Bankruptcy Practice ----------------------------------------------------------------- International law firm Dorsey & Whitney LLP on June 21, 2016, disclosed that Jessica G. Peterson McKinlay has joined the Firm's Bankruptcy and Financial Restructuring Group in Palo Alto, California, as Of Counsel. Ms. McKinlay represents trustees, debtors, creditors and other related parties in federal bankruptcy court and related state and federal litigation. She also represents clients in commercial litigation in both federal and state courts. Ms. McKinlay joins Dorsey from the Durham Jones & Pinegar law firm in Salt Lake City, where she was a shareholder practicing in the Bankruptcy & Creditors' Rights and Litigation practice groups. Ms. McKinlay has a JD degree, an MBA degree and a BS degree in Business Administration, from the University of Utah. After law school, she served as a law clerk for Chief Justice Christine M. Durham of the Utah Supreme Court. She has been recognized by Mountain States Super Lawyers and Utah Business Magazine's "Legal Elite." "We are very pleased that Jessica has joined Dorsey," noted Ken Cutler, Managing Partner of Dorsey & Whitney. "Her expertise and experience will complement Dorsey's strong, multi-office bankruptcy and financial restructuring practice. We continue to add talent strategically across the Dorsey platform to better serve our clients around the world." "I am delighted to be joining Dorsey and its great Firm-wide team of bankruptcy and restructuring lawyers," noted Ms. McKinlay. "I look forward to serving Dorsey's exceptional client base." About Dorsey & Whitney LLP With locations across the United States and in Canada, Europe and the Asia-Pacific region, Dorsey provides an integrated, proactive approach to its clients' legal and business needs. Dorsey represents a number of the world's most successful companies from a wide range of industries, including leaders in the banking, energy, food and agribusiness, health care, mining and natural resources, and public-private project development sectors, as well as major non-profit and government entities. [^] Recent Small-Dollar & Individual Chapter 11 Filings ------------------------------------------------------- In re Danilo Isaac Real and Laurel Blythe Brauer Bankr. C.D. Cal. Case No. 16-12432 Chapter 11 Petition filed June 10, 2016 represented by: Giovanni Orantes, Esq. ORANTES LAW FIRM APC E-mail: go@gobklaw.com In re Margaret Mary Murphy Bankr. D. Mass. Case No. 16-41027 Chapter 11 Petition filed June 10, 2016 represented by: Thomas W. Fothergill, Esq. LAW OFFICES OF THOMAS W. FOTHERGILL E-mail: ThomasFothergill@msn.com In re Langermann's of Baltimore, LLC Bankr. D. Md. Case No. 16-17913 Chapter 11 Petition filed June 10, 2016 See http://bankrupt.com/misc/mdb16-17913.pdf represented by: Stephen L. Prevas, Esq. PREVAS AND PREVAS E-mail: prevasandprevas@verizon.net In re Wexford Development Corp. Bankr. E.D.N.Y. Case No. 16-72594 Chapter 11 Petition filed June 10, 2016 See http://bankrupt.com/misc/nyeb16-72594.pdf Filed Pro Se In re Angel Ricardo Cintron Davila and Carola Elena Acosta Marin Bankr. D.P.R. Case No. 16-04627 Chapter 11 Petition filed June 10, 2016 represented by: Jesus Enrique Batista Sanchez, Esq. THE BATISTA LAW GROUP, PSC E-mail: jesus.batista@batistalawgroup.com In re Jose Manuel Marrero Gonzalez Bankr. D.P.R. Case No. 16-04635 Chapter 11 Petition filed June 10, 2016 represented by: Jesus Enrique Batista Sanchez, Esq. THE BATISTA LAW GROUP, PSC E-mail: jesus.batista@batistalawgroup.com In re ECRA Group, Corp. Bankr. D.P.R. Case No. 16-04651 Chapter 11 Petition filed June 10, 2016 See http://bankrupt.com/misc/prb16-04651.pdf represented by: Luis D Flores Gonzalez, Esq. LUIS D FLORES GONZALEZ LAW OFFICE E-mail: ldfglaw@coqui.net In re Ryan M. Roth and Stephanie S. Roth Bankr. W.D. Wis. Case No. 16-12094 Chapter 11 Petition filed June 10, 2016 represented by: Ryan Anthony Blay, Esq. KREKELER STROTHER, S.C. E-mail: rblay@ks-lawfirm.com In re Bench and Bar, Inc. Bankr. N.D. Cal. Case No. 16-41611 Chapter 11 Petition filed June 11, 2016 See http://bankrupt.com/misc/canb16-41611.pdf represented by: Nathan David Borris, Esq. LAW OFFICES OF NATHAN D. BORRIS E-mail: nateborris@gmail.com In re Murray Altman Bankr. C.D. Cal. Case No. 16-15248 Chapter 11 Petition filed June 12, 2016 represented by: Andrew S Bisom, Esq. THE BISOM LAW GROUP E-mail: abisom@bisomlaw.com In re Marzieh Bagheri-Tari Bankr. C.D. Cal. Case No. 16-12463 Chapter 11 Petition filed June 13, 2016 represented by: Yeznik O Kazandjian, Esq. LAW OFFICES OF YEZNIK O KAZANDJIAN E-mail: yeznik@yoklaw.com In re DBD Beauty and Spa, Inc. Bankr. N.D. Cal. Case No. 16-41629 Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/canb16-41629.pdf represented by: Nancy Weng, Esq. TRINH LAW E-mail: nweng@trinhlawfirm.com In re Susan W. Poskus Bankr. D. Conn. Case No. 16-20955 Chapter 11 Petition filed June 13, 2016 represented by: Edward P. Jurkiewicz, Esq. LAWRENCE & JURKIEWICZ LLC E-mail: edwardjurkiewicz@sbcglobal.net In re Freedom Marine Finance, LLC Bankr. S.D. Fla. Case No. 16-18448 Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/flsb16-18448.pdf represented by: David W. Langley, Esq. E-mail: dave@flalawyer.com In re Girish Parbhu Patel Bankr. W.D. La. Case No. 16-20520 Chapter 11 Petition filed June 13, 2016 represented by: Wade N. Kelly, Esq. E-mail: wnkellylaw@yahoo.com In re MOBILEDIRECT, Inc. Bankr. D. Mont. Case No. 16- Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/mtb16-60596.pdf represented by: STEVEN M JOHNSON, Esq. CHURCH HARRIS JOHNSON & WILLIAMS PC E-mail: sjohnson@chjw.com In re Fred A. Ordine, Jr. Bankr. D.N.J. Case No. 16-21458 Chapter 11 Petition filed June 13, 2016 represented by: Ilissa Churgin Hook, Esq. HOOK & FATOVICH, LLC E-mail: ihook@hookandfatovich.com In re Mosholu JJJ Realty Ltd. Bankr. S.D.N.Y. Case No. 16-11723 Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/nysb16-11723.pdf Filed Pro Se In re Pratishta, Inc. Bankr. S.D.N.Y. Case No. 16-11726 Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/nysb16-11726.pdf represented by: Michael A. King, Esq. LAW OFFICE OF MICHAEL A. KING E-mail: romeo1860@aol.com In re LOBBY BAR, LLC Bankr. C.D. Cal. Case No. 16-23827 Chapter 11 Petition filed June 13, 2016 See http://bankrupt.com/misc/caeb16-23827.pdf represented by: Thomas B. Sheridan, Esq. SHERIDAN LAW GROUP E-mail: tsheridan@sheridanlawgrp.com In re Paula Dean Laddusire Bankr. C.D. Cal. Case No. 16-11769 Chapter 11 Petition filed June 14, 2016 represented by: Clifford Bordeaux, Esq. COHEN & BORDEAUX, LLP E-mail: bordeaux.ecf@gmail.com In re Roadrunner Auto Sales & Rental Bankr. C.D. Cal. Case No. 16-11770 Chapter 11 Petition filed June 14, 2016 See http://bankrupt.com/misc/cacb16-11770.pdf represented by: Bryan Diaz, Esq. BRYAN DIAZ LAW, APC E-mail: bryan@bryandiazlaw.onmicrosoft.com In re Jesus Avila Lua Bankr. C.D. Cal. Case No. 16-17876 Chapter 11 Petition filed June 14, 2016 represented by: Anthony Obehi Egbase, Esq. LAW OFFICES OF ANTHONY O EGBASE & ASSOC E-mail: info@aoelaw.com In re Serve & Educate, LLC Bankr. M.D. Fla. Case No. 16-05080 Chapter 11 Petition filed June 14, 2016 See http://bankrupt.com/misc/flmb16-05080.pdf represented by: Scott A Rosin, Esq. SCOTT A ROSIN, P A. E-mail: srosincmecf@tampabay.rr.com In re Craig E. Southern Bankr. W.D. La. Case No. 16-30855 Chapter 11 Petition filed June 14, 2016 represented by: Rex D. Rainach, Esq. E-mail: rainach@msn.com In re Allene Graves Bankr. D. Md. Case No. 16-18018 Chapter 11 Petition filed June 14, 2016 represented by: Richard S. Basile, Esq. E-mail: rearsb@gmail.com In re Darren J Casale Bankr. D. Md. Case No. 16-18040 Chapter 11 Petition filed June 14, 2016 represented by: Michael Patrick Coyle, Esq. THE COYLE LAW GROUP LLC E-mail: mcoyle@thecoylelawgroup.com In re PNCH Associates, LLC Bankr. D.N.J. Case No. 16-21540 Chapter 11 Petition filed June 14, 2016 See http://bankrupt.com/misc/njb16-21540.pdf represented by: Albert A. Ciardi III, Esq. CIARDI CIARDI & ASTIN, P.C. E-mail: aciardi@ciardilaw.com In re Brigid Giambrone Bankr. E.D.N.Y. Case No. 16-42610 Chapter 11 Petition filed June 14, 2016 represented by: Fredrick P Stern, Esq. FREDRICK P STERN & ASSOCIATES PC E-mail: FredPStern@netscape.net In re D. Mike Hayes and Inge Hayes Bankr. W.D. Okla. Case No. 16-12307 Chapter 11 Petition filed June 14, 2016 represented by: Gary L. Morrissey, Esq. E-mail: g.morrissey@yahoo.com In re Wilson's Outdoor Services, LLC Bankr. W.D. Pa. Case No. 16-22190 Chapter 11 Petition filed June 14, 2016 See http://bankrupt.com/misc/pawb16-22190.pdf represented by: David Z. Valencik, Esq. CALAIARO VALENCIK E-mail: dvalencik@c-vlaw.com In re Joseph A Zambarano Bankr. W.D. Tex. Case No. 16-10711 Chapter 11 Petition filed June 14, 2016 represented by: Frank B. Lyon, Esq. E-mail: franklyon@me.com In re Joseph E. Kokroko Bankr. D. Ariz. Case No. 16-06782 Chapter 11 Petition filed June 15, 2016 represented by: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS PC E-mail: law@ericslocumsparkspc.com In re Malcolm Curtis and Judith Curtis Bankr. C.D. Cal. Case No. 16-15373 Chapter 11 Petition filed June 15, 2016 represented by: Rebekah L Parker, Esq. Email: RebekahLenParker@aol.com In re LOVE-A-CHILD MISSIONS Bankr. N.D. Cal. Case No. 16-41651 Chapter 11 Petition filed June 15, 2016 See http://bankrupt.com/misc/canb16-41651.pdf represented by: Darya Sara Druch, Esq. LAW OFFICES OF DARYA SARA DRUCH E-mail: ecf@daryalaw.com In re Gene Neytman Bankr. S.D. Fla. Case No. 16-18550 Chapter 11 Petition filed June 15, 2016 represented by: Michael A Vandetty, Esq. E-mail: lawbymike@aol.com In re David and Verda DiCorte Revocable Trust Bankr. N.D. Ga. Case No. 16-60447 Chapter 11 Petition filed June 15, 2016 Filed Pro Se In re Boulaye Marine Towing, LLC Bankr. E.D. La. Case No. 16-11392 Chapter 11 Petition filed June 15, 2016 See http://bankrupt.com/misc/laeb16-11392.pdf represented by: Markus E. Gerdes, Esq. GERDES LAW FIRM, LLC E-mail: angel@gerdeslaw.net In re YAKH LLC Bankr. D. Mass. Case No. 16-12304 Chapter 11 Petition filed June 15, 2016 See http://bankrupt.com/misc/mab16-12304.pdf represented by: Paul Feldman, Esq. LAW OFFICE OF PAUL FELDMAN E-mail: Paul@adv-residential.com In re Dennis Darcy Bankr. S.D.N.Y. Case No. 16-22810 Chapter 11 Petition filed June 15, 2016 represented by: Robert J. Spence, Esq. SPENCE LAW OFFICE, P.C. E-mail: rspence@spencelawpc.com In re Angel Gabriel Rodriguez Ortiz Bankr. D.P.R. Case No. 16-04807 Chapter 11 Petition filed June 15, 2016 represented by: Carlos A Ruiz Rodriguez, Esq. E-mail: caruiz@reclamatusderechos.com In re CH KIM, LLC Bankr. N.D. Ala. Case No. 16-81749 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/alnb16-81749.pdf represented by: Tazewell Shepard, Esq. TAZEWELL SHEPARD, P.C. E-mail: taze@ssmattorneys.com In re All Type Contracting, LLC Bankr. E.D. Mo. Case No. 16-10509 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/moeb16-10509.pdf represented by: Thomas H. Riske, Esq. DESAI EGGMANN MASON LLC E-mail: triske@demlawllc.com In re Horizon Products, LLC Bankr. D.N.J. Case No. 16-21756 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/njb16-21756.pdf represented by: Robert B Davis, Esq. DAVIS LAW CENTER, LLC E-mail: Rob@davislawcenterllc.com In re Chez Jacqueline Rest Inc. Bankr. S.D.N.Y. Case No. 16-11739 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/nyeb16-11739.pdf Filed Pro Se In re Jahanfar Jafari Bankr. E.D.N.Y. Case No. 16-42642 Chapter 11 Petition filed June 16, 2016 represented by: Todd Cushner, Esq. E-mail: todd@thegtcfirm.com In re Deonarine Parasram Bankr. E.D.N.Y. Case No. 16-42657 Chapter 11 Petition filed June 16, 2016 represented by: Fredrick P Stern, Esq. FREDRICK P STERN & ASSOCIATES PC E-mail: FredPStern@netscape.net In re Life Extension Realty LLC Bankr. S.D.N.Y. Case No. 16-11750 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/nysb16-11750.pdf represented by: James H. Shenwick, Esq. SHENWICK & ASSOCIATES E-mail: jshenwick@gmail.com In re Western Hiperbaric Services, P.S.C. Bankr. D.P.R. Case No. 16-04809 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/prb16-04809.pdf represented by: Gloria Justiniano Irizarry, Esq. JUSTINIANO'S LAW OFFICE E-mail: justinianolaw@gmail.com In re Hyperbarics And Wound Care Centers Of Puerto Rico Corp. Bankr. Case No. 16-04810 Chapter D.P.R.11 Petition filed June 16, 2016 See http://bankrupt.com/misc/prb16-04810.pdf represented by: Gloria Justiniano Irizarry, Esq. JUSTINIANO'S LAW OFFICE E-mail: justinianolaw@gmail.com In re AC Industrial Services Corp Bankr. D.P.R. Case No. 16-04843 Chapter 11 Petition filed June 16, 2016 See http://bankrupt.com/misc/prb16-04843.pdf represented by: Noemi Landrau Rivera, Esq. LANDRAU RIVERA & ASSOCIATES E-mail: nlandrau@landraulaw.com In re Peyton Nelson Jackson Bankr. E.D. Va. Case No. 16-12102 Chapter 11 Petition filed June 16, 2016 Filed Pro Se In re Richard Eugene Bibb Bankr. E.D. Va. Case No. 16-33026 Chapter 11 Petition filed June 16, 2016 represented by: Robert Easterling, Esq. E-mail: eastlaw@easterlinglaw.com In re Richard Judson Battaglini Bankr. D. Ariz. Case No. 16-06908 Chapter 11 Petition filed June 17, 2016 Filed Pro Se In re Aaron L. Huttsell Bankr. D. Ariz. Case No. 16-06939 Chapter 11 Petition filed June 17, 2016 represented by: ERIC OLLASON, Esq. E-mail: eollason@182court.com In re Richard A. Block and Judith A. Block Bankr. D. Ariz. Case No. 16-06945 Chapter 11 Petition filed June 17, 2016 represented by: Eric Slocum Sparks, Esq. ERIC SLOCUM SPARKS PC E-mail: law@ericslocumsparkspc.com In re Beneficial Financial Services, LLC Bankr. C.D. Cal. Case No. 16-11136 Chapter 11 Petition filed June 17, 2016 Filed Pro Se In re Rosemary Garcia Bankr. C.D. Cal. Case No. 16-12584 Chapter 11 Petition filed June 17, 2016 represented by: Kevin Tang, Esq. TANG & ASSOCIATES E-mail: tangkevin911@gmail.com In re Wagner Enterprises, LLC Bankr. D. Mont. Case No. 16-60622 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/mtb16-60622.pdf represented by: Edward A. Murphy, Esq. MURPHY LAW OFFICES, PLLC E-mail: murphylawecf@gmail.com In re Jesus Chavez-Martinez Bankr. D. Nev. Case No. 16-13336 Chapter 11 Petition filed June 17, 2016 represented by: Corey B. Beck, Esq. E-mail: becksbk@yahoo.com In re TJ Sign Solutions Inc. Bankr. N.D.N.Y. Case No. 16-60862 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/nynb16-60862.pdf represented by: Peter Alan Orville, Esq. ORVILLE & MCDONALD LAW, PC E-mail: peteropc@gmail.com In re Nelson's Academy Bankr. E.D. Pa. Case No. 16-14370 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/paeb16-14370.pdf represented by: Vaughn A. Booker, Esq. LAW OFFICES OF VAUGHN A. BOOKER E-mail: vbs00001@aol.com In re Cyrilla Landscaping & Supply Co. Inc. Bankr. W.D. Pa. Case No. 16-22254 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/pawb16-22254.pdf represented by: Donald R. Calaiaro, Esq. CALAIARO VALENCIK E-mail: dcalaiaro@c-vlaw.com In re EOS Events Inc. Bankr. D.P.R. Case No. 16-04868 Chapter 11 Petition filed June 17, 2016 See http://bankrupt.com/misc/prb16-04868.pdf represented by: Alexis A Betancourt Vincenty, Esq. LUGO MENDER GROUP LLC E-mail: a_betancourt@lugomender.com In re Andrea Steinmann Downs Bankr. C.D. Cal. Case No. 16-12589 Chapter 11 Petition filed June 19, 2016 represented by: James E Till, Esq. BOSLEY TILL NEUE & TALERICO, LLP E-mail: jtill@btntlaw.com In re Asdrubal Martinez Bankr. M.D. Fla. Case No. 16-02294 Chapter 11 Petition filed June 19, 2016 represented by: Thomas C Adam, Esq. ADAM LAW GROUP, P.A. E-mail: tadam@adamlawgroup.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 ***