/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/160706.mbx T R O U B L E D C O M P A N Y R E P O R T E R Wednesday, July 6, 2016, Vol. 20, No. 188 Headlines A CHICAGO CONVENTION: Hires Ariel Weissberg as Bankruptcy Counsel AEMETIS INC: Has Until July 22 to Consummate Merger with EdenIQ AEROGROW INTERNATIONAL: SMG Reports 80% Equity Stake as of July 1 ALEXZA PHARMACEUTICALS: Common Stock to be Delisted from Nasdaq ALLIANCE ONE: Receives Noncompliance Notice from NYSE ALTOMARE AUTO: Hires Wasserman Jurista as Bankruptcy Counsel APOLLO MEDICAL: Incurs $9.34 Million Net Loss in Fiscal 2016 ARCH COAL: Files Second Amended Plan of Reorganization ARCH COAL: Files Second Amended Plan of Reorganization ARCH COAL: Secures Global Settlement with Senior Secured Lenders BMB MUNAI: Delays Fiscal 2016 Form 10-K Report BREITBURN ENERGY: Panel Hires Berkeley Research as Fin'l Advisor BREITBURN ENERGY: Panel Hires Houlihan as Financial Advisor BURCON NUTRASCIENCE: Annual Meeting Set for Sept. 8 CAAMM PROPERTIES: Taps Coan Lewendon as Chapter 11 Counsel CAESARS ENTERTAINMENT: Notifies Nasdaq of Rule Noncompliance CAL DIVE: Sues Arendal, Hoc Offshore Over Pemex Receivables CALIFORNIA HISPANIC: Taps Turton Commercial as Real Estate Broker CANCER GENETICS: Names John Roberts COO and EVP of Finance CAPITOL BC: Hires BEG's Erickson as Chief Restructuring Officer CAPITOL BC: Hires Murphy & King as Counsel CICERO INC: Bruce Miller Resigns as Director CREATURE LLC: Taps Bush Kornfeld as Counsel CS MINING: Hires Snell & Wilmer as Local Counsel DEPAUL INDUSTRIES: Hires Henderson Bennington as Accountants DRIVING MISS DAISY: Hires Wartchow Law as Bankruptcy Counsel ELBIT IMAGING: Unit Signs Repayment Agreement with Financing Bank ENGINEERED WELL SERVICE: Hires Willis & Wilkins as Attorney EPICENTER PARTNERS: Cases Reassigned to Judge Madeleine Wanslee GENIUS BRANDS: Business Unaffected by Brexit, Says CEO GREAT BASIN: Signs $75 Million Securities Purchase Agreement GUIDED THERAPEUTICS: Plans to Sell 5,000 Conv. Preferred Stock HCSB FINANCIAL: Jennifer Harris Joins as SVP and CFO HENDERSON ENTERPRISES: Hires Deitz Shields as Attorneys HOTELWORKS DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors INDEPENDENCE TAX: Incurs $588,000 Net Loss in Fiscal 2016 INTREPID POTASH: Extends Debt Covenant Waiver Until July 15 ION WORLDWIDE: Hires AMSL as Co-Counsel ION WORLDWIDE: Hires Willamette as Financial Consultants ISTAR INC: Signs $450 Million Credit Agreement with JPMorgan JOHN Q HAMMONS: Hires Merrick, Baker & Strauss as Counsel KAISA GROUP: Hong Kong Proceeding Granted Recognition KAISA GROUP: Recognition of Hong Kong Scheme Sought KCC INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors LINC USA GP: Cash Use Budget Until Sept. 18 Approved MAIN STREET SCHOOLS: Case Summary & 20 Largest Unsecured Creditors MUSCLEPHARM CORP: Stockholders Elect Four Directors MVP TRANS: Hires Ballstaedt Law Firm as Counsel NANOSPHERE INC: Luminex Corp. Completes Company Acquisition PIONEER ENERGY: Amends Revolving Credit Facility PRIME GLOBAL: Unit Signs MOU for Possible Joint Venture SAMSON RESOURCES: Seeks September Plan Hearing Amid Objections SFX ENTERTAINMENT: Court Approves Expansion of FTI's Services SKYPEOPLE FRUIT: Nasdaq Sets Oct. 11 Listing Compliance Deadline SYNCARDIA SYSTEMS: Files for Bankruptcy After Failed IPO TELKONET INC: Three Opposition Director Nominees Get Board Seats VERTELLUS SPECIALTIES: Creditors Object to Bid Procedures Motion VERTELLUS SPECIALTIES: Creditors Object to DIP Motion VIRGINIA DUL: Case Summary & 2 Unsecured Creditors WATERBURY REALTY: Hires DelBello Donnellan as Attorneys WESTMORELAND COAL: Amends Revolving Facility with PrivateBank [*] Bankruptcy Filings Up in First Six Months of 2016 ********* A CHICAGO CONVENTION: Hires Ariel Weissberg as Bankruptcy Counsel ----------------------------------------------------------------- A Chicago Convention Center, LLC, asks for authorization from the Hon. Deborah L. Thorne of the U.S. Bankruptcy Court for the Northern District of Illinois to employ Ariel Weissberg, Esq., Rakesh Khanna, Esq., Devvrat Sinha, Esq., and the law firm of Weissberg and Associates, Ltd., upon general retainer, as its attorneys, nunc pro tunc to June 23, 2016. A hearing on the Debtor's request is set for July 19, 2016, at 9:30 a.m. The Firm will: a. give ACCC legal advice and assistance with respect to its powers and duties as a debtor-in-possession in the continued operation of its business affairs and management of its collocation facilities, including all dealings with ACCC's customers; b. assist ACCC in the negotiation, formulation and drafting of an Amended Plan of Reorganization and Amended Disclosure Statement and to represent ACCC in the confirmation process; c. examine claims asserted against ACCC; d. take action as may be necessary with reference to claims that may be asserted against ACCC, and to prepare, on behalf of ACCC, applications, motions, complaints, orders, reports and other legal papers as may be necessary in connection with this proceeding and to perform all other legal services for ACCC which may be required; e. assist and represent ACCC in all adversary proceedings and contested matters, including motions for the use of cash collateral, for the sale of real and personal property, to modify the automatic stay, for the approval of DIP financing and to appoint professionals; f. represent ACCC in its dealings with the Office of the U.S. Trustee and with creditors of the estate; g. assist and represent ACCC in litigation in the State and Federal courts, where ACCC is a party or seeking to become a party, or otherwise become involved to protect ACCC’s interests and rights. Ariel Weissberg and W&A received a pre-petition retainer in the amount of $50,000 and ACCC has agreed to be billed at the hourly rate of $450 subject to Bankruptcy Court approval. Devvrat Sinha, Esq., an attorney at the Firm, assures the Court that the Firm is a disinterested person as defined in 11 U.S.C. 101(13). The Firm can be reached at: Ariel Weissberg, Esq. Rakesh Khanna, Esq. Devvrat Sinha, Esq. Weissberg and Associates, Ltd. 401 S. LaSalle Street, Suite 403 Chicago, Illinois 60605 Tel: (312) 663-0004 Fax: (312) 663-1514 E-mail: ariel@weissberglaw.com rakesh@weissberglaw.com About A Chicago Convention Center A Chicago Convention Center, LLC, was formed to raise funds and develop a convention center complex at 8201 W. Higgins, Chicago, Illinois. The Debtor sought protection under Chapter 11 of the Bankruptcy Code (Bankr. N. D. Ill. Case No. 16-20463) on June 23, 2016. The petition was signed by Ravinder Sethi, member. The case is assigned to Judge Deborah L. Thorne. At the time of the filing, the Debtor estimated its assets at $1 million to $10 million and debts at $10 million to $50 million. AEMETIS INC: Has Until July 22 to Consummate Merger with EdenIQ --------------------------------------------------------------- Aemetis, Inc., and EdenIQ Acquisition Corp., a wholly-owned subsidiary of the Company ("Merger Sub"), entered into a Second Amendment to Agreement and Plan of Merger with EdenIQ, Inc. Pursuant to the terms of the Amendment, the parties agreed to extend the merger consummation date until July 22, 2016. Additionally, under the terms of the Amendment, EdenIQ may solicit, initiate, encourage, discuss, negotiate or accept any offer or proposal by or from any party regarding (A) any reorganization, recapitalization, or merger of EdenIQ; (B) any acquisition or disposition of an interest in any capital stock of EdenIQ or any securities convertible into any capital stock of EdenIQ; (C) any issuance by EdenIQ of any new indebtedness or refinancing of existing indebtedness; or (D) any similar transaction; provided, however, that EdenIQ may not enter into any binding legal agreement with regards to an Alternative Transaction prior to termination of the Agreement and Plan of Merger. A full-text copy of the Second Amendment to Agreement and Plan of Merger is available for free at https://is.gd/oznayx About Aemetis Cupertino, Calif.-based Aemetis, Inc., is an international renewable fuels and specialty chemical company focused on the production of advanced fuels and chemicals and the acquisition, development and commercialization of innovative technologies that replace traditional petroleum-based products and convert first- generation ethanol and biodiesel plants into advanced biorefineries. Aemetis reported a net loss of $27.1 million on $147 million of revenues for the year ended Dec. 31, 2015, compared to net income of $7.13 million on $207.7 million of revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Aemetis had $80.53 million in total assets, $120.50 million in total liabilities and a total stockholders' deficit of $39.96 million. AEROGROW INTERNATIONAL: SMG Reports 80% Equity Stake as of July 1 ----------------------------------------------------------------- In an amended Schedule 13D filed with the Securities and Exchange Commission, SMG Growing Media, Inc. and The Scotts Miracle-Gro Company disclosed that as of July 1, 2016, they beneficially own 24,693,704 shares of common stock of AeroGrow International, Inc., representing 80 percent of the shares outstanding. The Common Stock reported in this Schedule 13D is directly owned by SMG. SMG is a direct wholly-owned subsidiary of Scotts. Scotts does not own directly any securities of the Issuer. However, as a result of Scotts' direct ownership of all of SMG's equity, Scotts may be deemed to beneficially own securities of the Issuer directly owned by SMG. Each of the Reporting Persons specifically disclaims beneficial ownership in the Common Stock reported herein except to the extent it actually exercises voting or dispositive power with respect to such Common Stock. On July 1, 2016, AeroGrow issued 878,362 shares of Common Stock to SMG, of which: (i) 211,921 were issued as a dividend on the shares of Series B Preferred Stock purchased by SMG under the Purchase Agreement; (ii) 259,763 were issued as payment under the Technology License Agreement; and (iii) 406,678 were issued as payment under the Brand License Agreement. No funds were used to acquire the Common Stock pursuant to such issuances. A full-text copy of the regulatory filing is available at: https://is.gd/EhG2MP About AeroGrow Boulder, Colo.-based AeroGrow International, Inc., is a developer, marketer, direct-seller, and wholesaler of advanced indoor garden systems designed for consumer use and priced to appeal to the gardening, cooking, and healthy eating, and home and office decor markets. Aerogrow reported a net loss attributable to common shareholders of $1.22 million on $19.61 million of net revenue for the year ended March 31, 2016, compared to a net loss attributable to common shareholders of $1.54 million on $17.9 million of net revenue for the year ended March 31, 2015. As of March 31, 2016, Aerogrow had $7.34 million in total assets, $5.14 million in total liabilities, all current, and $2.20 million in total stockholders' equity. ALEXZA PHARMACEUTICALS: Common Stock to be Delisted from Nasdaq --------------------------------------------------------------- Alexza Pharmaceuticals, Inc., announced that The Nasdaq Stock Market will delist its common stock. Alexza's stock was suspended on June 17, 2016, and has not traded on Nasdaq since that time. Nasdaq will file a Form 25 with the Securities and Exchange Commission to complete the delisting. The delisting becomes effective ten days after the Form 25 is filed. For news and additional information about the Company, including the basis for the delisting, please review the Company's public filings or contact the Company directly. For more information about The Nasdaq Stock Market, visit the Nasdaq Web site at http://www.nasdaq.com/ Nasdaq's rules governing the delisting of securities can be found in the Nasdaq Rule 5800 Series, available on the Nasdaq Web site: http://www.cchwallstreet.com/NasdaqTools/bookmark.asp?id=nasdaq-rule_5800&manual=/nasdaq/main/nasdaq-equityrules/ About Alexza Pharmaceuticals Alexza Pharmaceuticals is focused on the research, development, and commercialization of novel, proprietary products for the acute treatment of central nervous system conditions. Alexza's products and development pipeline are based on the Staccato(R) system, a hand-held inhaler designed to deliver a pure drug aerosol to the deep lung, providing rapid systemic delivery and therapeutic onset, in a simple, non-invasive manner. Active pipeline product candidates include AZ-002 (Staccato alprazolam) for the management of epilepsy in patients with acute repetitive seizures and AZ-007 (Staccato zaleplon) for the treatment of patients with middle of the night insomnia. Alexza reported a net loss of $21.3 million on $5.02 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $36.73 million on $5.56 million of total revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Alexza had $10.6 million in total assets, $84.9 million in total liabilities and a total stockholders' deficit of $74.3 million. OUM & CO. LLP, in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has recurring losses from operations and has a net capital deficiency that raise substantial doubt about its ability to continue as a going concern. ALLIANCE ONE: Receives Noncompliance Notice from NYSE ----------------------------------------------------- Alliance One International, Inc., received on June 30, 2016, a notice from NYSE Regulation, Inc. indicating that the Company is not in compliance with the continued listing requirements of the New York Stock Exchange under the timely filing criteria outlined in Section 802.01E of the NYSE Listed Company Manual as a result of its failure to timely file with the Securities and Exchange Commission its Annual Report on Form 10-K for the fiscal year ended March 31, 2016. Under the NYSE rules, the Company will have six months to file the Form 10-K with the SEC. The Company can regain compliance with the NYSE listing standards at any time prior to such date by filing the Form 10-K with the SEC. If the Company fails to file its Form 10-K prior to that date, then NYSE Regulation may grant, at its discretion, a further extension of up to six additional months, depending on the specific circumstances. The letter from the NYSE Regulation also notes that the NYSE Regulation may commence delisting proceedings at any time if the circumstances warrant. Prior to its receipt of the notice, on June 29, 2016, the Company notified NYSE Regulation that it would be unable to timely file the Form 10-K and as a result would not be in compliance with the NYSE's continued listing requirements under the timely filing criteria outlined in Section 802.01E of the NYSE Listed Company Manual. The Company intends to file the Form 10-K as soon as practicable. About Alliance One Alliance One International is principally engaged in purchasing, processing, storing, and selling leaf tobacco. The Company purchases tobacco primarily in the United States, Africa, Europe, South America and Asia for sale to customers primarily in the United States, Europe and Asia. Alliance One reported a net loss of $15.6 million on $2.10 billion of sales and other operating revenues for the year ended March 31, 2015, compared to a net loss of $87 million on $2.3 billion of sales and other operating revenues for the year ended March 31, 2014. As of Dec. 31, 2015, Alliance One had $1.96 billion in total assets, $1.78 billion in total liabilities and $174 million in total equity. * * * As reported by the TCR on June 7, 2016, Moody's Investors Service affirmed Alliance One International, Inc.'s 'Caa2' Corporate Family Rating and revised the rating outlook to positive from negative. Alliance One's 'Caa2' Corporate Family Rating reflects Moody's expectation that credit metrics and liquidity will remain weak over the next 12 to 18 months. The TCR reported on April 13, 2015, that Standard & Poor's Ratings Services lowered its corporate credit rating on Morrisville, N.C.-based Alliance One International Inc. to 'CCC+' from 'B-'. ALTOMARE AUTO: Hires Wasserman Jurista as Bankruptcy Counsel ------------------------------------------------------------ Altomare Auto Group, LLC, seeks permission from the U.S. Bankruptcy Court for the District of New Jersey to employ Wasserman, Jurista & Stolz, P.C., as attorney to represent the Debtor in its Chapter 11 case. The Debtor has agreed to pay Wasserman Jurista a retainer of $25,283 to be applied against the services to be rendered by the Firm on behalf of the Debtor-in-Possession. The Firm will be paid at these hourly rates: Robert B. Wasserman, Esq., Partner $550 Steven Z. Jurista, Esq., Partner $550 Daniel M. Stolz, Esq., Partner $550 Stuart M. Brown, Esq., Of Counsel $500 Kenneth L. Moskowitz, Esq., Of Counsel $500 Norman D. Kallen, Esq., Of Counsel $500 Keith Marlowe, Esq., Of Counsel $500 Leonard C. Walczyk, Esq., Partner $425 Scott S. Rever, Esq., Associate $400 Donald W. Clarke, Esq., Associate $350 Pamela Bellina, Paralegal $175 Lorrie L. Denson, Bankruptcy Paralegal $175 Legal Assistants $125 Daniel M. Stolz, Esq., a partner of the Firm, assures the Court that the Firm does not 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: Daniel M. Stolz, Esq. Leonard C. Walczyk, Esq. WASSERMAN, JURISTA & STOLZ, P.C. 110 Allen Road, Suite 304 Basking Ridge, NJ 07920 Tel: (973) 467-2700 Fax: (973) 467-8126 E-mail: dstolz@wjslaw.com lwalczyk@wjslaw.com Headquartered in Union, New Jersey, Altomare Auto Group, LLC, dba Union Volkswagen filed for Chapter 11 bankruptcy protection (Bankr. D. N.J. Case No. 16-22376) on June 27, 2016, listing $9.04 million in total assets and $12.78 million in total liabilities. The petition was signed by Anthony Altomare, managing member. Daniel Stolz, Esq., at Wasserman, Jurista & Stolz, P.C., serves as the Debtor's bankruptcy counsel. APOLLO MEDICAL: Incurs $9.34 Million Net Loss in Fiscal 2016 ------------------------------------------------------------ Apollo Medical Holdings, Inc., filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to the Company of $9.34 million on $44.04 million of net revenues for the year ended March 31, 2016, compared to a net loss attributable to the Company of $1.80 million on $32.98 million of net revenues for the year ended March 31, 2015. As of March 31, 2016, Apollo Medical had $19.6 million in total assets, $11.01 million in total liabilities, $7.07 million in mezzanine equity, and $1.47 million in total stockholders' equity. "We have relied substantially on the capital and credit markets for liquidity and to execute our business strategies, which includes a combination of internal growth and acquisitions. Volatility and disruption of the U.S. capital and credit markets may adversely affect our access to capital and increase our cost of capital. Should current economic and market conditions deteriorate, our ability to finance our ongoing operations and our expansion may be adversely affected, we may be unable to raise necessary funds, our cost of debt or equity capital may increase significantly and future access to capital markets may be adversely affected." A full-text copy of the Form 10-K is available for free at: https://is.gd/gIU7HI About Apollo Medical Glendale, Calif.-based Apollo Medical Holdings, Inc., provides hospitalist services in the Greater Los Angeles, California area. Hospitalist medicine is organized around the admission and care of patients in an inpatient facility such as a hospital or skilled nursing facility and is focused on providing, managing and coordinating the care of hospitalized patients. ARCH COAL: Files Second Amended Plan of Reorganization ------------------------------------------------------ BankruptcyData.com reported that Arch Coal filed with the U.S. Bankruptcy Court a Second Amended Joint Plan of Reorganization and related Disclosure Statement. According to the Disclosure Statement, "The Plan reflects terms and conditions of the Debtors' agreement in principle with the Creditors' Committee and by lenders holding more than 66 2/3% of the Debtors' prepetition first lien term loan. The Debtors, the First Lien Lenders and the Creditors' Committee were unable to reach consensus regarding plan distributions to holders of Notes Claims and General Unsecured Claims. Accordingly, on June 14, 2016, the Debtors have filed a plan of reorganization and accompanying disclosure statement providing that holders of General Unsecured Claims would receive their pro rata share of the Debtors' unencumbered assets in the form of (i) cash, subject to reductions for certain fees and, potentially, adequate protection claims and (ii) shares of Prairie Holdings, which is the Debtor that owns a 49% interest in Knight Hawk Holdings, but only if it is judicially determined that Prairie Holdings' interests in Knight Hawk Holdings are unencumbered. After the June 14 filing, the Debtors continued to negotiate with the Ad Hoc Committee Lenders and the Creditors' Committee. The Amended and Restated RSA includes the agreement of the parties to support the global settlement potential estate claims against certain of the First Lien Lenders for actions taken in connection with the Debtors' prepetition exchange offers and certain of the Debtors' employees. In addition, although the Debtors and the Consenting Lenders believe the claims against the Debtors' employees to be without merit and that their pursuit would not be in the Debtors' best interests, the Debtors' senior management has agreed to waive $6 million in incentive compensation that it would otherwise be expected to receive in order to facilitate this global settlement and help expedite the path to confirmation for the benefit of all the Debtors' stakeholders." About Arch Coal Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal in the United States, with operations and coal reserves in each of the major coal-producing regions of the Country. As of January 2016, it was the second-largest holder of coal reserves in the United States, owning or controlling over five billion tons of proven and probable reserves. As of the Petition Date, Arch employed approximately 4,600 full and part-time employees. Arch Coal, Inc. and 71 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to 16-40191) on Jan. 11, 2016. The petition was signed by Robert G. Jones as senior vice president-law, general counsel and secretary. The Debtors disclosed total assets of $5.84 billion and total debt of $6.45 billion. Judge Charles E. Rendlen III has been assigned the case. The Debtors have engaged Davis Polk & Wardwell LLP as counsel, Bryan Cave LLP as local counsel, FTI Consulting, Inc. as restructuring advisor, PJT Partners as investment banker, and Prime Clerk LLC as notice, claims and solicitation agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has retained Kramer Levin Naftalis & Frankel LLP as counsel; Spencer Fane LLP as local counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Blackacre LLC as coal consultant. ARCH COAL: Files Second Amended Plan of Reorganization ------------------------------------------------------ BankruptcyData.com reported that Arch Coal filed with the U.S. Bankruptcy Court a Second Amended Joint Plan of Reorganization and related Disclosure Statement. According to the Disclosure Statement, "The Plan reflects terms and conditions of the Debtors' agreement in principle with the Creditors' Committee and by lenders holding more than 66 2/3% of the Debtors' prepetition first lien term loan. The Debtors, the First Lien Lenders and the Creditors' Committee were unable to reach consensus regarding plan distributions to holders of Notes Claims and General Unsecured Claims. Accordingly, on June 14, 2016, the Debtors have filed a plan of reorganization and accompanying disclosure statement providing that holders of General Unsecured Claims would receive their pro rata share of the Debtors' unencumbered assets in the form of (i) cash, subject to reductions for certain fees and, potentially, adequate protection claims and (ii) shares of Prairie Holdings, which is the Debtor that owns a 49% interest in Knight Hawk Holdings, but only if it is judicially determined that Prairie Holdings' interests in Knight Hawk Holdings are unencumbered. After the June 14 filing, the Debtors continued to negotiate with the Ad Hoc Committee Lenders and the Creditors' Committee. The Amended and Restated RSA includes the agreement of the parties to support the global settlement potential estate claims against certain of the First Lien Lenders for actions taken in connection with the Debtors' prepetition exchange offers and certain of the Debtors' employees. In addition, although the Debtors and the Consenting Lenders believe the claims against the Debtors' employees to be without merit and that their pursuit would not be in the Debtors' best interests, the Debtors' senior management has agreed to waive $6 million in incentive compensation that it would otherwise be expected to receive in order to facilitate this global settlement and help expedite the path to confirmation for the benefit of all the Debtors' stakeholders." About Arch Coal Founded in 1969, Arch Coal, Inc., is a producer and marketer of coal in the United States, with operations and coal reserves in each of the major coal-producing regions of the Country. As of January 2016, it was the second-largest holder of coal reserves in the United States, owning or controlling over five billion tons of proven and probable reserves. As of the Petition Date, Arch employed approximately 4,600 full and part-time employees. Arch Coal, Inc. and 71 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to 16-40191) on Jan. 11, 2016. The petition was signed by Robert G. Jones as senior vice president-law, general counsel and secretary. The Debtors disclosed total assets of $5.84 billion and total debt of $6.45 billion. Judge Charles E. Rendlen III has been assigned the case. The Debtors have engaged Davis Polk & Wardwell LLP as counsel, Bryan Cave LLP as local counsel, FTI Consulting, Inc. as restructuring advisor, PJT Partners as investment banker, and Prime Clerk LLC as notice, claims and solicitation agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has retained Kramer Levin Naftalis & Frankel LLP as counsel; Spencer Fane LLP as local counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Blackacre LLC as coal consultant. ARCH COAL: Secures Global Settlement with Senior Secured Lenders ---------------------------------------------------------------- Arch Coal, Inc., on July 5, 2016, disclosed that it has secured a global settlement with certain of its senior secured lenders that hold more than 66 2/3% of its first lien term loan and the Official Committee of Unsecured Creditors (the "UCC"). The company has filed an amended Plan of Reorganization (the "Plan") that incorporates and implements the global settlement and a related Disclosure Statement with the United States Bankruptcy Court for the Eastern District of Missouri. "The global settlement is a momentous achievement that should facilitate a timely and successful conclusion to our financial restructuring process," said John W. Eaves, Arch's chairman and CEO. "With this agreement, the path is now clear for Arch to move forward with our plan to position the company for long-term success -- by strengthening our balance sheet, building upon our strong operational performance, and delivering on our unwavering commitment to safety and reclamation excellence. We are sharply focused on emerging from this court-supervised process in an expeditious manner, and as a stronger and more nimble player well-equipped to compete in a rapidly evolving marketplace." "We want to recognize the tremendous contributions of Arch's workforce throughout this process. Through their dedication and hard work, our employees have enabled us to operate in an uninterrupted manner and continue to set the industry standard for safety and environmental performance," continued Mr. Eaves. The full terms of the agreement are available in a Form 8-K that has been filed with the Securities and Exchange Commission. A hearing to consider approval of the Disclosure Statement is scheduled for July 6, 2016. Following approval of the Disclosure Statement, the company intends to solicit creditor votes and seek the Bankruptcy Court's confirmation of the Plan on the timeline outlined in the Global Settlement Agreement. Davis Polk & Wardwell LLP is serving as legal advisor to Arch Coal, and PJT Partners is serving as financial advisor. About Arch Coal Founded in 1969, Arch Coal, Inc. is a producer and marketer of coal in the United States, with operations and coal reserves in each of the major coal-producing regions of the Country. As of January 2016, it was the second-largest holder of coal reserves in the United States, owning or controlling over five billion tons of proven and probable reserves. As of the Petition Date, Arch employed approximately 4,600 full and part-time employees. Arch Coal, Inc. and 71 of its affiliates filed Chapter 11 bankruptcy petitions (Bankr. E.D. Mo. Case Nos. 16-40120 to 16-40191) on Jan. 11, 2016. The petition was signed by Robert G. Jones as senior vice president-law, general counsel and secretary. The Debtors disclosed total assets of $5.84 billion and total debt of $6.45 billion. Judge Charles E. Rendlen III has been assigned the case. The Debtors have engaged Davis Polk & Wardwell LLP as counsel, Bryan Cave LLP as local counsel, FTI Consulting, Inc. as restructuring advisor, PJT Partners as investment banker, and Prime Clerk LLC as notice, claims and solicitation agent. An Official Committee of Unsecured Creditors has been appointed in the case. The Committee has retained Kramer Levin Naftalis & Frankel LLP as counsel; Spencer Fane LLP as local counsel; Berkeley Research Group, LLC as financial advisor; Jefferies LLC as investment banker; and Blackacre LLC as coal consultant. BMB MUNAI: Delays Fiscal 2016 Form 10-K Report ---------------------------------------------- BMB Munai, Inc., filed with the U.S. Securities and Exchange Commission a Notification of Late Filing on Form 12b-25 with respect to its annual report on Form 10-K for the year ended March 31, 2016. The Company said the Annual Report could not be timely filed because management requires additional time to compile and verify the data required to be included in the report. According to the Company, the report will be filed within fifteen calendar days of the date the original report was due. During the fiscal year ended March 31, 2016, and the period from Aug. 25, 2014 (inception) to March 31, 2015, the Company realized no revenue. The Company anticipates that during the fiscal year ended March 31, 2016, total operating expenses will have increased approximately 258% compared to the period from inception to March 31, 2015. This increase was primarily attributable to increases in professional fees and general and administrative fees of approximately 131% and 545%, respectively, due to the acquisition of FFIN Securities, Inc., and FFIN's efforts to seek licensure to operate as a U.S. securities broker dealer, and to complete the acquisitions of Investment Company Freedom Finance LLC, and the securities brokerage and financial services business conducted by it in Russia, and its wholly owned subsidiary, Freedom Finance JSC, and the securities brokerage and financial services business conducted by it in Kazakhstan, and FFINEU Investments Limited and the securities brokerage and financial services business conducted by it in Cyprus. Because the Company realized only expenses during the fiscal year ended March 31, 2016, and the period from inception to March 31, 2015, it expects to realize a loss from operations during the fiscal year ended March 31, 2016, of approximately $496,000 and net loss of approximately $494,000 compared to a loss from operations of approximately $138,000 and a net loss of approximately $139,000 during the period from inception to March 31, 2015. About BMB Munai BMB Munai, Inc., is engaged in oil and natural gas exploration and production through Emir Oil LLP, which was sold to a third party entity in 2011. The Company has been focused on satisfying its post-closing undertakings in connection with the sale of Emir Oil, winding down its operations in Kazakhstan and exploring oil and gas opportunities. BMB Munai reported a net loss of $18,800 on $0 of revenues for the year ended March 31, 2015, compared with a net loss of $1.6 million on $0 of revenues for the year ended March 31, 2014. Eide Bailly LLP, in Salt Lake City, Utah, issued a "going concern" qualification on the consolidated financial statements for the year ended March 31, 2015, citing that BMB Munai, Inc. has no continuing operations that result in positive cash flow. This situation raises substantial doubt about its ability to continue as a going concern. BREITBURN ENERGY: Panel Hires Berkeley Research as Fin'l Advisor ---------------------------------------------------------------- The Official Committee of Unsecured Creditors of Breitburn Energy Partners LP, et al., seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Berkeley Research Group, LLC as financial advisor for the Committee, nunc pro tunc to June 6, 2016. The Committee requires BRG to: a. advise and assist the Committee and counsel in its review of the pre-petitions liens of the secured parties (the "Collateral and Lien Review"); b. in connection with the Collateral and Lien Review, and in coordination with Houlihan, review and provide analysis of any plan of reorganization and disclosure statement relating to the Debtors including, if applicable, the development and analysis of any plan of reorganization proposed by the Committee; c. advise and assist the Committee in the evaluation of the Debtors' contractual arrangements as they relate to the Collateral and Lien Review; d. in connection with the Collateral and Lien Review, monitor and trace cash receipts and disbursements to the appropriate source/asset as requested by the Committee; e. advise and assist the Committee and counsel (as requested), in its review of the use of proceeds from hedge terminations; f. attend Committee meetings and court hearings as may be requested by the Committee or its counsel; g. render such other general business consulting or assistance as the Committee or its counsel may been necessary, consistent with the role of a financial advisor; and h. perform other potential services as the Committee may request from time to time, including: rendering expert testimony, issuing expert reports and or preparing litigation, valuation and forensic analyses that have not yet been identified but as may be requested from time to time by the Committee and its counsel. Berkeley Research Group will be paid at these hourly rates: Christopher Kearns $940 Mark Shankweiler $875 Rick Wright $665 Michael Dellavalle $325 Brian Park $275 Managing Director $650-$940 Director $459-$650 Professional Staff $275-$450 Support Staff $125-$250 BRG will also be reimbursed for reasonable out-of-pocket expenses incurred. Christopher Kearns, Managing Director and a member Berkeley Research Group, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. BRG may be reached at: Christopher Kearns Berkeley Research Group, LLC 810 7th Avenue, 41st Floor New York, NY 10018 Tel: 212.782.1409 E-mail: ckearns@thinkbrg.com About Breitburn Energy Breitburn Energy Partners LP and 21 of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) 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. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as their conflicts counsel. The cases are pending before the Honorable Stuart M. Bernstein. The U.S. trustee for Region 2 appointed three creditors of Breitburn Energy Partners LP and its affiliates to serve on the official committee of unsecured creditors. The committee retained Milbank, Tweed, Hadley & McCloy LLP as its legal counsel. BREITBURN ENERGY: Panel Hires Houlihan as Financial Advisor ----------------------------------------------------------- The Official Committee of Unsecured Creditors of Houlihan Lokey Capital, Inc., et al., seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to retain Houlihan Lokey Capital, Inc., as financial advisor for the Committee, nunc pro tunc to May 26, 2016. The Committee requires Houlihan to: a. analyze business plans and forecasts of the Debtors; b. evaluate the assets and liabilities of the Debtors; c. assess the financial issues and options concerning (i) any potential sale of the Debtors, either in whole or in part, and (ii) the Debtor's chapter 11 plan(s) or reorganization or liquidation or any other chapter 11 plan(s); d. analyze and review the financial and operating statements of the Debtors; e. provide financial analyses as the Committee may require in connection with these chapter 11 cases, including, but not limited to, a valuation of the Debtors and/or their business or assets; f. assist in the determination of an appropriate capital structure for the Debtors; g. assist with a review of the Debtors' employee benefit programs, including key employee retention, incentive, pension and other post-retirement benefit plans; h. analyze strategic alternatives available to the Debtors; i. evaluate the Debtors' debt capacity in light of its projected cash flows; j. assist in the review of claims and with the reconciliation, estimation, settlement, and litigation wit respect thereto; k. assist the Committee in identifying potential alternative sources of liquidity in connection with any debtor-in-possesion financing, any chapter 11 plan(s) or otherwise; l. represent the Committee in negotiations with the Debtors and third parties with respect to any of the foregoing; m. provide testimony in court of behalf of the Committee with respect to any of the foregoing,if necessary; and n. provide other financial advisory and investment banking services as may be required by additional issues and developments not anticipated of the Engagement Effective Date, subject to the terms and conditions of the Engagement Letter. Pursuant to the parties' Engagement Letter, the Debtor has agreed to pay Houlihan for its services according to this compensation structure: 1. Monthly Fees: Houlihan shall be paid in advance a nonrefundable monthly cash fee of $150,000 ("Monthly Fee"). The first payment shall be made upon the approval of this Application by the Bankruptcy Court and shall be in respect of the period as from the Effective Date through the month in which payment is made. Thereafter, payment of the Monthly Fee shall be made on every monthly anniversary of the Effective Date during the term of this Agreement. Each Monthly Fee shall be earned upon the Houlihan's receipt thereof in consideration of Houlihan accepting this engagement and performing services as described herein; and 2. Deferred Fee: in addition to other fees provided for herein, the Debtors shall pay Houlihan a fee (the "Deferred Fee") to be paid in cash of $3,250,000. The Deferred Fee shall be earned and payable upon the confirmation of a Chapter 11 plan of reorganization or liquidation with respect to the Debtors. Houlihan will also be reimbursed for reasonable out-of-pocket expenses incurred. John-Paul Hanson, Managing Director of Houlihan Lokey Capital, Inc., assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. The Committee is also seeking to retain Berkeley Research Group, LLC ("BRG") to assist the Committee in its evaluation of the Debtor's collateral and lien reviews. Houlihan may be reached at: John-Paul Hanson Houlihan Lokey Capital, Inc. 245 Park Avenue, 20th Floor New York, NY 10167 Tel:212.497.4262 About Breitburn Energy Breitburn Energy Partners LP and 21 of its affiliates filed voluntary petitions for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) 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. Curtis, Mallet-Prevost, Colt & Mosle LLP serves as their conflicts counsel. The cases are pending before the Honorable Stuart M. Bernstein. The U.S. trustee for Region 2 appointed three creditors of Breitburn Energy Partners LP and its affiliates to serve on the official committee of unsecured creditors. The committee retained Milbank, Tweed, Hadley & McCloy LLP as its legal counsel. BURCON NUTRASCIENCE: Annual Meeting Set for Sept. 8 --------------------------------------------------- Burcon Nutrascience Corporation has advised shareholders of the Company that an annual meeting will be held on Sept. 8, 2016, at Morris J. Wosk Centre for Dialogue, 580 West Hastings Street, Vancouver, B.C. The record date of the meeting is July 25, 2016. About Burcon NutraScience Headquartered in Vancouver, Canada, Burcon NutraScience Corporation has developed a portfolio of composition, application, and process patents originating from its core protein extraction and purification technology. The Company's patented processes utilize inexpensive oilseed meals and other plant-based sources for the production of purified plant proteins that exhibit certain nutritional, functional and nutraceutical profiles. Burcon Nutrascience reported a loss of C$6.56 million on C$106,390 of revenue for the year ended March 31, 2016, compared to a loss of C$6.57 million on C$105,387 of revenue for the year ended March 31, 2015. As of March 31, 2016, Burcon had C$4.85 million in total assets, C$740,845 in total liabilities and C$4.11 million in shareholders' equity. "As at December 31, 2015, the Company had minimal revenues from its technology, had an accumulated deficit of C$75,940,041, and had relied on equity financings, private placements, rights offerings and other equity transactions to provide the financing necessary to undertake its research and development activities. As at December 31, 2015, the Company had cash and cash equivalents of C$1,908,210 and short-term investments of C$1,384,000. These conditions indicate existence of a material uncertainty that casts substantial doubt about the ability of the Company to meet its obligations as they become due and, accordingly, its ability to continue as a going concern," the Company stated in its quarterly report for the period ended Dec. 31, 2015. CAAMM PROPERTIES: Taps Coan Lewendon as Chapter 11 Counsel ---------------------------------------------------------- CAAMM Properties, LLC, seeks permission from the U.S. Bankruptcy Court for the District of Connecticut to employ Dean W. Baker, Esq., and the Law Offices of Dean W. Baker as its general chapter 11 counsel. DB will: a. give Debtor legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. take necessary action to formulate and put into effect an arrangement with creditors; c. prepare on behalf of the Debtor as debtor-in-possession necessary applications, answers, orders, reports and other legal papers; and d. perform all other legal services for Debtor as debtor-in- possession which may be necessary. Dean Warren Baker, Esq., an attorney at DB, assures the Court that the firm does not hold or represent any interest adverse to the Debtor or its estate in the matters upon which it is to be engaged and that it is a "disinterested person" within the meaning of Section 101(14) of Title 11, U.S. Code. The hourly rate of DB is currently $450. Mr. Baker has informed the Debtor that he will not share any compensation received or split fees. The Debtor wants to employ Mr. Baker under a general retainer because of the extensive legal services required by the Debtor-in-Possession. The sole member of the Debtor has paid to Coan, Lewendon, Gulliver & Miltenberger, LLC, a pre-petition retainer for fees and costs and the firm holds therefrom, as of the Petition date, the sum of $4,743 in its trust account for CAAMM. The principal has agreed, as disclosed previously by CLGM, to pay to counsel for fees and costs of the CAAMM case an additional $5,750. Upon approval of the Debtor's retention, the funds held by CLGM as retainer in this case will be delivered to Mr. Baker to be held pending further application to the Court. Originally, the Debtor applied for authority to retain CLGM as general Chapter 11 counsel. The Debtor acknowledge that there may be a conflict of interest for these jointly administered cases to be represented by the same firm because one estate is likely to be a creditor of the other. While an investigation respecting the amount of the claim continues, the Debtors believe the likelihood of some claim is sufficient that the language of Section 327(a) of the Bankruptcy Code would bar the same counsel from representing both. DB's law firm can be reached at: Dean W. Baker, Esq. Law Offices of Dean W. Baker 195 Church Street, Floor 8 New Haven, Connecticut 06510 CAAMM Properties, LLC, and Fair Haven Clam & Lobster Co., LLC, are involved in the business of shellfishing and cultivating and harvesting shellfish. FHC&L owns boats and equipment utilized in the business and CAAMM owns real estate where tanks and sorters and refrigeration equipment are housed and where docks affixed to the real estate provide moorage for the fishing vessels. The two companies are owned 100% by the same sole member, Michael Fraenza. Headquartered in New Haven, Connecticut, CAAMM Properties, LLC, filed for Chapter 11 bankruptcy protection (Bankr. D. Conn. Case No. 16-30622) on April 22, 2016, estimating its assets at between $500,000 and $1 million and its liabilities at between $1 million and $10 million. The petition was signed by Michael Fraenza, member. Judge Julie A. Manning presides over the case. Carl T. Gulliver, Esq., at Coan, Lewendon, Gulliver & Miltenberger LLC serves as the Debtor's bankruptcy counsel. Fair Haven Clam & Lobster Co., LLC, also filed on the same date for Chapter 11 bankruptcy protection (Bankr. D. Conn. Case No. 16-30623). The Debtors have filed a motion for joint administration of the bankruptcy estates. CAESARS ENTERTAINMENT: Notifies Nasdaq of Rule Noncompliance ------------------------------------------------------------ Caesars Entertainment Corporation provided formal notice to Nasdaq Stock Market indicating that, effective on July 1, 2016, the Company would not be in compliance with Nasdaq's audit committee requirements as set forth in Nasdaq Listing Rule 5605(c)(2)(A). As previously disclosed in a Current Report on Form 8-K filed by Caesars Entertainment on April 14, 2016, Mr. Lynn C. Swann, an independent director and a member of the Company's Audit Committee, Human Resources Committee, Nominating and Corporate Governance Committee and the 162(m) Plan Committee, resigned from the Board of Directors of the Company effective on June 30, 2016. As a result, commencing on July 1, 2016, and extending until such time that the Company appoints a replacement to fill Mr. Swann's seat on the Board and on the Audit Committee, the Company will not be in compliance with the Nasdaq's audit committee requirements. Under Nasdaq Listing Rule 5605(c)(2)(A), the audit committee must be comprised of at least three independent directors. As of the effective time of Mr. Swann's resignation, the Audit Committee will be comprised of two directors, each of whom are independent under the Nasdaq Listing Rules. Pursuant to Nasdaq Listing Rule 5605(c)(4)(A), the Company is given a cure period during which it is required to regain compliance with this listing rule. Under the listing rule, the Company has until the earlier of the Company's next annual stockholders' meeting or July 1, 2017. The Company expects to receive formal notification from Nasdaq regarding this failure to satisfy continued listing rules during the next few weeks. The Nominating and Corporate Governance Committee of the Company's Board has commenced the process of identifying a qualified independent director candidate to fill Mr. Swann's seat on the Board and the Audit Committee. The Company expects to fill the vacancy created by Mr. Swann's departure within the time period provided under Rule 5605(c)(4)(A). 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. CAL DIVE: Sues Arendal, Hoc Offshore Over Pemex Receivables ----------------------------------------------------------- Cal Dive Offshore Contractors, Inc., and Affiliated Marine Contractors, Inc., initiated an adversary proceeding against Arendal, S. de R.L. de C.V. and Hoc Offshore, S. de R.L. de C.V., seeking specific performance of the Defendants' contractual obligation to remit to the Debtors the Pemex Receivables, alleging the act willfully violates the automatic stay imposed in the Chapter 11 cases of the Debtors. The Complaint states that the Pemex Receivables "arises from the Purchase and Sale Agreement by and among Cal Dive Offshore Contractors, Inc., Affiliated Marine Contractors, Inc. and Arendal, S. de R.L. de C.V. dated as of July 23, 2015," which requires that "after certain liabilities to specified vendors for work performed for Petroleos Mexicanos were satisfied, all remaining Pemex Receivables were to be turned over to Cal Dive as they were collected, less fees to Arendal on certain collections specified in the PSA." Before closing the PSA, Cal Dive and Arendal agreed to enter into the Amendment on November 24, 2015, which transferred certain licenses to Arendal and added a provision to the PSA addressing a limited Value Added Tax issue. Cal Dive expected that the VAT payment metric of the Amendment would yield a benefit to the Debtors of an additional $1 million. The Debtors assert that the Pemex Liabilities were satisfied in March and April 2016, but instead of transferring the funds as they are contractually obligated to do, the Defendants recently contrived the position that Arendal is entitled to withhold all such funds pending the results of a tax audit for which Cal Dive had expressly disclaimed any liability and that should already have been resolved by the Defendants. The Debtors also assert that the Defendants have already collected approximately $2.5 million in Pemex Receivables and that the Defendants will also collect an additional $8 million in Pemex Receivables before the end of June 2016. Although Arendal recently offered to place the Pemex Receivables into an escrow account pending resolution of the tax audit in question, the Debtors relate that this offer is entirely untenable because: (a) Arendal has conditioned the offer on Cal Dive agreeing that the disputed tax liabilities could be satisfied with Pemex Receivables, a concession that would have been wholly at odds with Plaintiffs’ contractual rights under the PSA. (b) Arendal’s offer would apply to all Pemex Receivables collected going forward, even though the potential Audit exposure represents only a portion of the Receivables that Arendal and Hoc will collect, and Arendal and Hoc have no conceivable legal basis to retain these excess Receivables. (c) Arendal refuses to use the escrow agreement and escrow account to which the parties have already agreed. Attorneys for Cal Dive Offshore Contractors, Inc. and Affiliated Marine Contractors, Inc.: Mark D. Collins, Esq. Robert J. Stearn, Jr., Esq. Michael J. Merchant, ESq. Cory D. Kandestin, Esq. RICHARDS, LAYTON & FINGER, P.A. One Rodney Square 920 North King Street Wilmington, Delaware 19801 Telephone: (302) 651 7700 Facsimile: (302) 651-7701 Email: collins@rlf.com stearn@rlf.com merchant@rlf.com kandestin@rlf.com -- and -- Suzzanne S. Uhland, Esq. Stuart Sarnoff, Esq. O’MELVENY & MYERS LLP Times Square Tower Seven Times Square New York, NY 10036 Telephone: (212) 326-2000 Facsimile: (212) 326-2061 Email: suhland@omm.com ssarnoff@omm.com About Cal Dive Houston, Texas-based marine contractor Cal Dive International, Inc., provides manned diving, pipelay and pipe burial, platform installation and salvage, and light well intervention services to the offshore oil and natural gas industry on the Gulf of Mexico OCS, Northeastern U.S., Latin America, Southeast Asia, China, Australia, West Africa, the Middle East, and Europe. Cal Dive and its U.S. subsidiaries filed simultaneous voluntary petitions (Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015. Through the Chapter 11 process, the Company intends to sell non-core assets and intends to reorganize or sell as a going concern its core subsea contracting business. Cal Dive disclosed total assets of $571 million and total debt of $411 million as of Sept. 30, 2015. The Debtors tapped Richards, Layton & Finger, P.A., as counsel, O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker LLP as corporate counsel; and Kurtzman Carson Consultants, LLC, as claims and noticing agent. The Debtors also tapped Carl Marks Advisory Group LLC as crisis managers and appoint F. Duffield Meyercord as chief restructuring officer. The U.S. Trustee for Region 3 amended the committee of unsecured creditors in the case from five-member committee to four members. The Committee retained Akin Gump Strauss Hauer & Feld LLP and Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC as exclusive investment banker. Cal Dive Offshore Contractors, Inc., disclosed total assets of $233,273,806 and $311,339,932 in liabilities as of the Chapter 11 filing. CALIFORNIA HISPANIC: Taps Turton Commercial as Real Estate Broker ----------------------------------------------------------------- California Hispanic Commission on Alcohol and Drug Abuse, Inc., seeks permission from the Hon. Scott Clarkson of the U.S. Bankruptcy Court for the Central District of California to employ Turton Commercial Real Estate as real estate broker to market and sell certain residential real property owned by the Debtor and located in Sacramento, California. On June 13, 2016, the Debtor entered into a listing agreement retaining Turton as the listing agent on commercially reasonable terms as set forth in that certain Residential Listing Agreement to list for sale, inter alia, the Subject Property. The Listing Agreement for the Subject Property provides that Turton will be compensated for its services in an amount equal to 5% of the gross sales price for the sale of the Subject Property. The Debtor is informed and believes that the commission represents the standard commission rates used within the local real estate industry for sales of residential real property. The Listing Agreement provides for a listing price of $545,000 for the Subject Property. Turton acknowledges that its compensation will depend upon application to and approval by the Court of the terms and conditions of the sale after notice to creditors. The Debtor seeks to retain Turton to (a) market the Subject Property, (b) show the Subject Property to potential purchasers, (c) represent the Debtor as seller in connection with the sale of the Subject Property, and (d) advise the Debtor with respect to obtaining the highest and best offer available in the present market for the Subject Property. The Listing Agreement provides for a listing price of $545,000 for the Subject Property. Patrick Stelmach, licensed agent and director of Turton, assures the Court that as a broker with the firm, he is a disinterested person and that he has no interest adverse to the Estate in connection with his proposed retention by the Debtor. Turton can be reached at: Ken Turton Turton Commercial Real Estate 2409 L Street, Suite 200 Sacramento, CA 95816 Tel: (916) 573-3300 Fax: (916) 471-0290 E-mail: kenturton@turtoncom.com California Hispanic Commission on Alcohol and Drug Abuse, Inc., is a nonprofit California corporation in existence since 1975 that was founded to reduce the dependency of Hispanics on drug and alcohol. CHCADA's services include mandated out-patient substance abuse treatment designed to avert drug use and deter criminal behavior, residential substance abuse recovery programs to assist homeless individuals with counseling as to substance problems, transitional housing for women and children who have experienced domestic violence, and other services. CHCADA operates counseling facilities in California pursuant to contracts with Orange and Los Angeles counties. Some of CHCADA's facilities are leased properties and others are owned by CHCADA. CHCADA filed for Chapter 11 bankruptcy protection (Bankr. C.D. Calif. 16-10424) on Feb. 2, 2016. It is represented by: Jeremy V. Richards, Esq. Linda F. Cantor, Esq. Victoria A. Newmark, Esq. PACHULSKI STANG ZIEHL & JONES LLP 10100 Santa Monica Boulevard, 13th Floor Los Angeles, CA 90067 Tel: (310) 277-6910 Fax: (310) 201-0760 E-mail: jrichards@pszjlaw.com lcantor@pszjlaw.com vnewmark@pszjlaw.com CANCER GENETICS: Names John Roberts COO and EVP of Finance ---------------------------------------------------------- Cancer Genetics, Inc., announced that Mr. John "Jay" Roberts, MBA, will join the senior executive team as COO and EVP of Finance on July 11, 2016. Mr. Roberts brings deep operational and financial experience to CGI with a strong track record of disciplined growth, operational excellence, and shareholder value creation in multiple public and private healthcare technology and service companies including InfoLogix, AdvantEdge Healthcare Solutions, Clarient and, most recently, VirMedica. His professional background includes a deep understanding of clinical and healthcare billing, diagnostics, clinical operations, and healthcare-focused IT. In addition, Mr. Roberts is a long-standing board member and incoming President-elect of the Drug Information Association (DIA), a neutral, global nonprofit association focused on advancing health care product development around the world by connecting stakeholders to interdisciplinary insights and innovation. "I am looking forward to joining an esteemed team at CGI that is focused on innovation, establishing a global leadership position in oncology diagnostics, and helping to maximize the commercial potential of our assets and capabilities while ensuring we operate in an efficient manner," said Roberts. "I am very excited to join CGI at this stage in the company's evolution and I look forward to helping the team continue to build and share its vision with the broader healthcare industry." "Jay's expertise, insights, and history of operational and financial success are exactly what we need to better capitalize on the growth opportunities in front of CGI today," said Panna Sharma, president and CEO of Cancer Genetics. "His background coupled with his operational and financial skills are the ideal complement to our executive team and will play a key role in accelerating our vision of being the oncology diagnostics leader from bench to bedside." Mr. Roberts has a Master of Business Administration and Bachelor of Science from the University of Maine. He has served as a recognized thought leader and expert panelist for numerous publications and programs related to corporate finance and mergers and acquisitions in the healthcare industry. The Employment Agreement provides for, among other things, (i) an annual base salary of $300,000, and (ii) eligibility for an annual cash bonus of up to 35% of his base salary. Pursuant to the terms of the Employment Agreement and subject continued employment and the adoption of a new equity plan or amendment to increase the shares available for issuance under the Company's current equity incentive plan, the Company will grant to Mr. Roberts an option to purchase 120,000 shares of the Company's common stock. The Employment Agreement has an initial one year term and automatically renews for additional one-year terms. About Cancer Genetics Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage diagnostics company focused on developing and commercializing proprietary genomic tests and services to improve and personalize the diagnosis, prognosis and response to treatment (theranosis) of cancer. Cancer Genetics reported a net loss of $20.2 million on $18.0 million of revenue for the year ended Dec. 31, 2015, compared to a net loss of $16.6 million on $10.2 million of revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Cancer Genetics had $43.96 million in total assets, $15.7 million in total liabilities and $28.3 million in total stockholders' equity. CAPITOL BC: Hires BEG's Erickson as Chief Restructuring Officer --------------------------------------------------------------- Capitol BC, LLC seeks permission from the U.S. Bankruptcy Court for the District of Massachusetts to employ Bruce A. Erickson of B. Erickson Group, LLC as their Chief Restructuring Officer. The Debtor requires Mr. Erickson with the assistance of BEG to: a. provide management support for the wind-down and liquidation of the Debtor's assets, including but not limited to leasehold interest, while minimizing costs and the likelihood of additional claims; b. assist as necessary in any required court related activities, including, court appearances and testimony; c. assist with creditor relationships, including negotiating standstills, settlements, or other agreements as necessary; and d. assist with other issues as they are identified during the wind blown and liquidation process. BEG will be paid at these hourly rates: Mr. Erickson $350 Additional Personnel $195-$350 Prior to the Petition Date, BEG received $15,000 from the Debtor in connection with BEG's services in this case. Bruce A. Erickson, principal of B. Erickson Group, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. BEG may be reached at: Bruce A. Erickson B. Erickson Group, LLC 35 Salter St Portsmouth, NH 03801-5229 E-mail: bruce@bericksongroup.com About Capitol BC, LLC Capitol BC, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D.N.C.. Case No. 15-10411) on June 10, 2016. Hon. Joan N. Feeney presides over the case. Murphy & King professionals represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10,000 millionin assets and $10 million to $50 million in liabilities. The petition was signed by Bruce A. Erickson, CRO. CAPITOL BC: Hires Murphy & King as Counsel ------------------------------------------ Capitol BC, LLC seeks permission from the U.S. Bankruptcy Court for the District of Massachusetts to employ Murphy & King Professional Corporation as counsel for the Debtor and Debtor-in-possession. The Debtor requires M&K to: a. advise the Debtor with respect to its rights, powers, and duties as a debtor-in-possession in the continued operation and management of its business and properties; b. advise the Debtor with respect to any plan and any other matters relevant to the formulation and negotiation of a plan in this case; c. represent the Debtor at all heatings and matters in this bankruptcy case; d. prepare, on the Debtor's behalf, all necessary and appropriate applications, motions, answers, orders, reports, and other pleadings and other documents in this bankruptcy case; e. advise the Debtor with respect to, and assist in the negotiation and documentation of, financing agreements, debt and cash collateral orders, and related transactions; f. review and analyze the nature and validity of any liens asserted against the Debtor's property and advise the Debtor concerning the enforceability of such liens; g. advise the Debtor regarding its ability to initiate actions to collect and recover property for the benefit of its estate; h. advise and assist the Debtor in connection with the sale of any of the Debtor's assets; i. advise the Debtor concerning executory contracts and unexpired leases and the assumption, assignment, rejection, restructuring and/or recharacterization of such contracts and leases; j. review and analyze the claims of the Debtor's creditors, the treatment of such claims and the preparation, filing of prosecution of any objections to claims; k. commence and conduct any and all litigation necessary or appraise to assert rights held by the Debtor, protect assets of the Debtor's Chapter 11 estate or otherwise further the goal on completing the Debtor's bankruptcy case; and l. perform all other legal services and providing all other necessary legal advice to the Debtor as debtor-in-possession which may be necessary in the Debtor's bankruptcy case. M&K will seek compensation based upon its normal and usual hourly billing rates and will seek reimbursement of expenses. On the Petition Date, M&K held a retainer of $37,378. The filing fees for this Chapter 11 case, totaling $1,717 were paid from the Retainer. M&K is holding the balance of the Retainer ($35,681) as security for the payment of fees and expenses incurred by M&K with respect to services to be rendered in connection with its representation of the Debtor in this Chapter 11 case. D. Ethan Jeffery, shareholder of the law firm Murphy & King, Professional Corporation, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. M&K can be reached at: D. Ethan Jeffery Murphy & King, Professional Corporation One Beach Street, 21st Floor Boston, MA 02108 Tel: (617)423-0400 Fax: (617)556-8985 E-mail: dej@murphyking.com About Capitol BC, LLC Capitol BC, LLC filed a Chapter 11 bankruptcy petition (Bankr. M.D.N.C.. Case No. 15-10411) on June 10, 2016. Hon. Joan N. Feeney presides over the case. Murphy & King professionals represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10,000 millionin assets and $10 million to $50 million in liabilities. The petition was signed by Bruce A. Erickson, CRO. CICERO INC: Bruce Miller Resigns as Director -------------------------------------------- Bruce Miller notified Cicero Inc. of his resignation from the Company's Board of Directors, effective June 27, 2016, as disclosed in a regulatory filing with the Securities and Exchange Commission. About Cicero Inc. Cary, N.C.-based Cicero, Inc., provides business integration software solutions and also provides technical support, training and consulting services as part of its commitment to providing customers with industry-leading solutions. The Company focuses on the customer experience management market with emphasis on desktop integration and business process automation with its Cicero XM(TM) products. Cicero XM enables the flow of data between different applications, regardless of the type and source of the application, eliminating redundant entry and costly mistakes. Cicero Inc. reported a net loss applicable to common stockholders of $3.81 million on $1.94 million of total operating revenue for the year ended Dec. 31, 2015, compared to a net loss applicable to common stockholders of $4.05 million on $1.90 million of total operating revenue for the year ended Dec. 31, 2014. Cherry Bekaert LLP, in Raleigh, North Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, noting that the Company has suffered recurring losses from operations and has a working capital deficiency as of Dec. 31, 2015. These conditions raise substantial doubt about the Company's ability to continue as a going concern. CREATURE LLC: Taps Bush Kornfeld as Counsel ------------------------------------------- Creature, LLC, asks for authorization from the U.S. Bankruptcy Court for the Western District of Washington to employ Bush Kornfeld LLP a attorney. The Firm will: a. give debtor-in-possession legal advice with respect to its powers and duties as debtor-in-possession in the continued operation of its business and management of its property; b. take necessary action to avoid any liens subject to debtor-in-possession's avoiding powers; c. prepare on behalf of debtor as debtor-in-possession all necessary applications, answers, orders, reports, and other legal papers; and d. perform any and all other legal services for debtor as debtor-in-possession which may be necessary or advisable herein. The Firm will be paid at these hourly rates: James L. Day, Esq., Member $495 Professionals & Other Support Personnel $75-$525 James L. Day, Esq., a member of the Firm, assures the Court that the Firm represents no entity in connection with this case, is not a creditor of this estate, is disinterested as that term is defined in 11 U.S.C. Section 101(14), and does not represent or hold any interest adverse to the interest of the estate with respect to the matters on which it is to be employed. James L. Day, Esq. BUSH KORNFELD LLP LAW OFFICES 601 Union Street, Suite 5000 Seattle, WA 98101-2373 Tel: (206) 292-2110 Fax: (206) 292-2104 E-mail: jday@bskd.com Creature LLC, based in Seattle, Wash., sought Chapter 11 protection (Bankr. W.D. Wash. Case No. 16-12940) on May 31, 2016, and is represented by James L. Day, Esq., at Bush Kornfeld LLP. The Debtor disclosed $597,825 in assets and $2.63 million in liabilities at the time of the filing. CS MINING: Hires Snell & Wilmer as Local Counsel ------------------------------------------------ CS Mining, LLC, asks for authorization from the U.S. Bankruptcy Court for the District of Utah to employ Snell & Wilmer L.L.P. as local counsel, nunc pro tunc to June 2, 2016. The Firm will provide these services: (a) advising CS Mining with respect to preparing its response to the Involuntary Petition and taking all actions necessary to prepare and prosecute the response; (b) advising CS Mining with respect to its rights, powers and duties as a potential debtor and debtor-in-possession in the continued management and operation of its business and properties; (c) attending meetings and negotiating with representatives of creditors and other parties-in-interest; (d) advising and consulting CS Mining regarding the conduct of this case, including potential legal and administrative requirements of operating in Chapter 11; (e) advising CS Mining on matters relating to the evaluation of the assumption, rejection or assignment of unexpired leases and executory contracts; (f) taking all necessary action to protect and preserve CS Mining's estate, including the prosecution of actions on its behalf, the defense of any actions commenced against the estate, negotiations concerning all litigation in which CS Mining may be involved and objections to claims filed against the estate; (g) appearing before this Court, any appellate courts, and the Office of the U.S. Trustee for the District of Utah, and protecting the interests of CS Mining's estate before courts and the UST; and (h) performing all other necessary legal services and providing all other necessary legal advice to CS Mining in connection with the Involuntary Petition. The Firm will be paid at these hourly rates: David E. Leta, Esq., Partner $560 Troy J. Aramburu, Esq., Partner $370 Jeff D. Tuttle, Esq., Associate $270 The Firm represented CS Mining prior to the Involuntary Petition in matters unrelated to the current bankruptcy filing, and CS Mining has an unpaid prepetition account balance with the Firm of $6,258.63. To avoid any conflict with CS Mining, as part of the engagement contemplated by this application, the Firm has agreed to waive and release CS Mining from any and all amounts it owes to S&W prior to the Involuntary Date. Troy J. Aramburu, Esq., a partner with the Firm, assures the Court that the Firm is a disinterested person within the meaning of Section 101(14), as modified by Section 1107(b), and that its representation of CS Mining is permissible under Sections 327(a) and 328(a) and is in the best interests of the estate. The Alleged Debtor's counsel can be reached at: David E. Leta, Esq. Troy J. Aramburu, Esq. Jeffrey D. Tuttle, Esq. SNELL & WILMER L.L.P. 15 W. South Temple, Suite 1200 Salt Lake City, UT 84101 Tel: (801) 257-1900 Fax: (801) 257-1800 E-mail: dleta@swlaw.com taramburu@swlaw.com jtuttle@swlaw.com -- and -- Donald J. Detweiler, Esq. Francis J. Lawall, Esq. John H. Schanne II, Esq. PEPPER HAMILTON LLP Hercules Plaza, Suite 5100 1313 N. Market Street Wilmington, DE 19899-1709 Tel: (302) 777-6500 Fax: (302) 656-8865 E-mail: detweild@pepperlaw.com lawallf@pepperlaw.com schannej@pepperlaw.com CS Mining, LLC, is a mining and processing company headquartered in Milford, Utah. Purported creditors R.J. Bayer Professional Geologist, LLC; Minerals Advisory Group, LLC; Rollins Construction & Trucking, LLC; Rollins Machine, Inc.; and Oxbow Sulphur, Inc., filed an involuntary petition to put the Company into Chapter 11 bankruptcy (Bankr. D. Utah Case No. 16-24818) on June 2, 2016. Judge William T. Thurman presides over the case. Martin J. Brill, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P and George B. Hofmann, Esq., at Cohne Kinghorn PC serve as the Petitioners' counsel. DEPAUL INDUSTRIES: Hires Henderson Bennington as Accountants ------------------------------------------------------------ DePaul Industries and DePaul Services, Inc., seek authorization from the U.S. Bankruptcy Court for the District of Oregon to employ Henderson Bennington Moshofsky, P.C. as their accountants. The Debtors require HBM to: a. account for and prepare of Rule 2015 Reports as required b. account for and prepare of corporate tax returns for the Debtors going forward, as required; and c. assist the Debtors in accounting and tax matters as it may require. HBM will be paid at these hourly rates: Judith V. Bennington $240 Stephen P. Moshofsky $240 Lai Wa Ng $210 Inna L. Schtokh $180 Kenneth M. Bakondi $180 Kim E. Nordling $110 Trudy E. Bradetich $75 Tara Montgomery $65 Judith V. Bennington of Henderson Bennington Moshofsky, P.C., assured the Court that the firm does not represent any interest adverse to the Debtor and its estates. HBM may be reached at: Judith V. Bennington Henderson Bennington Moshofsky, P.C. 4800 S.W. Griffith Dr. Ste. 350 Beaverton, OR 97005 Phone: (503)641-2600 E-mail: judith@cpaoregon.om About DePaul Industries DePaul Industries is a non-profit corporation based in Portland, Ore., founded in 1971 with a mission of providing employment opportunities for people with disabilities. DePaul Services, Inc., was formed in 2004 as a separate Oregon non-profit corporation to segregate DPI's work for governmental entities from its non-governmental work. DePaul lost a major $1 million spice packaging customer in 2015. DPI and DSI filed chapter 11 petitions (Bankr. D. Ore. Case Nos. 16-32293 and 16-32294) on June 10, 2016, and are represented by Jeffrey C. Misley, Esq., and Thomas W. Stilley, Esq., at Sussman Shank LLP in Portland. At the time of the filing, the Debtors estimated their assets and liabilities at less than $10 million. Gail Brehm Geiger, acting U.S. trustee for Region 18, on June 22 appointed five creditors of DePaul Industries and DePaul Services, Inc., to serve on the official committee of unsecured creditors. DRIVING MISS DAISY: Hires Wartchow Law as Bankruptcy Counsel ------------------------------------------------------------ Driving Miss Daisy, Inc., seeks authorization from the Hon. Katherine A. Constantine of the U.S. Bankruptcy Court for the District of Minnesota to employ Lynn J.D. Wartchow, Esq., of Wartchow Law Office, LLC, as attorney, for the purpose of rendering professional services to the Debtor in all matters related to or which will arise out of and in the course of the administration of the Debtor's Chapter 11 proceeding. Ms. Wartchow will be paid $250 per hour for her services. Ms. Wartchow has not received from the Debtor any transfer, assignment, or pledge of property for fees or costs to be incurred in this proceeding, except for a $7,000 pre-petition retainer received on June 21, 2016, to be applied toward the payment of post-petition fees and costs in this matter, which is currently entirely held in her trust account. Ms. Wartchow, sole shareholder in the Firm, assures the Court that she doesn't hold nor represent any interest adverse to the Debtor in the Debtor's reorganization proceeding or with creditors of the Debtor, other parties in interest, or their respective attorneys or accountants, or the U.S. Trustee or any person employed in the Office of the U.S. Trustee, except that she has done pre-filing bankruptcy work to review the facts, discuss options, and to prepare the Chapter 11 filings and initial paperwork. The Firm can be reached at: Lynn J.D. Wartchow, Esq. WARTCHOW LAW OFFICE, LLC 5200 Willson Road, Suite 150 Edina, MN 55424 E-mail: lynn@wartchowlaw.com Driving Miss Daisy, Inc., filed for Chapter 11 bankruptcy protection (Bankr. D. Minn. Case No. 16-41865) on June 21, 2015. ELBIT IMAGING: Unit Signs Repayment Agreement with Financing Bank ----------------------------------------------------------------- Elbit Imaging Ltd. announced that Plaza Centers N.V., an indirect subsidiary of the Company, has signed a Debt Repayment Agreement with the financing bank of Zgorzelec Plaza Shopping Center in Poland. As part of the DRA, Plaza will make a payment of EUR1.1 million (in escrow) to the financing bank of the Shopping Center and the financing bank will deposit (in escrow) Release Letters for: (i) releasing a mortgage in favour of the Bank from a plot of land of Plaza in the city of Leszno, Poland; (ii) releasing of a recourse right obligation (of EUR1.1 million) under the corporate guarantee of Plaza and an additional subsidiary of Plaza; (iii) subordination agreement; and (iv) submission for enforcement on the loan. The DRA also states that Plaza is obliged to make its best effort and cooperate with the Bank in trying to sell Zgorzelec Plaza Shopping Center. Simultaneous with this, the financing bank will seek a third party to be an Appointed Shareholder to purchase the shares of Zgorzelec Plaza Shopping Center for EUR1. If a buyer or Appointed Shareholder is not found by 15 September 2016 the following steps will take place: The management of Zgorzelec Plaza Shopping Center will be transferred to an Appointed Manager elected by the Bank; The EUR1.1 million payment held in escrow will be transferred to the Bank; and the Release Letters will be given to Plaza and Plaza will stay as a silent shareholder in Zgorzelec Plaza Shopping Center until the end of 2016. On conclusion of the transaction, Plaza expects to recognise an accounting profit of circa EUR10 million. 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. ENGINEERED WELL SERVICE: Hires Willis & Wilkins as Attorney ----------------------------------------------------------- Engineered Well Service International, LLC seeks authorization from the U.S. Bankruptcy Court for the Western District of Texas to employ the Willis & Wilkins, LLP as Attorney. The Debtor requires Willis & Wilkins to: a. give the Debtor legal advice with respect to its powers and duties as Debtor-in-possession in the continued operation of its personal management of its property; b. take necessary action to collect property of the estate and full suits to recover the same; c. represent the Debtor in connection with the formulation and implementation of a Plan of Reorganization and all matters incident thereto; d. prepare on behalf of the Debtor the necessary applications, answers, orders, reports and other legal papers; e. object to disputed claim; and f. perform all other legal services for the Debtor as Debtor-in-possession which may be necessary. The Debtor agreed to compensate James S. Wilkins of Willis & Wilkins at the rate of $375 per hour to be applied against a retainer of $35,000 for pre-petition and post-petition services, costs and filing fees. James S. Wilkins, Esq., Willis & Wilkins, LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Willis & Wilkins may be reached at: James S. Wilkins Willis & Wilkins, LLP 711 Navarro Street, suite 711 San Antonio, TX 78205-1711 Telephone: (210)271-9212 Telecopier: (210)271-9389 Engineered Well Service International, LLC filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 16-51402) on June 23, 2016. EPICENTER PARTNERS: Cases Reassigned to Judge Madeleine Wanslee --------------------------------------------------------------- Judge Paul Sala of the U.S. Bankruptcy Court for the District of Arizona recused himself from Epicenter Partners LLC and Gray Meyer Fannin LLC's bankruptcy cases. The bankruptcy cases were reassigned to Judge Madeleine C. Wanslee. About Epicenter Partners Epicenter Partners, L.L.C. and Gray Meyer Fannin, L.L.C., sought Chapter 11 protection (Bankr. D. Ariz. Case No. 16-05493 and 16-05494) on May 16, 2016. On May 17, 2016, the Bankruptcy Court entered an order granting joint administration of the Debtors' cases, with Gray Meyer as lead case. GENIUS BRANDS: Business Unaffected by Brexit, Says CEO ------------------------------------------------------ Genius Brands International, Inc., distributed to its shareholders a letter on June 29, 2016. "I try to write regularly with the news going on within your company. Our news is good. The recent vote of the UK to exit the European Union has sent global markets in a tizzy. Yet it also illustrates one of the most interesting characteristics of Genius Brands International and the business of making animated cartoons," wrote Andy Heyward Chairman & CEO of Genius Brands. "Our business isn't really affected if Britain leaves or stays within the EU. Our business really doesn't depend on the price of oil. Nor will it go up or down if Kim Jung Un launches a new missile in the Sea of Japan. The business of making animated cartoons won't be affected whether Hillary Clinton or Donald Trump is elected our next President. Changes in technology or new distribution systems only enrich the intrinsic value of animated cartoons. Strong cartoon characters don't go obsolete and are not diminished by innovation. In fact, they are enhanced by it." A full-text copy of the letter is available for free at: https://is.gd/5Wf3uQ About Genius Brands Beverly Hills, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. Genius Brands reported a net loss of $3.48 million on $907,983 of total revenues for the year ended Dec. 31, 2015, compared to a net loss of $3.72 million on $926,000 of total revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, Genius Brands had $18.9 million in total assets, $4.74 million in total liabilities and $14.1 million in total equity. GREAT BASIN: Signs $75 Million Securities Purchase Agreement ------------------------------------------------------------ Great Basin Scientific, Inc., on June 29, 2016, entered into a Securities Purchase Agreement dated June 29, 2016, with certain investors pursuant to which the Company has agreed to issue $75 million in principal face amount of senior secured convertible notes of the Company and related Series H common stock purchase warrants. The Buyers will purchase Notes and related Series H Warrants through payment of cash at a discount by paying $906.67 for each $1,000 in principal face amount of Notes and related Warrants. The Notes will not bear any ordinary interest. The Company will receive total gross proceeds of $68 million, assuming all conditions for subsequent funding are met and no events of default occur. The SPA provides that each Buyer will pay for the Notes and the Warrants to be issued and sold to such Buyer at the closing (1) 8.8235% (approximately $6 million) of its applicable aggregate cash purchase price to the Company by wire transfer of immediately available funds and (2) 91.1765% (approximately $62 million) of its applicable aggregate cash purchase price to an account of the Company established for such Buyer by wire transfer of immediately available funds, such purchase price to be held and in accordance with and pursuant to the terms and conditions of an account control agreement between the Buyer and the bank. Subject to obtaining the stockholder approval and certain other equity conditions, the Restricted Cash will become unrestricted and released to the Company as follows: (i) $6 million on the fifth trading day after Jan. 30, 2017 (such date, the "First Amortization Date")), (ii) $8 million after the fifth trading day after the last business day of the calendar month following the First Amortization Date and (iii) $3,692,308 on the 75th trading day after the initial date the shares of common stock underlying the Notes are eligible to be resold pursuant to Rule 144 of the Securities Act of 1933, as amended, and each 30th calendar day thereafter until all Restricted Cash has become unrestricted and released. Release of the remaining cash purchase price will be subject to certain equity conditions including, but not limited to: (i) all shares of common stock issuable pursuant to the terms of the Notes, including the shares of common stock issuable upon the conversion requiring the satisfaction of the equity conditions (in each case, without regard to any restriction or limitation on conversions), shall be eligible for sale pursuant to Rule 144 without any volume limitation by the holder and no failure to have current public information under Rule 144 exists, and without the need for registration under any applicable federal or state securities laws; (ii) on each day during the required measuring period, the common stock is designated for quotation on an acceptable exchange or market and shall not have been suspended from trading on such exchange or market (other than suspensions of not more than five days and occurring prior to the applicable date of determination due to business announcements by the Company); (iii) during the measuring period, the Company shall have delivered all shares of common stock pursuant to the terms of the Notes and upon exercise of the Warrants to the holders on a timely basis; (iv) the shares of common stock issuable upon conversion may be issued in full without violating beneficial owner limitations and Nasdaq regulations as set forth in the Notes; (v) during the measuring period, the Company shall not have failed to timely make any payments within five Business Days of when such payment is due; (vi) during the measuring period, there shall not have occurred either (A) the public announcement of a pending, proposed or intended fundamental transaction which has not been abandoned, terminated or consummated, (B) an Event of Default or (C) an event that with the passage of time or giving of notice would constitute an Event of Default; (vii) the Company shall have no knowledge of any fact that would cause all shares of common stock issuable pursuant to the terms of the Notes, not to be eligible for sale pursuant to Rule 144 without any volume limitation by the Holder (including, without limitation, by virtue of an existing or expected public information failure under Rule 144) and any applicable state securities laws; (viii) during the measuring period, the Company otherwise shall have been in compliance with and shall not have breached any provision, covenant, representation or warranty of any documents related to the Note transaction; (ix) the holder shall not be in possession of any material, nonpublic information received from the Company; (x) the shares of common stock issuable upon conversion are duly authorized and listed and eligible for trading without restriction on an eligible market; (xi) the daily dollar trading volume of the common stock as reported by Bloomberg for each trading day during the measuring period shall be at least $800,000; (xii) on each trading day during the measuring period, the weighted average price of the common stock equals or exceeds $1.30 (as adjusted for any stock dividend, stock split, stock combination, reclassification or similar transaction); and (xiii) the Company shall have a number of shares of common stock duly authorized and reserved for the issuance pursuant to the terms of this Note that is equal to, or greater than, the quotient obtained by dividing (A) 165.5% of the applicable release amount, by (B) the conversion floor price (as set forth in the Note). Under the SPA, the Company has agreed to call a meeting of its stockholders within 65 days of closing, solicit proxies at such meeting and use its reasonable best efforts to obtain the approval of its stockholders for purposes of complying with NASDAQ Listing Rule 5635(d) for the issuance of shares of common stock underlying the Notes without giving effect to the exchange cap in the Notes in an amount that may be equal to or exceed 20% of the Company's common stock outstanding before the issuance of the Notes and the issuance of shares of common stock under the Warrants without giving effect to the exercise floor price set forth in the Warrants. Senior Secured Convertible Notes The Notes will be represented by a form of senior secured convertible note. In addition to the terms and conditions of the Notes, the Notes provide that the Company will repay the principal amount of Notes in 15 equal installments beginning on the First Amortization Date, and thereafter the last business day of each calendar month through to the maturity date. The price at which the Company will convert the installment amounts is equal to the lowest of (i) the then prevailing conversion price, (ii) 80% of the arithmetic average of the lower of (i) the three lowest daily weighted average prices of the common stock during the 20 consecutive trading day period ending on the trading day immediately preceding the Installment Date and (iii) the weighted average price of the common stock on the trading day immediately preceding the Installment Date, subject in all cases to a floor price of $1.00. Any holder of a Note may by notice to the Company accelerate up to four future installment payments to any applicable Installment Date, in which case the Company will deliver shares of Common Stock for the conversion of such accelerated payments. The holder of a Note may also by notice to the Company defer any installment payment to a later Installment Date. At any time after issuance the Notes will be convertible at the election of the holder into shares of common stock of the Company at an initial conversion price equal to $2.00. Conversion of the note is subject to a blocker provision which prevents any holder from converting into shares of common stock if their beneficial ownership of the common stock would exceed either 4.99% or 9.99% of the Company's issued and outstanding common stock, as elected by the holder at closing. Further, prior to the Company receiving the necessary Stockholder Approval, conversion of all Notes is limited to 19.99% of the Company's issued and outstanding common stock on the date of closing. The conversion price is subject to certain adjustments upon the occurrence of certain dilutive events, including the issuance of certain options or convertible securities, and upon the occurrence of certain corporate events, including stock splits and dividends. At any time after the date that is nine months from the closing, issue of the Notes, the Company shall have the right to redeem all, but not less than all, of the conversion amount then remaining under the Notes at a price equal to the greater of (x) 125% of the conversion amount being redeemed and (y) the product of (A) the conversion amount being redeemed and (B) the quotient determined by dividing (I) the greatest closing price of the shares of common stock during the period beginning on the date immediately preceding the Company's notice of redemption and ending on the Company redemption date, by (II) the lowest conversion price in effect during such period. Series H Warrants In connection with the issuance of the Notes under the SPA, the Company will also issue Series H Warrants, in the form attached to the SPA as Exhibit B, in an amount equal to 150% of the sum of the number of shares of common stock acquirable upon conversion of the Notes in full at the conversion price on the closing date. Each Series H Warrant will be exercisable by the holder beginning six months after the date of issuance and continuing for a period five years thereafter. Each Series H Warrant will be exercisable initially at a price equal to $2.08, subject to adjustments for certain dilutive events and subject to an exercise price floor equal to $1.70. The Series H Warrants are exercisable on a cashless basis in the event that there is no effective registration statement under the Securities Act covering the resale of the shares of Common Stock issuable upon exercise of the Series H Warrants. Security Agreement Pursuant to the SPA and the Notes, the Company will enter into a Pledge and Security Agreement with the lead investor, in its capacity as collateral agent for all holders of the Notes. The Security Agreement creates a first priority security interest (second priority interest until the Company's December 2015 senior secured convertible notes are paid in full) in all of the personal property of the Company of every kind and description, tangible or intangible, whether currently owned and existing or created or acquired in the future. Under the Security Agreement the Company will agree to certain conditions on its maintenance and use of the Collateral, including but not limited to the location of equipment and inventory, the condition of equipment, the payment of taxes and prevention of liens or encumbrances, the maintenance of insurance, the protection of intellectual property rights, and limitations on transfers and sales. Waiver Agreement with Holders of 2015 Convertible Notes As previously disclosed on the Current Report on Form 8-K filed with the SEC on Dec. 29, 2015, on Dec. 28, 2015, Great Basin Scientific, Inc. entered into a Securities Purchase Agreement in relation to the issuance and sale by the Company to certain buyers as set forth in the Schedule of Buyers attached to the SPA of $22.1 million aggregate principal amount of senior secured convertible notes and related Series D common stock purchase warrants. On June 29, 2016, the Company and certain buyers holding enough of the 2015 Notes and Series D Warrants to constitute the required holders under Section 9(e) of the 2015 SPA and Section 19 of the 2015 Notes entered into waiver agreements to waive: (i) the Company's restriction to incur Indebtedness (as defined in the 2015 Notes) in accordance with Section 17(a) of the 2015 Notes, (ii) the Company's restriction to incur Liens (as defined in the 2015 Notes) in accordance with Section 17(b) of the 2015 Notes, (iii) the Company's restriction to incur Indebtedness that ranks pari passu with the 2015 Notes pursuant to Section 16 of the 2015 Notes and (iv) the Company's restriction in incur Liens (as defined in the 2015 Notes) on certain types of intellectual property in accordance with Section 17(g) of the 2015 Notes, in each case of clauses (i) through (iii), solely with respect to entering into the Notes and related documents thereto and consummating the transactions contemplated thereby. Further the Company and certain buyers holding enough of the 2015 Notes and Series D Warrants to constitute the required holders under Section 10 of the Registration Rights Agreement entered into between the Company and the holders of the 2015 Notes and Series D Warrants entered into waiver agreements to waive: (i) any breach prior to and including June 29, 2016, under Section 2(a) of the Registration Rights Agreement for the Company's failure to have the initial registration statement brought effective by the initial effectiveness deadline, (ii) any right to Registration Delay Payments (as defined under the Registration Rights Agreement) prior to and including June 29, 2016 for failure to meet its obligations under Section 2(a), and (iii) compliance with the registration requirements of Section 2(a) from and including June 29, 2016, through Aug. 31, 2016. Waiver Agreement with Purchasers in June Unit Offering On May 26, 2016, the Company entered into subscription agreements with certain investors relating to the sale and issuance by the Company of up to 3,160,000 Units, at a price of $1.90 per Unit, each of which consists of one share of the Company's common stock and one Series G Warrant. The Unit Offering closed on June 1, 2016. On June 29, 2016, the Company and certain investors who executed Subscription Agreements in the Unit Offering representing on the closing date of the Unit Offering at least 67% of the aggregate number of shares of common stock purchased in the Unit Offering pursuant to the Subscription Agreements entered into waiver agreements to waive the lock-up on issuance of securities contained in Section 18 of the Subscription Agreements solely with respect to the Company's offering and consummation of the Notes and Series H Warrants, the offer and issuance of the placement agent warrants and the offer and issuance of the subordination warrants to be issued in connection with the Notes and Series H Warrants. A full-text copy of the Form 8-K report is available at: https://is.gd/lHDMHU About Great Basin Great Basin Scientific is a molecular diagnostic testing company focused on the development and commercialization of its patented, molecular diagnostic platform designed to test for infectious disease, especially hospital-acquired infections. The Company believes that small to medium sized hospital laboratories, those under 400 beds, are in need of simpler and more affordable molecular diagnostic testing methods. The Company markets a system that combines both affordability and ease-of-use, when compared to other commercially available molecular testing methods, which the Company believes will accelerate the adoption of molecular testing in small to medium sized hospitals. The Company's system includes an analyzer, which it provides for its customers' use without charge in the United States, and a diagnostic cartridge, which the Company sells to its customers. Great Basin reported a net loss of $57.9 million in 2015 following a net loss of $21.7 million in 2014. As of March 31, 2016, Great Basin had $27.6 million in total assets, $70.99 million in total liabilities, and a total stockholders' deficit of $43.4 million. Mantyla McReynolds, LLC, in Salt Lake City, Utah, issued a "going concern" opinion in its report on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has incurred substantial losses from operations causing negative working capital and negative operating cash flows. These issues raise substantial doubt about its ability to continue as a going concern. GUIDED THERAPEUTICS: Plans to Sell 5,000 Conv. Preferred Stock -------------------------------------------------------------- Guided Therapeutics, Inc., filed a Form S-1 registration statement with the Securities and Exchange Commission in connection with the offering of up to 5,000 shares of its Series D convertible preferred stock, together with warrants to purchase _______ shares of common stock, at a purchase price of $1,000 (and the shares issuable from time to time upon conversion of the Series D preferred stock and the exercise of the warrants) pursuant to this prospectus. The shares of Series D preferred stock and warrants are immediately separable and will be separately issued. Subject to certain ownership limitations, the Series D preferred stock will be convertible at any time at the holder's option into shares of the Company's common stock at an initial conversion price of $____ per share. Subject to similar ownership limitations, each warrant will be immediately exercisable for _____ shares of the Company's common stock, have an exercise price of $____ per share, and expire five years from the date of issuance. The warrants will be issued in book-entry form pursuant to a warrant agency agreement between us and our transfer agent. The Company's common stock is quoted on the OTCQB marketplace under the symbol "GTHP." The last reported sale price of the Company's common stock on the OTCQB on June 15, 2016, was $0.01 per share. The Company will use our best efforts to have the warrants quoted on the OTCQB marketplace on or before the closing. A full-text copy of the Form S-1 prospectus is available at: https://is.gd/G4dMkL About Guided Therapeutics Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP) -- http://www.guidedinc.com/-- is developing a rapid and painless test for the early detection of disease that leads to cervical cancer. The technology is designed to provide an objective result at the point of care, thereby improving the management of cervical disease. Unlike Pap and HPV tests, the device does not require a painful tissue sample and results are known immediately. GT has also entered into a partnership with Konica Minolta Opto to develop a non-invasive test for Barrett's Esophagus using the LightTouch technology platform. Guided Therapeutics reported a net loss attributable to common stockholders of $9.50 million on $42,000 of contract and grant revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $10.03 million on $65,000 of contract and grant revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Guided Therapeutics had $2.36 million in total assets, $7.81 million in total liabilities and a total stockholders' deficit of $5.45 million. HCSB FINANCIAL: Jennifer Harris Joins as SVP and CFO ---------------------------------------------------- Horry County State Bank is pleased to announce the addition of Jennifer W. Harris as senior vice president and chief financial officer. Ms. Harris will oversee all financial matters for the Bank. Ms. Harris comes to Horry County State Bank with 18 years of experience in the financial services industry. Most recently, Ms. Harris served as VP Senior Accountant - SEC Reporting of Park Sterling Bank in Charlotte, North Carolina, from September 2014 to May 2016. Prior to that, Ms. Harris served as SEC Financial Reporting Manager of Yadkin Bank in Statesville, North Carolina, from April 2009 to July 2014, when Yadkin Bank, and its holding company, Yadkin Financial Corporation, merged with VantageSouth Bancshares, Inc. and Piedmont Community Bank Holdings, Inc. Ms. Harris also has held various senior accounting roles at community banks across North Carolina. In addition to her community banking experience, Ms. Harris is a certified public accountant and began her career at a national public accounting firm, during which time which she specialized in auditing financial institutions. "We are excited to have Jennifer join our team as Chief Financial Officer. Her financial expertise and banking background will be a great asset to the Company's accounting and finance department," said Jan H. Hollar, chief executive officer at Horry County State Bank. On July 1, 2016, the Company and the Bank entered into an employment agreement with Ms. Harris. The employment agreement is initially for a term of three years and will thereafter be automatically extended for additional terms of one year unless either party delivers a notice of termination at least 90 days prior to the end of the term. Under the terms of her employment agreement, Ms. Harris will be entitled to an annual base salary of $130,000 per year, and the board of directors of the Company (or an appropriate committee thereof) will review Ms. Harris' base salary at least annually for adjustment based on her performance. Ms. Harris will be eligible to receive an annual cash bonus of up to 20% of her annual base salary if she achieves certain performance levels established from time to time by the board of directors, and she will be eligible to participate in the Company's long-term equity incentive program and for the grant of stock options, restricted stock, and other awards thereunder or under any similar plan adopted by the Company. Additionally, Ms. Harris will participate in the Company's retirement, welfare, and other benefit programs and be entitled to reimbursement for travel and business expenses. On July 1, 2016, the Bank received the necessary nonobjection from the FDIC and Federal Reserve Bank of Richmond for Ms. Harris to serve as the senior vice president and chief financial officer of the Bank and the Company. About HCSB Financial Loris, South Carolina-based HCSB Financial Corporation was incorporated on June 10, 1999, to become a holding company for Horry County State Bank. The Bank is a state chartered bank which commenced operations on Jan. 4, 1988. From its 13 branch locations, the Bank offers a full range of deposit services, including checking accounts, savings accounts, certificates of deposit, money market accounts, and IRAs, as well as a broad range of non-deposit investment services. During the third quarter of 2011, the Bank closed its Covenant Towers branch located at Myrtle Beach. All deposits were transferred to the Bank's Myrtle Beach branch and the Bank does not expect any disruption of service in that market for its customers. HCSB Financial reported a net loss available to common shareholders of $1.75 million on $13.7 million of total interest income for the year ended Dec. 31, 2015, compared to a net loss available to common shareholders of $1.40 million on $16.09 million of total interest income for the year ended Dec. 31, 2014. As of March 31, 2016, HCSB Financial had $363 million in total assets, $378 million in total liabilities and a total shareholders' deficit of $14.6 million. Elliott Davis Decosimo, LLC, in Columbia, South Carolina, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company has suffered recurring losses that have eroded regulatory capital ratios and the Company's wholly owned subsidiary, Horry County State Bank, is under a regulatory Consent Order with the Federal Deposit Insurance Corporation (FDIC) that requires, among other provisions, capital ratios to be maintained at certain levels. As of December 31, 2015, the Company's subsidiary is considered significantly undercapitalized based on its regulatory capital levels. These considerations raise substantial doubt about the Company's ability to continue as a going concern. The Company also has deferred interest payments on its junior subordinated debentures for 20 consecutive quarters as of December 31, 2015. Under the terms of the debentures, the Company may defer payments for up to 20 consecutive quarters without creating a default. Payment for the 20th quarterly interest deferral period was due in March 2016. The Company failed to pay the deferred and compounded interest at the end of the deferral period, and the trustees of the corresponding trusts, have the right, after any applicable grace period, to exercise various remedies, including demanding immediate payment in full of the entire outstanding principal amount of the debentures. The balance of the debentures and accrued interest as of December 31, 2015 were $6,186,000 and $901,000, respectively. These events also raise substantial doubt about the Company's ability to continue as a going concern as of Dec. 31, 2015. HENDERSON ENTERPRISES: Hires Deitz Shields as Attorneys ------------------------------------------------------- Henderson Enterprises, Inc., seeks authorization from the U.S. Bankruptcy Court for the Western District of Kentucky to employ Deitz Shields & Freeburger LLP as attorneys. The Debtor requires Deitz Shields & Freeburger to: a. give legal advice with respect to the general powers and duties of the Debtor-in-Possession in the continued operation of its business and management of its property; b. advice as to the exercise of a trustee's powers of avoidance under 11 U.S.C. 544 through 551; c. prepare on behalf of the debtor-in-possession of all necessary applications, answers, orders, reports and other legal papers; d. prosecute or defend of all litigation involving the debtor-in-possession arising in or related to this case; and e. perform of all other legal services for the debtor-in-possession which may appear necessary and appropriate, including representing the debtor-in-possession in an anticipated sale of a substantial part of its assets under 11 U.S.C. 363. Deitz Shields & Freeburger will be paid at these hourly rates: Sandra D. Freeburger $330 Kevin Shields $200 Paralegals $85 Sandra D. Freeburger, partner in the firm of Deitz Shields & Freeburger, LLP, assured the Court that the firm does not represent any interest adverse to the Debtors and their estates. Deitz Shields & Freeburger LLP may be reached at: Sandra D. Freeburger Deitz Shields & Freeburger LLP 101 First Street P.O. Box 21 Henderson, KY 42419-0021 Tel: 270-942-1028 270-830-0830 Fax: 270-830-9115 Henderson Enterprises, Inc. filed a Chapter 11 bankruptcy petition (Bankr. W.D. Ky. Case No. 16-40536) on June 23, 2016. HOTELWORKS DEVELOPMENT: Case Summary & 20 Top Unsecured Creditors ----------------------------------------------------------------- Debtor: HotelWorks Development, LLC dba Malana Hotels & Suites 1808 Apricot Glen Drive c/o Bob Zachariah Austin, TX 78746 Case No.: 16-51527 Nature of Business: Single Asset Real Estate Chapter 11 Petition Date: July 4, 2016 Court: United States Bankruptcy Court Western District of Texas (San Antonio) Judge: Hon. Craig A. Gargotta Debtor's Counsel: Raymond W. Battaglia, Esq. LAW OFFICES OF RAY BATTAGLIA, PLLC 66 Granburg Circle San Antonio, TX 78218 Tel: 210.601.9405 E-mail: rbattaglialaw@outlook.com Total Assets: $1.42 million Total Liabilities: $11.73 million The petition was signed by Bob Zachariah, president and CEO. A list of the Debtor's 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txwb16-51527.pdf INDEPENDENCE TAX: Incurs $588,000 Net Loss in Fiscal 2016 --------------------------------------------------------- Independence Tax Credit Plus L.P. II filed with the Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss attributable to the Partnership of $588,021 on $848,940 of total revenues for the year ended March 31, 2016, compared to a net loss attributable to the Partnership of $490,611 on $867,506 of total revenues for the year ended March 31, 2015. As of March 31, 2016, Independence Tax had $2.32 million in total assets, $17.2 million in total liabilities and a total partners' deficit of $14.9 million. The Partnership had originally invested approximately $47.0 million (not including acquisition fees of approximately $3.50 million) of the net proceeds of its Offering in fifteen Local Partnerships, all of which has been paid. The Partnership does not intend to acquire additional Properties. During the year ended March 31, 2016, the Partnership did not make any advances to the remaining Local Partnership. As of March 31, 2016, the Partnership has sold its limited partnership interests in thirteen Local Partnerships, and one Local Partnership sold its property and the related assets and liabilities. There can be no assurance as to when the Partnership will dispose of its last remaining investment or the amount of proceeds which may be received. However, based on the historical operating results of the remaining Local Partnership and the current economic conditions, the proceeds from such sale received by the Partnership will not be sufficient to return to the limited partners their original investments. A full-text copy of the Form 10-K is available for free at: https://is.gd/fGMhyR About Independence Tax Credit Plus L.P. II Based in New York, Independence Tax Credit Plus L.P. II was organized on Feb. 11, 1992, and commenced its public offering on Jan. 19, 1993. The general partner of the Partnership is Related Independence Associates L.P., a Delaware limited partnership. The general partner of Related Independence Associates L.P. is Related Independence Associates Inc., a Delaware Corporation. The ultimate parent of Related Independence Associates L.P. is Centerline Holding Company. The Partnership's business is primarily to invest in other partnerships owning leveraged apartment complexes that are eligible for the low-income housing tax credit enacted in the Tax Reform Act of 1986, some of which may also be eligible for the historic rehabilitation tax credit. The Partnership is in the process of developing a plan to dispose of all of its investments. INTREPID POTASH: Extends Debt Covenant Waiver Until July 15 ----------------------------------------------------------- Intrepid Potash Inc. announced it has reached an agreement to further extend the waiver of the financial covenants for the first quarter of 2016 under its long-term unsecured senior notes until July 15, 2016. The previous waiver from the noteholders would have expired on June 30, 2016. "We believe we have made good progress in the negotiations with our noteholders to date and are working towards a resolution to our debt covenant issues," said Bob Jornayvaz, Intrepid's executive chairman, president and CEO. "We appreciate the additional time this waiver provides to complete our negotiations." Intrepid's long-term unsecured senior notes consist of three series totaling $150 million with laddered maturities beginning in 2020. Intrepid also maintains a revolving credit facility of $8 million, which may only be used for letters of credit. The credit facility matures on the earlier of July 31, 2016, and the date on which the aggregate commitment under the credit facility is reduced to zero. Compliance with the revolving credit facility covenants for the first quarter of 2016 was previously waived until July 31, 2016, provided no earlier event of default occurs with the senior notes. About Intrepid Intrepid Potash -- http://www.intrepidpotash.com/-- is the only U.S. producer of muriate of potash and supplied approximately 9% of the country's annual consumption in 2015. Potash is applied as an essential nutrient for healthy crop development, utilized in several industrial applications and used as an ingredient in animal feed. Intrepid also produces a specialty fertilizer, Trio(R), which delivers three key nutrients, potassium, magnesium, and sulfate, in a single particle. Intrepid serves diverse customers in markets where a logistical advantage exists; and is a leader in the utilization of solar evaporation production, one of the lowest cost, environmentally friendly production methods for potash. After the idling of its West mine in July 2016, Intrepid's production will come from three solar solution potash facilities and one conventional underground Trio(R) mine. As of March 31, 2016, Intrepid had $627.37 million in total assets, $218.36 million in total liabilities and $409 million in total stockholders' equity. ION WORLDWIDE: Hires AMSL as Co-Counsel --------------------------------------- iON Worldwide Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ A.M. Saccullo Legal, LLC as co-counsel for the Debtors, nunc pro tunc to June 24, 2016. The Debtors require A.M. Saccullo to: a. take all necessary action to protect and preserve the Debtors' estate, including the prosecution of actions on the Debtors' behalf, the defense of any actions commenced against the Debtors, the negotiation of disputes in which the Debtors are involved, and the preparation of objection to claims filed against the Debtors' estate; b. provide legal advice with respect to the Debtors' powers and duties as debtors in possession in the continued operation of their businesses and management of their property; c. negotiate, prepare, and pursue confirmation of a plan and approval of a disclosure statement; d. prepare on behalf of the Debtors, as debtors in possession, necessary motions, applications, answers, orders, reports, and other legal papers in connection with the administration of the Debtors' estate; e. appear in Court and to protect the Debtors' interests; f. perform all other legal services in connection with these Cases as may reasonably be required. A.M. Saccullo will be paid at these hourly rates: Anthony M. Saccullo (member) $385 Thomas H. Kovach (special counsel) $385 The Debtor compensated A.M. Saccullo for its pre-petition services by payment of a retainer of $20,000. Prior to the filing the petition in this case, AMSL drew down the retainer to satisfy the time and expenses that were incurred prior to the filing. At present, A.M. Saccullo holds $6,948.50 -- the balance of its retainer -- in its IOLTA account. Anthony M. Saccullo, member of A.M. Saccullo Legal, LLC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. AMSL may be reached at: Anthony M. Saccullo A.M. Saccullo Legal, LLC 27 Crimson King Drive Bear, DE 19701 Tel: (302)836-8877 (302)836-8787 About iON Worldwide Inc. iON Worldwide Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 16-11543) on June 24, 2016. Hon. Laurie Selber Silverstein presides over the case. A.M. Sacullo Legal, LLC represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Giovanni Tomaselli, chief executive officer. ION WORLDWIDE: Hires Willamette as Financial Consultants -------------------------------------------------------- iON Worldwide Inc., and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Delaware to employ Willamette Management Associates as Financial Consultants, nunc pro tunc to June 24, 2016. iON Worldwide Inc., is a Delaware corporation which designs, develops and manufacture digital products. The Debtors require Willamette to analyse operating plan due diligence, and fair enterprise value of the Debtors. Willamette will be compensated as follows: a. the fee will be based of Willamette's standard hourly rates in effect at the time services are rendered plus out the pocket expenses. The standard hourly rates range from $720 to $150. Mr. Schweihs's standard hourly rate is $720. Expenses incurred for items such as data processing charges, express mail, telephones charges, and report production and reproduction charges specifically related to this assignment will be shown as a separate line on the firm's invoices. b. a retainer of $20,000 paid post filing by the Debtors will be applied to initial billing for the project. The Debtors will receive monthly invoices for the professional fees and expenses incurred during each billing period. To protect its analytical independence, as a matter of the firm's policy, Willamette retains the right to withhold or withdraw its work product until all outstanding invoices are paid. Robert P. Schweihs, managing director of Willamette Management Associates, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Willamette LLP may be reached at: Robert P. Schweihs Willamette Management Associates 800 West Bryn Mawr Avenue, Suite 950-N Chicago, IL 60631 Tel: 773-399-4300 Fax: 773-399-4310 About iON Worldwide Inc. iON Worldwide Inc. filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga. Case No. 16-11543) on June 24, 2016. Hon. Laurie Selber Silverstein presides over the case. A.M. Sacullo Legal, LLC represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Giovanni Tomaselli, chief executive officer. ISTAR INC: Signs $450 Million Credit Agreement with JPMorgan ------------------------------------------------------------ iStar Inc., on June 23, 2016, entered into a $450 million Amended and Restated Credit Agreement with JPMorgan Chase Bank, N.A., as administrative agent, and J.P. Morgan Securities LLC, Barclays Bank PLC and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as joint lead arrangers and bookrunners. The Credit Agreement provides for a senior secured credit facility that will mature in 16 consecutive quarterly installments equal to 0.25% of outstanding borrowings, payable beginning with the third fiscal quarter of 2016, with any remaining principal due on the final maturity date of July 1, 2020. The term loans issued under the facility bear interest at a rate of LIBOR plus 4.50%, with a 1.0% LIBOR floor, and were issued at 99.0% of par. Outstanding borrowings under the facility are collateralized by a first lien on a fixed pool of assets, with required minimum collateral coverage of not less than 1.25x outstanding borrowings (and other indebtedness associated with the collateral). The Company may withdraw collateral, including pursuant to a sale or repayment of a collateral asset, so long as the minimum coverage ratio will continue to be met. The Company is required to apply certain proceeds from principal payments, asset sales and recovery events in respect of the collateral to pay down outstanding borrowings. The Credit Agreement contains certain covenants relating to the collateral and restricted payments, among other matters, but does not contain corporate level financial covenants such as minimum net worth, fixed charge coverage or minimum unencumbered assets covenants. The Credit Agreement permits the Company to pay common stock dividends up to 100% of its REIT taxable income (calculated in accordance with the Credit Agreement) in any year, as well as stated dividends on outstanding preferred stock. The Credit Agreement contains customary events of default, including payment defaults, failure to perform covenants, defaults under other recourse indebtedness above specified thresholds, change of control, bankruptcy events and defaults under the collateral agreement. Certain of the events of default are subject to cure periods. A full-text copy of the Credit Agreement is available at: https://is.gd/NSpy4V About iStar Inc. New York-based iStar Inc., formerly known as iStar Financial Inc. (NYSE: SFI) provides custom-tailored investment capital to high-end private and corporate owners of real estate, including senior and mezzanine real estate debt, senior and mezzanine corporate capital, as well as corporate net lease financing and equity. The Company, which is taxed as a real estate investment trust, provides innovative and value added financing solutions to its customers. iStar Inc. reported a net loss allocable to common shareholders of $52.7 million on $515 million of total revenues for the year ended Dec. 31, 2015, compared to a net loss allocable to common shareholders of $33.7 million on $462 million of total revenues for the year ended Dec. 31, 2014. As of Dec. 31, 2015, the Company had $5.62 billion in total assets, $4.51 billion in total liabilities, $10.71 million in redeemable concontrolling interests, and $1.10 billion in total equity. * * * As reported by the TCR on June 26, 2014, Fitch Ratings had affirmed the Issuer Default Rating (IDR) of iStar Financial at 'B'. The 'B' IDR is driven by improvements in the company's leverage, continued demonstrated access to the capital markets and new sources of growth capital and material reductions in non- performing loans (NPLs). As reported by the TCR on Oct. 5, 2012, Standard & Poor's Ratings Services affirmed its 'B+' long-term issuer credit rating on iStar Financial. In October 2012, Moody's Investors Service upgraded the corporate family rating to 'B2' from 'B3'. The current rating reflects the REIT's success in extending near term debt maturities and improving fundamentals in commercial real estate. The ratings on the October 2012 senior secured credit facility takes into account the asset coverage, the size and quality of the collateral pool, and the term of facility. JOHN Q HAMMONS: Hires Merrick, Baker & Strauss as Counsel --------------------------------------------------------- John Q. Hammons Fall 2006, LLC and its debtor-affiliates seek permission from the U.S. Bankruptcy Court for the District of Kansas to employ Merrick, Baker & Strauss, PC as conflict counsel for the Debtors. The Debtors require Merrick Baker to: a. advise the Debtors with respect to its rights and obligations as debtors and debtor-in-possession and regarding other matters ob bankruptcy law as to those matters on which Merrick Baker is conflicts counsel; b. review and prepare and file of any portion of the schedules, motions, statement of affairs, plan of reorganization, or other pleadings of documents as conflict counsel which may be required in these proceedings; c. represent of the Debtors as needed as conflicts counsel at plan disclosure confirmation and related hearings, and any adjourned hearings therefore; d. represent the Debtors in adversary proceedings and other contested bankruptcy matters as conflicts counsel; and e. represent the Debtors and any other matter that may arise in connection with the Debtors' reorganization proceeding and its business operations where its general bankruptcy counsel Stinson Leonard Street LLP have a conflict. Merrick Baker will be paid at these hourly rates: Attorneys $250-$400 Secretary/Paralegal $25 Merrick Baker was retained by the debtors on or about June 18, 2016. On June 22, 2016, it received a retainer of $100,000. On June 24, 2016, it applied $10,000 against this retainer for its fees incurred prior to the commence of the Debtors' cases, leaving it with a net retainer of $90,000 Victor F. Weber, associate in the law firm of Merrick, Baker & Strauss, PC, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Merrick Baker may be reached at: Victor F. Weber Merrick, Baker & Strauss, PC 1044 Main Street, Suite 500 Kansas City, MO 64105 Tel: 816-221-8855 Fax: 816-221-7886 About John Q. Hammons Hotels & Resorts Springfield, Mo.-based John Q. Hammons Hotels & Resorts (JQH) -- http://www.jqhhotels.com/-- is a private, independent owner and manager of hotels in the United States, representing brands such as: Marriott, Hilton, Embassy Suites by Hilton, Sheraton, IHG, Chateau on the Lake Resort / Spa & Convention Center, and Plaza Hotels Collection. It has portfolio of 35 hotels representing approximately 8,500 guest rooms/suites in 16 states. John Q. Hammons Hotels & Resorts on June 27, 2016, disclosed that the family of companies, the Revocable Trust of John Q. Hammons, and their related affiliates, have filed voluntary petitions (Bankr. D. Kan. Case No. 16-21139 to Case No. 16-21208) to restructure under Chapter 11 of the U.S. Bankruptcy Code. The Debtors are represented by Mark A. Shaiken, Esq., Mark S. Carder, Esq., and Nicholas Zluticky, Esq., at Stinson Leonard Street LLP, in Kansas City, Missouri. The Debtors conflict counsel is Victor F Weber, Esq., at Merrick Baker and Strauss PC, in Kansas City, Missouri. At the time of filing, the Debtors had $100 million to $500 million in estimated assets and $100 million to $500 million in estimated liabilities. The petitions were signed by Greggory D Groves, vice president. The Revocable Trust of John Q. Hammons, John Q. Hammons Hotels and related companies are scheduled to go to trial July 26 in a dispute stemming from a 2005 agreement in which entities associated with Jonathan Eilian loaned Hammons $300 million. KAISA GROUP: Hong Kong Proceeding Granted Recognition ----------------------------------------------------- Judge Sean H. Lane of the U.S. Bankruptcy Court for the Southern District of New York issued an order recognizing the proceeding of Kaisa Group Holdings Ltd., pending before the High Court of Hong Kong Special Administrative Region, as a foreign main proceeding. Judge Lane also recognized Dr. Tam Lai Ling as the duly appointed authorized representative of Kaisa. Dr. Tam Lai Ling was authorized to operate Kaisa's business in relation to its chapter 15 case and was given authority to exercise the powers of a trustee. He was entrusted with the administration and realization of all of Kaisa's assets that are located in the territorial jurisdiction of the United States, including all claims and causes of action belonging to Kaisa. Judge Lane ordered all persons and entities that were given a notice of his Order and who are in possession, custody or control of property, or the proceeds thereof, of Kaisa located in the territorial jurisdiction of the United States to immediately Advise Dr. Tam Lai Ling by written notice sent to the following address: Suite 2001 20th Floor, Two International Finance Centre 8 Finance Street, Central, Hong Kong (Attn: Dr. Tam Lai Ling) Judge Lane further ordered that the written notice must set forth the following: (1) the nature of such property or proceeds; (2) when and how such property or proceeds came into the custody, possession and control of such person or entity; and (3) the full identity and contact information for such person or entity. About Kaisa Group Kaisa Group Holdings Ltd. (HKG:1638) -- http://www.kaisagroup.com/english/-- is an investment holding company, and its subsidiaries are engaged in property development, property investment and property management. Shenzhen, China-based Kaisa became the first Chinese developer to default on dollar-denominated debt when it failed to pay the coupon on two securities earlier in 2014. In October 2015, the builder reached an agreement with Bank of China Ltd. that enabled it to restart sales of some projects. The company said its offshore debt restructuring plan was approved by requisite majority of creditors at scheme meetings held by courts in Hong Kong and the Cayman Islands on May 20, 2016. Kaisa said holders of 96 percent of its offshore obligations, which are from outside of China, support the restructuring agreement negotiated in the Hong Kong proceeding. Kaisa Group filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11303) in the U.S. on May 5, 2016, to seek recognition of its proceedings in Hong Kong. Dr. Tam Lai Ling, the foreign representative, signed the petition. Attorneys at Ropes & Gray LLP serve as counsel in the U.S. cases. Kaisa listed $14.9 billion in debt and $16.1 billion in assets. KAISA GROUP: Recognition of Hong Kong Scheme Sought --------------------------------------------------- Dr. Tam Lai Ling, foreign representative of the debtor Kaisa Group Holdings Ltd., asks the U.S. Bankruptcy Court for the Southern District of New York to recognize the terms of Kaisa's scheme of arrangement. "The Hong Kong Scheme provides for a restructuring in which Kaisa's creditors holding 'offshore' claims arising out of debt issued by non-PRC entities under non-PRC law— the Scheme Claims—will be restructured. The Scheme Claims consist of Existing HY Notes, Convertible Bonds, and Existing Offshore Loans... New York law governs both (i) the Existing HY Notes and (ii) an 'Intercreditor Agreement' providing that the holders of the Existing HY Notes, the Convertible Bonds and certain Existing Offshore Loans have equal priority in respect of, and a pro rata entitlement to, specified security interests," the Foreign Representative Contends. The Hong Kong Scheme contemplates a restructuring in which the Existing HY Notes, Convertible Bonds, and Existing Offshore Loans are combined into a single class for voting purposes, with each participating holder entitled to select among the following three options: (a) Option 1 – New HY Notes and CVRs: A combination of (i) new notes ("New HY Notes")30 issued at an exchange rate of 1:1 with new principal amounts, new maturity dates, and new interest coupon schedules; and (ii) contingent value rights ("CVRs"), providing upside sharing in the event that one or more specified trigger events occur. (b) Option 2 – New HY Notes Only: New HY Notes issued at an exchange rate of 1:1.02598 with new principal amounts, new maturity dates, and new interest coupon schedules; or (c) Option 3 – Mandatorily Exchangeable Bonds: New convertible bonds ("Mandatorily Exchangeable Bonds," and together with the New HY Notes and CVRs, the "Scheme Instruments") issued at an exchange rate of 1:1. The Foreign Representative tells the Court that the consummation of the Hong Kong Scheme and Scheme Releases will have, among others the following effects: (a) all Scheme Claims will be cancelled upon issuance of the Scheme Instruments; (b) Scheme Creditors will be deemed to have entered into, and be bound by, among others, the definitive restructuring agreements giving effect to the terms of the Hong Kong Scheme ("Restructuring Documents"); (c) Scheme Creditors holding Existing HY Notes, the Convertible Bonds and certain of the Existing Offshore Loans currently have the benefit of certain guarantees provided by some of Kaisa's subsidiaries ("Subsidiary Guarantors"). Those Scheme Creditors also separately have the benefit of certain share pledges which benefit is to be pari passu under the Intercreditor Agreement with, among others, Kaisa and certain of Kaisa's subsidiaries ("Subsidiary Guarantor Pledgors"). As part of the Hong Kong Scheme, each relevant trustee will enter into an "Amended and Restated Intercreditor Agreement," pursuant to which the security will be shared for the benefit of all Scheme Creditors on a pari passu basis; (d) the Scheme Claims will be released and discharged fully and absolutely upon the issuance of the Scheme Instruments; and (e) The Debtor and Debtor Related Parties shall also be released unconditionally from possible claims arising from the Scheme Claims ("Scheme Releases"). "Recognizing and enforcing the Hong Kong Scheme and the Hong Kong Sanction Order could thus not upset the principles of fairness under U.S. law and, indeed, would further the key policy considerations of comity and recognition of a foreign court's insolvency powers where procedural fairness is evident. In the absence of any public policy concerns, the Requested Relief must be granted on the basis of comity and Bankruptcy Code section 1509(b)(3)," the Foreign Representative avers. The Foreign Representative's Motion is scheduled for hearing on July 14, 2016 at 11:30 a.m. The deadline for the filing of objections to the Foreign Representative's Motion is set on July 8, 2016 at 5:00 p.m. Dr. Tam Lai Ling, Foreign Representative of Kaisa Group, is represented by: Mark I. Bane, Esq. ROPES & GRAY LLP 1211 Avenue of the Americas New York, NY 10036-8704 Telephone: (212)596-9000 Facsimile: (212)596-9090 E-mail: mark.bane@ropesgray.com - and - Joshua Y. Sturm, Esq. ROPES & GRAY LLP 800 Boylston Street Boston, MA 02199-3600 Telephone: (617)951-7000 Facsimile: (617)951-7050 E-mail: joshua.sturm@ropesgray.com About Kaisa Group Kaisa Group Holdings Ltd. (HKG:1638) -- http://www.kaisagroup.com/english/-- is an investment holding company, and its subsidiaries are engaged in property development, property investment and property management. Shenzhen, China-based Kaisa became the first Chinese developer to default on dollar-denominated debt when it failed to pay the coupon on two securities earlier in 2014. In October 2015, the builder reached an agreement with Bank of China Ltd. that enabled it to restart sales of some projects. The company said its offshore debt restructuring plan was approved by requisite majority of creditors at scheme meetings held by courts in Hong Kong and the Cayman Islands on May 20, 2016. Kaisa said holders of 96 percent of its offshore obligations, which are from outside of China, support the restructuring agreement negotiated in the Hong Kong proceeding. Kaisa Group filed a Chapter 15 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11303) in the U.S. on May 5, 2016, to seek recognition of its proceedings in Hong Kong. Dr. Tam Lai Ling, the foreign representative, signed the petition. Attorneys at Ropes & Gray LLP serve as counsel in the U.S. cases. Kaisa listed $14.9 billion in debt and $16.1 billion in assets. KCC INTERNATIONAL: Case Summary & 20 Largest Unsecured Creditors ---------------------------------------------------------------- Debtor: KCC International LLC 4212 San Felipe, Suite 417 Houston, TX 77027 Case No.: 16-33375 Chapter 11 Petition Date: July 4, 2016 Court: United States Bankruptcy Court Southern District of Texas (Houston) Judge: Hon. Karen K. Brown Debtor's Counsel: John Akard, Jr., Esq. COPLEN & BANKS, P.C. 11111 McCracken, Suite A Cypress, TX 77429 Tel: 832-237-8600 Fax: 832-202-2088 E-mail: johnakard@attorney-cpa.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $10 million to $50 million The petition was signed by Willis Pumphrey, sole member. A copy of the Debtor's list of its 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txsb16-33375.pdf LINC USA GP: Cash Use Budget Until Sept. 18 Approved ---------------------------------------------------- The U.S. Bankruptcy Court for the Southern District of Texas entered a second interim order authorizing Linc USA GP and its affiliated Debtors to obtain postpetition financing and use cash collateral. The Court approved the 13-week Budget which covers the period beginning on June 26, 2016 and ending on Sep. 18, 2016. The Budget projects total operating disbursements amounting to $7,195,581. The operating disbursements include Ad Valorem Taxes, Liability Insurance, Corporate Payroll, Corporate Benefits, Field Level Payroll, Field Level Benefits and Non-payroll Overhead, among others. The final hearing on the Debtor's DIP Motion is scheduled on July 11, 2016 at 1:00 p.m. A full-text copy of the Second Interim Order, dated June 21, 2016, is available at https://is.gd/AITf0R About Linc USA GP Each of Linc USA GP, Linc Energy Finance (USA), Inc., Linc Energy Operations, Inc., Linc Energy Resources, Inc., Linc Gulf Coast Petroleum, Inc., Linc Energy Petroleum (Wyoming), Inc., Paen Insula Holdings, LLC, Diasu Holdings, LLC, Diasu Oil & Gas Company, Inc., Linc Alaska Resources, LLC and Linc Energy Petroleum (Louisiana), LLC filed a voluntary petition for relief under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No. 16-32689) on May 29, 2016. Linc USA GP and its subsidiaries operate an independent oil and gas exploration and production business with a primary focus on conventional onshore and shallow state water properties along the Gulf Coast of Texas and properties in the Powder River Basin of Wyoming. The Debtors, through their majority owned subsidiary, Renaissance Umiat, LLC (which is not a Debtor), also own oil and gas properties in the Umiat field on Alaska's North Slope. The Debtors are ultimately owned by Linc Energy Ltd., an Australian corporation established in the year 2000, shares of which were listed on the Singapore Stock Exchange. Linc Energy Ltd. entered into voluntary administration in Australia on April 15, 2016. The Debtors estimated assets in the range of $50 million to $100 million and debts of up to $500 million. As of the Petition Date, the Debtors estimate that they owed approximately $5.8 million to their vendors. Bracewell LLP serves as the Debtors' counsel. Kurtzman Carson Consultants LLC acts as the Debtors' notice, claims and balloting agent. Judge David R Jones presides over the cases. MAIN STREET SCHOOLS: Case Summary & 20 Largest Unsecured Creditors ------------------------------------------------------------------ Debtor: Main Street Schools, LLC dba Montessori Country Day School 8718 Tyler Drive Argyle, TX 76226 Case No.: 16-41222 Chapter 11 Petition Date: July 4, 2016 Court: United States Bankruptcy Court Eastern District of Texas (Sherman) Judge: Hon. Brenda T. Rhoades Debtor's Counsel: Eric A. Liepins, Esq. ERIC A. LIEPINS P.C. 12770 Coit Road, Suite 1100 Dallas, TX 75251 Tel: (972) 991-5591 E-mail: eric@ealpc.com Total Assets: $758,898 Total Liabilities: $1.29 million The petition was signed by William J. Vesterman, sole member of general partner. A copy of the Debtor's list of its 20 largest unsecured creditors is available for free at http://bankrupt.com/misc/txeb16-41222.pdf MUSCLEPHARM CORP: Stockholders Elect Four Directors --------------------------------------------------- The 2016 annual meeting of stockholders of MusclePharm Corporation was held on June 27, 2016, at which the stockholders: (1) elected Ryan Drexler, Stacey Jenkins, Michael Doron and William Bush as directors; (2) ratified the appointment of EKS&H LLP as the Company's independent registered public accounting firm for the fiscal year ending Dec. 31, 2016; (3) approved, on a non-binding, advisory basis, the compensation paid to the Company's named executive officers; and (4) approved, on a non-binding, advisory basis, frequency of every year for future non-binding advisory votes on compensation of the Company's named executive officers. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. MusclePharm Corporation reported a net loss of $13.8 million in 2014, a net loss of $17.7 million in 2013 and a net loss of $19 million in 2012. As of March 31, 2016, MusclePharm had $61.2 million in total assets, $73.1 million in total liabilities and a total stockholders' deficit of $11.9 million. MVP TRANS: Hires Ballstaedt Law Firm as Counsel ----------------------------------------------- MVP Trans Inc., seeks authorization from the U.S. Bankruptcy Court for the District of Nevada to employ The Ballstaedt Law Firm as counsel for Debtor-In-Possession The Debtor requires Ballstaedt Law Firm to: a. institute, prosecute, or defend any contested mattes arising out of this bankruptcy proceeding in which the Debtor may be a party; b. assist in the recovery and liquidation of estate assets, and to assist in protecting and preserving the same when necessary; c. assist in determining the priorities and statutes of claims and in filing objections thereto when necessary; d. assist in preparation of a disclosure statement and Chapter 11 plan of reorganization; and e. advise Applicant and perform all other legal services for the Applicant which may be or become necessary in this bankruptcy proceeding. Ballstaedt Law Firm will be paid at these hourly rates: Attorneys $300 Paralegals $150 Ballstaedt Law Firm and Debtor have agreed to an initial retainer amount of $3,667 plus the court filing fee of $1,717. The Law Firm received from the Debtor, prior to the petition date, a payment of $5,384 of which $1,717 of the amount has been used to pay the court filing fee. Ballstaedt Law Firm will also be reimbursed for reasonable out-of-pocket expenses incurred. Seth Ballstaedt, principal of the Law Office of Ballstaedt Law Firm, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. Ballstaedt Law Firm may be reached at: Seth Ballstaedt, Esq. Ballstaedt Law Firm 9555 S. Eastern Ave, Ste 210 Las Vegas, NV 89123 Phone: (702)715-0000 Fax: (702)666-8215 E-mail: help@ballstaedtlaw.com About MVP Trans Inc. MVP Trans Inc. filed a Chapter 11 bankruptcy petition (Bankr. D. Nev. Case No. 16-13016) on June 1, 2016. Hon. August B. Landis presides over the case. Ballstaedt Law Firm represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by Sergey Sergeyevsky, secretary, treasurer and director. NANOSPHERE INC: Luminex Corp. Completes Company Acquisition ----------------------------------------------------------- Luminex Corporation announced that Luminex has completed its previously announced acquisition of Nanosphere, Inc. "We are pleased to announce the completion of this transaction and welcome the Nanosphere team to the Luminex family. This transaction creates an exciting opportunity to enhance our four pillars of growth strategy by providing our customers with a wider array of products, increased support and services, and greater depth in both the molecular microbiology and diagnostic markets," said Homi Shamir, president and CEO of Luminex. "Consistent with the prior full year revenue estimate of between $28 to $30 million dollars, we expect Nanosphere to contribute between $13 million and $16 million to our consolidated revenue in 2016, and we expect its revenue to continue to grow at an annualized rate well into the double digits. We continue to enjoy strong momentum in our base business, and look forward to updating our formal 2016 revenue guidance on our second quarter earnings call." The previously announced tender offer expired at 12:00 Midnight Eastern Daylight time, at the end of June 29, 2016, and was not extended. The depositary for the tender offer advised Commodore Acquisition, Inc., a wholly owned subsidiary of Luminex, that, as of the expiration of the tender offer, a total of 45,252,609 shares were validly tendered and not withdrawn in the tender offer, representing a total of approximately 85.6% of Nanosphere's outstanding shares (excluding shares tendered pursuant to guaranteed delivery procedures but not yet delivered). In addition, notices of guaranteed delivery have been delivered with respect to 953,173 shares. Commodore Acquisition, Inc. accepted for payment all shares tendered in the tender offer and will pay for all such tendered shares promptly in accordance with the terms of the offer. Commodore Acquisition, Inc. subsequently completed the merger without a vote of Nanosphere's stockholders pursuant to Section 251(h) of the Delaware General Corporation Law, with Nanosphere surviving the merger as a wholly owned subsidiary of Luminex. Nanosphere shares shall cease trading on the Nasdaq Capital Market as of the close of business on June 30, 2016. In connection with the merger, all remaining Nanosphere shares (other than shares held by any Nanosphere stockholder who properly exercised appraisal rights under Section 262 of the Delaware General Corporation Law) not validly tendered into, or withdrawn from, the tender offer will be cancelled and converted into the right to receive US$1.70 per share in cash, the same consideration per share offered in the tender offer. Luminex expects to record charges for non-recurring cash and non-cash acquisition-related costs in connection with the transaction. The full extent of these charges will not be determined under the rules of purchase accounting until valuation has been completed. In addition, transaction-related professional fees will be expensed as incurred, as required by GAAP per ASC 805 Business Combinations. About Luminex Corporation Luminex is committed to applying its passion for innovation toward creating breakthrough solutions to improve health and advance science. The company is transforming global healthcare and life-science research through the development, manufacturing and marketing of proprietary instruments and assays utilizing xMAP open-architecture multi-analyte platform, MultiCode real-time polymerase chain reaction (PCR), and multiplex PCR-based technologies, that deliver cost-effective rapid results to clinicians and researchers. Luminex's technology is commercially available worldwide and in use in leading clinical laboratories, as well as major pharmaceutical, diagnostic, biotechnology and life-science companies. Luminex is meeting the needs of customers in markets as diverse as clinical diagnostics, pharmaceutical drug discovery, biomedical research including genomic and proteomic research, personalized medicine, biodefense research and food safety. For further information on Luminex Corporation and the latest advances in multiplexing using award winning technology, please visit http://www.luminexcorp.com/. About Nanosphere Nanosphere, Inc., develops, manufactures and markets an advanced molecular diagnostics platform, the Verigene System, that enables simple, low cost and highly sensitive genomic and protein testing on a single platform. The Verigene System includes a bench-top molecular diagnostics workstation that is a universal platform for genomic and protein testing and provides for multiple tests to be performed on a single platform, including both genomic and protein assays, from a single sample. Its proprietary nanoparticle technology provides the ability to run multiple tests simultaneously on the same sample. Nanosphere was founded by Chad A. Mirkin and Robert Letsinger on Dec. 30, 1999, and is headquartered in Northbrook, IL. Nanosphere reported a loss attributable to common shareholders of $42.84 million on $21.07 million of total revenue for the year ended Dec. 31, 2015, compared to a net loss attributable to common shareholders of $39.07 million on $14.29 million of total revenue for the year ended Dec. 31, 2014. As of March 31, 2016, Nanosphere had $39.78 million in total assets, $27.49 million in total liabilities and $12.29 million in total stockholders' equity. Deloitte & Touche LLP, in Chicago, Illinois, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2015, citing that the Company's recurring losses from continued use of cash to fund operations raise substantial doubt about its ability to continue as a going concern. PIONEER ENERGY: Amends Revolving Credit Facility ------------------------------------------------ Pioneer Energy Services has amended its existing senior secured revolving credit facility and modified certain covenants. "We are pleased to have closed on this amendment that provides Pioneer with adequate liquidity and financial flexibility to navigate the current market conditions," said Wm. Stacy Locke, Pioneer's president and chief executive officer. "While we do expect the activity in the second half of the year to be improved over the first half, we felt it was prudent to proactively work with our bank group to obtain more flexible covenant provisions." Under this new amendment: * For the fiscal quarters ending December 31, 2016 through June 30, 2017, the senior consolidated leverage ratios and interest coverage ratios will be suspended and replaced with a minimum EBITDA requirement. For the fiscal quarter ending on: (i) Dec. 31, 2016, EBITDA at the end of the prior six month period must not be less than $4 million, (ii) March 31, 2017, EBITDA at the end of the prior nine month period must not be less than $7 million, and (iii) June 30, 2017, EBITDA at the end of the prior twelve month period must not be less than $12 million. * The permissible senior consolidated leverage ratios for the following fiscal quarters were revised as follows: (i) as of September 30, 2016, to be no greater than 4.50 to 1.00, (ii) as of September 30, 2017, to be no greater than 5.00 to 1.00, and (iii) as of December 31, 2017, to be no greater than 4.00 to 1.00. * The permissible interest coverage ratios for the following fiscal quarters were revised as follows: (i) as of September 30, 2016, to be no less than 1.15 to 1.00, (ii) as of September 30, 2017, to be no less than 1.00 to 1.00, and (iii) as of December 31, 2017, to be no less than 1.25 to 1.00. * The aggregate amount of commitments is set at $175 million, a reduction of $25 million with a further reduction of $25 million to $150 million no later than Dec. 31, 2017. The availability of credit will be based on a borrowing base comprised of certain eligible cash, accounts receivables, inventory and equipment. At this time, the values of the Company's eligible assets are sufficient to meet the full $175 million revolver capacity. * Pricing increased to a fixed rate of LIBOR plus 550 basis points for the duration of the facility. "We remain committed to reducing debt to maintain a strong and flexible balance sheet and are also continuing to high-grade our drilling fleet by monetizing non-strategic assets when possible. We currently have $95 million outstanding and $17.3 million in committed letters of credit under the revolving credit facility." Locke said. Details of the amended credit agreement are available in a Current Report on Form 8-K filed with the Securities and Exchange Commission, a copy of which is available at https://is.gd/ulcNAo About Pioneer Energy Pioneer Energy Services Corp. provides land-based drilling services and production services to a diverse group of independent and large oil and gas exploration and production companies in the United States and internationally in Colombia. The Company also provides two of its services (coiled tubing and wireline services) offshore in the Gulf of Mexico. Pioneer Energy reported a net loss of $155.14 million in 2015 following a net loss of $38.01 million in 2014. As of March 31, 2016, Pioneer Energy had $786.52 million in total assets, $471.41 million in total liabilities and $315.11 million in total shareholders' equity. * * * As reported by the TCR on March 7, 2016, Moody's Investors Service, on March 3, 2016, downgraded Pioneer Energy Services Corp.'s Corporate Family Rating (CFR) to Caa3 from B2, Probability of Default Rating (PDR) to Caa3-PD from B2-PD, and senior unsecured notes to Ca from B3. "The rating downgrades were driven by the material deterioration in Pioneer Energy's credit metrics through 2015 and our expectation of continued deterioration through 2016. The demand outlook for drilling and oilfield services is extremely weak, as witnessed by the steep and continued drop in the US rig count" said Sreedhar Kona, Moody's Vice President. "The negative outlook reflects the deteriorating fundamentals of the services sector and the likelihood of covenant breaches" Pioneer Energy carries a "B+" corporate credit rating from Standard & Poor's Ratings. PRIME GLOBAL: Unit Signs MOU for Possible Joint Venture ------------------------------------------------------- PGCG Assets Holdings Sdn Bhd, a Malaysia corporation and Prime Global Capital Group Incorporated's wholly owned subsidiary, entered into a memorandum of understanding with Yong Tai Berhad, a public listed corporation in the main market of Bursa Malaysia Berhad engaged in the business of commercial and residential property development, to jointly develop the Company's land located at Puncak Alam held under H.S.(D) 5460, PT No. 9135, Mukim Ijok, Daerah Kuala Selangor, Negeri Selangor, measuring approximately 21.8921 hectors. Under the MOU, the parties agreed to use their best efforts to negotiate exclusively with each other regarding the terms and conditions of the definitive agreement to jointly develop the Land. Pursuant to the MOU, the parties agreed that PGCG and YTB will be entitled to 20% and 80%, respectively, of the estimated Gross Development Value of the Proposed JV, or at such percentage of estimated Gross Development Value as may be mutually agreed upon at a later date between the parties. The Gross Development Value of the Proposed JV is estimated to be Ringgit Malaysia Five Hundred Ten Million [RM510,000,000.00] or approximately United States Dollars One Hundred Twenty Five Million [USD125,000,000.00] based on the exchange rate of USD1 : RM4.08 as at 9.00am, 14.06.2016. This estimated Gross Development Value is an estimate and may be revised accordingly during the negotiation of the terms of the definitive agreement. The participation of the parties in the Proposed JV is conditional upon the following conditions precedent being fulfilled on or before 5.00 pm, Malaysian time on the expiry of 4 months from the date of this MOU with an automatic extension of 2 months from the expiry therefrom or such later date as agreed between the parties: (i) finalization of the negotiations between the parties and the terms and conditions and execution and delivery of the definitive agreement, in the form and substance that is satisfactory to the parties; (ii) completion of all viability studies, assessments and due diligences as required by YTB including but not limited to financial, legal, tax, technical and business due diligences and due diligence on the Proposed JV, and the parties being satisfied with the results of such viability studies, assessments and due diligences; and (iii) The parties will use reasonable efforts to negotiate and enter into the definitive agreement which will reflect the terms of this MOU and contain such other provisions as are usual and customary in transactions of this nature including customary representations and warranties, customary conditions to closing, indemnifications and covenants and the parties are satisfied on the warranties as agreed between the parties. If the definitive agreement concerning the Proposed JV is not executed by 5.00pm, Malaysian time on the Termination Date (or such later date as agreed between the parties) for whatever reason, then the parties are released from all further obligations and liabilities under the MOU. The MOU is governed by the laws of Malaysia. About Prime Global Kuala Lumpur, Malaysia-based Prime Global Capital Group operated in the following three business segments during fiscal year 2014: (i) software business (the provision of IT consulting, programming and website development services); (ii) plantation business (including oilseeds and castor seeds business); and (iii) its real estate business. In the fourth quarter of fiscal 2014, the Company discontinued its castor seeds business in China, and in December 2014 it discontinued the software business (the provision of IT consulting, programming and website services) in Malaysia. As a result, the Company no longer conduct business operations in China and anticipate winding down or otherwise selling its interests in the following entities: Power Green Investments Limited; Max Trend International Limited and Shenzhen Max Trend Green Energy Co Ltd. Prime Global reported a net loss US$1.59 million for the year ended Oct. 31, 2015, compared to a net loss of US$1.33 million for the year ended Oct. 31, 2014. As of April 30, 2016, the Company had US$50.6 million in total assets, US$19.4 million in total liabilities and US$31.1 million in total equity. Crowe Horwath (HK) CPA Limited, in Hong Kong, China, issued a "going concern" qualification on the consolidated financial statements for the year ended Oct. 31, 2015, citing that the Company has a working capital deficiency, accumulated deficit from recurring net losses and significant short-term debt obligations maturing in less than one year as of Oct. 31, 2015. All these factors raise substantial doubt about its ability to continue as a going concern. SAMSON RESOURCES: Seeks September Plan Hearing Amid Objections -------------------------------------------------------------- Samson Resources Corporation and its affiliated debtors submitted to the U.S. Bankruptcy Court for the District of Delaware a supplemental motion seeking to amend certain dates and deadlines in connection with the prosecution and confirmation of their Chapter 11 Plan. "Despite the Debtors' efforts to create consensus among all stakeholders, certain parties have indicated objections to the Plan (including as it may be amended), and there can be no certainty that these issues will be resolved through further discussions. Accordingly, by this motion, the Debtors request approval of an amended confirmation schedule through a confirmation hearing in late September 2016. By September -- barring a negotiated settlement -- all parties will have had a full and fair opportunity to prepare for Plan-related litigation and present their positions for adjudication by the Court," the Debtors contend. The Debtors anticipate the following potential objections, among others, to their Plan: (a) the validity of liens and claims held by the First Lien Lenders and the Second Lien Lenders; (b) the value of the Debtors' businesses, now and at the time of the Debtors' 2011 Acquisition and at the time of the issuance of the Second Lien Term Loan; (c) the First Lien Lenders' and Second Lien Lenders' entitlement to adequate protection; and (d) the propriety of the releases provided under the Plan and the sufficiency of the consideration provided therefor. The Debtors propose the Confirmation Schedule set forth as follows: July 21, 2016: Initial fact witness disclosure deadline and deadline to commence discovery requests. July 28, 2016: Expert witness designation deadline, commencement of document production, and deadline to serve discovery requests. Aug. 11, 2016: Initial deadline to respond to discovery requests. Aug. 15 - 18, 2016: Discovery dispute hearing Aug. 19, 2016: Disclosure statement hearing Aug. 22, 2016: Deadline to complete document production and supplemental fact witness disclosure deadline Aug. 25, 2016: Commencement of fact witness depositions, Debtor's deadline to produce expert report, and deadline to produce non-debtor expert reports Aug. 31, 2016: Deadline to complete fact witness depositions and Debtors' deadline to disclose rebuttal experts Sep. 12, 2016: Debtors' deadline to produce rebuttal expert report(s) Sep. 13, 2016: Commencement of expert witness depositions Sep. 16, 2016: Deadline to complete expert witness depositions Sep. 19, 2016: Plan objection deadline Sep. 20, 2016: Deadline to exchange Exhibit Lists Sep. 22, 2016: Pre-Trial status conference and Plan reply deadline Sep. 26, 2016: Confirmation hearing. Samson Resources Corporation and its affiliated debtors are represented by: Domenic E. Pacitti, Esq. Michael W. Yurkewicz, Esq. KLEHR HARRISON HARVEY BRANZBURG LLP 919 N. Market Street, Suite 1000 Wilmington, DE 19801 Telephone: (302)426-1189 Facsimile: (302)426-919 E-mail: dpacitti@klehr.com myurkewicz@klehr.com - and - Morton Branzburg, Esq. KLEHR HARRISON HARVEY BRANZBURG LLP 1835 Market Street, Suite 1400 Philadelphia, PA 19103 Telephone: (215)569-2700 Facsimile: (215)568-6603 E-mail: mbranzburg@klehr.com - and - Paul M. Basta, Esq. Edward O. Sassower, Esq. Joshua A. Sussberg, Esq. KIRKLAND & ELLIS LLP 601 Lexington Avenue New York, NY 10022 Telephone: (212)446-4800 Facsimile: (212)446-4900 E-mail: paul.basta@kirkland.com edward.sassower@kirkland.com joshua.sussberg@kirkland.com - and - James H.M. Sprayregen, Esq. Ross M. Kwasteniet, Esq. Brad Weiland, Esq. KIRKLAND & ELLIS LLP 300 North LaSalle Chicago, IL 60654 Telephone: (312)862-2000 Facsimile: (312)862-2200 E-mail: james.sprayregen@kirkland.com ross.kwasteniet@kirkland.com brad.weiland@kirkland.com About Samson Resources Samson Resources Corporation, et al., filed Chapter 11 bankruptcy petitions (D. Del. Lead Case No. 15-11934) on Sept. 16, 2015. Philip W. Cook, the executive vice president and chief financial officer, signed the petition. The Debtors estimated assets and liabilities of more than $1 billion. Samson is an onshore oil and gas exploration and production company with interests in various oil and gas leases primarily located in Colorado, Louisiana, North Dakota, Oklahoma, Texas, and Wyoming. The Operating Companies operate, or have royalty or working interests in, approximately 8,700 oil and gas production sites. Samson was acquired by KKR and Crestview from Charles Schusterman in December 2011 for approximately $7.2 billion. The investor group provided approximately $4.1 billion in equity investments as part of the purchase price. Kirkland & Ellis LLP represents the Debtors as general counsel. Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel. Alvarez & Marsal LLC acts as the Debtors' financial advisor. Blackstone Advisory Partners L.P. serves as the Debtors' Investment banker. Garden City Group, LLC serves as claims and noticing agent to the Debtors. Andrew Vara, acting U.S. trustee for Region 3, appointed three creditors of Samson Resources Corp. and its affiliated debtors to serve on the official committee of unsecured creditors. The Committee has tapped White & Case LLP as counsel and Farnan LLP as local counsel. * * * The Debtors, on May 16, 2016, filed a new debt-for-equity Chapter 11 Plan, a copy of whose Disclosure Statement is available at http://bankrupt.com/misc/SAMSONds0517.pdf The Plan contemplates an exchange of First Lien Claims for new first lien debt (including commitments under a new reserve-based revolving credit facility), Cash (including proceeds from Asset Sales, if any), and new common equity. In a subsequent filing, the Creditors Committee submitted a motion in court seeking the termination of the Debtors' exclusivity periods to file, and solicit acceptances for that, a Chapter 11 plan. As reported in the May 26, 2016 edition of The Troubled Company Reporter, the Committee claimed that "the Debtors' Amended Plan on file represents a no win choice for unsecured creditors: vote for the plan and get less than one would in a Chapter 7 liquidation; fight the plan and either get nothing or end up six months down the road with no plan and administrative expenses running out of control." SFX ENTERTAINMENT: Court Approves Expansion of FTI's Services ------------------------------------------------------------- Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District of Delaware granted SFX Entertainment, Inc., et al.'s to expand the scope of the FTI retention, to specifically include: (a) the FTI Brazil Professionals' assistance to assess the needs of the SFX Brazil Entities' operations, coordinate with the Debtors' lenders to obtain any necessary credit support for the SFX Brazil Entities, develop business plan alternatives, and (b) appointment of the Debtor's ACRO, Christopher T. Nicholls, as Chief Executive Officer of Beatport, LLC. The retention of the FTI Brazil Professionals and Mr. Nicholls' expanded role as CEO of Beatport will be governed by the same terms and conditions of the Retention Order, as modified to account for the retention and fees of the FTI Brazil Professionals. FTI Brazil Professionals' fees will be paid, at the Debtors' option, either directly by the SFX Brazil Entities, by certain of the Debtors' wholly-owned indirect non-debtor European subsidiaries, or from proceeds of the Debtors' DIP Facility. The Debtors shall provide notice to the DIP Lenders and their counsel prior to the FTI Brazil Professionals incurring fees totaling $50,000 in respect of the services to be performed by the FTI Brazil Professionals pursuant to the Motion. As reported in the July 1, 2016 edition of the TCR, the Debtors sought authority from the U.S. Bankruptcy Court for the District of Delaware (a) to expand the scope of the services to be rendered by FTI Consulting, Inc. as the Debtors' crisis and turnaround manager, (b) for FTI to add additional personnel, nunc pro tunc to May 18, 2016, and (c) for FTI to provide Christopher T. Nicholls to serve as the Chief Executive Officer. The assistance of additional personnel from FTI's Brazil offices (the "FTI Brazil Professionals") is necessary to represent the Debtors' interests with respect to the SFX Brazil Entities. Among other responsibilities, the FTI Brazil Professionals will assess the needs of the SFX Brazil Entities' operations, coordinate with the Debtors' lenders to obtain any necessary credit support for the SFX Brazil Entities, develop business plan alternatives, and assist with the development of strategic alternatives for the business. FTI Brazil Professionals will be paid at these hourly rates: Title Rate Per Hour ($USD) Senior Managing Director $850 Managing Director $750 Director $680 Senior Consultant $475 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. Greenberg Traurig, LLP serves as the Debtors' counsel. Kurtzman Carson Consultants LLC acts as the Debtors' claims and noticing agent. The Debtor hired FTI Consulting Inc. to provide crisis and turnaround management services. An Official Committee of Unsecured Creditors has retained Pachulski Stang Ziehl & Jones LLP as counsel, and Conway Mackenzie, Inc., as financial advisor. SKYPEOPLE FRUIT: Nasdaq Sets Oct. 11 Listing Compliance Deadline ---------------------------------------------------------------- SkyPeople Fruit Juice, Inc., a producer of fruit juice concentrates, fruit juice beverages and other fruit-related products, on June 29 disclosed that on June 24, 2016, the Company received a letter from the Nasdaq Listing Qualifications Staff (the "Nasdaq Staff"). The letter states that the Company has been granted an exception to file both its annual report on Form 10-K for the period ended December, 31, 2015 (the "Form 10-K"), and its quarterly report on Form 10-Q for the period ending March 31, 2016 (the "Form 10-Q"), on or before Oct. 11, 2016, so as to regain compliance with Nasdaq Rule 5250(c)(1). On June 23, 2016, the Company submitted an updated plan of compliance to Nasdaq Staff which details that the new auditor, Wei, Wei & Co., LLP has begun its audit work on May 9, 2016 but requires additional time in order to complete the audit. This is due to the lack of in-house personnel who is familiar with U.S. GAAP and the complexity of the business and operations of the Company, including but not limited to, confirmations with agricultural raw materials purchased from rural farmers and small collectively operating farmer groups, and the more than 200 distributors spread throughout China, all of which has caused much more work for the audit team. On May 20, 2016, the Company hired an outside accountant who is a U.S. Certified Public Accountant and familiar with U.S. GAAP. The Company expects to complete and file the Form 10-K and Form 10-Q by the end of September 2016. As previously disclosed, the Company no longer complies with Nasdaq listing rules as stipulated by Nasdaq Rule 5250(c)(1) due to its inability file its Form 10-K for the fiscal year ended December 31, 2015 and its Form 10-Q for the first quarter ended March 31, 2016, in a timely manner. In the event that the Company does not file its Form 10-K and Form 10-Q, as well as any other delinquent reports on October 11, 2016, Nasdaq Staff has stated that it will provide written notification that the Company's securities will be delisted. At that time, the Company may appeal the Nasdaq Staff's determination to a Hearing Panel under Listing Rule 5815(a). About SkyPeople Fruit Juice SkyPeople Fruit Juice, Inc. -- http://www.skypeoplefruitjuice.com/ -- a Florida company, through its wholly-owned subsidiary Pacific Industry Holding Group Co., Ltd. ("Pacific"), a Vanuatu company, and SkyPeople Juice International Holding (HK) Ltd., a company organized under the laws of Hong Kong Special Administrative Region of the People's Republic of China and a wholly owned subsidiary of Pacific, holds 73.42% ownership interest in SkyPeople Juice Group Co., Ltd. ("SkyPeople (China)") and 100% ownership interest in SkyPeople Foods (China) Co., Ltd. ("SkyPeople Foods China"). SkyPeople (China) and ("SkyPeople Foods China"), together with their operating subsidiaries in China, are engaged in the production and sales of fruit juice concentrates, fruit beverages, and other fruit related products in the PRC and overseas markets. The Company's fruit juice concentrates are sold to domestic customers and exported directly or via distributors. Fruit juice concentrates are used as a basic ingredient component in the food industry. Its brands, "Hedetang" and "SkyPeople," which are registered trademarks in the PRC, are positioned as high quality, healthy and nutritious end-use juice beverages. SYNCARDIA SYSTEMS: Files for Bankruptcy After Failed IPO -------------------------------------------------------- SynCardia Systems, Inc., a medical technology company, filed a voluntary petition under Chapter 11 of the Bankruptcy Code months after a failed launch of an initial public offering of the Company's common stock which resulted in a liquidity shortfall. SynCardia, a privately-held company with global headquarters and manufacturing in Tucson, Arizona, is focused on developing, manufacturing and commercializing the SynCardia temporary Total Artificial Heart, or TAH-t, an implantable system designed to assume the full function of a failed human heart in patients suffering from advanced heart failure. As disclosed in Court filings, SynCardia has averaged approximately 141 implants annually since 2012. SynCardia patients currently use one of three Driver types: Circulatory Support System (CSS) Console, also known as Big Blue, Companion 2 or Freedom. The Driver is what powers and pumps the heart. SynCardia's customers include hospitals, surgical centers and mechanical circulatory support programs across the United States, Canada, Europe, Australia and Saudi Arabia. The Debtor has approximately 67 full time employees. For the year ending December 2015, the Debtor generated revenues of approximately $16.8 million and adjusted EBITDA loss of approximately $12.7 million. Through May 31, 2016, the Debtor had revenues of $7.1 million, which represented a 6% overall decrease over the comparable period in the prior year, according to Court documents. As of the Petition Date, the Debtor has outstanding debt obligation in the aggregate of approximately $48 million, consisting primarily of (a) $22 million in secured debt under its Amended and Restated First Lien Credit Agreement, (b) $14.5 million under its prepetition subordinated notes, and (c) approximately $11.5 million of accrued and unpaid interest and amounts owed on account to vendors and other unsecured creditors. In December 2015, the Debtor missed an interest payment and has entered into forbearance agreements with the predecessor-in- interest to its current senior secured agent, Sindex SSI Lending, LLC. The Debtor has also fallen behind on certain of its trade obligations. Last year, SynCardia attempted the IPO but decided to withdraw it following the FDA's public communication to transplant surgeons and cardiologists stating that preliminary information suggested a higher mortality rate for the subgroup of patients using the Companion 2 Driver System as compared to Big Blue. The letter had negative effects on centers as well as the Company's potential investors, said Stephen Marotta, SynCardia's chief restructuring officer. In consultation with its professionals and after careful examination by the Debtor's board of directors, the Debtor determined that Chapter 11 would provide the necessary tools to maximize asset value recovery to its creditors. The Debtor said its liquidity mandates an expedited sale process under Chapter 11. With the assistance of its advisors, the Debtor marketed its business prepetition, but was unable to secure an offer from outside of its capital structure. The Debtor has, however, received an offer to purchase its business, for a combination of $150,000 in cash and a partial credit bid of $19,000,000, plus amounts owing under the debtor-in- possession financing facility and the assumption of certain liabilities from Sindex. The Debtor intends to solicit higher and better offers than the Staking Horse Bid. On July 1, 2016, SynCardia entered into a stalking horse asset purchase agreement and a debtor-in-possession financing agreement with Sindex. Both the APA and DIP Agreement are contingent on milestones that, among other things, includes having a bid procedures hearing scheduled within 26 days of the Petition Date and having the Court consider the sale of the Debtor's business within 51 days of the Petition Date. The Debtor believes the transactions afforded by the APA offers the best value for its assets and has the greatest chance of continuing to service existing and future patients that rely on its artificial hearts. "A sale of the Debtor's assets will enable the Debtor's business to continue to operate as a going concern, retain its customer base and the subsequent services to individuals whose lives depend on the Debtor's continued business, and avoid an erosion of customer and vendor confidence that could result from a protracted chapter 11 process," said Mr. Marotta. The Company has hired Olshan Frome Wolosky, LLP as general counsel; Young, Conaway, Stargatt & Taylor, LLP as Delaware counsel; Ankura Consulting Group as restructuring advisor; Canaccord Genuity, Inc. as investment banker; and Rust Consulting/Omni Bankruptcy as claims and noticing agent. The case is pending in the U.S. Bankruptcy Court for the District of Delaware, Case No. 16-11599. Contemporaneously with the petition, the Debtor has filed various first day motions seeking authority to, among other things, obtain postpetition financing, use cash collateral, prohibit utility providers from discontinuing services, pay prepetition obligations to customers, use existing cash management system and pay employee obligations. A full-text copy of the declaration in support of the First Day Motions is available for free at: http://bankrupt.com/misc/2_SYNCARDIA_Affidavit.pdf TELKONET INC: Three Opposition Director Nominees Get Board Seats ---------------------------------------------------------------- Telkonet, Inc., held its annual meeting of stockholders on June 27, 2016, at which the stockholders: (a) elected Peter T. Kross, Leland D. Blatt, Arthur E. Byrnes (Opposition Nominiees), Jason L. Tienor and Tim S. Ledwick (Board Nominees) as directors; (b) ratified the appointment of BDO USA, LLP as the Company's independent registered public accounting firm for the year ended Dec. 31, 2016; (c) failed to ratify an amendment to the Company's Amended and Restated Articles of Incorporation to effect, at the discretion of the Company's Board of Directors, a reverse stock split of its common stock, par value $0.001 per share, at any time prior to next year's Annual Meeting of Stockholders by a ratio of not less than 1-for-10 and not more than 1-for-50, with the specific ratio, timing and terms to be determined by the Company's Board of Directors; and (d) ratified, on an advisory basis, the compensation of the Company's named executive officers as disclosed in the Company's Proxy Statement. About Telkonet Milwaukee, Wisconsin-based Telkonet, Inc., is a clean technology company that develops and manufactures proprietary energy efficiency and smart grid networking technology. Telkonet reported a net loss attributable to common stockholders of $207,357 on $15.08 million of total net revenues for the year ended Dec. 31, 2015, compared to a net loss attributable to common stockholders of $95,403 on $14.79 million of total net revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Telkonet had $11.42 million in total assets, $5.40 million in total liabilities and $6.01 million in total stockholders' equity. VERTELLUS SPECIALTIES: Creditors Object to Bid Procedures Motion ---------------------------------------------------------------- The Official Committee of Unsecured Creditors submitted to the U.S. Bankruptcy Court for the District of Delaware, their objection to Vertellus Specialties Inc., et al.'s bid procedures motion. The Creditors Committee cites, among others, these reasons for their objection: (1) The Debtors have proposed an expedited sales process, including milestones for the occurrence of certain events and a bid deadline at the worst possible time in the middle of August. There is no compelling reason to impose a rushed August 15th bid deadline, when a more appropriate deadline a few weeks later in September would assure the Court and other stakeholders in the cases that there has been sufficient time allowed for other bidders to be able to formulate and submit their bids. (2) The Debtors have asked the Court to approve an exorbitant Break-Up Fee of more than $13.6 million to be awarded to their Prepetition Term Lenders under the guise that they need enticement to become the stalking horse bidder and submit a credit bid for their collateral at 73% of the face amount of their secured debt. Essentially, the Debtors are asking the Court to approve a Break-Up Fee on what is tantamount to a secured creditor submitting a foreclosure bid on its collateral. Awarding an existing secured creditor an eight figure breakup fee simply for the privilege of submitting a credit bid is unprecedented, and would turn on its head the whole purpose and reasoning behind a bankruptcy court awarding a breakup fee in the first place. (3) The Debtors have proposed handing a blank check to the Stalking Horse Purchaser for Expense Reimbursement. The Debtors have presented no legal precedent for providing unlimited expense reimbursement, and the practice of the courts in this district has always been to place a cap on reasonable expense reimbursements. (4) The Debtors have proposed allowing the Stalking Horse Purchaser to credit bid the full amount of the purchase price to acquire the Purchased Assets despite the fact that the Purchased Assets improperly include valuable unencumbered assets, that are not part of their collateral. Such credit bidding is improper and would effectively expand the scope of the Prepetition Term Lender's liens, thereby depriving the Debtors' general unsecured creditors of the value of those unencumbered assets. (5) The Stalking Horse Purchaser is provided with consultation rights at various stages in the marketing and auction process due to the fact that it is the Debtors' Prepetition Term Lenders and DIP Lenders. While lenders typically have consultation rights, that is wholly inappropriate where, as here, the lender is an active bidder. Vertellus Specialties' Reply to Objection "All of the prospective bidders are aware of the timelines required by the proposed Bidding Procedures, and no party has expressed any concern regarding any 'fast-track' sale timeline, nor that the sale process may occur during late August. The Committee's assertions that the sale process is proceeding too quickly and during the 'worst possible time' are, therefore, unfounded... the Debtors, Stalking Horse Purchaser and DIP Lenders engaged in extensive negotiations with respect to expense reimbursements proposed to the Stalking Horse Purchaser and DIP Lenders, the required deposit for qualified bidders, the backstop premium payable to certain DIP Lenders, and other fees described in the Bidding Procedures and DIP Credit Agreement. As an initial matter, the Debtors' agreement to provide these protections to the Stalking Horse Purchaser, Prepetition Lenders and DIP Lenders is supported by the fact that these expenses are provided for in the Prepetition Credit Agreement and DIP Credit Agreement. Indeed it is likely that such fees, whether couched as Expense Reimbursement as part of the sale process or expenses incurred to enforce their prepetition claims and liens are a proper expense of which they are entitled reimbursement... the Committee raises concerns over the Stalking Horse Purchaser's ability to apply its credit bid rights toward assets on which it does not have a lien. This is not the intention of the Debtors nor, to their knowledge, the Stalking Horse Purchaser. The Debtors are willing clarify this in the relevant orders as necessary to address the Committee's concerns... The proposed Bidding Procedures in this case provide for nothing unusual with respect to the Stalking Horse Purchaser's consultation rights, do not constrict the ability of the Debtors to exercise their reasonable business judgment, and further provide for an open and fair review and selection of Qualified Bidders," the Debtors argue. Lenders Group and Stalking Horse Respond The Ad Hoc Group of Lenders under the prepetition Term Loan Agreement and the DIP Facility and the proposed Stalking Horse Purchaser ("Term Loan Lenders") assert that the bidding procedures, working in tandem with the DIP Facility, properly balance the risk of value degradation with the goal of maximizing creditor recoveries. They further assert that the sale process and timeline reflected in the Bidding Procedures and the funding made available under the DIP Facility necessarily comprise a "package deal". The Term Loan Lenders add that without the funding, there would be no sale process and without the sale process and the returns it promises, there could be no funding. The Term Loan Lenders argue that the Stalking Horse Purchaser is no different that any other stalking horse bidder, that it has conferred the requisite benefits on the Debtors, and that it should be afforded the bid protections on which its stalking horse bid is predicated. "The Term Loan Lenders do not take issue with the Committee's contention that they cannot exercise their credit bid rights to purchase 'assets on which they do not have a lien.'... However, entirely without merit are the Committee's parallel arguments that (a) there is a known pool of 'unencumbered assets' as to which credit bidding is currently prohibited; and (b) if any assets are determined to be unencumbered, such assets can only be purchased by the Term Loan Lenders with cash... In fact, the full pool of unencumbered assets will only be determined after the Committee completes its Challenge Period investigation, which must be concluded within sixty days of the Committee's appointment (i.e., on or before August 8, 2016)," the Term Loan Lenders aver. The Official Committee of Unsecured Creditors is represented by: Jeffrey R. Waxman, Esq. Eric J. Monzo, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 P.O. Box 2306 Wilmington, DE 19801-1494 Telephone: (302)888-6800 Facsimile: (302)571-1750 E-mail: jwaxman@morrisjames.com emonzo@morrisjames.com - and - Mark T. Power, Esq. Mark S. Indelicato, Esq. Janine M. Figueiredo, Esq. Joseph Orbach, Esq. HAHN & HESSEN LLP 488 Madison Avenue New York, NY 10022 Telephone: (212)478-7200 Facsimile: (212)478-7400 E-mail: mpower@hahnhessen.com mindelicato@hahnhessen.com jfigueiredo@hahnhessen.com jorbach@hahnhessen.com Vertellus Specialties Inc. and its affiliated 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 E-mail: 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 E-mail: richard.chesley@dlapiper.com daniel.simon@dlapiper.com david.avraham@dlapiper.com The Ad Hoc Group and the Stalking Horse Purchaser are represented by: Laura Davis Jones, Esq. James E. O'Neill, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 N. Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 (Courier 19801) Telephone: (302)652-4100 Facsimile: (302)652-4400 E-mail: ljones@pszjlaw.com joneill@pszjlaw.com - and - Peter K. Newman, Esq. Dennis C. O'Donnell, Esq. MILBANK, TWEEN, HADLEY & MCCLOY LLP 1 Chase Manhattan Plaza New York, NY 10005 Telephone: (212)530-5000 Facsimile: (212)530-5219 E-mail: pnewman@milbank.com dodonnell@milbank.com - and - Mark Shinderman, Esq. Julian Gurule, Esq. MILBANK, TWEED, HADLEY & MCCLOY, LLP 601 South Figueroa Street, 30th Floor Los Angeles, CA 90017-5735 Telephone: (213)892-4411 Facsimile: (213)892-4211 E-mail: mshinderman@milbank.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 debt between $500 million and $1 billion. The petitions were signed by Anne Frye, vice president, secretary and general counsel. VERTELLUS SPECIALTIES: Creditors Object to DIP Motion ----------------------------------------------------- The Official Committee of Unsecured Creditors submitted to the U.S. Bankruptcy Court for the District of Delaware, its limited objection to Vertellus Specialties Inc., et al.'s motion asking the Bankruptcy Court for authorization to obtain postpetition secured financing. The Committee relates that while it does not object to the DIP Facility in general, there are specific provisions of the DIP Credit Agreement and/or the Interim Order, which, if continued into the Final Order, would improperly benefit the Prepetition Secured Parties/DIP Secured Parties at the expense of the Debtors' estates and their other creditors. The Creditors Committee contends that several provisions in the DIP Credit Agreement and/or the Interim Order are neither reasonable nor "standard and customary" and would, if continued into the Final Order, improperly benefit the Prepetition Secured Parties and/or the DIP Secured Parties to the detriment of general unsecured creditors of the Debtors' estates. The Creditors Committee enumerates these provisions, among others, and its reasons as to why such provisions are unreasonable and improper: (a) The Prepayment Penalty: The Prepayment Penalty is simply unreasonable when viewed in light of the facts and circumstances of the cases. The purpose of the DIP Facility is to permit the Debtors to maintain their operations while the Chapter 11 sale process for their assets plays out. The Prepayment Fee, however, is completely with odds with that process and severely restricts the Debtors' ability to pursue sale and/or financing alternatives should they arise in the sale process. (b) The Backstop Premium: The Initial Lenders should only be entitled to a Backstop Fee on the amounts backstopped in excess of their own commitment to fund the DIP Facility. (c) Payment of Fees and Expenses: To the extent that a Secured Party seeks reimbursement of fees and expenses associated with the purchase of the Debtors' assets, such reimbursement must not be paid pursuant to the DIP Credit Agreement. Rather, any fees and expenses sought to be reimbursed in connection with the sale of the Debtors' assets should only be reimbursed within a specific cap pursuant to a separate order of the Court approving such bid protections and only if they are not the successful bidder. "The numerous sale-related milestones in the DIP Credit Agreement, which, if not adhered to, constitute a default... provide the DIP Lenders with unreasonable control over the sales process... The DIP Credit Agreement attempts to grant DIP Lenders liens and superpriority claims on all unencumbered assets including, but not limited to, Avoidance Actions and any proceeds or property recovered pursuant to Avoidance Actions... However, a grant of liens to the DIP Lenders on Avoidance Actions is inconsistent with the intent behind avoidance actions, which is to allow the debtor-in-possession to recover certain payments on behalf of all creditors... The Interim Order requires any Challenge to be asserted by the Committee within 60 days following the Formation Date... The proposed Challenge Period for the Committee is insufficient to enable the Committee to undertake a thorough investigation of the Debtors' complex capital structure, especially with respect to foreign assets. Rather, the Committee asserts that a period of one hundred twenty days at minimum, not the significantly shortened period as proposed, is a reasonable period of time for the Committee to undertake its investigation, particularly given the complexity and size of these cases and the many pending motions and events which require the Committee's attention at this early stage of the proceedings," the Official Committee avers. Vertellus Replies to Objection "The Debtors, Stalking Horse Purchaser and DIP Lenders engaged in extensive negotiations with respect to expense reimbursements proposed to the Stalking Horse Purchaser and DIP Lenders, the required deposit for qualified bidders, the backstop premium payable to certain DIP Lenders, and other fees described in the Bidding Procedures and DIP Credit Agreement. As an initial matter, the Debtors' agreement to provide these protections to the Stalking Horse Purchaser, Prepetition Lenders and DIP Lenders is supported by the fact that these expenses are provided for in the Prepetition Credit Agreement and DIP Credit Agreement... The Debtors, in their business judgment, have determined that these terms are in the best interest of the Debtors and their creditors, and will ultimately lead to a robust auction and sale process... contrary to the assertions in the Committee's DIP Objection, the Ad Hoc Group did, in fact, backstop the entire $110 million DIP Facility and has funded the entire amount of the Commitment as of the Closing Date of the DIP Loan. The Ad Hoc Group has borne the entire risk of the Payoff of the ABL Obligations and the other Prepetition Lenders assuming a portion of the Commitment. The backstop premium provided in the DIP Credit Agreement is protection and compensation for the Ad Hoc Group which took on this risk and in light of all of the fees charged under the DIP Credit Agreement is not unreasonable... the prepayment penalty provided for the DIP Credit Agreement is a standard business term in this context to provide a worthwhile return to the DIP Lenders. The Debtors understand that the DIP Lenders will agree that the prepayment penalty will not apply so long as the proposed sale schedule and milestones remain in place," the Debtors contend. Ad Hoc Lenders Group and Buyer Respond "Without citing any compelling legal authority, the Committee argues that the Court should not permit the Debtors to grant liens on, or superpriority claims with respect to, unencumbered assets, including the Avoidance Actions and their proceeds.... The Committee's argument is without merit and should be overruled... Notwithstanding the Committee's protestations, there is no prohibition under the Bankruptcy Code or relevant case law on granting postpetition liens on unencumbered assets or avoidance actions or the proceeds thereof. Indeed, the fallacy of the Committee's argument is plain, not the least because the Bankruptcy Code expressly authorizes the granting of liens on unencumbered assets under section 364(c)(2)... Contentions to the contrary notwithstanding, the Committee does not require any more time, funding, or consent rights to fulfill its statutory mandate in these Chapter 11 Cases... the Committee seeks to extend the duration of the Challenge Period and increase the amount of its investigation budget. Neither request is warranted because this is not a debtor with a complex capital structure or the funding capacity for a longer process. On the Petition Date only the Prepetition ABL Facility and the Prepetition Term Loan Facility were outstanding, a perfection review of which can be completed in matter of weeks. The Debtors and the Term Loan Lenders are prepared to cooperate fully with the Committee to facilitate the timely conclusion of its investigation and, if it is so concluded, no additional funding will be required to undertake these efforts," the Ad Hoc Group and proposed Stalking Horse Purchaser aver. The Official Committee of Unsecured Creditors is represented by: Jeffrey R. Waxman, Esq. Eric J. Monzo, Esq. MORRIS JAMES LLP 500 Delaware Avenue, Suite 1500 P.O. Box 2306 Wilmington, DE 19801-1494 Telephone: (302)888-6800 Facsimile: (302)571-1750 E-mail: jwaxman@morrisjames.com emonzo@morrisjames.com - and - Mark T. Power, Esq. Mark S. Indelicato, Esq. Janine M. Figueiredo, Esq. Jeffrey Zawadzki, Esq. HAHN & HESSEN LLP 488 Madison Avenue New York, NY 10022 Telephone: (212)478-7200 Facsimile: (212)478-7400 E-mail: mpower@hahnhessen.com mindelicato@hahnhessen.com jfigueiredo@hahnhessen.com jzawadzki@hahnhessen.com Vertellus Specialties Inc. and its affiliated 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 E-mail: 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 E-mail: richard.chesley@dlapiper.com daniel.simon@dlapiper.com david.avraham@dlapiper.com The Ad Hoc Group and the Stalking Horse Purchaser are represented by: Laura Davis Jones, Esq. James E. O'Neill, Esq. PACHULSKI STANG ZIEHL & JONES LLP 919 N. Market Street, 17th Floor P.O. Box 8705 Wilmington, DE 19899-8705 (Courier 19801) Telephone: (302)652-4100 Facsimile: (302)652-4400 E-mail: ljones@pszjlaw.com joneill@pszjlaw.com - and - Peter K. Newman, Esq. Dennis C. O'Donnell, Esq. MILBANK, TWEEN, HADLEY & MCCLOY LLP 1 Chase Manhattan Plaza New York, NY 10005 Telephone: (212)530-5000 Facsimile: (212)530-5219 E-mail: pnewman@milbank.com dodonnell@milbank.com - and - Mark Shinderman, Esq. Julian Gurule, Esq. MILBANK, TWEED, HADLEY & MCCLOY, LLP 601 South Figueroa Street, 30th Floor Los Angeles, CA 90017-5735 Telephone: (213)892-4411 Facsimile: (213)892-4211 E-mail: mshinderman@milbank.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. VIRGINIA DUL: Case Summary & 2 Unsecured Creditors -------------------------------------------------- Debtor: Virginia DUL AC, L.L.C. 4041 University Drive, Suite 200 Fairfax, VA 22030 Case No.: 16-61686 Chapter 11 Petition Date: July 4, 2016 Court: United States Bankruptcy Court Northern District of Georgia (Atlanta) Debtor's Counsel: Herbert C. Broadfoot, II, Esq. HERBERT C. BROADFOOT II, PC Suite 200 3343 Peachtree Road, NE Atlanta, GA 30326 Tel: (404) 926-0058 Fax: (404) 926-0055 E-mail: bert@hcbroadfootlaw.com Estimated Assets: $1 million to $10 million Estimated Liabilities: $1 million to $10 million The petition was signed by Robert Erlich, managing member. A copy of the Debtor's list of 20 largest unsecured creditors -- disclosing just two entries -- is available for free at http://bankrupt.com/misc/ganb16-61686.pdf WATERBURY REALTY: Hires DelBello Donnellan as Attorneys ------------------------------------------------------- Waterbury Realty, LLC seeks authorization from the U.S. Bankruptcy Court for the Southern District of New York to employ DelBello Donnellan Weingarten Wise & Wiederkehr LLP as Attorneys. The Debtor requires DelBello Donnellan to: a. give advice to the Debtor with respect to its powers and duties as Debtor-in-Possession and the continued management of its property and affairs; b. negotiate with creditors of the Debtor and work out a plan of reorganization and take the necessary legal steps ignored to effectuate such a plan including, if need be, negotiations with the creditors and other parties in interest. c. prepare the necessary answer, orders, reports and other legal papers required for the Debtor's protection from its creditors under Chapter 11 of the Bankruptcy Code; d. appear before the Court to protect the interest of the Debotr and to represent the Debtor in all matters pending before the Court; e. attend meetings and negotiate with representatives of creditors and other parties in interest; f. advise the Debtor in connection with any potential sale of its assets; g. represent the Debtor in connection with obtaining post-petition financing, if necessary; h. take any necessary action to obtain approval of a disclosure statement and confirmation of a plan of reorganization; and i. perform all other legal services for the Debtors which may be necessary for the preservation of the Debtor's estates and to promote the best interest of the Debtor, its creditors and its estates. DelBello Donnellan will be paid at these hourly rates: Attorneys $375-$595 Paraprofessionals $150 DelBello Donnellan received a third-party pre-petition retainer form Davd Holand member of the Debtor, in conjunction with the filing of this Chapter 11 case in the amount of $42,500. Jonathan S. Pasternak, partner of the firm of DelBello Donnellan Weingarten Wise & Wiederkehr LLP, assured the Court that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtors and their estates. DelBello Donnellan may be reached at: Jonathan S. Pasternak, Esq. Julie Cvek Curley, Esq. DelBello Donnellan Weingarten Wise & Wiederkehr LLP One North, Lexington Ave. White Plains, NY 10601 Phone: (914)681-0200 About Waterbury Realty, LLC Waterbury Realty, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No. 16-11779) on June 20, 2016. Hon. Shelley C. Chapman presides over the case. The DelBello Donnellan Weingarten Wise & Wiederkehr LLP represents the Debtor as counsel. In its petition, the Debtor estimated $1 million to $10 million in both assets and liabilities. The petition was signed by David Holand, authorized member. WESTMORELAND COAL: Amends Revolving Facility with PrivateBank ------------------------------------------------------------- Westmoreland Coal Company, on June 29, 2016, executed an amendment to its existing revolving credit facility with The PrivateBank and Trust Company and Bank of the West, to: (1) extend the seasonal borrowing period by 16 days so it runs from June 15th to August 31st of each year; (2) change the seasonal loan increase amount available to Westmoreland and the other U.S. Borrowers thereunder to $5,000,000 from $20,000,000 (for a total of $35,000,000 in the U.S. Borrowers' availability during that period); (3) permit the Canadian Borrowers to borrow up to an additional $5,000,000 during the seasonal borrowing period (for a total of $25,000,000 in the Canadian borrowers' availability during that period); (4) allow Westmoreland to include interest income in the calculation of bank adjusted EBITDA for both the U.S. and Canada; and (5) ease the revolver's fixed charge coverage ratio (bank adjusted EBITDA to fixed charges for the prior four fiscal quarters) to 1.10 from 1.15 for the consolidated U.S. and Canadian calculation commencing with the fiscal quarter ending June 30, 2016. A full-text copy of the Sixth Amendment to Second Amended and Restated Loan and Security Agreement is available at: https://is.gd/FIubvb About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland reported a net loss applicable to common shareholders of $203.31 million on $1.41 billion of revenues for the year ended Dec. 31, 2015, compared to a net loss applicable to common shareholders of $173.11 million on $1.11 billion of revenues for the year ended Dec. 31, 2014. As of March 31, 2016, Westmoreland had $1.77 billion in total assets, $2.32 billion in total liabilities and a total deficit of $550.08 million. * * * As reported by the TCR on Nov. 20, 2014, Standard & Poor's Rating Services raised its corporate credit rating on Westmoreland Coal Co. one-notch to 'B' from 'B-'. "The stable outlook is supported by Westmoreland's committed sales position over the next year, which should result in stable cash flows," said Standard & Poor's credit analyst Chiza Vitta. Moody's upgraded the corporate family rating (CFR) of Westmoreland Coal Company to 'B3' from 'Caa1', and assigned 'Caa1' rating to the company's proposed new $300 million First Lien Term Loan, the TCR reported on Nov. 20, 2014. The upgrade of the CFR reflects the company's successful integration of the Canadian mines acquired in April 2014, and Moody's expectation that the company's Debt/ EBITDA will track at around 5x in 2015 and 2016 and that the company will be break-even to modestly free cash flow positive over the same time period. [*] Bankruptcy Filings Up in First Six Months of 2016 ----------------------------------------------------- CreditsafeUSA Inc., the world's most used supplier of company business intelligence, on July 5 released troubling economic figures about the first six months of 2016. For the period of January to June 2016, the total number of bankruptcy filings across all businesses was .18% as compared to .17% for the twelve months of 2015. The states with the highest number of bankruptcies were: Missouri, Oregon, Tennessee, Texas and Idaho. "The US is entering a period of great economic uncertainty with the upcoming election, the Brexit decision and collapse of many of its traditional industries such as oil and gas," said Matthew Debbage, CEO, Creditsafe USA and Asia. "This is not the time to enter blindly into a business relationship with the potential for tremendous risk but rather the time to fully understand all the risks and closely manage those relationships, as well as those with the potential to cause extreme financial detriment." As reported by Creditsafe earlier this year, companies in the non-renewable energy markets of oil, gas and coal accounted for 25% of the top twenty worse performing industries to date in 2016. Specifically, for the period of January 2016 through June 2016, the industries with the highest number of bankruptcies by SIC were: -- Cyclic Crudes Intermediates (2865) -- Thread Mills (2284) -- Inorganic Pigments (2816) -- Bituminous Coal and Lignite-Surface Mining (1221 -- Paper Mills (2621) By state, the worse performing industries were: -- Missouri: Petroleum Products, NEC (5172) -- Oregon: Eating Places (5812) -- Tennessee: General Automotive Repair Shops (7538) -- Texas: Eating Places (5812) -- Idaho: Single-Family Housing Construction (5812) "In addition to our sector and state analysis, we also looked at the size of companies filing for bankruptcy," continued Mr. Debbage. "We discovered the percentage of large companies with 200 or more employees that went bankrupt was three times higher than small companies with less than 20 employees and two times higher than medium size companies with 21-200 employees. And, to no one's surprise, the longer a company is established the less likely it is to fail. Overall, bankruptcies were 30% higher for companies established less than two years as compared to companies in business over ten years." About The Creditsafe Group The Creditsafe Group -- -- http://www.creditsafe.com/-- claims to be the world's most used supplier of company business intelligence, with ten Creditsafe Group reports downloaded every second. Founded in Norway in 1997, Creditsafe has offices in countries all over the world including: the UK, Germany, France, Sweden, Ireland, Italy, Belgium, the Netherlands and the United States. Globally, Creditsafe employs over 1,200 people and has more than 90,000 subscription customers. Three years ago, the Creditsafe Group opened offices in the U.S. under the name Creditsafe USA, Inc. Its U.S. operations are headquartered in Allentown, Pa. with another facility in Phoenix, AZ. ********* 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 ***