/raid1/www/Hosts/bankrupt/TCR_Public/160801.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, August 1, 2016, Vol. 20, No. 214
Headlines
21ST CENTURY: Obtains Indenture Default Waivers Until July 31
2654 HIGHWAY: Seeks Extension of Exclusivity Period to Nov. 9
ADAMIS PHARMACEUTICALS: Files USC Historical Financial Statements
ADAMIS PHARMACEUTICALS: Has $11.1-Mil. Registered Direct Offering
ADKINS SUPPLY: Trustee's Bid to Compel Discovery Answers Granted
ADVANCED PRIMARY: Hires John E. Dunlap as Attorney
ADVANCED PRIMARY: Unsecured Creditors to Get 10% Under Plan
ADVANTAGE AVIATION: Hires Shackelford Bowen as Bankruptcy Counsel
AEROPOSTALE INC: Court to Take Up Exit Plan on August 23
AFFINITY HEALTHCARE: PCO Receives Complaints from 2 Homes
AFFORDABLE MED: Chapter 11 Plan Earmarks $250,000 for Unsecureds
AIRFASTTICKETS INC: Unsecureds to Get Under 4% Recovery
AMERICAN MEDIA: Amends Fiscal 2016 Annual Report
ANATOLY DERIN: Unsecured Creditors to Get 15% Under Exit Plan
ANIXTER INC: Moody's Affirms Ba2 CFR & Alters Outlook to Stable
AOG ENTERTAINMENT: Court Allows DIP Loan From Elvis Blue Moon
ARCH COAL: 10th Cir. Flips Summary Judgment on Retaliation Claims
ARCHDIOCESE OF ST. PAUL: Substantive Consolidation Bid Denied
ARS CAPITAL: Can Use Accent Funding Cash Collateral Until Aug. 31
ARS CAPITAL: Can Use Ascent Acquisitions Cash Until Aug. 31
ARS CAPITAL: First Community Bank Cash Use OK Until Aug. 31
ASSOCIATED WHOLESALERS: Wins Partial Summary Judgment re Claim 1868
AURORA OPERATING: Exit Plan to Pay Unsecured Creditors in Full
BANK OF ANGUILLA: Hires Epiq as Notice and Claims Agent
BANK OF ANGUILLA: Hires Reed Smith as Bankruptcy Counsel
BASIC ENERGY: Incurs $90 Million Net Loss in Second Quarter
BEAR CREEK PARTNERS II: Hires Miller Johnson as Counsel
BFN OPERATIONS: Court Approves $35 -Mil. DIP Financing
BLACK ELK ENERGY: Can Pursue Tax Claim vs. Platinum
CCH JOHN EAGAN: Unsecured Creditors to Get 90% of Claims
CELERITAS CHEMICALS: Hires Sheldon Levy as Accountant
CHICORA LIFE CENTER: Files Plan to Exit Chapter 11 Protection
CHINACODE INC: Hires Bulldog Brokers to Sell Calif. Property
CHINACODE INC: Wants to Use Cash Collateral Until Sept. 16
CHRISTIAN FAMILY: Wants to Use Cash in Bank of America DIP Account
CLEAR CREEK RETIREMENT: Can File Chapter 11 Plan Until October 10
CLIFFS NATURAL: Posts $12.8 Million Net Income for 2nd Quarter
COCRYSTAL PHARMA: Shareholders Elect Six Directors
CONSTRUCTION MATERIALS: U.S. Trustee Forms 2-Member Committee
CONTINENTAL EXPLORATION: Wells Fargo Opposes Plan Outline
COUTURE HOTEL: Court Disallowed Primary Freight's Claim No. 45
DANIEL MARCHITELLO: Must File Plan & Outline By Oct. 20
DISPOSAL TEJAS: Hires Kemp Smith as Special Counsel
DOVER DOWNS: Reports Results for Second Quarter 2016
DRAW ANOTHER CIRCLE: Hires Ask LLP as Special Counsel
DRAW ANOTHER CIRCLE: Hires Kelley Drye as Special Counsel
ECRA GROUP: Hires Luis D. Flores Gonzalez as Legal Counsel
EDWARD KAUFER: Wilmington Savings Fund Opposes Exit Plan
ENERGY XXI LTD: Hires Opportune LLP as Financial Advisor
FERGUSON CONVALESCENT: Has Maintained Quality of Services, PCO Says
FILMED ENTERTAINMENT: Can Solicit Plan Acceptances Until August 5
FOODSERVICE WAREHOUSE.COM: Hires Webb Smith as Accountants
FOREST PARK SOUTHLAKE: Unsecureds Get Up to 5% Recovery Under Plan
GATEWAY ENTERTAINMENT: Needs Until January 24 to File Plan
GENESIS LIMITED: Dismissal of Prof. Services' Cross Claim Reversed
GENIUS BRANDS: Files Investor Presentation with SEC
GLOBAL ATLANTIC: Moody's Hikes Senior Debt Rating From Ba1
GREEN BOX: Directed to Deposit $10K Monthly in Escrow
GROUP 1 AUTOMOTIVE: Moody's Ba1 CFR Unaffected by SGL-2 Rating
HAJ INC: Can Use Bank of the West Cash Collateral on Interim Basis
HALCON RESOURCES: Incurs $382 Million Net Loss in 2nd Quarter
HALCON RESOURCES: Moody's Cuts PDR to D-PD on Ch. 11 Filing
HALCON RESOURCES: Seeks Court OK of Prepackaged Restructuring Plan
HALCON RESOURCES: Wants $600 -Mil. DIP Facility
HAWAIIAN HOLDINGS: Moody's Hikes CFR to B1, Outlook Stable
HCSB FINANCIAL: Eight Proposals Approved at Annual Meeting
HCSB FINANCIAL: Reports Second Quarter 2016 Financial Results
HECK ENTERPRISES: Seeks Oct. 26 Extension of Plan Filing Date
HECK INDUSTRIES: Needs Until October 26 to File Plan
HI-TEMP SPECIALTY: Hires Calibre Group's Toby Kreidler as CRO
HIRA LLC: Wants 120 More Days to File Disclosure Statement and Plan
HOVNANIAN ENTERPRISES: Commences Notes Tender Offer
HYPERBARICS AND WOUND: Hires Heriberto Acevedo as Auditor
INTREPID POTASH: Gets Extension of Debt Covenant Waivers
J&C OILFIELD: Hires Gold Weems as Attorneys
JEFFREY HERRMANN JAFFE: Edwards Aquifer Opposes Plan Outline
JOHNSON MEMORIAL: Nancy Shaffer Discharged from PCO Duties
KEMET CORP: Reports Preliminary Fiscal 2017 First Quarter Results
KEMET CORP: Stockholders Elect Two Directors
KENNETH BELLOWS: Final Approval of Disclosure Statement Denied
LEAP FORWARD GAMING: Hires Hartman & Hartman as General Counsel
LINCOLN RESTAURANTS: Hires Arvelo & Vazquez as Counsel
LOTUS STORES: Court Orders Appointment of Creditors' Committee
MAIN STREET SCHOOLS: Court OKs Use of Celtic Bank Cash Collateral
MARION AVENUE: Needs Until September 26 to File Plan
MASSENGILL TIRE: First Volunteer Bank Cash Collateral Use OK
MILITARY LANE: Seeks Sept. 2 Extension of Plan Filing Date
NATALIE PACILEO: Unsecureds to Recoup 10.7% under Plan
NEXXLINX CORPORATION: Taps GGG Partners as Financial Advisor
NEXXLINX CORPORATION: Taps Scroggins & Williamson as Attorneys
OAKLAND PHYSICIANS: PCO's 18th Report Expects More Improvements
PELICAN REAL ESTATE: U.S. Trustee Forms 5-Member Panel for Units
PHARMACYTE BIOTECH: Incurs $6.06 Million Net Loss in Fiscal 2016
PICO HOLDINGS: Brownstein Secretly Appointed by Hart, Bloggers Say
PIONEER ENERGY: Incurs $30 Million Net Loss in Second Quarter
PLANDAI BIOTECHNOLOGY: Incurs $1.18M Loss in Sept. 30 Quarter
POLYCONCEPT NORTH: Moody's Assigns B2 Corporate Family Rating
POLYONE CORP: Acquisitions No Impact on Moody's Ba2 Rating
POSITIVEID CORP: Files Preferred Stock Certificate of Designations
PREMIER EXHIBITIONS: Appoints Jerome Henshall as CFO
PREMIER EXHIBITIONS: Court Denies Motion to Sell Titanic Artifacts
QUANTUM CORP: Soros Fund, et al., Hold 5.3% Stake as of July 22
R DUKE ENTERPRISES: Court Allows Cash Use on Interim Basis
RIVERSIDE MULCH: Disclosure Statement Objections Due Aug. 8
RONALD MASSIE: Unsecured Creditors to Get 15% of Claims
SALON MEDIA: Dismisses Matthew Sussberg as VP Sales
SANDPOINT CATTLE: Court Partially Approves R. Craig's Atty Fees
SEMLER SCIENTIFIC: Reports Q2 and Year-to-Date 2016 Results
SERVICEMASTER GLOBAL: $100MM Settlement No Impact on Moody's CFR
SHEEHAN PIPE LINE: Can Use Cash Collateral Until August 15
SOUTHEASTHEALTH, MO: Fitch Hikes Hospital Bond Ratings to BB+
STERNSCHNUPPE LLC: Submits Proposed Order Allowing Cash Use
SUCCESS INC: Wants to Use Cash Collateral Until August 31
TAYLOR-WHARTON: Seeks to Extend Solicitation Period to Oct. 28
TECHPRECISION CORP: Amends Fiscal 2016 Annual Report
ULTRA PETROLEUM: Needs Until Feb. 28 to File Plan
US XPRESS: Moody's Withdraws B2 Corporate Family Rating
VAUGHN ENVIRONMENTAL: Unsecureds to Recoup 10.21% under Plan
VISUALANT INC: Posts $1.72 Million Net Income for Third Quarter
WALTER ENERGY: Dominion Resources' Appeal Dismissed as Moot
WESTERN HIPERBARIC: Hires Heriberto Acevedo as Accountant
WHITING PETROLEUM: Moody's Hikes Corporate Family Rating to B3
WISPER II: Needs Additional 90 Days to Solicit Plan Acceptances
WPCS INTERNATIONAL: Believes it Satisfies Nasdaq Listing Rule
WPCS INTERNATIONAL: Incurs $8.3 Million Net Loss in Fiscal 2016
[^] BOND PRICING: For the Week from July 25 to 29, 2016
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21ST CENTURY: Obtains Indenture Default Waivers Until July 31
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As previously announced, on July 22, 2016, 21st Century Oncology,
Inc., a wholly owned subsidiary of 21st Century Oncology Holdings,
Inc., reached an agreement with holders of a majority of the
aggregate principal amount of Notes outstanding to enter into a
Second Supplemental Indenture to the Indenture, dated April 30,
2015, among 21C, the guarantors named therein and Wilmington Trust,
National Association, as trustee, governing 21C's 11.00% Senior
Notes due 2023.
On July 25, 2016, 21C received the requisite consents from the
Consenting Holders and entered into the Supplemental Indenture. The
Supplemental Indenture provides for a limited waiver through July
31, 2016, of certain defaults or events of default under the
Indenture for failure to timely furnish to the Trustee and holders
of the Notes or file with the SEC the financial information
required in an annual report on Form 10-K for the year ended
Dec. 31, 2015, or in a quarterly report on Form 10-Q for the period
ended March 31, 2016. As previously disclosed on July 22, 2016, as
consideration for the foregoing, 21C paid to all holders of Notes
an amount representing additional interest on the Notes equal to
$2.30 per $1,000 principal amount of Notes. 21C also paid certain
fees and expenses of the advisors to the Consenting Holders
incurred in connection with the Supplemental Indenture.
About 21st Century
21st Century Oncology, Inc., formerly known as Radiation Therapy
Services, Inc. ("RTS") owns and operates radiation treatment
facilities in the US and Latin America.
As of Sept. 30, 2015, the Company had $1.09 billion in total
assets, $1.33 billion in total liabilities, $370 million in
series A convertible redeemable preferred stock, $19.9 million in
noncontrolling interests and a total deficit of $623 million.
* * *
As reported by the TCR on Feb. 27, 2015, Moody's Investors Service
upgraded 21st Century Oncology, Inc.'s Corporate Family Rating and
Probability of Default Rating to B3 and B3-PD, respectively.
The upgrade of the Corporate Family Rating to B3 and SGL to SGL-2
reflects the receipt of a $325 million preferred equity investment
from the Canada Pension Plan Investment Board and subsequent debt
reduction.
As reported by the TCR on May 20, 2016, S&P Global Ratings lowered
its corporate credit rating on 21st Century to 'CCC' from 'B-' and
placed the rating on CreditWatch with negative implications.
2654 HIGHWAY: Seeks Extension of Exclusivity Period to Nov. 9
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2654 Highway 169, LLC, asks the U.S. Bankruptcy Court for the
District of Kansas to extend the exclusivity period for 90 days, to
November 9, 2016.
The Debtor has filed its Disclosure Statement and Plan, both dated
July 22, 2016, while the Debtors’ Exclusivity Period currently
expires on August 11, 2016. Due to the date of filing of Debtor’s
plan, the current Exclusivity Period does not allow sufficient time
to solicit acceptance of the disclosure statement and plan for
confirmation.
Attorneys for the Debtors:
David P. Eron, Esq.
ERON LAW, P.A.
229 E. William, Suite 100
Wichita, KS 67202
Telephone: 316-262-5500
Facsimile: 316-262-5559
Email: david@eronlaw.net
About 2654 Highway 169
2654 Highway 169, LLC, commenced a case (Bankr. D. Kansas Case No.
16-10644) under Chapter 11 of the Bankruptcy Code on April 13,
2016.
The Company disclosed estimated assets of $10 million to $50
million and estimated debts of $10 million to $50 million. The
petition was signed by Andrew Lewis, managing member.
The case is assigned to Hon. Robert E. Nugent.
ADAMIS PHARMACEUTICALS: Files USC Historical Financial Statements
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As previously disclosed in a Current Report on Form 8-K filed by
Adamis Pharmaceuticals Corporation with the Securities and Exchange
Commission, on April 12, 2016, the Company completed its
acquisition of U.S. Compounding, Inc., an Arkansas corporation,
pursuant to the terms of the Agreement and Plan of Merger dated as
of March 28, 2016, and entered into by and among the Company, USC
and Ursula MergerSub Corp., an Arkansas corporation and a wholly
owned subsidiary of the Company. Pursuant to the terms of the
Merger Agreement, MergerSub merged with and into USC, with USC
surviving as a wholly owned subsidiary of the Company. All of the
outstanding shares of common stock of USC were converted into the
right to receive a total of approximately 1,618,544 shares of
Adamis common stock.
In connection with the Company's acquisition of USC and the
transactions contemplated by the Merger Agreement including the
transfer by certain third parties to us of the building and real
property on which USC's principal offices and facilities are
located as well as certain other assets, the Company assumed
approximately $5,722,500 principal amount of debt obligations under
certain loan agreements and related agreements and documents of USC
and certain related entities and agreed to become an additional
co-borrower under such loan documents.
On June 27, 2016, the Company filed a Report on Form 8-K/A with the
SEC to provide historical financial statements for USC for the
years ended Dec. 31, 2015 and 2014, and certain unaudited pro forma
financial information of the Company, copies of which are available
for free at:
https://is.gd/abtHQh
https://is.gd/kZi9i8
About Adamis
San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.
Adamis reported a net loss of $13.6 million on $0 of revenue for
the year ended Dec. 31, 2015, compared to a net loss of $9.31
million on $0 of revenue for the year ended Dec. 31, 2014.
As of March 31, 2016, Adamis had $12.7 million in total assets,
$3.96 million in total liabilities and $8.69 million in total
stockholders' equity.
Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred recurring losses from operations, and is
dependent on additional financing to fund operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern, the auditors noted.
ADAMIS PHARMACEUTICALS: Has $11.1-Mil. Registered Direct Offering
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Adamis Pharmaceuticals Corporation announced that it has entered
into definitive subscription agreements with investors pursuant to
a registered direct offering for total gross proceeds of
approximately $11.1 million. The closing of the transaction is
expected to occur on Aug. 2, 2016, subject to the satisfaction of
customary closing conditions.
The offering was priced at $3.095 per unit, representing a 4.2%
premium to the closing price on the agreement date. Each unit
consists of one share of common stock and one warrant to purchase
one share of common stock. The warrants will be immediately
exercisable after issuance at an exercise price of $2.98 per share
and will expire five years from the date of issuance. The shares
of common stock and warrants are immediately separable.
Adamis estimates that the net offering proceeds, after deducting
placement agent fees, will be approximately $10.3 million,
excluding any future proceeds from the potential exercise of the
warrants and before deducting other estimated offering expenses
payable by Adamis.
Proceeds from the transaction are intended to be used for general
corporate purposes, which may include, without limitation,
expenditures relating to development and further trials relating to
the company's epinephrine pre-filled syringe product and
resubmission of the company's New Drug Application relating to that
product, other research and development and clinical trial
expenditures, helping fund operations of our USC subsidiary, hiring
additional personnel, acquisitions of new technologies or products,
the potential repayment of indebtedness under loan agreements and
documents, and working capital.
Maxim Group LLC acted as the exclusive placement agent for the
transaction.
A shelf registration statement (File No. 333-196976) relating to
the shares of common stock and warrants issued in the offering (and
the shares of common stock issuable upon exercise of the warrants)
has been filed with, and declared effective by, the Securities and
Exchange Commission. A prospectus supplement relating to the
offering will be filed with the SEC. Copies of the prospectus
supplement and accompanying prospectus may be obtained at the SEC's
website at http://www.sec.gov, or from the offices of Maxim Group
LLC, 405 Lexington Avenue, New York, New York 10174, Attn:
Prospectus Department, or by telephone at (800) 724-0751. This
press release shall not constitute an offer to sell or a
solicitation of an offer to buy any of our shares of common stock
or warrants. No offer, solicitation or sale will be made in any
jurisdiction in which such offer, solicitation or sale is
unlawful.
Additional information is available for free at:
https://is.gd/AyUppD
About Adamis
San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC
QB: ADMP) is a biopharmaceutical company engaged in the
development and commercialization of specialty pharmaceutical and
biotechnology products in the therapeutic areas of respiratory
disease, allergy, oncology and immunology.
Adamis reported a net loss of $13.6 million on $0 of revenue for
the year ended Dec. 31, 2015, compared to a net loss of $9.31
million on $0 of revenue for the year ended Dec. 31, 2014.
As of March 31, 2016, Adamis had $12.7 million in total assets,
$3.96 million in total liabilities and $8.69 million in total
stockholders' equity.
Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has incurred recurring losses from operations, and is
dependent on additional financing to fund operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern, the auditors noted.
ADKINS SUPPLY: Trustee's Bid to Compel Discovery Answers Granted
----------------------------------------------------------------
In the adversary proceeding captioned KENT RIES, Trustee for the
Estate of Adkins Supply, Inc., Plaintiff, v. MARY L. ARDINGER,
Individually and as Executrix of the ESTATE OF HORACE T. ARDINGER,
JR., Defendant, Adversary No. 14-01000, Civil Action No.
1:14-CV-095-C (Bankr. N.D. Tex.), Judge Robert L. Jones of the
United States Bankruptcy Court for the Northern District of Texas,
Abilene Division, granted the Trustee's motion to compel the
defendants to answer discovery, subject to the limited disclosure
of the defendants' tax returns to the Trustee and attorneys for and
retained experts of the Trustee.
The defendants were given 15 days to answer the Trustee's
interrogatories and to produce the documents requested by the
Trustee.
The bankruptcy case is In re: ADKINS SUPPLY, INC., Debtor, Case No.
11-10353-RLJ-7 (Bankr. N.D. Tex.).
A full-text copy of Judge Jones' July 26, 2016 memorandum opinion
and order is available at https://is.gd/tv3J2r from Leagle.com.
ADVANCED PRIMARY: Hires John E. Dunlap as Attorney
--------------------------------------------------
Advanced Primary Care, LLC seeks authorization from the U.S.
Bankruptcy Court for the Western District of Tennessee to employ
John E. Dunlap as attorney to the Debtor in Possession.
The Debtor requires John E. Dunlap to:
a. advise the Debtor with respect to its powers and duties as
debtor in possession in the continued management and operation of
his business;
b. attend meeting of creditors and negotiate with
representatives of creditors and other parties in interest and
advise and consult on the conduct of the case, including all of the
legal and administrative requirements of operating in Chapter 11;
c. take all necessary action to protect and preserve the
Debtor's estate, including prosecution of actions on his behalf,
the defense of any actions commenced against him, negotiate
concerning all litigation in which the debtor is involved, and
objections to claims filed against the estate;
d. prepare on behalf of the Debtor all motions, applications,
answers, orders, reports and papers necessary to the administration
of the estate;
e. negotiate and prepare on the Debtor's behalf a plan of
reorganization, disclosure statements, and all related agreements
and documents and take all necessary action on behalf of the Debtor
to obtain confirmation of such a plan;
f. advise the Debtor in connection with the sale of assets;
g. appear before the Court, and any appellate courts, and the
U.S. Trustee and protect the interest of the Debtor's estate before
such Court and the U.S. Trustee; and
h. perform all other necessary legal services and provide all
necessary legal advice to the Debtor in connection with this
Chapter 11 case.
John E. Dunlap will be paid at $200 an hour.
Before the Petition Date, John E. Dunlap received a total of
$1,283.
John E. Dunlap 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.
John E. Dunlap may be reached at:
John E. Dunlap
3294 Poplar, Suite 240
Memphis, TN 38111
Phone: 901-323-1603
About Advanced Primary Care, LLC
Advanced Primary Care, LLC filed a chapter 11 petition (Bankr. W.D.
Tenn. Case No. 16-26388) on July 15, 2016. The Debtor is a limited
liability company which provides medical services to consumers in
Memphis, Shelby County, Tennessee. The Debtor is represented by
John E. Dunlap, Esq.
ADVANCED PRIMARY: Unsecured Creditors to Get 10% Under Plan
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Advanced Primary Care, LLC, filed with the U.S. Bankruptcy Court
for the Western District of Tennessee a Chapter 11 plan of
reorganization, which proposes to pay general unsecured creditors
10% of their claims.
Under the proposed plan, general unsecured claims in Class 5 will
be paid a dividend of 10% on a pro rata basis. These claims will
be paid over 72 months following the effective date of the plan.
Class 5 general unsecured creditors assert a total of $743,803 in
claims.
Funds needed to make cash payments on the effective date on account
of allowed administrative claims will come from Advanced Primary
Care's gross assets and income, according to the disclosure
statement detailing the plan.
A copy of the disclosure statement is available for free at
https://is.gd/EcALzB
Advanced Primary Care is represented by:
John E. Dunlap, Esq.
The Law Offices of John E. Dunlap, P.C.
3294 Poplar Avenue, No. 240
Memphis, Tennessee 38111
Phone: (901) 320-1603
Fax: (901) 320-6914
Email: jdunlap00@gmail.com
About Advanced Primary Care
Advanced Primary Care, LLC filed a chapter 11 petition (Bankr. W.D.
Tenn. Case No. 16-26388) on July 15, 2016. The Debtor is a limited
liability company which provides medical services to consumers in
Memphis, Shelby County, Tennessee.
ADVANTAGE AVIATION: Hires Shackelford Bowen as Bankruptcy Counsel
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Advantage Aviation Technologies, II, LLC seeks authorization from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ Shackelford, Bowen, McKinley & Norton, LLP as counsel for
the Debtor.
The Debtor requires SBMN to:
a. provide legal advice with respect to the Debtor's powers
and duties as a debtor in possession in the continued operation of
its business;
b. take all necessary action to protect and preserve the
Debtor's estate, including the prosecution of actions on behalf of
the Debtor, the defense of any actions commenced against the Debtor
in this Court, negotiations concerning litigation in which the
Debtor is involved, and objections to claims filed against the
Debtor's estate;
c. prepare on behalf of the Debtor all necessary motions,
answers, orders, reports, and other legal papers in connection with
the administration of its estate;
d. assist the Debtor in preparing for and filing a disclosure
statement in accordance with Section 1125 of the Bankruptcy Code;
e. assist the Debtor in preparing for and filing a plan of
reorganization at the earliest possible date;
f. perform any and all other legal services for the Debtor in
connection with the Debtor's Chapter 11 case; and
g. perform legal services as the Debtor may request with
respect to any matter, including, but not limited to, corporate
finance and governance, contracts, and labor matters.
SBMN will be paid at these hourly rates:
Rakhee V. Patel $395
Attorneys $275-$550
SBMN will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Rakhee V. Patel, partner with the law firm of Shackelford, Bowen,
McKinley & Norton, 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.
SBMN may be reached at:
Rakhee V. Patel
Shackelford, Bowen, McKinley & Norton, LLP
9201 N. Central Expressway, 4th Floor
Dallas, TX 75231
Telephone: (214)780-1400
Facsimile: (214)780-1401
About Advantage Aviation Technologies
Advantage Aviation Technologies, II, LLC filed a Chapter 11
bankruptcy petition (Bankr. N.D. TEX. Case No. 16-31973) on May 15,
2016. Shackelford, Bowen, McKinley & Norton, 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 Dennis Moore, president.
AEROPOSTALE INC: Court to Take Up Exit Plan on August 23
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The U.S. Bankruptcy Court for the Southern District of New York is
set to hold a hearing on August 23 to consider the plan proposed by
Aeropostale Inc. to exit Chapter 11 protection.
The hearing will take place at the U.S. Bankruptcy Court, One
Bowling Green, New York. Objections to the plan must be filed no
later than August 12.
Aeropostale on July 15 filed a restructuring plan, which proposes
to sell almost all assets of the company and its affiliates. An
auction is scheduled for August 22.
The proceeds from the sale will first be used to pay a group of
lenders led by Crystal Financial LLC that provided a loan to get
Aeropostale through bankruptcy. After the payment, the company
will use the proceeds to fund wind-down costs of the bankruptcy
cases and pay creditors under the plan.
Under the proposed plan, each general unsecured creditor in Class 5
will receive a pro rata share of available cash. These creditors
hold a total of $110 million to $340 million in claims, according
to the disclosure statement detailing the plan.
A copy of the disclosure statement is available for free at
https://is.gd/aTPqZT
About Aeropostale Inc.
Aeropostale, Inc. (OTC Pink: AROPQ) is a specialty retailer of
casual apparel and accessories, principally serving young women and
men through its Aeropostale(R) and Aeropostale Factory(TM) stores
and website and 4 to 12 year-olds through its P.S. from
Aeropostale stores and website. The Company provides customers
with a focused selection of high quality fashion and fashion basic
merchandise at compelling values in an exciting and customer
friendly store environment. Aeropostale maintains control over its
proprietary brands by designing, sourcing, marketing and selling
all of its own merchandise. As of May 1, 2016 the Company operated
739 Aeropostale(R) stores in 50 states and Puerto Rico, 41
Aeropostale stores in Canada and 25 P.S. from Aeropostale(R) stores
in 12 states. In addition, pursuant to various licensing
agreements, the Company's licensees currently operate 322
Aeropostale(R) and P.S. from Aeropostale(R) locations in the Middle
East, Asia, Europe, and Latin America. Since November 2012,
Aeropostale, Inc. has operated GoJane.com, an online women's
fashion footwear and apparel retailer.
Aeropostale, Inc. and 10 of its affiliates each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D.N.Y.
Lead Case No. 16-11275) on May 4, 2016. The petitions were signed
by Marc G. Schuback as senior vice president, general counsel and
secretary.
The Debtors listed total assets of $354.38 million and total debts
of $390.02 million as of Jan. 30, 2016.
The Debtors have hired Weil, Gotshal & Manges LLP as counsel; FTI
Consulting, Inc. as restructuring advisor; Stifel, Nicolaus &
Company, Inc. and Miller Buckfire & Company LLC as investment
bankers; RCS Real Estate Advisors as real estate advisors; Prime
Clerk LLC as claims and noticing agent; Stikeman Elliot LLP as
Canadian counsel; and Togut, Segal & Segal LLP as conflicts
counsel.
Judge Sean H. Lane is assigned to the cases.
The U.S. trustee for Region 2 on May 11 appointed seven creditors
of Aeropostale Inc. to serve on the official committee of unsecured
creditors. The Committee hired Pachulski Stang Ziehl &
Jones LLP as counsel.
AFFINITY HEALTHCARE: PCO Receives Complaints from 2 Homes
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Nancy Shaffer, M.A, the Patient Care Ombudsman for Affinity
Healthcare Management, Inc., and its debtor-affiliates, Health Care
Investors, Inc. d/b/a Alexandria Manor, Health Care Alliance, Inc.
d/b/a Blair Manor, Health Care Assurance, LLC d/b/a/ Douglas Manor,
and Health Care Reliance, LLC d/b/a Ellis Manor, has issued a
Report to the Court in accord with Section 333 of the Bankruptcy
Code and Interim Fed. R. Banker. P. 2015.1, regarding the quality
of patient care provided by the Debtorsꞌ nursing facilities to
their residents.
According to the report, during the regular visits conducted to the
nursing homes, the Patient Care Ombudsman and her designees,
Regional Ombudsmen Michael Michalski and Thomas Pantaleo, received
complaints from the two Affinity Homes, namely, the Blair Manor and
Ellis Manor. Regional Ombudsman Michalski investigated on behalf
of the residents to resolve the complaints at the residentsꞌ
satisfaction.
The Patient Care Ombudsman will continue to monitor the quality of
care and services provided to the residents of the nursing
facilities and will report any changes to the Court.
About Affinity Healthcare Management, Inc.
Affinity Health Care Management, Inc., Health Care Investors, Inc.
d/b/a Alexandria Manor, Health Care Alliance, Inc. d/b/a Blair
Manor, Health Care Assurance, L.L.C. d/b/a Douglas Manor and Health
Care Reliance, L.L.C. d/b/a Ellis Manor, are a nursing home
management company. They filed for Chapter 11 bankruptcy
protection (Bankr. D. Conn. Case Nos. 16-30043 to 16-30047) on
January 13, 2016. Hon. Julie A. Manning presides over the cases.
Elizabeth J. Austin, Esq., and Jessica Grossarth, Esq., at Pullman
& Comley, LLC, serve as counsel to the Debtors.
In its petition, Affinity Health Care Management estimated $50,000
to $100,000 in assets and $500,000 to $1 million in liabilities.
The Debtors noted in a court filing that their total secured and
unsecured debt exceeding $16 million.
The Debtors' petitions were signed by Benjamin Fischman,
president.
A committee of unsecured creditors has been appointed and Neubert
Pepe & Monteith, P.C., has been retained as its counsel.
AFFORDABLE MED: Chapter 11 Plan Earmarks $250,000 for Unsecureds
----------------------------------------------------------------
Affordable Med Scrubs, LLC, filed with the U.S. Bankruptcy Court
for the Northern District of Ohio a First Amended Disclosure
Statement for the Debtor's Second Amended Plan of Reorganization,
which proposes that Class 6 - General Unsecured Claims, estimated
at $2,488,423.28, will get a pro rata portion of $250,000.
The Plan provides for the Debtor to:
(a) emerge from this Chapter 11 Bankruptcy as a reorganized
operating entity; and
(b) obtain a significant investment ($1,400,000) from a third
party, Jeff Schottenstein, on the Effective Date of the Plan in
exchange for 100% of the ownership interest in the Reorganized
Debtor.
Mr. Schottenstein will arrange for a revolving credit line of at
least $1,000,000 for the benefit of the Reorganized Debtor on the
Effective Date.
The Reorganized Debtor will:
(1) administer the remaining matters in this bankruptcy;
(2) provide a distribution on the Effective Date to FirstMerit
Bank, N.A., equal to the value of the Debtor's assets on the date
that the Plan is confirmed ($1,400,000), and Class 4 Claim of Chase
Bank;
(3) one year after the Effective Date, provide $250,000 for
pro rata distribution to unsecured Claims in Classes 2B (Deficiency
Claim of FirstMerit), 3 (Claim of BFS), 5 (Claim of Equity
Management), and 6 (General Unsecured Claims), and a distribution
to the Class 2B Deficiency Claim of FirstMerit of $25,000.
The First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/ohnb15-33448-282.pdf
A hearing on the adequacy of the Disclosure Statement is set for
Aug. 9, 2016. Objections to the Disclosure Statement must be filed
by Aug. 5, 2016.
The Second Amended Plan was filed by the Debtor's counsel:
Sherri L. Dahl, Esq.
DAHL LAW LLC
12415 Coit Road
Bratenahl, OH 44108
E-mail: SDahl@DahlLawLLC.com
Tel: (216) 235-6871
About Affordable Med Scrubs
Lima, Ohio-based Affordable Med Scrubs, LLC --
http://www.amsuniforms.com/-- supplies a broad mix of garments,
bags, instruments, and accessories for the education and career
college markets, including medical scrubs, lab coats, chef's
apparel, nursing uniforms, veterinary work wear, and emergency
medical garments. The Debtor also provides customized kitting
services specifically designed to meet the unique requirements
needed for training aspiring career professionals. The Debtor is
privately owned. The Debtor also operates under the trade name AMS
Uniforms.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ohio Case No. 15-33448) on Oct. 24, 2015. The
petition was signed by Robert Zubrow, president.
The Debtor is represented by James M. Perlman, Esq. The case is
assigned to Judge Mary Ann Whipple.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
AIRFASTTICKETS INC: Unsecureds to Get Under 4% Recovery
-------------------------------------------------------
Airfasttickets, Inc., filed with the U.S. Bankruptcy Court for the
Southern District of New York a Disclosure Statement for the
Debtor's Chapter 11 Plan of Liquidation, which proposes less than
1% to 4% recovery for general unsecured claims.
General Unsecured Claims are grouped into:
-- General Unsecured Claims (Class 2-A)
Except to the extent that a holder of an Allowed General Unsecured
Class 2-A Claim has agreed to a less favorable treatment of the
Claim, and only to the extent that any Allowed General Unsecured
Class 2-A Claim has not been paid in full before the Effective
Date, in full and final satisfaction, settlement, release, and
discharge of each Allowed General Unsecured Class 2-A Claim, each
holder of an Allowed General Unsecured Class 2-A Claim will
receive, on a distribution date, its pro rata share of the net
available cash from the Liquidating Trust, after full and final
satisfaction of or release of all Administrative Expense Claims,
Professional Compensation and Reimbursement Claims, Priority Tax
Claims, and Class 1 Priority Non-Tax Claims, in accordance with the
terms of the Plan and the Liquidating Trust Agreement, as full and
complete satisfaction of the holder's Claims against the
Liquidating Trust. The Liquidating Trust shall make subsequent
distributions to holders of Disputed General Unsecured Claims as of
the Distribution Record Date whose Claims are subsequently Allowed
in accordance with the terms of the Plan and the Liquidating Trust
Agreement.
The Debtor estimates that the aggregate amount of Allowed General
Unsecured Claims will be approximately $38,319,472 based on the
Debtor's schedules.
Class 2-A is impaired and is entitled to vote to accept or reject
the Plan. Any recovery under the Plan to Holders of Allowed
General Unsecured Claims is contingent upon the continued
investigative efforts of the Debtor and any recoveries by the
Liquidating Trust on account of the Causes of Action transferred to
the Liquidating Trust. It is impossible to estimate at this time
the amount, if any, of recoveries by the Liquidating Trust.
-- General Unsecured Claim of Airfasttickets Ltd.(Class 2-B)
Except to the extent that Airfasttickets, Ltd., has agreed to a
less favorable treatment of its Claim, and only to the extent that
any Allowed General Unsecured Claim of Airfasttickets has not been
paid in full before the Effective Date, in full and final
satisfaction, settlement, release, and discharge of each Allowed
General Unsecured Claim of Airfasttickets Ltd. will receive, on a
distribution date, its pro rata share of the net available cash
from the Liquidating Trust, after full and final satisfaction of or
release of all Administrative Expense Claims, Professional
Compensation and Reimbursement Claims, Priority Tax Claims, and
Class 1 Priority Non-Tax Claims, in accordance with the terms of
the Plan and the Liquidating Trust Agreement, as full and complete
satisfaction of Airfasttickets Ltd.'s Claims against the
Liquidating Trust. The Liquidating Trust will make subsequent
distributions to Airfasttickets Ltd. of any of its Disputed General
Unsecured Claims as of the Distribution Record Date when such
Claims are subsequently Allowed in accordance with the terms of the
Plan and the Liquidating Trust Agreement.
The Debtor estimates that Airfasttickets Ltd.'s General Unsecured
Claim is $55,876,330.22 based on a Proof of Claim filed against the
Estate. The claim is being evaluated by the Debtor. Counsel for
the Debtor has requested additional information concerning the
claim and supporting documentation have been made to counsel for
Airfasttickets Ltd.
Class 2-B is impaired and is entitled to vote to accept or reject
the Plan. Any recovery under the Plan to Holders of Allowed
General Unsecured Claims is contingent upon the continued
investigative efforts of the Debtor and any recoveries by the
Liquidating Trust on account of the Causes of Action transferred to
the Liquidating Trust. It is impossible to estimate at this time
the amount, if any, of recoveries by the Liquidating Trust.
Any payment in cash to be made by the Liquidating Trustee will be
made, at the election of the Liquidating Trustee, by check drawn on
a domestic bank or by wire transfer from a domestic bank; provided,
however, that for administrative convenience, the Liquidating
Trustee will not be required to make distributions in an amount
less than $100.
Closing of Case
When all Disputed Claims have become Allowed Claims or have been
disallowed by Final Order, the Liquidating Trustee may seek
authority from the Bankruptcy Court to close the Chapter 11 case in
accordance with the Bankruptcy Code and the Bankruptcy Rules.
However, the Liquidating Trustee in his business judgment may also
determine that the Chapter 11 case should remain open and pending
before the Bankruptcy Court for any reason (including to facilitate
discovery by way of Rule 2004 motion(s) or to pursue any causes of
actions, including without limitation any Cause of Action on
account of pending or forthcoming adversary proceedings).
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/nysb15-11951-158.pdf
The Chapter 11 Plan of Liquidation was filed by the Debtor's
counsel:
George V. Utlik, Esq.
ARENT FOX LLP
1675 Broadway
New York, NY 10019
Tel: (212) 484-3900
Fax: (212) 484-3990
E-mail: george.utlik@arentfox.com
- and -
Aram Ordubegian, Esq.
Andy S. Kong, Esq.
ARENT FOX LLP
555 West Fifth Street, 48th Floor
Los Angeles, CA 90013
Tel: (213) 629-7400
Fax: (213) 629-7401
E-mail: aram.ordubegian@arentfox.com
andy.kong@arentfox.com
The Court has set the hearing on the confirmation of the Plan for
Oct. 13, 2016, at 11:00 a.m. (ET).
Airfasttickets, Inc., was founded in 2011 by Nikoloas Koklonis, who
served as the Company's sole director, sole officer, and
controlling stockholder from its formation until approximately
December 2014. Airfasttickets, Inc., is a Delaware corporation
that had its headquarters in New York, New York, and operated a
multi-national business, together with several of its wholly owned
foreign subsidiaries, Fast Group Deutschland AG (Germany),
Airfasttickets, Ltd. (United Kingdom), Air Fast Tickets Spolka
z.o.o. (Poland), Air Fast Tickets Ltd. (Hong Kong), and Fast Group
S.A. (Greece). It operated a multi-national business, together
with several of its wholly-owned foreign Subsidiaries. None of the
Subsidiaries are a debtor in this case. Airfasttickets had an
administrator appointed in the United Kingdom.
Certain of Airfasttickets, Inc.'s creditors filed an involuntary
petition (Bankr. S.D.N.Y. Case No. 15-11951) against the Company
seeking an order for relief under Chapter 7 of the Bankruptcy Code
on July 27, 2015. Pursuant to the summons issued in conjunction
with the involuntary petition, the Debtor had until Aug. 21, 2015,
to respond to the involuntary petition. On Aug. 20, 2015, the
Petitioning Creditors filed a stipulation with the Court extending
the Debtor's time to respond to the involuntary petition, through
and including Sept. 21, 2015. On Sept. 21, 2015, the Debtor filed
an answer, consenting to the entry of an order for relief under the
Bankruptcy Code. The Debtor also filed its motion to convert the
Chapter 7 case to Chapter 11. The motion to convert was filed to
accomplish the Debtor's intent to effectuate the sale at issue in
the motion under Chapter 11. On Oct. 27, 2015, the Court entered
an order converting the Debtor's case to Chapter 11 of the
Bankruptcy Code.
AMERICAN MEDIA: Amends Fiscal 2016 Annual Report
------------------------------------------------
American Media, Inc., filed an amendment to its annual report on
Form 10-K for the fiscal year ended March 31, 2016, to amend Parts
III and IV, Items 10 through 15 of the Original Form 10-K to
include information previously omitted from the Original Form 10-K
in reliance on General Instruction G to Form 10-K, which provides
that registrants may incorporate by reference certain information
from a definitive proxy statement filed with the Securities and
Exchange Commission within 120 days after the end of the fiscal
year. The Company filed the amendment to include Part III
information in the Original Form 10-K because its definitive proxy
statement will not be filed within 120 days after the end of the
Company's 2016 fiscal year.
Part III and Part IV of the Form 10-K discloses the following
information:
PART III
Item 10. Directors, Executive Officers and Corporate Governance
Item 11. Executive Compensation
Item 12. Security Ownership of Certain Beneficial Owners and
Management and Related Stockholder Matters
Item 13. Certain Relationships and Related Transactions, and
Director Independence
Item 14. Principal Accounting Fees and Services
PART IV
Item 15. Exhibits, Financial Statement Schedules
A full-text copy of the Form 10-k/A is available for free at:
https://is.gd/cI0dwZ
About American Media
Based in New York, American Media, Inc., publishes celebrity
journalism and health and fitness magazines in the U.S. These
include Star, Shape, Men's Fitness, Fit Pregnancy, Natural Health,
and The National Enquirer. In addition to print properties, AMI
manages 14 different Web sites. The company also owns
Distribution Services, Inc., an in-store magazine merchandising
company.
American Media, Inc., and 15 units, including American Media
Operations, Inc., filed for Chapter 11 protection in Manhattan
(Bankr. S.D.N.Y. Case No. 10-16140) on Nov. 17, 2010, with a
prepackaged plan. The Debtors emerged from Chapter 11
reorganization in December 2010, handing ownership to former
bondholders. The new owners include hedge funds Avenue Capital
Group and Angelo Gordon & Co.
American Media reported net income of $18.0 million on $223 million
of total operating revenues for the fiscal year ended March 31,
2016, compared to a net loss of $25.9 million on $245 million of
total operating revenues for the fiscal year ended March 31, 2015.
As of March 31, 2016, American Media had $422 million in total
assets, $501 million in total liabilities, $3 million in redeemable
non-controlling interests and a $82.5 million total stockholders'
deficit.
* * *
As reported in the Jan. 9, 2015 edition of the TCR, American Media
carries a 'Caa1' corporate family rating from Moody's. American
Media's Caa1 CFR reflects the company's elevated total debt to
EBITDA leverage that Moody's expect will rise to the 8-9x range
(Moody's adjusted) over the rating horizon from about 7x as of
Sept. 30, 2014 as a result of lower EBITDA performance that
stems from a reduction in circulation sales associated with the
bankruptcy filing of AMI's second largest publications wholesaler,
Source Interlink Distribution ("Source"). The rating also captures
AMI's weak liquidity profile and deteriorating EBITDA cushion under
the revolver's first-lien leverage covenant resulting from the
lower circulation revenue aggravated by the Source bankruptcy,
which required temporary covenant relief through an amendment to
the credit facility.
As reported by the TCR on March 29, 2016, Standard & Poor's Ratings
Services said that it lowered its corporate credit rating on Boca
Raton, Fla.-based American Media Inc. to 'SD' (selective default)
from 'CCC+'. The downgrades follow American Media's announcement
that it has completed an exchange of $58.9 million of its existing
11.5% first-lien senior secured notes due 2017 for $78 million 7%
senior secured second-lien notes due 2020. Concurrent with the
exchange, the company issued and distributed about $83.5 million of
additional second-lien notes to equity holders.
ANATOLY DERIN: Unsecured Creditors to Get 15% Under Exit Plan
-------------------------------------------------------------
Anatoly Derin, a resident of Brooklyn, New York, filed a Chapter 11
plan of reorganization, which proposes to pay general unsecured
creditors 15% of their claims.
The Debtor's restructuring plan proposes to pay general unsecured
claims in 60 equal monthly installments effective 30 days after the
plan takes effect.
The plan will be funded through the Debtor's own income, according
to the disclosure statement he filed with the U.S. Bankruptcy Court
for the Eastern District of New York.
A copy of the disclosure statement is available for free at
https://is.gd/rJH3UG
The Debtor is represented by:
Alla Kachan, Esq.
3099 Coney Island Ave., 3rd Floor
Brooklyn, NY 11235
Phone: (718) 513-3145
Fax: (347) 342-315
Email: alla@kachanlaw.com
About Anatoly Derin
Anatoly Derin, an IT specialist and resident of Brooklyn, New York,
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
E.D.N.Y. Case No. 15-41495) on April 3, 2015. The Debtor is
represented by Alla Kachan, Esq.
ANIXTER INC: Moody's Affirms Ba2 CFR & Alters Outlook to Stable
---------------------------------------------------------------
Moody's Investors Service affirmed Anixter Inc.'s Ba2 Corporate
Family Rating and changed its outlook to stable from negative. In
related actions, Moody's: 1) affirmed the Ba3 rating assigned to
Anixter's $350 million senior unsecured notes due 2019; 2) affirmed
the Ba3 rating assigned to Anixter's $400 million senior unsecured
notes due 2021; and 3) affirmed the Ba3 rating assigned to
Anixter's $350 million senior unsecured notes due 2023.
The following is a summary of Moody's ratings and rating actions
taken for Anixter:
-- Corporate Family Rating affirmed at Ba2;
-- Probability of Default Rating affirmed at Ba2-PD;
-- $350 million senior unsecured notes due 2019 affirmed at Ba3,
to (LGD4) from (LGD5) ;
-- $400 million senior unsecured notes due 2021 affirmed at Ba3,
to (LGD4) from (LGD5);
-- $350 million senior unsecured notes due 2023 affirmed Ba3, to
(LGD4) from (LGD5); and
-- Speculative grade liquidity rating affirmed at SGL-2.
Outlook Actions:
-- Outlook, changed to Stable
RATINGS RATIONALE
The change in the outlook from negative to stable reflects Moody's
overall positive view of the evolution of Anixter's integration of
Power Solutions into its organizational structure. Early signs from
1Q and 2Q 2016 figures present a cohesive incorporation of the
newly acquired business into Anixter's Electrical & Electronic
Solutions ( "EES ") and Utility Power Solutions ( "UPS ") segments.
Moody's expects Anixter's low and medium voltage electrical product
offering and sales to benefit from this acquisition as the company
continues to revert back to its publicly stated target credit
metrics.
The Ba2 Corporate Family Rating ( "CFR ") reflects Anixter's
relatively large scale within its main markets with a
well-diversified product offering and extensive geographic reach,
as well as the company's proven free cash flow generation capacity.
The rating also takes into account Anixter's low margins, limited
organic growth, and increased debt leverage since the acquisition
of HD Supply's Power Solutions division in October 2015. Moody's
anticipates the company will continue to slowly but steadily
delever during Moody's time horizon. Moody's forward view projects
adjusted debt-to-EBITDA declining towards 4.0x over the next 12 to
18 months (all ratios incorporate Moody's standard accounting
adjustments).
WHAT COULD CHANGE RATINGS UP/DOWN
Positive rating actions could ensue if Anixter's operating
performance exceeds Moody's expectations, resulting in improved
credit metrics as follows:
-- Adjusted debt-to-EBITDA sustained below 3.0x.
-- Interest coverage (measured as EBITA-to-interest expense),
sustained above 5.0x.
Negative rating actions may be taken if Anixter's operating
performance falls below Moody's expectations, or if the company
experiences a weakening in financial performance resulting in the
following adjusted metrics:
-- Adjusted debt-to-EBITDA increases above 4.5x.
-- Interest coverage (measured as EBITA-to-interest expense),
sustained below 2.5x.
-- In addition, if Anixter pursues further cash distributions or
large debt-financed acquisitions that do not prove
sufficiently accretive relative to incremental debt.
-- A deteriorating liquidity profile could pressure the ratings
as well. "
Corporate Profile:
Headquartered in Glenview, Illinois, Anixter Inc. is a global
distributor of communications products, electrical and electronic
wire and cable, and OEM supply. The company's end users include
enterprises, data centers, manufacturers, natural resources
companies, utilities and original equipment manufacturers. In 2015,
Anixter had revenues of $6,191 million and Moody's adjusted EBITDA
of $412.4 million.
AOG ENTERTAINMENT: Court Allows DIP Loan From Elvis Blue Moon
-------------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York, authorized AOG Entertainment, Inc.
and its affiliated Debtors to obtain postpetition financing and
continue using cash collateral.
Judge Bernstein authorized the Debtors to obtain
debtor-in-possession financing in the form of a revolving credit
facility in the aggregate principal amount of up to $30,000,000
from Elvis Blue Moon Holdings, LLC.
The Debtors are indebted to the First Lien Lenders and their
administrative agent, U.S. Bank, in an amount not less than
$209,000,000, plus any related accrued and unpaid fees and
expenses. The Debtors are also indebted to the Second Lien Lenders
and their administrative agent, U.S. Bank, in an amount not less
than $189,000,000, plus any related accrued and unpaid fees and
expenses. These debts are secured by liens and security interests
granted by the Debtors to the First Lien Lenders and the Second
Lien Lenders in prepetition collateral.
The First Lien Lenders, Second Lien Lenders and U.S. Bank asserted
that substantially all of the Debtors' cash, including all cash and
other amounts on deposit or maintained by the Debtors in any
account or accounts with any Prepetition Secured Party and any cash
proceeds of the disposition of any prepetition collateral within
the possession of the Debtors, constitute proceeds of the
prepetition collateral, and are therefore, their cash collateral.
They also assert that the cash maintained at Elvis Blue Moon
Holdings constitutes collateral to secure the Prepetition First
Lien Obligations and the Prepetition Second Line Obligations.
Judge Bernstein acknowledged that the Debtors have a critical need
to obtain the DIP Loans and to use the prepetition collateral,
including the cash collateral, in order to permit the orderly
continuation of their businesses, preserve the going concern value
of the Debtors and their non-Debtor affiliates, make adequate
protection payments, make payroll and satisfy the Debtors' other
working capital and general corporate purposes, among other
things.
The Debtors were authorized to use the prepetition collateral,
including the cash collateral until the earlier to occur of:
(a) the Maturity Date of the DIP Credit Agreement; and
(b) the acceleration of any DIP Loans and the termination of
the DIP Credit Agreement.
The approved Budget covers a period of 19 weeks, beginning on the
week ending May 7, 2016 and ending on the week ending September 10,
2016. The Budget provides for total disbursements in the amount of
$23,298,000.
The Debtors were prohibited from using:
(a) funds totaling approximately $10 million residing in a
certain bank account at Citibank, N.A. that is subject to a deposit
account control agreement in favor of the First Lien Agent;
(b) funds in the account ending in 3106 held at Citibank,
N.A., that is subject to the pledge agreement between Citibank,
N.A. and CORE Media Group, Inc. f/k/a CKX, Inc.; and
(c) funds in the account ending in 2173 held at Santander Bank
that may be subject to a security interest, other interest or
Finance PLC f/k/a Sovereign Finance PLC.
Judge Bernstein held that all of the DIP Obligations shall
constitute allowed senior administrative expense claims against the
Debtors with priority over any and all administrative expenses,
adequate protection claims and all other claims against the Debtors
or their estates.
The Carve-out consists of:
(1) any fees payable to the Clerk of Court and to the Office
of the U.S. Trustee, and any interest on such fees;
(2) the reasonable fees and expenses up to $50,000 incurred by
a trustee appointed in the Debtors' cases;
(3) up to $500,000 of allowed fees, expenses and disbursements
of professionals retained by order of the Court, incurred after the
occurrence of a Carve-Out Event; and
(4) all unpaid professional fees, expenses and disbursements
allowed by the Court for professionals employed by the estates and
retained by order of the Court, up to the amount provided for such
Estate Professionals on a line item basis in the Budget, that were
incurred prior to the occurrence of a Carve-Out Event.
Judge Bernstein granted Elvis Blue Moon Holdings a first lien on
unencumbered property, liens junior to certain existing liens, and
liens priming the liens of the Prepetition Secured Parties and all
liens junior thereto.
The First Lien Agent and the First Lien Lenders were granted
adequate protection in the form of a valid, perfected security
interest in and lien on all of the DIP Collateral, subject and
subordinate only to the DIP Liens, the Carve-Out, and the
Non-Primed Liens.
The Second Lien Agent, for the benefit of the Second Lien Lenders,
was granted a valid, perfected security interest in and lien on all
of the DIP Collateral subject and subordinate only to the DIP
Liens, the Carve-Out, the First Lien Adequate Protection Liens, the
Prepetition First Liens, and the Non-Primed Liens.
A full-text copy of the Final Order, dated July 27, 2016, is
available at https://is.gd/f3uZZk
About AOG Entertainment, Inc.
CORE Entertainment Inc. and its subsidiaries own, produce, develop
and commercially exploit entertainment content. The Company's
portfolio of world-class brands and entertainment properties
includes participation in the "IDOL"-branded shows, including
American Idol, Deutschland sucht den Superstar, Nouvelle Star and
more than fifty other franchises shown around the world, and the
popular television series "So You Think You Can Dance". The
Company conducts its primary business activities through its
subsidiary groups, including 19 Entertainment.
CORE Entertainment Inc. and 47 other affiliates each filed a
Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos. 16-11087
to 16-11134, respectively) on April 28, 2016, two days prior to the
expiration of their forbearance agreement with (a) certain lenders
holding the requisite amount of loans under a first lien term loan
facility; and (b) Crestview Media Investors, L.P., as lender under
the first lien term loan facility and a second lien term loan
facility. Pursuant to the Forbearance Agreements, the lenders
agreed to forbear from exercising their remedies on account of any
missed payments or certain alleged defaults under the Term Loan
Agreements.
The Debtors estimated assets and liabilities in the range of $100
million to $500 million.
The Debtors have hired Matthew A. Feldman, Esq., Paul V. Shalhoub,
Esq., and Andrew S. Mordkoff, Esq., at Willkie Farr & Gallagher LLP
as counsel, Moelis & Company, LLC as financial advisor,
PricewaterhouseCoopers LLP as auditors and tax consultants and
Kurtzman Carson Consultants LLC as claims, noticing and
administrative agent.
The cases are pending joint administration under AOG Entertainment,
Inc., Case No. 16-11090 before the Honorable Stuart M. Bernstein.
The official committee of unsecured creditors retained Zolfo
Cooper, LLC as its financial advisor.
ARCH COAL: 10th Cir. Flips Summary Judgment on Retaliation Claims
-----------------------------------------------------------------
The United States Court of Appeals for the Tenth Circuit reversed
the district court's order granting summary judgment in favor of
Mountain Coal Company, LLC, on Eugene Foster's retaliation claims
under the Americans with Disabilities Act.
The Tenth Circuit concluded that a reasonable jury could find that
Foster established a prima facie case of retaliation with respect
to both his April 3 and April 11 purported requests for
accommodation. The appellate court further concluded that a
reasonable jury could find that Mountain Coal's asserted basis for
terminating Foster's employment was pretext.
The case is EUGENE FOSTER, Plaintiff-Appellant, and ROBERT FISK,
Plaintiff, v. MOUNTAIN COAL COMPANY, LLC; ARCH WESTERN RESOURCES,
LLC; ARCH COAL, INC., Defendants-Appellees, No. 15-1025 (10th
Cir.).
A full-text copy of the Tenth Circuit's July 26, 2016 ruling is
available at https://is.gd/JdHLOP from Leagle.com.
Plaintiff-Appellant is represented by:
Damon J. Davis, Esq.
J. Keith Killian, Esq.
KILLIAN DAVIS RICHTER & MAYLE, P.C.
202 North Seventh Street
Grand Junction, CO 81501
Tel: (970)241-0707
Fax: (970)242-8375
Defendants-Appellees are represented by:
Jeffrey T. Johnson, Esq.
Bradford J. Williams, Esq.
Stephen G. Masciocchi, Esq.
HOLLAND & HART, LLP
555 Seventeenth Street, Suite 3200
Denver, CO 80202-3979
Tel: (303)295-8000
Fax: (303)295-8376
Email: jjohnson@hollandhart.com
bjwilliams@hollandhart.com
smasciocchi@hollandhart.com
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.
ARCHDIOCESE OF ST. PAUL: Substantive Consolidation Bid Denied
-------------------------------------------------------------
Judge Robert J. Kressel of the United States Bankruptcy Court for
the District of Minnesota denied the motion of the committee of
unsecured creditors to substantively consolidate the estates of the
debtor and over 200 Catholic nonprofit, non-debtor entities.
The motion named the following entities as targets: 187 parishes in
the Archdiocese of Saint Paul and Minneapolis, consolidated
schools, the Catholic Community Foundation of Minnesota, the
Francophone African Chaplaincy, Segrado Corizon de Jesus [sic], the
Chaplaincy of Gichitwaa Kateri [sic], Newman Center and Chapel
[sic], the Catholic Finance Corporation, The Catholic Cemeteries,
Totino Grace High School, DeLaSalle High School, and Benilde-St.
Margaret High School [sic].
Judge Kressel concluded that he lacked authority to substantively
consolidate the debtor with the targeted entities. The judge also
added that, even if he had the authority to substantively
consolidate the debtor with non-consenting, eleemosynary
non-debtors, the committee failed to allege sufficient facts to
support substantive consolidation
A full-text copy of Judge Kressel's July 28, 2016 memorandum and
order is available at http://bankrupt.com/misc/mnb15-30125-740.pdf
About the Archdiocese of Saint Paul
and Minneapolis
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chicago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000 Catholic
individuals in the region. These individuals and parishes are
served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC d/b/a Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
The U.S. Trustee appointed five creditors to serve on the Committee
of Parish Creditors. Ginny Dwyer was appointed as the acting
chairperson of the committee until such time as the members can
meet and officially elect their own person.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases
in the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
ARS CAPITAL: Can Use Accent Funding Cash Collateral Until Aug. 31
-----------------------------------------------------------------
Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized ARS Capital Investments,
LLC to use the cash collateral of Accent Funding, LLC until August
31, 2016.
Judge Hollis granted Accent Funding replacement liens in the real
estate commonly known as 14535 Vine, Harvey, Illinois and the rents
received by the Debtor in that property. The liens and security
interest granted to Accent Funding will have the same validity,
perfection and enforceability as the prepetition liens held by it.
The Debtor was directed to make monthly adequate protection
payments to Accent Funding in the amount of $385.
The approved Budget provided for expenses consisting of adequate
protection payments to Accent Funding, water/trash, insurance and
taxes, in the total amount of $854.
A status hearing is scheduled on August 9, 2016 at 10:30 a.m. A
full-text copy of the Interim Order, dated July 27, 2016, is
available at https://is.gd/8RxuAG
About ARS Capital Investments, LLC.
ARS Capital Investments, LLC filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 15-15823) on May 4, 2015. The petition was
signed by Anthony Scales, managing member. The Debtor is
represented by Paul M. Bach, Esq., at Sulaiman Law Group, Ltd. The
case is assigned to Judge Pamela S. Hollis. The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
ARS CAPITAL: Can Use Ascent Acquisitions Cash Until Aug. 31
-----------------------------------------------------------
Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized ARS Capital Investments,
LLC to use the cash collateral of Ascent Acquisitions, LLC until
August 31, 2016.
The Debtors were authorized to use the cash collateral of Ascent
Acquisitions as to, among others, six properties located at:
(A) 14426 Peoria Street, Harvey, Illinois;
(B) 14434 Sangamon, Harvey, Illinois;
(C) 15111 Marshfield Avenue, Harvey, Illinois;
(D) 15121 Honore Avenue, Harvey, Illinois;
(E) 15210 Wood Street, Harvey, Illinois; and
(F) 15326 Lincoln Avenue, Harvey, Illinois.
Judge Hollis granted Ascent Acquisitions replacement liens in the
real estate which have the same validity, perfection and
enforceability sa the prepetition liens held by Ascent
Acquisitions.
The Debtor was directed to make monthly adequate protection
payments to Ascent Acquisitions in the amount of $9,415.
The approved Budget provides for, among others, total expenses in
the amount of $920 for the 14426 Peoria Street property; $1,038 for
the 14434 Sangamon property; and $909 for the 15111 Marshfield
Avenue property.
A status hearing is scheduled on August 9, 2016 at 10:30 a.m.
A full-text copy of the Interim Order, dated July 27, 2016, is
available at https://is.gd/FIBTZZ
About ARS Capital Investments, LLC.
ARS Capital Investments, LLC filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 15-15823) on May 4, 2015. The petition was
signed by Anthony Scales, managing member. The Debtor is
represented by Paul M. Bach, Esq., at Sulaiman Law Group, Ltd. The
case is assigned to Judge Pamela S. Hollis. The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
ARS CAPITAL: First Community Bank Cash Use OK Until Aug. 31
-----------------------------------------------------------
Judge Pamela S. Hollis of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized ARS Capital Investments,
LLC to use the cash collateral of First Community Bank and Trust
until August 31, 2016.
The Debtor was authorized to use the cash collateral of First
Community Bank - Beecher generated by three properties located at:
(a) 1147 E 146th Street, Dolton, Illinois;
(b) 14118 S. Calument Avenue, Dolton, Illinois; and
(c) 14338 Chicago Road, Dolton, Illinois.
First Community Bank - Beecher was granted replacement liens in the
real estate of the same validity, perfection and enforceability as
the pre petition liens held by First Community Bank and Trust.
The approved Budget provides for, among others, total expenses in
the amount of $829 for the 1147 E 146th Street property; $854 for
the 14118 S. Calument Avenue property; and $739 for the 14338
Chicago Road property.
A status hearing is scheduled on August 9, 2016 at 10:30 a.m.
The Debtor was directed to make monthly adequate protection
payments to First Community Bank and Trust in the amount of
$18,433.
A full-text copy of the Interim Order, dated July 27, 2016, is
available at https://is.gd/Cogkyb
About ARS Capital Investments, LLC.
ARS Capital Investments, LLC filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 15-15823) on May 4, 2015. The petition was
signed by Anthony Scales, managing member. The Debtor is
represented by Paul M. Bach, Esq., at Sulaiman Law Group, Ltd. The
case is assigned to Judge Pamela S. Hollis. The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
ASSOCIATED WHOLESALERS: Wins Partial Summary Judgment re Claim 1868
-------------------------------------------------------------------
Judge Kevin J. Carey of the United States Bankruptcy Court for the
District of Delaware granted, in part, and denied, in part, ADI
Liquidation Inc.'s motion for partial summary judgment pursuant to
Fed. R. Civ. P. 56 (made applicable by Fed. R. Bankr. P. 7056 and
9014) with respect to their objection to Claim Number 1868 filed by
Fairway Group Central Services LLC.
ADI filed the motion to determine whether that portion of proof of
claim 1868 seeking recovery for alleged "Additional Freight &
Upcharges Stemming From Emergency Purchases," "Lost Profits Due to
Service Level Breach," and "Los[t] Deals Due to Termination of the
Buy and Hold Program," must be disallowed due to the waiver of any
claims for consequential and/or incidental damages in the parties'
Vendor Supply Agreement.
Judge Carey granted the motion with respect to the "Lost Profits
Due to Service Level Breach" and "Los[t] Deals Due to Termination
of the Buy and Hold Programs," but denied the motion with respect
to "Additional Freight & Upcharges Stemming From Emergency
Purchases."
A full-text copy of Judge Carey's July 26, 2016 order is available
at http://bankrupt.com/misc/deb14-12092-3115.pdf
About Associated Wholesalers
Founded in 1962 and headquartered in Robesonia, Pennsylvania,
Associated Wholesalers Inc. serviced 800 supermarkets, specialty
stores, convenience stores and superettes with grocery, meat,
produce, dairy, frozen foods and general merchandise/health and
beauty care products. AWI, with distribution facilities in
Robesonia, Pennsylvania, and York, Pennsylvania, served the
mid-Atlantic United States. AWI is owned by its 500 retail
members, who in turn operate supermarkets. AWI had 1,459
employees.
White Rose Inc. is a food wholesaler and distributor serving the
greater New York metropolitan area. The company traces its
origins
to 1886, when brothers Joseph and Sigel Seeman founded Seeman
Brothers & Doremus to provide grocery deliveries throughout New
York City. White Rose carries out its operations through three
leased warehouse and distribution centers, two of which area
located in Carteret, New Jersey, and one in Woodbridge, New
Jersey.
White Rose has 777 employees.
Associated Wholesalers and its affiliates sought Chapter 11
bankruptcy protection on Sept. 9, 2014, to sell their assets under
11 U.S.C. Sec. 363 to C&S Wholesale Grocers, absent higher and
better offers. The Debtors were granted joint administration of
their Chapter 11 cases for procedural purposes, under the lead
case
of AWI Delaware, Inc., Bankr. D. Del. Case No. 14-12092.
As of the Petition Date, the Debtors owed the Bank Group
(consisting of lenders, Bank of America, N.A., Bank of American
Securities LLC as sole lead arranger and joint book runner, Wells
Fargo Capital Finance, LLC as joint book runner and syndication
agent, and RBS Capita, as documentation agent) an aggregate
principal amount of not less than $131,857,966 (inclusive of
outstanding letters of credit), plus accrued interest. The
Debtors estimate trade debt of $72 million. AWI Delaware
disclosed
$11,440 in assets and $125,112,386 in liabilities as of the
Chapter
11 filing.
Saul Ewing LLP and Rhoads & Sinon LLP serve as legal advisors to
the Debtors, Lazard Middle Market serves as financial advisor, and
Carl Marks Advisors as restructuring advisor to AWI. Carl Marks'
Douglas A. Booth has been tapped as chief restructuring officer.
Epiq Systems serves as the claims agent.
The Official Committee of Unsecured Creditors is represented by
David B. Stratton, Esq., and Evelyn J. Meltzer, Esq., at Pepper
Hamilton, LLP, in Wilmington, Delaware; and Mark T. Power, Esq.,
and Christopher J. Hunker, Esq., at Hahn & Hessen LLP, in New
York.
The Committee also has retained Capstone Advisory Group, LLC,
together with its wholly-owned subsidiary Capstone Valuation
Services, LLC, as its financial advisors.
The Troubled Company Reporter, on Nov. 5, 2014, reported that the
Bankruptcy Court authorized Associated Wholesalers to sell
substantially all of its assets, including their White Rose
grocery
distribution business, to C&S Wholesale Grocers, Inc. The C&S
purchase price consists of the lesser of the amount of the bank
debt, which totals about $18.1 million and $152 million, plus
other
liabilities, which amount is valued at $194 million. C&S,
according to Bill Rochelle and Sherri Toub, bankruptcy columnists
for Bloomberg News, ended up paying $86.5 million more cash to be
anointed as the winner at the auction.
Associated Wholesalers, which changed its name to AWI Delaware,
Inc., prior to the approval of the sale. AWI Delaware notified
the
Bankruptcy Court on Nov. 12, 2014, that closing occurred in
connection with the sale of their assets to C&S. AWI Delaware
then
changed its name to ADI Liquidation, Inc., following the closing
of
the sale.
As reported in the Feb. 29 edition of the TCR, ADI Liquidation,
Inc., f/k/a AWI Delaware, Inc., filed with the U.S. Bankruptcy
Court for the District of Delaware a Chapter 11 plan of
liquidation
and an accompanying disclosure statement.
The TCR reported on July 29, 2016, that ADI Liquidation, Inc., et
al., filed with the U.S. Bankruptcy Court for the District of
Delaware a disclosure statement relating to the first amended
Chapter 11 plan of liquidation. The Disclosure Statement is
available at http://bankrupt.com/misc/deb14-12092-3063.pdf
AURORA OPERATING: Exit Plan to Pay Unsecured Creditors in Full
--------------------------------------------------------------
Aurora Operating, LLC's unsecured creditors will receive full
payment of their claims, according to the company's proposed
Chapter 11 plan of reorganization.
Under the plan, unsecured creditors, which assert $2.3 million in
claims, will get 100% of their claims against the company.
The restructuring plan provides that the company will continue to
operate and develop oil and gas properties in the Swenson Ranch
Field located in Throckmorton County, Texas, on behalf of the
current working interest owners.
The plan will be funded exclusively from net operational revenues
from the current production of the Swenson No. 1 Well, according to
the company's disclosure statement filed with the U.S. Bankruptcy
Court for the Southern District of Texas.
A copy of the disclosure statement is available for free at
https://is.gd/WV6PQM
The Debtor is represented by:
James B. Jameson, Esq.
P.O. Box 980575
Houston, TX 77098
Phone: 713-807-1705
Fax: 713-807-1710
Email: jbjameson@jamesonlaw.net
About Aurora Operating
Aurora Operating, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Texas Case No. 16-30218) on January
11, 2016. The petition was signed by Andrey Platunov, operating
director.
At the time of the filing, the Debtor disclosed $2.37 million in
assets and $2.35 million in liabilities.
BANK OF ANGUILLA: Hires Epiq as Notice and Claims Agent
-------------------------------------------------------
National Bank of Anguilla (Private Banking & Trust) Ltd. asks for
permission from the U.S. Bankruptcy Court for the Southern District
of New York to employ Epiq Bankruptcy Solutions, LLC as notice and
claims agent.
The Debtor requires Epiq to:
(a) prepare and serve, in accordance with any protective order
entered in the Chapter 11 Case, required notices and
documents in the Chapter 11 Case in accordance with the
Bankruptcy Code and the Bankruptcy Rules in the form and
manner directed by the Debtor and/or the Court, including
(i) notice of any auction sale hearing, (ii) notice of any
claims bar date, (iii) notices of transfers of claims, (iv)
notices of objections to claims, (v) notices of any
hearings on a disclosure statement and confirmation of the
Debtor's plan of reorganization, including under Bankruptcy
Rule 3017(d), (vi) notice of the effective date of any
plan, and (vii) all other notices, orders, pleadings,
publications and other documents as the Debtor or Court may
deem necessary or appropriate for an orderly administration
of the Chapter 11 Case;
(b) subject to any protective ordered entered in the Chapter 11
Case, maintain a copy of the Debtor's schedules of assets
and liabilities and statement of financial affairs, listing
the Debtor's known creditors and the amounts owed thereto;
(c) maintain (i) lists of all potential creditors, including
both an unredacted list subject to any protective order
entered by the Court and a redacted list identifying
depositors solely by numeric identifier, and a list of
equity holders and other parties-in-interest; and (ii)
"core" mailing lists consisting of all parties described in
sections 2002(i), (j) and (k) and those parties that have
filed a notice of appearance pursuant to Bankruptcy Rule
9010, including both an unredacted list subject to any
protective order entered by the Court and a redacted list
identifying depositors solely by numeric identifier, update
said lists and make said unredacted lists available upon
request to the United States Trustee and the Clerk's
Office subject to the terms of any protective order entered
by the Bankruptcy Court in this Chapter 11 Case;
(d) should proofs of claim be solicited in this Chapter 11
Case, furnish a notice to all potential creditors of the
last date for the filing of proofs of claim and a form for
the filing of a proof of claim after such notice and form
are approved by this Court, and notify potential creditors
of the existence, amount and classification of their
respective claims as set forth in the Schedules, which may
be effected by inclusion of such information and a
customized proof of claim form provided to potential
creditors; provided that each creditor that is a depositor
shall receive its own customized notice, which shall be
kept confidential as provided in any protective order
entered by the Court. For the avoidance of doubt, Epiq will
file publicly a redacted certificate of service identifying
each depositor solely by its numeric identifier;
(e) for all notices, motions, orders or other pleadings or
documents served, prepare and file or caused to be filed,
within 3 business days of service, with the Clerk's Office
a redacted affidavit or certificate of service that
identifies the depositors solely by their numeric
identifier;
(f) process all proofs of claim received, including those
received by the Clerk's Office, and review said processing
for accuracy, and maintain the original proofs of claim in
a secure area;
(g) maintain (i) the official claims register for the Debtor on
behalf of the Clerk's Office; upon the request of the
Clerk's Office, provide the Clerk's Office with a
certified, duplicate Claims Register subject to any
protective order entered by this Court; and specify in the
Claim Register the following information for each claim
docketed: (u) the claim number assigned, (v) the date
received, (w) the name and address of the claimant who
filed the claim, (x) the amount asserted, (y) the
asserted classification(s) of the claim, and (z) any
disposition of the claim and (ii) an unofficial claims
register that contains the information listed in
(i)(u), (v), (x), (y) and (z) above and identifies the
claimants solely by their numeric identifiers;
(h) implement necessary security measures to ensure the
completeness and integrity of the Claims Register and the
safekeeping of the original proofs of claims;
(i) implement procedures to insure compliance with any
protective order entered by this Court;
(j) record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e) and
subject to any protective ordered entered by this Court;
(k) monitor the Court's docket for all notices of appearance,
address changes, and claims-related pleadings and orders
filed and make necessary notations on and/or changes to the
official Claims Register and the unofficial, redacted
versions thereof;
(l) assist in the dissemination of information to the public
and respond to requests for administrative information
regarding the case as directed by the Debtor or the Court,
including through the use of a case website and/or call
center or other creditor hotline, subject to any protective
order entered by this Court;
(m) 30 days prior to the close of the Chapter 11 Case, to the
extent practicable, request that the Debtor submit to the
Court a proposed order dismissing Epiq and terminating the
services of such agent upon completion of its duties and
responsibilities and upon the closing of the Chapter 11
Case;
(n) destroy and erase any confidential depositors' information
as and when provided in any protective order entered by
this Court;
(o) 7 days of notice to Epiq of entry of an order closing
the Chapter 11 Case, provide to this Court the final
version of the redacted Claims Register as of the date
immediately before the close of the Chapter 11 Case;
(p) at the close of the Chapter 11 Case, and except as
otherwise provided in any protective order entered by this
Court, box and transport all original documents, in proper
format, as provided by the Clerk's Office, to (i) the
Federal Archives Record Administration, located at Central
Plains Region, 200 Space Center Drive, Lee's Summit, MO
64064 or (ii) any other location requested by the Clerk's
Office; and
(q) the unofficial redacted version of the claims register
shall be opened to the public for examination without
charge during regular business hours and on a case-specific
website maintained by Epiq.
Epiq will be paid at these hourly rates:
Clerical/Administrative Support $25–$45
Case Managers $70-$95
Senior Case Manager $95-$135
Director Case Management $140-$165
IT/Programming $65–$90
Consultant/Senior Consultant $160-$185
Epiq will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Brad Tuttle, vice president and senior managing consultant of Epiq,
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.
Epiq can be reached at:
Pamela Corrie
EPIQ BANKRUPTCY SOLUTIONS, LLC
777 Third Avenue, Third Floor
New York, NY 10017
About National Bank of Anguilla
The National Bank of Anguilla was formed in 1984 and began
operating in 1985, when it acquired the Anguilla branch of the Bank
of America National Trust & Savings Association, according to its
website. The private-banking unit provides financial services to
offshore clients around the world and is wholly owned by its
parent, Bloomberg News notes.
The parent ceased banking operations on April 22, 2016. It began
liquidating in an Anguillan court the following month. On May 26,
it petitioned for bankruptcy court protection from U.S. creditors.
Banking operations were transferred to the National Commercial Bank
of Anguilla, which is wholly owned by the government.
The private bank's case is In re National Bank of Anguilla (Private
Banking & Trust Ltd.), 16-11806, U.S. Bankruptcy Court, Southern
District of New York in Manhattan. The parent's case is 16-11529.
BANK OF ANGUILLA: Hires Reed Smith as Bankruptcy Counsel
--------------------------------------------------------
National Bank of Anguilla (Private Banking & Trust) Ltd. asks for
permission from the U.S. Bankruptcy Court for the Southern District
of New York to employ Reed Smith LLP as bankruptcy counsel, nunc
pro tunc to the June 22, 2016 petition date.
The Debtor requires Reed Smith to render these professional
services:
(a) preparing motions, applications, answers, orders, reports,
and other court documents in connection with the Debtor's
bankruptcy case;
(b) providing professional advice and assistance in the
confirmation and implementation of any plan;
(c) representing the Debtor at all court hearings, trials, and
meetings of creditors; and
(d) performing all other necessary legal services required by
the Debtor during the course of the Debtor's bankruptcy
case.
Reed Smith will be paid at these hourly rates:
Gil Feder $800
Casey D. Laffey $665
James C. McCarroll $870
Jordan W. Siev $845
Kurt F. Gwynne $790
Avi Navo $635
Emily K. Devan $385
Christopher A. Lynch $645
Christopher Hoffman $690
Nicole Lapsatis $505
Christopher M. LauKamg $250
John B. Lord $330
Partners $540-$935
Counsel $450-$915
Associates $200-$755
Paralegals $85-$400
Reed Smith will also be reimbursed for reasonable out-of-pocket
expenses incurred.
On May 25, 2016, the Debtor paid Reed Smith an advance security
payment of $9,000 for its services in connection with the services
provided and to be provided to the Debtor. On June 15, 2016, the
Debtor paid Reed Smith an additional $150,000 as payment for its
prepetition services in connection with the Chapter 15 recognition
proceeding and the commencement of the Chapter 11 case, with the
balance to serve as a security retainer for Reed Smith's services
provided after the Petition Date.
James C. McCarroll, partner of Reed Smith, 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.
Reed Smith can be reached at:
James C. McCarroll, Esq.
Jordan W. Siev, Esq.
Kurt F. Gwynne, Esq.
REED SMITH LLP
599 Lexington Avenue
New York, NY 10022-7650
Tel: (212) 521-5400
Fax: (212) 521-5450
E-mail: jmccarroll@reedsmith.com
jsiev@reedsmith.com
kgwynne@reedsmith.com
About National Bank of Anguilla
The National Bank of Anguilla was formed in 1984 and began
operating in 1985, when it acquired the Anguilla branch of the Bank
of America National Trust & Savings Association, according to its
website. The private-banking unit provides financial services to
offshore clients around the world and is wholly owned by its
parent, Bloomberg News notes.
The parent ceased banking operations on April 22, 2016. It began
liquidating in an Anguillan court the following month. On May 26,
it petitioned for bankruptcy court protection from U.S. creditors.
Banking operations were transferred to the National Commercial Bank
of Anguilla, which is wholly owned by the government.
The private bank's case is In re National Bank of Anguilla (Private
Banking & Trust Ltd.), 16-11806, U.S. Bankruptcy Court, Southern
District of New York in Manhattan. The parent's case is 16-11529.
BASIC ENERGY: Incurs $90 Million Net Loss in Second Quarter
-----------------------------------------------------------
Basic Energy Services, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $89.9 million on $120 million of total revenues for the three
months ended June 30, 2016, compared to a net loss of $48.3 million
on $194 million of total revenues for the three months ended June
30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $173 million on $250 million of total revenues compared to
a net loss of $80.9 million on $455 million of total revenues for
the same period a year ago.
As of June 30, 2016, Basic Energy had $1.07 billion in total
assets, $1.14 billion in total liabilities, and a $62.4 million
total stockholders' deficit.
As of June 30, 2016, the Company's primary capital resources were
utilization of capital leases, borrowings under its Term Loan
Agreement and borrowings under its Modified Facility, partially
offset by net cash used in operations. As of June 30, 2016, the
Company had unrestricted cash and cash equivalents of $86.1 million
compared to $46.7 million as of Dec. 31, 2015. An additional
amount of $19.4 million is classified as restricted cash and may be
released only upon satisfaction of predetermined conditions related
to perfection of the collateral by August 31, 2016. However, such
conditions may not be satisfied by Aug. 31, 2016, and the Company
is currently seeking an extension of the deadline for satisfaction
of such conditions. The Company cannot predict whether the Term
Loan Agreement lenders will agree to extend the deadline for the
satisfaction of such conditions.
As of June 30, 2016, Basic had no borrowings and $51.8 million of
letters of credit outstanding under its Modified Facility, giving
Basic $22.1 million of available borrowing capacity under the
Modified Facility based on its borrowing base determined as of such
date, of which $15 million is subject to leverage covenants.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/HqcgOw
About Basic Energy
Energy Services, Inc. provides a wide range of well site services
in the United States to oil and natural gas drilling and producing
companies, including completion and remedial services, fluid
services, well servicing and contract drilling. These services are
fundamental to establishing and maintaining the flow of oil and
natural gas throughout the productive life of a well. The
Company's broad range of services enables us to meet multiple needs
of its customers at the well site.
Basic Energy reported a net loss of $241.74 million in 2015
compared to a net loss of $8.34 million in 2014.
"If we are unable to generate sufficient cash flow or are otherwise
unable to obtain the funds required to make principal and interest
payments on our indebtedness, or if we otherwise fail to comply
with the various covenants in instruments governing any existing or
future indebtedness, we could be in default under the terms of such
instruments. In the event of a default, the holders of our
indebtedness could elect to declare all the funds borrowed under
those instruments to be due and payable together with accrued and
unpaid interest, secured lenders could foreclose on any of our
assets securing their loans and we or one or more of our
subsidiaries could be forced into bankruptcy or liquidation. If our
indebtedness is accelerated, or we enter into bankruptcy, we may be
unable to pay all of our indebtedness in full. Any of the
foregoing consequences could restrict our ability to grow our
business and cause the value of our common stock to decline," the
Company warned in its annual report for the year ended Dec. 31,
2015.
* * *
As reported by the TCR on March 30, 2016, Standard & Poor's Ratings
Services lowered its corporate credit rating on Fort Worth-based
Basic Energy Services Inc. to 'CCC+' from 'B-'. The outlook is
negative.
The TCR reported on March 14, 2016, that Moody's Investors Service
downgraded Basic Energy Services, Inc.'s Corporate Family Rating
(CFR) to Caa3 from Caa1, its senior unsecured notes rating to Ca
from Caa2, and lowered its Speculative Grade Liquidity Rating to
SGL-4 from SGL-3. The outlook remains negative.
BEAR CREEK PARTNERS II: Hires Miller Johnson as Counsel
-------------------------------------------------------
Bear Creek Partners II LLC, et al., seek authority from the U.S.
Bankruptcy Court for the Western District of Michigan to employ
Miller Johnson as substitute counsel to the Debtors, nunc pro tunc
to July 25, 2016.
Bear Creek Partners II requires Miller Johnson to:
a. advise the Debtors with respect to their rights, powers and
duties as debtors and debtors-in-possession in the
continued management and operation of their financial
affairs and property;
b. assist in the preparation of any necessary amendments to
the schedules and statement of affairs;
c. attend meetings and negotiating with representatives of
creditors and other parties in interest;
d. advise and consult with the Debtors regarding the conduct
of this case, including all of the legal and administrative
requirements of operating in Chapter 11;
e. advise the Debtors on matters relating to the evaluation of
the assumption, rejection or assignment of unexpired leases
and executory contracts;
f. take all necessary action to protect and preserve the
Debtors' estate, including the prosecution of actions on
Its behalf, the defense of any actions commenced against
the estate, negotiations concerning all litigation in
which the Debtors may be involved and objections to claims
filed against the estate;
g. assist in formulating and prosecuting a Chapter 11 plan and
disclosure statement, along with all related agreements
and/or documents, and take any necessary action on behalf
of the Debtors to obtain confirmation of a Chapter 11 plan;
h. appear before the bankruptcy Court and the Office of the
U.S. Trustee, and protect the interests of the Debtors'
bankruptcy estate before the bankruptcy Court and the
Office of the U.S. Trustee; and
i. perform all other necessary legal services for the Debtors
in connection with the prosecution of the Chapter 11 cases,
including analyzing interests, liens, leases, and
contracts, and advising the Debtors on corporate and
litigation matters.
Miller Johnson will be paid at these hourly rates:
David J. Gass $495
Robert D. Wolford $410
Rachel L. Hillegonds $280
Members of Miller Johnson $300-$495
Non-Member Attorneys $190-$295
Paralegals $155-$195
Miller Johnson will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Robert D. Wolford, member of the law firm of Miller Johnson,
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.
Miller Johnson can be reached at:
Robert D. Wolford, Esq.
PO Box 306
Grand Rapids, MI 49501-0306
Tel: (616) 831-1700
Fax: (616) 831-1701
E-mail: wolfordr@millerjohnson.com
About Bear Creek Partners II
Bear Creek Partners II, L.L.C. and Bear Creek Retail Partners II
LLC filed chapter 11 petitions (Bankr. W.D. Mich. Case Nos.
16-02553 and 16-02554) on May 6, 2016. The Debtors are represented
by lawyers at Jaffe Raitt Heuer & Weiss, P.C., in SOuthfield, Mich.
Each debtor estimated between $10 million and $50 million of assets
and liabilities at the time of the filing. Lawyers at Wardrop &
Wardrop, P.C., represent the creditors' committee.
BFN OPERATIONS: Court Approves $35 -Mil. DIP Financing
------------------------------------------------------
Judge Barbara J. Houser of the U.S. Bankruptcy Court for the
Northern District of Texas authorized BFN Operations LLC and its
affiliated Debtors to obtain postpetition financing and use cash
collateral.
The Debtors were authorized to obtain a senior secured
superpriority debtor-in-possession revolving credit from
administrative agent PNC Bank, N.A. and the DIP Lender, in an
amount of up to $35,000,000, and to use the pre-petition
collateral, cash collateral and their proceeds and products.
The Debtors are indebted to PNC Bank, N.A., as adminstrative agent,
Crystal Financial LLC, as term loan agent, and the other lenders in
the amount of $110,692,454.86 as of June 16, 2016, plus prepetition
interest, fees, expenses, and other amounts arising in respect of
the indebtedness existing immediately before the Petition Date.
The indebtedness is secured by valid, enforceable, properly
perfected, first priority and unavoidable liens on and security
interests encumbering substantially all of the Debtors' assets.
Judge Houser acknowledged that it is in the best interest of the
Debtors' estates that the Debtors be allowed to enter into the DIP
Facility to obtain postpetition secured financing from the DIP
Agent and DIP Lender, and use the pre-petition collateral and cash
collateral. She also acknowledged that the Debtors require access
to the funding under the DIP Facility to satisfy administrative
expenses associated with the operation of their businesses as going
concerns and other costs relating to the administration of the
Chapter 11 cases.
Judge Houser held that the proceeds of the DIP Facility and cash
collateral will be used solely for the following purposes:
(a) to fund post-petition operating expenses and
working-capital needs of the Debtors, in accordance with the
Approved Budget or as approved by the DIP Agent and Term Loan
Agent;
(b) to pay (x) interest, fees and expenses to the DIP Agent
and (y) fees and expenses to the Term Loan Agent;
(c) to fund fees and expenses incurred in connection with the
363 Sale, subject to the reasonable consent of the DIP Agent and
Term Loan Agent, in writing or as set forth in the Approved
Budget;
(d) to pay permitted pre-petition claim payments and adequate
protection payments approved by DIP Agent and Term Loan Agent in
writing or set forth in the Approved Budget, if any;
(e) to pay Professional Fees and expenses provided for in the
Approved Budget; and
(f) to pay certain other costs and expenses of administration
of the Chapter 11 Cases as approved by the DIP Agent and Term Loan
Agent.
The Debtors were authorized to grant to the DIP Agent a valid,
binding, and enforceable lien, mortgage and/or security interest in
all of the Debtors’ presently owned or hereafter acquired
property and assets, and their proceeds and products, as security
for the DIP Facility Advances and other postpetition costs payable
under the DIP Financing Documents.
The Pre-petition Agent and Term Loan Agent were granted, for the
benefit of the Pre-petition Lenders, solely to the extent of
diminution in value of the Pre-petition Liens in the pre-petition
collateral, a valid, binding, enforceable and fully perfected Lien
in all DIP Collateral, junior only to the DIP Lien and the Carve
Out; and, a a postpetition superpriority administrative expense
claim against each of the Debtors, with recourse to all prepetition
and postpetition property of the Debtors and all their proceeds,
against the Debtors’ estates on a joint and several basis,
subject and junior only to the Carve-Out, DIP Facility Advances,
and DIP Superpriority Claim.
The Debtors were directed to make adequate protection cash payments
to the Term Loan Agent for the reasonable, out-of-pocket fees and
expenses of the Term Loan Agent, including its professionals.
The DIP Liens, DIP Facility Superpriority Claims, Adequate
Protection Liens and Prepetition Adequate Protection Superpriority
Claims will be subject to right of payment of the following
expenses:
(a) unpaid postpetition fees and expenses of the Clerk of the
Court and statutory fees payable to the U.S. Trustee;
(b) both (x) unpaid postpetition fees and expenses of
professionals of the Debtors and professionals of the Statutory
Committee, which are retained by an order of the Court; and (y) any
unpaid postpetition fees of the claims and noticing agent retained
by the Debtors, incurred prior to a Termination Event; and
(c) postpetition fees and expenses of the Professionals
incurred after the occurrence of a Termination Event in an
aggregate amount not to exceed $50,000.
The DIP Credit Agreement requires the Debtors to comply with the
following milestones:
(1) On the Petition Date, or such later date to which the DIP
Agent consents in writing in its sole discretion, the Debtors shall
have filed a motion requesting entry of the Sale Procedure Order
for the sale of substantially all of the Debtors’ on terms and
conditions acceptable to DIP Agent in DIP Agent’s reasonable
discretion.
(b) On or before July 8, 2016, or such later date to which DIP
Agent consents in writing in its sole discretion, the Bankruptcy
Court shall have entered the Sale Procedure Order.
(c) On or before July 8, 2016, or such later date to which DIP
Agent consents in writing in its sole discretion, the Debtors and
their representatives shall provide the DIP Agent and Term Loan
Agent with a formal report regarding their efforts to select a
"stalking-horse” bidder for the 363 Sale.
(d) On or before August 11, 2016, or such later date to which
DIP Agent consents in writing in its sole discretion, the Debtors
shall have held the 363 Sale auction.
(e) On or before August 16, 2016, or such later date to which
DIP Agent consents in writing in its sole discretion, the
Bankruptcy Court shall have entered the Sale Order approving the
363 Sale, the results of the Auction and the winning bid received
at the Auction.
(f) On or before the date that is 15 days after entry of the
Sale Order, or such later date to which DIP Agent consents in
writing in its sole discretion, the 363 Sale shall be closed, with
proceeds of the 363 Sale paid directly to DIP Agent.
Any interested party in the cases can commence a Challenge Action
against the Pre-petition Agent, Term Loan Agent, or Pre-petition
Lenders until:
(i) with respect to any Challenge Action relating to the
validity, extent, priority, perfection, or enforceability and/or
non-avoidability of the liens of the Pre-Petition Agent, Term Loan
Agent, or Pre-Petition lenders upon any assets of the Debtors,
until August 29, 2016; and
(ii) with respect to any other type of Challenge Action, until
September 28, 2016
The approved DIP Budget covers a period of eight weeks, beginning
on the week ending July 22, 2016 and ending with the week ending
September 2, 2016. The Budget provides for total operating
disbursements in the amount of $14,911,000.
A full-text copy of the Final Order, dated July 27, 2016, is
available at https://is.gd/O2qZ5E
About BFN Operations LLC.
BFN Operations LLC and four of its subsidiaries each filed a
voluntary petition under Chapter 11 of the Bankruptcy Code (Bankr.
N.D. Tex. Lead Case No. 16-32435) on June 17, 2016, estimating
assets and liabilities in the range of $100 million to $500
million.
Operating under the name Zelenka Farms, the Debtors are wholesale
growers and distributors of container-grown shrubs, trees,
perennials, roses, and groundcovers. Zelenka was founded in 1993
under the name The Berry Family of Nurseries. Zelenka employs
approximately 1,600 people to operate its six facilities totaling
3,577 acres across the key growing regions in the United States.
Zelenka owns farms in Oregon and the Vaughn Lane farm in Tennessee,
and leases farms in Oklahoma, Michigan, North Carolina, and the
Short Mountain farm in Tennessee. With approximately $130 million
in annual sales, Zelenka claims to represent approximately six
percent of the $2.2 billion wholesale nursery products industry and
is one of only five competitors exceeding $100 million in sales.
The Debtors have engaged Gardere Wynne Sewell LLP as counsel, CDG
Group, LLC as chief restructuring officer provider, Imperial
Capital, LLC as investment banker and Upshot Services LLC as
noticing, claims and balloting agent.
Judge Barbara J. Houser is assigned to the cases.
The Office of the U.S. Trustee appointed five creditors to serve on
the official committee of unsecured creditors.
BLACK ELK ENERGY: Can Pursue Tax Claim vs. Platinum
---------------------------------------------------
Judge Marvin Isgur of the United States Bankruptcy Court for the
Southern District of Texas, Houston Division, ruled on the
Emergency Motion for Relief from the Automatic Stay filed by Black
Elk Energy, LLC; Black Elk Management, LLC; Black Elk Employee
Incentive, LLC; Freedom Well Service, LLC; Iron Island
Technologies, LLC; and John Hoffman.
The Movants sought relief from the automatic stay to pursue claims
against certain nondebtor parties, including Platinum Partners
Value Arbitrage Fund LP, Platinum Partners Liquid Opportunities
Master Fund LP, and TKN Petroleum Offshore LLC (collectively,
“Platinum”). The Movants, creditors and equity holders in the
Debtor, including Debtor’s founder and former CEO, John Hoffman,
asserted that they possess certain claims, derivative in nature,
that Texas law allows them to bring as direct claims -- provided
that they comply with certain procedural requirements. The Movants
further asserted that some of their claims are direct claims
(specifically, the tax claim, addressed in detail below), and as
such are not estate property.
The Motion was opposed by (1) Platinum; (2) the Official Committee
of Unsecured Creditors; and (3) the Debtor.
As to the Movants' derivative claims, Judge Isgur held that "In
certain circumstances, the Texas statute offers procedural benefits
to members of limited liability companies, allowing them to pursue
derivative actions for their personal benefit. However, the
statute does not convert derivative claims into direct claims such
that they would not be included in a debtor LLC’s bankruptcy
estate."
With respect to the Movants' asserted tax claim, Judge Isgur
concluded that it is a direct claim, the pursuit of which would not
violate the debtor's automatic stay.
A full-text copy of Judge Isgur's July 26, 2016 memorandum opinion
is available at http://bankrupt.com/misc/txsb15-34287-1224.pdf
About Black Elk
Black Elk Energy Offshore Operations, LLC, is a Houston, Texas
based privately held limited liability company engaged in the
acquisition, exploitation, development and production of oil and
natural gas properties primarily in the shallow waters of the Gulf
of Mexico near the coast of Louisiana and Texas.
Black Elk had total assets of $339.7 million and total debt of
$432.3 million as of Sept. 30, 2014.
Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern
District of Texas placed Black Elk under Chapter 11 bankruptcy
protection on Sept. 1, 2015, converting an involuntary Chapter 7
bankruptcy petition by its creditors. Thereafter, the Company
filed with the Court a voluntary Chapter 11 petition (Bankr. S.D.
Tex. Case No. 15-34287) on Sept. 10, 2015.
Judge Paul later recused herself from the case and the matter was
given to Judge Marvin Isgur, according to information posted on
the case docket on Sept. 14.
The Debtor is represented by Elizabeth E. Green of Baker &
Hostetler. Blackhill Partners' Jeff Jones is the Debtor's Chief
Restructuring Officer.
CCH JOHN EAGAN: Unsecured Creditors to Get 90% of Claims
--------------------------------------------------------
A court hearing to consider approval of the disclosure statement
detailing the Chapter 11 plan of CCH John Eagan II Homes, L.P., is
set to be held on August 24.
The hearing will take place at the U.S. Bankruptcy Court, Courtroom
B, 8th Floor, 1515 North Flagler Drive, West Palm Beach, Florida.
Objections are due by August 17.
CCH John Eagan on July 15 filed with the U.S. Bankruptcy Court for
the Southern District of Florida a plan of reorganization, which
proposes to pay creditors in cash.
Under the plan, Class 6 creditors asserting unsecured claims that
are less than $50,000 will get 90% of their claims, without
interest, through a series of distributions.
Meanwhile, Class 7 unsecured creditors asserting claims that are
$50,000 or more will receive equal monthly payments over five years
totaling 90% of their claims, with 7% interest compounded annually.
The plan will be funded through the reorganized company's net
operating income and monies received from replacement reserves,
according to the disclosure statement.
A copy of the disclosure statement is available for free at
https://is.gd/NGUO8q
About CCH John Eagan
Headquartered in Palm Beach Gardens, Florida, CCH John Eagan II
Homes, L.P., owns and operates a 180 unit multifamily apartment
complex in Atlanta, Georgia commonly known as Magnolia Park
Apartments Phase II. It filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-31082) on Dec. 1, 2015, and is
represented by Eric A. Rosen, Esq., at Fowler White Burnett, P.A.
At the time of the filing, the Debtor estimated its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.
Judge Erik P. Kimball presides over the case.
The petition was signed by Yashpal Kakkar, managing member, CCH
John Eagan II Partners, LLC, GP.
CELERITAS CHEMICALS: Hires Sheldon Levy as Accountant
-----------------------------------------------------
Celeritas Chemicals, LLC seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Texas to employ
Sheldon E. Levy, CPA as accountant.
The Debtor requires Sheldon E. Levy, CPA to perform accounting and
tax services for the Debtor. Levy will be paid at $275 per hour.
Like many companies tied to the energy markets, the recent downturn
in the oil and gas economy has had a material impact upon
operations and cash flow. Celeritas has downsized its operations
and overhead considerably in response to market conditions.
Moreover, and not surprisingly in a severe down market, Celeritas
is a party to several different lawsuits, in some cases as
plaintiff attempting to recover for unpaid product, and in other
cases as defendant related to disputes over product shipments.
Celeritas was unable to cash flow operations and litigation costs
spread among multiple venues, and the bankruptcy case was a
necessary step to allow Celeritas to address its operational issues
and litigation matters.
Sheldon E. Levy, CPA, 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.
Levy may be reached at:
Sheldon E. Levy, CPA
6320 Southwest Blvd., Suite 204
Forth Worth, TX 76109
Tel: (817)731-6167
About Celeritas Chemicals
Celeritas Chemicals, LLC was organized as a Limited Liability
Company in Texas in 2005 and is in the business of importing guar
gum that is used in various industrial applications but primarily
for the extraction of natural gas. Celeritas sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. N.D. Texas Case No.
16-42136) on June 2, 2016. The petition was signed by Percy
Pinto, managing member.The case is assigned to Judge Mark X.
Mullin.At the time of the filing, the Debtor estimated its assets
and liabilities at $1 million to $10 million.
CHICORA LIFE CENTER: Files Plan to Exit Chapter 11 Protection
-------------------------------------------------------------
Chicora Life Center, LC, filed with the U.S. Bankruptcy Court for
the District of South Carolina its proposed plan to exit Chapter 11
protection.
Under the restructuring plan, general unsecured claims are
classified in Class 9. This class includes counterclaims or
cross-claims made by litigants in the disputes with Fetter Heath
Care Network Inc., Charleston County, John Singletary, Lee and
Associates, or Matthew Richard Moore.
To the extent any general unsecured claims are allowed, the holders
of such claims will receive pro rata payments on a quarterly basis
throughout the life of the restructuring plan, according to the
disclosure statement detailing the plan.
A copy of the disclosure statement is available for free at
https://is.gd/xkx5gc
About Chicora Life Center
Chicora Life Center, LC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. S.C. Case No. 16-02447) on May 16, 2016.
The petition was signed by Jeremy K. Blackburn, property manager.
The Debtor is represented by G. William McCarthy, Jr., Esq., at
McCarthy Law Firm, LLC. The Debtor disclosed total assets of $48.3
million and total debts of $22.09 million.
CHINACODE INC: Hires Bulldog Brokers to Sell Calif. Property
------------------------------------------------------------
CHINACODE INC: Hires Bulldog Brokers to Sell Calif. Property
Chinacode, Inc., seeks permission from the U.S. Bankruptcy Court
for the Central District of California to employ Norman O. Broyer
of Bulldog Brokers Inc., as real estate broker.
The Debtor has entered into a residential listing agreement with
Norman O. Broyer of Bulldog Brokers the exclusive and irrevocable
right to sell or exchange the real property described as 3250-3282
Via Real situated in Carpintera, Santa Barbara, California for a
price of 9,500,000. The Listing Agreement period began June 23,
2016, and ends on October 31, 2016.
The Debtor agrees to pay Broyer as compensation for his services
about 5% of the Listing Price.
Norman O.Broyer, real estate broker with Bulldog Brokers, 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.
Bulldog Broker may be reached at:
Norman O.Broyer
Bulldog Brokers, Inc.
2955 Manchester
Cardiff by the Sea, CA
Tel: (406)837-0407
About Chinacode Inc.
Chinacode, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-10922) on May 16,
2016. The petition was signed by Zhongwei Wang, president. The
case is assigned to Judge Peter Carroll. The Debtor estimated
both assets and liabilities in the range of $1 million to $10
million.
CHINACODE INC: Wants to Use Cash Collateral Until Sept. 16
----------------------------------------------------------
Chinacode, Inc., asks the U.S. Bankruptcy Court for the Central
District of California for authorization to use cash collateral
pursuant to its stipulation with Loan Oak Fund, LLC and USI
Servicing, Inc.
The Debtor tells the Court that Lone Oak and USI gave their consent
to the use of up to $11,091 of cash collateral by the Debtor
through September 16, 2016.
The proposed monthly Budget provides for expenses which include,
among others, accounting, electric, gas, general maintenance,
insurance, and landscaping.
The Debtor owns an interest in a single asset real estate
consisting of 12 acres of rental units, a residence, and polo
fields located at 3259 and 3282 Via Real, Carpinteria, California.
The Debtor wants to continue to collect and use the cash collateral
to pay the ordinary and necessary expenses related to the
preservation and maintenance of the Property. The Debtor relates
that secured lenders Loan Oak Fund, LLC and USI Servicing, Inc.
consented to the Debtor's use of their cash collateral.
The Debtor's schedules of assets and liabilities listed Lone Oak
with a first priority lien against the Property securing a claim of
$3,680,160, and listed USI with a second priority lien against the
Property securing a claim of $997,615.
A full-text copy of the Debtor's Motion, dated July 27, 2016, is
available at https://is.gd/IXclEx
Lone Oak Fund, LLC is represented by:
Simon Aron, Esq.
WOLF, RIFKIN, SHAPIRO, SCHULMAN & RABKIN, LLP
11400 West Olympic Boulevard, Ninth Floor
Los Angeles, CA 90064-1582
Telephone: (310) 478-4100
Email: saron@wrslawyers.com
About Chinacode, Inc.
Chinacode, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-10922) on May 16,
2016. The petition was signed by Zhongwei Wang, president. The
Debtor is represented by Peter Susi, Esq., at Hollister & Brace, A
Professional Corporation. The case is assigned to Judge Peter
Carroll. The Debtor estimated both assets and liabilities in the
range of $1 million to $10 million.
CHRISTIAN FAMILY: Wants to Use Cash in Bank of America DIP Account
------------------------------------------------------------------
Christian Family Church International, Inc., asks the U.S.
Bankruptcy Court for the Southern District of Florida for
authorization to use cash collateral.
The Debtor tells the Court that it has one secured lender with a
lien on cash collateral -- Church Loans & Investments Trust,
Herring Bank as Trustee for the Benefit of the Bond Holders of
Christian Family Church International, Inc., which held a first
mortgage secured by real property of the Debtor and secured a
foreclosure judgment in the amount of $4,699,849.03. The
foreclosure sale date was on January 5, 2016.
The Debtor tells the Court that it requires the use of its cash
that may be claimed as cash collateral to fund all necessary
operating expenses of the Debtor’s business. The Debtor further
tells the Court that it will suffer immediate and irreparable harm
if it cannot use funds in its D-I-P account to pay its expenses.
The Debtor adds that absent such use, it will not be able to
maintain and protect the personal property collateral and to
continue to hold religious services for its parishioners.
The Debtor believes that Church Loans will assert an interest in
the Debtor’s D-I-P account as cash collateral. The Debtor
disputes that such account is cash collateral, at least as to any
amount in excess of the $36,894.26 in Debtor’s previous Bank of
America accounts as of the date of filing.
The Debtor says that it will provide adequate protection of the
portion of its D-I-P account representing the amounts held as of
the date of filing by segregation of that amount into a separate
account, if such funds are, in fact, cash collateral and would, in
that circumstance, be prohibited from using that cash.
A full-text copy of the Debtor's Motion, dated July 26, 2016, is
available at https://is.gd/8F7qj4
Church Loans & Investments can be reached at:
Church Loans & Investments
5305 I-40 West
Amarillo, TX 79106-4759
About Christian Family Church International, Inc.
Christian Family Church International, Inc. filed a chapter 11
petition (Bankr. S.D. Fla. Case No. 16-10048) on January 4, 2016.
The petition was signed by Steven Barry, director.
The Debtor is represented by Norman L. Schroeder II, Esq., at
Norman L. Schroeder, II PA. The case is assigned to Judge Erik P.
Kimball.
The Debtor disclosed total assets of $1.99 million and total debts
of $4.74 million.
CLEAR CREEK RETIREMENT: Can File Chapter 11 Plan Until October 10
-----------------------------------------------------------------
Judge Brian D. Lynch of the U.S. Bankruptcy Court for the Western
District of Washington at Tacoma granted Clear Creek Retirement
Plan II, LLC's request for an extension of the exclusive periods
for filing of a Chapter 11 plan and the solicitation and acceptance
of such plan, through and including Oct. 10, 2016, and Dec. 9,
2016, respectively.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend by 120 days its exclusive periods
to file and solicit acceptances of a Plan in order to facilitate
movement towards a fair and equitable resolution of this case.
Specifically, the Debtor has received an initial expression of
interest from a third-party that would purchase the Debtor's real
property assets and assume those obligations secured by the
properties, and thus, an order extending the Exclusive Periods
would allow the Debtor to finalize proposed asset purchase and
liquidation agreements.
Attorneys for Clear Creek Retirement Plan II, LLC:
John R. Rizzardi, Esq.
Christopher L. Young, Esq.
Ben A. Ellison, Esq.
CAIRNCROSS & HEMPELMANN, P.S.
524 Second Avenue, Suite 500
Seattle, WA 98104-2323
Telephone: (206) 587-0700
Facsimile: (206) 587-2308
Email: jrizzardi@cairncross.com
cyoung@cairncross.com
bellison@cairncross.com
About Clear Creek
Clear Creek Retirement Plan II LLC sought protection under Chapter
11 of the Bankruptcy Code in the U.S. Bankruptcy Court for the
Western District of Washington (Tacoma) (Bankr. W.D. Wash., Case
No. 16-40547) on Feb. 12, 2016. The petition was signed by Rusty
D. Fields, manager.
The Debtor is represented by John R. Rizzardi, Esq., at Cairncross
& Hempelmann, P.S. The case is assigned to Judge Brian D. Lynch.
The Debtor disclosed total assets of $9.88 million and total debts
of $8.56 million.
CLIFFS NATURAL: Posts $12.8 Million Net Income for 2nd Quarter
--------------------------------------------------------------
Cliffs Natural Resources Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
net income attributable to common shareholders of $12.8 million on
$496.2 million of revenues for the three months ended June 30,
2016, compared to net income attributable to common shareholders of
$60.2 million on $498 million of revenues for the three months
ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported net
income attributable to common shareholders of $120.8 million on
$802 million of revenues compared to a net loss attributable to
common shareholders of $712.4 million on $944 million of revenues
for the same period in 2015.
As of June 30, 2016, Cliffs had $1.85 billion in total assets,
$3.52 billion in total liabilities and a $1.67 billion total
deficit.
Lourenco Goncalves, Cliffs' chairman, president and chief executive
officer, said, "During the second quarter we finalized a range of
deals that are essential to Cliffs' future prosperity and growth.
Among them, the most significant was the renewal of our multi-year
supply agreement with ArcelorMittal. This deal is a win-win for
both Cliffs and ArcelorMittal, and demonstrates the strength of the
Cliffs franchise. We also negotiated a low-cost power agreement in
Minnesota that put cash on the balance sheet, and ensures
cost-effective power for years to come. Then, we negotiated
additional sales with a new customer, U.S. Steel Canada, previously
supplied by its parent company, U.S. Steel." Mr. Goncalves
continued, "On top of this, we reported very strong quarterly
results, earning $102 million in adjusted EBITDA, with all of the
credit going to our superior operating performance and cost
discipline." Mr. Goncalves added: "With our clear focus on debt
reduction and balance sheet strength, I am very optimistic about
where Cliffs can go from here."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/4sUNaE
About Cliffs Natural Resources
Cliffs Natural Resources Inc. --
http://www.cliffsnaturalresources.com/-- is a mining and natural
resources company. The Company is a major supplier of iron ore
pellets to the U.S. steel industry from its mines and pellet plants
located in Michigan and Minnesota. Cliffs also produces
low-volatile metallurgical coal in the U.S. from its mines located
in West Virginia and Alabama. Additionally, Cliffs operates an
iron ore mining complex in Western Australia and owns two
non-operating iron ore mines in Eastern Canada. Driven by the core
values of social, environmental and capital stewardship, Cliffs'
employees endeavor to provide all stakeholders operating and
financial transparency.
On Jan. 27, 2015, Bloom Lake General Partner Limited and certain of
its affiliates, including Cliffs Quebec Iron Mining ULC commenced
restructuring proceedings in Montreal, Quebec, under the Companies'
Creditors Arrangement Act (Canada). The initial CCAA order will
address the Bloom Lake Group's immediate liquidity issues and
permit the Bloom Lake Group to preserve and protect its assets for
the benefit of all stakeholders while restructuring and sale
options are explored.
Cliffs Natural reported a net loss attributable to Cliffs common
shareholders of $788 million on $2.01 billion of revenues for the
year ended Dec. 31, 2015, compared to a net loss attributable to
Cliffs common shareholders of $7.27 billion on $3.37 billion of
revenues for the year ended Dec. 31, 2014.
* * *
As reported by the TCR on April 19, 2016, Standard & Poor's Ratings
Services said it raised its corporate credit rating on
Cleveland-based Cliffs Natural Resources Inc. to 'CCC+' from 'SD'.
Cliffs Natural carries a 'Ca' corporate family rating from Moody's
Investors Service.
COCRYSTAL PHARMA: Shareholders Elect Six Directors
--------------------------------------------------
Cocrystal Pharma, Inc., held its annual meeting of shareholders on
July 28, 2016, at which the Company's shareholders elected Dr.
Raymond Schinazi, Dr. Gary Wilcox, Dr. David Block, Dr. Phillip
Frost, Dr. Jane Hsiao and Mr. Steven Rubin as directors
to serve until the Company's next Annual Meeting of Shareholders.
The shareholders approved a proposed reverse split of the Company's
common stock and ratified the appointment of BDO USA, LLP as
Company's independent registered public accounting firm for fiscal
year 2015.
As previously disclosed in the Company's supplemental proxy
materials and Current Report on Form 8-K filed with the Commission
on July 22, 2016, former Chief Executive Officer and director
Jeffrey Meckler, who was nominated for re-election, resigned prior
to the Annual Meeting. The Company's Board of Directors has not
yet appointed a director to fill the vacancy.
About Cocrystal Pharma
Cocrystal Pharma, Inc., formerly known as Biozone Pharmaceuticals,
Inc., is a pharmaceutical company with a mission to discover novel
antiviral therapeutics as treatments for serious and/or chronic
viral diseases. Cocrystal Pharma employs unique technologies and
Nobel Prize winning expertise to create first- and best-in-class
antiviral drugs. These technologies and the Company's market-
focused approach to drug discovery are designed to efficiently
deliver small molecule therapeutics that are safe, effective and
convenient to administer.
The Company's primary business going forward is to develop novel
medicines for use in the treatment of human viral diseases.
Cocrystal has been developing novel technologies and approaches to
create first-in-class and best-in-class antiviral drug candidates
since its initial funding in 2008. Subsequent funding was
provided to Cocrystal Discovery, Inc., by Teva Pharmaceuticals
Industries, Ltd., or Teva, in 2011. The Company's focus is to
pursue the development and commercialization of broad-spectrum
antiviral drug candidates that will transform the treatment and
prophylaxis of viral diseases in humans. By concentrating the
Company's research and development efforts on viral replication
inhibitors, the Company plans to leverage its infrastructure and
expertise in these areas.
Cocrystal Pharma, reported a net loss of $50.1 million on $78,000
of grant revenues for the year ended Dec. 31, 2015, compared to a
net loss of $99,000 on $9,000 of grant revenues for the year ended
Dec. 31, 2014.
As of Dec. 31, 2015, Cocrystal Pharma had $224 million in total
assets, $56.6 million in total liabilities and $168 million in
total stockholders' equity.
CONSTRUCTION MATERIALS: U.S. Trustee Forms 2-Member Committee
-------------------------------------------------------------
Tracy Hope Davis, the U.S. Trustee for Region 17, on July 28
appointed two creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Construction
Materials Testing, Inc.
The committee members are:
(1) Wingard Construction, Inc.
5143 Port Chicago Highway, Suite B
Concord, CA 94520
(2) Neal Hoellwarth
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
Headquartered in Concord, California, Construction Materials
Testing, Inc., filed for Chapter 11 bankruptcy protection (Bankr.
N.D. Calif. Case No. 16-41814) on June 29, 2016, estimating its
assets at up to $50,000 and its liabilities at between $1 million
and $10 million. The petition was signed by Donald G. Rose,
president.
Judge Roger L. Efremsky presides over the case.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/canb16-41814.pdf
Ruth Elin Auerbach, Esq., at the Law Offices of Ruth Elin Auerbach
serves as the Debtor's bankruptcy counsel.
CONTINENTAL EXPLORATION: Wells Fargo Opposes Plan Outline
---------------------------------------------------------
Wells Fargo Bank, N.A., asked a U.S. bankruptcy court to deny
approval of the disclosure statement detailing the Chapter 11 plan
of reorganization of Continental Exploration LLC.
In a filing with the U.S. Bankruptcy Court for the Eastern District
of Texas, Wells Fargo, a secured creditor of the company,
complained that the disclosure statement does not contain "adequate
information."
"The disclosure statement fails to provide creditors with adequate
information regarding the risks posed to creditors under the plan
including the feasibility of the plan," the bank said in the
filing.
The disclosure statement had also drawn flak from another creditor
XTO Energy Inc. and a group of investors represented by Texas-based
law firm Shannon, Gracey, Ratliff & Miller, LLP. Both also
complained that the company failed to disclose important
information such as how it will pay certain claims of creditors.
Under U.S. bankruptcy law, a company going through bankruptcy must
get approval of its disclosure statement to begin soliciting votes
for its Chapter 11 plan. The document must contain sufficient
information to enable voting creditors to make an informed decision
about the plan.
About Continental Exploration
Continental Exploration, LLC sought Chapter 11 protection (Bankr.
E.D. Tex. Case No. 15-41607) on Sept. 2, 2015. The Debtor
estimated assets and liabilities in the range of $0 to $50,000.
Eric A. Liepins, Esq., at Eric A. Liepins P.C., serves as the
Debtor's counsel.
COUTURE HOTEL: Court Disallowed Primary Freight's Claim No. 45
--------------------------------------------------------------
Judge Barbara J. Houser of the United States Bankruptcy Court for
the Northern District of Texas, Dallas Division, disallowed Claim
45 filed by Primary Freight Services, Inc.
Couture Hotel Corporation a/k/a Hugh Black-St Mary Enterprises,
Inc., filed an objection to claim number 45-1 filed by Primary
Freight, which Original Proof of Claim states that its basis is
"contract/services" and attaches a series of invoices for per diem
and rental charges pertaining to shipping containers and their
accompanying chassis.
Judge Houser, however, concluded that there was no contract --
express or implied -- between Couture and Primary Freight pursuant
to which Couture agreed to pay the rental charges that comprise the
Original Proof of Claim.
A full-text copy of Judge Levy's February 22, 2016 order is
available at http://bankrupt.com/misc/txnb14-34874-537.pdf
About Couture Hotel
Couture Hotel Corporation, fka Hugh Black-St Mary Enterprises,
Inc., owns and operates four hotels: a Wyndham Garden Inn in
Dallas, Texas, consisting of 356 rooms and remodeled in 2013; a
Howard Johnson in Corpus Christi, Texas, consisting of 140 rooms
and remodeled in 2012; a Howard Johnson in Las Vegas, Nevada,
consisting of 110 rooms and remodeled in 2012; and an independent
hotel in Las Vegas, Nevada (formerly branded as a Value Place),
consisting of 121 rooms and also remodeled in 2012. The Las Vegas
hotels are located at one of the entrances to Nellis Air Force
base in North Las Vegas. The Debtor owns the real property and
improvements, as well as the franchise rights to the hotels
(except for Las Vegas Value Place).
The Company sought Chapter 11 protection (Bankr. N.D. Tex. Case
No. 14-34874) in Dallas, Texas, on Oct. 7, 2014. The case is
assigned to Judge Barbara J. Houser.
The Debtor disclosed $20.8 million in assets and $27.8 million in
liabilities as of the Chapter 11 filing.
The Debtor tapped Mark Sean Toronjo, Esq., at Toronjo & Prosser
Law, as counsel.
No creditors' committee or other official committee been appointed
in the case.
DANIEL MARCHITELLO: Must File Plan & Outline By Oct. 20
-------------------------------------------------------
Daniel M. Marchitello has until Oct. 20, 2016, to file a Chapter 11
Plan and Disclosure Statement.
Daniel M. Marchitello filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Pa. Case No. 16-20690) on Feb. 29, 2016. Judge
Gregory L. Taddonio presides over the case. The Debtor's
bankruptcy counsel is:
Brian C. Thompson, Esq.
Thompson Law Group, P.C.
125 Warrendale-Bayne Road
Suite 200
Warrendale, PA 15086
Tel: (724) 799-8404
Fax: (724) 799-8409
E-mail: bthompson@ThompsonAttorney.com
DISPOSAL TEJAS: Hires Kemp Smith as Special Counsel
---------------------------------------------------
Disposal Tejas, LLC seeks authorization from the U.S. Bankruptcy
Court for the Northern District of Texas to employ Kemp Smith, LLP
as special counsel to the Debtor.
As of Petition Date, the Debtor was actively engaged in several
lawsuits both as a plaintiff and as a defendant.
The employment of Kemp Smith, LLP enables the Debtor to execute its
duties as Debtor and debtor-in-possession, to prosecute chapter 11
case, and to protect the interest of the Debtor in various
litigation matters pending in state court and federal bankruptcy
court.
Kemp Smith will be paid at these hourly rates:
Mitzi T. Shannon $330
James W. Brewer $310
Other Attorneys $150-$330
Kemp Smith will also be reimbursed for reasonable out-of-pocket
expenses incurred.
James W. Brewer, partner and attorney in the law firm of Kemp Smith
LLP, assured the Court that the firm does not represent any
interest adverse to the Debtors and their estates.
Kemp Smith may be reached at:
James W. Brewer, Esq.
Kemp Smith LLP
PO Box 2800
El Paso, Texas 79999-2800
Phone: 915.533.4424
Fax: 915.546.5360
About Disposal Tejas
Disposal Tejas, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Texas Case No. 16-60064) on June 6,
2016. The Debtor operates a single water disposal well in
Crockett County, Teaxs pursuant to a Produces Water Disposal
Contract dated October 3, 2012. The bankruptcy petition was signed
by Francisco J. McGee, manager. The case is assigned to Judge
Robert L. Jones. The Debtor estimated both assets and
liabilities in the range of $1 million to $10 million.
DOVER DOWNS: Reports Results for Second Quarter 2016
----------------------------------------------------
Dover Downs Gaming & Entertainment, Inc., reported net earnings of
$796,000 on $46.22 million of revenues for the three months ended
June 30, 2016, compared to net earnings of $631,000 on $45.3
million of revenues for the same period in 2015.
For the six months ended June 30, 2016, the Company reported net
earnings of $557,000 on $90.94 million of revenues compared to net
earnings of $279,000 on $89.63 million of revenues for the six
months ended June 30, 2015.
As of June 30, 2016, the Company had $167 million in total assets,
$51.1 million in total liabilities, and $116 million in total
stockholders' equity.
"We were disappointed that the state budget shortfall that was
revealed late in the legislative session preempted consideration of
the recommended changes to the casino industry's revenue sharing
model set forth in Senate Bill 183," said Denis McGlynn
President/CEO. "Needless to say, we will continue to pursue this
much needed legislation in January when the legislature returns."
A full-text copy of the press release is available for free at:
https://is.gd/zcR6Ij
About Dover Downs
Owned by Dover Downs Gaming & Entertainment, Inc. (NYSE: DDE),
Dover Downs Hotel & Casino(R) is a gaming and entertainment resort
destination in the Mid-Atlantic region. Gaming operations consist
of approximately 2,500 slots and a full complement of table games
including poker. The AAA-rated Four Diamond hotel is Delaware's
largest with 500 luxurious rooms/suites and amenities including a
full-service spa/salon, concert hall and 41,500 sq. ft. of multi-
use event space. Live, world-class harness racing is featured
November through April, and horse racing is simulcast year-round.
Professional football parlay betting is accepted during the
season. Additional property amenities include multiple
restaurants from fine dining to casual fare, bars/lounges and
retail shops. Visit http://www.doverdowns.com/
The Company's auditors, KPMG LLP, in Philadelphia, Pennsylvania,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company's credit facility expires on Sept. 30, 2016, and at
present no agreement has been reached to refinance the debt.
DRAW ANOTHER CIRCLE: Hires Ask LLP as Special Counsel
-----------------------------------------------------
Draw Another Circle, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Ask LLP as
special counsel to the Debtors.
Draw Another Circle requires Ask LLP to:
Pre-Suit.
-- recover claims before an adversary proceeding is commenced
and expenses incurred.
-- procure settlements, and sends a demand package consisting
of the identification of the transfers at issue, an
explanation of the cause of action and any new value that
may reduce the preference exposure.
-- attempts to make phone contact with every recipient of a
preference demand to verify the package is in the right
hands and to encourage the settlement option.
-- share certain preference analysis reports.
Suit.
-- serves summons and complaint, a cover letter, and
appropriate local forms such as a notice of dispute
resolution alternatives.
-- attempts to make phone contact with every recipient of a
lawsuit to verify the package is in the right hands and to
encourage the settlement option.
Ask LLP will be paid at these hourly rates:
(a) Pre-suit: Contingency fee of 15% of recoveries from
Avoidance Actions obtained before a formal complaint is
filed with the Court.
(b) Litigation: Contingency fee of 25% of recoveries from
Avoidance Actions obtained after a formal complaint is
filed with the Court, but before judgment is entered.
(c) Post-Judgment: Contingency fee of 30% of recoveries from
Avoidance Actions obtained after the entry of a judgment.
Ask LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The following is provided in response to the request for additional
information as follows:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed post petition,
explain the difference and reasons for the
difference.
Response: N/A
Question: Has your client approved your respective budget and
staffing plan, and, if so, for what budget period?
Response: Compensation is a contingency-based fee, plus
reimbursement of expenses.
Joseph L. Steinfeld Jr., co-managing principal of Ask 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.
Ask LLP can be reached at:
Joseph L. Steinfeld Jr., Esq.
ASK LLP
2600 Eagan Woods Drive, Suite 400
St. Paul, MN 55121
Tel: (651) 406-9665
Fax: (651) 406-9676
E-mail: jsteinfeld@askllp.com
About Draw Another Circle
Draw Another Circle, LLC and four of its subsidiaries, namely,
Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and
Hastings Internet, Inc. filed voluntary petitions under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 16-11452) on
June 13, 2016.
As of the bankruptcy filing, Hastings operated 123 entertainment
superstores, averaging approximately 24,000 square feet,
principally in medium-sized markets located in 19 states, primarily
in the Northwestern, Midwestern, and Southeastern United States,
and had over 3,500 employees. As of the Petition Date,
Atlanta-based MovieStop operated 39 destination locations in 10
states, primarily along the Eastern United States Coast.
Headquartered in Franklin, Massachusetts, SP Images, Inc., is a
distributor of sports and entertainment products and apparel.
Hastings, MovieStop and SPI are each wholly-owned subsidiaries of
DAC.
Cooley LLP and Whiteford Taylor Preston, LLP serve as counsel to
the Debtors. The Debtors tapped FTI Consulting as financial
advisor, and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
Andrew Vara, acting U.S. Trustee for Region 3, on June 21 appointed
seven creditors of Draw Another Circle, LLC, to serve on the
official committee of unsecured creditors.
DRAW ANOTHER CIRCLE: Hires Kelley Drye as Special Counsel
---------------------------------------------------------
Draw Another Circle, LLC, et al., seek authority from the U.S.
Bankruptcy Court for the District of Delaware to employ Kelley Drye
& Warren as special counsel to the Debtors.
Draw Another Circle requires Kelley Drye to provide legal advice
to, consult with and represent the Debtors, in connectin with the
investigation and the prosecution of the avoidance actions.
Kelley Drye will be paid at these hourly rates:
(a) Pre-suit: Contingency fee of 15% of recoveries from
Avoidance Actions obtained before a formal complaint is
filed with the Court.
(b) Litigation: Contingency fee of 25% of recoveries from
Avoidance Actions obtained after a formal complaint is
filed with the Court, but before judgment is entered.
(c) Post-Judgment: Contingency fee of 30% of recoveries from
Avoidance Actions obtained after the entry of a judgment.
Kelley Drye will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The following is provided in response to the request for additional
information as follows:
Question: Did you agree to any variations from, or
alternatives to, your standard or customary billing
arrangements for this engagement?
Response: No.
Question: Do any of the professionals included in this
engagement vary their rate based on the geographic
location of the bankruptcy case?
Response: No.
Question: If you represented the client in the 12 months
prepetition, disclose your billing rates and
material financial terms for the prepetition
engagement, including any adjustments during the 12
months prepetition. If your billing rates and
material financial terms have changed postpetition,
explain the difference and the reasons for the
difference.
Response: Kelley Drye did not represent any of the Debtors in
the 12 months prepetition.
Question: Has your client approved your prospective budget and
Staffing plan, and, if so for what budget period?
Response: Kelley Drye is being compensated pursuant to a
Contingency Fee Schedule, plus reimbursement of
expenses.
Robert L. LeHane, partner of Kelley Drye & Warren, 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.
Kelley Drye can be reached at:
Robert L. LeHane, Esq.
KELLEY DRYE & WARREN LLP
10100 Santa Monica Boulevard
Twenty-Third Floor
Los Angeles, CA 90067
Tel: (212) 808-7573
Fax: (212) 808-7897
Email: rlehane@kelleydrye.com
About Draw Another Circle
Draw Another Circle, LLC and four of its subsidiaries, namely,
Hastings Entertainment, Inc., MovieStop, LLC, SP Images, Inc., and
Hastings Internet, Inc. filed voluntary petitions under Chapter 11
of the Bankruptcy Code (Bankr. D. Del. Lead Case No. 16-11452) on
June 13, 2016.
As of the bankruptcy filing, Hastings operated 123 entertainment
superstores, averaging approximately 24,000 square feet,
principally in medium-sized markets located in 19 states, primarily
in the Northwestern, Midwestern, and Southeastern United States,
and had over 3,500 employees. As of the Petition Date,
Atlanta-based MovieStop operated 39 destination locations in 10
states, primarily along the Eastern United States Coast.
Headquartered in Franklin, Massachusetts, SP Images, Inc., is a
distributor of sports and entertainment products and apparel.
Hastings, MovieStop and SPI are each wholly-owned subsidiaries of
DAC.
Cooley LLP and Whiteford Taylor Preston, LLP serve as counsel to
the Debtors. The Debtors tapped FTI Consulting as financial
advisor, and Rust Consulting/Omni Bankruptcy as claims and noticing
agent.
Andrew Vara, acting U.S. Trustee for Region 3, on June 21 appointed
seven creditors of Draw Another Circle, LLC, to serve on the
official committee of unsecured creditors.
ECRA GROUP: Hires Luis D. Flores Gonzalez as Legal Counsel
----------------------------------------------------------
ECRA Group, Corp., seeks permission from the U.S. Bankruptcy Court
for the District of Puerto Rico to employ The Law Offices of Luis
D. Flores Gonzalez as legal counsel.
The Debtor needs legal counsel and representation to fully comply
with its duties. Counseling and representation will be necessary in
connection with the filing of Schedules, the Statement of Financial
Affairs filed under Chapter 11, the payment plan that will be
proposed, the examination of the claims filed, the Disclosure
Statement and other related matters.
The Law Offices of Luis D. Flores Gonzalez will be paid at these
hourly rates:
Luis D. Flores Gonzalez $200
Legal Assistants $60
Paraprofessionals $40
The firm has received $5,000 as retainer.
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Luis D. Flores Gonzalez of The Law Offices of Luis D. Flores
Gonzalez, assured the Court that the firm is a "disinterested
person" as the term is defined in Sections 101(14) and 327 of the
Bankruptcy Code, and does not represent any interest adverse to the
Debtor and its estate.
The Law Offices of Luis D. Flores Gonzalez may be reached at:
Luis D. Flores Gonzalez
The Law Offices of Luis D. Flores Gonzalez
80 Georgetti, Suite 202
Rio Piedras, PR 00925
Tel: (787)758-3606
E-mail: ldfglaw@coqui.net
ldfglaw@yahoo.com
About ECRA Group, Corp.
ECRA Group, Corp. filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 16-04651) on June 10, 2016. Luis D. Flores Gonzalez
at The Law Offices of Luis D. Flores Gonzalez as bankruptcy
counsel.
EDWARD KAUFER: Wilmington Savings Fund Opposes Exit Plan
--------------------------------------------------------
Wilmington Savings Fund Society, FSB, asked a U.S. bankruptcy court
to deny approval of the Chapter 11 plan of reorganization proposed
by Edward and Cynthia Kaufer.
In a filing with the U.S. Bankruptcy Court in Nevada, Wilmington
questioned in particular the Debtors' proposal to fund the payments
under the plan from their new business venture.
The business venture involves the conversion of a residential
property in Verdi, Nevada, into an adult care facility. The
property secures the loan provided by Wilmington, according to the
filing.
Wilmington said the proposed plan "seeks to avoid all discussion of
the likelihood of success of the new business venture."
The Debtors filed an initial plan of reorganization on October 13,
2014. An evidentiary hearing on the plan previously scheduled for
February 22, 2016, was vacated after the Debtors moved to withdraw
the plan. On April 14, 2016, the Debtors proposed a new
restructuring plan.
Wilmington is represented by:
Gregory L. Wilde, Esq.
Tiffany & Bosco, P.A.
212 South Jones Boulevard
Las Vegas, Nevada 89107
Phone: 702-258-8200
Fax: 702-258-8787
About Edward and Cynthia Kaufer
Edward C. Kaufer and Cynthia A. Kaufer sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Nev. Case No.
14-51197) on July 14, 2014.
ENERGY XXI LTD: Hires Opportune LLP as Financial Advisor
--------------------------------------------------------
Energy XXI Ltd, et al., seek authority from the U.S. Bankruptcy
Court for the Southern District of Texas to employ Opportune LLP as
financial advisor to the Debtors, nunc pro tunc to July 11, 2016.
Energy XXI Ltd requires Opportune LLP to:
a. assist with the implantation of Assent 143;
b. calculate of the Debtors' asset retirement obligation as
required Accounting Standards Codification Topic 410-20 and
accretion by well at year end, quarterly and/or monthly as
requested;
c. prepare the annual, quarterly or monthly workbook of
supporting documentation for the aforementioned items as
requested; and
d. other financial reporting issues as requested.
Opportune LLP will be paid at these hourly rates:
Partner $500
Managing Director $400
Director $375
Manager $325
Staff $225-$300
Opportune LLP estimates a total fee of less than $13,000 to
implement the services rendered.
Opportune LLP will also be reimbursed for reasonable out-of-pocket
expenses incurred.
David Baggett, managing partner of Opportune 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.
Opportune LLP can be reached at:
David Baggett
OPPORTUNE LLP
711 Louisiana Street, Suite 3100
Houston, TX, 77002
Tel: (713) 490-5050
Fax: (713) 490-0355
About Energy XXI Ltd
Energy XXI Ltd (OTCMKTS: EXXIQ) was incorporated in Bermuda on July
25, 2005. With its principal operating subsidiary headquartered in
Houston, Texas, Energy XXI is engaged in the acquisition,
exploration, development and operation of oil and natural gas
properties onshore in Louisiana and Texas and in the Gulf of Mexico
Shelf.
Energy XXI Ltd and 25 of its affiliates filed on April 14, 2016,
bankruptcy petitions in the U.S. Bankruptcy Court for the Southern
District of Texas (Bankr. S.D. Tex. Lead Case No. 16-31928). The
petitions were signed by Bruce W. Busmire, the CFO. Judge Karen K.
Brown is assigned to the cases.
Energy XXI Ltd on April 14, 2016, also filed a winding-up petition
commencing an official liquidation proceeding under the laws of
Bermuda before the Supreme Court of Bermuda.
The Debtors sought bankruptcy protection after reaching a deal With
lenders on the filing of a restructuring plan that would convert
$1.45 billion owed to second lien noteholders into equity of the
reorganized company.
The Debtors have hired Vinson & Elkins LLP as counsel, Gray Reed &
McGraw, P.C. as special counsel, Conyers Dill & Pearman as Bermuda
counsel, Locke Lord LLP as regulatory counsel, PJT Partners LP as
investment banker, Opportune LLP as financial advisor, Epiq
Systems, Inc., as notice and claims agent.
Wilmer Cutler Pickering Hale and Dorr LLP represent an ad hoc group
of certain holders and investment advisors and managers for holders
of obligations arising from the 8.25% Senior Notes due 2018 issued
pursuant to that certain Indenture, dated as of Feb. 14, 2011, by
and among EPL Oil & Gas, Inc., certain of EPL's subsidiaries, as
guarantors, and U.S. Bank National Association, as trustee.
The Office of the U.S. Trustee on April 26, 2016, appointed five
creditors of Energy XXI Ltd. to serve on the official committee of
unsecured creditors. The Committee retains Heller, Draper, Patrick,
Horn & Dabney LLC as its co-counsel, Latham & Watkins LLP as its
co-counsel, and FTI Consulting, Inc. as its financial advisor.
The U.S. Trustee also appointed an Official Committee of Equity
Security Holders. The Equity Committee retained Hoover Slovacek
LLP as its legal counsel, and Williams Barristers & Attorneys, as
Bermuda counsel.
FERGUSON CONVALESCENT: Has Maintained Quality of Services, PCO Says
-------------------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Ferguson
Convalescent Home, Incorporated, has filed her Fifth Report dated
July 29, 2016.
The PCO finds that the Debtor has maintained all of its services
and is delivering similar quality care to the same patients as it
did pre-petition.
The fifth report is based upon a site visit, and discussion with
the residents, staff, the administrator, Paul Ferguson, as well as
communications with the assistance administrator, Destiny Wilkens.
Other than the changes in the management level of the nursing staff
where the assistant administrator has accepted a new position and
is no longer employed by the Debtor, there have not been any other
changes to the Debtorꞌs nursing staff. Likewise, there are no
changes in the security.
The Debtor is continuing to receive all of its necessary supplies
without any interruptions in service and the developments in the
financial matter provide stability and ease to the facility.
The Patient Care Ombudsman can be reached at:
ALLARD & FISH, P.C.
Deborah L. Fish
2600 Buhl Bldg., 535 Griswold Avenue
Detroit, MN 48226
Tel: (313) 961-6141
E-mail: dfish@allardfishpc.com
Ferguson Convalescent Home, Inc., filed a Chapter 11 bankruptcy
petition (Bankr. E.D. Mich. Case No. 16-30397) on Feb. 24, 2016.
The cases are pending before the Honorable Daniel S. Opperman.
The
Debtor is represented by Martin W. Hable, Esq., in Lapeer, Mich.
The Debtor is a privately owned and licensed long term skilled
nursing facility located at 239 S. Main St., Lapeer, Mich. It
consists of 87 licensed beds, located within a leased facility.
The Debtor currently has 54 residents and employs nearly 100 full
and part-time employees.
FILMED ENTERTAINMENT: Can Solicit Plan Acceptances Until August 5
-----------------------------------------------------------------
Judge Shelley C. Chapman of the U.S. Bankruptcy Court for the
Southern District of New York extended Filmed Entertainment Inc.'s
exclusive period solicit acceptance of the Chapter 11 plan through
and including August 5, 2016.
As reported by The Troubled Company Reporter on June 28, 2016, the
Court extended, at the behest of Debtor, the exclusive period for
the Debtor to solicit acceptance of the Chapter 11 plan by 30 days,
through and including July 6, 2016.
The Debtor is still working with its two largest creditor
constituencies, the Committee -- to select a Liquidation Trustee
and regarding certain provisions of the Liquidation Trust Agreement
-- and the Secured Creditor. Prior to filing, the Debtor circulated
numerous drafts of the Disclosure Statement and Plan to the
Committee and the Secured Creditor, incorporating many of their
comments into the Plan and Disclosure Statement.
The Debtor believes the Plan will be confirmed if it is afforded
the opportunity to complete the solicitation and vote tabulation
process. The lapse of the Solicitation Period prior to the Voting
Deadline could potentially result in other parties seeking to
terminate the Debtor's Exclusive Solicitation Period and result in
unnecessary administrative expenses. Neither the Debtor nor its
creditors would be served by disrupting the tremendous strides the
Debtor has made toward successfully confirming the Plan at this
stage in the Chapter 11 case, particularly, where the Debtor has
already filed a viable plan supported by its two largest creditor
constituencies.
Counsel for Filmed Entertainment Inc.:
Scott A. Griffin, Esq.
Michael D. Hamersky, Esq.
GRIFFIN HAMERSKY P.C.
485 Madison Avenue, 7th Floor
New York, New York 10022
Tel: (212) 710-0338
Fax: (212) 710-0339
Email: sgriffin@grifflegal.com
mhamersky@grifflegal.com
About Filmed Entertainment
Filmed Entertainment Inc. owned and operated the "Columbia House
DVD Club," a direct-to-customer distributor of movies and
television series in the United States. FEI conducts its business
through physical catalogues and through the --
http://www.columbiahouse.com/Web site. FEI was historically
active in the musical compact disc business, but exited the music
business in 2010. Founded in 1955 as a division of CBS Inc. to
sell vinyl records and cassette tapes, FEI is a unit of Pride Tree
Holdings, Inc., which acquired FEI in December 2012.
On Aug. 10, 2015 FEI filed a voluntary petition for relief under
Chapter 11 of the United States Bankruptcy Code (Bankr. S.D.N.Y.
Case No. 15-12244) in Manhattan, New York. The case is pending
before the Honorable Shelley C. Chapman.
The Debtor tapped Griffin Hamersky P.C. as counsel and Prime Clerk
LLC as claims and noticing agent.
The Debtor estimated assets of $1 million to $10 million and debt
of $50 million to $100 million.
The U.S. Trustee for Region 2 appointed five creditors of Filmed
Entertainment to serve on the official committee of unsecured
creditors. The Committee is represented by Lowenstein Sandler LLP.
FOODSERVICE WAREHOUSE.COM: Hires Webb Smith as Accountants
----------------------------------------------------------
FoodService Warehouse.com, LLC, seeks authority from the U.S.
Bankruptcy Court for the Eastern District of Louisiana to employ
Webb Smith Cole & Hickey, PLC as accountants to the Debtor.
FoodService Warehouse.com requires Webb Smith to:
-- prepare the 2015 Federal and State income tax returns;
-- assist the Debtor in gathering information necessary to
prepare the tax returns;
-- prepare the K-1's and communicate with various CPA's that are
involved in the preparation of each shareholder's individual
tax return; and
-- other aspects associated with preparing the returns including
assistance should the returns be selected for examination by
state or federal tax agencies.
Webb Smith will be paid at these hourly rates:
Jay Hickey, CPA/Director $250
JT Smith, CPA/Director $250
Brad Howard, CPA $150
Lynn Anderson, staff $100
Emily Rankin, staff $75
It is estimated that the fee will range from $35,000 to $40,000
plus expenses.
Webb Smith will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Jay Hickey, member of Webb Smith Cole & Hickey, PLC, 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.
Webb Smith can be reached at:
Jay Hickey
WEBB SMITH COLE & HICKEY, PLC
1600 Aldersgate Road, Suite 300
Little Rock, AR 72205
Tel: (501) 312-9933
About FoodServiceWarehouse.com, LLC.
FoodServiceWarehouse.com, LLC sought protection under Chapter 11 of
the (Bankr. E.D. La. Case No. 16-11179) on May 20, 2016. The
petition was signed by Thomas Kim, chief restructuring officer. The
Debtor tapped Barry W. Miller, Esq., at Heller, Draper, Patrick,
Horn & Dabney, L.L.C., as counsel; r2 Advisors, LLC as financial
advisor; HyperAMS, LLC, as liquidation consultant; and Donlin,
Recano & Company, Inc. as its claims, noticing and solicitation
agent. The case is assigned to Judge Elizabeth Magner. The Debtor
estimated its assets and liabilities in the range of $10 million to
$50 million at the time of the filing.
FOREST PARK SOUTHLAKE: Unsecureds Get Up to 5% Recovery Under Plan
------------------------------------------------------------------
Forest Park Medical Center at Southlake, LLC, filed with the U.S.
Bankruptcy Court for the Northern District of Texas its First
Amended Disclosure Statement in support of the First Amended Plan
of Liquidation, which proposes that holders of Class 4 Allowed
General Unsecured claims will receive in full satisfaction,
settlement, release, and discharge of and in exchange for the
Claims, a beneficial interest in the Liquidation Trust.
Unless otherwise provided for pursuant to an order of the
Bankruptcy Court, each Holder will receive the beneficial
interest in the Liquidation Trust as set forth in Article V of the
Plan entitling the Holder to receive on account of the Claim, the
Holder's Pro Rata Share of any Cash Distribution from the
Liquidation Trust to Holders of Allowed General Unsecured Claims in
accordance with Article V of the Plan, on or as soon as practicable
after the later of (a) the Effective Date, (b) the Allowance Date,
(c) the initial Distribution Date and on each periodic Distribution
Date thereafter, (d) the date on which all estimated Allowed Claims
in Classes 1, 2, and 3 have been paid in full (unless sufficient
reserves exist, as determined by the Liquidation Trustee in his or
her business judgment, to ensure payment in full of all estimated
Allowed Claims), and (e) the date as is mutually agreed upon by the
Liquidation Trustee and the Holder of an Allowed General Unsecured
Claim. For the avoidance of doubt, Holders of Allowed General
Unsecured Claims will not receive any Distributions unless and
until all Allowed Administrative Claims (including Allowed
Professional Fee Claims), Allowed Priority Tax Claims and Allowed
Priority Non-Tax Claims have been paid in full.
Each Holder of Allowed General Unsecured Claims will receive
Distributions in accordance with the provisions set forth in
Article V of the Plan. The Holder of an Allowed General Unsecured
Claim may receive other less favorable treatment as may be agreed
to by the Holder and the Liquidation Trustee.
Estimated recovery under these claims is from 0% up to 5%.
A hearing on confirmation of the Plan will be held Aug. 18, 2016,
at 9:30 a.m. Central Time.
The voting deadline for the Plan is Aug. 11, 2016, at 4:00 p.m.
Central Time. Objections to confirmation of the Plan must be filed
by Aug. 11, 2016, at 4:00 p.m. Central Time.
The First Amended Disclosure Statement in support of the First
Amended Plan of Liquidation is available at:
http://bankrupt.com/misc/txnb16-40273-314.pdf
The Plan was filed by the Debtor's counsel:
Stephen M. Pezanosky, Esq.
Ian T. Peck, Esq.
Jarom J. Yates, Esq.
HAYNES AND BOONE, LLP
301 Commerce Street, Suite 2600
Fort Worth, TX 76102
Tel: (817) 347-6600
Fax: (817) 347-6650
E-mail: stephen.pezanosky@haynesboone.com
ian.peck@haynesboone.com
jarom.yates@haynesboone.com
About Forest Park Medical Center
Forest Park Medical Center at Southlake, LLC, owns and operates a
54 private bed state-of-the-art medical facility, including 10
family suites and 6 intensive care beds, located at 421 East Texas
114 Frontage Road, Southlake, Texas, and commonly known as Forest
Park Medical Center at Southlake. The Hospital is a licensed, full
service, acute-care medical facility with an emergency room, full
service imaging and lab, twelve operating rooms and two procedure
rooms. The Hospital provides all manner of in-patient and
out-patient services and treatments, including primarily elective
scheduled out-patient surgery. The Hospital was opened in June of
2013, and since that time has performed over 15,000 surgeries and
provided non-surgical procedures, x-rays, lab work, ER, and related
services to numerous other patients.
Forest Park Medical Center at Southlake, LLC, filed a Chapter 11
bankruptcy petition (Bankr. N.D. Tex. Case No. 16-40273) on Jan.
19, 2016. Charles Nasem, the CEO, signed the petition. Judge
Russell F. Nelms has been assigned the case.
The Debtor estimated assets and liabilities in the range of $10
million to $50 million.
Haynes and Boone, LLP, serves as counsel to the Debtor.
GATEWAY ENTERTAINMENT: Needs Until January 24 to File Plan
----------------------------------------------------------
Gateway Entertainment Studios, LP, asks the Bankruptcy Court to
extend the period within which its has the exclusive right to file
a plan of reorganization and solicit acceptances of the plan for an
additional 150 days or through January 24, 2017.
The Debtor operates a movie studio on a ten plus acre facility in
the City of Pittsburgh that was recently appraised at $13,080,000,
and the Debtor is in negotiations with several entities who have
expressed a serious interest in either purchasing the Facility
outright or investing in Debtor’s business. The Debtor
anticipates that all discussions to date would produce a result by
which are creditors would be paid in full.
Accordingly, the Debtor requires additional time to finalize said
negotiations for the results of those negotiations will control the
formulation of Debtor’s plan in this case for the negotiations
are both complex and time consuming.
Gateway Entertainment Studios, L.P. is represented by:
Richard R. Tarantine, Esq.
411 Seventh Ave., Suite 1200
Pittsburgh, PA 15219
Telephone: (412) 261-6400
Facsimile: (412) 223-4302
About Gateway Entertainment
Gateway Entertainment Studios, L.P. was incorporated in 2011 and is
based in the United States. On April 29, 2016, Gateway
Entertainment Studios, L.P. filed a voluntary petition for
reorganization under Chapter 11 in the U.S. Bankruptcy Court for
the Western District of Pennsylvania (Bankr. W.D. Pa. Case No.
16-21628). The Debtor listed total assets of $12.15 million and
total debts of $9.87 million. Judge Carlota M. Bohm is assigned to
the case.
GENESIS LIMITED: Dismissal of Prof. Services' Cross Claim Reversed
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In the case captioned ASTORIA FEDERAL MORTGAGE CORPORATION, v.
GENESIS LIMITED PARTNERSHIP ET AL., AC 37754 (Conn. App. Ct.), the
Appellate Court of Connecticut reversed the judgment of the trial
court, which granted the motion filed by Bellmore Partners, Inc.,
to dismiss Professional Services Group, Inc.'s cross claim.
Professional Services claimed that the trial court erred by
granting Bellmore's motion to dismiss because it improperly
concluded that the defendant lacked standing.
The appellate court agreed, holding that Professional Services has
established, by the allegations of its cross claim and proof
submitted to the court, that it had validly assigned a mechanic's
lien for the construction work that it had performed on the
property at 89 Minerva Street in Derby. Thus, the appellate court
concluded that Professional Services has established that it is
entitled to pursue its statutory remedy under General Statutes
section 49-33.
A full-text copy of the appellate court's July 26, 2016 opinion is
available at https://is.gd/iLnfw8 from Leagle.com.
Professional Services Group, Inc. is represented by:
Jane I. Milas, Esq.
Jaime Paoletti, Esq.
44 Trumbull Street
New Haven, CT 06510
Tel: (203)773-3824
Email: jmilas@garciamilas.com
jpaoletti@garciamilas.com
Appellee is represented by:
Stephen G. Walko, Esq.
170 Mason Street
Greenwich, CT 06830
Tel: (203)661-6000
Fax: (203)661-9462
Email: swalko@ibolaw.com
-- and --
Frank Velardi, Esq.
168 Bradley St.
New Haven, CT 06511
Tel: (203)785-8929
-- and --
Julia E. Braun, Esq.
500 Mamaroneck Ave., Suite 204
Harrison, NY 10528
Tel: (914)777-2225
Fax: (914)709-4566
Email: jbraun@gordonrees.com
GENIUS BRANDS: Files Investor Presentation with SEC
---------------------------------------------------
Genius Brands International, Inc., filed with the U.S. Securities
and Exchange Commission a copy of an investor presentation
describing the Company's business which is available for free at:
https://is.gd/h8j3A6
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.
GLOBAL ATLANTIC: Moody's Hikes Senior Debt Rating From Ba1
----------------------------------------------------------
Moody's Investors Service has upgraded the long-term issuer rating
of Global Atlantic Financial Life Limited (GAFLL) to Baa3 from Ba1
and the insurance financial strength (IFS) rating of its primary
life and annuity operating entities, including Commonwealth Annuity
and Life Insurance Company (Commonwealth), First Allmerica
Financial Life Insurance Company, and Forethought Life Insurance
Company (collectively Global Atlantic Life & Annuity) to A3 from
Baa1. Moody's also upgraded the senior debt rating of Forethought
Financial Group, Inc. to Baa3 from Ba1. The outlook on these
entities is stable.
RATINGS RATIONALE
According to Moody's, the upgrade is driven by Global Atlantic Life
& Annuity's improving business profile, reflecting its growing and
increasingly diversified footprint in the life insurance industry.
Global Atlantic's success in its retail insurance platform, which
includes annuities, preneed, and life insurance, is augmented by
its historical block reinsurance business. Additionally, Global
Atlantic Life & Annuity has increased the diversity of its product
offering and distribution channels which should allow it to
adequately deal with upcoming distribution changes driven by the
Department of Labor (DOL) fiduciary rule.
The rating agency expects that Global Atlantic Life & Annuity will
maintain its strict focus on profitability and continue to generate
consistently strong returns on capital (ROC) while maintaining good
capital levels. Moody's added that the company's financial
flexibility improved with the refinancing of its outstanding bank
term loan in March 2015. The $587.5 million four-year revolving
credit facility ($325 million currently drawn) extends the
company's maturity profile and takes advantage of the low interest
rate environment.
Moody's noted that the company's strengths are tempered by the
rapid expansion of the annuity business, at above industry average
levels over the past few years, given the competitive environment.
However, annuity sales growth has started to moderate and Moody's
expects it will revert to more sustainable levels. Given the
company's emphasis on fixed annuities, disintermediation risk and
related ALM challenges could increase should interest rates rise
rapidly. In addition, the company's current reliance on bank
financing is not consistent with an investment grade capital
structure, although Moody's expects the company to ultimately term
out the drawn portion of the revolving credit facility in the debt
capital markets.
RATING DRIVERS
Moody's said the following factors could lead to an upgrade of
Global Atlantic Life & Annuity's ratings: NAIC company action level
(CAL) risk based capital (RBC) ratio remains above 400%, after
adjusting for captive reinsurers; profitable premium growth is
maintained at levels more consistent with industry levels and well
balanced between life insurance and annuities; and the risk profile
of the insurance liabilities and investments decreases from current
levels.
The rating agency added that the following factors could lead to a
downgrade of the company's ratings: a materially increased risk
profile or growth appetite, including another material acquisition;
reduced profitability of Global Atlantic Life & Annuity with ROC
falling below 10%; a decline in the NAIC CAL RBC ratio to below
400%; or adjusted financial leverage consistently above 25%
(consolidated GAAP).
LIST OF AFFECTED RATINGS
The following ratings were upgraded with a stable outlook:
Commonwealth Annuity and Life Insurance Co.: insurance financial
strength rating to A3 from Baa1;
First Allmerica Financial Life Insurance Co.: insurance financial
strength rating to A3 from Baa1;
Forethought Life Insurance Company: insurance financial strength
rating to A3 from Baa1;
Forethought Financial Group, Inc.: senior unsecured debt rating to
Baa3 from Ba1;
Global Atlantic Financial Life Limited: long-term issuer rating to
Baa3 from Ba1.
In 2015, Commonwealth Annuity and Life Insurance Company, the
primary life operating company of Global Atlantic Financial Group,
reported a statutory net gain of $59 million. As of 2015,
Commonwealth Annuity and Life Insurance Company reported capital
and surplus of $2.2 billion, and statutory assets of $12.3 billion.
GREEN BOX: Directed to Deposit $10K Monthly in Escrow
-----------------------------------------------------
Judge Beth E. Hanan of the U.S. Bankruptcy Court for the Eastern
District of Wisconsin, denied the Motion filed by Ability Insurance
Company which sought to prohibit Green Box NA Green Bay, LLC from
using cash collateral.
Judge Hanan held that as there is no cash collateral currently
being generated on account of the Debtor's real estate, Ability
Insurance's Motion was moot.
Judge Hanan directed the Debtor to pay into escrow one-twelfth of
the real estate taxes based on the 2015 real estate tax bill for
the premises, which is subject to the mortgage of Ability
Insurance, in the monthly amount of $10,247.
Judge Hanan held that the escrow will be a separate Debtor in
Possession account at East/West Bank and will be the additional
collateral of Ability Insurance. She further held that it will be
used for no other purpose other than to pay the real estate taxes
when they become due or, in the event of a default, will compensate
Ability Insurance for the accruing real estate taxes.
A full-text copy of the Order, dated July 27, 2016, is available at
https://is.gd/IkmPll
About Green Box NA Green Bay, LLC.
Green Box NA Green Bay, LLC filed a chapter 11 petition (Bankr.
E.D. Wis. Case No. 16-24179) on April 27, 2016. The petition was
signed by Ronald Van Den Heuvel, manager. The Debtor is
represented by Paul G. Swanson, Esq., at Steinhilber, Swanson,
Mares, Marone & McDermott. The case is assigned to Judge Beth E.
Hanan. The Debtor estimated assets of $0 to %50,000 and debts at
$10 million to $50 million at the time of the filing.
GROUP 1 AUTOMOTIVE: Moody's Ba1 CFR Unaffected by SGL-2 Rating
--------------------------------------------------------------
Moody's Investors Service assigned an SGL-2 Speculative Grade
Liquidity rating to Group 1 Automotive, Inc. ( "Group 1 "). All
other ratings, including the company's Ba1 Corporate Family rating,
are unaffected.
"The SGL-2 rating, reflecting good liquidity, recognizes Group 1's
prudent liquidity management, from a balanced maturity profile to
its favorable external financing relationships, including the
recently renewed and upsized $1.8 billion facility, " stated
Moody's Vice President Charlie O'Shea. "We note that, like its
other rated peers, the level of floor plan assistance typically
covers a significant portion of the company's floor plan interest
expense, which adds to this favorable profile. "
Assignments:
Issuer: Group 1 Automotive, Inc.
-- Speculative Grade Liquidity Rating, Assigned SGL-2
RATINGS RATIONALE
Moody's said, "The Ba1 rating considers Group 1's improved credit
metrics, with meaningful improvement resulting from the change in
lease multiple to 5 times from 8 times, as well as its strong
market position in the still very fragmented auto retailing
segment. The rating also considers Group 1's historically-favorable
brand mix, with around 77% of new vehicle sales revenue coming from
luxury and import brands, and its operating profit trend away from
new vehicle sales. Group 1's business model, with solid parts and
service and finance and insurance segments, and improving used car
retail sales, reduces reliance on new car sales. Finally, Group 1
is moderately diverse geographically, with stores in more than a
dozen U.S. states, the United Kingdom, and Brazil. The stable
outlook reflects our belief that Group 1 will continue to manage
its cost structure such that its operating performance remains
resilient even in the event of a downturn and credit metrics remain
largely in balance. An upgrade could occur if debt/EBITDA was
maintained around 3.5 times and EBIT/interest was sustained above 5
times. Ratings could be downgraded if either negative trends in
operating performance or financial policy decisions resulted in
debt/EBITDA rising above 4.75 times or EBIT/Interest falling below
4 times, or if the company's liquidity were to weaken. "
Headquartered in Houston, Texas, Group 1 Automotive is a leading
full-service auto retailer, with dealerships in the US, UK, and
Brazil, with LTM March 2016 revenues of around $11 billion.
HAJ INC: Can Use Bank of the West Cash Collateral on Interim Basis
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Judge Peter C. McKittrick of the U.S. Bankruptcy Court for the
District of Oregon, authorized HAJ, Inc. dba Christenson Oil, to
use cash collateral on an interim basis.
Bank of the West contends that the Debtor is indebted to it in the
amount of $994,579, which is secured by substantially all of the
Debtor's business assets, including accounts receivable, but
excluding real property.
The Debtor was ordered to establish a new operating account with
Bank of the West, for use and payment of the Debtor's monthly
expenses as permitted by the Court. The Debtor was further ordered
to close all other pre-petition accounts and terminate all aspects
of any revolving line of credit. The Debtor was directed to
immediately transfer funds from all its accounts held at financial
institutions, together with any other cash collateral held by the
Debtor, into the Cash Collateral Account.
Bank of the West was granted, among others, replacement liens on
all of the Debtor's personal property assets or interests in
personal property acquired on or after the Petition Date, of the
same types and categories that Bank of the West had a lien on or
interest in, as of the Petition Date.
The approved Budget covers a period of 15 weeks, starting with the
week beginning July 18, 2016 and ending with the week beginning
October 24, 2016. The Budget provides for, among others, cash
disbursements in the amount of $113,650 for the week beginning July
25, 2016; $105,750 for the week beginning August 1, 2016; $120,532
for the week beginning August 8, 2016; and $163,272 for the week
beginning August 15, 2016.
The final hearing on the Debtor's Cash Collateral Motion is
scheduled on August 18, 2016 at 10:00 a.m.
A full-text copy of the Interim Order, dated July 27, 2016, is
available at https://is.gd/ZEz0L3
About HAJ Inc. dba Christenson Oil
HAJ, Inc. dba Christensen Oil filed a chapter 11 petition (Bankr.
D. Or. Case No. 16-32787) on July 18, 2016. The petition was
signed by Lawrence W. Lesniak, CEO. The Debtor is represented by
John Carten Rothermich, Esq., at Garvey Schubert Barer. The case
is assigned to Judge Randall L. Dunn. The Debtor disclosed total
assets in the amount of $2.79 million and total liabilities in the
amount of $1.72 million.
HALCON RESOURCES: Incurs $382 Million Net Loss in 2nd Quarter
-------------------------------------------------------------
Halcon Resources Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
available to common stockholders of $382 million on $106 million of
total operating revenues for the three months ended June 30, 2016,
compared to a net loss available to common stockholders of $1.10
billion on $168 million of total operating revenues for the three
months ended June 30, 2016.
For the six months ended June 30, 2016, the Company reported a net
loss available to common stockholders of $949 million on $187
million of total operating revenues compared to a net loss
available to common stockholders of $1.70 billion on $304 million
of total operating revenues for the same period in 2015.
As of June 30, 2016, the Company had $2.45 billion in total assets,
$3.12 billion in total liabilities, $213 million in redeemable
noncontrolling interest and a total stockholders' deficit of $885
million.
As of June 30, 2016, Halcon's liquidity was approximately $373
million, which consisted of $450 million of revolver availability
less $101 million drawn on the revolver plus $24 million in cash
and cash equivalents. The Company agreed to limit the availability
under its revolving credit facility from $700 million to $450
million as part of the waiver agreement it executed with its bank
group on May 26, 2016. The Company has a commitment from its bank
group, led by JP Morgan and Wells Fargo, for a $600 million debtor
in possession credit facility with $500 million of availability
once the interim order approving the DIP is received from the
bankruptcy court. The DIP will convert to a reserve-based
revolving credit facility with $600 million in availability upon
its exit from bankruptcy.
During the second quarter of 2016, the Company incurred capital
costs of $43 million on drilling and completions, and $1 million on
infrastructure, seismic and leasehold acquisitions. In addition,
Halcon incurred $24 million for capitalized interest, G&A and other
in the second quarter.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/Vq0XiZ
About Halcon Resources
Halcon Resources Corporation is an independent energy company
engaged in the acquisition, production, exploration and development
of onshore oil and natural gas properties in the United States.
Halcon Resources and 21 of its subsidiaries each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case Nos. 16-11724 through 16-11745) on July 27, 2016. The
petitions were signed by Stephen W. Herod as president. The
Debtors listed assets of $2.84 billion and debts of $3.14 billion
as of March 31, 2016.
The Debtors have hired Young Conaway Stargatt & Taylor, LLP and
Weil, Gotshal & Manges LLP as co-counsel; PJT Partners LP as
investment banker; Alvarez & Marsal North America, LLC as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as
claims, noticing and solicitation agent.
HALCON RESOURCES: Moody's Cuts PDR to D-PD on Ch. 11 Filing
-----------------------------------------------------------
Moody's Investors Service downgraded Halcon Resources Corporation's
Probability of Default Rating (PDR) to D-PD from Caa2-PD, following
the company's announcement that it has filed voluntary petitions
under Chapter 11 of the United States Bankruptcy Code in the United
States Bankruptcy Court for the District of Delaware to pursue a
pre-packaged plan of reorganization. Concurrently, Moody's
downgraded HalcOn's Corporate Family Rating (CFR) to Ca from Caa2,
its senior unsecured notes rating to C from Caa3, its senior
secured third lien notes to Ca from Caa2, and its senior secured
second lien notes to Caa1 from B3.
Downgrades:
Issuer: Halcon Resources Corporation
-- Probability of Default Rating, Downgraded to D-PD from Caa2-PD
-- Corporate Family Rating, Downgraded to Ca from Caa2
-- Senior Secured Regular Bond/Debenture, Downgraded to Caa1
(LGD 1) from B3 (LGD 2)
-- Senior Secured Regular Bond/Debenture, Downgraded to Ca
(LGD 4) from Caa2 (LGD 4)
-- Senior Unsecured Regular Bond/Debentures, Downgraded to C
(LGD 6) from Caa3 (LGD 5)
Outlook Actions:
Issuer: Halcon Resources Corporation
-- Outlook, Remains Stable
RATINGS RATIONALE
The downgrade of HalcOn's PDR to D-PD is a result of the bankruptcy
filing. The downgrade of HalcOn's other ratings reflect Moody's
view of the potential overall and instrument specific recoveries,
based on the company's capital structure entering bankruptcy. The
restructuring plan calls for the elimination of approximately $1.8
billion in long-term debt, and a commensurate reduction in annual
interest expense of more than $200 million. The company expects its
restructuring plan to conclude in approximately 45-60 days.
Shortly following this rating action, Moody's will withdraw all
ratings for the company consistent with Moody's practice for
companies operating under the purview of the bankruptcy courts
wherein information flow typically becomes much more limited.
HalcOn Resources Corporation is an independent exploration and
production (E&P) company with a primary focus on liquids-rich
resource plays in North Dakota and East Texas.
HALCON RESOURCES: Seeks Court OK of Prepackaged Restructuring Plan
------------------------------------------------------------------
Halcon Resources Corporation and certain of its subsidiaries had
filed voluntary petitions under Chapter 11 of the Bankruptcy Code
to pursue a pre-packaged plan of reorganization in accordance with
its previously announced comprehensive balance sheet restructuring
efforts.
Under the Restructuring Plan, the Company will eliminate
approximately $1.8 billion in long-term debt and will reduce annual
interest expense by more than $200 million. The Restructuring Plan
also provides that existing holders of Halcón common stock will
receive 4.0% of the common stock of the reorganized Company
(subject to dilution set forth in the Restructuring Plan).
The bankruptcy filing follows Halcon's successful solicitation for
support of the Restructuring Plan from the Company's 13.0% 3rd Lien
Notes due 2022, its three tranches of senior unsecured notes
comprised of its 9.75% Senior Notes due 2020, its 8.875% Senior
Notes due 2021, and its 9.25% Senior Notes due 2022, its 8.0%
Convertible Note due 2020 and its 5.75% Series A Perpetual
Convertible Preferred Stock. This solicitation resulted in
overwhelming support for the Restructuring Plan with the Company
having received acceptances from more than 95% in number and over
99% in aggregate amount of claims and interests in each Affected
Stakeholder class that voted on the Plan. In addition, as
previously announced, Halcon also reached an agreement with holders
of more than 51% in aggregate principal amount of its 8.625% and
12.0% 2nd Lien Notes due 2020 and 2022 regarding certain amendments
to the indentures governing such notes in exchange for the
commitment of such holders to support the Restructuring Plan.
On July 25, 2016 the Company drew down its revolving credit
facility and therefore currently has $359 million in cash on hand.
On July 27, 2016, Halcon received a commitment from certain lenders
in its existing reserve-based credit facility to provide the
Company with $500 million of availability under a debtor in
possession credit facility which will convert into a reserve-based
revolving credit facility, led by JPMorgan and Wells Fargo, to
provide the Company with a $600 million debtor in possession credit
facility with $500 million of availability once the interim order
approving the DIP is received from bankruptcy court. Halcon plans
to repay outstanding amounts due on its existing revolver once the
DIP is approved by the court. The DIP facility will convert into a
reserve-based revolving credit facility with
availability of $600 million upon emergence from bankruptcy.
Halcon's current cash on hand in addition to the commitment for the
DIP and Exit Facility provides the Company with ample liquidity
both during and after the restructuring process.
The Company has been in contact with the New York Stock Exchange
and anticipates the continued listing of its common stock on the
NYSE throughout the bankruptcy process so long as the Company
continues to meet the minimum continued listing standards set forth
by the NYSE.
The Restructuring Plan is expected to conclude in approximately
45-60 days. The Company plans, subject to approval by the
Bankruptcy Court, to continue to pay vendors, royalty owners and
other parties in ordinary course throughout the bankruptcy
process.
Halcon filed its voluntary Chapter 11 petitions and pre-packaged
plan in the U.S. Bankruptcy Court for the District of Delaware in
Wilmington. Information about the cases can be found on
http://dm.epiq11.com/Halcon. The Company has also posted FAQs and
other restructuring information on its website at
http://www.halconresources.com.
The commencement of the bankruptcy cases constitutes an event of
default that accelerated the Company's obligations under the
following debt instruments. Any efforts to enforce such payment
obligations under the Debt Documents are automatically stayed as a
result of the filing of the Petitions and the holders' rights of
enforcement in respect of the Debt Documents are subject to the
applicable provisions of the Bankruptcy Code.
* Senior Revolving Credit Agreement dated as of February 8,
2012, among the Company, as borrower, each of the lenders
from time to time party thereto, and JPMorgan Chase Bank,
N.A., as administrative agent for the lenders, as amended,
modified, or otherwise supplemented from time to time
* Indenture, dated as of September 10, 2015, by and among the
Company, as issuer, each of the guarantors named therein, and
U.S. Bank National Association, as indenture trustee, as
amended, modified, or otherwise supplemented from time to
time, with respect to the Third Lien Notes
* Indenture, dated as of May 1, 2015, by and among the Company,
as issuer, each of the guarantors named therein, and U.S.
Bank National Association, as trustee, as amended, modified,
or otherwise supplemented from time to time, with respect to
the Company's 8.625% Second Lien Notes due 2020
* Indenture, dated as of December 21, 2015, by and among the
Company, as issuer, each of the guarantors named therein, and
U.S. Bank National Association, as trustee, as amended,
modified or otherwise supplemented from time to time, with
respect to the Company's 12.0% Second Lien Notes due 2022
* Indenture dated as of November 6, 2012, by and among the
Company, as issuer, each of the guarantors named therein, and
U.S. Bank National Association, as trustee, as amended,
modified, or otherwise supplemented from time to time, with
respect to the 8.875% Notes
* Indenture dated as of August 13, 2013, by and among the
Company, as issuer, each of the guarantors named therein, and
U.S. Bank National Association, as trustee, as amended,
modified, or otherwise supplemented from time to time, with
respect to the 9.25% Notes
* Indenture dated as of July 16, 2012, by and among the
Company, as issuer, each of the guarantors named therein, and
U.S. Bank National Association, as trustee, as amended,
modified, or otherwise supplemented from time to time, with
respect to the 9.75% Notes
* Convertible Note dated March 9, 2015, between the Company and
HALRES LLC
About Halcon Resources
Halcon Resources Corporation is an independent energy company
engaged in the acquisition, production, exploration and development
of onshore oil and natural gas properties in the United States.
Halcon Resources and 21 of its subsidiaries each filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case Nos. 16-11724 through 16-11745) on July 27, 2016. The
petitions were signed by Stephen W. Herod as president. The
Debtors listed assets of $2.84 billion and debts of $3.14 billion
as of March 31, 2016.
The Debtors have hired Young Conaway Stargatt & Taylor, LLP and
Weil, Gotshal & Manges LLP as co-counsel; PJT Partners LP as
investment banker; Alvarez & Marsal North America, LLC as
restructuring advisor; and Epiq Bankruptcy Solutions, LLC as
claims, noticing and solicitation agent.
HALCON RESOURCES: Wants $600 -Mil. DIP Facility
-----------------------------------------------
Halcon Resources Corporation and its affiliated Debtors ask the
U.S. Bankruptcy Court for the District of Delaware for
authorization to obtain postpetition financing and to use cash
collateral.
The Debtors' Prepetition Secured Indebtedness
The Revolving Credit Facility
The Debtor Halcon Resources Corporation entered into a Revolving
Credit Agreement with JPMorgan Chase Bank, N.A., as administrative
agent. The Revolving Credit Agreement was secured by a Guaranty
and Collateral Agreement, where each of the Debtors granted a
first-priority lien on substantially all of their property in favor
of the Revolving Credit Agreement Agent and the Revolving Credit
Agreement Lenders. The Debtors' primary assets that serve as
Prepetition Collateral are their oil and gas reserves, which have a
risked reserve value of between $1,674 million and $1,843 million.
The Debtors owe the Revolving Credit Agreement Secured Parties the
amount of $450 million in unpaid principal, plus any applicable
interest, fees and other expenses.
The Prepetition Swap Agreements
Debtor Halcon Resources Corporation enters into financial
derivative contracts primarily to hedge the Debtors' exposure to
commodity price risks with certain DIP Lenders pursuant to a
hedging policy, in the ordinary course of business. The Debtors
intend to provide superpriority administrative claims status and
DIP Liens to secure any obligations under any Swap Agreement
entered into prior to the Petition Date and to which a Secured Swap
Provider that has signed a consent agreement and waiver of its
right to terminate any Prepetition Swap Agreement, is a
counterparty. Each prepetition Swap Agreement is subject to the
same priorities and protections provided to the DIP Loans.
The Prepetition Swap Agreements and the obligations under the
Prepetition Swap Agreements constitute Prepetition Revolver
Obligations secured by the prepetition collateral. The Debtors did
not post collateral specific to any of their Prepetition Swap
Agreements as they are secured by the prepetition collateral
pursuant to the terms of the Revolving Credit Agreement and the
Prepetition Swap Agreements.
The Second Lien Notes
Debtor Halcon Resources Corporation issued, in a private placement,
$700 million in aggregate principal amount of 8.625% Senior Secured
Notes due 2020 and $112.8 million in aggregate principal amount of
12% Senior Secured Notes due 2022, with each of the other Debtors
as named guarantors and U.S. Bank National Association as indenture
trustee and collateral trustee.
The obligations under the Second Lien Notes are secured by
second-priority liens on the Prepetition Collateral. As of the
Petition Date, the aggregate amount outstanding Prepetition Second
Lien Obligations owed to the Second Lien Facility Agent and the
Second Lien Noteholders is approximately $812.8 million, plus any
applicable interest, fees, and other expenses.
The Third Lien Notes
Debtor Halcon Resources Corporation issued approximately $1.02
billion in aggregate principal amount of 13% Third Lien Senior
Secured Notes due 2022, with each of the other Debtors names
guarantors therein and U.S. Bank National Association as indenture
trustee and collateral trustee. The obligations under the Third
Lien Notes and the Prepetition Second Lien Obligations are secured
by third-priority liens on the prepetition collateral. As of the
Petition Date, the aggregate amount outstanding Prepetition
Third Lien Obligations owed to the Third Lien Indenture Trustee and
the Third Lien Noteholder under the Third Lien Notes is
approximately $1.02 billion, plus any applicable interest, fees,
and other expenses.
The Intercreditor Agreement
Pursuant to the Intercreditor Agreement between the Revolving
Credit Agreement Agent and the Second Lien Indenture Trustee, liens
in favor of the Second Lien Notes on the prepetition collateral are
subordinated to liens on the prepetition collateral that secure the
Revolving Credit Agreement.
Under the terms of the Intercreditor Agreement, the security
interests in the assets that secure the Third Lien Notes and the
guarantees are contractually subordinated to liens that secure the
Senior Revolving Credit Agreement, the Second Lien Notes and
certain other permitted indebtedness. The Third Lien Notes and the
guarantees are effectively subordinated to the Revolving Credit
Agreement, the Second Lien Notes and such other indebtedness to the
extent of the value of such assets. The Third Lien Notes are fully
and unconditionally guaranteed on a senior basis by the Guarantors
and by certain future subsidiaries of the Debtors.
The Debtors relate that the orderly continuation of the Debtors’
operations and the preservation of their going concern value are
largely dependent upon their ability to convert Prepetition
Collateral into Cash Collateral and use it to support the
Debtors’ business operations. The Debtors further relate that
absent authority to use Cash Collateral, even for a limited period
of time, the continued operation of the Debtors’ business would
suffer, causing immediate and irreparable harm to the Debtors,
their respective estates, and their creditors.
The Debtors disclose that they are seeking approval of the payment
of prepetition secured debt from the proceeds of postpetition
secured debt — specifically that the proceeds of the DIP Facility
approved on an interim basis are to be used to (i) refund,
refinance, replace and repay in full the Prepetition Revolver
Obligations and (ii) refund, refinance, replace and repay in full
all outstanding letters of credit under the Revolving Credit
Agreement. The Debtors add that the Prepetition Swap Agreements
held by the Consenting Prepetition Secured Swap Providers — all
of whom are Revolving Credit Agreement Lenders and DIP Lenders —
are subject to the Roll-Up as well.
The Debtors tell the Court that approval of the Roll-Up within four
business days of the Petition Date is a condition precedent to the
DIP Credit Agreement.
The DIP Credit Agreement contains, among others, the following
relevant terms:
(a) DIP Facility: The Lenders will provide a senior secured
debtor-in-possession reserve-based revolving credit facility which
would, upon the satisfaction of certain conditions, convert into a
senior secured exit reserve-based credit facility, in each case in
an aggregate principal amount not to exceed $600 million.
(b) Interest:
(1) ABR Loans: The Loans comprising each ABR Borrowing
shall bear interest at the Alternate Base Rate plus the Applicable
Margin, but in no event to exceed the Highest Lawful Rate.
(2) Eurodollar Loans: The Loans comprising each
Eurodollar Borrowing shall bear interest at the Adjusted LIBO Rate
for the Interest Period in effect for such Borrowing plus the
Applicable Margin, but in no event to exceed the Highest Lawful
Rate.
(3) Post-Default Rate: if an Event of Default has
occurred and is continuing, then all Loans and other amounts
outstanding, shall bear interest, after as well as before judgment,
at a rate per annum equal to two percent (2%) plus the rate
applicable interest rate plus (or, in the event there is no
applicable rate, two percent (2%) plus the Applicable Margin then
in effect applicable to ABR Loans), but in no event to exceed the
Highest Lawful Rate.
(c) Optional Prepayments: The Borrower shall have the right at
any time and from time to time to prepay, without premium or
penalty any Borrowing in whole or in part, subject to prior
notice.
DIP Facility will be funded by the following Lenders:
LENDER APPLICABLE PERCENTAGE
------ ---------------------
JPMorgan Chase Bank, N.A. 10.4772%
Wells Fargo Bank, N.A. 10.4772%
Barclays Bank plc 9.8263%
BMO Harris Financing, Inc. 9.8263%
Bank of America, N.A. 6.7357%
Capital One, National Association 6.7357%
Natixis 6.7357%
Royal Bank of Canada 6.7357%
SunTrust Bank 6.7357%
BNP Paribas 5.7734%
ING Capital LLC 5.7734%
Goldman Sachs Bank USA 5.6376%
Credit Suisse AG, Cayman Islands 5.0886%
Comerica Bank 3.4415%
The proposed DIP Budget covers a 13-week period starting with the
week ending July 29, 2016 and ending with the week ending October
21, 2016. The Budget provides for total operating disbursements in
the amount of $166,814,000.
A full-text copy of the Debtors' Motion, dated July 27, 2016, is
available at https://is.gd/v1setU
The DIP Agent and Revolving Credit Agreement Agent are represented
by:
Jeff Schlerf, Esq.
FOX ROTHSCHILD LLP
919 North Market St.
Wilmington, DE 19899
- and -
Elisha Graff, Esq.
Nicholas Baker, Esq.
SIMPSON THACHER & BARTLETT LLP
425 Lexington Avenue
New York, NY 10017
The Second Lien Indenture Trustee is represented by:
Richard J. Bernard, Esq.
FOLEY & LARDNER LLP
90 Park Avenue
New York, NY 10016
The Third Lien Indenture Trustee is represented by:
Jayme T. Goldstein, Esq.
Frank A. Merola, Esq.
STROOCK & STROOCK & LAVAN LLP
180 Maiden Lane
New York, NY 10038
The Ad Hoc Committee of Second Lien Noteholders is represented by:
John J. Rapisardi, Esq.
O'MELVENY & MEYERS LLP
Times Square Tower
7 Times Square
New York, NY 10036
About Halcon Resources Corporation
Halcon Resources Corporation acquires, produces, explores and
develops onshore liquids-rich assets in the United States. This
independent energy company operates in the Bakken/Three Forks, El
Halcon and Tuscaloosa Marine Shale formations.
Halcon Resources reported a net loss available to common
stockholders of $2 billion on $550 million of total operating
revenues for the year ended Dec. 31, 2015, compared to net income
available to common stockholders of $283 million on $1.14 billion
of total operating revenues for the year ended Dec. 31, 2014.
* * *
As reported by the TCR on Jan. 27, 2015, Moody's Investors Service
downgraded Halcon's Corporate Family Rating to 'Caa1' from 'B3' and
the Probability of Default Rating to 'Caa1-PD' from 'B3-PD'. The
downgrade reflects growing risk for Halcon's business profile
because of high financial leverage and limited liquidity as its
existing hedges roll-off and stop contributing to its borrowing
base over the next 12-18 months.
In September 2015, Standard & Poor's Ratings Services lowered its
corporate credit rating on Oklahoma City-based Halcon Resource
Corp. to 'SD' (selective default) from 'B-'. "The downgrade
follows Halcon's announcement that it reached an agreement with
holders of portions of its senior unsecured notes to exchange the
notes for new senior secured third-lien notes," said Standard &
Poor's credit analyst Ben Tsocanos.
The case is In re Halcon Resources Corporation, et. al. (Bankr. D.
Del. Case No. 16-11724).
HAWAIIAN HOLDINGS: Moody's Hikes CFR to B1, Outlook Stable
----------------------------------------------------------
Moody's Investors Service upgraded the debt ratings of Hawaiian
Holdings, Inc. including the Corporate Family to B1 from B2,
Probability of Default to B1-PD from B2-PD and the Class A and
Class B tranches of the company's Series 2013-1 Enhanced Equipment
Trust Certificates (EETC) to Baa1 from Baa2 and to Ba2 from Ba3,
respectively. Moody's also raised the Speculative Grade Liquidity
Rating to SGL-1 from SGL-2. The outlook is stable.
Upgrades:
Issuer: Hawaiian Airlines, Inc.
-- Senior Secured Enhanced Equipment Trust Series 2013-1 Cl. B,
Upgraded to Ba2 from Ba3
-- Senior Secured Enhanced Equipment Trust Series 2013-1 Cl. A,
Upgraded to Baa1 from Baa2
-- Issuer: Hawaiian Holdings, Inc.
-- Probability of Default Rating, Upgraded to B1-PD from B2-PD
-- Corporate Family Rating, Upgraded to B1 from B2
-- Speculative Grade Liquidity Rating, raised to SGL-1 from SGL-2
Outlook Actions:
Issuer: Hawaiian Airlines, Inc.
-- Outlook, Remains Stable
Issuer: Hawaiian Holdings, Inc.
-- Outlook, Remains Stable
RATINGS RATIONALE
"The B1 rating balances credit metrics that are strong for the
assigned rating against the company's small size, limited network,
pressure on labor costs and execution risk in its fleet plan, "
said Moody's Senior Credit Officer, Jonathan Root. Moody's
anticipates that lower fuel expense and the sharp decline in
capital expenditures since 2014 will lead to about $600 million of
free cash flow in the 24 months to December 2016. Hawaiian will
have used the majority of this cash by the end of 2016 to retire
debt including convertible notes and convertible note warrants,
taking Debt to EBITDA to below 2.0 times and strengthening other
credit metrics.
"The focused reduction of debt and foregoing any meaningful amounts
of share repurchases since 2014 is a differentiated strategy
relative to the six other US airlines Moody's rates, " continued
Root. The strengthening of the balance sheet precedes the induction
of Airbus A321neo aircraft into the fleet, with first delivery
scheduled for late 2017. Moody's estimates the cost to Hawaiian of
the 16 A321 aircraft on order at about $800 million including spare
engines, spread mainly between 2017 and 2019. Anticipation that
annual operating cash flow remains above $350 million given Moody's
expectation that Brent oil remains below $60 per barrel through
2018 provides Hawaiian the ability to fund a majority of this
investment from operating cash flow, limiting a significant
re-levering of the capital structure. The B1 rating also considers
the benefit of the company's revenue diversity, spread about evenly
across its US domestic, inter-island and international networks,
and its near-monopolistic position in the Hawaiian inter-island
routes, balanced by the sustained higher capital investment beyond
2019 as the order book includes six Airbus A330-800neos (estimated
investment of $650 million with first delivery scheduled for 2019)
and the concentration of service to Hawaii.
The competitive nature of the company's US and international
networks constrains the ratings. Although according to Hawaiian, it
is the leader in seat share in the US West Coast to Hawaii market,
the larger US airlines will remain significant competitors.
Additionally, Moody's believes that competition from other US
carriers will continue to fluctuate, including from at least one
new entrant while Hawaiian is deploying the A321s.
The upgrade of the EETCs accompanies the upgrade of the Corporate
Family rating. The belief that the six A330-200s that serve as
collateral will remain important to the network sustains a
relatively low probability of rejection of the transaction under an
insolvency scenario and mitigates a mid-single percentage point
decline in the equity cushion versus Moody's expectations when it
rated the deal in 2013.
The Speculative Grade Liquidity rating of SGL-1 reflects the
company's cash in excess of $600 million, strong free cash flow and
the full availability of the $175 million revolving credit
facility.
The stable outlook reflects that the execution risk of inducting
the A321s mitigates any upwards rating pressure of the strong
metrics profile. A positive rating action could follow if Hawaiian
sustains EBITDA margin above 25%, EBIT to Interest above 3.5 times,
Retained Cash Flow to Net Debt above 28% and Debt to EBITDA below
3.0 times while inducting the A321s. A downgrade of the ratings
could follow if EBITDA margin approaches 15%, Debt to EBITDA
approaches 5.0 times, EBIT to Interest approaches 1.5 times, or
Retained Cash Flow to Net Debt approaches 15%.
Hawaiian Holdings, Inc., headquartered in Honolulu, HI, is the
holding company parent of Hawaiian Airlines, Inc. Hawaiian Airlines
is Hawaii's biggest and longest-serving airline, as well as the
largest provider of passenger air service to Hawaii from the
continental US. Hawaiian operates over 200 flights per day,
spanning services connecting mainly the U.S. west coast, Asia,
Australia, New Zealand, and the South Pacific to Hawaii and flights
connecting the six major islands of Hawaii. The company reported
revenue of $2.3 billion in 2015.
HCSB FINANCIAL: Eight Proposals Approved at Annual Meeting
----------------------------------------------------------
The 2016 annual meeting of shareholders of HCSB Financial
Corporation was held on July 28, 2016, at which the shareholders:
(1) approved an amendment to the Company's Amended and Restated
Bylaws to declassify the Board of Directors;
(2) elected Michael S. Addy, Clay D. Brittain, III, Gerald R.
Francis, Jan H. Hollar, James C. Nesbitt and John T.
Pietrzak to the Board of Directors;
(3) approved an amendment to the Company's Articles of
Incorporation to authorize a class of non-voting common
stock;
(4) approved an amendment to the Company's Articles of
Incorporation to effect a 1-for-100 reverse stock split of
the voting common stock and the non-voting common stock;
(5) approved the HCSB Financial Corporation 2016 Equity
Incentive Plan;
(6) approved the compensation of the Company's named executive
officers as disclosed in the proxy statement (this was a
non-binding, advisory vote);
(7) approved a non-binding resolution to hold Say-on-Pay
votes every year; and
(8) ratitied the appointment of Elliott Davis Decosimo, LLC
as the Company's independent registered public accountants.
Each of these directors will serve a one-year term, expiring at the
2017 Annual Meeting of Shareholders.
The Company's other continuing director, Singleton D. Bailey, was
elected at the 2015 Annual Meeting of Shareholders to serve a
three-year term, expiring at the 2018 Annual Meeting of
Shareholders, and Mr. Bailey will not be up for re-election until
the expiration of his current term at the 2018 Annual Meeting of
Shareholders. Each of the Company's directors also serves as a
director of the Company's wholly-owned bank subsidiary, Horry
County State Bank.
As disclosed in the Company's 2016 proxy statement, the service of
Mr. Francis and Mr. Nesbitt on the Company's and the Bank's Board
of Directors was subject to the receipt of certain regulatory
approvals. The Company and the Bank received the necessary
regulatory approvals prior to the Annual Meeting, and therefore,
Mr. Francis and Mr. Nesbitt joined the Boards of Directors
immediately upon their election.
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 June 30, 2016, HCSB Financial had $382.48 million in total
assets, $345.21 million in total liabilities and $37.26 million in
total shareholders' equity.
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.
HCSB FINANCIAL: Reports Second Quarter 2016 Financial Results
-------------------------------------------------------------
HCSB Financial Corporation reported net income of $9.91 million on
$3.05 million of total interest income for the three months ended
June 30, 2016, compared to a net loss of $407,000 on $3.50 million
of total interest income for the same period in 2015.
As of June 30, 2016, HCSB Financial had $382.48 million in total
assets, $345.21 million in total liabilities and $37.26 million in
total shareholders' equity.
"We have made tremendous progress during the second quarter and
through the first half of 2016. The capital raise, the repurchase
of our senior securities, and the hiring of key executives, are all
important accomplishments on our road to profitability, efficiency,
and increased loan production. Our Company is now
well-capitalized, and we have a strong team of commercial bankers
in place to begin building our loan portfolio with quality
commercial loans in our markets," remarked Jan Hollar, chief
executive officer of the Company and the Bank.
The new executive team is now in place and leading the Bank into
its next chapter. In addition to Jan Hollar as CEO, the Company
announced the following additions to the executive team during the
first half of 2016: Jack McElveen as chief credit officer, Rick
Patterson as chief operating officer, and Jennifer Harris as chief
financial officer.
Financial Highlights
During the second quarter, the Company raised $45 million in
capital in an offering led by a group of accredited institutional
investors, as well as $1.4 million in a follow-on offering to
legacy shareholders, employees, and other investors. Portions of
this capital has already been used to accomplish several of the
Company's goals. First, the Company repurchased all of its
outstanding trust preferred securities as well as the preferred
stock issued to the United States Treasury as part of the Troubled
Asset Relief Program (TARP), ending the Company's obligation to
Treasury. In addition, the Company was able to repurchase
subordinated debt that the Company issued to certain accredited
investors in 2010.
The Company is committed to improving its asset quality through a
planned bulk sale of nonperforming assets. A portion of the
capital raised is being used for this purpose. The terms of the
sale have been finalized, and the sale closed early in the third
quarter of 2016.
Also during the second quarter, the Company booked $9 million in
new loans, the largest portion of which were in the commercial real
estate category. This uptick in loan production is in line with
the Bank's strategy to increase lending within prudent limits and
high standards of credit quality.
A full-text copy of the press release is available for free at:
https://is.gd/bKIFNz
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.
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.
HECK ENTERPRISES: Seeks Oct. 26 Extension of Plan Filing Date
--------------------------------------------------------------
Heck Enterprises, Inc., asks the Bankruptcy Court to extend its
exclusive period within which to file its plan and obtain
acceptance of its plan, for an additional 60 days each, to October
26, 2016, and December 25, 2016, respectively.
The periods in which the Debtor maintains the exclusive right to
file a Plan and obtain acceptance of the Plan currently expire on
August 27, 2016, and October 26, 2016, respectively.
The Court has entered an order extending the deadline within which
Heck Industries, Inc., and its Official Committee of Unsecured
Creditors may file a proof of claim until September 20, 2016.
The Plan to be proposed by the Debtor will largely depend on
negotiations among the Debtor, its secured lender and the Official
Committee of Unsecured Creditors for Heck Industries, Inc. It will
also depend on the outcomes of certain adversary proceedings which
have been filed in connection with the Heck Industries, Inc.
chapter 11 bankruptcy proceeding.
Counsel for Heck Enterprises, Inc.:
William E. Steffes, Esq.
Noel Steffes Melancon, Esq.
STEFFES, VINGIELLO, MCKENZIE, LLC
13702 Coursey Boulevard, Building 3
Baton Rouge, LA 70817
Telephone: (225) 751-1751
Facsimile: (225) 751-1998
Email: bsteffes@steffeslaw.com
nmelancon@steffeslaw.com
About Heck Enterprises, Inc.
Heck Enterprises, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M. D. La. Case No. 16-10514) on April 29,
2016. The petition was signed by Wallace E. Heck, Jr., president
and chief executive officer. The Debtor is represented by Noel
Steffes Melancon, Esq., Barbara B. Parsons, Esq., and William E.
Steffes, Esq., at Steffes, Vingiello & McKenzie, LLC. The case is
assigned to Judge Douglas D. Dodd. At the time of the filing, the
Debtor estimated its assets and debts at $1 million to $10 million.
HECK INDUSTRIES: Needs Until October 26 to File Plan
----------------------------------------------------
Heck Industries, Inc., asks the Bankruptcy Court to extend for an
additional 60 days its exclusive period to file its plan and to
obtain acceptance of its plan to October 26, 2016 and December 25,
2016, respectively.
The periods in which the Debtor maintains the exclusive right to
file a Plan and obtain acceptance of the Plan currently expire on
August 27, 2016, and October 26, 2016 respectively.
The deadline to file proofs of claim with regard to all
non-governmental creditors was July 22, 2016. The deadline for
which all governmental units must file claims is October 27, 2016.
The Plan to be proposed by the Debtor will largely depend on
negotiations among the Debtor, its secured lenders and the Official
Committee of Unsecured Creditors. It will also depend on the
outcomes of certain adversary proceedings which have been filed in
connection with the chapter 11 bankruptcy proceeding.
Counsel for Heck Industries, Inc.:
William E. Steffes, Esq.
Noel Steffes Melancon, Esq.
STEFFES, VINGIELLO, MCKENZIE, LLC
13702 Coursey Boulevard, Building 3
Baton Rouge, LA 70817
Telephone: (225) 751-1751
Facsimile: (225) 751-1998
Email: bsteffes@steffeslaw.com
nmelancon@steffeslaw.com
About Heck Industries
Heck Industries, Inc., sought Chapter 11 protection (Bankr. M.D.
La. Case No. 16-10516) on April 29, 2016, in Baton Rouge,
Louisiana. The Hon. Douglas D. Dodd is the case judge. William E.
Steffes, Esq., Noel Steffes Melancon, Esq., and Barbara B. Parsons,
Esq., at Steffes, Vingiello & McKenzie, L.L.C., serve as the
Debtor's bankruptcy counsel.
The Debtor is the owner of a concrete supply business which has
operated throughout Louisiana since 1957. The Debtor's chapter 11
case was precipitated by a severe strain on collection of its
accounts receivable due to, among other things, unfortunate weather
conditions hampering the Debtor's ability to complete numerous jobs
awarded to it.
The Debtor estimated $1 million to $10 million in assets and debt.
HI-TEMP SPECIALTY: Hires Calibre Group's Toby Kreidler as CRO
-------------------------------------------------------------
Hi-Temp Specialty Metals, Inc. seeks permission from the Hon. Louis
A. Scarcella of the U.S. Bankruptcy Court for the Eastern District
of New York to employ Toby J. Kreidler as chief restructuring
officer, nunc pro tunc to July 11, 2016.
Calibre Group, LLC will provide Mr. Kreidler to serve as the
Debtor's CRO. The terms of the Engagement Letter were approved by
and executed by Mr. Joseph Smokovoich, the Debtor's Chief Executive
Officer and sole member of the Debtor's board of directors.
The duties of Mr. Kreidler will include, without limitation, the
following:
(a) preparing, updating and monitoring the Debtor's 13 week
cash flow model and budget;
(b) with the assistance of the Debtor's CEO, developing and
implementing the restructuring plan;
(c) lead all the Debtor's treasury management functions
including control over disbursements of Debtor's monies,
assets or other value;
(d) monitor all aspects of the Debtor including commercial,
procurement, production, logistics and inventory;
(e) assist the Debtor in its chapter 11 case, including the
preparation and oversight of its financial statements and
schedules related to the bankruptcy process, including
monthly operating reports;
(f) communicate with the Debtor's stakeholders, including but
not limited to, vendors, customers, employees, lenders,
creditor committees, Court officials, attorneys and other
service providers, as required; and
(g) oversee and work with the Debtor and its retained
investment banking professionals in pursuing any
refinancing or sale options.
The principal terms of Calibre Group's engagement are as follows:
-- Calibre Group shall be paid (i) $40,000 each week for the
first 4 weeks following entry of the attached Order; and
(ii) $25,000 for each week thereafter; plus (iii) 1.5% of
any Capital Raise or 2% of the value of a sale of the
Debtor;
-- the Debtor shall reimburse Calibre Group for all reasonable
out-of- pocket expenses incurred in connection with this
assignment including without limitation legal fees and
expenses incurred by Calibre Group; provided, however, that
any expenses in excess of $5,000 must be approved in writing
by the Debtor; and
-- the Debtor shall specifically include employees and agents
of Calibre Group serving as directors or officers of the
Debtor with direct coverage under the Debtor's liability
insurance covering officers and directors; and (ii) maintain
such insurance policies through the period in which claims
can be made against any such employees or agents of Calibre
Group.
Toby J. Kreidler, principal of Calibre Group, 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.
Calibre Group can be reached at:
Toby J. Kreidler
CALIBRE GROUP, LLC
707 Grant Street, Suite 2320
Pittsburgh, PA 15219
Tel: (412) 756-0063
E-mail: tkreidler@calibregroupllc.com
About Hi-Temp Specialty Metals, Inc.
Founded in 1982, Hi-Temp Specialty Metals, Inc. is a recycler and
provider of specialty recycled metals for the super alloy
industry.
Hi-Temp is a wholly-owned subsidiary of Hi-Temp Acquisition Corp.,
Inc. Joseph Smokovich owns 87% of HTAC common stock and the
remaining 13% is owned by Larry Stryker, a former employee.
Hi-Temp employs between 20-25 people.
Hi-Temp sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. E.D.N.Y. Case No. 16-72767) on June 22, 2016. The case is
assigned to Judge Louis A. Scarcella. The petition, signed by
President and Chief Executive Officer Joseph Smokovich, estimates
assets in the range of $10 million to $50 million and liabilities
of up to $50 million.
The Debtor is represented by Gerard DiConza, Esq., at Diconza
Traurig Kadish LLP.
HIRA LLC: Wants 120 More Days to File Disclosure Statement and Plan
-------------------------------------------------------------------
Hira, LLC, asks the Bankruptcy Court to extend the exclusivity
period for filing of a Disclosure Statement and Chapter 11 Plan for
at least 120 days.
The Debtor tells the Court that it is still negotiating with its
primary creditor, People South Bank, to restructure the loan on the
property. The Debtor does not believe that a viable Chapter 11
plan of reorganization can be formulated within the initial period
of exclusivity and that an extension is necessary for it to present
a viable plan.
Attorney for Hira, LLC:
Michael A. Fritz, Sr., Esq.
FRITZ LAW FIRM
25 South Court Street, Suite 200
Montgomery, AL 36104
Tel: 334-230-9790
Fax: 334-230-9789
Email: bankruptcy@fritzlawalabama.com
Hira, LLC, filed a Chapter 11 petition (Bankr. M.D. Ala. Case No.
16-10150) on January 27, 2016. The case is assigned to Hon. Dwight
H. Williams Jr. The Debtor's counsel is Michael A. Fritz, Sr.,
Esq., at Fritz Law Firm, in Montgomery, Alabama. At the time of
filing, the Debtor estimated its assets at $0 to $50,000 and its
liabilities at $1 million to $10 million. The petition was signed
by Nishil J. Patel, member.
HOVNANIAN ENTERPRISES: Commences Notes Tender Offer
---------------------------------------------------
Hovnanian Enterprises, Inc., announced that its wholly-owned
subsidiary, K. Hovnanian Enterprises, Inc., has commenced a tender
offer to purchase for cash any and all of its 8.625% Senior Notes
due 2017 on the terms and subject to the conditions set forth in an
Offer to Purchase and Consent Solicitation Statement, dated July
29, 2016, and in the related Letter of Transmittal and Consent.
Concurrently with the Tender Offer, and on the terms and subject to
the conditions set forth in the Statement, K. Hovnanian is
soliciting consents of holders of the Notes to proposed amendments
to the indenture governing the Notes, providing for the elimination
of most of the restrictive covenants and certain events of default
contained therein. Holders that tender Notes must also consent to
such proposed amendments to the Notes Indenture in order to tender
their Notes.
The Tender Offer will expire at 8:30 a.m., New York City time, on
Sept. 7, 2016, unless extended or earlier terminated. Holders of
the Notes must validly tender their Notes at or before 5:00 p.m.,
New York City time, on Aug. 11, 2016, unless extended or earlier
terminated in order to be eligible to receive the Total
Consideration, which includes the Early Tender Payment. Notes
tendered may be withdrawn at any time at or before 5:00 p.m., New
York City time on Aug. 11, 2016, unless extended, but not
thereafter, unless required by applicable law.
The total consideration for each $1,000 principal amount of Notes
validly tendered and not withdrawn at or before the Early Tender
Deadline and purchased pursuant to the Tender Offer will be
$1,010.00. The Total Consideration includes a payment of $30.00
per $1,000 principal amount of Notes payable only in respect of
Notes tendered with consents at or before the Early Tender
Deadline. Holders validly tendering Notes after the Early Tender
Deadline but at or before the Expiration Time will be eligible to
receive only the tender offer consideration of $980.00 per $1,000
principal amount of Notes, namely an amount equal to the Total
Consideration less the Early Tender Payment. In addition to the
Total Consideration or Tender Offer Consideration, as applicable,
all holders whose Notes are purchased in the Tender Offer will
receive accrued and unpaid interest in respect of their purchased
Notes from the most recent interest payment date to, but not
including, the payment date for Notes purchased in the Tender
Offer.
Subject to the terms and conditions of the Tender Offer being
satisfied or waived (if applicable), K. Hovnanian will, after the
Expiration Time, accept for purchase all Notes validly tendered at
or prior to the Expiration Time (and not validly withdrawn before
the Withdrawal Deadline). K. Hovnanian will pay the Total
Consideration or Tender Offer Consideration, as the case may be,
for, and accrued and unpaid interest on, the Notes accepted for
purchase at the Acceptance Date on a date that is on or promptly
following the Acceptance Date.
K. Hovnanian's obligation to accept for purchase, and to pay for,
Notes validly tendered and not validly withdrawn pursuant to the
Tender Offer is conditioned upon the satisfaction or, if
applicable, waiver of certain conditions, which are more fully
described in the Tender Offer Documents, including, among others,
K. Hovnanian's receipt (1) of consents of holders of at least a
majority in principal amount of the outstanding Notes to the
proposed amendments to the Notes Indenture, (2) of Notes tenders in
the Tender Offer in an amount equal to at least 90% of the
aggregate outstanding principal amount of the outstanding Notes as
of the date of the Statement and (3) of aggregate net cash proceeds
from certain privately placed financings described below to fund
the aggregate Total Consideration plus accrued and unpaid interest
in respect of all Notes.
Credit Suisse Securities (USA) LLC and Merrill Lynch, Pierce,
Fenner & Smith Incorporated are serving as dealer managers for the
Tender Offer and the solicitation agents for the Consent
Solicitation. Global Bondholder Services Corporation is serving as
the depositary and the information agent for the Tender Offer and
Consent Solicitation. Any question regarding procedures for
tendering Notes may be directed to Global Bondholder Services by
phone at 866-470-4300 (toll free) or 212-430-3774. Questions
regarding the terms of the Tender Offer and Consent Solicitation
may be directed to Credit Suisse Securities (USA) LLC by phone toll
free at 800-820-1653 or collect at 212-325-2476 and Merrill Lynch,
Pierce, Fenner & Smith Incorporated by phone toll free at
888-292-0070 or collect at 646-855-2464.
Concurrently with the Tender Offer and Consent Solicitation, the
Company and K. Hovnanian are entering into financing commitments
with affiliates of a certain investment manager pursuant to which
the Investor will fund a $75.0 million senior secured term loan
facility with a scheduled maturity in August 2019 and bearing
interest at a rate equal to LIBOR plus an applicable margin of
7.00% or, at K. Hovnanian's option, a base rate plus an applicable
margin of 6.00% and $75.0 million aggregate principal amount of
10.00% senior secured second lien notes due October 2018 and the
Investor will exchange $75.0 million aggregate principal amount of
its existing 9.125% senior secured second lien notes due November
2020 for $75.0 million of K. Hovnanian's newly issued 9.50% senior
secured first priority notes due November 2020.
All of K. Hovnanian's obligations under the Term Loan Facility and
the Second Lien Notes will be guaranteed by the Company and
substantially all of its subsidiaries, other than its home mortgage
subsidiaries, certain of its title insurance subsidiaries, joint
ventures, subsidiaries holding interests in joint ventures and its
foreign subsidiary. The Term Loan Facility and the guarantees
thereof will be secured on a first lien super priority basis in
relation to K. Hovnanian's existing 7.25% senior secured first lien
notes due October 2020, and the Second Lien Notes and the
guarantees thereof will be secured on a pari passu second lien
basis with K. Hovnanian's existing 9.125% senior secured second
lien notes due November 2020, by substantially all of the assets
owned by K. Hovnanian and the guarantors, in each case subject to
permitted liens and certain exceptions.
The Exchange Notes will be guaranteed by the Company and all of its
subsidiaries that will guarantee the Term Loan Facility and the
Second Lien Notes as well as K. Hovnanian JV Holdings, L.L.C. and
its subsidiaries, except for certain joint ventures and joint
venture holding companies. The Exchange Notes will be secured on a
pari passu first lien basis with K. Hovnanian's 2.0% senior secured
first lien notes due November 2021 and 5.0% senior secured first
lien notes due November 2021, by substantially all of the assets of
the members of the Secured Group, subject to permitted liens and
certain exceptions.
The closing of the financings is subject to certain terms and
conditions, including requiring K. Hovnanian to use the net cash
proceeds from the financings in excess of the aggregate amount of
funds needed to consummate the Tender Offer and Consent
Solicitation to repurchase or otherwise retire, discharge or
defease K. Hovnanian's debt securities with maturities in 2017 or,
as agreed between the Investor and K. Hovnanian, its other
indebtedness. The closing of the financings is expected to occur
on the date of closing of the Tender Offer and Consent
Solicitation.
About Hovnanian Enterprises
Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia. The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.
Hovnanian Enterprises reported a net loss of $16.1 million on
$2.14 billion of total revenues for the year ended Oct. 31, 2015,
compared to net income of $307 million on $2.06 billion of total
revenues for the year ended Oct. 31, 2014.
As of Jan. 31, 2016, Hovnanian had $2.55 billion in total assets,
$2.69 billion in total liabilities and a $143 million total
stockholders' deficit.
* * *
As reported by the TCR on April 22, 2016, Moody's Investors Service
downgraded the Corporate Family Rating of Hovnanian Enterprises,
Inc. to Caa2 and Probability of Default Rating to Caa2-PD. The
downgrade of the Corporate Family Rating reflects Moody's
expectation that Hovnanian will need to dispose of assets and seek
alternative financing methods in order to meet its upcoming debt
maturity wall.
Hovnanian carries a 'CCC+' corporate credit rating from S&P Global
Ratings.
HYPERBARICS AND WOUND: Hires Heriberto Acevedo as Auditor
---------------------------------------------------------
Hyperbarics and Wound Care Centers of Puerto Rico, Corp. seeks
authorization from the U.S. Bankruptcy Court for the District of
Puerto Rico to employ Heriberto Reguero Acevedo as the Certified
Public Accountant to act as external auditor and business
consultant of the Debtor.
The Debtor requires the external accountant to:
(a) provide assistance to the Debtor in preparing the Monthly
Reports of Operation;
(b) prepare the necessary financial statements;
(c) assist the Debtor in preparing the cash flow projections
and or any other projection needed for the Disclosure
Statement;
(d) assist the Debtor in any/all financial and accounting
pertaining to, or in connection with the administration of
the estate;
(e) assist the Debtor in the preparation and filing of federal,
state and municipal tax returns; and
(f) assist the Debtor in any other assignment that might be
properly delegated by management;
The external accountant will be paid at these hourly rates:
Heriberto Reguero Acevedo $150
Associates $75
Mr. Acevedo will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Acevedo 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 external accountant can be reached at:
Heriberto Reguero Acevedo
105 Avenue, Borinquen Base Ramey
Aguadilla, PR 00603
About Hyperbarics
Hyperbarics and Wound Care Centers of Puerto Rico Corp. sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.P.R.
Case No. 16-04810) on June 16, 2016.
INTREPID POTASH: Gets Extension of Debt Covenant Waivers
--------------------------------------------------------
Intrepid Potash Inc. announced that it has obtained further waivers
of certain covenants under its senior notes and its credit facility
until Sept. 30, 2016. Intrepid has also reached an agreement in
principle with holders of its senior notes regarding revised terms.
The agreement in principle is non-binding and allows the parties
until Sept. 30, 2016, to complete negotiations and definitive
documentation.
Concurrently, Intrepid's $8 million revolving credit facility was
amended to, among other things, reduce the borrowing capacity to $1
million and extend the term to no later than Sept. 30, 2016. The
revolving credit facility may only be used for letters of credit.
In addition, Intrepid received a commitment from a third party
lender for an alternative credit facility to replace the existing
credit facility, subject to various conditions, including that the
revised terms of the agreement between Intrepid and the holders of
its senior notes be satisfactory to the third party lender. The
parties have until Sept. 30, 2016, to complete negotiations and
definitive documentation for this facility.
"We have made good progress and continue to work towards a final
resolution of the debt covenant issues that we have been
experiencing," said Bob Jornayvaz, Intrepid's executive chairman,
president and CEO. "We are grateful for the diligence and
thoughtfulness our creditors have demonstrated in the negotiations
this far and ask for patience from investors as we endeavor to
memorialize these agreements in principle."
Intrepid can make no assurance that the definitive documentation
relating to the senior notes and revised credit facility will be
entered into by Sept. 30, 2016, on terms consistent with the
agreements in principle or at all.
Additional information is available for free at:
https://is.gd/t68iCP
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 million in total assets,
$218 million in total liabilities, and $409 million in total
stockholders' equity.
J&C OILFIELD: Hires Gold Weems as Attorneys
-------------------------------------------
J&C Oilfield Rentals, LLC seeks authorization from the U.S.
Bankruptcy Court for the Western District of Louisiana to employ
Bradley L. Drell and the law firm of Gold, Weems, Bruser, Sues &
Rundell as attorneys under a general retainer.
The Debtor requires Gold Weems to give legal advice with respect to
the Debtor's powers and duties as debtor-in-possession in the
continued operation of the Debtor's business and management of the
Debtor's property to perform all legal services for the
debtor-in-possession which may be necessary herein.
Gold Weems will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Bradley L. Drell, attorney of Gold Weems, 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.
Gold Weems can be reached at:
Bradley L. Drell, Esq.
GOLD WEEMS BRUSER SUES & RUNDELL
(A Professional Law Corporation)
2001 MacArthur Drive
P.O. Box 6118
Alexandria, LA 71307-6118
Tel: (318) 445-6471
Fax: (318) 445-6476
E-mail: bdrell@goldweems.com
J&C Oilfield Rentals, LLC, filed a chapter 11 petition (Bankr. W.D.
La. Case No. 16-80783) on July 20, 2016, and is represented by
Bradley L. Drell, Esq., at Gold, Weems, Bruser, Sues & Rundell. The
Debtor disclosed $686,347 in assets and $2.90 million in
liabilities at the time of the filing.
JEFFREY HERRMANN JAFFE: Edwards Aquifer Opposes Plan Outline
------------------------------------------------------------
Edwards Aquifer Authority asked a U.S. bankruptcy court to deny
approval of the disclosure statement detailing the sale plan
proposed by Jeffrey Herrmann Jaffe.
In a filing with the U.S. Bankruptcy Court for the Western District
of Texas, EEA complained in particular about the lack of
information regarding the sale of Mr. Jaffe's property located at
300 Alameda Circle, Olmos Park, Texas.
"The means for payment of most claims, including the EAA's claim,
is through a propose sale of the property," the creditor said in
the filing. "Little information is given about parameters for such
a sale."
EAA holds a claim in the amount of $93,632 as of the date of filing
of Mr. Jaffe's bankruptcy case.
The sale plan proposes to pay general unsecured creditors 100% of
their claims. Creditors will receive the payments after the
property is sold, according to court papers.
About Jeffrey Herrmann Jaffe
Jeffrey Herrmann Jaffe filed a Chapter 11 Petition on February 12,
2016 (Bankr. W.D. Tex. Case No. 16-50355), and is represented by
Steven G. Cennamo, Esq., at Malaise Law Firm, in San Antonio,
Texas.
JOHNSON MEMORIAL: Nancy Shaffer Discharged from PCO Duties
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Connecticut, Hartford
Division, entered an order discharging Nancy Shaffer from her
duties as Patient Care Ombudsman for Johnson Memorial Medical
Center, Inc.
The Order follows from the request of the Ombudsman to release her
duties as the PCO, pursuant to a prior Court Order dated January 1,
2016, that led the sale of the Debtorꞌs nursing facility, which
deemed to end the need for her oversight, thus, rendering her
termination of appointment appropriate.
The Court further ordered that as soon as practicable following
entry of the Order, but no later than thirty (30) day from the
entry of the Order, the Patient Care Ombudsman shall turn over to
the Debtors any documents provided to her by the Debtors and other
third parties during the course of her appointment as Patient Care
Ombudsman. Nothing shall in any way limit or otherwise affect the
Patient Care Ombudsman's obligation under 11 U.S.C. Sec. 333(c)(1)
or other applicable law, to maintain patient information, including
patient records, as confidential and no such information shall be
released by the Patient Care Ombudsman without further Order of the
Court.
About Johnson Medical Center
Stafford Springs, Conn.-based Johnson Memorial Medical Center is
the parent company of Johnson Memorial Hospital in Stafford,
Connecticut.
Johnson Memorial Medical Center, Inc., and five of its subsidiaries
each filed a Chapter 11 bankruptcy petition (Bankr. Conn. Proposed
Lead Case No. 16-20056) on Jan. 14, 2015. The petitions were signed
by Patrick Mahon as Chairman. The Debtors estimated assets in the
range of $1 million to $10 million and estimated liabilities in the
range of $10 million to $50 million.
The Debtors have hired Reid & Reige P.C. as counsel. Judge Albert
S. Dabrowski has been assigned the cases.
KEMET CORP: Reports Preliminary Fiscal 2017 First Quarter Results
-----------------------------------------------------------------
KEMET Corporation reported a net loss of $12.2 million on $185
million of net sales for the quarter ended June 30, 2016, compared
to a net loss of $37.05 million on $188 million of net sales for
the quarter ended June 30, 2015.
As of June 30, 2016, Kemet had $670.98 million in total assets,
$583 million in total liabilities and $88.4 million in total
stockholders' equity.
"We reported another quarter of consistent performance, meeting our
forecast, and once again improving our GAAP gross margin as well as
posting an improvement in our GAAP earnings as compared to the
prior quarter," stated Per Loof, KEMET's chief executive officer.
"This marks the fifth straight quarter of positive non-GAAP
earnings throughout a period that has been volatile on the
macro-economic and political front. We believe this is the direct
result of our successes in stabilizing the overall business,
specifically the distribution channel, and focus on continuous
improvement within our operating units," continued Loof.
A full-text copy of the press release is available for free at:
https://is.gd/OBt2p9
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
KEMET reported a net loss of $53.6 million on $735 million of net
sales for the fiscal year ended March 31, 2016, compared to a net
loss of $14.1 million on $823 million of net sales for the fiscal
year ended March 31, 2015.
* * *
As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1'
from 'B2' and the Probability of Default Rating to 'Caa1-PD' from
'B2- PD' based on Moody's expectation that KEMET's liquidity will
be pressured by maturing liabilities and negative free cash flow
due to the interest burden and continued operating losses at the
Film and Electrolytic segment.
As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on KEMET to 'B-' from
'B+'. "The downgrade is based on continued top-line and margin
pressures and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.
The TCR reported in August 2014 that S&P revised its outlook on
KEMET to 'stable' from 'negative'. S&P affirmed the ratings,
including the 'B-' corporate credit rating.
KEMET CORP: Stockholders Elect Two Directors
--------------------------------------------
On July 28, 2016, KEMET Corporation held its annual meeting of
stockholders at which the stockholders elected Jacob T. Kotzubei
and Robert G. Paul as directors each to serve three-year terms to
expire in 2019; ratified the appointment of Ernst & Young LLP as
the Company's independent registered public accounting firm for the
fiscal year ending March 31, 2017; and approved, on an advisory
basis, the compensation paid to the Company's named executive
officers.
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
KEMET reported a net loss of $53.6 million on $735 million of net
sales for the fiscal year ended March 31, 2016, compared to a net
loss of $14.1 million on $823 million of net sales for the fiscal
year ended March 31, 2015.
* * *
As reported by the TCR on March 26, 2013, Moody's Investors
Service downgraded KEMET Corp.'s Corporate Family Rating to 'Caa1'
from 'B2' and the Probability of Default Rating to 'Caa1-PD' from
'B2- PD' based on Moody's expectation that KEMET's liquidity will
be pressured by maturing liabilities and negative free cash flow
due to the interest burden and continued operating losses at the
Film and Electrolytic segment.
As reported by the TCR on Aug. 9, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on KEMET to 'B-' from
'B+'. "The downgrade is based on continued top-line and margin
pressures and lagging results from the restructuring of the Film &
Electrolytic [F&E] business, which combined with cyclical weak
end-market demand, has resulted in sustained, elevated leverage
well in excess of 5x, persistent negative FOCF, and diminishing
liquidity," said Standard & Poor's credit analyst Alfred
Bonfantini.
The TCR reported in August 2014 that S&P revised its outlook on
KEMET to 'stable' from 'negative'. S&P affirmed the ratings,
including the 'B-' corporate credit rating.
KENNETH BELLOWS: Final Approval of Disclosure Statement Denied
--------------------------------------------------------------
Judge Gary Spraker of the United States Bankruptcy Court for the
District of Alaska denied final approval of Kenneth Bellows' and
Fly-In-Fish, Inc.'s joint disclosure statement and confirmation of
the debtors' plan of reorganization. Judge Spraker also denied
First Bank's motion for relief from stay.
Judge Spraker held, "The Disclosure Statement fails to address
Marlys Hanson's interests in the real property, the debtor entity
FIFII, and the Pilot House. Nor does the Disclosure Statement
discuss Ms. Hanson's expectations on sale, or explain how her
interests and expectations would affect any distribution on sale of
these assets. For these reasons, the court must deny final approval
of the Disclosure Statement.
"Although denial of the Disclosure Statement precludes
confirmation, the court finds that the Plan as proposed would be
feasible based on the current valuation of the Inn at $2.2 million.
The debtors' business projections are supported by the record, and
there is a realistic prospect that the Inn would sell at a
sufficiently higher price at the end of five years to pay all
necessary obligations under the proposed Plan. These findings
require denial of First Bank's Motion for Relief from Stay. The
court also notes that First Bank has objected to its treatment and
the debtors have offered no evidence to support the cramdown
interest rate provided in the Plan for the bank's claim."
The bankruptcy cases are In re: KENNETH A. BELLOWS, Chapter 11,
Debtor. In re: FLY-IN-FISH INN, INC., Debtor, Case Nos.
J15-00245-GS. [Lead Case - Jointly Administered], J15-00246-GS
(Bankr. D. Alaska).
A full-text copy of Judge Spraker's July 19, 2016 memorandum is
available at https://is.gd/A8E665 from Leagle.com.
Kenneth A Bellows is represented by:
David H. Bundy, Esq.
DAVID H. BUNDY, PC
310 K Street, Suite 200
Anchorage, AK 99501
Tel: (907)248-8431
Fax: (907)248-8434
Office of the U.S. Trustee is represented by:
Thomas A. Buford, III
OFFICE OF THE UNITED STATES TRUSTEE
700 Stewart Street, Suite 5103
Seattle, WA 98101
Tel: (206)553-2000
Fax: (206)553-2566
LEAP FORWARD GAMING: Hires Hartman & Hartman as General Counsel
---------------------------------------------------------------
Leap Forward Gaming, Inc. filed an ex parte application to the U.S.
Bankruptcy Court for the District of Nevada to employ Hartman &
Hartman, P.C. as general bankruptcy counsel effective July 8,
2016.
Hartman & Hartman will be paid at these hourly rates:
Jeffrey L. Hartman $450
Contract Lawyer $185
Legal Assistant $125
Hartman & Hartman will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Prior to the filing of the petition, Hartman & Hartman received a
retainer of $25,000 which included the Chapter 11 filing fee. The
retainer was paid by the Debtor. Post-petition, Hartman & Hartman
received an additional $25,000 which has been deposited into the
firm's trust account.
Hartman & Hartman 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.
Hartman & Hartman can be reached at:
Jeffrey L. Hartman, Esq.
HARTMAN & HARTMAN, P.C.
510 West Plumb Lane, Suite B
Reno, NV 89509
Tel: (775) 324-2800
Fax: (775) 324-1818
E-mail: notices@bankruptcyreno.com
About Leap Forward Gaming, Inc.
Leap Forward Gaming, Inc. filed a chapter 11 petition (Bankr. D.
Nev. Case No. 16-50850) on July 8, 2016. The petition was signed
by Darby Bryan, CFO/Controller. The Debtors are represented by
Jeffrey L. Hartman, Esq., at Hartman & Hartman. The case is
assigned to Judge Bruce T. Beesley. The Debtor disclosed assets of
$2.46 and debts of $26.02 million at the time of the filing.
LINCOLN RESTAURANTS: Hires Arvelo & Vazquez as Counsel
------------------------------------------------------
Lincoln Restaurants Incorporated asks permission from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Arvelo &
Vazquez, P.S.C. as counsel.
Arvelo & Vazquez will be paid at these hourly rates:
Pedro E. Vazquez Melendez $150
Partners/Associates $125
Paralegal $80
Arvelo & Vazquez will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Arvelo & Vazquez received a $5,000 retainer from the Debtor.
Pedro E. Vazquez Melendez, principal of Arvelo & Vazquez, 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.
Arvelo & Vazquez can be reached at:
Pedro E. Vazquez Melendez, Esq.
ARVELO & VAZQUEZ, P.S.C.
P.O. Box 9024025
San Juan, PR 00902-4025
Tel: (787) 721-7255
Fax: (787) 722-7255
E-mail: quiebras@gmail.com
Lincoln Restaurants Incorporated, filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 16-05006) on June 23, 2016. The
Debtor is represented by Pedro E. Vazquez Melendez, Esq.
LOTUS STORES: Court Orders Appointment of Creditors' Committee
--------------------------------------------------------------
Judge Jerry Oldshue Jr. of the U.S. Bankruptcy Court for the
Southern District of Alabama ordered the appointment of Alicia
Howes and Pinebrook Investment, LLC, as members of Lotus Stores,
Inc.'s official committee of unsecured creditors:
(1) Alicia Howes
1216 Heron Lakes Circle
Mobile, AL 36693
Tel: (251) 510-8840
Fax: (251) 341-5090
(2) Pinebrook Investment, LLC
William T. Youngblood, Attorney at Law
P.O. Box 81934
Mobile, AL 36689
Tel: (251) 343-4000
Fax: (251) 343-3024
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Lotus Stores
Lotus Stores, Inc. sought protection under Chapter 11 of the
Bankruptcy Code in the Southern District of Alabama (Mobile) (Case
No. 16-01867) on June 7, 2016. The petition was signed by Lalonie
Farnell, president and sole shareholder.
The Debtor is represented by Jeffery J. Hartley, Esq., at Helmsing,
Leach, Herlong, Newman & Rouse, P.C.
The Debtor estimated assets of $100,000 to $500,000 and debts of $1
million to $10 million.
MAIN STREET SCHOOLS: Court OKs Use of Celtic Bank Cash Collateral
-----------------------------------------------------------------
Judge Brenda T. Rhoades of the U.S. Bankruptcy Court for the
Eastern District of Texas authorized Main Street Schools, LLC to
use cash collateral and proceeds in which Celtic Bank assets a
lien.
Judge Rhoades granted Celtic Bank replacement security interests in
and liens and mortgages upon all categories of property of the
Debtor and its estate, upon which Celtic Bank held valid, perfected
and enforceable prepetition liens, security interests and
mortgages. Celtic Bank was also granted an allowed superpriority
administrative expense claim as further adequate protection.
The approved Budget projects total expenses of $13,496.98 for
August 2016, $23,155.59 for September 2016, $22,175.76 for October
2016, and $22,175.76 for November 2016.
A full-text copy of the Order, dated July 27, 2016, is available at
https://is.gd/PlJC7H
About Main Street Schools, LLC
Headquartered in Argyle, Texas, Main Street Schools, LLC, dba
Montessori Country Day School filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Tex. Case No. 16-41222) on July 4, 2016,
listing $758,898 in total assets and $1.29 million in total
liabilities. The petition was signed by William J. Vesterman, sole
member of general partner.
Judge Brenda T. Rhoades presides over the case.
Eric A. Liepins, Esq., at Eric A. Liepins P.C. serves as the
Debtor's bankruptcy counsel.
MARION AVENUE: Needs Until September 26 to File Plan
----------------------------------------------------
Marion Avenue Management LLC asks the Bankruptcy Court to further
extend its exclusive periods to file a plan of reorganization and
solicit acceptances of such plan for an additional 60 days to
September 26, 2016, and November 28, 2016, respectively.
The Debtor tells the Court that it is the subject to a personal
injury action, as well as a separate action for declaratory
judgment against Public Service Mutual Insurance Company to compel
the insurance carrier to defend and indemnify the Debtor against
the tort claim based on available insurance.
So that its Chapter 11 case can move forward under any
circumstances, the Debtor is making preparation to propose a plan
even without final resolution of the declaratory judgment action,
however, the plan is not formulated.
Attorneys for the Debtor:
J. Ted Donovan, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Telephone: (212) 221-5700
Headquartered in New York, Marion Avenue Management LLC owns
certain commercial real property located at 314-326 East 194th
Street, Bronx, New York, with seven commercial tenants. It filed
for Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
16-10213) on Jan. 29, 2016, listing $2.01 million in total assets
and $554,169 in total liabilities. The petition was signed by
Sion
Sohayegh, manager.
Judge James L. Garrity, Jr., presides over the case.
Ted Donovan, Jr., Esq., and Kevin J. Nash, Esq., at Goldberg
Weprin
Finkel Goldstein LLP serve as the Debtor's bankruptcy counsel.
MASSENGILL TIRE: First Volunteer Bank Cash Collateral Use OK
------------------------------------------------------------
Judge Shelley D. Rucker of the U.S. Bankruptcy Court for the
Eastern District of Tennessee, authorized Massengill Tire Co., Inc.
to use cash collateral on a final basis.
The Debtor is indebted to First Volunteer Bank in the amount of
$2,058,787.67 as of June 3, 2016. First Volunteer Bank has valid
liens and security interests in substantially all the Debtor's real
property assets, including the Debtor's real estate at 6103 Hwy
411, 2289 Parksville Road, 6076 Hwy 411, and 6056 Hwy 411, each in
Benton, Tennessee, and 22 residential lots under development and
unimproved land, and certain other assets of the Debtor, which
include all of the Debtor's inventory, chattel paper, equipment and
accounts, and all their proceeds.
The Debtor's indebtedness to First Volunteer Bank is secured by
valid and perfected first and prior liens and security interests in
and to the prepetition collateral, and in and to all proceeds,
product, offspring, rents or profits from the prepetition
collateral, and all other cash, negotiable instruments, documents
of title and other cash equivalents in which the Debtor's Estate
and First Volunteer Bank have an interest.
Judge Rucker acknowledged that the Debtor requires funds to pay
suppliers, wages, salaries, taxes, repair and maintenance expenses,
and other operating expenses in order to continue present
operations and to maintain and preserve the bankruptcy estate. She
further acknowledged that without authorization to use Cash
Collateral, the Debtor’s continued business operations would be
jeopardized to the detriment of the Debtor, the Debtor’s
creditors, and bankruptcy estate.
First Volunteer Bank was granted a security interest in all
proceeds, products, offspring, rents, or profits of Prepetition
Collateral acquired by the estate after the Filing Date. It was
also granted a replacement lien and security interest in all of the
prepetition collateral and proceeds thereof, subject and
subordinate to amounts required to be paid to the Office of the
U.S. Trustee and post-petition professional fees payable to the
Debtor's counsel in an amount not to exceed $50,000.
The Debtor was directed to make monthly adequate protection
payments to First Volunteer Bank in the amount of $7,200.
A full-text copy of the Final Order, dated July 27, 2016, is
available at https://is.gd/mRiyMW
About Massengill Tire Co., Inc.
Treadmill Wholesale Tire Distributors, Paragon Tire International,
Inc. & Porter Tire filed an involuntary chapter 7 petition (Bankr.
E.D. Tenn. Case No. 16-11636) against Massengill Tire Co., Inc., on
Apr. 25, 2016. After a court approved extension, the Debtor
consented to entry of an Order for Relief on June 6, 2016, and
immediately moved to convert the case to a chapter 11 proceeding.
The Debtor is represented by Jerold D. Farinash, Esq., at Farinash
& Hayduk.
MILITARY LANE: Seeks Sept. 2 Extension of Plan Filing Date
----------------------------------------------------------
Military Lane, LLC, asks the U.S. Bankruptcy Court to extend the
July 31, 2016, deadline for filing of its Chapter 11 Plan of
Reorganization, Disclosure Statement and proposed ballot to
September 2, 2016, since the Debtor is reviewing alternative
options to a long term plan of reorganization.
Counsel for Military Lane, LLC:
Alan J. Statman, Esq.
STATMAN, HARRIS, & EYRICH, LLC
441 Vine Street, Suite 3700
Cincinnati, Ohio 45202
Telephone: (513) 621-2666
Facsimile: (513) 621-4896
Email: ajstatman@statmanharris.com
Military Lane, LLC, d/b/a Air, Land and Sea, filed a Chapter 11
petition (Bankr. E.D. Ky. Case No. 16-20116) on February 2, 2016,
and is represented by Alan J Statman, Esq., at Statman, Harris &
Eyrich, LLC.
NATALIE PACILEO: Unsecureds to Recoup 10.7% under Plan
------------------------------------------------------
Natalie A. Pacileo dba Erie County Farms filed with the U.S.
Bankruptcy Court for the Western District of Pennsylvania a
Disclosure Statement to accompany the Debtor's Chapter 11 Plan
dated July 11, 2016.
After the scheduled amounts are adjusted by filed proofs of claims
and orders of the Court, the Plan projects that unsecured creditors
are owed $675,604.73 including $3,662.89 for the unsecured portion
of tax claims. They will share pro rata in the sum of $1,000 per
month for 72 consecutive months. This will result in the payment
of 10.7% of the principal amounts of their claims without interest
if these claims are not further adjusted. This class is impaired.
The Disclosure Statement is available at:
http://bankrupt.com/misc/pawb15-11315-236.pdf
The Debtor's counsel can be reached at:
Yochim, Skiba, and Nash
Gary V. Skiba, Esq.
345 West 6th Street
Erie, PA 16507
Tel: (814) 454-6345
PA Attorney I.D. No. 18153
Funds from operations should be sufficient. Cash on hand
$10,000.00 app.
Cash on hand $10,000 app (Estimated amount available on date of
confirmation)
Natalie A. Pacileo dba Erie County Farms filed for Chapter 11
bankruptcy protection (Bankr. W.D. Pa. Case No. 15-11315) in 2015.
NEXXLINX CORPORATION: Taps GGG Partners as Financial Advisor
------------------------------------------------------------
NexxLinx Corporation, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the Northern
District of Georgia to employ GGG Partners, LLC as their financial
advisor.
The Debtors require GGG Partners to:
(a) assist and advise the Debtors with the analysis of the
Debtors' business, business plan, and strategic and
financial position;
(b) assist and advise the Debtors in connection with obtaining
financing and any sales or other dispositions of assets of
the Debtors;
(c) assist with the formulation, evaluation, implementation of
various options for a restructuring plan to be confirmed in
the Debtors' jointly administered case under the Bankruptcy
Code;
(d) assist the Debtors in negotiations with creditors,
shareholders, landlords and other appropriate parties-in-
interest;
(e) provide financial advisory services to the Debtors in
connection with valuation, financial projection or other
analyses with respect to a restructuring plan; and
(f) if necessary, participate in hearings before the bankruptcy
court with respect to matters upon which GGG Partners has
provided advice, including coordinating with Debtors'
counsel with respect to testimony in connection therewith.
GGG Partners will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Prior to the commencement of the Chapter 11 case, GGG Partners has
been paid $245,564.64 for work performed as a financial advisor to
the Debtors in a variety of matters, which is inclusive of $25,725
for advising and assisting the Debtors in connection with the
Chapter 11 case and related matters. GGG Partners currently holds
a retainer in the amount of $5,470.23.
Katie Goodman, managing member of GGG Partners, 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.
GGG Partners can be reached at:
Katie Goodman
GGG Partners, LLC
3155 Roswell Rd NE, Suite 120
Atlanta, GA 30305
Tel: (404) 256-0003 ext. 225
E-mail: kgoodman@gggpartners.com
About NexxLinx Corporation
NexxLinx Corporation, Inc., which operates customer service call
centers, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N. D. Ga. Case No. 16-61225) on June 28, 2016. The
petition was signed by D. Alan Quarterman, CEO.
The case is assigned to Judge Paul Baisier. The Debtor is
represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson,
Esq., at Scroggins & Williamson, P.C. GGG Partners, LLC serves as
its financial consultant.
At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.
NEXXLINX CORPORATION: Taps Scroggins & Williamson as Attorneys
--------------------------------------------------------------
NexxLinx Corporation, Inc. and its debtor-affiliates seek
authorization from the U.S. Bankruptcy Court for the Northern
District of Georgia to employ Scroggins & Williamson, P.C. as
attorneys.
The Debtors require Scroggins & Williamson to:
(a) prepare pleadings and applications;
(b) conduct examinations;
(c) advise applicants of their rights, duties and obligations
as debtors-in-possession;
(d) consult with Debtors and represent the Debtors with respect
to a Chapter 11 plan and/or sale of the Debtors assets;
(e) perform legal services incidental and necessary to the day-
to-day operation of the Debtors' affairs, including but not
limited to, institution and prosecution of necessary legal
proceedings, and general business and corporate legal
advice and assistance; and
(f) take any and all other action incidental to the proper
preservation and administration of the Debtors' estates.
Scroggins & Williamson will be paid at these hourly rates:
Attorneys $195-$450
Paralegals $75-$150
The firm is currently holding $30,098.95 as a Chapter 11 retainer
to represent the Debtors.
Scroggins & Williamson will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Ashley R. Ray, member of Scroggins & Williamson, 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.
Scroggins & Williamson can be reached at:
Robert Williamson, Esq.
Ashley R. Ray, Esq.
Robert Bazzani, Esq.
SCROGGINS & WILLIAMSON, P.C.
One Riverside
4401 Northside Parkway, Suite 450
Atlanta, GA 30327
Tel: (404) 893-3880
Fax: (404) 893-3886
E-mail: rwilliamson@swlawfirm.com
aray@swlawfirm.com
rbazzani@swlawfirm.com
About NexxLinx Corporation
NexxLinx Corporation, Inc., which operates customer service call
centers, sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. N. D. Ga. Case No. 16-61225) on June 28, 2016. The
petition was signed by D. Alan Quarterman, CEO.
The case is assigned to Judge Paul Baisier. The Debtor is
represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson,
Esq., at Scroggins & Williamson, P.C. GGG Partners, LLC serves as
its financial consultant.
At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.
OAKLAND PHYSICIANS: PCO's 18th Report Expects More Improvements
---------------------------------------------------------------
Deborah L. Fish, the patient care ombudsman, filed her Eighteenth
Report as to the quality of patient care of Oakland Physicians
Medical Center, L.L.C., d/b/a Doctors' Hospital of Michigan.
Since the Ombudsmanꞌs last report dated June 30, 2016, the Debtor
continues to expect a number of improvements including but not
limited to:
-- continued improvement on the adult mental health floor
through the new staffing model with new employees and the need for
an additional doctor;
-- an ICU unit that is expected to open soon; an expected
progress towards additional types of craniotomies, open brain
surgeries, and spinal surgeries in the surgical unit;
-- a Certificate of Need to be secured from the State of
Michigan to operate an MRI machine; and
-- to open the newly revived intensive care unit with the new IT
infrastructure, with the newly purchased ICI beds and telemetry
system.
The hospital continues to meet its financial obligations as they
come due, the PCO said.
The employee morale at the hospital is much better and the staff
and doctors providing direct patient care continue to perform their
jobs with the upmost concern for the well-being of the patients,
the PCO added.
About Oakland Physicians
Oakland Physicians Medical Center, LLC, filed for Chapter 11
bankruptcy protection (Bankr. E.D. Mich. Case No. 15-51011) on July
22, 2015, estimating assets between $1 million and $10 million and
liabilities between $10 million and $50 million. The petition was
signed by Yatinder M. Singhal, M.D., member/chairman of the Board.
The physician-owned 47-bed hospital Oakland Physicians Medical
Center, LLC, is head at Law Offices of Marc Voisenat.
PELICAN REAL ESTATE: U.S. Trustee Forms 5-Member Panel for Units
----------------------------------------------------------------
Guy Gebhardt, acting U.S. trustee for Region 21, on July 27 formed
an official committee of unsecured creditors for Pelican Real
Estate LLC's affiliates, Smart Money Secured Income Fund LLC and
Accelerated Asset Group LLC.
The committee members are:
(1) Jim Hayes
308 Military Road E.
Tacoma, WA 98445
Tel: 253-537-0316
Fax: None
Email: Jasonjimhayes@Juno.com
(2) Alan Orcutt
12121 Admiralty Way, Apt. Q-105
Everett, WA 98204
Tel: 425-238-7858
Fax: None
Email: timer1@frontier.com
(3) Mervyn Rodricks
1405 SE 195th Avenue
Camas, WA 98607
Tel: 360-833-1763
Fax: None
Email: Nishnmerv@comcast.net
(4) Brian Fouts
P.O. Box 662
Fall City, WA 98024
Tel: 206-399-7096
Fax: None
Email: bmfouts65@hotmail.com
(5) EM Stimmel, LLC
c/o Edward Stimmel
5228 156th Street SE
Bothell, WA 98012
Tel: 425-419-6401
Fax: None
EMail: EMstimmel@gmail.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Pelican Real Estate
Pelican Real Estate, LLC and its eight affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. M.D. Fla. Lead Case
No. 16-03817) on June 8, 2016. The petition was signed by Jared
Crapson, president of SMFG, Inc., manager of Pelican Management
Company, LLC.
The Debtors are represented by Elizabeth A. Green, Esq., at Baker &
Hostetler LLP.
At the time of the filing, Pelican Real Estate listed under $50,000
in both assets and debts.
PHARMACYTE BIOTECH: Incurs $6.06 Million Net Loss in Fiscal 2016
----------------------------------------------------------------
Pharmacyte Biotech, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$6.06 million on $0 of revenue for the year ended April 30, 2016,
compared to a net loss of $9.92 million on $0 of revenue for the
year ended April 30, 2015.
As of April 30, 2016, Pharmacyte had $7.16 million in total assets,
$637,639 in total liabilities and $6.52 million in total
stockholders' equity.
"The Company requires substantial additional capital to finance its
planned business operations and expects to incur operating losses
in future periods due to the expenses related to the Company's core
businesses. The Company has not realized material revenue since it
commenced doing business in the biotechnology sector, and there can
be no assurance that it will be successful in generating revenues
in the future in this sector. The Company believes that cash as of
April 30, 2016 and the proceeds from the additional sale of
registered and unregistered shares of its common stock will raise
sufficient capital to meet its capital requirements. From May 1,
2016 through July 29, 2016; the Company raised additional capital
of approximately $1 million in "at-the-market" transactions. The
Company believes that sales of unregistered shares of its common
stock any public offerings of common stock the Company may engage
in will provide sufficient capital to fund its operations through
July 31, 2017. However, the Company's ability to raise additional
capital is limited by its inability to use a short form
registration statement on Form S-3. As of July 29, 2016, the
Company does not meet the eligibility requirements in order for it
to be able to conduct a primary offering of its common stock under
Form S-3 or to file a new Registration Statement on Form S-3. The
Company may be able to regain the use of Form S-3 if it meets one
or more of the eligibility criteria, including: (i) the aggregate
market value of the Company's common stock held by non-affiliates
exceeds $75 million; or (ii) the common stock is listed and
registered on a national securities exchange.
"If the Company is not able to raise substantial additional capital
in a timely manner, the Company may not be able to commence or
complete its planned clinical trials.
"The Company will continue to be dependent on outside capital to
fund its research and operating expenditures for the foreseeable
future. If the Company fails to generate positive cash flows or
fails to obtain additional capital when required, the Company may
need to modify, delay or abandon some or all of its business
plans."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/KbYPVM
About PharmaCyte Biotech, Inc.
PharmaCyte Biotech, Inc., formerly known as Nuvilex Inc, is
dedicated to bringing to market scientifically derived products
designed to improve the health, condition and well-being of those
who use them. The Company is a clinical stage biotechnology
company focused on developing and preparing to commercialize
treatments for cancer and diabetes based upon a proprietary
cellulose-based live-cell encapsulation technology known as
Cell-in-a-Box. The Company intends to use this unique and patented
technology as a platform upon which to build treatments for several
types of cancer, including advanced, inoperable pancreatic cancer,
and diabetes.
PICO HOLDINGS: Brownstein Secretly Appointed by Hart, Bloggers Say
------------------------------------------------------------------
PICO Holdings, Inc. (Nasdaq:PICO), based in La Jolla, Calif., is a
diversified holding company reporting recurring losses since 2008.
PICO owns 57% of UCP, Inc. (NYSE:UCP), 100% of Vidler Water
Company, Inc., a securities portfolio and various interests in
small businesses. PICO has $664 million in assets and $434 million
in shareholder equity. Central Square Management LLC and River Road
Asset Management LLC collectively own more than 14% of PICO. Other
activists at http://ReformPICONow.com/have taken to the Internet
to advance the shareholder cause.
The bloggers have investigated the origins of Howard Brownstein's
Directorship. They, "relied on three sources. None of our sources
were directly involved in Howie's appointment to the PICO Holdings'
Board, but their accounts of events were consistent.
Here's the story:
"Throughout 2015, Juicer and the Entrenched Directors were under
fire. J. Justin Akin at River Road Asset Management wanted
Northstar Hallock sold and Executive Compensation overhauled. Kelly
Cardwell at Central Square Management, LLC, wanted to place three
Directors on the PICO Board. And Sean Leder at Leder Holdings was
backing up change efforts with well-articulated press releases.
We ramped RPN in late 2015, in response to Juicer's cutting off the
Q&A at Investor Day (Ya wish you could take that one back, right
Juicer?). Shortly thereafter, Julie Sullivan was replaced on the
PICO Board by Eric Speron. Mr. Speron was not appointed to any
Committees initially.
Our sources tell us that as the pressure on PICO continued to
build, with increasingly frequent and harsh 13Ds from institutional
investors, plus RPN's insightful and eloquent reporting, Kristina
'Maleficent' Leslie and Robert Deuster informed the Board that they
were headed for more peaceful waters.
Our sources tell us that at this point, Mr. Hart panicked. Within a
span of just a few weeks, he would lose three out of six long-time
allies on the Board. And Board composition was of paramount
importance to Juicer in this moment: he was in the process of
pushing through the criminal Hart Employment Agreement (which Mr.
Akin has characterized as negotiated "in bad faith"). Given the
intense shareholder scrutiny and Central Square's repeated demands
for 3 Board seats, Juicer knew he couldn't go crony on the
vacancies created by Mr. Deuster and Mrs. Leslie. But he could put
a crony in one of the three seats.
Seeking to avoid the change agents, our sources tell us Juicer went
to Robotti & Company for a Director suggestion. Robotti put forth
the name of Raymond Marino. Good enough -- but what to do about the
other empty seat? Juicer had to fill it with someone pliable -- and
fast -- cuz both Mr. Deuster and Mrs. Leslie wanted out, and they
weren't waiting around.
Our sources tell us that Juicer called activist defense attorney
Keith Gottfried, Esq., at Morgan Lewis & Bockius, LLP, and
explained the predicament.
Our sources tell us that, after some quick research, Mr. Gottfried
had just the candidate for Juicer: Howard Brownstein.
Our sources tell us that Mr. Gottfried recommended Mr. Brownstein
because:
(a) Howie was pounding the pavement looking for directorships;
(b) from P&F Industries, Howie had a reputation for scratching
his CEO's back;
(c) at P&F, Howie was only making $46,000;
(d) at P&F, Howie was in nanocap space and wanted to move up;
(e) Howie liked the idea of a directorship in San Diego.
Our sources tell us that the most important attribute to Juicer was
Item (a) -- he needed another Director that was CEO-oriented, not
shareholder-oriented. And he needed votes for the criminal Hart
Employment Agreement.
Howie's election to the Board was as certain as death and taxes --
given the dynamics at that point in time, the PICO Board would have
elected a donkey. The Corporate Governance & Nominating Committee
was only comprised of Mrs. Leslie and Carlos 'The NACD-Decorated
Horse Thief' Campbell, at that time. The remaining Directors that
considered Howie's Directorship reads like a PICO list of Most
Wanted: Kenneth 'The Slug' Slepicka, Michael 'The Desperado'
Machado and Mr. Hart.
According to our sources, Howie was handpicked by Juicer (excuse
the fruit-related pun). We find credibility in this account. It
would explain why Howie has been Director-oriented ever since his
arrival. It is coherent with what we characterize as Howie's
coverup of PICOGate. Assuming our sources are correct, Howie owes
Juicer for his Directorship and once PICOGate exploded, it was
payback time -- shareholders be damned."
The bloggers claim that Mr. Brownstein is now paying back the favor
for his appointment to the PICO Board. "Let's look at the PICO 2010
Audit Committee, whose members could be held personally liable for
PICOGate:
-- Carlos C. Campbell
-- Robert G. Deuster
-- Kristina M. Leslie
-- Richard D. Ruppert, MD
-- Julie H. Sullivan, Ph.D
Three out of the 5 members of the 2010 Audit Committee were
responsible for voting Howie to his PICO Director seat. Hmmmmmm. .
. ."
Given all of the above, we find the "Independent Director"
designation of Howie to be unpersuasive and unsupported by the
evidence."
The bloggers seek to clarify matters for Mr. Brownstein. "We don't
think Howie smokes chronic. But we have been told that Howie was
dazed and confused by the shareowner voting results. Howie didn't
understand why PICO shareholders would overwhelmingly vote against
him. We'll offer six justifications, Howie:
a) You are a John Hart appointee;
b) Your term would be an insupportable 3 years;
c) You voted for the criminal Hart compensation scheme;
d) You voted for incremental declassification of PICO's Board
(of which, suspiciously, you are one of the first beneficiaries --
along with The Slug);
e) You responded inadequately to PICOGate, which we characterize
as a betrayal of shareholder interests; and
f) You seek $450,000 in compensation over 3 years from
shareowners.
Given a-e, we are at great pains to justify Howie's $450,000 in
compensation. Given a-f, we are at great pains to attach a positive
value to Howie's Directorship. Based on a-f, we calculate that
Howie's tenure as Director has been value destructive for PICO
shareholders.
To make it even clearer: Howie, you have harmed us -- so we move to
toss you out. We hope this clears up any confusion you may suffer."
PIONEER ENERGY: Incurs $30 Million Net Loss in Second Quarter
-------------------------------------------------------------
Pioneer Energy Services Corp. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $29.99 million on $62.3 million of total revenues for
the three months ended June 30, 2016, compared to a net loss of
$77.3 million on $135 million of total revenues for the three
months ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $57.7 million on $137 million of total revenues compared to
a net loss of $89.3 million on $329 million of total revenues for
the same period a year ago.
As of June 30, 2016, the Company had $751 million in total assets,
$465 million in total liabilities and $285 million in total
shareholders' equity.
"As expected, industry conditions remained challenging during the
second quarter, but we were pleased to see some early signs of
improving activity levels," said Wm. Stacy Locke, president and CEO
of Pioneer Energy Services. "Opportunities in the drilling segment
finally began to emerge in the second quarter. A rig that came off
of a long-term contract in the first quarter has continued working
and is expected to remain contracted through the end of the year in
the Permian. In addition, an earning-not-working rig was relocated
from the Bakken to the Permian and is expected to remain busy all
year as well. In Appalachia, a one-year term contract expired and
was renewed for an additional year, and we expect to contract up to
two additional rigs from the Bakken into other markets by the end
of the third quarter of 2016. While we are receiving a modestly
higher level of inquiries for our drilling services, pricing
remains very competitive, and current dayrates remain depressed.
"In Colombia, our rigs remained idle during the quarter; however,
as in the U.S., bidding activity is increasing. We anticipate that
one or two rigs will go back to work by the fourth quarter of
2016.
"In our Production Services Segment, late in the second quarter, we
saw bidding and activity pick up in our wireline business, and to a
lesser extent, our well servicing business. Our coiled tubing
business remained soft in the quarter. We expect to see continued
bidding and utilization increases with an improvement in commodity
prices. July has been softer given the July 4th holiday and the
recent pullback in oil prices, but customers are indicating an
uptick in activity in the coming months. We will continue to
manage our costs to ensure we are properly positioned with our
premium equipment and solid customer relationships to fully benefit
from improvements in market conditions.
"In June, we successfully amended our revolving credit facility to
ensure we maintain adequate liquidity and sufficiently flexible
covenant provisions should the market remain challenged. Given our
outlook and the recent credit facility amendment, we feel we are
positioned to actively participate in the market upturn while
maintaining adequate liquidity. We continue to believe that we
should be able to fund most, if not all, of our capital needs in
2016 from operating cash flow and with proceeds from the sale of
some SCR drilling rigs."
Working capital at June 30, 2016, was $33.3 million, down from
$45.2 million at Dec. 31, 2015. The Company'sr cash and cash
equivalents were $14.6 million, up from $14.2 million at year-end
2015. The increase in cash and cash equivalents during the six
months ended June 30, 2016, is primarily due to $13.6 million of
cash provided by operating activities, which includes early
termination payments received on certain drilling contracts, and
$0.8 million of proceeds from the sale of assets, mostly offset by
$13.2 million of cash used for purchases of property and equipment
and $0.8 million for the payment of debt issuance costs. The
Company currently has $17.3 million in committed letters of credit
and $95.0 million outstanding under our $175 million revolving
credit facility.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/fWTCiE
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 million in 2015
following a net loss of $38 million in 2014.
* * *
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.
PLANDAI BIOTECHNOLOGY: Incurs $1.18M Loss in Sept. 30 Quarter
-------------------------------------------------------------
Plandai Biotechnology, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.18 million on $40,831 of revenues for the three months ended
Sept. 30, 2015, compared to a net loss of $610,956 on $26,387 of
revenues for the three months ended Sept. 30, 2014.
As of Sept. 30, 2015, Plandai had $7.21 million in total assets,
$16.4 million in total liabilities, and a stockholders' deficit of
$9.14 million.
For the three months ended Sept. 30, 2015, the Company used cash in
operating activities totaling $288,479, which was primarily
attributable to a loss from operations of $1.18 million offset by
several non-cash expense items such as depreciation of $144,213,
stock issued for services of $61,000, interest expense of $195,993
added to debt principal, and deferred lease obligation of $92,373.
Additionally, the loss was offset by changes in assets and
liabilities including a decrease in prepaid and other current
assets of $143,739, an increase in account payable and accrued
liabilities of $163,025, and an increase in accrued interest of
$101,556. Cash used in investing activities was $5,769, which
consisted of the purchase of fixed assets to be used in production
activities. Cash provided by financing activities was $305,423
generated primarily from third party loans of $400,000, and the
sale of common stock of $75,000, offset by the payment on notes of
$169,577. As of Sept. 30, 2015, the Company had current assets of
$142,590 compared to current liabilities of $14,801,412. Included
in current liabilities is $13,955,396 in notes payable, of which
$5,031,120 is long-term debt that has been reclassified as current
due to the Company being out of compliance with certain loan
covenants.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/62Ephr
About Plandai
Based in Goodyear, Arizona, Plandai Biotechnology, Inc., through
its recent acquisition of Global Energy Solutions, Ltd., and its
subsidiaries, focuses on the farming of whole fruits, vegetables
and live plant material and the production of proprietary
functional foods and botanical extracts for the health and
wellness industry. Its principle holdings consist of land, farms
and infrastructure in South Africa.
Plandai reported a net loss of $10.07 million on $92,898 of
revenues for the year ended June 30, 2015, compared to a net loss
of $16.04 million on $265,735 of revenues for the year ended June
30, 2014.
As of June 30, 2015, Plandai had $8.50 million in total assets,
$16.82 million in total liabilities and a stockholders' deficit of
$8.31 million.
Pritchett, Siler & Hardy P.C., in Farmington, Utah, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2015, citing that the Company Company
suffered a loss from operations during the years ended June 30,
2015 and 2014, has yet to establish a reliable, consistent and
proven source of revenue to meet its operating costs on an ongoing
basis and currently does not have sufficient available funding to
fully implement its business plan. These factors raise substantial
doubt about its ability to continue as a going concern.
POLYCONCEPT NORTH: Moody's Assigns B2 Corporate Family Rating
-------------------------------------------------------------
Moody's Investors Service assigned Polyconcept North America
Holdings, Inc. a B2 Corporate Family Rating (CFR) and B2-PD
Probability of Default Rating (PDR) for the planned LBO of the
company. At the same time, Moody's assigned the company's proposed
$435 million 7-year first lien term loan a rating of B1. The rating
outlook is stable. At the close of this transaction, all ratings
for the pre-LBO rated entity Polyconcept Finance B.V. will be
withdrawn.
Polyconcept is in the process of being acquired by an affiliate of
private equity firm Charlesbank Capital Partners for approximately
$975 million, including the repayment of existing debt and related
fees and expenses. Proceeds from the proposed $435 million first
lien term loan and a proposed $175 million second lien term loan
(unrated) will be used to repay existing debt of approximately $390
million, fund the $560 million equity purchase price for the
company, and pay an estimated $25 million of fees and expenses.
According to Moody's AVP - Analyst Brian Silver, "The levering up
of Polyconcept's balance sheet stemming from the LBO of the company
materially weakens its credit metrics, but the assignment of the B2
rating reflects our expectation that the company will deleverage at
a healthy clip over the next few years driven by debt repayment and
to a lesser extent growth in profitability. Despite its moderate
size, the company is understood to maintain a solid position in the
highly fragmented promotional products industry, which is a key
factor supporting the rating."
Moody's assigned the following ratings at Polyconcept North America
Holdings, Inc. (subject to final documentation):
Corporate Family Rating of B2;
Probability of Default Rating of B2-PD;
$435 million senior secured first lien term loan due 2023 of B1
(LGD3).
Rating outlook is stable
Moody's will withdraw the following ratings at Polyconcept Finance
B.V. upon the close of this transaction (subject to final
documentation):
Corporate Family Rating of B2;
Probability of Default Rating of B2-PD;
$80 million principal senior secured first lien revolving credit
facility due 2018 of Ba3 (LGD3);
$315 million principal senior secured first lien term loan due 2019
of Ba3 (LGD3).
The stable outlook will be removed at this entity
RATINGS RATIONALE
Polyconcept's B2 Corporate Family Rating (CFR) is constrained by
its modest size relative to other rated consumer durables
companies. The rating also considers the company's high leverage
pro forma for its pending LBO and expectations for top-line and
earnings volatility from foreign exchange exposure and the cyclical
and discretionary nature of the highly fragmented promotional
products industry. Positive rating consideration is given to the
company's solid industry positioning, broad product portfolio,
competitive advantage in low-cost sourcing as a result of high
volume purchases from Asia, quick order turnaround time, and its
diverse geographic presence and customer base. A relatively new
management team and new ownership post-LBO creates some strategic
uncertainty with respect to financial policy and acquisitions going
forward, but Moody's does not anticipate any dividends in the
near-term and expects the company to focus on deleveraging over
time. Polyconcept is expected to maintain a good liquidity profile
over the next 12 months supported by free cash flow generation and
access to its new $88 million ABL.
The stable outlook reflects Moody's expectation that Polyconcept
will achieve moderate top-line and profitability growth from
continuing operations (ex-FX).
A rating upgrade is unlikely in the near term given the company's
moderate size and the cyclical nature of the industry in which the
company operates. Quantitatively, leverage as measured by Moody's
adjusted debt-to-EBITDA would have to be sustained for several
quarters below 4.0 times with EBIT-to-interest above 2.5 times
prior to any upward rating pressure. Alternatively, The ratings
could be downgraded if debt-to-EBITDA approaches 6.0 times or if
EBIT-to-interest falls below 1.5 times. A weakened liquidity
profile highlighted by an increase in revolver reliance could also
lead to a downgrade.
Polyconcept North America Holdings, Inc. headquartered in New
Kensington, PA, designs, sources, distributes and decorates
promotional products through its main offices in the US, Europe,
Hong Kong, Canada and China. The company supplies a wide range of
promotional, lifestyle and gift products to several hundred
thousand companies ranging from small enterprises to global
corporations in over 100 countries with a primary focus on North
America and Europe. The company operates through four segments
including Polyconcept North America (PCNA), Europe, Polyconcept
International Markets (PCIM) and Other, and Private Label. The
company has a long-established sourcing organization in Asia where
most of its products are manufactured. Polyconcept is in the
process of being acquired by an affiliate of PE firm Charlesbank
Capital Partners for $975 million including the repayment of
existing debt and fees and expenses. Polyconcept generated revenues
for the twelve months ended March 31, 2016 of approximately $713
million.
POLYONE CORP: Acquisitions No Impact on Moody's Ba2 Rating
----------------------------------------------------------
PolyOne Corporation's (Ba2 stable) proposed $100 million
incremental first lien term loan will be used to repay $85.5
million in borrowings on the revolver that were drawn on July 26,
2016 to fund the acquisitions of two specialty businesses from
Gordon Holdings (Gordon Composites and Polystrand). The proposed
$100 million incremental term loan due 2022 will also add roughly
$13 million cash to the balance sheet. The incremental $100 million
facility will be incorporated into the existing $550 million senior
secured term loan B rated Ba1 (LGD2), which was originally rated in
October 2015. PolyOne also has $600 million in 5.25% notes due 2023
rated Ba3 (LGD5) and an unrated $400 million ABL revolving credit
facility due 2018. The incremental debt has no impact to PolyOne's
corporate family rating (CFR) of Ba2, its term loan rating of Ba1,
notes rating of Ba3, or stable outlook.
PolyOne Corporation, headquartered in Avon Lake, Ohio, is a global
provider of specialized polymer materials, services, and solutions.
PolyOne develops and manufactures performance enhancing additives,
as well as liquid, fluoropolymer, and silicone colorants. Over the
past eight years the company has restructured the company to focus
on higher margin and value products. Recent events include: the
March 2013 friendly acquisition of Spartech Corporation for $511
million, which added adjacent technologies and expanded end markets
in aerospace and security; the sale of its Resin business for $250
million; the December 2014 acquisition of Accella Performance
Materials for $47 million, to add to its liquid polymer
formulations and consumer products end markets; the December 2015
acquisition of Magenta Master Fibers from BASF (A1, P-1, stable)
for $18 million, that added a specialty provider of solid color
concentrates for the global fiber industry; and in February 2016
the thermoplastic elastomer (TPE) assets from Kraton Performance
Polymers, Inc. (B1 stable) for $73 million, which expanded
applications in adhesives and removable protective films. PolyOne's
revenues were approximately $3.3 billion for the last twelve months
ended June 30, 2016.
POSITIVEID CORP: Files Preferred Stock Certificate of Designations
------------------------------------------------------------------
The Board of Directors of PositiveID Corporation authorized a
Certificate of Designations of Preferences, Rights and Limitations
of Series II Convertible Preferred Stock. The Certificate was
filed with the State of Delaware Secretary of State on July 25,
2016.
The Series II Convertible Preferred Stock ranks: (a) senior with
respect to dividends and right of liquidation with the Common
Stock, par value $0.01; (b) pari passu with respect to dividends
and right of liquidation with the Corporation's Series I
Convertible Preferred Stock and Series J Convertible Preferred
Stock; and (c) junior to all existing and future indebtedness of
the Company.
The Series II has a stated value per share of $1,000, subject to
adjustment as provided in the Certificate, and a dividend rate of
6% per annum of the Stated Value. The Series II is subject to
redemption by the Company no later than three years after a Deemed
Liquidation Event and at the Company's option after one year from
the issuance date of the Series II, subject to a ten-day notice (to
allow holder conversion). The Series II is convertible at the
option of a holder or if the closing price of the Common Stock
exceeds 400% of the Conversion Price for a period of twenty
consecutive trading days, at the option of the Company. Conversion
Price means a price per share of the Common Stock equal to 100% of
the lowest daily volume weighted average price of the Common Stock
during the subsequent 12 months following the date the Series II
was issued.
In the event of a conversion of any Series II, the Company shall
issue to the holder a number of shares of Common Stock equal to the
Liquidation Value multiplied by the number of shares of Series II
Preferred Stock being converted divided by the Conversion Price.
Upon liquidation of the Company after payment or provision for
payment of liabilities of the Company and after payment or
provision for any liquidation preference payable to the holders of
any preferred stock ranking senior to the Series II but prior to
any distribution to the holders of Common Stock or preferred stock
ranking junior upon liquidation to the Series II the holders of
Series II will be entitled to be paid out of the assets of the
Company available for distribution to its stockholders an amount
with respect to each share of Series II equal to the Liquidation
Value.
The Series II has voting rights per Series II Share equal to the
Liquidation Value per share, divided by the Conversion Price,
multiplied by twenty-five. Subject to applicable Delaware law, the
holders of Series II will have functional voting control in
situations requiring shareholder vote.
About PositiveID
Delray Beach, Fla.-based PositiveID Corporation has historically
developed, marketed and sold RFID systems used for the
identification of people in the healthcare market. Beginning in
early 2011, the Company has focused its strategy on the growth of
its HealthID business, including the continued development of its
GlucoChip, its Easy Check breath glucose detection device, its
iglucose wireless communication system, and potential strategic
acquisition opportunities of businesses that are complementary to
its HealthID business.
PositiveID reported a net loss attributable to common stockholders
of $11.5 million on $2.94 million of revenues for the year ended
Dec. 31, 2015, compared with a net loss attributable to common
stockholders of $8.22 million on $945,000 of revenues for the year
ended Dec. 31, 2014.
As of March 31, 2016, PositiveID had $3.61 million in total assets,
$17.9 million in total liabilities, and a total stockholders'
deficit of $14.3 million.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company reported a
net loss, and used cash for operating activities of approximately
$11,404,000 and $4,507,000 respectively, in 2015. At Dec. 31,
2015, the Company had a working capital deficiency, a stockholders'
deficit and an accumulated deficit of approximately $10,694,000,
$11,842,000 and $144,161,000 respectively. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
PREMIER EXHIBITIONS: Appoints Jerome Henshall as CFO
----------------------------------------------------
Premier Exhibitions, Inc., announced a corporate update regarding
board and management changes and an update from the Company's
Chapter 11 proceedings.
Jerome Henshall, the Company's Audit Committee Chair, has been
appointed chief financial officer of the Company, to replace Mr.
Michael Little who was terminated by the Company effective
July 21, 2015.
Mr. Henshall brings over 40 years of financial expertise and public
accounting experience. As a former partner of a global accounting
firm, he has advised entrepreneurial businesses on audit processes
and tax structures. He holds a Bachelor of Science degree from the
University of Western Ontario and is a Chartered Professional
Accountant and Certified Financial Planner in Canada.
The Board of Directors of the Company is pleased to announce the
appointment of two independent directors: Mr. Mark Bains and Mr.
Guo Ding.
Mark Bains has been chief executive officer of privately-owned MJB
Technology Solutions Ltd. since 2007. He has extensive financial
and operational experience and has served on various private and
public sector boards. Mr. Bains is Chartered Professional
Accountant and has a Bachelor of Arts from Simon Fraser University.
Mr. Bains will take Mr. Henshall's place as Audit Committee Chair.
Guo Ding has extensive experience as a political, cultural, and
media correspondent for various national and international news
agencies. He has appeared on television, print, and radio in
Canada, China, US, and Hong Kong among many other countries. He
has also authored several books published in both Chinese and
English. Mr. Ding holds a Master of Arts from Rikyo University
(Tokyo, Japan) and a Bachelor of Arts degree from Shanghai Normal
University.
Finally, the Board has accepted Mingcheng Tao's resignation from
our Board in order for him to focus on his business activities.
One of the Board appointments fills a pre-existing vacancy while
the second appointment replaces Mingcheng Tao's position.
"Jerome is a welcome addition to the management team in his role as
CFO. We will be working together closely throughout the Chapter 11
process where our goal is to emerge as a financially stable and
sound company. His other immediate priority will be to ensure the
Company achieves current status with our annual and quarterly
filings," commented Daoping Bao, executive chairman, CEO and
President. "As Chair and on behalf of the Board, we welcome the
addition of Mark and Guo as they both contribute extensive and
broad international experience which complements very well with our
current Board. We also would like to thank Mingcheng for his time
and wish him well on his future endeavors."
About RMS Titanic
RMS Titanic, Inc., a wholly owned subsidiary of Premier
Exhibitions, Inc., is the only company permitted by law to recover
objects from the wreck of Titanic. The Company was granted
Salvor-In-Possession rights to the wreck of Titanic by the United
States District Court for the Eastern District of Virginia, Norfolk
Division in 1994 and has conducted eight research and recovery
expeditions to Titanic recovering approximately 5,000 artifacts.
In the summer of 2010, RMS Titanic, Inc. conducted a
ground-breaking expedition to Titanic 25 years after its discovery,
to undertake innovative 3D video recording, data gathering and
other technical measures so as to virtually raise Titanic,
preserving the legacy of the ship for all time.
About Premier Exhibitions
Premier Exhibitions, Inc. (Nasdaq:PRXI), located in Atlanta,
Georgia, is a foremost presenter of museum quality exhibitions
throughout the world. Premier is a recognized leader in developing
and displaying unique exhibitions for education and entertainment
including Titanic: The Artifact Exhibition, BODIES...The
Exhibition, Tutankhamun: The Golden King and the Great Pharaohs,
Pompeii The Exhibition, Extreme Dinosaurs and Real Pirates in
partnership with National Geographic. The success of Premier
Exhibitions, Inc. lies in its ability to produce, manage, and
market exhibitions. Additional information about Premier
Exhibitions, Inc. is available at the Company's Web site
http://www.PremierExhibitions.com/
RMS Titanic and seven of its subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the Middle District of Florida (Bankr.
M.D. Fla. Proposed Lead Case No. 16-02230) on June 14, 2016.
Former Chief Financial Officer and Chief Operating Officer Michael
J. Little signed the petitions.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Chapter 11 cases are assigned to Judge Paul M. Glenn.
PREMIER EXHIBITIONS: Court Denies Motion to Sell Titanic Artifacts
------------------------------------------------------------------
The Bankruptcy Court issued an order on July 22, 2016, denying the
Motion to Sell Artifacts without prejudice. In the Order, the
Bankruptcy Court ruled that Premier Exhibitions, Inc. must pursue
its request to sell the 1987 Artifacts through an adversarial
proceeding in the Bankruptcy Court, not as a contested matter in
the Bankruptcy Court. The Order did not address the merits of the
Company's request to sell artifacts. The Company plans to
immediately pursue a sale of the 1987 Artifacts through an
adversarial proceeding.
On June 20, 2016, the Company filed a motion seeking permission to
market and sell a portion of the Titanic artifacts awarded to the
Company pursuant to a 1993 French administrative decree, which are
from time to time referred to as the 1987 Artifacts in Company
filings.
About RMS Titanic
RMS Titanic, Inc., a wholly owned subsidiary of Premier
Exhibitions, Inc., is the only company permitted by law to recover
objects from the wreck of Titanic. The Company was granted
Salvor-In-Possession rights to the wreck of Titanic by the United
States District Court for the Eastern District of Virginia, Norfolk
Division in 1994 and has conducted eight research and recovery
expeditions to Titanic recovering approximately 5,000 artifacts.
In the summer of 2010, RMS Titanic, Inc. conducted a
ground-breaking expedition to Titanic 25 years after its discovery,
to undertake innovative 3D video recording, data gathering and
other technical measures so as to virtually raise Titanic,
preserving the legacy of the ship for all time.
About Premier Exhibitions
Premier Exhibitions, Inc. (Nasdaq:PRXI), located in Atlanta,
Georgia, is a foremost presenter of museum quality exhibitions
throughout the world. Premier is a recognized leader in developing
and displaying unique exhibitions for education and entertainment
including Titanic: The Artifact Exhibition, BODIES...The
Exhibition, Tutankhamun: The Golden King and the Great Pharaohs,
Pompeii The Exhibition, Extreme Dinosaurs and Real Pirates in
partnership with National Geographic. The success of Premier
Exhibitions, Inc. lies in its ability to produce, manage, and
market exhibitions. Additional information about Premier
Exhibitions, Inc. is available at the Company's Web site
http://www.PremierExhibitions.com/
RMS Titanic and seven of its subsidiaries filed voluntary petitions
for reorganization under Chapter 11 of the Bankruptcy Code in the
U.S. Bankruptcy Court for the Middle District of Florida (Bankr.
M.D. Fla. Proposed Lead Case No. 16-02230) on June 14, 2016. Chief
Financial Officer and Chief Operating Officer Michael J. Little
signed the petitions.
The Debtors estimated both assets and liabilities in the range of
$10 million to $50 million.
The Chapter 11 cases are assigned to Judge Paul M. Glenn.
QUANTUM CORP: Soros Fund, et al., Hold 5.3% Stake as of July 22
---------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Soros Fund Management LLC, George Soros and Robert
Soros disclosed that as of July 22, 2016, they may be deemed to be
the beneficial owner of 14,025,220 shares of common stock of
Quantum Corporation representing approximately 5.27% of the total
number of Shares outstanding (based upon information provided by
the Issuer in its Annual Report on Form 10-K filed on June 3, 2016,
266,278,126 Shares were outstanding as of May 27, 2016). A
full-text copy of the regulatory filing is available for free at:
https://is.gd/UmNa6G
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive. Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.
Quantum reported net income of $16.7 million on $553 million of
total revenue for the year ended March 31, 2015, compared to a net
loss of $21.5 million on $553 million of total revenue for the
year ended March 31, 2014.
As of Dec. 31, 2015, the Company had $278 million in total assets,
$355 million in total liabilities and a $76.9 million total
stockholders' deficit.
R DUKE ENTERPRISES: Court Allows Cash Use on Interim Basis
----------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Texas
authorized R Duke Enterprises, LLC to use cash collateral on an
interim basis.
The Court acknowledged that an immediate and critical need exists
for the Debtor to obtain funds in order to continue the operation
of its business. The Court further acknowledged that without such
funds, the Debtor will not be able to pay its direct operating
expenses and obtain goods and services needed to carry on its
business during this sensitive period in a manner that will avoid
irreparable harm to the Debtor’s estate.
The Texas Comptroller of Public Accounts, a secured creditor, has a
lien on all real and personal property owned, claimed or acquired
by Debtor, which is or becomes cash collateral.
The Debtor agreed to take, among others, the following steps to
adequately protect the Comptroller's secured interest in Texas
sales taxes and mixed beverage sales taxes:
(a) Texas trust fund taxes are not a part of Debtor’s cash,
inventory proceeds or accounts receivable, they do not form a part
of a secured lender's collateral, and they may not be used by a
debtor in its operations. Debtor shall not utilize Texas trust fund
tax receipts for any purpose other than the remittance of those
taxes to the Comptroller.
(b) The State Tax Lien shall continue and the Comptroller
shall be granted a replacement lien on all of Debtor’s property.
All liens shall attach in the same order of priority as existed on
the Petition Date.
(c) Beginning August 1, 2016 and continuing on the 1st day of
each month thereafter, Debtor shall remit adequate protection
payments in the amount of $1,000 to the Comptroller toward pre-
petition trust fund taxes. Each $1,000 payment shall be distributed
evenly between sales taxes and mixed beverage sales taxes, and
shall be applied first to the oldest period of liability until paid
in full.
Secured lender ARF Financial, LLC was granted valid, binding,
enforceable, and perfected liens co-extensive with ARF
Financial’s pre-petition liens in all currently owned or
hereafter acquired property and assets of the Debtor. ARF
Financial was also granted replacement liens and security
interests co-extensive with its pre-petition liens.
The Debtor was directed to make monthly adequate protection
payments to ARF Financial in the amount of $2,500.
The approve Budget provides for monthly expenses such as $14,000
for food, $800 for beverages, $1,600 for linens, and $2,000 for
electricity, among others.
The final hearing on the Debtor's Cash Collateral Motion is
scheduled on September 12, 2016. The deadline for the submission
of objections to the Debtor's Motion is set on September 10, 2016
at 4:00 p.m.
A full-text copy of the Interim Order, dated July 27, 2016, is
available at https://is.gd/TfjaBe
About R Duke Enterprises, LLC.
R Duke Enterprises, LLC filed a chapter 11 petition (Bankr. N.D.
Tex. Case No. 16-32504) on June 28, 2016. The petition was signed
by Rodney Duke, owner. The Debtor is represented by Joyce W.
Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. The Debtor
estimated assets at $50,001 to $100,000 and liabilities at $100,001
to $500,000 at the time of the filing.
RIVERSIDE MULCH: Disclosure Statement Objections Due Aug. 8
-----------------------------------------------------------
Objections to the Disclosure Statement explaining the Chapter 11
exit plan filed by Riverside Mulch, Inc., are due Aug. 8, 2016.
As reported by the Troubled Company Reporter on July 15, 2016, the
Debtor on July 10 filed with the U.S. Bankruptcy Court for the
Northern District of West Virginia its proposed liquidating plan
that proposes to sell all of the Debtor's assets through a bidding
process, which will start once the plan takes effect.
About Riverside Mulch
Riverside Mulch, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. W.Va. Case No. 15-01109) on Nov. 13,
2015. The petition was signed by Adam V. Stump, Sr., president.
At the time of the filing, the Debtor estimated its assets and
liabilities at $1 million to $10 million.
RONALD MASSIE: Unsecured Creditors to Get 15% of Claims
-------------------------------------------------------
Ronald and Margaret Massie filed with the U.S. Bankruptcy Court for
the District of Connecticut a Chapter 11 plan of reorganization,
which proposes to pay unsecured creditors 15% of their claims.
Under the plan, the 62 unsecured creditors in Class 3 will be paid
15% of their claims on a pro rata basis beginning in January 2017.
The payments will be made in quarterly installments of $22,523 over
10 years.
Class 3 unsecured creditors assert more than $6 million in claims,
according to the disclosure statement detailing the proposed plan.
A copy of the disclosure statement is available for free at
https://is.gd/xi2gjn
The Debtors are represented by:
Scott M. Charmoy, Esq. CT15889
Charmoy & Charmoy
1700 Post Road, Suite C-9
Fairfield, CT 06824-0804
Email: scottcharmoy@charmoy.com
About Ronald and Margaret Massie
Ronald E. and Margaret M. Massie sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Conn. Case No. 14-50579) on April
18, 2014.
SALON MEDIA: Dismisses Matthew Sussberg as VP Sales
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Salon Media Group, Inc., terminated the employment of Matthew
Sussberg as the Company's vice president sales, effective June 25,
2016. The Company's Ad Sales team will report to Chief Executive
Officer, Jordan Hoffner, until a permanent replacement or
replacements are hired, as disclosed in a Form 8-K report filed
with the Securities and Exchange Commission.
About Salon Media
San Francisco, Calif.-based Salon Media Group (OTC BB: SLNM.OB)
-- http://www.Salon.com/-- is an online news and social
networking company and an Internet publishing pioneer.
Salon Media reported a net loss of $1.96 million on $6.95 million
of net revenues for the year ended March 31, 2016, compared to a
net loss of $3.94 million on $4.94 million of net revenues for the
year ended March 31, 2015. As of March 31, 2016, Salon Media had
$2.03 million in total assets, $10.31 million in total liabilities,
and a total stockholders' deficit of $8.28 million.
Burr Pilger Mayer, Inc., in San Francisco, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended March 31, 2016, citing that the
Company has suffered recurring losses and negative cash flows from
operations and has an accumulated deficit of $124.6 million as of
March 31, 2016. These conditions raise substantial doubt about its
ability to continue as a going concern.
SANDPOINT CATTLE: Court Partially Approves R. Craig's Atty Fees
---------------------------------------------------------------
Judge Shon Hastings of the United States Bankruptcy Court for the
District of Nebraska approved in part and disapproved in part the
final application for allowance of compensation and reimbursement
of expenses filed by Robert F. Craig, P.C., d/b/a Craig/Bednar Law,
P.C.
Judge Hastings disapproved Craig/Bednar Law's fees and costs
related to the abandonment of Sandpoint's cattle, which the court
found total $40,000. The judge also disapproved its fees to the
extent Craig/Bednar Law's compensation was paid by a third party.
All other fees and expenses were approved.
Judge Hastings also ordered Craig/Bednar Law to disgorge (or refund
to the extent it still holds part of the retainer in its trust
account) the $25,000 retainer to Sandpoint, Sandpoint Trucking
Company, LLC or Clark A. Compher, Jr.
Craig/Bednar was also ordered to disgorge:
a. $309,680.00 to Clark A. Compher, Jr.; and
b. $65,000 to Sandpoint Trucking Company, LLC.
A full-text copy of Judge Hastings's July 28, 2016 memorandum and
order is available at http://bankrupt.com/misc/neb13-40219-809.pdf
About Sandpoint Cattle
Sandpoint Cattle Company, LLC operates a commercial cattle
business in Nebraska. It has a cow-calf herd and raises and sells
bulls.
Sandpoint Cattle filed for Chapter 11 protection (Bankr. D. Neb.
Case No. 13-40219) on February 6, 2013. The Debtor estimated it
had assets and liabilities of $1,000,001 to $10,000,000 at the
time of the filing. Robert F. Craig, Esq., of Craig/Bednar Law
serves as its counsel.
SEMLER SCIENTIFIC: Reports Q2 and Year-to-Date 2016 Results
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Semler Scientific, Inc., reported a net loss of $966,000 on $1.63
million of revenue for the three months ended June 30, 2016,
compared to a net loss of $1.34 million on $1.30 million of revenue
for the three months ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $1.97 million on $3.13 million of revenue compared to a net
loss of $2.71 million on $2.50 million of revenue for the same
period a year ago.
As of June 30, 2016, the Company had $3.06 million in total assets,
$5.59 million in total liabilities and a $2.53 million
stockholders' deficit.
"Clients have begun to migrate to QuantaFlo, our latest
cardiovascular product, from our lower-priced predecessor product,"
said Doug Murphy-Chutorian, M.D., chief executive officer of
Semler. "These upgrades along with business from new clients are
central features of our plan to achieve the goals of profitability,
positive cash flow from operations and minimal shareholder dilution
in 2016," he added.
"We continue to grow QuantaFlo revenue and have reduced net
operating loss," said Dr. Murphy-Chutorian. "We anticipate that
our common stock will be quoted on the over-the-counter market (OTC
QB) following delisting from NASDAQ, which we anticipate will occur
on or around August 8th. Our plan is for our current cash position
to be sufficient to fund operations until achieving our goal of
profitability at which time we will give consideration to relisting
on NASDAQ capital market," he added.
A full-text copy of the press release is available for free at:
https://is.gd/GGMtJV
About Semler Scientific
Semler Scientific, Inc. provides diagnostic and testing services to
healthcare insurers and physician groups. The Portland,
Oregon-based Company develops, manufactures and markets innovative
proprietary products and services that assist healthcare providers
in evaluating and treating chronic diseases.
Semler Scientific reported a net loss attributable to common
stockholders of $8.50 million on $7 million of total revenue for
the year ended Dec. 31, 2015, compared to a net loss attributable
to common stockholders of $4.51 million on $3.63 million of total
revenue for the year ended Dec. 31, 2014.
BDO USA, LLP, in New York, New York, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has negative working
capital, a deficit in stockholders' equity, recurring losses from
operations and expects continuing future losses that raise
substantial doubt about its ability to continue as a going concern.
SERVICEMASTER GLOBAL: $100MM Settlement No Impact on Moody's CFR
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Moody's Investors Service said ServiceMaster Global Holdings'
announcement that on July 21, 2016, it had entered into a
superseding plea agreement with the United States Department of
Justice Environmental Crimes Section (DOJ) in connection to a March
2015 criminal investigation brought against Terminix , a
wholly-owned indirect subsidiary of ServiceMaster Global Holdings,
while also tentatively settling civil claims with the family
injured in the case, resulting in over $100 million of payments,
will not impact the Ba3 Corporate Family rating ( "CFR ") and
positive outlook of ServiceMaster Company, LLC ( "ServiceMaster "),
the principal operating subsidiary of ServiceMaster Global
Holdings.
Headquartered in Memphis, TN, ServiceMaster is a national provider
of products and services (termite and pest control, home service
contracts, cleaning and disaster restoration, house cleaning,
furniture repair and home inspection), through company-owned
operations and franchise licenses. Brands include: Terminix,
American Home Shield ( "AHS "), ServiceMaster Clean, Merry Maids,
Furniture Medic and AmeriSpec. Moody's expects revenue of about
$2.7 billion in 2016.
SHEEHAN PIPE LINE: Can Use Cash Collateral Until August 15
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Judge Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma, authorized Sheehan Pipe Line
Construction Company to use cash collateral on an interim basis,
through August 15, 2016.
The Debtor's use of cash collateral is with the consent of secured
creditors Caterpillar Financial Services Corporation and Zurich
American Insurance Company and Fidelity & Deposit Company of
Maryland, both of whom allegedly have security interests and liens
in the cash collateral.
The approved Budget extends the original 14-week Budget for 10
weeks, with such extension beginning on July 26, 2016 and ending on
September 26, 2016. The Budget provides for total operating
expenses in the amount of $1,162,057 for the entire 24-week
period.
A final hearing on the Debtor's Cash Collateral Motion is scheduled
on August 15, 2016 at 9:15 a.m.
A full-text copy of the Agreed Interim Order, dated July 27, 2016,
is available at https://is.gd/UOeSXY
A full-text copy of the approved Budget, dated July 27, 2016, is
available at https://is.gd/MS3l6R
Caterpillar Financial Services Corporation is represented by:
Jerome S. Sepkowitz, Esq.
DERRYBERRY & NAIFEH, LLP
4800 N. Lincoln Blvd.
Oklahoma City, OK 73105
Telephone: (405) 528-6569
Email: jsepkowitz@derryberrylaw.com
Zurich American Insurance Company and Fidelity & Deposit Company of
Maryland is represented by:
Duane J. Brescia, Esq.
STRASBURGER & PRICE, LLP
600 Congress Ave., Suite 1600
Austin, TX 78701
Telephone: (512) 499-3600
Email: duane.brescia@strasburger.com
- and -
Charles Greenough, Esq.
MCAFEE & TAFT, P.C.
1717 South Boulder, Suite 900
Tulsa, OK 74119
Telephone: (918) 587-000
Email: Charles.greenough@mcafeetaft.com
The Official Committee of Unsecured Creditors' local counsel is:
Samuel S. Ory, Esq.
FREDERIC DORWART, LAWYERS
124 E. Fourth Street
Tulsa, OK 74103
Telephone: (918) 583-9913
Email: sory@fdlaw.com
About Sheehan Pipe Line Construction Company
Sheehan Pipe Line Construction Company, a contractor that
constructs pipelines in various states across the country, filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Okla. Case No. 16-10678) on April 15,
2016, listing total assets of $90.2 million and total debt of $68.4
million.
The petition was signed by Robert A. Riess, Sr., as president and
CEO. Mary E. Kindelt, Esq., Chad J. Kutmas, Esq., and Gary M.
McDonald, Esq., at McDonald, McCann & Metcalf & Carwile, LLP,
serves as counsel to the Debtor. Lawyers at Foley & Lardner LLP
represent the creditors' committee. The case is pending before
Judge Terrence L. Michael.
SOUTHEASTHEALTH, MO: Fitch Hikes Hospital Bond Ratings to BB+
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Fitch Ratings has removed the rating on the following Cape
Girardeau County Industrial Development Authority bonds issued on
behalf of Southeast Missouri Hospital Association (d/b/a
SoutheastHealth) from Rating Watch Evolving and upgraded it to
'BB+' from 'B':
-- $90.5 million hospital revenue bonds, series 2007.
The Rating Outlook is Stable.
SECURITY
The bonds are secured by a pledge and assignment of the
unrestricted receivables of the Obligated Group and a mortgage lien
on Obligated Group property. Further security is provided by a debt
service reserve fund on the series 2017 and 2016 bonds.
KEY RATING DRIVERS
Sustained Improvements: The upgrade to 'BB+' from 'B' reflects the
sharp improvement in operating profitability and cash flow
generation in 2015 and through the three-month interim period ended
March 31, 2016, following a $55.7 million loss from operations for
2014 due to billing and revenue cycle issues. SoutheastHealth
generated a 10.2% operating EBITDA margin and 3.7x coverage of
maximum annual debt service (MADS), with steady operating results
budgeted for 2016. Cash flow has bolstered liquidity, reaching
$64.2 million at March 31, 2016, up from $54.6 million at fiscal
year-end (FYE) 2014.
Successful Refinancing: The removal from Rating Watch reflects the
successful refinancing of SoutheastHealth's series 2013 bank-placed
debt in March 2016, effectively resolving the debt service coverage
covenant violation and ending the threat of cross-default and
acceleration on the series 2007 bonds.
Revenue Cycle Improvements: SoutheastHealth has corrected the
revenue cycle issues, which were a major contributing factor to the
operating loss in 2014. Days in accounts receivable at March 31 was
a manageable 43.9. The improved profitability and revenue cycle has
led to liquidity growth to $64.2 million at March 31, 2016 from
$54.6 million at FYE 2014 equating to 75 days cash on hand (DCOH)
and 43.3% cash-to-debt by Fitch calculations. Excluding the
Medicaid Provider Tax expense per the bond covenant calculation
brings SoutheastHealth's DCOH to 79 at March 31.
Modest Capital Needs: With a low eight-year average age of plant in
2015 and no major capital needs, SoutheastHealth should generate
sufficient cash flow to support expenditures as well as bolster
liquidity. No additional debt is currently planned.
Mixed Market Profile: Weaker inpatient volume in 2015 was offset by
some ambulatory growth, and SoutheastHealth's market position
remains stable. Still, the service area has relatively low growth
and modest income levels, which is reflected in a 16% Medicaid and
self-pay payor mix in 2015, and may limit future growth in clinical
activity.
RATING SENSITIVITIES
Incremental Improvements Expected: Fitch anticipates
SoutheastHealth will maintain its recent operating profitability
and that incremental balance sheet growth will continue through the
medium term. Upward rating movement requires material improvement
in liquidity to levels more consistent with the 'BBB' category
medians, fueled by sustained operating cash flow.
CREDIT PROFILE
Located in Cape Girardeau (approximately 100 miles south of St.
Louis), SoutheastHealth is a nonprofit health system that operates
a network of more than 50 care locations in 14 communities. The
system includes three acute care hospitals with 232 staffed beds,
and primary and specialty care clinics serving patients across a
four-state region. Total revenues were $345.6 million in 2015 (FYE
Dec. 31).
DEBT REFINANCING
On March 15, 2016, SoutheastHealth issued $21.9 million of series
2016A refunding bonds and $16.9 million of series 2016B refunding
bonds. The bonds were used in part to refund existing 2013A/B bonds
held by Regions Bank, thus avoiding an event of default and
potential acceleration due to its debt service covenant violation
in 2014. The bonds were placed among the existing bondholders, with
covenants and remedies that are consistent with the existing
indenture.
Post issuance, SoutheastHealth had $148.3 million in total
long-term debt outstanding at March 31, 2016, all of which is fixed
rate. Debt service is level, with MADS measured at $9.6 million.
SUSTAINED IMPROVEMENTS
Through 2015 and into the first quarter ended March 31, 2016,
SoutheastHealth generated significant improvement in operating
profitability. Through March, SoutheastHealth produced a 15% EBITDA
margin, up from 10.3% in 2015 and following negative EBITDA in 2013
and 2014. Fitch anticipates these results will continue in 2016, as
SoutheastHealth is tracking well ahead of its budgeted $35 million
in EBITDA (10.2%).
Solid cash flow coupled with modest capital needs is expected to
support liquidity growth, aided by better revenue cycle efforts.
With a substantially replaced internal finance and accounting team,
SoutheastHealth reported a manageable 43.9 days in accounts
receivable through March. Unrestricted cash growth will be
necessary to support further positive rating movement to levels
more consistent with Fitch's investment-grade medians.
DISCLOSURE
SoutheastHealth covenants to provide annual disclosure within 150
days of year end and quarterly disclosure within 45 days of quarter
end (for the first three quarters), to the Municipal Securities
Rulemaking Board's EMMA system.
STERNSCHNUPPE LLC: Submits Proposed Order Allowing Cash Use
-----------------------------------------------------------
Sternschnuppe LLC submitted to the U.S. Bankruptcy Court for the
District of Nevada, its proposed Order Granting Approval of
Stipulation for Use of Cash Collateral and for Adequate
Protection.
The Debtor's Cash Collateral Motion is scheduled for hearing on
August 31, 2016 at 9:30 a.m.
A full-text copy of the proposed Order, dated July 27, 2016, is
available at https://is.gd/Fw8MFq
About Sternschnuppe LLC.
Sternschnuppe LLC filed a chapter 11 petition (Bankr. D. Nev. Case
No. 16-11242) on March 10, 2016. The petition was signed by
Kimberly Michaelis, managing member. The Debtor is represented by
Nedda Ghandi, Esq., at Ghandi Deeter Law Offices. The case is
assigned to Judge Mike K. Nakagawa. The Debtor estimated assets
and liabilities at $1 million to $10 million at the time of the
filing.
SUCCESS INC: Wants to Use Cash Collateral Until August 31
---------------------------------------------------------
Success, Inc. asks the U.S. Bankruptcy Court for the District of
Connecticut for authorization to use cash collateral.
The Debtor owns real property located at 520 Success Avenue in
Stratford, Conn. -- located in both the Town of Stratford and the
City of Bridgeport.
The Debtor is indebted to secured creditor AS Peleus LLC in the
amount of $828,174.06. The Debtor believes that AS Peleus is the
current owner and holder of a certain mortgage that purports to
cover the Property and secures a certain pre-petition loan to the
Debtor.
The Debtor tells the Court that its rent receipts constitute cash
collateral. It further tells the Court that in order to operate
and to preserve its going concern value, the Debtor will be
required to use and disburse certain cash collateral during the
period commencing July 29, 2016 and ending August 31, 2016 in order
to avoid immediate harm to the Debtor.
The Debtor proposes to make regular monthly tax payments, current
insurance and utility bills related to the Property and adequate
protection payments to AS Peleus in the monthly amount of $3,541.
The Debtor's proposed Budget provides for total monthly expenses in
the amount of $11,526.18. The expenses include, among others,
adequate protection payments, U.S. Trustee fees, and insurance.
A full-text copy of the Debtor's Motion, dated July 27, 2016, is
available at https://is.gd/sNz1NZ
AS Peleus LLC can be reached at
AS Peleus LLC
assignee of GreenPoint Mtg.
c/o Gregory Funding, LLC
Attn: President or Gen. Mgr.
PO Box 25430
Portland, OR 97298-0430
About Success, Inc.
Success, Inc. filed a chapter 11 petition (Bankr. D. Conn. Case No.
16-50884) on July 1, 2016. The petition was signed by Gus Curcio,
Sr., president. The Debtor is represented by Douglas S. Skalka,
Esq., at Neubert, Pepe, and Monteith, P.C. The case is assigned to
Judge Julie A. Manning. The Debtor estimated assets and debts at
$1 million to $10 million at the time of the filing.
TAYLOR-WHARTON: Seeks to Extend Solicitation Period to Oct. 28
--------------------------------------------------------------
Taylor-Wharton International LLC and Taylor-Wharton Cryogenics LLC
ask the Bankruptcy Court to further extend their exclusive
solicitation period through and including October 28, 2016.
While the Debtors have filed and the Court has approved their
Disclosure Statement and Plan, the Debtors are still currently
engaged in solicitation, with a confirmation hearing on their Plan
scheduled for September 20, 2016.
Accordingly, the Debtors assert, the solicitation period should be
extended to provide the Debtors with an opportunity to seek
confirmation of their Plan without the unnecessary expense and
complication that would result from the tactical filing of any
competing plan for any third-party plan would unnecessarily detract
from the Debtors’ orderly liquidation efforts to the detriment of
all stakeholders.
Counsel for Taylor-Wharton International LLC, et al.:
J. Cory Falgowski, Esq.
REED SMITH LLP
1201 Market Street, Suite 1500
Wilmington, DE 19801
Telephone: (302) 778-7500
Facsimile: (302) 778-7575
Email: jfalgowski@reedsmith.com
-- and --
Paul M. Singer, Esq.
REED SMITH LLP
225 Fifth Avenue, Suite 1200
Pittsburgh, PA 15222
Telephone: (412) 288-3131
Facsimile: (412) 288-3063
Email: psinger@reedsmith.com
-- and --
Derek J. Baker, Esq.
REED SMITH LLP
1717 Arch Street, Suite 3100
Philadelphia, PA 19103
Telephone: (215) 851-8100
Facsimile: (215) 851-1420
Email: dbaker@reedsmith.com
About Taylor-Wharton
Taylor-Wharton International LLC and Taylor-Wharton Cryogenics LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Proposed Lead
Case No. 15-12075) on Oct. 7, 2015. The petition was signed by
Thomas Doherty as chief restructuring officer.
Cryogenics is a leading designer, engineer and manufacturer of
cryogenic equipment designed to transport and store liquefied
atmospheric and hydrocarbon gases. Cryogenics has a single United
States operation in Theodore, Alabama. Cryogenics is the direct or
indirect parent of several foreign non-debtor subsidiaries which
have manufacturing operations in China, Malaysia, Slovakia, and
warehousing operations in Germany and Australia.
The Debtors have engaged Reed Smith LLP as general bankruptcy
counsel, Nixon Peabody LLP as special counsel, Argus Management
Corporation as interim management services provider, Stifel,
Nicolaus & Company, Incorporated and Miller Buckfire & Company LLC
as investment banker and Logan & Company, Inc., as noticing and
claims agent. Argus Management Corporation is authorized to
provide interim management services, and designate Thomas Doherty
as chief restructuring officer.
Taylor-Wharton International LLC disclosed total assets of
$14,463,438 and total liabilities of $47,978,923. O'Neal Steel
Inc. is listed as the largest unsecured creditor holding a trade
claim of $788,815.
Judge Brendan Linehan Shannon is assigned to the case.
The Office of the U.S. Trustee appointed the Committee pursuant to
Section 1102(a)(1) of the Bankruptcy Code. The Committee is
comprised of three members: (a) Pension Benefit Guaranty
Corporation, (b) O'Neal Steel, Inc., and (c) Harsco Corporation. On
the same day, the Committee selected Lowenstein Sandler LLP and The
Rosner Law Group LLC to serve as its co-counsel and EisnerAmper LLP
to serve as its financial advisor in the Chapter 11 Cases.
TECHPRECISION CORP: Amends Fiscal 2016 Annual Report
----------------------------------------------------
TechPrecision Corporation filed an amendment to its annual report
on Form 10-K for the fiscal year ended March 31, 2016, to
supplement Item 10 and amend and restate Items 11 through 14 to
include the information intended to be incorporated therein by
reference to our definitive proxy statement with respect to our
Annual Meeting of Stockholders for 2016. The remainder of its
Annual Report on Form 10-K for the fiscal year ended March 31,
2016, filed with the SEC on June 28, 2016 remains unchanged.
Part III of the Annual Report describes the Company's directors,
executive officers and corporate governance; executive
compensation; security ownership of certain beneficial owners and
management and related stockholder matters; certain relationships
and related transactions, and director independence; and principal
accounting fees and services.
A full-text copy of the Form 10-K/A is available for free at:
https://is.gd/aFzyRp
About TechPrecision
TechPrecision Corporation (OTC BB: TPCSE), through its wholly owned
subsidiaries, Ranor, Inc., and Wuxi Critical Mechanical Components
Co., Ltd., globally manufactures large-scale, metal fabricated and
machined precision components and equipment.
TechPrecision reported net income of $1.35 million on $16.9 million
of net sales for the year ended March 31, 2016, compared to a net
loss of $3.58 million on $18.2 million of net sales for the year
ended March 31, 2015. As of March 31, 2016, TechPrecision had
$12.1 million in total assets, $10.4 million in total liabilities
and $1.72 million in total stockholders' equity.
ULTRA PETROLEUM: Needs Until Feb. 28 to File Plan
-------------------------------------------------
Ultra Petroleum Corp., et al., asks the U.S. Bankruptcy Court for
the Southern District of Texas to extend their exclusive period to
file a plan of reorganization to February 28, 2017, and their
exclusive period to solicit votes in favor of a plan to April 30,
2017.
The Debtors' filing and solicitation exclusivity periods expires on
August 29, 2016, and October 26, 2016, respectively.
The Debtors have used their initial Exclusivity Periods to
stabilize their operations, obtain Court approval of important
operational programs, file schedules and statements of financial
affairs for all Debtors, and commence the development of a new
long-term business plan.
The Debtors have engaged in discussions with their key
constituents, including the official committee of unsecured
creditors, three separate unofficial ad hoc committees, and the
Office of the United States Trustee. These discussions, in turn,
cleared the way for entry of all of the Debtors' first-day and
second-day orders on an almost fully consensual basis as well as a
settlement with the Committee regarding the Debtors' employee
compensation programs.
Given the size and complexity of their businesses, the Debtors
expect that it will take months to complete their key restructuring
initiatives, which are gating items to designing and negotiating a
viable chapter 11 plan. The Debtors also will need time to address
other contingencies and work with their numerous stakeholders in an
effort to build the support necessary for confirmation of a chapter
11 plan.
Counsel to the Debtors and Debtors in Possession:
Gregory F. Pesce, Esq.
James H.M. Sprayregen, P.C.
David R. Seligman, P.C.
Michael B. Slade, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
300 North LaSalle
Chicago, Illinois 60654
Telephone: (312) 862-2000
Facsimile: (312) 862-2200
Email: james.sprayregen@kirkland.com
david.seligman@kirkland.com
michael.slade@kirkland.com
gregory.pesce@kirkland.com
-- and --
Christopher T. Greco, Esq.
KIRKLAND & ELLIS LLP
KIRKLAND & ELLIS INTERNATIONAL LLP
601 Lexington Avenue
New York, New York 10022
Telephone: (212) 446-4800
Facsimile: (212) 446-4900
Email: christopher.greco@kirkland.com
-- and --
Patricia B. Tomasco, Esq.
Matthew D. Cavenaugh, Esq.
Jennifer F. Wertz, Esq.
JACKSON WALKER, L.L.P.
1401 McKinney Street, Suite 1900
Houston, Texas 77010
Telephone: (713) 752-4200
Facsimile: (713) 752-4221
Email: ptomasco@jw.com
mcavenaugh@jw.com
jwertz@jw.com
About Ultra Petroleum
Ultra Petroleum Corp. is an independent oil and gas company engaged
in the development, production, operation, exploration and
acquisition of oil and natural gas properties.
Ultra Petroleum Corp. and its affiliates filed separate Chapter 11
petitions (Bankr. S.D. Tex. Case Nos. 16-32202 to 16-32209) on
April 29, 2016. The Hon. Marvin Isgur presides over the cases.
James H.M. Sprayregen, P.C., David R. Seligman, P.C., Michael B.
Slade, Esq., Christopher T. Greco, Esq., and Gregory F. Pesce,
Esq., at KIRKLAND & ELLIS LLP; and Patricia B. Tomasco, Esq.,
Matthew D. Cavenaugh, Esq., and Jennifer F. Wertz, Esq., at Jackson
Walker, L.L.P., serve as counsel to the Debtors. Rothschild Inc.
serves as the Debtors' investment banker; Petrie Partners serves as
their investment banker; and Epiq Bankruptcy Solutions, LLC, serves
as claims and noticing agent.
Ultra Petroleum Corp. listed total assets of $1.28 billion and
total liabilities of $3.91 billion as of March 31, 2016.
The petitions were signed by Garland R. Shaw, chief financial
officer.
The Company's common stock commenced trading on the OTC Pink
Marketplace under the symbol "UPLMQ" on May 3, 2016.
The Office of the U.S. Trustee has appointed seven creditors of
Ultra Petroleum Corp. to serve on the official committee of
unsecured creditors.
US XPRESS: Moody's Withdraws B2 Corporate Family Rating
-------------------------------------------------------
Moody's Investors Service has withdrawn all ratings of U.S.
Xpress Enterprises, Inc., including the B2 Corporate Family Rating
and the B3 rating of the $320 million senior secured notes that the
company planned to issue.
RATINGS RATIONALE
The rating action follows the decision by U.S. Xpress not to
proceed with the issuance of the $320 million senior secured notes
and to maintain its existing term loan facility (unrated) at this
time.
Withdrawals:
Issuer: U.S. Xpress Enterprises, Inc.
-- Corporate Family Rating, Withdrawn, previously rated B2
-- Probability of Default Rating, Withdrawn, previously rated
B2-PD
-- Senior Secured Regular Bond/Debenture, Withdrawn, previously
rated B3 (LGD4)
Outlook Actions:
Issuer: U.S. Xpress Enterprises, Inc.
-- Outlook, Changed To Rating Withdrawn From Stable
U.S. Xpress Enterprises, Inc., headquartered in Chattanooga, TN, is
a truck carrier with a fleet of approximately 6,900 tractors
providing transportation services in North America, including
truckload, cross-border, dedicated and brokerage services. Total
revenues for the last 12 months ended March 2016 were approximately
$1.5 billion. U.S. Xpress Enterprises, Inc. is a private company,
majority-owned by its founders and their families.
VAUGHN ENVIRONMENTAL: Unsecureds to Recoup 10.21% under Plan
------------------------------------------------------------
Vaughn Environmental Services, Inc., filed with the U.S. Bankruptcy
Court for the Middle District of Pennsylvania a Disclosure
Statement in support of the Plan of Reorganization dated July 11,
2016.
Under the Plan, general unsecured creditors are not entitled to
priority and are projected to receive a 10.21% distribution.
Payments under the Plan will occur on at least an annual basis, as
funds permit, upon the Debtor remitting monthly payments to the
plan disbursement agent in the amount of $550 per month for a
period of 72 months.
As of the commencement of the case, the Debtor's records reflect
that unsecured claims entitled to priority (priority wage claims)
totaled $0, with $0 due and owing (priority tax obligations). The
Debtor owed no priority wage claims as all the claims were paid
prior to the filing of the voluntary petition for relief. The
books and records of the Debtor, evidenced that no amounts were due
and owing to numerous taxing bodies. However, the Internal Revenue
Service file a Proof of Claim asserting pre-petition taxes were due
and owing.
The unsecured claims which are not entitled to priority against the
Debtor are itemized on Schedule F, which is of record. The total
scheduled amount of all the claims was $247,838.49. This amount
includes any claims the Debtor avers are not secured and any claims
bifurcated. Upon the filing of the voluntary petition for relief,
various claims have been filed resulting in an increase in the
amount of unsecured claims, not entitled to priority, including
undersecured claims resulting in a total amount of $381,867.88.
The Debtor is proposing to fund its distribution to creditors,
administrative, priority and general unsecured creditors from
ongoing operations in addition to any recovery made from both
bankruptcy and non-bankruptcy related litigation. The sources of
Plan funding are:
a. continued operations with the Debtor remitting a monthly
payment of $550 per month to the Plan Disbursement
Fund/Agent for a period of 72 months;
b. potential litigation versus On Deck Capital related to
post-petition deduction of payments and Holtz Industries
related to repairs/modification made to various vehicles.
The Debtor is currently reviewing claims to determine the
likelihood of success and chance of recovery.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/pamb15-03937-46.pdf
The Plan of Reorganization was filed by the Debtor's counsel:
Spence, Custer, Saylor, Wolfe & Rose, LLC
James R. Walsh, Esq.
Kevin J. Petak, Esq.
Ameriserv Financial Building
216 Franklin Street, Suite 400
Johnstown, PA 15907
Tel: (814) 536-0735
Fax: (814) 539-1423
E-mail: kpetak@spencecuster.com
About Vaughn Environmental Services
Vaughn Environmental Services, Inc., sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D. Penn. Case No.
15-03937) on Sept. 15, 2015. The case is assigned to Judge John J.
Thomas.
VISUALANT INC: Posts $1.72 Million Net Income for Third Quarter
---------------------------------------------------------------
Visualant, Incorporated, filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $1.72 million on $1.83 million of revenue for the three months
ended June 30, 2016, compared to net income of $767,000 on $1.54
million of revenue for the three months ended June 30, 2015.
For the nine months ended June 30, 2016, the Company reported a net
loss of $595,322 on $4.58 million of revenue compared to a net loss
of $147,779 on $4.82 million of revenue for the nine months ended
June 30, 2015.
As of June 30, 2016, Visualant had $3.05 million in total assets,
$7.22 million in total liabilities, all current, and a total
stockholders' deficit of $4.17 million.
The Company had cash of $276,000 and net working capital deficit of
approximately $4,785,000 (excluding the derivative liability-
warrants of $739,000 as of June 30, 2016. The Company expects
losses to continue as it commercializes its ChromaID technology.
The Company's cash used in operations for the nine months ended
June 30, 2016, and the years ended Sept. 30, 2015, and 2014 was
$1,857,000, $240,000 and $1,379,000, respectively. The Company
believes that its cash on hand will be sufficient to fund its
operations through July 30, 2016.
"The opinion of our independent registered public accounting firm
on our audited financial statements as of and for the year ended
September 30, 2015 contains an explanatory paragraph regarding
substantial doubt about our ability to continue as a going concern.
Our ability to continue as a going concern is dependent upon
raising capital from financing transactions."
"We need additional financing to implement our business plan and to
service our ongoing operations and pay our current debts. There
can be no assurance that we will be able to secure any needed
funding, or that if such funding is available, the terms or
conditions would be acceptable to us. If we are unable to obtain
additional financing when it is needed, we will need to restructure
our operations, and divest all or a portion of our business. We
may seek additional capital through a combination of private and
public equity offerings, debt financings and strategic
collaborations. Debt financing, if obtained, may involve
agreements that include covenants limiting or restricting our
ability to take specific actions, such as incurring additional
debt, and could increase our expenses and require that our assets
secure such debt. Equity financing, if obtained, could result in
dilution to our then-existing stockholders and/or require such
stockholders to waive certain rights and preferences. If such
financing is not available on satisfactory terms, or is not
available at all, we may be required to delay, scale back or
eliminate the development of business opportunities and our
operations and financial condition may be materially adversely
affected."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/hv6TS6
About Visualant Inc.
Seattle, Wash.-based Visualant, Inc., was incorporated under the
laws of the State of Nevada on Oct. 8, 1998. The Company
develops low-cost, high speed, light-based security and quality
control solutions for use in homeland security, anti-
counterfeiting, forgery/fraud prevention, brand protection and
process control applications.
Visualant reported a net loss of $2.63 million on $6.29 million of
revenue for the year ended Sept. 30, 2015, compared to a net loss
of $1.01 million on $7.98 million of revenue for the year ended
Sept. 30, 2014.
PMB Helin Donovan, LLP, in Seattle, Washington, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Sept. 30, 2015, citing that Company has sustained a
net loss from operations and has an accumulated deficit since
inception. These factors raise substantial doubt about the
Company's ability to continue as a going concern.
WALTER ENERGY: Dominion Resources' Appeal Dismissed as Moot
-----------------------------------------------------------
Judge R. David Proctor of the United States District Court for the
Northern District of Alabama, Southern Division, dismissed as moot
the appeal captioned DOMINION RESOURCES BLACK WARRIOR TRUST,
Appellant, v. WALTER ENERGY, INC., Appellees, Case No.
2:16-cv-00058-RDP (N.D. Ala.).
The appeal concerns certain agreements based on the sale of certain
oil and gas extracted from and connected to Walter Energy, Inc.'s
Core Assets.
Judge Proctor concluded that the appeal is moot after learning of
the sale of Walter Energy, Inc.'s Core Assets as of March 31,
2016.
A full-text copy of Judge Proctor's July 21, 2016 memorandum
opinion is available at https://is.gd/lsHrGb from Leagle.com.
Dominion Resources Black Warrior Trust is represented by:
Christopher D. Lindstrom, Esq.
Julie M. Koenig, Esq.
COOPER & SCULLY
815 Walker St., Suite 1040
Houston, TX 77002
Tel: (713)236-6800
Fax: (713)236-6880
Email: chris.lindstrom@cooperscully.com
julie.koenig@cooperscully.com
-- and --
T. Micah Dortch, Esq.
Diana L. Faust, Esq.
R. Brent Cooper, Esq.
COOPER & SCULLY
900 Jackson, Suite 100
Dallas, TX 75202
Tel: (214)712-9500
Fax: (214)712-9540
Email: micah.dortch@cooperscully.com
diana.faust@cooperscully.com
brent.cooper@cooperscully.com
-- and --
Stephen B. Porterfield, Esq.
Thomas B. Humphries, Esq.
SIROTE AND PERMUTT PC
2311 Highland Avenue South
Birmingham, AL 35205
Tel: (205)930-5100
Fax: (205)930-5101
Email: sporterfield@sirote.com
thumphries@sirote.com
Walter Energy Inc is represented by:
Ann K. Young, Esq.
Kelley A. Cornish, Esq.
Michael S. Rudnick, Esq.
Stephen J. Shimshak, Esq.
Robert N. Kravitz, Esq.
PAUL WEISS RIFKIND WHARTON & GARRISON
1285 Avenue of the Americas
New York, NY 10019-6064
Tel: (212)373-3000
Fax: (212)757-3990
Email: ayoung@paulweiss.com
kcornish@paulweiss.com
mrudnick@paulweiss.com
sshimshak@paulweiss.com
rkravitz@paulweiss.com
-- and --
Claudia R. Tobler, Esq.
PAUL WEISS RIFKIND WHARTON & GARRISON
2001 K Street, NW
Washington, DC 20006-1047
Tel: (202)223-7300
Fax: (202)223-7420
Email: ctobler@paulweiss.com
-- and --
Cathleen Curran Moore, Esq.
Diane Meyers, Esq.
James B. Bailey, Esq.
Jay R. Bender, Esq.
Scott B. Smith, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
One Federal Place
1819 5th Avenue N
Birmingham, AL 35203
Tel: (205)521-8000
Fax: (205)521-8800
Email: ccmoore@bradley.com
jbailey@bradley.com
jbender@bradley.com
ssmith@bradley.com
-- and --
Jayna Partain Lamar, Esq.
Robert K. Ozols, Esq.
MAYNARD COOPER & GALE PC
1901 Sixth Avenue North
Regions Harbert Plaza, Suite 2400
Birmingham, AL 35203
Tel: (205)254-1000
Email: jlamar@maynardcooper.com
About Walter Energy
Walter Energy, Inc. -- http://www.walterenergy.com/-- is a
metallurgical coal producer for the global steel industry with
strategic access to steel producers in Europe, Asia and South
America. The Company also produces thermal coal, anthracite,
metallurgical coke and coal bed methane gas, with operations in
the United States, Canada and the United Kingdom.
For the year ended Dec. 31, 2014, the Company reported a net loss
of $471 million following a net loss of $359 million in 2013.
Walter Energy and its affiliates sought Chapter 11 protection
(Bankr. N.D. Ala. Lead Case No. 15-02741) in Birmingham, Alabama
on July 15, 2015, after signing a restructuring support agreement
with first-lien lenders.
Walter Energy disclosed total assets of $5.2 billion and total
debt of $5 billion as of March 31, 2015.
The Debtors tapped Paul, Weiss, Rifkind, Wharton & Garrison as
counsel; Bradley Arant Boult Cummings LLP, as co-counsel; Ogletree
Deakins LLP, as labor and employment counsel; Maynard, Cooper &
Gale, P.C., as special counsel; PJT Partners LP serves as
investment banker, replacing Blackstone Advisory Services, L.P.;
AlixPartners, LLP, as financial advisor, and Kurtzman Carson
Consultants LLC, as claims and noticing agent.
The Bankruptcy Administrator for the Northern District of Alabama
appointed an Official Committee of Unsecured Creditors and an
Official Committee of Retirees. The Creditors Committee tapped
Morrison & Foerster LLP and Christian & Small LLP as attorneys.
The Retiree Committee retained Adams & Reese LLP and Jenner &
Block LLP as attorneys.
The informal group of certain unaffiliated First Lien Lenders and
First Lien Noteholders -- Steering Committee -- retained Akin,
Gump, Strauss, Hauer and Feld LLP as legal advisor, and Lazard
Freres & Co. LLC as financial advisor.
WESTERN HIPERBARIC: Hires Heriberto Acevedo as Accountant
---------------------------------------------------------
Western Hiperbaric Services, P.S.C. seeks authorization from the
U.S. Bankruptcy Court for the District of Puerto Rico to employ
Heriberto Reguero Acevedo as accountant.
The Debtor requires the accountant to:
(a) provide assistance to the Debtor in preparing the Monthly
Reports of Operation;
(b) prepare the necessary financial statements;
(c) assist the Debtor in preparing the cash flow projections
and or any other projection needed for the Disclosure
Statement;
(d) assist the Debtor in any/all financial and accounting
pertaining to, or in connection with the administration of
the estate;
(e) assist the Debtor in the preparation and filing of federal,
state and municipal tax returns; and
(f) assist the Debtor in any other assignment that might be
properly delegated by management;
The accountant will be paid at these hourly rates:
Heriberto Reguero Acevedo $150
Associates $75
Mr. Acevedo will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Mr. Acevedo 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 accountant can be reached at:
Heriberto Reguero Acevedo
105 Avenue, Borinquen Base Ramey
Aguadilla, PR 00603
About Western Hiperbaric
Western Hiperbaric Services, P.S.C. sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D.P.R. Case No. 16-04809) on June
16, 2016.
WHITING PETROLEUM: Moody's Hikes Corporate Family Rating to B3
--------------------------------------------------------------
Moody's Investors Service upgraded Whiting Petroleum Corporation's
(Whiting) Corporate Family Rating (CFR) to B3 from Caa1, its
Probability of Default Rating (PDR) to B3-PD from Caa1-PD, its
senior unsecured rating to Caa1 from Caa2, its senior subordinate
rating to Caa2 from Caa3, and its Speculative Grade Liquidity (SGL)
rating to SGL-2 from SGL-3. The rating outlook is stable.
"The upgrade of Whiting's corporate family rating to B3 reflects
the company's debt reduction, which will result in an improved
financial leverage profile and a lower interest cost burden, "
commented Gretchen French, Moody's Vice President.
Issuer: Whiting Petroleum Corporation
Rating Actions:
-- Corporate Family Rating, Upgraded to B3 from Caa1
-- Probability of Default Rating, Upgraded to B3-PD from Caa1-PD
-- Senior Unsecured Notes, Upgraded to Caa1 (LGD4) from Caa2
(LGD5)
-- Senior Subordinated Notes, Upgraded to Caa2 (LGD6) from Caa3
(LGD6)
-- Speculative Grade Liquidity Rating, Upgraded to SGL-2 from
SGL-3
Outlook Actions:
-- Outlook revised to Stable from Negative
RATINGS RATIONALE
Moody's said, "Whiting B3 CFR reflects our expectation of weak cash
flow-based leverage metrics in 2016 and particularly in 2017, when
the company's hedges roll off, even with the benefit of the
company's debt reduction. We project Whiting will generate retained
cash flow/debt of about 14% in 2016 and 13% in 2017. With Whiting
facing structurally low oil prices through 2017, further debt
reduction is needed in order to have adequate asset coverage of
debt. Whiting's B3 CFR is supported by the company's reserves and
production scale, a deep drilling inventory, and a track record of
organically growing its oil-weighted production, which positively
differentiates Whiting from its B3 rated exploration and production
peers and positions the company for growth in a more supportive
commodity price environment. The company has a history of taking
steps to support its credit metrics through commodity price cycles,
including reduced capital spending levels, asset sales, and equity
issuance. Whiting is facing production declines through 2016 as a
result of substantially curtailed capital spending levels, with the
company targeting cash flow neutrality."
Thus far in 2016, Whiting has reduced balance sheet debt by about
$810 million by mandatorily converting outstanding convertible
notes into shares of Whiting common stock. In addition, Whiting
intends to reduce revolver drawings with net proceeds from the $300
million sale of its CO2 tertiary recovery project in the North Ward
Estes Field in Texas. Together, these transactions moderately
improve Whiting's financial leverage (reducing total adjusted debt
by about 19%) and generate annual interest cost savings of around
$46 million. The company is targeting further debt reduction of
$731 million through the additional conversion of convertible notes
into common stock, but additional conversions into common stock are
subject to Whiting's stock price achieving a minimum price, which
is above Whiting's current market price) for a certain number of
trading days. Whiting also continues to target additional debt
reduction through the sale of its midstream assets.
Moody's said, "We positively view Whiting's focus on debt
reduction and liquidity given a period of weak commodity prices.
The debt reduction, along with modestly higher oil price estimates,
will result in an improvement in our estimated cash flow and credit
metrics for Whiting, with 2016 EBITDA to interest improving to 3.6x
from 2.5x and retained cash flow to debt increasing to 14% from 8%.
Moreover, the conversion of debt to equity protects the company's
liquidity profile. And the sale of its North Ward Estes Field only
modestly impacts production, accounting for only 6% of its total
production profile as of June 2016; however, Whiting is losing a
stable, shallow decline, source of production. Nevertheless,
Whiting continues to have high financial leverage, with Moody's
estimating that Whiting's asset coverage (based on the pre-tax
PV-10 value relative to Whiting's adjusted debt) to still be under
1.0x.
"Whiting's SGL-2 rating reflects good liquidity, with a large
secured revolving credit facility and the expectation of limited
negative free cash flow through 2017. Whiting has a $2.5 billion
revolving credit facility maturing in December 2019, with a
borrowing base of $2.75 billion as of May 2016 (the borrowing base
is expected to decline to $2.6 billion with the North Ward Estes
sale). As of March 31, 2016, Whiting had $1 billion drawn under the
revolver and $2 million in letters of credit outstanding. The
company is subject to the risk of negative borrowing base
redeterminations, with semi-annual redeterminations in May and
November of each year. The credit facility is secured by
substantially all of Whiting's oil and gas properties, but not its
midstream assets. We expect Whiting to remain in compliance with
its financial covenants through 2017. Whiting's next long-term debt
maturity is 2018 when $294 million of notes comes due. "
Whiting's capital structure is comprised of a first lien secured
revolving credit facility (unrated), unsecured notes and
subordinated debt. The Caa1 rating on Whiting's senior unsecured
notes is one notch below its B3 CFR, reflecting the contractual
subordination of these notes to Whiting's secured revolving credit
facility. Whiting's subordinated notes are rated two notches below
its CFR, at Caa2, reflecting their junior position to both
Whiting's credit facility and senior unsecured notes.
The rating outlook is stable, reflecting the company will maintain
at least adequate liquidity through 2017 and continue to focus on
reducing its debt burden.
Whiting's ratings could be upgraded if the company is able to
stabilize production at reasonable returns, maintain retained cash
flow/debt over 10%, and sufficiently reduce debt such that pre-tax
PV-10 to debt approaches 1.0x.
Whiting's ratings could be downgraded if EBITDA/interest falls
below 2x, retained cash flow/debt is sustained below 5%, or
liquidity deteriorates.
Whiting Petroleum Corporation is an independent exploration and
production company headquartered in Denver, Colorado.
WISPER II: Needs Additional 90 Days to Solicit Plan Acceptances
---------------------------------------------------------------
Wisper II, LLC, asks the Bankruptcy Court to extend the exclusivity
period and the deadline for obtaining acceptances of a plan for an
additional 90 days.
The Debtor's current exclusivity period expires on July 27, 2016.
Although the Debtor has filed its plan of reorganization and
disclosure statement on July 27, 2016, it anticipates that it may
be necessary to litigate the allowance of the claim of GTP
Structures, I, LLC, in connection with the confirmation of the
Debtor's plan. The Debtor also believes it may be necessary to
extend the confirmation process beyond the 60-day period for any
claim objections would have an impact on confirmation of its plan
and to pursue further negotiations with creditors.
Attorneys for Wisper II, LLC:
Michael P. Coury, Esq.
GLANKLER BROWN, PLLC
6000 Poplar Avenue, Suite 400
Memphis, TN 38119
Telephone: (901) 525-1322
Facsimile: (901) 525-2389
Email: mcoury@glankler.com
Wisper II, LLC, sought protection under Chapter 11 of the
Bankruptcy Code in the Western District of Tennessee (Jackson)
(Case No. 16-10594) on March 29, 2016. The petition was signed by
Thomas P. Farrell, general manager.
The Debtor is represented by Michael P. Coury, Esq., at Glankler
Brown PLLC. The case is assigned to Judge Jimmy L. Croom.
The Debtor estimated both assets and liabilities in the range of
$1
million to $10 million.
The Troubled Company Reporter, on May 25, 2016, reported that the
Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Wisper II, LLC.
WPCS INTERNATIONAL: Believes it Satisfies Nasdaq Listing Rule
-------------------------------------------------------------
As previously disclosed, on June 16, 2016, WPCS International
Incorporated entered into a settlement agreement and mutual release
to resolve disputes regarding the construction of the Cooper
Medical School at Rowan University, located in Camden, New Jersey,
in which the Company served as an electrical prime contractor. As
set forth in the Company's Annual Report on Form 10-K for the
fiscal year ended April 30, 2016, the Company received $1,150,000
in the settlement from all existing lawsuits and all claims among
the parties were released.
Had the Company received the $1,150,000 in cash proceeds from the
Settlement on or before April 30, 2016, the Company believes it
would have reported stockholders' equity of $3,375,304 as of and
for the fiscal year ended April 30, 2016, which amount exceeds the
minimum $2,500,000 stockholders' equity threshold for continued
listing on The Nasdaq Capital Market, as set forth in Nasdaq
Listing Rule 5550(b). For purposes of evidencing the Company's
current compliance with the Rule, the Company has filed a Current
Report on Form 8-K to indicate its belief that the Company
satisfies the Rule as of the date of July 28, 2016.
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
WPCS International Incorporated filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss attributable to common shareholders of $8.27 million on
$14.55 million of revenue for the year ended April 30, 2016,
compared to a net loss attributable to common shareholders of
$11.32 million on $24.41 million of revenue for the year ended
April 30, 2015.
As of April 30, 2016, the Company had $5.80 million in total
assets, $3.57 million in total liabilities and $2.22 million in
total equity.
WPCS INTERNATIONAL: Incurs $8.3 Million Net Loss in Fiscal 2016
---------------------------------------------------------------
WPCS International Incorporated filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing
a net loss attributable to common shareholders of $8.27 million on
$14.6 million of revenue for the year ended April 30, 2016,
compared to a net loss attributable to common shareholders of
$11.32 million on $24.41 million of revenue for the year ended
April 30, 2015.
As of April 30, 2016, the Company had $5.80 million in total
assets, $3.57 million in total liabilities and $2.22 million in
total equity.
As of April 30, 2016, The Company had a working capital surplus of
approximately $2,061,000. This compares to a working capital
deficit of approximately $1,246,000 at April 30, 2015.
The Company's cash and cash equivalents balance at April 30, 2016,
was $2,236,000 as compared to $2,364,000 at April 30, 2015.
"The Company's future plans and growth are dependent on its ability
to increase revenues and continue its business development efforts
surrounding its contract award backlog. If the Company continues
to incur losses and revenues do not generate from the backlog as
expected, the Company may need to raise additional capital to
expand its business and continue as a going concern. The Company
currently anticipates that its current cash position, along with
the receipt of $1,150,000 associated with the Cooper Union
settlement..., will be sufficient to meet its working capital
requirements to continue its sales and marketing efforts for at
least 12 months from the filing date of this report. If in the
future our plans or assumptions change or prove to be inaccurate,
the Company may need to raise additional funds through public or
private debt or equity offerings, financings, corporate
collaborations, or other means. The Company may also be required
to reduce operating expenditures or investments in its
infrastructure."
A full-text copy of the Form 10-K is available for free at:
https://is.gd/cYYxFS
About WPCS International Incorporated
WPCS -- http://www.wpcs.com/-- operates in two business segments
including: (1) providing communications infrastructure contracting
services to the public services, healthcare, energy and corporate
enterprise markets worldwide; and (2) developing a Bitcoin trading
platform.
[^] BOND PRICING: For the Week from July 25 to 29, 2016
-------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
A. M. Castle & Co CAS 12.750 74.875 12/15/2016
A. M. Castle & Co CAS 7.000 58.500 12/15/2017
ACE Cash Express Inc AACE 11.000 45.000 2/1/2019
ACE Cash Express Inc AACE 11.000 44.000 2/1/2019
Affinion Group Inc AFFINI 7.875 47.500 12/15/2018
Affinion Investments LLC AFFINI 13.500 52.500 8/15/2018
Alpha Appalachia
Holdings Inc ANR 3.250 0.550 8/1/2015
Alpha Natural
Resources Inc ANR 6.000 0.375 6/1/2019
Alpha Natural
Resources Inc ANR 6.250 0.250 6/1/2021
Alpha Natural
Resources Inc ANR 7.500 0.938 8/1/2020
Alpha Natural
Resources Inc ANR 4.875 0.500 12/15/2020
Alpha Natural
Resources Inc ANR 7.500 0.938 8/1/2020
Alpha Natural
Resources Inc ANR 7.500 6.000 8/1/2020
American Eagle
Energy Corp AMZG 11.000 11.875 9/1/2019
American Eagle
Energy Corp AMZG 11.000 12.500 9/1/2019
American Gilsonite Co AMEGIL 11.500 67.000 9/1/2017
American Gilsonite Co AMEGIL 11.500 66.625 9/1/2017
Amyris Inc AMRS 6.500 27.500 5/15/2019
Arch Coal Inc ACI 7.000 2.350 6/15/2019
Arch Coal Inc ACI 7.250 2.188 6/15/2021
Arch Coal Inc ACI 7.250 1.742 10/1/2020
Arch Coal Inc ACI 9.875 2.250 6/15/2019
Arch Coal Inc ACI 8.000 2.250 1/15/2019
Arch Coal Inc ACI 8.000 1.845 1/15/2019
Armstrong Energy Inc ARMS 11.750 45.000 12/15/2019
Armstrong Energy Inc ARMS 11.750 41.000 12/15/2019
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 7.750 15.000 1/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 13.000 8/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 13.375 8/15/2021
Atlas Energy Holdings
Operating Co LLC /
Atlas Resource
Finance Corp ARP 9.250 13.375 8/15/2021
Avaya Inc AVYA 10.500 27.000 3/1/2021
Avaya Inc AVYA 10.500 35.000 3/1/2021
BOKF NA BOKF 1.316 100.000 5/15/2017
BPZ Resources Inc BPZR 6.500 1.500 3/1/2015
BPZ Resources Inc BPZR 6.500 2.875 3/1/2049
Basic Energy Services Inc BAS 7.750 36.000 2/15/2019
Black Elk Energy Offshore
Operations LLC /
Black Elk Finance Corp BLELK 13.750 0.150 12/1/2015
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 7.875 22.750 4/15/2022
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 22.750 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 22.250 10/15/2020
BreitBurn Energy
Partners LP / BreitBurn
Finance Corp BBEP 8.625 22.250 10/15/2020
Caesars Entertainment
Operating Co Inc CZR 10.000 43.000 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 12.750 42.500 4/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.000 44.375 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.750 35.500 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 5.750 12.250 10/1/2017
Caesars Entertainment
Operating Co Inc CZR 10.000 43.375 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.000 43.375 12/15/2018
Caesars Entertainment
Operating Co Inc CZR 10.000 43.875 12/15/2018
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Citigroup Inc C 5.850 100.150 8/2/2016
Claire's Stores Inc CLE 8.875 23.000 3/15/2019
Claire's Stores Inc CLE 7.750 5.000 6/1/2020
Claire's Stores Inc CLE 10.500 58.865 6/1/2017
Claire's Stores Inc CLE 7.750 5.375 6/1/2020
Clean Energy Fuels Corp CLNE 7.500 92.662 8/30/2016
Community Choice
Financial Inc CCFI 10.750 46.980 5/1/2019
Comstock Resources Inc CRK 7.750 46.000 4/1/2019
Creditcorp CRECOR 12.000 40.450 7/15/2018
Creditcorp CRECOR 12.000 39.875 7/15/2018
Cumulus Media Holdings Inc CMLS 7.750 48.600 5/1/2019
DynCorp International Inc DCP 10.375 83.020 7/1/2017
EPL Oil & Gas Inc EXXI 8.250 9.500 2/15/2018
EXCO Resources Inc XCO 7.500 41.500 9/15/2018
Eagle Rock Energy
Partners LP / Eagle
Rock Energy
Finance Corp EROC 8.375 42.000 6/1/2019
Energy & Exploration
Partners Inc ENEXPR 8.000 1.970 7/1/2019
Energy & Exploration
Partners Inc ENEXPR 8.000 1.970 7/1/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future
Holdings Corp TXU 11.250 90.000 11/1/2017
Energy Future
Holdings Corp TXU 10.875 90.000 11/1/2017
Energy Future
Holdings Corp TXU 10.875 51.250 11/1/2017
Energy Future
Holdings Corp TXU 9.750 36.000 10/15/2019
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 1.000 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 3.250 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 9.750 10.550 10/15/2019
Energy XXI Gulf Coast Inc EXXI 11.000 38.500 3/15/2020
Energy XXI Gulf Coast Inc EXXI 7.500 10.500 12/15/2021
Energy XXI Gulf Coast Inc EXXI 9.250 10.750 12/15/2017
Energy XXI Gulf Coast Inc EXXI 6.875 10.750 3/15/2024
Energy XXI Gulf Coast Inc EXXI 7.750 10.750 6/15/2019
FBOP Corp FBOPCP 10.000 1.843 1/15/2009
FXCM Inc FXCM 2.250 35.350 6/15/2018
FairPoint Communications
Inc/Old FRP 13.125 1.879 4/2/2018
Federal Farm Credit Banks FFCB 2.200 99.000 3/15/2024
Federal Farm Credit Banks FFCB 2.000 99.591 11/15/2022
Fleetwood Enterprises Inc FLTW 14.000 3.557 12/15/2011
Forbes Energy Services Ltd FES 9.000 35.550 6/15/2019
Gibson Brands Inc GIBSON 8.875 56.750 8/1/2018
Gibson Brands Inc GIBSON 8.875 55.500 8/1/2018
Gibson Brands Inc GIBSON 8.875 57.625 8/1/2018
Goodman Networks Inc GOODNT 12.125 45.000 7/1/2018
Halcon Resources Corp HKUS 9.750 22.000 7/15/2020
Halcon Resources Corp HKUS 8.875 22.375 5/15/2021
Halcon Resources Corp HKUS 9.250 19.625 2/15/2022
Horsehead Holding Corp ZINC 10.500 82.500 6/1/2017
Horsehead Holding Corp ZINC 3.800 1.750 7/1/2017
Horsehead Holding Corp ZINC 9.000 20.250 6/1/2017
Horsehead Holding Corp ZINC 10.500 78.500 6/1/2017
Horsehead Holding Corp ZINC 10.500 78.500 6/1/2017
ION Geophysical Corp IO 8.125 61.667 5/15/2018
Illinois Power
Generating Co DYN 7.000 39.000 4/15/2018
Illinois Power
Generating Co DYN 6.300 39.347 4/1/2020
Iracore International
Holdings Inc IRACOR 9.500 63.125 6/1/2018
Iracore International
Holdings Inc IRACOR 9.500 63.125 6/1/2018
IronGate Energy
Services LLC IRONGT 11.000 22.500 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 22.750 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 22.375 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 22.375 7/1/2018
Kellwood Co KWD 7.625 60.100 10/15/2017
Key Energy Services Inc KEG 6.750 32.900 3/1/2021
Las Vegas Monorail Co LASVMC 5.500 5.000 7/15/2019
Lehman Brothers
Holdings Inc LEH 5.000 3.522 2/7/2009
Lehman Brothers
Holdings Inc LEH 2.000 3.522 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.522 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.522 11/5/2011
Lehman Brothers
Holdings Inc LEH 4.000 3.522 4/30/2009
Lehman Brothers
Holdings Inc LEH 2.070 3.522 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.500 3.522 3/29/2013
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
Liberty Interactive LLC LINTA 1.000 86.500 9/30/2043
Linc USA GP / Linc Energy
Finance USA Inc LNCAU 9.625 22.250 10/31/2017
Linn Energy LLC / Linn
Energy Finance Corp LINE 8.625 17.500 4/15/2020
Linn Energy LLC / Linn
Energy Finance Corp LINE 12.000 38.000 12/15/2020
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.500 17.500 5/15/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 17.500 11/1/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 7.750 17.000 2/1/2021
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.500 19.875 9/15/2021
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 84.000 11/1/2019
Linn Energy LLC / Linn
Energy Finance Corp LINE 6.250 17.125 11/1/2019
Logan's Roadhouse Inc LGNS 10.750 4.750 10/15/2017
Lonestar Resources
America Inc LNRAU 8.750 44.250 4/15/2019
Lonestar Resources
America Inc LNRAU 8.750 46.000 4/15/2019
Lumbermens Mutual
Casualty Co KEMPER 9.150 0.256 7/1/2026
MF Global Holdings Ltd MF 3.375 21.000 8/1/2018
MModal Inc MODL 10.750 10.125 8/15/2020
Magnetation LLC /
Mag Finance Corp MAGNTN 11.000 0.125 5/15/2018
Magnetation LLC /
Mag Finance Corp MAGNTN 11.000 2.445 5/15/2018
Magnetation LLC /
Mag Finance Corp MAGNTN 11.000 2.445 5/15/2018
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 2.100 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 9.250 1.250 6/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 12.000 8.250 6/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 1.939 10/1/2020
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 1.939 10/1/2020
Modular Space Corp MODSPA 10.250 41.000 1/31/2019
Modular Space Corp MODSPA 10.250 41.000 1/31/2019
Molycorp Inc MCP 10.000 0.500 6/1/2020
Murray Energy Corp MURREN 11.250 26.000 4/15/2021
Murray Energy Corp MURREN 9.500 25.625 12/5/2020
Murray Energy Corp MURREN 11.250 25.625 4/15/2021
Murray Energy Corp MURREN 9.500 25.625 12/5/2020
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 3.031 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 3.031 5/15/2019
New Gulf Resources LLC/
NGR Finance Corp NGREFN 12.250 2.835 5/15/2019
Nine West Holdings Inc JNY 6.125 17.000 11/15/2034
Nine West Holdings Inc JNY 8.250 17.500 3/15/2019
Nine West Holdings Inc JNY 6.875 19.112 3/15/2019
Nine West Holdings Inc JNY 8.250 17.500 3/15/2019
Noranda Aluminum
Acquisition Corp NOR 11.000 0.500 6/1/2019
Nuverra Environmental
Solutions Inc NESC 9.875 31.000 4/15/2018
OMX Timber Finance
Investments II LLC OMX 5.540 12.750 1/29/2020
Optima Specialty Steel Inc OPTSTL 12.500 84.875 12/15/2016
Optima Specialty Steel Inc OPTSTL 12.500 84.875 12/15/2016
Orexigen Therapeutics Inc OREX 2.750 28.300 12/1/2020
Peabody Energy Corp BTU 6.000 16.750 11/15/2018
Peabody Energy Corp BTU 6.500 16.530 9/15/2020
Peabody Energy Corp BTU 6.250 14.250 11/15/2021
Peabody Energy Corp BTU 10.000 15.375 3/15/2022
Peabody Energy Corp BTU 4.750 0.250 12/15/2041
Peabody Energy Corp BTU 7.875 16.000 11/1/2026
Peabody Energy Corp BTU 10.000 13.150 3/15/2022
Peabody Energy Corp BTU 6.000 13.125 11/15/2018
Peabody Energy Corp BTU 6.000 14.500 11/15/2018
Peabody Energy Corp BTU 6.250 13.750 11/15/2021
Peabody Energy Corp BTU 6.250 13.750 11/15/2021
Penn Virginia Corp PVAH 7.250 33.000 4/15/2019
Penn Virginia Corp PVAH 8.500 41.000 5/1/2020
Permian Holdings Inc PRMIAN 10.500 29.500 1/15/2018
Permian Holdings Inc PRMIAN 10.500 29.375 1/15/2018
Pernix Therapeutics
Holdings Inc PTX 4.250 22.625 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 21.556 4/1/2021
PetroQuest Energy Inc PQ 10.000 51.800 9/1/2017
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.250 42.500 10/1/2018
Prospect Holding Co LLC /
Prospect Holding
Finance Co PRSPCT 10.250 42.000 10/1/2018
Quicksilver Resources Inc KWKA 9.125 1.958 8/15/2019
Quicksilver Resources Inc KWKA 11.000 3.125 7/1/2021
Rex Energy Corp REXX 8.875 30.667 12/1/2020
Rex Energy Corp REXX 6.250 23.800 8/1/2022
Reynolds American Inc RAI 3.500 100.000 8/4/2016
Rolta LLC RLTAIN 10.750 17.375 5/16/2018
SAExploration
Holdings Inc SAEX 10.000 47.000 7/15/2019
SFX Entertainment Inc SFXE 9.625 1.500 2/1/2019
SFX Entertainment Inc SFXE 9.625 0.289 2/1/2019
SFX Entertainment Inc SFXE 9.625 0.289 2/1/2019
SFX Entertainment Inc SFXE 9.625 0.289 2/1/2019
Sabine Oil & Gas Corp SOGC 7.500 2.000 9/15/2020
Sabine Oil & Gas Corp SOGC 7.500 0.564 9/15/2020
Sabine Oil & Gas Corp SOGC 7.500 0.564 9/15/2020
Samson Investment Co SAIVST 9.750 2.900 2/15/2020
SandRidge Energy Inc SD 8.750 34.500 6/1/2020
SandRidge Energy Inc SD 8.750 6.000 1/15/2020
SandRidge Energy Inc SD 7.500 6.000 3/15/2021
SandRidge Energy Inc SD 7.500 5.375 2/15/2023
SandRidge Energy Inc SD 8.125 5.750 10/15/2022
SandRidge Energy Inc SD 8.750 39.900 6/1/2020
SandRidge Energy Inc SD 7.500 5.500 2/16/2023
SandRidge Energy Inc SD 8.125 5.500 10/16/2022
SandRidge Energy Inc SD 7.500 6.125 3/15/2021
SandRidge Energy Inc SD 7.500 6.125 3/15/2021
Sequa Corp SQA 7.000 15.000 12/15/2017
Sequa Corp SQA 7.000 15.000 12/15/2017
Seventy Seven Energy Inc SSEI 6.500 6.875 7/15/2022
Sidewinder Drilling Inc SIDDRI 9.750 7.000 11/15/2019
Sidewinder Drilling Inc SIDDRI 9.750 7.000 11/15/2019
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 62.500 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 63.500 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 63.250 5/15/2018
Speedy Cash Intermediate
Holdings Corp SPEEDY 10.750 63.500 5/15/2018
Speedy Group Holdings Corp SPEEDY 12.000 39.500 11/15/2017
Speedy Group Holdings Corp SPEEDY 12.000 39.125 11/15/2017
SquareTwo Financial Corp SQRTW 11.625 10.875 4/1/2017
Stone Energy Corp SGY 1.750 58.500 3/1/2017
SunEdison Inc SUNE 5.000 53.000 7/2/2018
SunEdison Inc SUNE 2.000 4.313 10/1/2018
SunEdison Inc SUNE 0.250 4.125 1/15/2020
SunEdison Inc SUNE 2.750 4.250 1/1/2021
SunEdison Inc SUNE 2.375 5.000 4/15/2022
SunEdison Inc SUNE 3.375 4.125 6/1/2025
SunEdison Inc SUNE 2.625 6.000 6/1/2023
Syniverse Holdings Inc SVR 9.125 52.350 1/15/2019
TMST Inc THMR 8.000 14.000 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 45.950 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 44.500 2/15/2018
TerraVia Holdings Inc TVIA 6.000 58.000 2/1/2018
Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014
TetraLogic
Pharmaceuticals Corp TLOG 8.000 25.156 6/15/2019
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.500 34.250 10/1/2020
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.250 6.640 11/1/2015
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 15.000 6.400 4/1/2021
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.250 6.400 11/1/2015
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 11.500 34.500 10/1/2020
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 15.000 6.350 4/1/2021
Texas Competitive Electric
Holdings Co LLC /
TCEH Finance Inc TXU 10.250 6.375 11/1/2015
Triangle USA
Petroleum Corp TPLM 6.750 22.900 7/15/2022
Triangle USA
Petroleum Corp TPLM 6.750 23.000 7/15/2022
UCI International LLC UCII 8.625 22.750 2/15/2019
Vanguard Natural
Resources LLC /
VNR Finance Corp VNR 7.875 40.405 4/1/2020
Venoco Inc VQ 8.875 3.100 2/15/2019
Verso Paper Holdings
LLC / Verso Paper Inc VRS 11.750 17.000 1/15/2019
Verso Paper Holdings
LLC / Verso Paper Inc VRS 11.750 17.000 1/15/2019
W&T Offshore Inc WTI 8.500 28.445 6/15/2019
Walter Energy Inc WLTG 9.500 18.750 10/15/2019
Walter Energy Inc WLTG 9.875 0.031 12/15/2020
Walter Energy Inc WLTG 9.875 0.299 12/15/2020
Walter Energy Inc WLTG 9.500 18.750 10/15/2019
Walter Energy Inc WLTG 9.500 18.750 10/15/2019
Walter Energy Inc WLTG 9.875 0.299 12/15/2020
Walter Energy Inc WLTG 9.500 18.750 10/15/2019
Walter Investment
Management Corp WAC 4.500 36.750 11/1/2019
Warren Resources Inc WRES 9.000 10.375 8/1/2022
Warren Resources Inc WRES 9.000 10.375 8/1/2022
Warren Resources Inc WRES 9.000 10.375 8/1/2022
Washington Mutual Bank /
Debt not acquired
by JPMorgan WAMU 6.750 0.000 5/20/2036
iHeartCommunications Inc IHRT 10.000 64.250 1/15/2018
rue21 inc RUE 9.000 35.000 10/15/2021
rue21 inc RUE 9.000 34.750 10/15/2021
*********
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
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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
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Editors.
Copyright 2016. All rights reserved. ISSN: 1520-9474.
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*** End of Transmission ***