/raid1/www/Hosts/bankrupt/TCR_Public/160802.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, August 2, 2016, Vol. 20, No. 215
Headlines
207 AINSLIE: Seeks Nov. 29 Extension of Plan Filing Date
2654 HIGHWAY: Proposes $14M Private Sale for Coffeyville Warehouse
293 ADELPHI: Case Summary & 14 Unsecured Creditors
33 PECK SLIP: Court Approves Closing of Hotel Bankruptcy Estates
4522 KATELLA: Unsecureds to Recoup 100% Under Plan
531 TUNXIS HILL: Wants Authorization to Use Cash Collateral
ABC DISPOSAL: Hires Source Capital as Investment Banker
ABC DISPOSAL: Hires Westhoff Cone for Bond Financing Deal
ABENGOA BIOENERGY: Creditors' Panel Hires Baer as Local Counsel
ABERCROMBIE & FITCH: Moody's Hikes Corporate Family Rating to Ba3
ADIENT PLC: S&P Assigns Prelim. 'BB' Rating on $2BB Sr. Notes
ADVANTAGE AVIATION: Seeks to Hire Kleiber & Assoc. as Accountant
AGAP LIFE: Files Second Disclosure Statement
ALAN MISHKIN: Files Amended Disclosure Statement
ALBAUGH LLC: S&P Affirms 'B+' Corp. Credit Rating, Outlook Stable
ALLIANCE ONE: S&P Lowers CCR to 'CCC', Outlook Negative
ANGEL VELASCO: Disclosures Okayed, Plan Hearing on August 30
ASBURY AUTOMOTIVE: Moody's Ba2 CFR Unaffected by SGL-2 Rating
ASPEN GROUP: Incurs $2.24 Million Net Loss in Fiscal 2016
ATINUM MIDCON: US Trustee Unable to Appoint Creditors' Committee
ATLANTIC CITY, NJ: Receives State Loan to Stave Off Default
ATLAS ENERGY: Moody's Lowers PDR to D-PD on Chapter 11 Filing
ATLAS RESOURCE: Wants Court to Authorize Cash Collateral Use
B5 INC: Case Summary & 9 Unsecured Creditors
BAILEY TOOL: Can Use Cash Collateral Up to October 14
BAR-B-QUING WITH MY HONEY: Court to Take Up Exit Plan on Aug. 30
BEAZER HOMES: Posts $5.78 Million Net Income for Third Quarter
BJORNER ENTERPRISES: Wants to Use Cash Collateral Until Dec. 31
BLANCHETTE ROCKEFELLER: Case Summary & 4 Unsecured Creditors
BREITBURN ENERGY: Hires Quinn Emanuel as Conflicts Counsel
BUILDERS FIRSTSOURCE: Two Directors Resign
BURCON NUTRASCIENCE: Incurs C$6.6-Mil. Net Loss in Fiscal 2016
BURCON NUTRASCIENCE: Notifies Shareholders of Annual Meeting Agenda
BURGI CORPORATION: Case Summary & 20 Largest Unsecured Creditors
BURGI ENGINEERS: Case Summary & 20 Largest Unsecured Creditors
C & D PRODUCE: Has Until November 17 to File Plan
C & S COMPANY: Case Summary & 4 Unsecured Creditors
CADILLAC NURSING: Same Quality Care Provided, Says 4th PCO Report
CAESARS ENTERTAINMENT: Chinese Group to Pay $4.4B for Mobile Games
CAPITAL INVESTMENTS: Selling 3 Parcels to Mid-Atlantic for $315K
CHF-COOK LLC: S&P Lowers Rating on 2015B Revenue Bonds to 'BB-'
CITY TOURS: Case Summary & 20 Largest Unsecured Creditors
CLAIRE'S STORES: Banking on Back-to-School Sales to Skip Bankruptcy
CLAYTON WILLIAMS: S&P Affirms 'CCC+' CCR, Outlook Negative
CLEVELAND BIOLABS: Regains Compliance with NASDAQ Rule
COLLAVINO CONSTRUCTION: Port Authority to Pay $12.3MM to Fund Plan
COLONY BEACH: Court Narrows Claims in Breakpointe Suit
COLORADO EDUCATIONAL: Fitch Affirms 'B' Rating on $34MM Bonds
CONTINENTAL EXPLORATION: Proposes EnergyNet Auction of Properties
CTI BIOPHARMA: Estimates $46.7M Net Financial Standing as of June 3
CUSTOM BYTES: Court to Take Up Exit Plan on August 30
DALLAS PROTON: Ch. 11 Trustee Wants to Use Cash to Pay for Survey
DDT ESTATE: Jeoffrey Burtch Named Chapter 7 Trustee
DETROIT, MI: Prices First GO Bonds Since Bankruptcy
DEX MEDIA: Completes Financial Restructuring, Exits Chapter 11
DRM SALES & SUPPLY: Selling 19 Vehicles at Market Value
DRYSDALE VILLAGE: Voluntary Chapter 11 Case Summary
EAST COAST FOODS: Hires Rostam as Litigation Counsel
EFTENI INC: Hires Sandra Currie as Accountant
EIRE MCNAB: Disclosure Statement Approval Hearing Set for Aug. 16
ELITE ENERGY: Asks Extension of Plan Filing Date to Sept. 27
EMBERCLEAR CORP: Chapter 15 Case Summary
EMBERCLEAR CORP: Files Chapter 15 Petition in Virginia
ENGILITY CORP: Moody's Affirms B2 Corporate Family Rating
ENRIQUE GREENBERG: Proposes Plan to Exit Chapter 11 Protection
EPIQ SYSTEMS: S&P Puts 'B+' CCR on CreditWatch Negative
ESS AUTOMOTIVE: Cash Collateral Use OK, Must Pay IRS $1,964 Monthly
ESSAR STEEL: Seeks to Hire Epiq as Administrative Advisor
ESSAR STEEL: Seeks to Hire Epiq as Claims and Noticing Agent
ESTATE FINANCIAL: Trustee to Auction Interest in Secured Note
FARMACIA FREDDY: U.S. Trustee Ordered to Appoint PCO
FARMACIA SAN JUSTO: U.S. Trustee to Appoint Patient Care Ombudsman
FIDDLER'S CREEK: Bid to Compel Discovery Partially Granted
FLORIDA FOREST: Seeks Authorization to Use Cash Collateral
FREEDOM MORTGAGE: S&P Assigns 'B' ICR, Outlook Stable
FRESH & EASY: Selling 2 Liquor Licenses to Grocery Outlet for $17K
FUNCTION(X) INC: Allowed to Repay $2-Mil. Debt Owed to Sillerman
GARDENS REGIONAL: Can Get DIP Financing, Use Cash on a Final Basis
GAWKER MEDIA: Creditors' Panel Hires Simpson Thacher as Counsel
GAWKER MEDIA: Denton Wins Temporary Reprieve from Hulk Hogan Ruling
GFD CONSTRUCTION: Has Until August 30 to File Plan
GIBSON BRANDS: S&P Lowers CCR to 'CCC', Outlook Negative
GLACIAL MATERIALS: Hires Amigone Sanchez as Avoidance Counsel
GRAFTECH INTERNATIONAL: Incurs $128 Million Net Loss in Q2
GRAND & PULASKI: Can Use Cash Collateral Until August 31
GREENHUNTER RESOURCES: Can File Plan Exclusively Thru Aug. 29
GRUPO ISOLUX: Chapter 15 Case Summary
GRUPO ISOLUX: Seeks U.S. Recognition of Foreign Proceedings
GULF FINANCE: Moody's Assigns B2 Corporate Family Rating
GUS AND JOYCE HIONAS: Disclosures Okayed, Plan Hearing on Aug. 25
H&M REAL ESTATE: Case Summary & 5 Unsecured Creditors
HAJ INC: Final Hearing on Cash Collateral Motion Set for Aug. 17
HAMILTON TRUCKING: Hires King as Bankruptcy Counsel
HARRINGTON & KING: Can Use Inland Bank Cash on an Interim Basis
HERCULES OFFSHORE: SEC & US Gov't. Object to Plan Releases
HIRA LLC: Court Denies Extension of Exclusivity Period
HOLDEN PSYCHIATRIC: Court Approves Plan to Exit Bankruptcy
HOVBROS ROESVILLE: Hires Ciardi Ciardi & Astin as Attorney
ICMFG & ASSOCIATES: Case Summary & 11 Unsecured Creditors
III EXPLORATION: Has Until Aug. 17 to Use Cash Collateral
INT'L SHIPHOLDING: Files Voluntary Chapter 11 Bankruptcy Petition
INTERNATIONAL SHIPHOLDING: Case Summary & 30 Top Unsec. Creditors
IRON FIST: Voluntary Chapter 11 Case Summary
ISAAC PERRY: Proposes Plan to Exit Chapter 11 Protection
ITALIAN & FRENCH: Business and Equipment Sale to Dobson Approved
J.T.P. CORP: Has $850K Sale Contract for Denver Property
JEJP LLC: Wants to Use Texas Citizens Bank Cash Collateral
JOANNA LUCAS: Court to Take Up Exit Plan on August 18
JOHN FRIEDENBERG: Proposes Plan to Exit Chapter 11 Protection
JOYCE LEE: U.S. Trustee Unable to Appoint Committee
JPC COMPLETION: Selling Equipment to JARK for $431K
JUROMA PROPERTIES: Toz-Bel Seeks to Hire Piney as Accountant
K HOVNANIAN: S&P Assigns 'B' Rating on $75MM Term Loan Due 2019
K4M CONSTRUCTION: Hires Benevides & Assoc. as Real Estate Agent
KONO CO: Hires Frank Miloszewski as Accountant
L. P. & F. INC: U.S. Trustee Unable to Appoint Committee
LINDA WINDHAM: $270K Oxford Condo Unit Sale to Briscoe Okayed
LINN ENERGY: Court Allows Cash Collateral Use on a Final Basis
LIZA HAZAN: Hearing on Plan Outline Approval Scheduled for Aug. 17
LYONDELL CHEMICAL: U.S. Judge Revives $6.3-Bil. Fraud Claim
MAGNETATION LLC: Seeks Extension of Plan Filing Date to Sept. 30
MARJASU CORP: Hires Figueroa as Accountant
MASSACHUSETTS DEVELOPMENT: S&P Affirms 'BB-' Rating on Housing Debt
MATHIOPOULOS 3M: Allowed to Use Cash Collateral Until Sept. 30
MCDERMOTT INT'L: Moody's Says Strong Order Intake is Credit Pos
MCSGLOBAL INC: Trustee Selling Assets to Ex-CEO for $200K
MICHAEL J. MALPERE: Hires Mauro Savo as Counsel
MICROVISION INC: Reports Second Quarter 2016 Results
MO'TREES LLC: Court to Take Up Plan Outline on August 19
MOTEL TROPICAL: Court to Take Up Plan Outline on August 24
MRC CRESTVIEW: Fitch Assigns 'BB+' Rating on $50.8MM Revenue Bonds
MRP GENERATION: S&P Assigns Prelim. 'BB-' Rating on $310MM Loan
NAKED BRAND: Carlos Serra Resigns as VP of Sales and Merchandising
NELSON SERVICE: Hires David K. Wilson CPA as Accountant
NEW CAL-NEVA LODGE: Case Summary & 20 Largest Unsecured Creditors
NEWLEAD HOLDINGS: Perian Salviola Holds 5.8% Stake as of July 28
NEXXLINX CORP: Seeks to Hire Ordinary Course Professionals
NORTHEASTERN ILLINOIS UNIV: S&P Lowers Rating on Bonds to BB
NORTHERN MEADOWS: Hires Donald A. Bailey as Counsel
NORTHWEST HEALTH: Plan of Reorganization Complies With Ch. 11
OFFICE EXPRESS: Hires Jose Luis Rentas as Accountant
OLIN CORP: S&P Lowers CCR to 'BB', Outlook Stable
OPA-LOCKA, FL: Manager Resigns as City Nears Bankruptcy
OSAGO EXPLORATION: Seeks Bankruptcy Case Dismissal
PACIFIC 9: Wants Plan Filing Date Extended to October 24
PARTNERSHIPS TO UPLIFT: S&P Lowers Rating on 2014 Bonds to BB-
PEABODY ENERGY: Seeks Leniency on Cleanup During Bankruptcy
PENSKE AUTOMOTIVE: Moody's Ba2 CFR Unaffected by SGL-2 Rating
PETROLEX MANAGEMENT: Seeks Authorization to Use Cash Collateral
PICO HOLDINGS: UCP Director Lori Noncompliant with Stock Ownership
PNW ARMS: Wants to Use Zions Bank Cash Until June 30, 2017
POLYONE CORP: S&P Affirms 'BB' CCR, Outlook Stable
PRATT WELL SERVICE: Hires Johnston Eisenhauer as Attorneys
PROLINE CONCRETE: Allowed to Use Cash on an Emergency Basis
PUC SCHOOLS: S&P Lowers Rating on 2012 School Bonds to 'BB'
PYKKONEN CAPITAL: Proposes $4M Sale of Property to SkiEcho
R.C.D. CLEANING: Plan Outline Hearing to Be Held on Aug. 11
RAILROAD SALVAGE: U.S. Trustee Unable to Appoint Committee
RANCHO PALOMITA: Unsecureds to Get 100% Recovery Under Plan
RCC CONSULTANTS: Trustee Hires McDonnel Crowley as Special Counsel
RD3J LTD: Hires Ramon Rosales Jr. as Litigation Counsel
RELIABLE RACING: Selling to VEMO Sports Unit for $375K
REVOLVE SOLAR: Case Summary & 20 Largest Unsecured Creditors
RIVERVIEW SALES: Sandy Hook Gun Shop Files for Bankruptcy
ROBERT R. RICCIO: Webster Bank Claim Unimpaired under Revised Plan
ROBERTO SEBELEN MEDINA: Court to Take Up Plan Outline on August 24
SEQUENOM INC: Signs Plan of Merger Agreement with Labcorp
SHERIDAN I: Moody's Cuts Probability of Default Rating to Ca-PD
SHERRITT INTERNATIONAL: Court Approves Maturity Extension
SHIV HOTELS: Case Summary & 20 Largest Unsecured Creditors
SONIC AUTOMOTIVE: Moody's Ba3 CFR Unaffected by SGL-2 Rating
SOUTHEAST HOUSING: Moody's Affirms Ba2 Ratings on Housing Bonds
SPORTS AUTHORITY: Demise Shakes Faith in Consignment Deals
SPURLOW'S OUTDOOR: U.S. Trustee Unable to Appoint Committee
ST. JAMES NURSING: PCO's Third Report Touts Quality Care
ST. JUDE NURSING: Foul Odor Gone, Says PCO's Third Report
ST. MICHAEL'S MEDICAL: Court Extends Plan Filing Date to Dec. 2
STARVING STUDENTS: Has Until October 26 to File Plan
STERNSCHNUPPE LLC: Wants to Use IRS Cash Collateral
STOCKBRIDGE INVESTMENT: Trustee Hires Carr Riggs as Accountant
SUNEDISON INC: $80M Sale of IVS2 and 88FT to DESRI Okayed
SUNEDISON INC: Terraform Power Said to Plan Auction Itself
SUNRISE LOGISTIC: Case Summary & 16 Unsecured Creditors
SYMPHONIC HOLDINGS: Taps Maltz Auctions to Sell Assets
TEAM EXPRESS: Court Allows Use of MB Financial's Cash Collateral
TENSAR CORP: Moody's Cuts Corporate Family Rating to Caa1
THE KIRK LLC: Wants Immediate Use of $12K Cash Collateral
TNP TITAN: Plan Filing Date Extended to Aug. 22
TOOLING SCIENCE: Hires Carlson Advisors as Accountant
TOWN SPORTS: Posts $20.7 Million Net Income for Second Quarter
TOWN SPORTS: Registers Add'l 1.5 Million Shares Under 2006 Plan
TOYS R US: Extends Debt Swap Early Deadline for Noteholders
TRANS-LUX CORP: Completes Offers to Purchase Notes & Debentures
TRANS-LUX CORP: PBGC Releases Lien on Company's Assets
TRANSDIGM GROUP: Fitch Affirms 'B' LT Issuer Default Ratings
TROCOM CONSTRUCTION: BankDirect Premium Financing Approved
TWIN BUTTE: Angry Creditors Hire Help for Better Deal
TYL INVESTMENT: Names Luis Flores Gonzalez as Legal Counsel
UCI INTERNATIONAL: Hires Cole Schotz as Delaware Co-Counsel
UCI INTERNATIONAL: Hires Morrison & Foerster as Counsel
UCI INTERNATIONAL: Hires Zolfo Cooper as Financial Advisors
UNITED DISTRIBUTION: S&P Lowers CCR to 'CCC+', Outlook Stable
US XPRESS: S&P Affirms Then Withdraws 'B+' CCR
VALEANT PHARMACEUTICALS: Sarah Kavanagh Named as Director
VALENCIA COLLEGE: Hires Turner as Special Counsel
VICTOR ROMERO: Unsecureds to Get 11% Recovery Under Plan
W&T OFFSHORE: Commences Exchange Offer, Consent Solicitation
W/S PACKAGING: S&P Affirms 'CCC' CCR, Outlook Remains Negative
WESTECH CAPITAL: Equity Holders Win in Bid for Ch. 11 Trustee
WESTECH CAPITAL: Plan Caps Unsecureds' Recovery at $1.2 Million
WHITING PETROLEUM: Incurs $301 Million Net Loss in 2nd Quarter
WHITING PETROLEUM: May Issue 5.5 Million Shares Under Plan
WHITING PETROLEUM: Reports Q2 2016 Financial & Operating Results
WILLIAM KEITH: Has Until Oct. 3 to File Plan & Outline
WILLIAM LINDSEY: Trustee Okayed to Auction Roane County Property
WORDS OF RESTORATION: Taps Zalkin Revell as Attorney
YRC WORLDWIDE: Posts $27.1 Million Net Income for Second Quarter
[*] Fitch: Halcon Filing Drives US HY E&P TTM Default Rate to 30.7%
[*] Fox Rotschild Partners to Join Energy Sector Bankruptcy Talk
[*] Ira Herman Joins Blank Rome's Bankruptcy Group as Partner
[^] Large Companies with Insolvent Balance Sheet
*********
207 AINSLIE: Seeks Nov. 29 Extension of Plan Filing Date
--------------------------------------------------------
207 Ainslie, LLC, asks the Bankruptcy Court to extend by 120 days
its exclusive periods to file a plan of reorganization to November
29, 2016, and to solicit acceptances or rejections to that plan to
January 26, 2017.
According to the Debtor, it cannot realistically formulate a plan
until the time as its title to the real property at 207-217 Ainslie
Street, in Brooklyn, New York, is resolved. In light of the
pending motions by the City of New York for remand, abstention and
stay relief, which raise the same fundamental issue as to which
court is best positioned to determine the Debtor's right in the
property, the Debtor needs more time to file a plan.
Counsel for 207 Ainslie, LLC:
Kevin J Nash, Esq.
GOLDBERG WEPRIN FINKEL GOLDSTEIN LLP
1501 Broadway, 22nd Floor
New York, NY 10036
Tel: (212) 301-6944
Fax: (212) 422-6836
Email: KNash@gwfglaw.com
About 207 Ainslie
207 Ainslie, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-41426) on April 1,
2016. The petition was signed by Harry Einhorn, manager. The case
is assigned to Judge Nancy Hershey Lord. The Debtor disclosed
total assets of $14 million and total debts of $5.07 million at the
time of filing.
2654 HIGHWAY: Proposes $14M Private Sale for Coffeyville Warehouse
------------------------------------------------------------------
2654 Highway 169, LLC, asks the U.S. Bankruptcy Court for the
District of Kansas to authorize the private sale of its primary
asset to Ariel Capital, LLC, for $14,000,000, subject to higher and
better bids.
The Debtor's largest creditor, Wells Fargo Bank, N.A., solely as
Trustee for the Registered Holders of the GE Business Loan
Pass-Through Certificates, Series 2004-2, as beneficiaries
("Bank"), and co-owners have consented to this proposed sale.
The Debtor is a limited liability company headquartered in Los
Altos, California and whose principal asset is an undivided
76.7942% interest in a large warehouse ("Property") in Coffeyville,
Kansas, legally described as follows:
a. Beginning at a point located 2,646 feet North and 75 feet
East of the Southwest corner of the SE/4 of Section 7, Township 34
South, Range 17 East, Montgomery County, Kansas.
b. A part of Section 7, Township 34 South, Range 17 East of the
6th p.m., Montgomery County, Kansas.
c. A part of Section 7, Township 34 South, Range 17 East of the
6th p.m., Montgomery County, Kansas.
The sale proceeds will be paid to the following:
1. Satisfy and retire the secured claim of Montgomery County,
Kansas on account of real property taxes, including a pro rata
portion of such taxes as have accumulated through the Closing.
2. Satisfy and retire the secured claim of the Bank, including
all interest, costs, and fees provided for by the Montgomery County
District Court judgment in Case No. 15-CV-93, and as may have
accrued after judgment. An itemized statement of any post-judgment
costs and fees will be provided to Debtor's counsel not less than
14 days prior to the Closing, and will be subject to approval by
the Court pursuant to 11 U.S.C. Sec. 506(b).
3. In the event of any dispute concerning such fees, the sale
will close, but an amount sufficient to pay the fees asserted by
the Bank will be retained in escrow until the dispute has been
resolved. The sale proceeds will then be used to pay for all costs
of sale attributable to the Debtor as set forth in the Agreement.
Such costs may include transfer or sales taxes, title and document
fees, sales commissions or fees, and any other customary costs of
sale.
4. All remaining proceeds will be designated and distributed to
the Debtor as "Net Proceeds".
Third party bidders have the right of overbid and subsequent bids.
Any initial overbid must be in the minimum increment of $50,000.
Each subsequent overbid must, likewise, be in an additional amount
of $50,000. The buyer will be entitled to submit bids in excess of
any other overbids, but any overbids by the buyer will comply with
the requirements for other over-bidders.
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/2654_Highway_169_Sales.pdf
Attorneys for the Debtor:
David P. Eron
ERON LAW, P.A.
229 E. William, Suite 100
Wichita, KS 67202
Telephone: (316) 262-5500
Facsimile: (316) 262-5559
E-mail: david@eronlaw.net
About 2654 Highway 169
2654 Highway 169, LLC, commenced a case under Chapter 11 of the
Bankruptcy Code (Bankr. D. Kan. Case No. 16-10644) on April 13,
2016. The Company estimated assets of $10 million to $50 million
and debt of $10 million to $50 million. The petition was signed by
Andrew Lewis, managing member. The case is assigned to Hon. Robert
E. Nugent.
293 ADELPHI: Case Summary & 14 Unsecured Creditors
--------------------------------------------------
Debtor: 293 Adelphi, LLC
293 Adelphi Street
Brooklyn, NY 11205
Case No.: 16-43363
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Elizabeth S. Stong
Debtor's Counsel: Nnenna Okike Onua, Esq.
MCKINLEY ONUA & ASSOCIATES, PLLC
26 Court Street, Suite 300
Brooklyn, NY 11242
Tel: (718) 522-0236
Fax: (718) 701-8309
E-mail: nonua@mckinleyonua.com
Total Assets: $1.88 million
Total Liabilities: $3.17 million
The petition was signed by Judy Jones-Knotts
A copy of the Debtor's list of 14 unsecured creditors is available
for free at http://bankrupt.com/misc/nyeb16-43363.pdf
33 PECK SLIP: Court Approves Closing of Hotel Bankruptcy Estates
----------------------------------------------------------------
The U.S. Bankruptcy Court in the Southern District of New York
approved the closing of the bankruptcy estates on July 28 for two
of the four Manhattan hotel properties that filed Chapter 11
petitions on Sept. 3, 2015, under the auspices of funds controlled
by Gemini Real Estate Advisors. The two properties that had their
Chapter 11 cases closed were the Seaport Best Western, located at
33 Peck Slip, and the Wyndham Garden Flatiron District, located at
37 West 24th St. All creditors from the sales have been paid in
full. The Chapter 11 filings were made in order to sell the
properties free and clear of lis pendens that were filed by former
Gemini President Will Obeid in an attempt to prevent the sale of
the hotels.
"We are nearing completion of the Chapter 11 process that began
last September," said Dante Massaro, president and CEO of Gemini
Real Estate Advisors. "Last week's proceedings close out two of
the four petitions and we are glad to have been able to return
maximum profits to our investors. All of the creditors who had a
stake in these two properties have been paid in full and there was
never a question of the financial solvency. This has been a long,
drawn-out process, and we look forward to wrapping it all up in the
near future."
The Seaport Best Western was sold to the Howard Hughes Corporation
(HHC) on Jan. 29, 2016, for $38.3 million and the Wyndham Garden
Flatiron District was sold to Fortuna 37 West 24th Street LLC on
Feb. 29, 2016, for $60 million. A third property, the former Jade
Hotel located at 57 West 13th St., was sold on Jan. 4, 2016, to
Bridgeton Acquisitions, LLC for $78 million.
The final property involved in the Chapter 11 petition, the Bryant
Park Development Site located at 36 West 38th St., continues to be
marketed for sale. Parties interested in the property should
contact Douglas Herscher at RobertDouglas in New York at (212)
993-7424 for more information.
About 33 Peck
Owners of four New York City hotel properties, namely 33 Peck Slip
Acquisition LLC, Gemini 37 West 24th Street MT, LLC, 36 West 38th
Street LLC and 52 West 13th P, LLC, have sought Chapter 11
bankruptcy protection, intending to auction off their assets in
connection with a Chapter 11 plan. The Debtors are affiliated with
Gemini Real Estate Advisors.
As of the bankruptcy filing, the Debtors owned:
* the Best Western Seaport Hotel, at 33 Peck Slip in the South
Street Seaport Historic District on the Lower Manhattan waterfront
in New York City, New York;
* the Wyndham Flatiron Hotel, at 37 West 24th Street in the
Flatiron district of New York City,
New York;
* the Jade Greenwich Village Hotel at 52 West 13th Street in
Greenwich Village in Lower Manhattan in New York City, New York;
and
* the Bryant Park Development Site, a development lot that is
approved for development as a 114-room boutique hotel at 34-36 West
38th Street in the Bryant Park district of New York City, New
York.
33 Peck Slip Acquisition LLC, et al., sought Chapter 11 bankruptcy
protection (Bankr. S.D.N.Y. Case Nos. 15-12479 to 15-12482) on
Sept. 3, 2015.
The Debtors reported total assets of $205.8 million and total
liabilities of $135.6 million.
The Debtors tapped Robins Kaplan LLP as attorneys; and Robert
Douglas as real estate advisor.
* * *
The Court's Oct. 19, 2015 Bar Date Order provides that the last
date to file a proof of claim in the Chapter 11 cases was Dec. 16,
2015, and the last date for governmental units to file proofs of
claim is March 1, 2016.
The Debtors on Dec. 8, 2015 won confirmation of a liquidating plan
that will pay off creditors from proceeds of the sale of their
assets.
4522 KATELLA: Unsecureds to Recoup 100% Under Plan
--------------------------------------------------
4522 Katella Avenue, LLC, filed with the U.S. Bankruptcy Court a
"Combination Disclosure Statement and Chapter 11 Plan of
Reorganization" dated July 11, 2016.
Under the Plan, Class 4 - General Unsecured Creditors will be paid
100% of their claims. Payments will commence as soon as
practicably possible following the Effective Date, and continue in
equal monthly installments for 24 months thereafter. Claims in
this class will not bear interest.
The Debtor will remain in possession and ownership of all of its
assets and will continue to maintain and operate its properties.
The Disclosure Statement and Plan is available at:
http://bankrupt.com/misc/ksb15-12107-214.pdf
The Disclosure Statement and Plan was filed by the Debtor's
counsel:
David G. Arst, Esq.
Arst & Arst, P.A.
555 N. Woodlawn, Suite 115
Wichita, KS 67208
Tel: (316) 265-4222
Fax: (316) 265-1241
E-mail: david@arstarst.kscoxmail.com
About 4522 Katella Avenue
Long Beach, California-based 4522 Katella Avenue, LLC, was formed
by James Rainboldt and his mother, Lois Rainboldt, in 2002. It
owns three apartment complexes.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code on September 25, 2015 (Bankr. D. Ks. Case No. 15-12107).
The Debtor estimated $1 million to $10 million in assets and debt.
4522 Katella is represented by David G. Arst, at Arst & Arst, P.A.
531 TUNXIS HILL: Wants Authorization to Use Cash Collateral
-----------------------------------------------------------
531 Tunxis Hill Associates, LLC asks the U.S. Bankruptcy Court for
the District of Connecticut for authorization to use cash
collateral.
The Debtor relates that Connecticut Community Bank, N.A. d/b/a
Westport National Bank has a first security interest in all of the
Debtor's real property assets, including all cash collateral, based
on a pre-petition security agreement. The Debtor further relates
that the Town of Fairfield has a lien on the Debtor's real property
assets.
Connecticut Community Bank asserts that its secured claim is
approximately $180,473.42. The Town of Fairfield asserts that its
secured claim is approximately $75,525.05.
The Debtor contends that it requires the use of rents and other
cash collateral in order to continue business and to reorganize.
The Debtor proposes to give replacement liens on its post-petition
assets and provide for such adequate protection as is required for
its secured creditors.
The Debtor tells the Court that it has been making adequate
protection payments to Connecticut Community Bank on the first
mortgate as contemplated by the Court's Cash Collateral Order,
which expired on May 31, 2016. The Debtor further tells the Court
that it commenced monthly payments on the additional note held by
Connecticut Community Bank in the amount of $422 on July 9, 2016.
The Debtor adds that through its tenant, it commenced tax payments
to the Town of Fairfield in the amounts of $2,163.63 on July 6,
2016 and $4,327.26 on July 11, 2016.
The Debtor's proposed Budget provides for total expenses in the
amount of $5,011.54. The expenses include, among others, payments
for property tax, property insurance and chapter 11 quarterly
fees.
A full-text copy of the Debtor's Motion, dated July 29, 2016, is
available at https://is.gd/1B6XzA
Connecticut Community Bank, N.A. D/B/A Westport NA is represented
by:
GOLDMAN GRUDER & WOODS LLC
165 West Putnam Avenue
Greenwich, CT 06830
About 531 Tunxis Hill Associates, LLC.
531 Tunxis Hill Associates, LLC filed a chapter 11 petition (Bankr.
N.D. Conn. Case No. 15-51468) on Oct. 20, 2015. The petition was
signed by Nicholas J. Gramigna, Jr., president. A copy of the
petition is available at http://bankrupt.com/misc/ctb15-51468.pdf
Michael A. Carbone, Esq., and James G. Verillo, Esq., at Zeldes,
Needle & Cooper, P.C., serve as counsel to the Debtor. The Debtor
estimated assets and debts at $100,001 to $500,000 at the time of
the filing.
ABC DISPOSAL: Hires Source Capital as Investment Banker
-------------------------------------------------------
ABC Disposal Service, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the District of
Massachusetts to employ Source Capital Group., Inc., as investment
banker to the Debtors in connection with securing traditional loan
financing related to both the refinancing of the Debtors' current
obligations and the completion and commencement of operations at
the ZERO Waste facility.
The Debtors require Source Capital to:
a. review pertinent documents and consulting with the
Debtors;
b. review diligence materials provided by the Debtors;
c. identify interested parties and/or potential lenders and,
at the Debtors' request, contacting such interest parties and/or
potential lenders;
d. communicate regularly with interested parties and/or
potential lenders and maintaining records of communications;
e. coordinate negotiations between the Debtors and interested
parties and/or potential lenders;
f. advise the Debtors in connection with negotiations with
potential interested parties and/or lenders and aiding in the
consummation of a refinancing transaction;
g. work with the attorneys responsible for the implementation
of the proposed transactions, review documents, and assist in
resolving problems which may arise; and
h. provide assistance in obtaining approval of the Court of
any refinancing transaction.
As compensation for the services, Source Capital shall be entitled
to received -- following the consummation of either a Project
Transaction or a Refinancing Transaction as a result of an
introduction by Source Capital -- a fee equal to 1-1/2% of the
proceeds of the transaction actually received by the Debtors.
W. Todd Coffin, senior managing director of Source Capital Group.,
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.
Source Capital may be reached at:
W. Todd Coffin
Source Capital Group., Inc.
276 Post Road West
Westport CT 06880
Tel: 203-341-3500 x207
Fax: 203-341-3515
About ABC Disposal
ABC Disposal Service, Inc. provides full service waste hauling,
disposal and recycling services, and sells, rents and services
compaction and baling equipment to a variety of industrial,
institutional, commercial and construction related customers.
New Bedford Waste owns and operates municipal solid waste and
construction and demolition debris transfer stations in New
Bedford, Sandwich, and Rochester, Massachusetts which transfer and
process residential, commercial, industrial, and institutional and
construction wastes under approved state and local government
permits and licenses.
Solid Waste Services, Inc. is a Massachusetts corporation organized
in 1999 to hold an ownership interest in New Bedford Waste.
Shawmut Associates and A&L Enterprises are Massachusetts limited
liability companies which own and lease real estate to ABC and New
Bedford Waste in connection with their operations.
ZERO Waste Solutions, LLC is a Massachusetts limited liability
company formed in 2013 for the purposes of developing and operating
an advanced mixed waste recycling facility located on Shawmut
Associates' Rochester property to process and market recyclable
material and then turn unrecyclable material into compact, clean
burning, high yield fuel briquettes which have a variety of
industrial uses.
The principals of the Debtors are Laurinda F. Camara and her
children Susan M. Sebastiao, Kenneth J. Camara, Steven A. Camara,
and Michael A. Camara. Each of the Principals owns 20% of the
stock in ABC. Each of Susan M. Sebastiao, Kenneth J. Camara,
Steven A. Camara and Michael A. Camara own a 12.5% interest in New
Bedford Waste and a 25% interest in Shawmut Associates, A&L
Enterprises, and Solid Waste Services. Solid Waste Services owns
the remaining 50% of the membership interests in New Bedford Waste.
New Bedford Waste owns 80% of the membership interests in ZERO
Waste.
ABC Disposal Service, Inc., New Bedford Waste Services, LLC, Solid
Waste Services, Inc., Shawmut Associates, LLC, A&L Enterprises,
LLC, and ZERO Waste Solutions, LLC each filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos.
16-11787 to 16-11792, respectively) on May 11, 2016. The petitions
were signed by Michael A. Camara as vice president/CEO. Judge Joan
N. Feeney presides over the cases.
Murphy & King Professional Corporation serves as the Debtors'
counsel. Argus Management Corp. serves as their financial
advisor.
The Official Committee of Unsecured Creditors tapped Jager Smith
P.C. as counsel.
ABC DISPOSAL: Hires Westhoff Cone for Bond Financing Deal
---------------------------------------------------------
ABC Disposal Service, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the District of
Massachusetts to employ Westhoff, Cone & Holmstedt as investment
banker to the Debtors.
The Debtors require Westhoff Cone to:
a. size and structure a bond financing transaction to complete
and commence operations as the ZERO Waste facility based upon
market conditions and rates;
b. prepare a credit solicitation package and distributing the
package to appropriate institutional purchasers;
c. negotiate with proposed purchasers;
d. assist in the preparation of the application to the bond
issuer and the necessary documentation;
e. work with the attorneys responsible for the implementation
of any proposed transactions, review documents, and assist in
resolving problems which may arise;
f. participate in the placement, underwriting and sale of the
bond issue; and
g. provide assistance in obtaining approval of the Court of
any refinancing transaction.
As compensation for the services, Westhoff Cone shall be entitled
to received -- following consummation of either a Project
Transaction or a Refinancing Transaction as a result of an
introduction by Westhoff Cone -- a fee equal to 1-1/2% of the
proceeds of that transaction actually received by the Debtors.
Mark Holmstedt, principal of Westhoff, Cone & Holmstedt, 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.
Westhoff Cone may be reached at:
Mark Holmstedt
Westhoff, Cone & Holmstedt
1777 Botelho Drive, Suite 345
Walnut Creek, CA 94596
Tel: 925-472-8747
E-mail: mah@wcah.com
About ABC Disposal
ABC Disposal Service, Inc. provides full service waste hauling,
disposal and recycling services, and sells, rents and services
compaction and baling equipment to a variety of industrial,
institutional, commercial and construction related customers.
New Bedford Waste owns and operates municipal solid waste and
construction and demolition debris transfer stations in New
Bedford, Sandwich, and Rochester, Massachusetts which transfer and
process residential, commercial, industrial, and institutional and
construction wastes under approved state and local government
permits and licenses.
Solid Waste Services, Inc. is a Massachusetts corporation organized
in 1999 to hold an ownership interest in New Bedford Waste.
Shawmut Associates and A&L Enterprises are Massachusetts limited
liability companies which own and lease real estate to ABC and New
Bedford Waste in connection with their operations.
ZERO Waste Solutions, LLC is a Massachusetts limited liability
company formed in 2013 for the purposes of developing and operating
an advanced mixed waste recycling facility located on Shawmut
Associates' Rochester property to process and market recyclable
material and then turn unrecyclable material into compact, clean
burning, high yield fuel briquettes which have a variety of
industrial uses.
The principals of the Debtors are Laurinda F. Camara and her
children Susan M. Sebastiao, Kenneth J. Camara, Steven A. Camara,
and Michael A. Camara. Each of the Principals owns 20% of the
stock in ABC. Each of Susan M. Sebastiao, Kenneth J. Camara,
Steven A. Camara and Michael A. Camara own a 12.5% interest in New
Bedford Waste and a 25% interest in Shawmut Associates, A&L
Enterprises, and Solid Waste Services. Solid Waste Services owns
the remaining 50% of the membership interests in New Bedford Waste.
New Bedford Waste owns 80% of the membership interests in ZERO
Waste.
ABC Disposal Service, Inc., New Bedford Waste Services, LLC, Solid
Waste Services, Inc., Shawmut Associates, LLC, A&L Enterprises,
LLC, and ZERO Waste Solutions, LLC each filed a voluntary petition
under Chapter 11 of the Bankruptcy Code (Bankr. D. Mass. Case Nos.
16-11787 to 16-11792, respectively) on May 11, 2016. The petitions
were signed by Michael A. Camara as vice president/CEO. Judge Joan
N. Feeney presides over the cases.
Murphy & King Professional Corporation serves as the Debtors'
counsel. Argus Management Corp. serves as their financial
advisor.
The Official Committee of Unsecured Creditors tapped Jager Smith
P.C. as counsel.
ABENGOA BIOENERGY: Creditors' Panel Hires Baer as Local Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Abengoa Bioenergy
Biomass of Kansas et al., seeks authorization from the U.S.
Bankruptcy Court for the District of Kansas to retain Robert L.
Baer as local counsel.
The Committee, to perform its duties, requires the services of
Baker & Hostetler LLP as general counsel. The Committee also
requires the service of local counsel in conjunction with Baker &
Hostetler LLP.
The Committee requires Robert L. Baer to:
a. advise and consult with the Committee in conjunction with
Baker & Hostetler LLP concerning questions arising in the conduct
of the administration of the estate and concerning Committee's
rights remedies and duties.
b. appear for, prosecute, defend and represent Committee's
interest in contested matters, adversary proceedings and suits
arising in or related to this case;
c. investigate and prosecute matters pertaining to to this
case;
d. assist in the preparation of such pleadings, motions,
notices and orders as are required for the orderly administration
of this estate; and
e. satisfy the requirements for Baker & Hostetler to serve as
general counsel.
Robert L. Baer will be paid at these hourly rates:
Robert L. Baer $225
Paralegals $65
Robert L. Baer, Esq., 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.
Robert L. Baer may be reached at:
Robert L. Baer
112 SW 6th Ave., Suite 408
Topeka, KS 66603
About Abengoa Bioenergy
Abengoa Bioenergy is a collection of indirect subsidiaries of
Abengoa S.A., a Spanish company founded in 1941. The global
headquarters of Abengoa Bioenergy is in Chesterfield, Missouri.
With a total investment of $3.3 billion, the United States has
become Abengoa S.A.'s largest market in terms of sales volume,
particularly from developing solar, bioethanol, and water projects.
Spanish energy giant Abengoa S.A. is an engineering and clean
technology company with operations in more than 50 countries
worldwide that provides innovative solutions for a diverse range of
customers in the energy and environmental sectors. Abengoa is
one of the world's top builders of power lines transporting energy
across Latin America and a top engineering and construction
business, making massive renewable-energy power plants worldwide.
On Nov. 25, 2015, in Spain, Abengoa S.A. announced its intention to
seek protection under Article 5bis of Spanish insolvency law, a
pre-insolvency statute that permits a company to enter into
negotiations with certain creditors for restricting of its
financial affairs. The Spanish company is facing a March 28,
2016, deadline to agree on a viability plan or restructuring plan
with its banks and bondholders, without which it could be forced to
declare bankruptcy.
Gavilon Grain, LLC, et al., on Feb. 1, 2016, filed an involuntary
Chapter 7 petition for Abengoa Bioenergy of Nebraska, LLC ("ABNE")
and on Feb. 11, 2016, filed an involuntary Chapter 7 petition for
Abengoa Bioenergy Company, LLC ("ABC"). ABC's involuntary
Chapter 7 case is Bankr. D. Kan. Case No. 16-20178. ABNE's
involuntary case is Bankr. D. Neb. Case No. 16-80141. An order
for relief has not been entered, and no interim Chapter 7 trustee
has been appointed in the Involuntary Cases. The petitioning
creditors are represented by McGrath, North, Mullin & Kratz, P.C.
On Feb. 24, 2016, Abengoa Bioenergy US Holding, LLC, and five
affiliated debtors each filed a Chapter 11 voluntary petition in
St. Louis, Missouri, disclosing total assets of $1.3 billion and
debt of $1.2 billion. The cases are pending before the Honorable
Kathy A. Surratt-States and are jointly administered under Bankr.
E.D. Mo. Case No. 16-41161.
The Debtors have engaged DLA Piper LLP (US) as counsel, Armstrong
Teasdale LLP as co-counsel, Alvarez & Marsal North America, LLC, as
financial advisor, Lazard as investment banker and Prime Clerk LLC
as claims and noticing agent.
ABERCROMBIE & FITCH: Moody's Hikes Corporate Family Rating to Ba3
-----------------------------------------------------------------
Moody's Investors Service upgraded Abercrombie & Fitch Management
Co.'s ratings, including its Corporate Family Rating to Ba3 from
B1, Probability of Default rating to Ba3-PD from B1-PD, and its
senior secured term loan to Ba2 from B1. The company's SGL-1
Speculative Grade Liquidity rating was affirmed. The ratings
outlook is stable.
The upgrade of the Corporate Family Rating primarily reflects the
company's ongoing conservative financial policies, maintenance of
moderate debt and leverage levels and very good liquidity. Free
cash flow remains strong and balance sheet cash has consistently
exceeded funded debt levels. Moody's expects this to be the case
for the foreseeable future. In addition, Abercrombie's turnaround
initiatives are having a positive impact on results in the face of
challenging apparel retail conditions. Constant-currency gross
margins have modestly improved in recent quarters, and selling,
general and administrative expenses have declined significantly
over the past three years.
The upgrade of the secured term loan reflects the continued-high
level of support from junior claims in the consolidated capital
structure in the form of unsecured operating leases and accounts
payable. While leases have been declining due to the company's
store closing efforts, accounts payable have increased due to
efforts to extend terms with suppliers. Moody's believes that these
claims will remain at sustainably higher levels over the
intermediate-term, providing support the one-notch differential
above the CFR. In addition, recovery prospects for the term loan
remain strong, particularly given that the company continues to
maintain cash balances well in excess of funded debt.
The following rating actions were taken:
-- Corporate Family Rating upgraded to Ba3 from B1
-- Probability of Default Rating upgraded to Ba3-PD from B1-PD
-- Secured term loan due 2021 upgraded to Ba2 (LGD3) from B1
(LGD3)
-- Speculative Grade Liquidity Rating affirmed at SGL-1
-- The ratings outlook is stable
RATINGS RATIONALE
Abercrombie's Ba3 Corporate Family Rating reflects its conservative
financial policies with moderate funded debt and lease-adjusted
leverage levels, which stood at around 3.0x for the latest twelve
months ended April 30, 2016. Liquidity remains very good, supported
by cash balances that more than exceed funded debt at all times,
strong annual free cash flow generation and significant unused
capacity under its revolving credit facility. The rating also
acknowledges the company's sizable market presence, with revenue of
about $3.5 billion, and meaningful diversification across brands,
geographies and distribution channels. The rating also reflects its
very high business risk as a niche retailer in the highly
competitive teen apparel market. Revenue and earnings volatility is
very high in this space due to high fashion risk and discretionary
consumer spending cycles, particularly teens between the ages of
14-22 years old.
The stable outlook reflects Moody's expectation that the company
will continue to maintain moderate debt and leverage levels and
very good liquidity as it executes its turnaround in the currently
challenging specialty apparel retail environment. The outlook also
reflects Moody's expectation that operating performance and credit
metric improvement will be modest, at best, over the next twelve
months.
Ratings could be upgraded if the company sustainably improves
operating performance, including a return to growth and margin
expansion, while maintaining a balanced financial policy.
Quantitative metrics include EBIT/Interest expense rising above
2.5x and debt to EBITDA falling below 3.0x, while maintaining a
very good liquidity position.
A ratings downgrade could occur if operating performance were to
materially deteriorate, financial policies become more aggressive,
or liquidity meaningfully declines. Specific metrics include lease
adjusted Debt/EBITDA rising above 4.0x and EBIT/Interest falling
below 1.5x on a sustained basis.
Abercrombie & Fitch Management Co. is an indirect subsidiary of
Abercrombie & Fitch Co. Through its subsidiaries, the company
operates approximately 925 specialty apparel stores and several
e-commerce websites in North America, Europe, and the Asia Pacific
regions under the "Abercrombie & Fitch", "abercrombie kids", and
"Hollister" brands. For the last twelve months ending April 30,
2016, the company generated approximately $3.5 billion in revenues.
ADIENT PLC: S&P Assigns Prelim. 'BB' Rating on $2BB Sr. Notes
-------------------------------------------------------------
S&P Global Ratings assigned its preliminary 'BB' issue-level rating
and '5' recovery rating to Adient PLC's proposed $2.0 billion
senior unsecured notes, which will be issued by Adient Global
Holdings Ltd. The '5' recovery rating indicates S&P's expectation
for modest (10%-30%; upper half of the range) recovery in the event
of a payment default.
The company expects to issue the bonds in two tranches, a U.S.
dollar-denominated tranche due 2026 and a euro-denominated tranche
due 2024.
S&P will convert its preliminary ratings to final ratings within 90
days of the consummation of Adient PLC's spin-off into a separate,
independent, publicly traded company following Johnson Controls'
(JCI) transfer of the global assets, liabilities, and operations of
its automotive seating and interiors businesses. Though the notes
will not be guaranteed upon issuance, they will be guaranteed on an
unsecured and unsubordinated basis by Adient.
Initially, Adient Global Holdings Ltd. will be the sole borrower
under the proposed bond offering (similar to its current credit
facilities, which JCI guarantees). The proceeds from these bonds
will be held in escrow until the spin-off and--at that
point--Adient will assume the obligation of the notes and use the
proceeds in escrow to pay a $3 billion dividend to JCI.
Based on the above capital structure, S&P expects the company's
debt-to-EBITDA metric to remain below 4.0x and its free operating
cash flow (FOCF)-to-debt ratio to remain above 10% in 2016 and
2017, which are appropriate levels for a significant financial risk
profile when factoring in potential volatility.
RECOVERY ANALYSIS
Key analytical factors
S&P's simulated default scenario anticipates a default occurring in
2021 because of a combination of the following factors in the U.S.
auto industry along with continued weak auto production in Europe:
a sustained economic downturn that reduces customer demand for new
automobiles; intense pricing pressure brought about by competitive
actions by other auto suppliers and/or raw material vendors; and
the potential loss of one or more key customers. S&P expects these
conditions to reduce Adient's volumes, revenue, gross margins, and
net income, causing its liquidity and operating cash flow to
decline.
Simulated default assumptions
-- Simulated year of default: 2021
-- EBITDA at emergence: $625 million
-- EBITDA multiple: 5x
Simplified waterfall
-- Net enterprise value (after 5% admin. costs): $2.969 billion
-- Valuation split (obligors/nonobligors): 38%/63%
-- Priority claims: $25 million
-- Value available to first-lien debt claims
(collateral/noncollateral):
-- $2.294 billion/$33 million
-- Secured first-lien debt claims: $2.406 billion
-- Recovery expectations: 90%-100%
-- Total value available to unsecured claims: $649 million
-- Senior unsecured debt/pari passu unsecured claims: $2.060
billion/$157 million
Note: All debt amounts include six months of prepetition interest.
Collateral value equals asset pledge from obligors after priority
claims plus equity pledge from nonobligors after nonobligor debt.
RATINGS LIST
Adient PLC
Corporate Credit Rating BB+(prelim)/Stable/--
New Ratings
Adient Global Holdings Ltd.
Prpsd $2.0B Sr Unscd Nts BB(prelim)
Recovery Rating 5H(prelim)
ADVANTAGE AVIATION: Seeks to Hire Kleiber & Assoc. as Accountant
----------------------------------------------------------------
Advantage Aviation Technologies II, LLC seeks authorization from
the U.S. Bankruptcy Court for the Northern District of Texas to
employ Kleiber & Associates as accountant for the Debtor.
On February 12, 2016, Advantage Aviation Technologies, Inc. filed
for bankruptcy protection under chapter 11 of the Bankruptcy Code.
On May 15, 2016, AAT II filed for bankruptcy protection under
chapter 11 of the Bankruptcy Code.
AAT is a Texas corporation formed for the purpose of providing
manufacturing technologies and processes that improve the
performance of aviation and aerospace components.
AAT II is a Texas Limited Liability Company formed for the purpose
of manufacturing of and providing repair service to certain
aircraft parts and equipment. AAT II is a wholly-owned subsidiary
of AAT.
These bankruptcy cases were filed because of certain litigation
pending in the United States District Court for the Eastern
District of Michigan. The Litigation was and continues to be
contentious and expensive. AAT and AAT II lack insurance coverage
for the acts alleged to be the basis of liability in the
Litigation. Accordingly, AAT and AAT II have had to fund their own
defense in Michigan. During the course of the Litigation, two
separate sets of legal counsel for AAT and AAT II were permitted to
withdraw based on lack of payment of counsel fees. The Debtors
lacked the ability to operate and fund mounting legal expenses in
connection with the Litigation. Save and except the litigation, the
Debtors are cash flow positive.
The parties attempted to mediate the dispute in Michigan on May 12,
2015, with bankruptcy counsel for AAT II present in person. On the
same day, Plaintiffs filed an Emergency Ex Parte Motion for Default
and Motion for Default Judgment as to Liability and Damages Against
AAT II.
By the morning of May 13, 2015, the Michigan District Court entered
an order allowing the clerk's entry of default and the Clerk of
Court for the District Court entered a default. It was only after
the clerk's entry of default that AAT II became aware of the
Default Motion and the entry of default. To the best of Debtors'
knowledge, no default judgment has been entered at this time.
In an effort to protect all unsecured creditors and ensure a
ratable distribution within the ordinary priority scheme of the
Bankruptcy Code among all creditors, the Debtors determined that
these filings were necessary.
On May 6, 2016, the Court entered an order approving the employment
of K&A as accountant for AAT.
AAT II now files this motion seeking approval of the employment of
K&A as accountant for AAT II.
The Debtor seeks to employ K&A, as its accountant for the purpose
of providing general accounting services, including but not limited
to the preparation of tax returns.
K&A will charge for time at its normal billing rates and will
request reimbursement of its out-of-pocket expenses. For the
preparation of tax returns, K&A charges a flat fee of $7,500 per
tax year with 50% of the fee paid before the preparation of the tax
returns and the remaining 50% paid afterwards. K&A has not received
a retainer from the Debtor.
Steven F. Kleiber, owner and sole shareholder of Kleiber &
Associates, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtors and
their estates.
K&A may be reached at:
Steven F. Kleiber
Kleiber & Associates
1188 W Pioneer Parkway
Arlington, TX 76013
Phone: (817)227-0733
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.
AGAP LIFE: Files Second Disclosure Statement
--------------------------------------------
AGAP Life Offerings, LLC, et al., filed with the U.S. Bankruptcy
Court for the Eastern District of Texas its Second Disclosure
Statement dated July 10, 2016.
Creditors in 5.1.4 Class AGAP 108 4 - Allowed General Unsecured
Claims will pay back all past due premiums, service fees and
interest by offsetting obligations owed by the Claimants as part of
the distribution of policy proceeds to this Class of Claimants.
Once these adjustments are made and the payments are made to the
Class 1, 2 and 3 Claimants with Allowed Claims, then distributions
of the policy proceeds will be made to the Class 4 Claimants. The
total claims in this Class are estimated at $1,570,296.04
By voting in favor of the Plan, each Creditor in 5.2.4 Class AGAP
109 4 - Allowed General Unsecured Claims may elect one of these
treatments:
a. Any Creditors in this Class with Allowed Claims may agree
to pay back all past due premiums, service fees and
interest and commit to pay their portion of the future
premiums until the policy matures. They will be entitled
to receive the full death maturity benefits of the policy
when it matures. If the policy is sold prior to maturity
they will receive their pro-rata share of the sales
proceeds available after paying the Administrative Claims,
Class 1, 2 and 3 Allowed Claims;
b. Any Creditors in this Class with Allowed Claims may agree
to reduce their maturity value and receive full death
benefits on the maturity value minus any past due premiums,
service fees and interest charges from the Confirmation
Date and commit to pay their portion of the future
premiums until the policy matures. They will be entitled
to receive the reduced maturity benefits of the policy
when it matures. If the policy is sold prior to maturity
they will receive their pro-rata share of the sales
proceeds available after paying the Administrative Claims,
Class 1, 2 and 3 Allowed Claims.
c. Any Creditors with Allowed Claims may agree to abandon
their investment if they do not desire to pay any future
premiums. By agreeing to abandon their investment they
are electing to be paid under the AGAP Life Offerings
treatment. All past due premiums, fees and charges will
be forgiven. Any Creditor that agrees to make future
premium payments but fails to do so will be treated as
having abandoned their interest and will be out of the
Plan. The Reorganized Debtor will provide notice to
a defaulting creditor prior to any action being taken on
their interest. A defaulting creditor may still be
entitled to a distribution if the Debtor elects to sell
the policy as a result of defaults and such defaulting
creditor cures such defaults prior to the sale of the
Policy.
The Debtor believes that the Creditors will receive at least 10% of
their current maturity value under these options. By voting
against the Plan each Creditor opposing the plan will receive
nothing under the Plan and abandons their interest in the policy.
This Class is impaired and the holders of the Claims are entitled
to vote to accept or reject the Plan. The total claims in this
Class are estimated at $3,459,389.23.
If any Creditor with an Allowed Claim decides to abandon his or her
share of the maturity value of any policy he or she is invested in
(by not paying his premiums by a fixed default date to be set at
Confirmation) or by voting no to the Plan, then the other AGAP
investors may have the opportunity to acquire this abandoned
maturity value by agreeing to pay all future premiums, fees and
charges until maturity.
Creditors in 5.3.4 Class AGAP 209 4 - Allowed General Unsecured
Claims may agree to pay back all past due premiums, service fees
and interest and commit to pay their portion of the future premiums
until the policy matures. They will be entitled to receive the
full death maturity benefits of such policy when it matures. If
the policy is sold prior to maturity they will receive their
pro-rata share of the sales proceeds available after paying the
Administrative Claims, Class 1, 2 and 3 Allowed Claims.
This Class is Impaired and the holders of the Claims are entitled
to vote to accept or reject the Plan. The total claims in this
Class are estimated at $3,285,925.95.
5.6.1 Class AGAP 1 Workers are general unsecured claims and will be
paid once Allowed. These claims will be paid in full from the
funds received by the Debtor from the amounts paid to it by the
related Debtor entities that each owe this Debtor funds for
covering its policy premiums. These claims will bear interest at
the rate of 5% per annum until the Allowed Claims are paid in full.
The total claims in this Class are approximately $516,268.18.
There will be no prepayment penalty if this Claim is paid early.
This Class is Impaired and the holders of the Claims are entitled
to vote to accept or reject the Plan.
The Debtors will assume the life policies that serve as the
personal property of each Debtors.
The Second Disclosure Statement is available at:
http://bankrupt.com/misc/txeb16-40520-81.pdf
The Plan was filed by the Debtors' counsel:
Joyce W. Lindauer, Esq.
Joyce W. Lindauer Attorney, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: (972) 503-4033
Fax: (972) 503-4034
About AGAP Life Offerings
AGAP Life Offerings, LLC, based in Frisco, Tex., filed a Chapter 11
petition (Bankr. E.D. Tex. Case No. 16-40520) on March 24, 2016.
Joyce W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC, as
bankruptcy counsel.
In its petition, the Debtor estimated $500,000 to $1 million in
both assets and liabilities. The petition was signed by Charles
D.
Madden, manager.
ALAN MISHKIN: Files Amended Disclosure Statement
------------------------------------------------
Alan R. Mishkin filed with the U.S. Bankruptcy Court for the
District of Arizona an Amended Disclosure Statement in support of
the Debtor's First Joint Amended Plan of Reorganization Dated June
24, 2016.
Class 3-A consists of the Allowed Unsecured Claim of BMO asserted
in Claim No. 15 relating to a judgment against the Debtor, his
spouse, Steven Barger and Abigail Properties, LLC. On the
Effective Date of the Plan, the Debtor will pay to the owner and
holder of the judgment, in cash, from the proceeds of exit funding,
one-third of the outstanding amount due under the judgment as of
the Petition Date, in full, final and complete satisfaction of any
and all obligations of the Debtor and his spouse under the
judgment. This payment will have no effect on the obligations of
the other defendants under the judgment. This class is impaired.
Class 3-B consists of the Allowed Unsecured Claims of 10K relating
to asserted unpaid capital contributions of the Debtor to 10K. On
the Effective Date of the Plan, the Debtor will pay to 10K, in
cash, from the proceeds of the Exit Funding, the full amount of
10K's Allowed Claim as of the Petition Date. This class is not
impaired.
Class 3-C consists of the Allowed Unsecured Claims of McWin
relating to asserted unpaid capital contributions of the Debtor to
McWin. On the Effective Date of the Plan, the Debtor will pay to
McWin, in cash, from the proceeds of the Exit Funding, the full
amount of McWin's Allowed Claim as of the Petition Date. This
class is not impaired.
Class 3-D consists of all other Allowed Unsecured Claims against
the Debtor not otherwise classified or treated in the Plan. On the
Effective Date of the Plan, the Debtor will pay to each holder of
an Allowed Unsecured Claim which is not otherwise classified or
treated in the Plan, in cash, from the proceeds of the Exit
Funding, the full amount of each such creditors' Allowed Claim as
of the Petition Date. This class is not impaired.
The total estimated amount of unsecured claims against the Debtor,
before objections are filed but with the removal of BMO's Claim No.
16, is approximately $2,260,046. These claims consist of, among
other claims:
(a) the unsecured claim asserted by BMO in Claim No. 15
relating to a judgment against the Debtor, his spouse, Steven
Barger and Abigail Properties, LLC in the face amount of
$276,935.70,
(b) unsecured claims asserted by 10K and McWin relating to
asserted unpaid capital contributions of the Debtor in the amounts
of $110,000 and $100,000, respectively; and
(c) unsecured claims of Keith and his related entity, Turtle
Investments, LLC, in the total amount of approximately $698,000.
This amount also includes a claim listed by the Debtor in favor of
the Diamante Condo's condominium association in the approximate
amount of $134,783.12, which claim BMO has satisfied or will
satisfy in connection with its treatment in the Plan.
The Debtor's current monthly income is comprised of approximately
$2,657.50 in social security payments -- this includes social
security payments for Debtor and his non-filing spouse. Pursuant
to the stipulated DIP financing court order and second DIP
financing court order, the Debtor has also received, and will
continue to receive, up to $12,000 per month from a post-petition
loan by ILMD, LLC thought at least September 2016. The social
security and loan amounts provide the Debtor with the funds to meet
living expenses. The Debtor is attempting to reestablish his real
estate development business, and the exit funding will provide him
with additional funds to pay living and business expenses following
confirmation of the Plan.
The Plan will be funded by:
(a) ILMD, LLC's contribution of the Exit Funding to the
Debtor's Estate pursuant to the Exit Funding Agreement between ILMD
and the Debtor, and
(b) with respect to SLPR's Allowed Secured Claim, the Debtor's
transfer and conveyance to SLPR of the Transferred Membership
Interests in an amount equal to SLPR's Allowed Secured Claim as
determined by a Final Order of the Court.
ILMD's commitment to fund is conditioned upon the Court's finding a
value for the Membership Interests that is equal to or greater than
the value in the SLPR offer that was the subject of the Committee's
Motion to Force Sale of Estate Assets.
The Court has denied the Committee's Motion to Force Sale of Estate
Assets.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/azb15-15440-264.pdf
The Plan was filed by the Debtor's counsel:
Philip R. Rudd, Esq.
Wesley D. Ray, Esq.
James S. Samuelson, Esq.
SACKS TIERNEY P.A.
4250 N. Drinkwater Boulevard, 4th Floor
Scottsdale, AZ 85251-3693
Tel: (480) 425-2600
Fax: (480) 970-4610
E-mail: Philip.Rudd@SacksTierney.com
Wesley.Ray@SacksTierney.com
Samuelson@SacksTierney.com
Alan R. Mishkin is a longtime, highly respected real estate
developer and entrepreneur in Arizona, Colorado, Nevada and Mexico.
Throughout his career, Mishkin and his partners owned, developed,
and operated several commercial projects, residential multi-family
and condominium projects, radio stations, and nearly 25 private and
semi-private golf facilities (including the famed Arizona Biltmore
Golf Courses and the Scottsdale Country Club). These development
and business ventures have included an interest in the Telluride
Companies, which own and operate the Telluride ski mountain, golf
club and related facilities in Colorado; development of a home
furnishings retail business offering the exclusive MacKenzie-Childs
lines and operating in the Arizona Biltmore Fashion Center;
development of new restaurant concepts throughout Arizona; part
owner of the Los Abrigados Resort in Sedona, Arizona; and as a
founding partner of MCW Holdings LLC, a mixed-use real estate
development company in Tempe, Arizona. MCW developed, among other
projects, Brickyard on Mill, which features 125,000 sq.ft. of
"Class A" office space, 105,000 sq.ft. of retail and restaurant
space and 115,000 sq.ft. of for sale loft Condominiums.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Case No. 15-15440) filed Dec. 7, 2015.
ALBAUGH LLC: S&P Affirms 'B+' Corp. Credit Rating, Outlook Stable
-----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit rating on the
company. The outlook is stable.
At the same time, S&P lowered its issue-level ratings on Albaugh's
senior secured credit facility to 'BB-' from 'BB' and revised its
recovery ratings on the facility to '2' from '1'. The '2' recovery
rating indicates S&P's expectation for substantial (in the upper
half of the 70% to 90% range) recovery in the event of a payment
default.
"The ratings on Albaugh reflect our view of the company's
relatively limited product diversification, susceptibility to the
vagaries of weather patterns, relatively low EBITDA margins, and
our expectations for weak free operating cash flow in 2016," said
S&P Global Ratings credit analyst Michael P McConnell. "We also
considered the company's plans to issue a $75 million add-on to its
existing senior secured loan in our rating analysis," he added.
Somewhat offsetting these factors are the company's satisfactory
geographic diversity, S&P's expectations for moderate demand growth
based on favorable market trends, and appropriate credit measures
for the rating.
With 2015 revenues of over $1 billion, Albaugh is a leading global
off-patent producer of crop protection products such as herbicides,
fungicides, insecticides, and other products for the agrochemicals
sector. S&P characterizes the company's business risk profile as
weak and financial risk as aggressive.
The stable outlook reflects S&P's expectation for steady operating
performance over the next one to two years, as demand for the
company's chemicals should benefit from the pipeline of products
expected to come off-patent over the next few years, partially
offset by continued headwinds in Argentina and Brazil. S&P
believes the company will continue to pursue its strategy of growth
through bolt-on acquisitions, while maintaining adequate liquidity
and improving FFO to total debt to about 15% over the next two
years. S&P's base-case scenario assumes that management will not
pursue large debt-funded acquisitions or dividend distributions and
will continue to adhere to financial policies that are consistent
with how they have operated the company historically.
S&P could lower the rating within the next 12 months if extended
unfavorable weather patterns or overcapacity in the industry caused
a substantial reduction in the company's profitability. If such
conditions led to a decline in EBITDA margins of 300 basis points
from 2015 levels, S&P would expect that the company would generate
moderately negative free cash flow and FFO to total debt would fall
below 12% on a sustained basis. S&P could also lower the rating
if, against its expectations, the company's financial policies
suddenly became more aggressive.
S&P could raise the rating within the next 12 months if the company
generates significant positive free cash and uses it to reduce
debt, such that FFO to total debt improves to about 25%. Based on
S&P's upside scenario forecast, it could consider a higher rating
if EBITDA margins increase by 200 basis points or more from
expected 2016 levels, along with revenue growth in excess of 15%.
Additionally, S&P would need to gain more clarity regarding the
company's growth initiatives and future financial policies, before
considering a higher rating.
ALLIANCE ONE: S&P Lowers CCR to 'CCC', Outlook Negative
-------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
Morrisville, N.C.-based Alliance One International Inc. (AOI) to
'CCC' from 'CCC+'. The rating outlook is negative.
At the same time, S&P lowered its issue-level ratings on the
company's secured revolving line of credit to 'B-' from 'B', and
its $790 million senior secured second-lien notes to 'CCC-' from
'CCC'. The recovery ratings remain '1' and '5', respectively,
indicating S&P's expectation for very high (90%-100%) and modest
(at the low end of the 10%-30% range) recovery, respectively, in
the event of a payment default. Debt outstanding as of March 31,
2016 totaled $1.4 billion.
"The downgrade reflects the company's near-term refinancing risk
and our view that the possibility of a future distressed exchange
has increased as the company's anticipated lower working capital
requirements could result in repurchases of its senior secured
second-lien notes at a material discount to par value," said S&P
Global Ratings credit analyst Brennan Clark. "In addition, the
company's operating performance remains weak, partly reflecting
difficult conditions in the global tobacco leaf industry."
S&P Global Ratings expects the working capital trends to reverse,
which, coupled with the company's modest recent restructuring
efforts, could lead to positive free cash flow over the next year.
This, in S&P's opinion, increases the likelihood of the company
repurchasing its second-lien notes at a material discount. If the
company makes these purchases at a material discount, S&P would
view this as a distressed exchange, which would likely result in a
selective default.
To a lesser extent, the downgrade also reflects the company's
unsustainable capital structure, heightened refinancing risk, and
potential for a near-term liquidity crisis, with $200 million
outstanding under its revolving credit facility that matures in
April 2017. Based on S&P's expectation for modestly improving
performance, it believes the company will successfully refinance
its revolver in the coming months. However, if the company is
unable to refinance its revolver, S&P do not believe it will be
able to fund its seasonal working capital needs.
The negative outlook reflects the company's near-term refinancing
risk and the increasing possibility of a distressed exchange from
any future open market purchases of its second-lien notes at a
material discount to par. S&P believes this risk has increased
because the company may have future available cash for such
discounted repurchases as its working capital requirements decline.
If the company makes such purchases at a discount S&P could lower
the ratings, including lowering the corporate credit rating to 'SD'
to reflect a selective default. Although S&P expects supply and
demand are moving towards equilibrium, it believes the decline in
demand may be secular in nature and volumes may not return to
historic levels. S&P therefore expects pricing, rather than
volume, to drive most future sales growth. S&P expects modestly
improved, albeit still very weak, credit metrics, and positive cash
flow over the next 12 months.
S&P could also lower the ratings (including the corporate credit
rating to 'CCC-') if AOI is unable to refinance its revolver
maturing April 2017 by the end of calendar 2016.
S&P could revise the outlook to stable if the company addresses its
revolver financing by the end of calendar 2016 (including
significant covenant relief once the gains on its subsidiary
transaction fall off) and if S&P believes the likelihood of a
distressed exchange has declined. This could result if the
company's restructuring efforts lead to higher than expected EBITDA
and S&P believes there is the potential to achieve a sustainable
capital structure without below market debt repurchases.
ANGEL VELASCO: Disclosures Okayed, Plan Hearing on August 30
------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Florida is
set to hold a hearing on August 30, at 2:00 p.m., to consider
approval of the Chapter 11 plan of Angel Velasco and Gloria
Mercedes Hincapie.
The hearing will take place at the U.S. Bankruptcy Court, Courtroom
4, 301 North Miami Avenue, Miami, Florida.
The bankruptcy court had earlier issued an order approving the
Debtors' disclosure statement, allowing them to start soliciting
votes from creditors.
Creditors have until August 16 to cast their votes and file their
objections to the plan, according to the court order dated July 21.
About the Debtors
Angel Velasco and Gloria Mercedes Hincapie sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S. D. Fla. Case No.
13-10164). The case is assigned to Judge Robert A. Mark.
ASBURY AUTOMOTIVE: Moody's Ba2 CFR Unaffected by SGL-2 Rating
-------------------------------------------------------------
Moody's Investors Service assigned an SGL-2 Speculative Grade
Liquidity rating to Asbury Automotive Group, Inc. All other
ratings, including the company's Ba2 Corporate Family rating, are
unaffected.
"The SGL-2 rating, reflecting good liquidity, reflects our view
that Asbury does a favorable job of managing its cash flows,
including the maintenance of diverse external financing
relationships, which are critical to the auto dealer segment, "
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: Asbury Automotive Group, Inc.
-- Speculative Grade Liquidity Rating, Assigned SGL-2
RATINGS RATIONALE
Moody's said, "The Ba2 rating continues to recognize that despite
its relatively small size as compared to its rated U.S. peer group,
Asbury's market and competitive positions are formidable in the
markets in which it chooses to operate as evidenced by its credit
metrics, which are strong for this peer group. The rating also
considers Asbury's historically-favorable brand mix, with around
80% of new vehicle sales coming from luxury and import brands, and
its operating profit trend away from new vehicle sales. Asbury's
business model, with solid parts and service and finance and
insurance segments, reduces reliance on new car sales, and it is
successfully enhancing the efficiency of its used car business.
Ratings also consider Asbury's improved liquidity resulting from
its favorable debt maturity profile. The stable outlook reflects
our expectation that Asbury will continue to manage itself with
sufficient discipline around operating costs such that its present
quantitative profile is largely continued. Ratings could be
upgraded if credit metrics further improve such that debt/EBITDA
was maintained under 3.5 times for an extended period and
EBIT/interest was sustained above 5 times. Ratings could be
downgraded if debt/EBITDA approached 4.5 times or if EBIT/interest
fell below 3 times."
Headquartered in Duluth, Georgia, Asbury Automotive is a leading
full-service auto retailer, with LTM March 2016 revenues of around
$6.6 billion.
ASPEN GROUP: Incurs $2.24 Million Net Loss in Fiscal 2016
---------------------------------------------------------
Aspen Group, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$2.24 million on $8.45 million of revenues for the year ended April
30, 2016, compared to a net loss of $4.26 million on $5.22 million
of revenues for the year ended April 30, 2015.
As of April 30, 2016, Aspen had $4.50 million in total assets,
$2.69 million in total liabilities and $1.81 million in total
stockholders' equity.
At April 30, 2016, the Company had a cash balance of $783,796. On
April 22, 2016, the Company issued 4,855,487 shares of common stock
to two of its warrant holders in exchange for their early exercise
of warrants at a reduced exercise price of $0.155 per share. The
Company received gross proceeds of $752,500 from these exercises.
As a condition of the warrant holders exercising their warrants,
Mr. Michael Mathews, the Company's Chairman of the Board and Chief
Executive Officer, converted a $300,000 note and in connection with
this conversion, Mr. Mathews was issued 1,591,053 shares of common
stock. In April 2015, the Company offered a warrant conversion,
through which the Company issued 14,747,116 shares, raising
$2,268,670. In fiscal 2015, the Company completed an equity
financing of $5,547,826. In November of 2015, our letter of credit
with Department of Education was released freeing up approximately
$1.1 million of cash. With the additional cash raised in the
financings, the growth in revenues and improving operating margins,
the Company believes that it has sufficient cash to allow the
Company to implement its long-term business plan.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/Z4cXiy
About Aspen Group
Denver, Colo.-based Aspen Group, Inc., was founded in Colorado in
1987 as the International School of Information Management. On
Sept. 30, 2004, it was acquired by Higher Education Management
Group, Inc., and changed its name to Aspen University Inc. On
May 13, 2011, the Company formed in Colorado a subsidiary, Aspen
University Marketing, LLC, which is currently inactive. On
March 13, 2012, the Company was recapitalized in a reverse merger.
Aspen's mission is to become an institution of choice for adult
learners by offering cost-effective, comprehensive, and relevant
online education. Approximately 88 percent of the Company's
degree-seeking students (as of June 30, 2012) were enrolled in
graduate degree programs (Master or Doctorate degree program).
Since 1993, the Company has been nationally accredited by the
Distance Education and Training Council, a national accrediting
agency recognized by the U.S. Department of Education.
ATINUM MIDCON: US Trustee Unable to Appoint Creditors' Committee
----------------------------------------------------------------
Judy A. Robbins, the U.S. Trustee for the Southern District of
Texas, informs the Bankruptcy Court that he is unable to appoint
members to the Official Committee of Unsecured Creditors in the
Chapter 11 case of Atinum MidCon I, LLC.
The U.S. Trustee has not solicited committee of unsecured creditors
as there are not three eligible unsecured creditors.
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 Houston, Texas, Atinum MidCon I, LLC, owns
non-operated working interests in oil and gas wells and properties
located in Kansas and Oklahoma.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Tex. Case No. 16-33645) on July 22, 2016, estimating its assets at
between $100 million and $500 million and its debts at between $100
million and $500 million. The petition was signed by Robert E.
Ogle, chief restructuring officer.
Judge Marvin Isgur presides over the case.
Timothy Alvin Davidson, II, Esq., at Andrews Kurth LLP serves as
the Debtor's counsel.
Claro Group LLC is the Debtor's financial advisor.
PLS. INC. is the Debtor's sales agent.
ATLANTIC CITY, NJ: Receives State Loan to Stave Off Default
-----------------------------------------------------------
The American Bankruptcy Institute, citing Wayne Parry of The
Associated Press, reported that the struggling shoreline resort and
casino mecca is about to get a long-awaited state loan to help it
stave off default and possibly bankruptcy, but it will pay a steep
price if it can't pay it back: The state will be able to step in
and seize prized assets like a much-coveted water utility, and a
former airport property that could be home to a huge development.
According to the report, the City Council called an emergency
meeting on July 28 to accept the $74 million loan to help the
nearly broke city get through the rest of the year.
Moody's Investors Service warned Wednesday that the city likely
would default on a $3.4 million debt service payment today, August
1, if the loan did not go through before then, the report related.
Council President Marty Small says the funds will relieve the
short-term pressure on the city as it tries to come up with a
fiscal reorganization that would prevent the state from taking over
its finances and major decision-making power in November, the
report further related.
"It gives the city some much-needed flexibility," the report cited
Small as saying. "It takes some of the worry away. We're still a
long way from done, but I am more than 100 percent confident we
will come up with a financial plan that will be acceptable to the
state."
* * *
The Troubled Company Reporter, on May 9, 2016, reported that S&P
Global Ratings has lowered its rating on Atlantic City, N.J.'s
general obligation (GO) debt to 'CC' from 'CCC-'. The outlook is
negative. The rating action resolves the CreditWatch Developing
that we placed on the rating on Jan. 22, 2016.
"The downgrade reflects our opinion that a default or debt
restructuring appears to be a virtual certainty even under the
most
optimistic circumstances," said S&P Global credit analyst Timothy
Little.
The TCR, on April 6, 2016, reported that Moody's Investors Service
has downgraded the City of Atlantic City, NJ's General Obligation
rating to Caa3 from Caa1 and removes the rating from review for
possible downgrade started on Jan. 29, 2016, affecting $16 million
of $345 million in general obligation bonds outstanding. The
outlook is negative.
The downgrade to Caa3 reflects the greater likelihood of default
within the next year and higher probability of significant
bondholder impairment given an ongoing political stalemate over an
Atlantic City fiscal rescue package. The downgrade also
incorporates renewed signals from the state that bondholders will
face losses as part of a possible debt restructuring. The Caa3
rating indicates an expected loss to bondholders of up to 35% of
principal, in light of the city's very large structural deficit
with limited sources of relief without state assistance.
The TCR on March 11, 2016, reported that Moody's Investors Service
has released a scenario analysis of possible outcomes for Atlantic
City, NJ (Caa1 review for downgrade) as the New Jersey (A2
negative) legislature considers rescue legislation and greater
influence in placing it on the path to
fiscal recovery.
"Without drastic action, Atlantic City could face a default as
early as April or May. The city also owes $190 million to casinos
that successfully appealed their property taxes. Factoring in
these
liabilities, we project a budget deficit of $102 million in fiscal
2016, ending December 31," Josellyn Yousef, a Moody's VP -- Senior
Analyst says in "Atlantic City, NJ: Rescue Legislation Key to
Fiscal Recovery."
The TCR, on Feb. 3, 2016, reported that Moody's Investors Service
has placed the City of Atlantic City, NJ Caa1 GO rating under
review for possible downgrade. The review for downgrade will
consider the adequacy of proposed legislative budget solutions and
the likelihood of municipal debt restructuring with bondholder
impairment. Within the next two months, Moody's expects the state
legislature to develop a plan that will specify the powers to be
granted to the New Jersey Local Finance Board to implement budget
improvements and restructure municipal debt. The probability of
bondholder impairment is likely low if budget solutions are
adequate and/or state financial support is high, but could rise if
they are not, which would lead to a revision of the rating
downward. A specific indication that bondholders would be
included
in adverse debt restructuring could also lead to a rating
downgrade. Beyond the rating review time horizon, outstanding tax
appeal refunds could pose a risk to bondholder security even if
adequate budget measures are achieved.
The TCR, on Feb. 1, 2016, reported that Standard & Poor's Ratings
Services has lowered its underlying rating on Atlantic City Board
of Education, N.J.'s existing general obligation (GO) bonds to
'BB-' from 'BBB-'. At the same time, S&P removed the rating from
CreditWatch negative. The outlook is negative.
At the same time, S&P affirmed its 'A' school program rating. The
outlook on the program rating is stable.
ATLAS ENERGY: Moody's Lowers PDR to D-PD on Chapter 11 Filing
-------------------------------------------------------------
Moody's Investors Service downgraded Atlas Energy Holdings
Operating Company, LLC's (Atlas) Probability of Default Rating
(PDR) to D-PD from Ca-PD, following the company's announcement that
it has filed a voluntary petition for relief under chapter 11 of
the United States Bankruptcy Code. At the same time, Moody's
affirmed its Ca Corporate Family Rating and its C senior unsecured
notes rating, while also affirming its SGL-4 Speculative Grade
Liquidity Rating. The outlook remains negative.
Ratings Downgraded:
Issuer: Atlas Energy Holdings Operating Company, LLC
-- Probability of Default Rating, Downgraded to D-PD from Ca-PD
Ratings Affirmed:
-- Corporate Family Rating, Affirmed Ca
-- Senior Unsecured Notes, Affirmed C (LGD5)
-- Speculative Grade Liquidity Rating, Affirmed SGL-4
Outlook Actions:
-- Outlook Remains Negative
Issuer: Atlas Resource Escrow Corporation
Ratings Affirmed:
-- Senior Unsecured Notes, Affirmed C (LGD5)
RATINGS RATIONALE
The downgrade of Atlas' PDR to D-PD is a result of the bankruptcy
filing. Atlas' other ratings have been affirmed, which reflects
Moody's view on the potential overall family recovery.
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.
Atlas Energy Holdings Operating Company, LLC is a wholly-owned
subsidiary of Atlas Resource Partners, L.P. (ARP). ARP is a
publicly traded exploration and production (E&P) master limited
partnership (MLP) headquartered in Pittsburgh, Pennsylvania.
ATLAS RESOURCE: Wants Court to Authorize Cash Collateral Use
------------------------------------------------------------
Atlas Resource Partners, L.P., and its affiliated Debtors ask the
U.S. Bankruptcy Court for the Southern District of New York for
authorization to use cash collateral.
The Debtors tell the Court that they need to use cash collateral
immediately. The Debtors further tell the Court that their
business is capital intensive and relies on the ability to use cash
to invest and grow asset value through the acquisition of oil and
gas properties. The Debtors relate that the Cash Collateral Orders
will give them the necessary funding to continue the day-to-day
operations of their business, maintain the value of their producing
properties, fund strategic capital expenditures consistent with
their long-term business plan, implement the restructuring
transactions embodied in their Restructuring Support Agreement, and
bring the chapter 11 cases to a successful conclusion.
As of the Petition Date, the Debtors' consolidated long-term debt
obligations totaled approximately $1.357 billion arising under (i)
two credit facilities entered into by Debtor Atlas Resource
Partners and guaranteed by certain of the Debtors and (ii) notes
issued by certain of the Debtors and guaranteed by Debtor Atlas
Resource Partners and certain other Debtors.
The Debtors' funded debt obligations, as of the Petition Date,
are:
Facility Type/
Facility Notes Series Balance
-------- -------------- -------
First Lien Revolving Loan $440 million
Credit Facility
Second Lien Delayed-Draw $250 million
Credit Facility Term Loan
Senior Notes 7.75% Notes due 2021 $354.7 million
9.25% Notes due 2021 $312.9 million
The First Lien Credit Facility was executed between Debtor Atlas
Resource Partners, administrative agent Wells Fargo Bank, National
Association , and the lenders party thereto. The Second Lien
Credit Facility was executed between Debtor Atlas Resource
Partners, administrative agent Wilmington Trust, National
Association, and the lenders party thereto.
The Senior Notes were issued under:
(i) an Indenture among Debtors Atlas Resource Partners
Holdings, LLC and Atlas Resource Finance Corporation as co-issuers,
the other Debtors, as guarantors, and U.S. Bank National
Association, as indenture trustee; and
(ii) an Indenture with Debtors Atlas Resource Partners
Holdings, LLC and Atlas Resource Finance Corporation as co-issuers,
the other Debtors, as guarantors, and Wells Fargo Bank National
Association, as indenture trustee.
The Debtors propose to provide the First Lien Secured Parties with
an adequate protection package to the extent of any collateral
diminution of a First Lien Secured Party's interest in the
Prepetition Collateral, which includes, among others:
(a) adequate protection liens to the First Lien Secured
Parties to the extent of any diminution in value of their interests
in the Prepetition Collateral, including Cash Collateral, subject
to the Carve Out;
(b) allowed superpriority administrative claims, which
superpriority claims shall have priority over all administrative
expenses of the kind specified in, or ordered pursuant to, any
provision of the Bankruptcy Code, subject to the Carve Out; and
(c) adequate protection payments in an amount equal to all
accrued and unpaid prepetition or postpetition interest, fees and
costs due and payable under the First Lien Credit Agreement on the
last business day of each calendar month after the entry of the
Interim Order based on the Alternate Base Rate plus 2%, which is
the Applicable Margin under the First Lien Credit Agreement.
The Debtors propose to provide the Second Lien Secured Parties with
an adequate protection package to the extent of any collateral
diminution of a Second Lien Secured Party's interest in the
Prepetition Collateral, which includes, among others:
(a) adequate protection liens to the Second Lien Secured
Parties to the extent of any diminution in value of their interests
in the Prepetition Collateral, including Cash Collateral, subject
to the Carve Out and the adequate protection liens granted to the
First Lien Secured Parties; and
(b) the Debtors will pay the reasonable and documented fees
and expenses incurred by Latham & Watkins, LLP and PJT Partners LP
by or on behalf of the Second Lien Secured Parties.
The Debtors propose to grant Carve-Out consisting of:
(1) all fees required to be paid to the Clerk of the Court and
to the United States Trustee;
(2) fees and expenses up to $25,000 incurred by a trustee
under section 726(b) of the Bankruptcy Code; and
(3) all allowed unpaid fees and expenses incurred by the
Debtors' professionals.
The Debtor proposes to use the cash collateral until the earliest
to occur of:
(a) on the earlier to occur of (i) the dat that is 45 days
after the Petition Date if the Final Order has not been entered by
the Court on or before such date, and (ii) the start of the Joint
Disclosure Statement and Plan Confirmation Hearing;
(b) September 30, 2016 (unless extended to October 30, 2016 or
to November 30, 2016, with the consent of the Debtors and the First
Lien Agent, in the exercise of their respective sole discretion);
(c) the occurrence of any an event that constitutes an
immediate Termination Event following the delivery of a Default
Notice; and
(d) five business days following the delivery of a Default
Notice by the First Lien Agent to the Debtors and certain other
parties in interest of an event that, if not cured, constitutes a
Termination Event unless such Termination Event is cured by the
Debtors during the notice period or waived by the First Lien Agent
in its sole discretion.
The Debtor's proposed Budget covers a period of 13 weeks, beginning
on the week ending July 29, 2016 and ending with the week ending
October 21, 2016. The Budget provides for total disbursements in
the amount of $96,298,000.
A full-text copy of the Debtor's Motion, dated July 28, 2016, is
available at https://is.gd/pRyWwq
Atlas Resource Partners, L.P. and its affiliated Debtors are
represented by:
David M. Turetsky, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
Four Times Square
New York, NY 10036-6522
Telephone: (212) 735-3000
- and -
Rone E. Meisler, Esq.
Felicia Gerber Perlman, Esq.
Carl T. Tullson, Esq.
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP
155 N. Wacker Drive
Chicago, IL 60606-1720
Telephone: (312)407-0411
The First Lien Agent is represented by:
Margot B. Schonholtz, Esq.
Penelope J. Jensen, Esq.
LINKLATERS LLP
1345 Avenue of the Americas
New York, NY 10012
The Second Lien Agent is represented by:
Mark C. Dietzen, Esq.
William P. Wassweiler, Esq.
LINDQUIST & VENNUM LLP
4200 IDS Center
80 South Eighth Street
Minneapolis, MN 55402
The Second Lien Secured Lenders are represented by:
Adam J. Goldberg, Esq.
LATHAM & WATKINS, LLP
885 Third Avenue
New York, NY 10032
The Senior Notes Trustees are represented by:
Troy Harder, Esq.
BRACEWELL LLP
Louisiana Street, Suite 2300
Houston, TX 77002
About Atlas Resource Partners, L.P.
Atlas Resource Partners, L.P., et. al. filed a chapter 11 petition
(Bankr. S.D.N.Y. Case No. 16-12149) on July 27, 2016. Atlas
Resource Partners, L.P. is an independent oil and natural gas
company engaged in the exploration, development, and production of
oil and natural gas properties with operations in basins across the
United States. The Debtors also sponsor and manage investment
partnerships in which they co-invest, to develop and monetize a
portion of their undeveloped natural gas, crude oil and natural gas
liquids production activities.
The Debtors are represented by David M. Turetsky, Esq., Rone E.
Meisler, Esq., Felicia Gerber Perlman, Esq., and Carl T. Tullson,
Esq., at Skadden, Arps, Slate, Meagher & Flom LLP.
B5 INC: Case Summary & 9 Unsecured Creditors
--------------------------------------------
Debtor: B5, Inc.
dba "Spectrum Builders"
3446 E. Knoll Street
Mesa, AZ 85213
Case No.: 16-08760
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Madeleine C. Wanslee
Debtor's Counsel: Thomas G. Luikens, Esq.
THOMAS G. LUIKENS, P.C.
2700 N. Third Street, Suite 2005
Phoenix, AZ 85004-4602
Tel: 602-277-4849
E-mail: thomas.luikens@azbar.org
Estimated Assets: $0 to $50,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Christopher J. Brown, president.
A copy of the Debtor's list of nine unsecured creditors is
available for free at http://bankrupt.com/misc/azb16-08760.pdf
BAILEY TOOL: Can Use Cash Collateral Up to October 14
-----------------------------------------------------
Judge Barbara J. Houser of the U.S. Bankruptcy Court for the
Northern District of Texas issued a Supplement to her Final Order
which authorized Bailey Tool & Manufacturing Co., et. al., to use
cash collateral.
Judge Houser authorized the Debtors to use cash collateral for the
period from July 11, 2016 up to October 14, 2016.
The approved Budget provides for, among others, total cash
disbursements in the amount of $56,872 for the week ending July 30,
2016; $126,359 for the week ending August 6, 2016; and $110,778 for
the week ending August 13, 2016.
Judge Houser prohibits the Debtors from using Comerica Bank's cash
collateral to:
(i) prosecute any proceeding to challenge or otherwise contest
the Pre-Petition Liens in favor of Comerica;
(ii) prevent, hinder or delay Comerica's exercise of its
rights and remedies following the occurrence of a Termination
Event; or
(iii) assert, commence or prosecute any claims or causes of
action against Comerica.
The Debtors were directed to deposit to the Debtors' DIP account at
Regions Bank, all of the Debtors' cash and cash collateral,
including any proceeds or recoveries from its adversary proceeding
and any other payments or transfers from Republic Business Credit,
LLC.
Comerica and Republic were granted, among others, adequate
protection liens on all property owned by the Debtors, subject to
the lien of Sterling Commercial Credit, LLC and the Debtors'
transfer or lien avoidance rights and claims. Comerica was granted
monthly adequate protection payments in the amount of $15,000.
Judge Houser held that unless a party-in-interest files an
objection on or before August 22, 2016, the Debtors and their
estates irrevocable waive any right or attempt to charge against
the pre-petition collateral, the collateral, the cash collateral,
the adequate protection liens, or the superpriority claim as to
Comerica. She further held that if a party-in-interest does file
an objection to the surcharge waiver provision on or before August
22, 2016, the Court will hold a hearing on the further use of cash
collateral on August 25, 2016 at 1:15 p.m., and Comerica's consent
to the use of cash collateral will be deemed withdrawn as of August
26, 2016.
A full-text copy of the Supplement to Final Order, dated July 28,
2016, is available at https://is.gd/zMFgAM
Comerica Bank is represented by:
Phillip Lamberson, Esq.
Annmarie Chiarello, Esq.
WINSTEAD PC
500 Winstead Building
2728 N. Harwood Street
Dallas, TX 75201
Telephone: (214) 745-5180
Email: plamberson@winstead.com
achiarello@winstead.com
The Official Committee of Unsecured Creditors is represented by:
Paul Labov, Esq.
David Crooks, Esq.
FOX ROTHSCHILD LLP
5420 Lyndon B. Johnson Freeway
Two Lincoln Centre, Suite 1200
Dallas, TX 75240-6215
Telephone: (972) 991-0889
Email: plabov@foxrothschild.com
dcrooks@foxrothschild.com
Republic Business Credit, LLC is represented by:
Vickie Driver, Esq.
LEWIS BRISBOIS
2100 Ross Avenue, Suite 2000
Dallas, TX 75201
Telephone: (214) 722-7123 Ext. 8123
Email: Vickie.Driver@lewisbrisbois.com
About Bailey Tool & Manufacturing Co.
On February 1, 2016, Bailey Tool & Manufacturing Company and its
affiliated debtors filed for Chapter 11 protection (Bankr. N.D.
Tex. Case No. 16-30503) and is represented by Melissa S. Hayward,
Esq., at Franklin Hayward LLP in Dallas, Texas.
The cases are assigned to Judge Barbara J. Houser. The petition
was signed by John Buttles, president. The Debtors estimated both
assets and liabilities in the range of $1 million to $10 million.
BAR-B-QUING WITH MY HONEY: Court to Take Up Exit Plan on Aug. 30
----------------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Alabama is
set to hold a hearing on August 30, at 8:30 a.m., to consider
approval of the plan proposed by Bar-B-Quing With My Honey, Inc.,
to exit Chapter 11 protection.
The bankruptcy court had earlier issued an order approving
Bar-B-Quing's disclosure statement, allowing the company to start
soliciting votes from creditors.
The July 15 order set an August 23 deadline for creditors to cast
their votes and file their objections to the restructuring plan.
About Bar-B-Quing With My Honey
Bar-B-Quing With My Honey, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Al., Case No. 15-03308) on
October 7, 2015. The case is assigned to Judge Henry A. Callaway.
The Debtor is represented by Barry A. Friedman, Esq., at Barry A.
Friedman & Associates, PC.
BEAZER HOMES: Posts $5.78 Million Net Income for Third Quarter
--------------------------------------------------------------
Beazer Homes USA, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $5.78 million on $460 million of total revenue for the three
months ended June 30, 2016, compared to net income of $12.2 million
on $429 million of total revenue for the three months ended June
30, 2015.
For the nine months ended June 30, 2016, Beazer Homes reported net
income of $5.54 million on $1.18 billion of total revenues compared
to a net loss of $12.2 million on $995 million of total revenue for
the same period during the prior year.
As of June 30, 2016, the Company had $2.31 billion in total assets,
$1.67 billion in total liabilities and $641 million in total
stockholders' equity.
The Company ended the quarter with more than $127 million of
unrestricted cash and total available liquidity of more than $240
million. During the quarter, the Company reduced outstanding debt
by nearly $30 million, bringing the fiscal year to date debt
reduction total to over $71 million. The Company now intends to
reduce debt by a total of at least $150 million during fiscal 2016,
an increase of $50 million from previous expectations.
"Our results in the third quarter built on the strength we
experienced in the first half of the year, as we generated EBITDA
growth while reducing our leverage. Our sales pace and Average
Selling Prices met our expectations in all regions, and gross
margin was up sequentially as demand benefited from employment
gains, low interest rates and a limited supply of new and used
homes," said Allan Merrill, CEO of Beazer Homes.
Mr. Merrill continued, "Looking forward, we are well positioned to
continue delivering EBITDA growth and debt reduction through a
combination of increased revenue, better operating margins and
improved capital efficiency."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/0G3TfO
About Beazer Homes
Beazer Homes USA, Inc. (NYSE: BZH) -- http://www.beazer.com/--
headquartered in Atlanta, is one of the country's 10 largest
single-family homebuilders with continuing operations in Arizona,
California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada,
New Jersey, New Mexico, North Carolina, Pennsylvania, South
Carolina, Tennessee, Texas, and Virginia. Beazer Homes is listed
on the New York Stock Exchange under the ticker symbol "BZH."
* * *
Beazer carries a 'B-' issuer credit rating, with "negative"
outlook, from Standard & Poor's.
In June 2015, Moody's Investors Service upgraded Beazer Homes USA,
Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability
of Default Rating to B3-PD from Caa1-PD.
As reported by the TCR on Sept. 4, 2015, Fitch Ratings had affirmed
the ratings of Beazer Homes USA, Inc. (NYSE: BZH), including the
company's Issuer Default Rating (IDR), at 'B-'. Beazer's 'B-' IDR
reflects the company's execution of its business model in the
current moderately recovering housing environment, land policies,
and geographic diversity.
BJORNER ENTERPRISES: Wants to Use Cash Collateral Until Dec. 31
---------------------------------------------------------------
Bjorner Enterprises, Inc. asks the U.S. Bankruptcy Court for the
Northern District of California for authorization to use cash
collateral.
The Debtor relates that the principal asset of its Estate is real
property commonly known as 2535 Madrona Ave. located in St. Helena,
California. The Debtor further relates that the Property generates
monthly income as a short term vacation rental and that this rental
income is the cash collateral of one or more of its secured
creditors.
The Property is subject to three deeds of trust in favor of:
(1) Caliber Home Loans, Inc. in the approximate amount of
$1,200,000;
(2) J.P. Morgan Chase Bank, N.A., in the approximate amount of
$525,000; and
(3) Robert Wagner Pension Trust, in the approximate amount of
$1,000,000.
The Debtor requests the Court's authority to use the cash
collateral for payment of utilities, insurance, taxes, booking
fees, gardening and other reasonable maintenance and management
expenses through December 31, 2016 or the confirmation of a Plan of
Reorganization, whichever occurs first. The Debtor says that it is
willing to grant any adequate protection which the Court deems
necessary.
The Debtor projects expenses to include, among others:
(a) Electricity: $1,200 per month;
(b) Landscaper: $600 per week; and
(c) Cleaning charges: $275 per week.
A full-text copy of the Debtor's Motion, dated July 28, 2016, is
available at https://is.gd/1nYFLN
About Bjorner Enterprises, Inc.
Bjorner Enterprises, Inc. filed a chapter 11 petition (Bankr. N.D.
Cal. Case No, 16-10637) on July 26, 2016. The petition was signed
by John Bjorner, president. The Debtor is represented by John H.
MacConaghy, Esq., at MacConaghy & Barnier, PLC. The case is
assigned to Judge Alan Jaroslovsky. The Debtor estimated assets
and debts at $1 million to $10 million at the time of the filing.
BLANCHETTE ROCKEFELLER: Case Summary & 4 Unsecured Creditors
------------------------------------------------------------
Debtor: Blanchette Rockefeller Neurosciences Institute, Inc.
8 Medical Center Drive
Morgantown, WV 26505-3409
Case No.: 16-00771
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
Northern District of West Virginia (Clarksburg)
Judge: Hon. Patrick M. Flatley
Debtor's Counsel: Rayford K. Adams, III, Esq.
SPILMAN THOMAS & BATTLE PLLC
110 Oakwood Drive, Suite 500
Winston-Salem, NC 27103
Tel: 336-725-4710
Fax: 336-725-4476
E-mail: tadams@spilmanlaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Shana Kay Phares, president and chief
executive officer.
A copy of the Debtor's list of four unsecured creditors is
available for free at http://bankrupt.com/misc/wvnb16-00771.pdf
BREITBURN ENERGY: Hires Quinn Emanuel as Conflicts Counsel
----------------------------------------------------------
Breitburn Energy Partners LP and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the Southern District
of New York to employ Quinn Emanuel Urquhart & Sullivan, LLP as
conflicts counsel.
The Debtors require Quinn Emanuel to:
a. take necessary action to protect and preserve the
Committee's interests including prosecuting actions on behalf of
the Committee, defending any action commenced against the Committee
and representing the Committee's interests in negotiations
concerning litigation in which the Committee is involved, including
objections to claims filed against the Debtors' estates filed by
other creditors or interested parties;
b. prepare, on behalf of the Committee, applications,
motions, memoranda, orders, reports and other legal pleadings on
matters as necessary for the Committee;
c. make appearances in Court and at various meetings on
matters handled by Quinn Emanuel;
d. communicate with the Debtors and other parties in interest
on matters that the Committee or Milbank considers necessary for
Quinn Emanuel to handle.
Quinn Emanuel will be paid at these hourly rates:
Eric Winston $1,050
R. Brian Timmons $1,125
David Tassa $600
Partners $855-$1200
Attorneys/Counsel $550-$1030
Law clerks/Legal Assistants $305-$370
Quinn Emanuel will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Eric Winston, partner of the firm Quinn Emanuel Urquhart &
Sullivan, LLP, assured the Court that the firm does not represent
any interest adverse to the Debtors and their estates.
The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:
-- Quinn Emanuel is charging its standard hourly rates in this
case. However, Quinn Emanuel may from time-to-time in other cases
agree with a client to vary its rates based upon various
considerations that may include, among other things, the location
of the matter
-- Quinn Emanuel did not represent the Committee or any member
of the Committee in connection with the Debtors prior to the
commencement of the Debtors' chapter 11 cases.
-- Quinn Emanuel is in the process of developing a prospective
budget and staffing plan for the Committee's review and approval.
Furthermore, Quinn Emanuel understands that the Committee, along
with the Debtors and the U.S. Trustee, will maintain active
oversight of Quinn Emanuel's billing practices.
Quinn Emanuel may be reached at:
Eric Winston, Esq.
R. Brian Timmons, Esq.
David Tassa, Esq.
Quinn Emanuel Urquhart & Sullivan, LLP
866 South Figueroa Street, 10th Floor
Los Angeles, CA 90017
Tel: (213)443-3000
About Breitburn Energy
Breitburn Energy Partners LP and 21 of its affiliates filed
voluntary petitions for relief under Chapter 11 of the Bankruptcy
Code (Bankr. S.D.N.Y. Lead Case No. 16-11390) on May 15, 2016,
listing assets of $4.71 billion and liabilities of $3.41 billion.
Breitburn Energy et al., are an independent oil and gas partnership
engaged in the acquisition, exploitation and development of oil and
natural gas properties, Midstream Assets, and a combination of
ethane, propane, butane and natural gasolines that when removed
from natural gas become liquid under various levels of higher
pressure and lower temperature, in the United States. The Debtors
conduct their operations through Breitburn Parent's wholly-owned
subsidiary, Breitburn Operating LP, and BOLP's general partner,
Breitburn Operating GP LLC.
The Debtors have engaged Weil Gotshal & Manges LLP as counsel,
Alvarez & Marsal North America, LLC as financial advisor, Lazard
Freres & Co. LLC as investment banker, and Prime Clerk LLC as
claims and noticing agent. Curtis, Mallet-Prevost, Colt & Mosle
LLP serves as their conflicts counsel.
The cases are pending before the Honorable Stuart M. Bernstein.
The U.S. trustee for Region 2 appointed three creditors of
Breitburn Energy Partners LP and its affiliates to serve on the
official committee of unsecured creditors. The committee retained
Milbank, Tweed, Hadley & McCloy LLP as its legal counsel.
BUILDERS FIRSTSOURCE: Two Directors Resign
------------------------------------------
The Board of Directors of Builders FirstSource accepted the
resignations of David Barr and Michael Graff from the Board.
Messrs. Barr and Graff are affiliated with Warburg Pincus Private
Equity IX, L.P., and their respective resignations were tendered in
connection with Warburg Pincus divesting its remaining interest in
the Company in May. Neither resignation resulted from a
disagreement with the Company, the Board, or the Company's
independent accountants regarding its operations, policies, or
practices, as disclosed in a Form 8-K report filed with the
Securities and Exchange Commission.
I connection with the resignations of Messrs. Barr and Graff from
the Board, the Board reduced the number of directors comprising the
Board from ten to eight.
About Builders FirstSource
Headquartered in Dallas, Texas, Builders FirstSource --
http://www.bldr.com/-- is a supplier and manufacturer of
structural and related building products for residential new
construction. The Company operates 56 distribution centers and 56
manufacturing facilities in nine states, principally in the
southern and eastern United States. Manufacturing facilities
include plants that manufacture roof and floor trusses, wall
panels, stairs, aluminum and vinyl windows, custom millwork and
pre-hung doors. Builders FirstSource also distributes windows,
interior and exterior doors, dimensional lumber and lumber sheet
goods, millwork and other building products.
Builders Firstsource reported a net loss of $22.8 million on $3.56
billion of sales for the year ended Dec. 31, 2015, compared to net
income of $18.2 million on $1.60 billion of sales for the year
ended Dec. 31, 2014.
* * *
As reported by the TCR on July 15, 2015, Standard & Poor's Ratings
Services said it raised its corporate credit rating on Builders
FirstSource Inc. to 'B+' from 'B'.
"The stable outlook reflects our view that Builders FirstSource
will continue to increase sales and EBITDA as U.S. residential
construction continues to recover from an historic downturn and the
company realizes significant synergies from the merger. As a
result, we expect some improvement in the company's leverage
measures over the next 12 to 24 months while it maintains adequate
liquidity," said Standard & Poor's credit analyst Pablo Garces.
In the May 13, 2014, edition of the TCR, Moody's Investors Service
upgraded Builders FirstSource's Corporate Family Rating to 'B3'
from 'Caa1'. The upgrade reflects Moody's expectation that BLDR's
operating performance will continue to benefit from improved
housing construction, repair and remodeling.
BURCON NUTRASCIENCE: Incurs C$6.6-Mil. Net Loss in Fiscal 2016
--------------------------------------------------------------
Burcon NutraScience Corporation filed with the Securities and
Exchange Commission its annual report on Form 20-F disclosing a net
loss of C$6.56 million on C$106,390 of revenue for the year ended
March 31, 2016, compared to a net loss of C$6.57 million on
C$105,387 of revenue for the year ended March 31, 2015.
As of March 31, 2016, Burcon had C$4.85 million in total assets,
C$740,845 in total liabilities and C$4.11 million in shareholders'
equity.
"The Company's ability to continue as a going concern is dependent
upon the Company raising additional capital. On May 12, 2016, the
Company completed a convertible note financing for $2,000,000, with
net proceeds of approximately $1,934,000. Although the Company
expects to receive royalty revenues from its license and production
agreement (Soy Agreement) with Archer Daniels Midland Company
("ADM") from the sales of CLARISOY, the amount of royalty revenues
cannot be ascertained at this time. Burcon expects the amount of
royalty revenues from the sales of CLARISOY will not reach its full
potential until such time production is expanded to one or more
full-scale commercial facilities."
A full-text copy of the Form 20-F is available for free at:
https://is.gd/mGSjkq
About Burcon NutraScience
Headquartered in Vancouver, Canada, Burcon NutraScience
Corporation has developed a portfolio of composition, application,
and process patents originating from its core protein extraction
and purification technology. The Company's patented processes
utilize inexpensive oilseed meals and other plant-based sources
for the production of purified plant proteins that exhibit certain
nutritional, functional and nutraceutical profiles.
BURCON NUTRASCIENCE: Notifies Shareholders of Annual Meeting Agenda
-------------------------------------------------------------------
Burcon NutraScience Corporation's Annual Meeting will be held on
Sept. 8, 2016, at 10:00 a.m. (Vancouver time) in the Strategy Room,
Room 320 at The Morris J. Wosk Centre for Dialogue, 580 West
Hastings Street, Vancouver, British Columbia, V6B 1L6, for these
purposes:
a) to receive the report of the directors;
b) to receive the audited consolidated financial statements of
the Corporation for the fiscal year ended March 31, 2016,
together with the report of the auditors thereon;
c) to elect directors for the ensuing year;
d) to appoint auditors and to authorize the directors to fix
their remuneration;
e) to transact such other business as may properly come before
the Meeting or any adjournment of the Meeting; and
f) to consider any amendment to or variation of any matter
identified in this Notice.
"Our Management Proxy Circular and form of proxy accompany this
Notice. The Management Proxy Circular contains details of matters
to be considered at the Meeting."
"If you are unable to attend the Meeting in person and wish to
ensure that your shares will be voted at the Meeting, you must
complete, date, execute and deliver the accompanying form of proxy
by fax at 1-866-249-7775 (within North America) or (416) 263-9524
(outside North America), by hand or by mail to Computershare
Investor Services Inc. at Proxy Dept., 100 University Avenue, 8th
Floor, Toronto, Ontario, M5J 2Y1, in accordance with the
instructions set out in the form of proxy and in the Management
Proxy Circular."
About Burcon NutraScience
Headquartered in Vancouver, Canada, Burcon NutraScience
Corporation has developed a portfolio of composition, application,
and process patents originating from its core protein extraction
and purification technology. The Company's patented processes
utilize inexpensive oilseed meals and other plant-based sources
for the production of purified plant proteins that exhibit certain
nutritional, functional and nutraceutical profiles.
Burcon NutraScience reported a net loss of C$6.56 million on
C$106,390 of revenue for the year ended March 31, 2016, compared to
a net loss of C$6.57 million on C$105,387 of revenue for the year
ended March 31, 2015.
As of March 31, 2016, Burcon had C$4.85 million in total assets,
C$740,845 in total liabilities and C$4.11 million in shareholders'
equity.
BURGI CORPORATION: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Burgi Corporation
350 Dunwoody LN
Columbia Falls, MT 59912
Case No.: 16-60771
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
District of Montana (Butte)
Judge: Hon. Ralph B. Kirscher
Debtor's Counsel: Maggie W Stein, Esq.
GOODRICH & REELY PLLC
2812 First Ave North, Suite 301
Billings, MT 59101
Tel: 406-256-3663
Fax: 406-256-3660
E-mail: Maggie@Goodrichreely.com
Total Assets: $532,282
Total Liabilities: $1.08 million
The petition was signed by Robert Burgi, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mtb16-60771.pdf
BURGI ENGINEERS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Burgi Engineers LLC
1091 Rose Crossing
Kalispell, MT 59901
Case No.: 16-60770
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court of Montana
District of Montana (Butte)
Judge: Hon. Ralph B Kirscher
Debtor's Counsel: James A Patten, Esq.
PATTEN PETERMAN BEKKEDAHL & GREEN
Ste 300, The Fratt Bldg
2817 2nd Ave N
Billings, MT 59101
Tel: (406) 252-8500
Fax: (406) 294-9500
E-mail: apatten@ppbglaw.com
Total Assets: $626,204
Total Liabilities: $1.36 million
The petition was signed by Robert Burgi, member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/mtb16-60770.pdf
C & D PRODUCE: Has Until November 17 to File Plan
-------------------------------------------------
Honorable Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida, West Palm Beach Division, extended
the period by which C & D Produce Outlet, Inc., and C & D Produce
Outlet - South, Inc., has exclusive right to file a plan of
reorganization through and including November 17, 2016.
Judge Hyman further orders that if the Debtors file a plan of
reorganization on or before November 17, then they will continue to
have the exclusive right to obtain acceptances of any such filed
plan through and including 60 days from the said date, to wit:
January 17, 2017.
Counsel for the Debtors:
Craig I. Kelley, Esq.
KELLEY & FULTON, P.L.
1665 Palm Beach Lakes Blvd
Suite 1000
West Palm Beach, FL 33401
Telephone: (561) 491-1200
Facsimile: (561) 684-3773
Email: dana@kelleylawoffice.com
About C & D Produce
C & D Produce Outlet, Inc., and C & D Produce Outlet - South, Inc.,
filed separate chapter 11 petitions (Bankr. S.D. Fla. Case Nos.
16-15760 and 16-15764) on April 21, 2016. The Debtors are
represented by Craig I Kelley, Esq., at Kelley & Fulton, P.L., in
West Palm Beach, Fla. At the time of the filing, the Debtors
estimated their assets and debts at less than $1 million.
C & S COMPANY: Case Summary & 4 Unsecured Creditors
---------------------------------------------------
Debtor: C & S Company
2915 Coleman Street
North Las Vegas, NV 89032
Case No.: 16-14155
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. Laurel E. Davis
Debtor's Counsel: David J. Winterton, Esq.
DAVID WINTERTON & ASSOCIATES, LTD
1140 N Town Center DR, Ste 120
Las Vegas, NV 89144
Tel: (702) 363-0317
Fax: (702) 363-1630
E-mail: david@davidwinterton.com
autumn@davidwinterton.com
Total Assets: $120,000
Total Liabilities: $2.42 million
The petition was signed by Stacey Lindburg, president.
A copy of the Debtor's list of the four unsecured creditors is
available for free at http://bankrupt.com/misc/nvb16-14155.pdf
CADILLAC NURSING: Same Quality Care Provided, Says 4th PCO Report
-----------------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for Cadillac Nursing
Home, Inc., filed a Fourth Report as to the quality of patient care
rendered by the Debtor for the period May 25, 2016 to July 19,
2016.
Since the PCO's last report, the Debtor has maintained all of its
services and is delivering similar quality care to essentially the
same patient population.
The administration has confirmed that the Debtor has maintained its
relationship with its suppliers and that there were no
interruptions in service, nor any changes in medical supplies or
interruption in service.
The PCO can be contacted 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
About Cadillac Nursing Home
Cadillac Nursing Home, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Mich. Case No. 16-41554) on Feb. 8, 2016. The
petition was signed by Bradley Mali, as president.
The cases are pending before the Honorable Thomas J. Tucker. The
Debtor listed estimated assets and liabilities $1 million to $10
million.
The Debtor is represented by Michael E. Baum, Esq., and Kim K.
Hillary, Esq., of Schafer & Weiner PLLC in Bloomfield Hills, Mich.
The Debtor, doing business as St. Francis Nursing Center, is a
privately owned and licensed long term skilled nursing facility
located at 1533 Cadillac Boulevard., Detroit, Mich. It consists of
81 licensed beds, located within the Debtor-owned facility. It
employs nearly 84 full and part-time employees.
CAESARS ENTERTAINMENT: Chinese Group to Pay $4.4B for Mobile Games
------------------------------------------------------------------
Paul Mozur, writing for The New York Times' DealBook, reported that
a consortium of Chinese investors led by the game company Shanghai
Giant Network Technology said in a statement on July 30 that it
would pay $4.4 billion to Caesars Interactive Entertainment for
Playtika, its social and mobile games unit. Caesars Interactive is
controlled by the owners of Caesars Palace and other casinos in Las
Vegas and elsewhere.
According to the report, the Chinese consortium -- which also
includes Yunfeng Capital, the private equity fund of Jack Ma, the
chairman of Alibaba -- said it would allow Playtika, based in
Israel, to continue to operate independently. The all-cash deal,
which is expected to close by the end of the year, does not include
Caesars Interactive's World Series of Poker game or its other
real-money game businesses, the report related.
In recent years, the Montreal-based Caesars Interactive has built
Playtika, which it acquired in 2011, into a major player in the
world of smartphone-based casino-style games, the report further
related. While many of Playtika's games, like Slotomania and Bingo
Blitz, are free to play, users can also pay for virtual currency
and items to enhance play, the report said. The virtual currency
used in Playtika games will continue to be not exchangeable for
real money, the report added, citing the statement.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended
and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No. 15-10047) on Jan. 12, 2015. The bondholders are represented
by
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed seven noteholders to serve in the
Official Committee of Second Priority Noteholders and nine members
to serve in the Official Unsecured Creditors' Committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11
examiner.
* * *
The U.S. Bankruptcy Court for the Northern District of Illinois
approved the adequacy of the disclosure statement explaining the
second amended joint Chapter 11 plan of reorganization of Caesars
Entertainment Operating Company Inc. and its debtor-affiliates.
The Court set Oct. 31, 2016, at 4:00 p.m. (prevailing Central
Time)
as last day for any holder of a claim entitle to vote to accept or
reject the Debtors' plan.
A hearing is set for Jan. 17, 2017, at 10:30 a.m. (prevailing
Central Time) in Courtroom No. 642 in the Everett McKinley Dirksen
United States Courthouse, 219 South Dearborn Street, Chicago,
Illinois, to confirm the Debtors' plan. Objections to
confirmation, if any, are due Oct. 31, 2016, at 4:00 p.m.
(prevailing Central Time).
CAPITAL INVESTMENTS: Selling 3 Parcels to Mid-Atlantic for $315K
----------------------------------------------------------------
Capital Investments, LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Virginia to authorize the sale of three parcels
of improved residential real property to Mid-Atlantic Loans, LLC,
for $315,000.
As of the Petition Date, Debtor owned the following three parcels
of improved residential real property ("Properties"):
a. 15003 Alaska Road, Woodbridge, Prince William County,
Virginia 22191 ("Alaska Road Property");
b. 303 Gibson Dr., Oxon Hill, Prince George's County, Maryland
20745 ("Gibson Drive Property"); and
c. 6908 G St., Capitol Heights, Prince George's County, Maryland
20743 ("G Street Property").
The Debtor wishes to sell the Properties to Mid-Altantic as
follows:
1. the Alaska Road Property for a purchase price of $125,000
pursuant to that Residential Sales Contract (Virginia);
2. the Gibson Drive Property for a purchase price of $130,000
pursuant to that GCAAR Sales Contract; and
3. the G Street Property for a purchase price of $60,000
pursuant to that GCAAR Sales Contract.
A copy of the three contracts attached to the Motion is available
for free at:
http://bankrupt.com/misc/Capital_Investments_312_Sales.pdf
The Properties are encumbered by (i) a properly perfected first
position deed of trust lien to secure a loan from John Marshall
Bank ("JMB") to the Debtor, and (ii) a properly perfected second
position deed of trust lien to secure a loan from G.W. Investments,
Inc. ("GWI") to the Debtor. The amounts owed to JMB and GWI with
respect to each loan are more particularly described in that
certain Motion for Relief from Automatic Stay and supporting
exhibits filed by JMB on Dec. 18, 2015. By Order entered on Jan.
12, 2016 ("Lift Stay Order"), the Court lifted and terminated the
automatic stay so as to permit JMB to pursue its contractual and
state law rights against its collateral, including the Properties.
Following entry of the Lift Stay Order, JMB, GWI and the Debtor
reached an agreement under which each of the properties subject to
the Lift Stay Order (including the Properties) could be marketed
and sold in lieu of foreclosure, at the discretion of JMB. JMB
assumed responsibility for marketing each Property for sale.
With respect to each Property, JMB and GWI have agreed that they
will release their liens at closing on the sale of each property in
exchange for GWI receiving a sum equal to 1.5% of the purchase
price for each property ("GWI Payoff") and JMB receiving the net
proceeds of sale (after payment of all seller closing costs and
unpaid real estate taxes), less payment at closing (a) of the GWI
Payoff, and (b) to the Debtor of (i) a carve-out of $1,500 per
property, (ii) all legal fees incurred by the Debtor in connection
with efforts to obtain court approval of any sale of such property,
(iii) any fees for management services provided by Analytic
Financial Group, LLC in connection with such property, and (iv) the
Pro Rata Quarterly Fees, all of which sums in part (b) would be
paid to the Debtor's bankruptcy estate and held pending further
order of the Court.
Mid-Atlantic has tendered or will tender a deposit of $12,500 on
the Alaska Road Property, a deposit of $13,000 on the Gibson Drive
Property, and a deposit of $6,000 on the G Street Property, to be
held in escrow. Closing will occur within 15 days after entry of
an approval order. Each Property is being sold in "as-in"
condition. There are no brokerage fees associated the proposed
sales, either to a listing broker or a buyer's agent.
Capital Investments' attorneys:
Robert M. Marino, Esq.
REDMON, PEYTON & BRASWELL, LLP
510 King Street, Suite 301
Alexandria, Virginia 22314-3143
Telephone: (703) 684-2000
Facsimile: (703) 684-5109
E-mail: rmmarino@rpb-law.com
About Capital Investments
Capital Investments, LLC, is a Virginia limited liability company
in the business of purchasing, renovating, and selling residential
real property in Maryland, Virginia and Florida. Its sole
member is Abbas Ghassemi.
On Oct. 7, 2015, Ghassemi filed a voluntary petition for relief
under Chapter 7 of the Bankruptcy Code (Bankr. E.D. Va. Case No.
15-13511).
Capital Investments, LLC, sought Chapter 11 protection (Bankr. E.D.
Va. Case No. 15-13600) on Oct. 15, 2015. The petition was signed
by Ghassemi, manager. The Hon Judge Robert G. Mayer is assigned to
the case. The Debtor estimated assets of $1 million to $10 million
and $1 million to $10 million in debt.
CHF-COOK LLC: S&P Lowers Rating on 2015B Revenue Bonds to 'BB-'
---------------------------------------------------------------
S&P Global Ratings lowered its long-term rating three notches, to
'BB-' from 'BBB-' on Illinois Finance Agency's series 2015A and
2015B student housing revenue bonds, issued on behalf of CHF-Cook
LLC, a not-for-profit corporation organized for the sole purpose of
constructing this student housing project for Northeastern Illinois
University (NEIU or the university) on its campus. The outlook is
negative.
"The rating action follows today's downgrade of NEIU's debt to 'BB'
from 'BBB+'," said S&P Global Ratings credit analyst Ashley
Ramchandani. S&P's criteria for rating off-balance sheet student
housing projects in the investment-grade rating category requires
that we rate the university itself 'BBB+' or higher.
The approximately $38.9 million in series 2015 bond proceeds were
used to finance the design, development, construction, and
equipment of a 440-bed student housing facility located on NEIU's
campus. Bond proceeds were also used to fund capitalized interest
through February 2017 (six months past the project's expected
completion date), and to fund a debt service reserve fund
equal to maximum annual debt service (MADS). The 2015 bonds are
nonrecourse obligations of CHF-Cook, secured by the net revenues of
the housing project funded by the bonds. A leasehold mortgage and
security agreement provide additional security for bondholders to
supplement the pledge of the new housing complex revenues.
Additionally, the university has made an equity contribution of
$3.5 million at closing and that equity contribution has been fully
utilized. Management reports that the project currently on budget
and is anticipated to open on time for the fall 2016 academic year.
CITY TOURS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------
Debtor: City Tours, Inc.
1615 South San Marcos
San Antonio, TX 78207
Case No.: 16-51690
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
Western District of Texas (San Antonio)
Judge: Hon. Ronald B. King
Debtor's Counsel: Dean William Greer, Esq.
2929 Mossrock, Suite 117
San Antonio, TX 78230
Tel: 210-342-7100
Fax: 210-342-3633
E-mail: dwgreer@sbcglobal.net
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Edward Torres, president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/txwb16-51690.pdf
CLAIRE'S STORES: Banking on Back-to-School Sales to Skip Bankruptcy
-------------------------------------------------------------------
The American Bankruptcy Institute, citing Josh Kosman and James
Covert Of The New York Post, reported that teen retailer Claire's
Stores needs a big sales lift from back-to-school or the business
will likely go bankrupt.
"The situation depends on the real cash flow in the next couple of
months," the report cited a source with direct knowledge of the
situation as saying. "You have to think more likely than not it
will result in bankruptcy."
According to the report, for the accessories retailer, with nearly
3,000 stores and loaded with so much debt that sucks every penny of
profit off its books, a lot of fashionable jewelry and accessories
will have to be sold.
Back-to-school is the chain's second-busiest time of the year next
to the holiday season, the report cited Claire's former Vice Chair
Marla Schaefer, whose family founded the business and sold it to
Apollo Global Management in 2007.
Claire's owes lenders $2.4 billion, the report related. In the six
months ended June 30, it projects generating $72 million in profits
-- but owes $110 million in interest, the report further related.
About Claire's Stores
Claire's Stores, Inc. -- http://www.clairestores.com/-- operates
as a specialty retailer of fashion accessories and jewelry for
preteens and teenagers, as well as for young adults in North
America and internationally. It offers jewelry products that
comprise costume jewelry, earrings, and ear piercing services; and
accessories, including fashion accessories, hair ornaments,
handbags, and novelty items.
Based in Pembroke Pines, Florida, Claire's Stores operates under
two brands: Claire's(R), which operates worldwide and Icing(R),
which operates only in North America. As of Jan. 31, 2009,
Claire's Stores, Inc., operated 2,969 stores in North America and
Europe. Claire's Stores also operates through its subsidiary,
Claire's Nippon, Co., Ltd., 213 stores in Japan as a 50:50 joint
venture with AEON, Co., Ltd. The Company also franchises 198
stores in the Middle East, Turkey, Russia, South Africa, Poland
and Guatemala.
As of April 30, 2016, Claire's Stores had $2.27 billion in total
assets, $2.87 billion in total liabilities and a stockholders'
deficit of $606 million.
* * *
The TCR reported on April 11, 2016, that Moody's Investors Service
downgraded Claire's Stores, Inc. Corporate Family Rating (CFR) and
Probability of Default Rating to Caa3 and Caa3-PD, respectively.
"[The] downgrades reflect our view that there is an acute
likelihood of a debt restructuring ahead of the June 2017 maturity
of Claire's subordinated notes due to continuing erosion of
liquidity and weak operating performance," stated Moody's Vice
President Charlie O'Shea.
As reported by the TCR on May 20, 2016, S&P Global Ratings raised
its corporate credit rating on Florida-based Claire's Stores Inc.
to 'CCC-' from 'SD'. The outlook is negative.
CLAYTON WILLIAMS: S&P Affirms 'CCC+' CCR, Outlook Negative
----------------------------------------------------------
S&P Global Ratings affirmed its 'CCC+' corporate credit rating on
Texas-based oil and gas exploration and production company Clayton
Williams Energy Inc. The outlook is negative.
At the same time, S&P affirmed its 'B' issue-level rating on the
company's senior secured reserve-base lending (RBL) facility; the
recovery rating remains '1', indicating S&P's expectation of very
high (90%-100% recovery in the event of a payment default. S&P
also affirmed its 'CCC+' issue-level rating on the company's $350
million secured second-lien term loan, with a recovery rating of
'3', indicating S&P's expectation of meaningful (50% to 70%; higher
end of range) recovery in the event of a payment default. S&P also
affirmed its 'CCC-' issue-level rating on the company's senior
unsecured debt. The recovery rating on this debt remains '6',
indicating S&P's expectation of negligible (0%-10%) recovery in the
event of default.
"Our affirmation reflects our opinion that Clayton Williams' tender
offer is opportunistic rather than distressed," said S&P Global
Ratings credit analyst Christine Besset.
Although, typically, a tender offer below par conducted by a
company rated in the 'CCC' category would be viewed as distressed,
S&P considers this offer as treasury management, and therefore
opportunistic, as the discount to par is minimal, Clayton Williams
has significant excess cash reserves on its balance sheet and can
fund the tender without incurring additional debt. In addition,
the tender is being conducted several quarters before the maturity
of the bond (in 2019) and the default scenario implicit in the
'CCC' category rating is unrelated to the tender offer.
The ratings on Midland Texas-based Clayton Williams Energy continue
to reflect S&P's assessment that the company's debt leverage is
unsustainable, debt to EBITDA expected to average above 15x over
the next three years. The ratings also reflect S&P's assessment of
liquidity as adequate.
The negative outlook reflects S&P's expectation that Clayton
Williams' liquidity will deteriorate in 2016 under S&P's current
pricing assumptions barring asset sales or capital markets
transactions, since S&P forecasts that EBITDA will not cover
interest and capital spending. S&P could lower the ratings if it
could foresee a specific scenario of default within 12 months.
S&P could revise the outlook to stable if it expected Clayton
Williams to generate enough cash flow to cover interest payments
and maintenance capital expenditures on a sustained basis. Such a
scenario would most likely occur if oil prices recovered
meaningfully.
CLEVELAND BIOLABS: Regains Compliance with NASDAQ Rule
------------------------------------------------------
On July 14, 2016, Cleveland BioLabs, Inc., received formal
notification from NASDAQ, which notification was subsequently
revised on July 15, 2016, regarding its non-compliance with the
Listing Rules of the NASDAQ Stock Market. Under NASDAQ Listing Rule
5605(c)(2)(A), the audit committee of the Company's board of
directors must be comprised of at least three independent
directors. As a result of two previously disclosed resignations
from the audit committee of the Company's board of directors, the
Company then had only one director who is independent under the
NASDAQ Listing Rules serving on the committee.
On July 21, 2016, the Board appointed Alexander Andryushechkin and
Randy Saluck J.D., MBA, as replacement directors to fill the
vacancies on the audit committee created by the resignations. As a
result of these new appointments, on July 27, 2016, the Company was
notified by NASDAQ that it had regained compliance with NASDAQ
Listing Rule 5605(c)(2) for continued listing and that the matter
is now closed.
About Cleveland BioLabs
Cleveland BioLabs, Inc. (NASDAQ: CBLI) is a biopharmaceutical
company developing novel approaches to activate the immune system
and address serious unmet medical needs. The Buffalo, New
York-based company's proprietary platform of toll-like immune
receptor activators has applications in radiation mitigation,
oncology immunotherapy and vaccines.
Cleveland reported a net loss of $13.04 million on $2.70 million of
grants and contracts revenues for the year ended Dec. 31, 2015,
compared to net income of $35,366 on $3.70 million of grants and
contracts revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Cleveland Biolabs had $19.8 million in total
assets, $4.85 million in total liabilities and $14.9 million in
total stockholders' equity.
COLLAVINO CONSTRUCTION: Port Authority to Pay $12.3MM to Fund Plan
------------------------------------------------------------------
Collavino Construction Co. Inc. has filed a Chapter 11 plan of
liquidation that is based upon a settlement of its $87 million
claim against the Port Authority of New York and New Jersey.
The plan proposes to pay creditors through the Port Authority
officials' payment of $12.3 million to the construction company to
settle the dispute.
Collavino, an Ontario-based construction company that helped build
the One World Trade Center skyscraper in Manhattan, has demanded
the agency to pay $87 million for the job.
The Port Authority, however, denied any liability and filed claims
against the company and Collavino Construction Co. Limited, each in
the amount of $83 million. As part of the settlement, the agency
will not pursue those claims.
Under the proposed plan, general unsecured creditors of Collavino
will recover 55% of their claims while general unsecured creditors
of its affiliate will be paid in full, according to the disclosure
statement filed with the U.S. Bankruptcy Court for the Southern
District of New York.
A copy of the disclosure statement detailing the liquidating plan
is available for free at https://is.gd/GSHK0p
About Collavino Construction
Family-owned The Collavino Group owns entities that operate in
various sectors of the construction industry in the New York-New
Jersey metropolitan area, Canada, and the Detroit metropolitan
area. The Collavino Group performs contracts in both the public and
private sectors as a general contractor, design-build consultant,
construction manager and prime subcontractor for cast-in-place and
precast concrete works.
CCCI sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
14-12908) on Oct. 17, 2014 CCCL sought Chapter 11 protection
(Bankr. S.D.N.Y. Case No. 15-10344) on Feb. 18, 2015.
CCCL disclosed $88,418,514 in assets and $6,274,097 in liabilities
as of the Chapter 11 filing.
Judge Shelley C. Chapman presides over the cases. The Court has
entered an order approving joint administration of the two cases.
The Debtors tapped Cullen and Dykman LLP as counsel, and Peckar &
Abramson, P.C., as special litigation counsel.
COLONY BEACH: Court Narrows Claims in Breakpointe Suit
------------------------------------------------------
Judge J. Rodney May of the United States Banruptcy Court for the
Middle District of Florida, Tampa Division, has issued a memorandum
opinion on the cross motions for summary judgment filed in the
adversary proceeding captioned BREAKPOINTE, LLC and COLONY BEACH
AND TENNIS CLUB ASSOCIATION, INC., for itself and on behalf of ALL
UNIT OWNERS, Plaintiffs, v. COLONY LENDER, LLC, Defendant, Adv.
Proc. No 8:14-ap-776-KRM (Bankr. M.D. Fla.).
Colony Lender LLC's Motion for Summary Judgment as to Counts I and
II of the Trustee's complaint was denied. The Trustee's Cross
Motion for Summary Judgment was granted as to Count I of the
Trustee's complaint. The Cross Motion for Summary Judgment filed
by the Colony Beach and Tennis Club Association was granted as to
Count I of its three-count complaint. Similarly, the Cross Motion
for Summary Judgment filed by Breakpointe, LLC was granted as to
Count I of its one-count complaint. Colony Lender's Cross Motion
for Summary Judgment as to the Association's Intervenor Complaint
was denied. And, finally, Colony Lender's Cross Motion for Summary
Judgment as to Breakpointe's Intervenor Complaint was denied.
The bankruptcy case is In re COLONY BEACH AND TENNIS CLUB, INC.
COLONY BEACH, INC. RESORTS MANAGEMENT, INC., Debtors, Case Nos.
8:13-bk-00348-KRM, 8:13-bk-00350-KRM, 8:13-bk-00354-KRM (Bankr.
M.D. Fla.).
A full-text copy of Judge May's July 20, 2016 memorandum opinion is
available at https://is.gd/YbFuRb from Leagle.com.
Douglas N. Menchise is represented by:
Michael C. Markham, Esq.
JOHNSON POPE BOKOR RUPPEL & BURNS LLP
911 Chestnut Street
Clearwater, FL 33756
Tel: (727)461-1818
Fax: (727)441-8617
Breakpointe, LLC is represented by:
Robert C. Goodrich, Jr.
BURR & FORMAN LLP
Nashville City Center
511 Union Street, Suite 2300
Nashville, TN 37219
Tel: (615)724-3200
Fax: (615)724-3290
Email: bgoodrich@burr.com
Colony Lender, LLC is represented by:
Michael D. Assaf, Esq.
ASSAF & SIEGAL PLLC
16 Corporate Woods Blvd.
Albany, NY 12211-2350
Tel: (518)431-1000
Email: massaf@assafandsiegal.com
-- and --
Morgan R. Bentley, Esq.
BENTLEY & BRUNING P.A.
783 S. Orange Ave, Suite 220
Sarasota, FL 34236
Tel: (941)549-8963
Fax: (941)312-5316
Colony Beach & Tennis Club Association, Inc. is represented by:
Adam L. Alpert, Esq.
Laura B. Labbee, Esq.
Jeffrey W. Warren, Esq.
BUSH ROSS P.A.
1801 North Highland Ave
Tampa, FL 33602
Tel: (813)224-9255
Fax: (813)223-9620
Email: aalpert@bushross.com
jwarren@bushross.com
COLORADO EDUCATIONAL: Fitch Affirms 'B' Rating on $34MM Bonds
-------------------------------------------------------------
Fitch Ratings has affirmed the underlying 'B' rating on
$34 million of outstanding Colorado Educational and Cultural
Facilities revenue bonds (series 2004, 2008, and 2010A&B) issued on
behalf of The Academy.
The Rating Outlook remains Positive.
SECURITY
The bonds are ultimately payable from lease payments made by The
Academy to two building corporations, subject to annual
appropriation. The building corporations have mortgage interests
in the school facilities financed by the separately secured series
2004 and 2008 bonds and series 2010A and 2010B bonds. Cash-funded
debt service reserves for all four series of bonds provide
additional bondholder protection.
KEY RATING DRIVERS
IMPROVED DEBT SERVICE COVERAGE: The Academy generated just over 1x
maximum annual debt service (MADS) coverage in fiscal 2015,
contributing to the continued Positive Outlook. These positive
results are due to a trend of growing enrollment and improved cash
flow. The debt burden remains high at 21%.
OPERATING LOSSES: The Academy recorded a full-accrual operating
loss in fiscal 2015 and another loss is expected in 2016. Reported
deficits reflect non-cash pension expenses related to recent
accounting changes. Favorably, however, The Academy's operations
are positive on a cash basis.
CONSISTENT ENROLLMENT GROWTH: The Academy has benefited from
consistent enrollment growth, although further growth will be
limited as The Academy schools are approaching capacity.
THIN LIQUIDITY: The Academy has modest balance sheet cushion. At
fiscal year end (FYE) 2015, available funds-to-operating expenses
measured 10.3% and available funds-to-debt measured 5.1%.
RATING SENSITIVITIES
IMPROVEMENT IN CORE OPERATIONS: An upgrade may be warranted if The
Academy continues to demonstrate core operating strength and
improved cash flow and debt service coverage (translating to
maintenance of MADS coverage of at least 1.0x).
CHARTER SCHOOL SECTOR RISKS: A limited financial cushion;
substantial reliance on enrollment-driven, per-pupil funding, and
charter renewal risk are credit concerns common among all charter
school transactions that, if pressured, would affect the rating
negatively.
CREDIT PROFILE
Located in Westminster, Colorado, The Academy has been in operation
since 1994. The school operates under a single charter for all
grade levels through high school.
OPERATING LOSSES
The Academy recorded an operating loss on a full-accrual basis in
fiscal 2015 (-12.2%, adjusted to include interest expense) and
another loss is expected in fiscal 2016. Fitch notes that these
losses are due in part to increases in non-cash pension expenses
resulting from GASB accounting changes.
The Academy has a track record of positive cash flow generation,
however. In fiscal 2015, adjusted net income available for debt
service (adjusted to add back depreciation/amortization, interest,
and non-cash pension expenses) measured $3.2 million (22% of total
operating revenue). Continued improvement in cash flow from core
operations could contribute to a rating upgrade.
CONSISTENT ENROLLMENT GROWTH
The Academy has benefited from consistent enrollment growth. Based
on preliminary estimates for the 2016 - 2017 school year, total
enrollment will increase 0.4% over the prior year and 67% since
2008 - 2009. The enrollment trends have benefited top-line revenue
growth, which increased nearly 60% between fiscal 2011 and fiscal
2015. Further enrollment growth will be limited, however, as The
Academy schools are approaching capacity.
ADEQUATE COVERAGE OF ELEVATED DEBT
The Academy's debt service coverage is adequate despite operating
losses. In fiscal 2015, MADS coverage measured an adequate 1.05x
(based on calculating adjusted net income available for debt
service, adding back depreciation/ amortization, interest, and
non-cash pension expenses). Maintenance of MADS coverage above
1.0x could contribute to an upgrade. While the MADS burden is
high, at 21% of operating revenue in fiscal 2015, the measure has
seen continued improvement. The Academy does not have new money
debt plans.
The Academy contributes to the Academy Division Trust Fund, a
cost-sharing multiple-employer defined benefit pension plan
administered by the Public Employees' Retirement Association of
Colorado (PERA). Based on GASB 68, The Academy now reports its
estimated pension liability on the balance sheet (the reported net
pension liability was $21.7 million at FYE 2015). Management
reports that when an employee leaves The Academy the portion of the
liability associated with the employee does not remain with The
Academy.
FAVORABLE ACADEMIC PERFORMANCE
Fitch believes The Academy maintains a favorable relationship with
the Colorado Charter School Institute (The Academy's charter school
authorizer). The Academy achieved the highest category rating on
CSI's rating for academic results. The Academy's charter expires
June 30, 2019.
FAVORABLE REGULATORY ENVIRONMENT
The Academy should continue to benefit from a regulatory
environment that is favorable to charter schools in Colorado.
Additionally, the Denver area is experiencing strong population
trends. For example, population growth in both Adams and Jefferson
counties (Westminster is domiciled in both counties) is outpacing
the national average, with particularly strong trends in Adams (US
Census Bureau data). These population trends should provide strong
demand for The Academy in the coming years. Additionally, The
Academy does not anticipate new charter school competition in the
area in the near term.
THIN LIQUIDITY
The Academy has modest balance sheet cushion to offset unexpected
operating challenges. At FYE 2015, available funds-to-operating
expenses measured 10.3% and available funds-to-debt measured 5.1%.
Available funds-to-debt should at least be maintained as The
Academy does not have new money debt plans. Fitch notes that The
Academy is "TABOR compliant", a state mandate in Colorado to
maintain reserves of at least 3% of operating expenses.
The Academy's physical plant is new and the school does not have
capital spending plans beyond routine capital.
The Academy participates in various state programs that provide
additional bondholder protection. However, Fitch's underlying
rating does not reflect the school's participation in such
programs.
CONTINENTAL EXPLORATION: Proposes EnergyNet Auction of Properties
-----------------------------------------------------------------
Jason R. Searcy, Chapter 11 Trustee for Continental Exploration,
LLC, asks the U.S. Bankruptcy Court for the Eastern District of
Texas, Sherman Division, to authorize the sale of properties via
online auction held by EnergyNet.com.
A portion of the Debtor's estate consists of a number of oil and
gas interests ("Properties").
Simultaneous with the Sale Motion, the Trustee has filed Trustee's
Application to Employ EnergyNet.com seeking to hire EnergyNet.com,
an online auction site, to market and assist the estate in the
online sale of the Properties.
A copy of the list of Debtor's Properties to be sold, and Seller's
Agreement for the Sale of Oil and Gas Properties, attached to the
Motion is available for free at:
http://bankrupt.com/misc/Continental_Exploration_311_Sales.pdf
The Chapter 11 Trustee and his firm can be reached at:
Jason R. Searcy
Joshua P. Searcy
Callan Clark Searcy
SEARCY & SEARCY, P.C.
P.O. Box 3929
Longview, TX 75606
Telephone: (903) 757-3399
Facsimile: (903) 757-9559
E-mail: jsearcy@jrsearcylaw.com
joshsearcy@jrsearcylaw.com
ccsearcy@jrsearcylaw.com
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., served as the
Debtor's counsel.
On Oct. 26, 2015, a Motion to Appoint a Trustee was filed in this
case. On Dec. 30, 2015 an order directing the appointment of a
Chapter 11 trustee was filed; and subsequent thereto, on Jan. 4,
2016, Jason R. Searcy was appointed to serve as the Chapter 11
Trustee. Jason R. Searcy is the duly appointed and serving Chapter
11 Bankruptcy Trustee for the Debtor.
CTI BIOPHARMA: Estimates $46.7M Net Financial Standing as of June 3
-------------------------------------------------------------------
CTI BioPharma Corp. or CTI Parent Company disclosed estimated and
unaudited net financial standing of CTI Parent Company as of June
30, 2016, was $46.7 million.
The total estimated and unaudited net financial standing of CTI
Consolidated Group as of June 30, 2016, was $48.1 million.
CTI Parent Company trade payables outstanding for greater than 30
days were approximately $9.5 million as of June 30, 2016.
CTI Consolidated Group trade payables outstanding for greater than
30 days were approximately $10.7 million as of June 30, 2016.
During June 2016, there were solicitations for payment only within
the ordinary course of business and there were no injunctions or
suspensions of supply relationships that affected the course of
normal business.
As of June 30, 2016, there were no amounts overdue of a financial
or tax nature, or amounts overdue to social security institutions
or overdue to employees.
During the month of June 2016, the Company's common stock, no par
value, outstanding increased by 58,399 shares. As a result, the
number of issued and outstanding shares of Common Stock as of
June 30, 2016 was 282,870,635.
A full-text copy of the press release is available at:
https://is.gd/cuxNkT
About CTI BioPharma
CTI BioPharma Corp. (NASDAQ and MTA: CTIC) --
http://www.ctibiopharma.com/-- formerly known as Cell
Therapeutics, Inc., is a biopharmaceutical company focused on
the acquisition, development and commercialization of novel
targeted therapies covering a spectrum of blood-related cancers
that offer a unique benefit to patients and healthcare providers.
The Company has a commercial presence in Europe and a late-stage
development pipeline, including pacritinib, CTI's lead product
candidate that is currently being studied in a Phase 3 program for
the treatment of patients with myelofibrosis. CTI BioPharma is
headquartered in Seattle, Washington, with offices in London and
Milan under the name CTI Life Sciences Limited.
CTI Biopharma reported a net loss attributable to common
shareholders of $122.62 million on $16.11 million of total revenues
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $96.0 million on $60.07
million of total revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, CTI Biopharma had $123 million in total
assets, $68.7 million in total liabilities and $54.7 million in
total shareholders' equity.
The Company's independent registered public accounting firm
included an explanatory paragraph in its reports on its
consolidated financial statements for each of the years ended
Dec. 31, 2007, through Dec. 31, 2011, and for the year ended
Dec. 31, 2014, regarding their substantial doubt as to the
Company's ability to continue as a going concern. The Company said
that although its independent registered public accounting firm
removed this going concern explanatory paragraph in its report on
our Dec. 31, 2015, consolidated financial statements, the Company
expects to continue to need to raise additional financing to fund
its operations and satisfy obligations as they become due.
According to the Company, the inclusion of a going concern
explanatory paragraph in future years may negatively impact the
trading price of its common stock and make it more difficult, time
consuming or expensive to obtain necessary financing, and the
Company cannot guarantee that it will not receive such an
explanatory paragraph in the future.
CUSTOM BYTES: Court to Take Up Exit Plan on August 30
-----------------------------------------------------
A U.S. bankruptcy judge will consider approval of the Chapter 11
plan of reorganization of Custom Bytes Inc. of KY at a hearing on
August 30.
Judge Thomas Fulton of the U.S. Bankruptcy Court for the Western
District of Kentucky will hold the hearing at 10:00 a.m. (Eastern
Time), at Courtroom 2, 5th Floor, Gene Snyder Courthouse, 601 W.
Broadway, Louisville, Kentucky.
The bankruptcy judge will also consider at the hearing the final
approval of the company's disclosure statement, which he
conditionally approved on July 22.
Objections to the plan and disclosure statement must be filed no
later than seven days prior to the August 30 hearing. Custom Bytes
is required to file a tabulation of the ballots no later than two
business days prior to the hearing.
Custom Bytes' restructuring plan proposes to pay LG Electronics
Alabama Inc. 25% of its claim or $42,471 of its $169,886 claim.
The Class 3 unsecured claim will be paid without interest over a
term of 60 months.
Class 4 creditors holding unsecured claims of $10,000 or less will
be paid in full. These creditors assert a total of $19,210 in
claims. Class 4 unsecured claims will be paid, without interest,
over a term of 24 months, according to the disclosure statement
detailing the restructuring plan.
A copy of the disclosure statement is available for free at
https://is.gd/5d0t1I
Custom Bytes is represented by:
David M. Cantor, Esq.
Keith J. Larson, Esq.
Seiller Waterman LLC
Meidinger Tower – 22nd Floor
462 S. Fourth Street
Louisville, Kentucky 40202
Phone: (502) 584-7400
Fax: (502) 583-2100
Email: cantor@derbycitylaw.com
Email: larson@derbycitylaw.com
About Custom Bytes Inc. of KY
Custom Bytes Inc. of KY is a computer retailer and services
provider headquartered in Louisville.
Custom Bytes Inc of KY filed for Chapter 11 bankruptcy protection
(Bankr. W.D. Ky. Case No. 15-33890) on Dec. 3, 2015, listing
$77,400 in assets and $162,311 in liabilities.
David M. Cantor, Esq., at Seiller Waterman LLC servers as the
Company's bankruptcy counsel.
DALLAS PROTON: Ch. 11 Trustee Wants to Use Cash to Pay for Survey
-----------------------------------------------------------------
Robert Yaquinto, Jr., Chapter 11 Trustee, asks the U.S. Bankruptcy
Court for the the Northern District of Texas for authorization to
use cash collateral to pay $4,300, plus tax, to Goodwin Marshall,
Inc., for the preparation of a land survey.
Debtor Dallas Proton Treatment Center, LLC is the legal owner of a
tract of land and improvements located at 2300 North Stemmons
Freeway in Dallas, Texas.
The Chapter 11 Trustee tells the Court that Goodwin and Marshall,
Inc., a full-service civil engineering consulting firm, prepared a
survey of the Dallas Property. The Chapter 11 Trustee further
tells the Court that Goodwin & Marshall had prepared a survey of
the Dallas Property in 2012, and that the 2012 survey does not
include certain changes and improvements to the Dallas Property.
The Chapter 11 Trustee says that a current survey would assist with
the sale of the property.
Goodwin & Marshall agreed to prepare a new survey for $4,300, plus
tax, which the Chapter 11 Trustee contends is less than at least
one other bid he received for a survey of the Dallas Property.
Dallas Proton, LLC filed a proof of claim in the secured amount of
$20,111,780.83 in Debtor Dallas Proton Treatment Center, LLC's
bankruptcy case. The Chapter 11 Trustee tells the Court that Dallas
Proton, LLC has consented to the use of cash collateral.
A full-text copy of the Chapter 11 Trustee's Motion, dated July 29,
2016, is available at https://is.gd/bVw6tq
Robert Yaquinto, Jr., the Chapter 11 Trustee, is represented by:
J. Mark Chevallier, Esq.
David L. Woods, Esq.
MCGUIRE, CRADDOCK & STROTHER, P.C.
2501 North Harwood Street, Suite 1800
Dallas, TX 75201
Telephone: (214) 954-6800
Email: Mchevallier@mcslaw.com
Dwoods@mcslaw.com
Dallas Proton, LLC is represented by:
Kevin M. Lippman, Esq.
Davor Rukavina, Esq.
MUNSCH HARDT KOPF & HARR, P.C.
500 N. Akard St., Ste. 3800
Dallas, TX 75201-6659
About Dallas Proton Treatment Center, LLC.
Dallas Proton Treatment Holdings, LLC, was formed in January 2010
and is registered as a limited liability company under the laws of
the State of Delaware. Holdings' authorized purpose is to conduct
whatever business is necessary to design, finance, construct, and
manage a licensed, freestanding healthcare center (the "Project")
in the Dallas, Texas area that provides proton-radiation therapy
for patients with cancerous tumors.
Holdings' wholly owned subsidiary, Dallas Proton Treatment Center,
LLC ("Center") was formed in March 2012 for the specific purpose Of
developing, owning, and operating the Project. Center is the legal
owner of a tract of land and improvements at 2300 N. Stemmons Fwy,
Dallas, TX 75207 (the "Dallas Property"). Center purchased that
real estate on or around November 12, 2013, for approximately
$11,600,000. Center has spent approximately $18,000,000 in
additional funds to develop and start construction of the Project.
Project is the last of a four-facility program to build four
proton-therapy centers across the United States. All four centers
were or are being developed and constructed under the management of
Advanced Particle Therapy, LLC ("APT"). As of the Petition Date,
APT owned approximately 95% of the Class B equity units, and 96.4%
of the Class A equity units, in Holdings.
Dallas Proton Treatment Center and Dallas Proton Treatment Holdings
sought Chapter 11 protection (Bankr. N.D. Tex. Case Nos. 15-33783
and 15-33784, respectively) on Sept. 17, 2015. The petitions were
signed by James Thomson as chief technology officer/manager.
Mark C. Moore, Esq., at Gardere Wynne Sewell LLP serves as counsel
to the Debtors. Dallas Proton Treatment Center estimated assets at
$10 million to $50 million and liabilities at $1 million and $10
million. Dallas Proton Treatment Holdings estimated assets at $50
million to $100 million and liabilities at $50 million to $100
million.
* * *
The Court established Jan. 20, 2016, as the general deadline for
filing proofs of claim against the Debtors.
The Debtors filed a Joint Plan of Reorganization that would allow
them to emerge quickly from Chapter 11 and then raise funds to
complete their proton-therapy center in Dallas. Holders of general
unsecured claims against Holdings (A7) and Center (B7) will be paid
from the proceeds of the First, Second, and/or Third Capital Cash,
at the election of each holder of a claim, in the following
amounts:
* 60% of such Allowed Claim on or before Aug. 30, 2016.
* 80% of such Allowed Claim on or before Sept. 30, 2016.
* 100% of such Allowed Claim on or after Oct. 1, 2016.
DDT ESTATE: Jeoffrey Burtch Named Chapter 7 Trustee
---------------------------------------------------
In the Chapter 7 case of DDT Estate (Bankr. D. Del. Case No.
12-12576), Acting U.S. Trustee Andrew R. Vara said in a July 27,
2016 notice that Jeoffrey L. Burtch has been appointed as Interim
Trustee/Trustee of the estate of the Debtor.
Mr. Burtch is required to notify T. Patrick Tinker, Assistant
United States Trustee, at J. Caleb Boggs Federal Building, 844 King
Street, Suite 2207, Wilmington, DE. 19801 in writing within five
days after receipt of this notice only if he rejects the case.
DETROIT, MI: Prices First GO Bonds Since Bankruptcy
---------------------------------------------------
The American Bankruptcy Institute, citing Edward Krudy of Reuters,
reported that the city of Detroit sold on July 28 its first general
obligation bonds since exiting bankruptcy in 2014, lured back into
the market to refund debt by near-record low interest rates and
high demand from investors.
According to the report, the city's 10-year tax-exempt debt yielded
2.34 percent, or 0.92 of a percentage point higher than top-rated
municipal bonds. The city sold a total of $608.9 million, with
$223.8 million tax-exempt bonds, the report related.
The city council in June sent plans to refund up to $275 million of
unlimited tax GO bonds sold in 2014 and up to $385 million of
limited tax GO bonds sold in 2010 and 2012 to its Budget, Finance
and Audit Committee, the report further related.
Detroit shed about $7 billion of its $18 billion of debt and
obligations in the biggest-ever U.S. municipal bankruptcy, which it
exited in December 2014, the report said.
In its first post-bankruptcy public debt offering last August, the
city restructured $245 million of variable-rate revenue bonds
backed by city income taxes into a fixed-rate mode at a hefty
spread over top-rated bonds, the report noted.
In that sale, tax-exempt bonds totaling $134.7 million were priced
at par with a top yield of 4.50 percent in 2029, the report further
noted. That resulted in a spread over Municipal Market Data's
benchmark yield scale for top-rated bonds of 194 basis points, the
report added.
About the City of Detroit
The City of Detroit, Michigan, weighed down by more than $18
billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit estimated
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by lawyers
at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The City's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
A nine-member official committee of retired workers appointed in
the case is represented by Dentons US LLP. Lazard Freres & Co.
LLC serves as the Retiree Committee's financial advisor.
Detroit filed a notice that the effective date of its
bankruptcy-exit plan occurred on Dec. 10, 2014. Judge Steven
Rhodes on Nov. 12, 2014, entered an order confirming the Eighth
Amended Plan for the Adjustment of Debts of the City of Detroit.
Thomas Tucker, a federal bankruptcy judge since 2003, took over
Detroit's landmark bankruptcy case following the retirement of
Judge Rhodes.
DEX MEDIA: Completes Financial Restructuring, Exits Chapter 11
--------------------------------------------------------------
Dex Media, Inc., one of the largest national providers of local
marketing solutions for local businesses, on Aug. 1, 2016,
disclosed that it completed its financial restructuring and emerged
from Chapter 11 when its confirmed Plan of Reorganization (the
"Plan") went into effect on July 29, 2016.
Dex Media's strengthened capital structure, with approximately $1.8
billion less total debt, enables the Company to deepen its
commitment to help local businesses thrive by developing and
providing marketing solutions to help them grow their business.
Today's local businesses often find themselves in direct
competition with national chains or subjected to the pricing whims
of local on-demand marketplaces. Dex Media helps level the playing
field and gives these businesses the edge to compete in today's
digital marketplace. Dex Media's innovative products include
social media marketing, digital presence management, online
listings, performance tracking programs, and search engine
optimization, as well as print and online yellow pages directories,
for which the Company was known historically.
"Today marks a fresh financial start for Dex Media," said Joe
Walsh, Dex Media President and CEO. "With the completion of our
financial restructuring, we can now focus entirely on our strategy
to offer a full range of marketing tools and services to help local
businesses compete and win in today's dynamic and hyper-competitive
marketplace. We have assembled a world class management team and
have the full support of new owners for our bold new business
plan."
Dex Media is now a privately-owned company and its shares are no
longer available for trading on a public exchange. Previous shares
of common stock have been canceled with no distribution to the
holders of those shares. The Company's management team, led by
President and CEO Joe Walsh, remains in place. Per the Plan, Dex
Media's previous Board of Directors has disbanded and its new
six-member Board of Directors includes representatives from the
holders of the Company's newly issued common stock. Former
lenders, including funds and accounts managed by Mudrick Capital
Management, L.P., Paulson & Co. Inc., Ares Management LLC and/or
their respective affiliates, who were members of the steering
committee of the ad hoc group of Dex Media's lenders, will own 100%
of the equity of the reorganized Dex Media, subject to dilution
from a management incentive plan, and $600 million of loans under
the reorganized Dex Media's new credit facility. Dex Media's
unsecured noteholders have received a $5 million cash payment and
warrants to purchase up to 10% of the reorganized Dex Media's
equity in exchange for their approximately $300 million in claims.
Dex Media's legal advisor in connection with the restructuring has
been Kirkland & Ellis LLP. Alvarez & Marsal North America, LLC
served as its restructuring advisor, and Andrew Hede from Alvarez &
Marsal served as Chief Restructuring Officer. Moelis & Company LLC
was the Company's investment banker for the restructuring. The
steering committee of the ad hoc group of Dex Media's lenders was
represented by Milbank, Tweed, Hadley & McCloy LLP as legal advisor
and Houlihan Lokey as financial advisor in connection with the
restructuring. JPMorgan Chase Bank, N.A. and Deutsche Bank Trust
Company Americas, as agents under certain of the senior secured
credit agreements, were represented by Simpson Thacher & Bartlett
LLP as legal advisor to the agents.
About Dex Media
DFW Airport, Texas-based Dex Media, Inc. -- aka Newdex, Inc., Dex
One Corporation, R.H. Donnelley Corporation -- provides marketing
solutions to more than 400,000 business clients across the U.S.
Dex Media filed for Chapter 11 bankruptcy protection (Bankr. D.
Del. Case No. 16-11200) on May 16, 2016.
Affiliates Dex Media East, Inc. (Bankr. D. Del. Case No. 16-11201),
Dex Media Holdings, Inc. (Bankr. D. Del. Case No. 16-11202), Dex
Media Service LLC (Bankr. D. Del. Case No. 16-11203), Dex Media
West, Inc. (Bankr. D. Del. Case No. 16-11204), Dex One Digital,
Inc. (Bankr. D. Del. Case No. 16-11205), Dex One Service, Inc.
(Bankr. D. Del. Case No. 16-11206), R.H. Donnelley APIL, Inc.
(Bankr. D. Del. Case No. 16-11207), R.H. Donnelley Corporation
(Bankr. D. Del. Case No. 16-11208), R.H. Donnelley Inc. (Bankr. D.
Del. Case No. 16-11209), SuperMedia Inc. (Bankr. D. Del. Case No.
16-11210), SuperMedia LLC (Bankr. D. Del. Case No. 16-11211), and
SuperMedia Sales Inc. (Bankr. D. Del. Case No. 16-11212) filed for
Chapter 11 bankruptcy protection on the same day.
The petitions were signed by Andrew Hede, chief restructuring
officer.
James H.M. Sprayregen, P.C, Marc Kieselstein, P.C., Adam Paul,
Esq., and Bradley Thomas Giordano, Esq., at Kirkland & Ellis LLP
and Kirkland & Ellis International LLP serve as the Debtors'
general bankruptcy counsel.
Patrick A. Jackson, Esq., and Pauline K. Morgan, Esq., at Young
Conaway Stargatt & Taylor, LLP, serve as the Debtors' co-counsel.
Moelis & Company LLC is the Debtors' investment banker. KPMG LLP
is the Debtors' tax advisor. Ernst & Young LLP is the Debtor's
auditor. Epiq Bankruptcy Solutions is the Debtors' notice, claims
& administrative agent.
The Debtors listed $1.26 billion in total assets as of Dec. 31,
2015, and $2.65 billion in total debts as of Dec. 31, 2015.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Dex Media, Inc.
DRM SALES & SUPPLY: Selling 19 Vehicles at Market Value
-------------------------------------------------------
DRM Sales & Supply, LLC, asks the U.S. Bankruptcy Court for the
Western District of Texas, Midland/Odessa Division, to authorize
the sale of its 19 vehicles for a price no less than the estimated
fair market value.
The Debtor wish to sell the following vehicles with its
corresponding estimated fair market values:
a. 1999 Ford F350, VIN 1FTWW33SXXEA89967, $10,000
b. 2002 Ford F150, VIN 1FTRX17W62NB89651, $5,000
c. 2003 Ford F350 Flat Bed, VIN 1FTWW33F03EA30889, $3,500
d. 2006 Ford F150, VIN IFTRW12W87RD58930, $5,500
e. 2006 Ford F150 Crew Cab, VIN 1FTRW12W26FA85085, $5,500
f. 2007 Ford F150, VIN 1FTRW12W46FA84634, $5,500
g. 2007 GMC Sierra 1500, VIN 2GTEC137171171349, $9,500
h. 2008 Cadillac Escalade, VIN 1GYEC63808R163749, $21,000
i. 2010 Ford F150, VIN 1FTFW1CV4AKE14216, $10,000
j. 2010 Cadillac Escalade, VIN 3GYVKNEF2AG221875, $15,000
k. 2011 Ford F150, VIN 1FTFW1CT8BKE23338, $13,000
l. 2011 Ford F150, VIN 1FTFW1CT6BKE23337, $12,000
m. 2011 Ford F150, VIN 1FTFW1CT4BKE23336, $12,000
n. 2011 Ford F150, VIN 1FTFWICF2BKD96955, $17,000
o. 2011 Ford Edge, VIN 2FMDK3JC3BBA36297, $13,800
p. 2013 Ford Edge, VIN 2FMDK3KCXDBA68052, $15,000 (Ford Motor
Credit Co. holds a lien)
q. 2013 Ford F150, VIN 1FTFW1CT5DKD46656, $13,000 (Ford Motor
Credit Co. holds a lien)
r. 2014 Ford F150, VIN 1FTFW1CF7EFC93592, $19,000
Most of the Vehicles are owned outright by the Debtor, except for
two vehicles which have liens against them by Ford Motor Credit
Co.
While the Debtor does not have a firm buyer at this time, the
Debtor has been approached by multiple parties seeking to purchase
vehicles from the Debtor.
Additionally, DRM Transportation Services, LLC ("DRM
Transportation") seeks to sell the 2004 Ford F350 King Ranch, VIN
1FTWW33PX4EC27093, it owns outright which has an estimated fair
market value of $4,800. DRM Transportation owns the 2004 Ford
F350 outright. While DRM Transportation is not a debtor in
bankruptcy, under the various cash collateral orders entered by the
Court, the Court granted Community National Bank a lien against DRM
Transportations' trucks. Therefore, the Debtor seeks authority on
behalf of DRM Transportation to sell the 2004 Ford F350 as part
of its motion.
The Debtor also seeks authority to sell its 2005 CAT 928 G Forklift
("Forklift") for $42,000. Dan Howard of Howard Casing & Tubing in
Midland, Texas has offered to purchase the Forklift for cash. The
Debtor scheduled the fair market value of the Forklift at $35,000.
The Debtor and DRM Transportation will show that there are no
blanket liens against the vehicles in this case, except the
adequate protection lien granted Community National Bank against
DRM Transportation's 2003 Ford F350.
The Debtor, DRM Transportation, and DRM Rental Properties, LLC have
entered into a compromise and settlement agreement with Community
National Bank and West Texas National Bank ("Secured Lenders"). As
part of the settlement agreement with the Secured Lenders, the
Debtor has agreed to either turnover $200,000 of the vehicles, cash
proceeds from the sale, or a combination of vehicles and cash.
The Debtor, contemporaneously with the Motion, has filed a Motion
to Approve Compromise and Settlement. The Debtor seeks expedited
consideration of the Motion so that the Debtor has time to sell the
vehicles before the approval and closing on the compromise and
settlement agreement with the Secured Lenders.
Attorneys for the Debtor:
David R. Langston, Esq.
Brad W. Odell, Esq.
MULLIN HOARD & BROWN, L.L.P.
P.O. Box 2585
Lubbock, Texas 79408-2585
Telephone: (806) 765-7491
Facsimile: (806) 765-0553
E-mail: drl@mhba.com
bodell@mhba.com
About DRM Sales & Supply
DRM Sales & Supply, LLC's business consists of buying and
distributing steel casing pipe, tubing, and other such supplies
used in the drilling operations of oil rigs engaged in the
exploration for oil and gas throughout the United States.
DRM Sales & Supply sought Chapter 11 protection (Bankr. W.D. Tex.
Case No. 16-70028) in Midland, Texas, on Feb. 26, 2016. David R.
Langston, Esq., at Mullin Hoard & Brown, L.L.P., serves as counsel
to the Debtor. The Debtor estimated assets of $1 million to $10
million and debt of $10 million to $50 million.
DRYSDALE VILLAGE: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: The Drysdale Village, LLC
dba Frontier Village
3011 S. Arizona Avenue
Yuma, AZ 85364
Case No.: 16-08755
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
District of Arizona (Yuma)
Judge: Hon. Scott H. Gan
Debtor's Counsel: Thomas H. Allen, Esq.
ALLEN BARNES & JONES, PLC
1850 N. Central Ave., #1150
Phoenix, AZ 85004
Tel: 602-256-6000
Fax: 602-252-4712
E-mail: tallen@allenbarneslaw.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Raymond Drysdale, president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
EAST COAST FOODS: Hires Rostam as Litigation Counsel
----------------------------------------------------
East Coast Foods, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Central District of California to employ
Rostam Law as state court litigation counsel.
Prior to the bankruptcy filing, the Debtor was involved in four
state court litigation actions in which it was represented by the
law for of Rostam Law.
Rostam Law has been representing the Debtor pre-petition and has
significant expertise in handling civil case.
Rostam will be paid at these hourly rates:
Carlos De La Paz, Esq. $350
Matthew Newblood, Esq. $350
Glen Mertens, Esq. $500
Paralegals $100
Carlos De La Paz, Esq., partner of the law firm of Rostam Law,
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.
Rostam may be reached at:
Carlos De La Paz, Esq.
Rostam Law
453 South Spring Street, Suite 839
Los Angeles, CA 90013
Tel: (213)612-7776
Fax: (213)605-0753
About East Coast Foods, Inc.
East Coast Foods, Inc., a California corporation, is the owner and
operator of four Roscoe's Chicken N' Waffles restaurants is Los
Angeles area. East Coast Foods sought protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-13852) on
March 25, 2016. The petition was signed by Herbert Hudson,
president.
The Debtor is represented by Vakhe Khodzhayan, Esq., at KG Law,
APC. The case is assigned to Judge Sheri Bluebond.
The Debtor estimated assets of $0 to $50,000 and debts of $10
million to $50 million.
EFTENI INC: Hires Sandra Currie as Accountant
---------------------------------------------
Efteni, Inc., seeks authorization from the U.S. Bankruptcy Court
for the District of New Jersey to employ Sandra Currie as
accountant for the Debtor-in-Possession.
The Debtor requires the services of Sandra Currie to prepare and
file all missing tax returns and assist the Debtor in preparing
monthly reports.
Sandra Currie will be paid $175 per hour plus retainer of $2,500.
Sandra Currie 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.
Sandra Currie may be reached at:
Sandra Currie
6 E. Front Street
Keyport, NJ 07735
Phone: +1 732-264-0750
About Efteni Inc.
Efteni Inc. sought protection under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of New Jersey
(Trenton) (Case No. 16-16547) on April 5, 2016. The petition was
signed by Suleyman Kilic, president. The case is assigned to Judge
Christine M. Gravelle. The Debtor disclosed total assets of $31,000
and total debts of $1.05 million.
EIRE MCNAB: Disclosure Statement Approval Hearing Set for Aug. 16
-----------------------------------------------------------------
The Hon. Paul G. Hyman, Jr., of the U.S. Bankruptcy Court for the
Southern District of Florida has set for Aug. 16, 2016, at 9:30
a.m., the hearing to consider approval of the disclosure statement
describing 2303 W. Mc Nab, LLC's Chapter 11 plan for Eire McNab,
LLC.
Objections to the approval of the Disclosure Statement must be
filed by Aug. 9, 2016.
The Plan Proponent filed the Disclosure Statement and Plan on June
22, 2016.
The Plan Proponent is represented by:
Kevin C. Gleason, Esq.
Florida Bankruptcy Group, LLC
4121 N 31st Avenue
Hollywood, FL 33021-2011
Tel: (954) 893-7670
Fax: (954) 893-7675
E-mail: BankruptcyLawyer@aol.com
About Eire McNab
Eire McNab, LLC, filed for Chapter 11 bankruptcy protection (Bankr.
S.D. Fla. Case No. 16-14976) on April 6, 2016. The petition was
signed by Mark Spillane, manager.
The Debtor is represented by Matthew S. Kish, Esq., at Kish Law
Firm, PLLC. The case is assigned to Judge Paul G. Hyman, Jr.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
ELITE ENERGY: Asks Extension of Plan Filing Date to Sept. 27
------------------------------------------------------------
Elite Energy Engineering, LLC, asks the U.S. Bankruptcy Court to
extend by 120 days its exclusive period to file its plan of
reorganization to and including September 27, 2016, and by 60 days
its exclusive period to obtain confirmation of the plan to and
including November 28, 2016.
The Debtor tells the Court that it requires further time to prepare
adequate information and formulate a plan of reorganization because
Donald Gieseke, as appointed Chapter 11 trustee for Wattenberg Oil
& Gas Investment Group, LLC (the sole member of the Debtor), and as
the representative for the Debtor, is still conducting his
investigation.
The Debtor also says it has asked the Court substantively
consolidate its Chapter 11 case with the case of In Re: Wattenberg
Oil & Gas Investment Group, LLC Case No. 15-51635, and the hearing
on the motion to substantively consolidate is currently scheduled
for August 9, 2016.
Counsel for Elite Energy Engineering, LLC:
Alan R. Smith, Esq.
LAW OFFICES OF ALAN R. SMITH
505 Ridge Street
Reno, Nevada 89501
Telephone (775) 786-4579
Facsimile (775) 786-3066
Email: mail@asmithlaw.com
Elite Energy Engineering, LLC, filed a Chapter 11 petition (Bankr.
D. Nev. Case No. 16-50387) on March 31, 2016. The case is assigned
to Hon. Bruce T. Beesley. The Debtor's counsel is Alan R Smith,
Esq., at The Law Offices of Alan R. Smith, in Reno, Nevada. At the
time of filing, the Debtor had $1.99 million in total assets and
$1.11 million in total liabilities. The petition was signed by
Donald W. Gieseke, trustee for member. A list of the Debtor's 20
largest unsecured creditors is available for free at
http://bankrupt.com/misc/nvb16-50387.pdf
EMBERCLEAR CORP: Chapter 15 Case Summary
----------------------------------------
Chapter 15 Petitioner: David Anderson
Chapter 15 Debtor: Emberclear Corp.
15th Floor Bankers Court
850-2nd Street SW
Calgary, Canada
Chapter 15 Case No.: 16-12600
Chapter 15 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
Eastern District of Virginia (Alexandria)
Judge: Hon. Brian F. Kenney
Chapter 15 Petitioner's Counsel: Lawrence J. Anderson, Esq.
NEALON & ASSOCIATES, PC
119 N. Henry Street
Alexandria, VA 22314
Tel: (703) 684-5755
Fax: 684-0153
E-mail: landerson@nealon.com
Estimated Assets: Not Indicated
Estimated Debts: Not Indicated
EMBERCLEAR CORP: Files Chapter 15 Petition in Virginia
------------------------------------------------------
Emberclear Corp., through its foreign representative David
Anderson, filed a Chapter 15 petition in the U.S. Bankruptcy Court
for the Eastern District of Virginia on July 28, 2016, seeking
assistance from the Bankruptcy Court in connection with a
proceeding currently pending in Canada.
On May 5, 2016, Emberclear Corp., a corporation incorporated in
Alberta, Canada, lodged a proposal under Part III of the Bankruptcy
and Insolvency Act in Calagary, Alberta, Canada - in the Court of
Queen's Bench of Alberta, In the Matter of the Bankruptcy and
Insolvency Act, RSC 1985, c B-3, as amended and In the Matter of
the Proposal of Emberclear Corp., Court Number 25-2119793, Estate
Number 25-2119793.
At the request of Robert J. Taylor of Ernst & Young Inc., in its
capacity as trustee, a meeting of creditors was held May 25, 2016,
for purpose of considering the Proposal. On June 24, 2016, the
Honourable Madam Justice Eidsvik entered an order approving the
Proposal (which had been accepted by a majority of the creditors).
The Order further provides:
"The Court hereby requests the aid and recognition of any
court, tribunal, regulatory or administrative body having
jurisdiction in Canada or in the United States to give effect
to this Order and to assist the Trustee, the Company, and the
agents of either of them, in carrying out the terms of this
order. All courts, tribunals regulatory and administrative
bodies are hereby respectfully requested to make such orders
as to provide such assistance to the Trustee, the Company,
and the agents of either of them, as may be necessary or
desirable to give effect to this Order or to assist the
Trustee, the Company, and the agents of either of them, in
carrying out the terms of this Order."
Emberclear Corp. is a defendant in the matter AOL, Inc. v.
Emberclear Corp., Emberclear, Inc., and IMC 360 Company, United
States District Court for the Eastern District of Virginia,
Alexandria Division, Case No.: 1:15-cv-1402. The lawsuit asserts
two claims against Emberclear Corp. for breach of a settlement
agreement and breach of a promissory note. Emberclear, Inc. was a
wholly-owned subsidiary of Emberclear Corp that has since been
dissolved. IMC 360 Company was a wholly owned subsidiary of
Emberclear, Inc. that has since been dissolved.
On or about Dec. 9, 2014, Emberclear Corp., and co-defendant
subsidiary companies Emberclear, Inc. and IMC 360 Company, entered
into a settlement agreement to resolve a prior litigation that had
also been filed in the United State District Court for the Eastern
District of Virginia, Alexandria Division by AOL, Inc.
Emberclear Corp. and its co-defendants defaulted on the terms of
the settlement agreement and the promissory note.
Nealon & Associates, PC, serves as counsel in the Chapter 15 case.
Judge Brian F. Kenney is assigned to the Chapter 15 case.
ENGILITY CORP: Moody's Affirms B2 Corporate Family Rating
---------------------------------------------------------
Moody's Investors Service has affirmed ratings of Engility
Corporation ("Engility" f/k/a TASC, Inc.), including the Corporate
Family Rating of B2. Concurrently, ratings have been assigned to
planned new credit facilities, including Ba3 to the first lien bank
facility and Caa1 to the senior unsecured notes. Proceeds of the
planned new debt will be used to refinance all of the company's
existing debt. Benefits beyond maturity extension include a lower
borrowing cost. The transaction is largely debt balance neutral.
The rating outlook continues at negative.
RATINGS RATIONALE
The B2 CFR reflects Engility's competitive scale, brand recognition
and contract diversity as a defense services contractor. The
acquisition of TASC in 2015 significantly enhanced the
organization's breadth. The acquisition brought a technical and
advisory specialization focused on the intelligence and federal
civilian agency markets. These capabilities complement Engility's
heritage as a training, program management and field operations
specialist working in support of US military agencies. Where the
company serves the intelligence community (about half of revenues)
funding levels tend to be steadier and the company possesses a good
level of differentiation. The intelligence community presence gives
greater opportunity for single award contracts, where profit
opportunity has historically been favorable. The company also holds
prime positions on numerous multiple award contracts where it can
more broadly promote its diverse labor pool and qualifications
across the defense community.
The rating also envisions supportive credit metrics despite organic
revenue contraction as aggressive action taken by the management
team to enhance marketing execution factors into the forward view.
The company intends to voluntarily prepay debt, its capital
spending requirements are modest and its cash tax exposure is very
low. We expect debt/EBITDA in the high 5x range by the end of 2016
(up from low 5x LTM Q1-2016) with funds from operation interest
coverage in the mid 1x range. Although organic revenues were down
6% year-over-year in the preliminary second quarter 2016 results,
the enhanced business development effort yielded an encouraging
book to bill ratio of 1.2x. If sustained, book to bill in excess of
1.0x should improve the revenue trend.
The negative rating outlook considers the risk from Engility's
organic revenue contraction over the past year (down around 7% to
8%), probability that margins will tighten in the coming year, and
weakening credit metrics despite the debt prepayment planned. Other
defense services contractors are also expanding their bid
pipelines, expanding capabilities through M&A activity, and
sharpening their marketing execution which could impede the
company's growth efforts. Moody's anticipates that Engility's
EBITDA margin (Moody's adjusted basis, 11.3% LTM Q1-2016) could
decline by 50bps over the next year as the revenue mix will likely
feature more cost-based pricing, and the intense bidding
environment will pressure profitability.
Moody's said, "The Speculative Grade Liquidity rating of SGL-3,
denoting an adequate liquidity profile, has been affirmed. The
revolver commitment size increases through the refinancing
transaction to $165 million from $115 million, but the line's size
is still modest given the revenue base. The scheduled quarterly
term loan amortization, which increases from the currently low
levels, should be covered by free cash flow generation but we do
not expect the company to hold more than $30 million to $40 million
of cash. Working capital volatility could occassionally drive
revolver dependence."
Upward rating momentum would depend on rising backlog, revenues
approaching $2.5 billion, funds from operation closer to $150
million, debt/EBITDA at mid 4x level and good liquidity.
Stabilization of the rating outlook would likely depend on
expectation of at least flat revenues, with funds from operation
above $100 million (CFFO before the change in net working capital
and net long term assets) and at least an adequate liquidity
profile.
The rating could be downgraded with a softer revenue view, EBITDA
margin below the mid 10% range, annual free cash flow of less than
$80 million, low covenant headroom or liquidity weakness
otherwise.
Assignments:
Issuer: Engility Corporation
-- Senior Secured Bank Credit Facility, Assigned Ba3 (LGD3)
-- Senior Unsecured Regular Bond/Debenture, Assigned Caa1 (LGD5)
Outlook Actions:
Issuer: Engility Corporation
-- Outlook, Remains Negative
Affirmations:
Issuer: Engility Corporation
-- Probability of Default Rating, Affirmed B2-PD
-- Speculative Grade Liquidity Rating, Affirmed SGL-3
-- Corporate Family Rating, Affirmed B2
Engility Holdings, Inc., headquartered in Chantilly, Virginia is
the ultimate parent of Engility Corporation ("Engility"). Engility
provides integrated solutions and services for the U.S. government,
supporting customers throughout defense, intelligence, space,
federal civilian and international communities. Engility Holdings,
Inc. is majority-owned by entities of General Atlantic and Kohlberg
Kravis Roberts. Revenue for the twelve months ended April 1, 2016
were $2.2 billion.
ENRIQUE GREENBERG: Proposes Plan to Exit Chapter 11 Protection
--------------------------------------------------------------
Enrique Greenberg filed with the U.S. Bankruptcy Court for the
Southern District of California his proposed plan to exit Chapter
11 protection.
Under the proposed plan, creditors holding secured claims against
the Debtor will retain their interest in their collateral until
paid in full. Secured creditors may not repossess or dispose of
their collateral so long as the Debtor is not in material default
under the plan.
Secured claims are impaired and are entitled to vote on the
restructuring plan, according to court filings. A copy of the plan
is available for free at https://is.gd/GnHP7w
About Enrique V. Greenberg
Enrique V. Greenberg sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Calif. Case No. 15-06578) on October
13, 2015.
EPIQ SYSTEMS: S&P Puts 'B+' CCR on CreditWatch Negative
-------------------------------------------------------
S&P Global Ratings said it placed its 'B+' corporate credit rating
on Kansas City, Kan.-based Epiq Systems Inc., and S&P's issue-level
ratings on Epiq's first-lien term loan and revolving credit
facilities, on CreditWatch with negative implications.
"The CreditWatch placement follows Epiq's announcement of
acquisition by OMERS private equity and subsequent merger with
private legal solutions company DTI in an all-cash transaction
funded with additional debt financing, which we expect will result
in an increase to the company's financial leverage," said S&P
Global Ratings credit analyst John Moore.
S&P will monitor developments related to the announced transaction
and merger with DTI, and plan to resolve the CreditWatch following
details of the company's pro forma capital structure and financial
policy.
ESS AUTOMOTIVE: Cash Collateral Use OK, Must Pay IRS $1,964 Monthly
-------------------------------------------------------------------
Judge Arthur I. Harris of the U.S. Bankruptcy Court for the
Northern District of Ohio authorized ESS Automotive, Inc. to use
cash collateral encumbered by a federal tax lien.
Judge Harris directed the Debtor to make monthly adequate
protection payments to the Internal Revenue Service in the amount
of $1,964, beginning on October 1, 2016.
A full-text copy of the Order, dated July 28, 2016, is available at
https://is.gd/SER05C
About ESS Automotive, Inc.
ESS Automotive, Inc. filed a chapter 11 petition (Bankr. N.D. Ohio
Case No. 13-14658) on June 29, 2013. The Debtor is represented by
Glenn E. Forbes, Esq., at Forbes Law LLC. The case is assigned to
Judge Arthur I. Harris.
ESSAR STEEL: Seeks to Hire Epiq as Administrative Advisor
---------------------------------------------------------
Essar Steel Minnesota LLC and ESML Holdings Inc., seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Epic Bankruptcy Solutions, LLC, as the Debtors'
administrative advisor, nunc pro tunc to July 8, 2016.
The Debtors require Epiq to:
a. upon request of the Debtors, assist them in the preparation
and filing of their Schedules of Assets and Liabilities, Schedules
of Executory Contracts and Unexpired Leases, and Statements of
Financial Affairs ("Schedules");
b. assist the Debtors in managing the claims reconciliation
and objection process, flag for review by the Debtors those proofs
of claim subject to possible procedural objections and proofs of
claim that are inconsistent with the Schedules, input the Debtors'
objection determinations into the claims database, and prepare
exhibits for the Debtors' omnibus claims objections;
c. provide balloting, solicitation and tabulation services,
including preparing ballots, producing personalized ballots,
assisting in the production of solicitation materials, tabulating
creditor ballots on a daily basis, preparing a certification of
voting results, and providing court testimony with respect to
balloting, solicitation, and tabulation matters;
d. create and maintain a public access website setting forth
pertinent case information and allowing access to electronic copies
of proofs of claim or proofs of interest;
e. comply with applicable federal, state, municipal, and local
statutes, ordinances, rules, regulations, orders, and other
requirements;
f. provide the Debtors with consulting and computer software
support regarding the reporting and information management
requirements of the bankruptcy administration process;
g. educate and train the Debtors in the use of support
software, as necessary; and
h. provide other administrative services as may be requested
from time to time by the Debtors in accordance with the Epiq
Agreement and that are not otherwise allowed under the order
approving the Section 156(c) Application.
Epiq will be paid at these rates:
A. Claim Administration Hourly Rates
Clerical/Administrative Support $25-$45
Case Manager $50-80
IT/Programming $35-$95
Sr. Case Manager/dir. of Case Mgmt. $75-$150
Consultant/Senior Consultant $145-$170
Director/VP Consulting $190
Executive VP-Solicitation $200
Executive VP-Consulting waived
B. Claims and Noticing Rates
Printing $0.09 per image
Personalization/Labels $0.05 each
Envelopes Varies by Size
Document Folding and Inserting No Charge
Postage/Overnight Delivery At Cost
E-mail Noticing Waived
Fax Noticing $0.10 per page
Claim Acknowledgment Letter No charge
Publication Noticing Quoted at time of request
Processing Undeliverable Mail $0.25 per piece
CR-Rom $5.00 per CD,
single setup charge waived
Online Disclosure waived
C. Data Management Rates
Database Storage Maintenance and
Security $0.08 per record/month
Data Import/Transfer No per creditor charge
Electronic Imaging $0.05 pe image
Website Hosting Fee No Charge
Update Website Case Docket
including all filed pleadings No Charge
Manual Claim Input No per creditor charge
Web-based Claims Reconciliation
tool (Unlimited Users) No Charge
CD-ROM (Mass Document Storage) Quoted at time of request
Document Storage
(paper) $2.00 per box
(electronic) No per creditor/image charge
D. On-line Claim Filing Services
On-line Claim Filing No Charge
E. Call Centre Services
Standard Call Centre Setup No Charge
Call Centre Operator $55 per hour
Voice Recorded Message $0.34 per minute
Support/maintenance No charge
F. Other Services Rates
Custom Software, Workflow and
Review Resources Quoted at time of request
eDiscovery Quoted at time of request
Virtual Data Room
Confidential On-line Workspace Quoted at time of request
Disbursement --
Check and/or Form 1099 Quoted at time of request
Disbursement --
Record to Transfer Agent Quoted at time of request
Prior to the Petition Date, the Debtors paid Epic a retainer in the
amount of $10,000.
Angela Tsai, Director of Consulting Services at Epiq Bankruptcy
Solutions, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code, and does not represent any interest adverse to the Debtor and
its estates.
Epiq can be reached at:
Angela Tsai
Epiq Bankruptcy Solutions, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Tel: +1 646 282 2532
E-mail: atsai@epiqsystems.com
About Essar Steel Minnesota LLC.
Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and
16-11626) on July 8, 2016. The bankruptcy petition was signed by
Madhu Vuppuluri, president and chief executive officer.
The Debtors are represented by Craig H. Averich, Esq., at White &
Case LLP and John L. Bird, Esq. and Jeffrey M. Schlerf, Esq., at
Fox Rothschild LLP. The cases are assigned to Judge Brendan
Linehan Shannon.
ESML Holdings Inc. estimated assets at $1 billion to $10 billion
and debts at $500 million to $1 billion. Essar Steel Minnesota LLC
estimated assets and debts at $1 billion to $10 billion.
ESSAR STEEL: Seeks to Hire Epiq as Claims and Noticing Agent
------------------------------------------------------------
Essar Steel Minnesota LLC and ESML Hodings Inc., seek permission
from the U.S. Bankruptcy Court for the District of Delaware to
employ Epic Bankruptcy Solutions, LLC, claims and noticing agent,
nunc pro tunc to July 8, 2016.
The Debtors require Epiq to:
a. prepare and serve required notices and documents in the
Chapter 11 Cases in accordance with the Bankruptcy Code and the
Bankruptcy Rules in the form and manner directed by the Debtors
and/or the Bankruptcy Court, including (i) notice of the
commencement of the Chapter 11 Cases and the initial meeting of
creditors under section 341(a) of the Bankruptcy Code, (ii) notice
of any claims bar date, (iii) notices of transfers of claims, (iv)
notices of objections to claims and objections to transfers of
claims, (v) notices of any hearings on a disclosure statement and
confirmation of the Debtors' plan or plans of reorganization,
including under Bankruptcy Rule 3017(d), (vi) notice of the
effective date of any plan, and (vii) all other notices, order,
pleadings, publications, and other documents as the Debtors or
Bankruptcy Court may deem necessary or appropriate for an orderly
administration of the Chapter 11 Cases;
b. maintain an official copy of the Debtors' schedules of
assets and liabilities and statements of financial affairs, listing
the Debtors' known creditors and the amounts owed thereto;
c. maintain (i) a list of all potential creditors, equity
holders and other parties-in-interest and (ii) a "core" mailing
list consisting of all parties described in Bankruptcy Rule
2002(i), (j), and (k) and those parties that have filed a notice of
special appearance pursuant to Bankruptcy Rule 9010; update and
make said lists available upon request by a party-in- interest or
the Clerk;
d. furnish a notice to all potential creditors of the last
date for filing proofs of claim and a form for filing a proof of
claim after such notice and form are approved by the Bankruptcy
Court, and notify said 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 (or the lack thereof, in cases where the Schedules
indicate no debt due to the subject party) on a customized proof of
claim form provided to potential creditors;
e. maintain a post office box or address for the purpose of
receiving claims and returned mail, and process all mail received;
f. for all notices, motions, orders, or other pleadings or
documents served, prepare and file or cause to be filed with the
Clerk an affidavit or certificate of service within seven business
days of service which includes (i) either a copy of the notice
served or the docket number(s) and title(s) of the pleading(s)
served, (ii) a list of persons to whom it was mailed (in
alphabetical order) with their addresses, (iii) the manner of
service, and (iv) the date served;
g. process all proofs of claim received, including those
received by the Clerk, check said processing for accuracy and
maintain the original proofs of claim in a secure area;
h. maintain the official claims register for each Debtor on
behalf of the Clerk; upon the Clerk's request, provide the Clerk
with certified, duplicate unofficial Claims Registers; and specify
in the Claims Registers the following information for each claim
docketed: (i) the claim number assigned, (ii) the date received,
(iii) the name and address of the claimant and agent, if
applicable, who filed the claim, (iv) the amount asserted, (v) the
asserted classification(s) of the claim (e.g. secured, unsecured,
priority, etc.), (vi) the applicable Debtor, and (vii) any
disposition of the claim;
i. implement necessary security measures to ensure the
completeness and integrity of the Claims Registers and the
safekeeping of the original claims;
j. record all transfers of claims and provide any notices of
such transfers as required by Bankruptcy Rule 3001(e);
k. relocate, by messenger or overnight delivery, all of the
court-filed proofs of claim to the Epiq's offices, not less than
weekly;
l. upon completion of the docketing process for all claims
received to date for each case, turn over to the Clerk copies of
the Claims Registers for the Clerk's review (upon the Clerk's
request);
m. monitor the Bankruptcy 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
Claims Registers;
n. assist in the dissemination of information to the public
and respond to requests for administrative information regarding
the Chapter 11 Cases as directed by the Debtors or the Bankruptcy
Court, including through the use of a case website and/or call
center;
o. if the Chapter 11 Cases are converted to cases under
chapter 7 of the Bankruptcy Code, contact the Clerk's office within
three days of notice to Epiq of entry of the order converting the
cases;
p. 30 days before the close of the Chapter 11 Cases, to the
extent practicable, request that the Debtors submit to the Court a
proposed order dismissing Epiq as claims and noticing agent and
terminating its services in such capacity upon completion of its
duties and responsibilities and upon the closing of the Chapter 11
Cases;
q. within seven days of notice to Epiq of entry of an order
closing the Chapter 11 Cases, provide to the Bankruptcy Court the
final version of the Claims Registers as of the date immediately
before the close of the Chapter 11 Cases; and
r. at the close of the Chapter 11 Cases, 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,
Missouri 64064, or (ii) any other location requested by the Clerk's
office
Epiq will be paid at these rates:
A. Claim Administration Hourly Rates
Clerical/Administrative Support $25-$45
Case Manager $50-80
IT/Programming $35-$95
Sr. Case Manager/dir. of Case Mgmt. $75-$150
Consultant/Senior Consultant $145-$170
Director/VP Consulting $190
Executive VP-Solicitation $200
Executive VP-Consulting waived
B. Claims and Noticing Rates
Printing $0.09 per image
Personalization/Labels $0.05 each
Envelopes Varies by Size
Document Folding and Inserting No Charge
Postage/Overnight Delivery At Cost
E-mail Noticing Waived
Fax Noticing $0.10 per page
Claim Acknowledgment Letter No charge
Publication Noticing Quoted at time of request
Processing Undeliverable Mail $0.25 per piece
CR-Rom $5.00 per CD,
single setup charge waived
Online Disclosure waived
C. Data Management Rates
Database Storage Maintenance and
Security $0.08 per record/month
Data Import/Transfer No per creditor
charge
Electronic Imaging $0.05 pe image
Website Hosting Fee No Charge
Update Website Case Docket
including all filed pleadings No Charge
Manual Claim Input No per creditor charge
Web-based Claims Reconciliation
tool (Unlimited Users) No Charge
CD-ROM (Mass Document Storage) Quoted at time of request
Document Storage (paper) $2.00 per box
(electronic) No per creditor/image
charge
D. On-line Claim Filing Services
On-line Claim Filing No Charge
E. Call Centre Services
Standard Call Centre Setup No Charge
Call Centre Operator $55 per hour
Voice Recorded Message $0.34 per minute
Support/maintenance No charge
F. Other Services Rates
Custom Software, Workflow and
Review Resources Quoted at time of request
eDiscovery Quoted at time of request
Virtual Data Room
Confidential On-line Workspace Quoted at time of request
Disbursement --
Check and/or Form 1099 Quoted at time of request
Disbursement --
Record to Transfer Agent Quoted at time of request
Prior to the Petition Date, the Debotrs paid to Epic a retainer in
the amount of $10,000
Angela Tsai, Director of Consulting Services at Epiq Bankruptcy
Solutions, LLC, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code, and does not represent any interest adverse to the Debtor and
its estates.
Epiq can be reached at:
Angela Tsai
Epiq Bankruptcy Solutions, LLC
777 Third Avenue, 12th Floor
New York, NY 10017
Tel: +1 646 282 2532
E-mail: atsai@epiqsystems.com
About Essar Steel Minnesota LLC.
Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and
16-11626) on July 8, 2016. The bankruptcy petition was signed by
Madhu Vuppuluri, president and chief executive officer.
The Debtors are represented by Craig H. Averich, Esq., at White &
Case LLP and John L. Bird, Esq. and Jeffrey M. Schlerf, Esq., at
Fox Rothschild LLP. The cases are assigned to Judge Brendan
Linehan Shannon.
ESML Holdings Inc. estimated assets at $1 billion to $10 billion
and debts at $500 million to $1 billion. Essar Steel Minnesota LLC
estimated assets and debts at $1 billion to $10 billion.
ESTATE FINANCIAL: Trustee to Auction Interest in Secured Note
-------------------------------------------------------------
Thomas P. Jeremiassen, the Chapter 11 Trustee for Estate Financial,
Inc., filed with the U.S. Bankruptcy Court for the Central District
of California a motion to sell by auction of the interests in note
and deed of trust ("Note") related real property known as 80 acres
of undeveloped land located, Fesite Ave. and Aurora St., Rosamond,
California, subject to a minimum bid of $15,000.
Pursuant to the Procedures Order dated Oct. 27, 2008, to facilitate
the efforts of the Trustees to take a variety of actions in a
timely and cost-effective manner with respect to loans and/or real
properties in which the estates of EFI and EFMF hold interests, and
in which various co-owners hold interests, among other things, the
Court granted the Trustee authority to sell real property owned by
one or the other trustee or other co-owners or any combination of
them, pay related closing costs and distribute the proceeds after,
inter alia, giving notice and opportunity to object.
On May 22, 2014, the Trustee proposed accepting less than the full
amount owing by the borrower under the Loan ("Short Pay") pursuant
to the Procedures Order by filing and serving his Notice of
Trustee's Proposed: (1) Acceptance of Short Pay (80 Acres
Undeveloped Land, Felsite Avenue and Aurora St., Rosamond, CA
93561); (2) Reconveyance of Deed of Trust; (3) Reimbursement of
Prepetition and Postpetition Advances; and (4) Disposition or
Distribution of Balance of Proceeds (Loan B649-05) ("Sale Notice")
on the same terms as set forth.
Although the Trustee obtained majority consent for the Short Pay,
the borrower claims that he has been unable to consummate (and he
has not consummated) the proposed Short Pay transaction. Further,
because delinquent taxes owed on the property, which are believed
to exceed $250,000, may exceed the property's value, the Trustee
believes foreclosing on the Note and taking ownership of the
property would not be in the best interests of the estate or
Subject Investors.
However, prior to abandoning the secured Note, the Trustee believes
it is in the best interests of the estate and Subject Investors to
conduct the auction in the event any party, including any Subject
Investor, is willing to pay the Estate for the Secured Note.
To the extent the auction results in sales proceeds, the Trustee
seeks recoupment of the estate's advances and other charges in the
amount of $74,054. If no acceptable bid for the Secured Note is
received, his concern that the estate's interest in the Note has no
value, in light of the amount of the real property taxes
encumbering the property in a position senior to the lien of the
Secured Note, will be affirmed. In addition, the applicable Loan
Servicing Agreement will be rejected upon confirmation of the plan,
which will prevent the estate from being able administer the Note
thereafter on behalf of Subject Investors.
In addition, if the estate's interest in the Note is abandoned,
Trustee proposes to allow general unsecured claims to Subject
Investors in the amount of their original involvement, which will
be proposed to Subject Investors in a separate letter being sent by
him.
Thomas P. Jeremiassen, EFI Trustee, is represented by:
Robert B. Orgel, Esq.
Jeffrey L. Kandel, Esq.
Cia H. Mackle, Esq.
PACHULSKI STANG ZIEHL & JONES LLP
10100 Santa Monica Blvd., 13th Floor
Los Angeles, CA 90067-4003
Telephone: (310) 277-6910
Facsimile: (310) 201-0760
E-mail: rorgel@pszjlaw.com
jkandel@pszjlaw.com
cmackle@pszjlaw.com
About Estate Financial
Estate Financial, Inc., was a licensed real estate brokerage firm
since the later 1980's. EFI solicited funding for, and arranged
and made, loans secured by various real property. EFI also was
the
sole manager of Estate Financial Mortgage Fund LLC ("EFMF"), which
was organized for the purpose of investing in and funding loans
originated by EFI which were secured by first deeds of trust
encumbering commercial and real estate located primarily in
California and has been funding such mortgage loans since 2002.
Five creditors of EFI filed an involuntary Chapter 11 petition
against the real estate broker (Bankr. C.D. Cal. Case No.
08-11457) on June 25, 2008.
EFI consented to the bankruptcy petition on July 16, 2008. In its
schedules, EFI disclosed total assets of $27.4
million, and total debt of $7.32 million.
On July 1, 2008, a voluntary bankruptcy petition was filed by
Estate Financial Mortgage Fund, LLC ("EFMF"), a limited liability
company, commencing its bankruptcy case. EFI was its manager. EFMF
is the largest investor in loans arranged by EFI.
On July 28, 2008, Bradley D. Sharp accepted his appointment as
chapter 11 trustee of EFMF and on July 30, 2008, Thomas P.
Jeremiassen accepted his appointment as EFI Trustee.
The EFI Trustee tapped Pachulski Stang Ziehl & Jones LLP as
attorneys. The Official Committee of Unsecured Creditors in the
EFI case tapped the Law Offices of David M. Meadows as counsel.
* * *
On April 8, 2016, the EFI Trustee and official committee of
unsecured creditors in the case filed their Third Amended
Liquidating Plan Under Chapter 11 of the Bankruptcy Code Dated
April 8, 2016. A hearing to consider confirmation of the Plan will
be held on Aug. 10, 2016.
FARMACIA FREDDY: U.S. Trustee Ordered to Appoint PCO
----------------------------------------------------
U.S. Bankruptcy Judge Brian K. Tester ordered that the U.S. Trustee
will appoint a patient care ombudsman in the Chapter 11 case of
Farmacia Freddy Inc., unless the U.S. Trustee informs the Court in
writing why the appointment of an ombudsman is not necessary.
Farmacia Freddy Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D.P.R. Case No. 16-03150) on April 21, 2016. Jesus Enrique Batista
Sanchez, Esq., at The Batista Law Group, PSC, represents the
Debtor.
FARMACIA SAN JUSTO: U.S. Trustee to Appoint Patient Care Ombudsman
------------------------------------------------------------------
U.S. Bankruptcy Judge Enriquette S. Lamoutte ordered that the U.S.
Trustee will appoint a patient care ombudsman in the Chapter 11
case of Farmacia San Justo Inc., unless the U.S. Trustee informs
the Court in writing why the appointment of an ombudsman is not
necessary.
About Farmacia San Justo
Farmacia San Justo, Inc., based in Saint Just, PR, filed a Chapter
11 petition (Bankr. D.P.R. Case No. 16-05624) on July 14, 2016.
The petition was signed by Hector O.
Rodriguez, president.
The Debtor tapped Charles Alfred Cuprill, Esq., at Charles A
Cuprill, PSC Law
Office, as bankruptcy counsel, and Luis R. Carrasquillo & Co.,
P.S.C. as financial consultant.
In its petition, the Debtor estimated $0 to $1.30 million in both
assets and liabilities.
FIDDLER'S CREEK: Bid to Compel Discovery Partially Granted
----------------------------------------------------------
In the case captioned IN RE: FIDDLER'S CREEK, LLC FIDDLER'S CREEK,
LLC, Plaintiff, v. NAPLES LENDING GROUP LC and DANIEL CARTER,
Defendants/Third Party Plaintiff, AUBREY FERRAO, ANTHONY DINARDO
and WILLIAM REAGAN, Third Party Defendants, Case No.
2:14-cv-379-FtM-29CM (M.D. Fla.), Judge Carol Mirando of the United
States District Court for the Middle District of Florida, Fort
Myers Division, issued an order as follows:
-- Granting in part and denying in part the plaintiff's
motion to compel defendant Daniel Carter to produce
financial net worth discovery;
-- Denying nonparty Terri Carter's motion to intervene
for the limited purpose of filing a motion for
protective order in response to the plaintiff's
requestt for production of documents with regard to
a punitive damage claim;
-- Denying as moot nonparty Terri Carter's motion for
protective order and request for hearing.
A full-text copy of Judge Mirando's July 19, 2016 order is
available at https://is.gd/gDPXgd from Leagle.com.
Fiddler's Creek, LLC, Plaintiff, represented by Carrie Stolzer
Robinson -- csrobinson@tobinreyes.com -- Tobin & Reyes, PA, Edward
K. Cheffy, Cheffy Passidomo, PA, Paul J. Battista --
pbattista@gjb-law.com -- Genovese, Joblove & Battista, PA, Ricardo
A. Reyes -- rar@tobinreyes.com -- Tobin & Reyes, PA & Nicholas P.
Mizell, Cheffy Passidomo, PA.
Naples Lending Group LC, Defendant, represented by Abbey L. Kaplan,
Kluger, Kaplan, Silverman, Katzen & Levine, PL, Erin E. Bohannon,
Kluger, Kaplan, Silverman, Katzen & Levine, PL, Frank Stuart
Harrison -- frank.harrison@bipc.com -- Buchanan Ingersoll & Rooney,
PC, Linda J.Z. Young -- linda.young@bipc.com -- Buchanan Ingersoll
& Rooney, PC,Scott Underwood, Buchanan Ingersoll & Rooney, PC &
Mark C. Anderson.
Daniel Carter, Defendant, represented by Abbey L. Kaplan, Kluger,
Kaplan, Silverman, Katzen & Levine, PL, Frank Stuart Harrison,
Buchanan Ingersoll & Rooney, PC, Linda J.Z. Young, Buchanan
Ingersoll & Rooney, PC, Scott Underwood, Buchanan Ingersoll &
Rooney, PC, Erin E. Bohannon, Kluger, Kaplan, Silverman, Katzen &
Levine, PL & Mark C. Anderson.
Naples Lending Group LC, Third Party Plaintiff, represented by
Abbey L. Kaplan, Kluger, Kaplan, Silverman, Katzen & Levine, PL,
Frank Stuart Harrison, Buchanan Ingersoll & Rooney, PC, Linda J.Z.
Young, Buchanan Ingersoll & Rooney, PC, Scott Underwood, Buchanan
Ingersoll & Rooney, PC & Erin E. Bohannon, Kluger, Kaplan,
Silverman, Katzen & Levine, PL.
Aubrey Ferrao, Third Party Defendant, represented by Carrie Stolzer
Robinson, Tobin & Reyes, PA, Clay C. Brooker, Cheffy Passidomo,
PA,Edward K. Cheffy, Cheffy Passidomo, PA, Nicholas P. Mizell,
Cheffy Passidomo, PA & Ricardo A. Reyes, Tobin & Reyes, PA.
Anthony DiNardo, Third Party Defendant, represented by Carrie
Stolzer Robinson, Tobin & Reyes, PA, Clay C. Brooker, Cheffy
Passidomo, PA,Edward K. Cheffy, Cheffy Passidomo, PA, Nicholas P.
Mizell, Cheffy Passidomo, PA & Ricardo A. Reyes, Tobin & Reyes,
PA.
William Reagan, Third Party Defendant, represented by J. Michael
Coleman, Coleman, Hazzard & Taylor, PA & Ricardo A. Reyes, Tobin &
Reyes, PA.
Lawrence M. Watson, Jr., Mediator, represented by Lawrence M.
Watson, Jr., Upchurch, Watson, White & Max.
Terri Carter, Movant, represented by Jonathan Seth Robbins, Fowler
White Burnett, P.A..
Naples Lending Group LC, Counter Claimant, represented by Abbey L.
Kaplan, Kluger, Kaplan, Silverman, Katzen & Levine, PL, Erin E.
Bohannon, Kluger, Kaplan, Silverman, Katzen & Levine, PL, Frank
Stuart Harrison, Buchanan Ingersoll & Rooney, PC, Linda J.Z. Young,
Buchanan Ingersoll & Rooney, PC & Scott Underwood, Buchanan
Ingersoll & Rooney, PC.
Fiddler's Creek, LLC, Counter Defendant, represented by Carrie
Stolzer Robinson, Tobin & Reyes, PA, Edward K. Cheffy, Cheffy
Passidomo, PA, Paul J. Battista, Genovese, Joblove & Battista, PA,
Ricardo A. Reyes, Tobin & Reyes, PA & Nicholas P. Mizell.
FLORIDA FOREST: Seeks Authorization to Use Cash Collateral
----------------------------------------------------------
Florida Forest Products of Cross City, Inc. asks the U.S.
Bankruptcy Court for the Northern District of Florida, Gainesville
Division, for authorization to use cash collateral.
The Debtor relates that it requires the use of cash collateral to
go forward as many vendors have now placed the Debtor on a "cash
basis” requiring payment for goods when delivered. The Debtor
adds that it requires the cash collateral to fund all other
necessary operating expenses of the business.
The Debtor tells the Court that it will suffer immediate and
irreparable harm if it is not authorized to use cash collateral to
fund its ongoing, recurring expenses. The Debtor further tells the
Court that it is not aware of any creditor who may have a lien upon
the cash collateral, except for the point-of-sale transactions.
A full-text copy of the Debtor's Motion, dated July 29, 2016, is
available https://is.gd/WzXWE2
Florida Forest Products of Cross City, Inc. is represented by:
Angela M. Ball, Esq.
P.O. Box 734
Perry, FL 32348
Telephone: (850) 584-8960
About Florida Forest Products of Cross City, Inc.
Florida Forest Products of Cross City, Inc., filed for Chapter 11
bankruptcy protection (Bankr. N.D. Fla. Case No. 16-10148) on June
28, 2016. The Debtor is represented by Angela M. Ball, Esq.
FREEDOM MORTGAGE: S&P Assigns 'B' ICR, Outlook Stable
-----------------------------------------------------
S&P Global Ratings said it assigned its 'B' issuer credit rating to
Freedom Mortgage Corp. The outlook is stable.
"Mt. Laurel, New Jersey-based Freedom Mortgage Corp. is a private,
full-service residential mortgage company engaged in originating,
servicing, selling, and securitizing primarily agency-eligible
residential mortgage loans throughout the U.S. The company's
revenue is concentrated on originating new mortgages (79% of net
revenue), with the remaining revenue coming from the servicing
aspect of the business (21% of net revenue). We take a balanced
view of the company's business position and operating results. On
one hand, the company operates in a cyclical residential mortgage
industry dominated by banks. On the other hand, Freedom has
positioned itself as a leading nonbank correspondent aggregator and
was the eighth-largest overall mortgage originator in 2015, with a
2.1% market share, and the 18th-largest mortgage loan servicer
according to Inside Mortgage Finance. The company's origination
activity is relatively concentrated in government-insured products,
with about 80% of sales being Veteran Affairs (VA) and Federal
Housing Administration (FHA) loans. Freedom is the largest VA
lender," S&P noted.
"The stable outlook on Freedom Mortgage Corp. reflects our view
that the company will successfully operate as a significant buyer
of correspondent-originated, government-insured mortgages," said
credit analyst Stephen Lynch.
However, Freedom has a diminutive market share in a very
competitive mortgage-origination and servicing industry. The
outlook also reflects S&P's expectation the firm will achieve a
long-term leverage profile measured by debt to EBITDA between 2.5x
and 3x. S&P expects the company to maintain an EBITDA-to-interest
coverage ratio of 6x-10x. Additionally, S&P expects that Freedom
will continue to grow its origination and servicing business while
maintaining sufficient funding capacity and liquidity.
S&P could lower the rating over the next 12 months if it expects
that debt to EBITDA will exceed 3x, sustainably, or if S&P expects
the interest coverage ratio to be below 6x on a sustained basis.
Additionally, if S&P believes that the company is facing regulatory
scrutiny, such that loan production volume and earnings are at
risk, S&P could lower the rating.
An upgrade is unlikely during the next 12 months. However, once
the company achieves a more stable operating model, with a more
predictable leverage profile, whereby it is maintaining a leverage
profile below 2x on a sustained basis, S&P could raise the rating.
FRESH & EASY: Selling 2 Liquor Licenses to Grocery Outlet for $17K
------------------------------------------------------------------
Fresh & Easy, LLC, filed a notice with the U.S. Bankruptcy Court
for the District of Delaware of its plan to sell its Bakersfield
Liquor License No. 539650 for $12,000, and Burbank Liquor License
no. 539672 for $5,000 to Grocery Outlet, Inc.
The Court entered an order on Dec. 3, 2015 authorizing the Debtor
to sell or transfer certain miscellaneous assets in accordance with
the terms of the Miscellaneous Asset Sale Order.
A copy of the Purchase Agreements attached to the Notice is
available for free at:
http://bankrupt.com/misc/Fresh_&_Easy_1100_Sales.pdf
The following parties hold liens or other interest in the assets:
a. Wells Fargo Bank, National Association
b. California Department of Alcoholic Beverage Control
Headquarters
c. California State Board of Equalization
d. State of California Franchise Tax Board
e. Eagle Point Business Park, LLC
f. CVS
The Debtor proposes to sell the assets to purchaser on an "as is,
where is" basis, free and clear of all liens, claims, interests,
and encumbrances. The Debtor may proceed with the proposed sale in
accordance with the terms of the Miscellaneous Asset Sale Order of
no objections are received by the Debtor by the objection
deadline.
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del., Case No. 15-12220) on Oct. 30, 2015. The petition was
signed
by Peter McPhee, the chief financial officer. The Debtor
estimated
assets of $10 million to $50 million and liabilities of at least
$100 million.
Judge Christopher S. Sontchi is assigned to the case.
The Debtor has engaged Cole Schotz P.C. as counsel, Epiq
Bankruptcy
Solutions, LLC, as claims and noticing agent, DJM Realty Services,
LLC, and CBRE Group, Inc., as real estate consultants and FTI
Consulting, Inc., as restructuring advisors.
* * *
The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with
the assistance of Hilco Merchant Resources, LLC, and Industrial
Assets Corp., respectively, has engaged DJM Realty Services, LLC,
and CBRE, Inc., to market its leasehold interests, and has
recently
engaged Hilco Streambank to assist with the disposition of its
intellectual property.
As part of the claims process, a bar date of Feb. 19, 2016, was
established by the Court for creditor claims.
FUNCTION(X) INC: Allowed to Repay $2-Mil. Debt Owed to Sillerman
----------------------------------------------------------------
On July 12, 2016, Function(x)Inc. closed a private placement of
$4,444,444 principal amount of Convertible Debentures and Common
Stock Purchase Warrants. The Debentures and Warrants were issued
pursuant to a Securities Purchase Agreement, dated July 12, 2016,
between the Company and certain accredited investors within the
meaning of the Securities Act of 1933, as amended. Upon closing of
the Private Placement, the Company received gross proceeds of
$4,000,000 before placement agent fees and other expenses
associated with the transaction.
As a part of the Private Placement, the Company issued Warrants to
the Purchasers. The number of shares for which the warrants are
exercisable was reported incorrectly. The Purchasers have received
warrants providing them with the right to purchase up to an
aggregate of 7,092,952 shares of the Company's common stock at an
initial exercise price of $0.3264 per share.
In addition, the Company issued to Aegis Capital Corporation, the
placement agent in connection with the Private Placement, warrants
providing them with the right to purchase up to an aggregate of
1,063,943 shares of the Company's common stock at an initial
exercise price of $0.3264 per share. The warrants issued to Aegis
Capital Corporation contain substantially the same terms as the
warrants issued to the Purchasers.
On July 20, 2016, the Company and the Purchasers entered into an
Amendment to Securities Purchase Agreement and Consent to Modify
Debentures. The Amendment and Consent permits the Company to repay
up to $2,000,000 of indebtedness owed to Sillerman Investment
Company IV, LLC, an affiliate of Robert F.X. Sillerman and also
permits the Company to revise its existing Line of Credit with
Sillerman IV to provide a line of credit to the Company of up to
$5,000,000. In addition, the Amendment and Consent provides that,
while the Debentures are outstanding, Mr. Sillerman will guarantee
that the Company shall have $1,000,000 available in its commercial
bank account or otherwise available in liquid funds. At any time
when the Company's available funds fall below $1,000,000, Mr.
Sillerman will provide the amounts necessary to make-up the
shortfall in an aggregate amount not to exceed $6,000,000; however,
the first $5,000,000 of the guaranty shall be provided by drawing
down on the Company's Line of Credit with Sillerman IV. Any
remaining amounts, up to a maximum aggregate of $1,000,000 shall be
provided by Mr. Sillerman.
In connection with the Amendment and Consent, the Company also
entered into a Subordination Agreement to permit the transactions
contemplated by the Amendment and Consent and an amendment to the
Exchange Agreement.
Exchange Agreement
As previously disclosed, on July 8, 2016, the Company and Sillerman
Investment Company III, LLC, Sillerman Investment Company IV, LLC,
and Sillerman Investment Company VI, LLC, each an affiliate of
Robert F.X. Sillerman, the Company's executive chairman and chief
executive officer, entered into an Exchange Agreement pursuant to
which Mr. Sillerman and certain of his affiliates will exchange
debt and securities for shares of common stock of the Company. In
connection with the transactions contemplated by the Amendment and
Consent, the Company entered into an amendment to the Exchange
Agreement to provide that advances of up to $5,000,000 under the
amended Line of Credit being provided to the Company by Sillerman
IV would be exchanged at a price of $0.3133 per share.
Because Mr. Sillerman is a director, executive officer and greater
than 10% stockholder of the Company, a majority of the Company's
independent directors approved the amendment to the Exchange
Agreement.
About Function(x)Inc.
Function(x)Inc., formerly known as DraftDay Fantasy Sports Inc.,
offers a high quality daily fantasy sports experience directly to
consumers and to businesses desiring turnkey solutions to new
revenue streams. DraftDay Fantasy Sports Inc. is the largest
shareholder of DraftDay Gaming Group, with a 44% stake. Sportech
owns 35%. By combining and capitalizing on the well-established
operational business assets of DraftDay and Sportech, the new
DraftDay is well-positioned to become a significant player in the
explosive fantasy sports market. DraftDay has paid out over $30
million in prizes with increased player retention and brand
loyalty. DraftDay Fantasy Sports also operates MyGuy and Viggle
Football both of which offer real-time interactive participation
with professional and college football games; Wetpaint, which
offers entertainment and celebrity news; and Choose Digital, a
digital marketplace platform that allows companies to incorporate
digital content into existing rewards and loyalty programs in
support of marketing and sales initiatives.
"The Company is unlikely to generate significant revenue or
earnings in the immediate or foreseeable future. The continuation
of the Company as a going concern is dependent upon the continued
financial support from its stockholders, the ability of the Company
to obtain necessary equity or debt financing to continue
development of its business and to generate revenue. Management
intends to raise additional funds through equity and/or debt
offerings until sustainable revenues are developed. There is no
assurance such equity and/or debt offerings will be successful and
therefore there is substantial doubt about the Company's ability to
continue as a going concern within one year after the financial
statements are issued," according to the Company's quarterly report
for the period ended Dec. 31, 2015.
As of March 31, 2016, DraftDay had $32.4 million in total assets,
$48.6 million in total liabilities, $12.5 million in series C
convertible redeemable preferred stock and a $28.6 million total
stockholders' deficit.
GARDENS REGIONAL: Can Get DIP Financing, Use Cash on a Final Basis
------------------------------------------------------------------
Judge Ernest M. Robles of the U.S. Bankruptcy Court for the Central
District of California, authorized Gardens Regional Hospital and
Medical Center, Inc., fdba Tri-City Regional Medical Center,
authorization to obtain postpetition financing and use cash
collateral.
Judge Robles authorized the Debtor to obtain a total of $2,500,000
in postpetition financing, pursuant to a DIP Credit Agreement
between the Debtor, as borrower, and Strategic Global Management,
Inc., as lender.
Strategic Global Management indicated a willingness to provide
financing to the Debtor, subject to the following conditions:
(1) the entry of the Final Order, satisfactory to Strategic
Global Mangement in its reasonable discretion, with regard to the
initial $500,000 to be delivered to Promise Gardens Lending
Company, Inc. to reimburse Promise the $500,000 that Promise
previously loaned to the Debtor pursuant to the Court's Interim
Order;
(2) the entry of an order approving an Interim Management
Agreement between KPC Global Management, Inc., and the Debtor, with
regard to the remaining $2,000,000; and
(3) findings by the Court that such financing is essential to
the Debtor‘s estate, that Strategic Global Management is a good
faith financier, and that its claims, superpriority claims,
security interests, Liens and other protections granted pursuant to
the Final Order and the DIP Financing Agreements will not be
affected by any subsequent reversal, modification, vacation, or
amendment of the Final Order or any other order, as provided in
section 364(e) of the Bankruptcy Code.
The proceeds of the DIP Facility will be used solely:
(a) to repay Promise the $500,000 previously loaned to the
Debtor by Promise, plus interest and expenses, pursuant to the
Interim Order;
(b) to pay costs, expenses and fees incurred by the Debtor in
connection with the preparation, negotiation, execution and
delivery of the DIP Credit Agreement and the other DIP Financing
Agreements, if any; and
(c) for general operating and working capital purposes, for
the payment of transaction expenses, for the payment of fees,
expenses, and costs incurred in connection with the Chapter 11
Case, and other proper corporate purposes of the Debtor not
otherwise prohibited by the terms hereof for working capital,
capital expenditures, and other lawful corporate purposes of the
Debtor.
Judge Robles granted Strategic Global Management:
(a) First priority, priming, valid, perfected, and enforceable
Liens, subject only to the U.S. Trustee Fees, the Carve Out, and
the Permitted Prior Liens, upon substantially all of the Debtor's
real and personal property, except:
(i) personal property owned by or in which KND
Development 53, LLC and/or Kindred Healthcare, Inc., its managing
member claims an interest;
(ii) the surgical robot owned by DeLage Landen Financial
Services, Inc.; and
(iii) the furniture, fixtures and equipment owned by
Cerritos Gardens General Hospital Company.
(b) A superpriority administrative claim in respect of all
obligations under the DIP Financing Agreements, subject to the U.S.
Trustee Fees and Carve Out.
Judge Robles granted the Prepetition Secured Creditors adequate
protection in the form of, among other things, Prepetition
Replacement Liens and Prepetition Superpriority Claims, to the
extent the Prepetition Secured Creditors held valid, perfected and
unavoidable liens as of the petition date and only to the extent of
any diminution in the value of the Prepetition Secured Creditors'
interest in the Prepetition Collateral.
All DIP Obligations will be immediately due and payable, and all
authority to use the proceeds of the DIP Facility and to use the
cash collateral will cease on the date that is the earliest to
occur of any of the following:
(1) The earliest to occur of (a) the effective date of chapter
11 plan, (b) the date of a closing of a sale of all or
substantially all of the Debtor's assets, or (c) the acceleration
of the Loans and or the occurrence of an event of default; and
(2) the date on which the maturity of the DIP Obligations is
accelerated and the commitments under the DIP Facility have been
irrevocably terminated as a result of the occurrence of an Event of
Default in accordance with the DIP Credit Agreement.
The approved Carve-Out Budget provides for the projected
professional fees for a 13-week period. The Budget projects a
total accruals in the amount of $630,000.
Judge Robles acknowledged that an immediate need exists for the
Debtor to obtain the DIP facility in order to continue operations
and to administer and preserve the value of its estate. He further
acknowledged that the ability of the Debtor to finance its
operations, to preserve and maintain the value of the Debtor‘s
assets, and to maximize a return for all creditors requires the
availability of working capital from the DIP Facility, the absence
of which would immediately and irreparably harm the Debtor, its
estate, its creditors, its employees and patients, and the
possibility for a successful reorganization or sale of the
Debtor’s assets.
A full-text copy of the Final Order, dated July 28, 2016, is
available at https://is.gd/ckHXKz
About Gardens Regional Hospital and Medical Center, Inc.
Gardens Regional Hospital and Medical Center, Inc., fka Tri-City
Regional Medical Center, leases a 137- bed, acute care hospital
doing business at 21530 South Pioneer Boulevard, Hawaiian Gardens,
Los Angeles, California. The Debtor provides a full range of
inpatient and outpatient services, including, but not limited to,
medical acute care, general surgical services, bariatric surgery
services (for weight loss), spine surgery services, orthopedic and
sports medicine and joint replacement services, wound care and pain
management services, physical therapy, respiratory therapy,
outpatient ambulatory services, diagnostic services, radiology and
inpatient/outpatient imaging services, laboratory and pathology
services, geriatric services, and community wellness and education
programs.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 16-17463) on June 6, 2016, estimating its assets at
between $1 million and $10 million, and liabilities at between $10
million and $50 million. The petition was signed by Brian Walton,
chairman of the Board. Judge Ernest M. Robles presides over the
case. Samuel R Maizel, Esq., and John A Moe, Esq., at Dentons US
LLP serves as the Debtor's bankruptcy counsel.
GAWKER MEDIA: Creditors' Panel Hires Simpson Thacher as Counsel
---------------------------------------------------------------
The Official Committee of Unsecured Creditors of Gawker Media LLC,
et al., seeks authorization from the U.S. Bankruptcy Court for the
Southern District of New York to retain Simpson Thacher & Bartlett
LLP as counsel to the Committee, nunc pro tunc to June 24, 2016.
Gawker Media requires Simpson Thacher to:
(a) advise the Committee with respect to its powers and duties
under the Bankruptcy Code, the Bankruptcy Rules and the
Local Rules;
(b) assist and advise the Committee in its consultations with
the Debtors, the U.S. Trustee and other parties in
interest relating to the administration of these cases;
(c) assist and advise the Committee in its examination and
analysis of the pre-and post-petition conduct of the
Debtors' affairs;
(d) assist and advise the Committee in connection with the
stalking horse bid of Ziff Davis, LLC, related bid
procedures and any sale of the Debtors' assets pursuant to
section 363 of the Bankruptcy Code through the closing
thereof;
(e) assist and advise the Committee with respect to the debtor
in possession financing with Cerberus Business Finance,
LLC, as administrative and collateral agent, and any other
proposed financings;
(f) assist the Committee in the review, analysis and
negotiation of any chapter 11 plan(s) of reorganization or
liquidation and accompanying disclosure statement(s) that
may be filed;
(g) take all necessary action to protect and preserve the
interests of the Committee, including (i) possible
prosecution and/or settlement of actions on the Debtors'
behalf, including avoidance and other causes of action
against insiders and third parties; (ii) if appropriate,
participation in and negotiations regarding litigation in
which the Debtors are involved; and (iii) if appropriate,
review and analysis of claims filed against the Debtors'
estates, including intra-Debtor claims;
(h) prepare on behalf of the Committee all necessary motions,
applications, answers, orders, reports, replies, responses
and other papers in support of positions taken by the
Committee and appear, as appropriate, before this Court
and any appellate and other courts; and
(i) perform all other necessary legal services in these cases.
Simpson Thacher will be paid at these hourly rates:
Sandeep Qusba $1,315
William T. Russell, Jr. $1,315
Lori Lesser $1,300
Jeffrey Baldwin $995
Randy Moonan $705
Julia Heald $485
Jonathan Myers $485
Stephanie Crosskey $310
Partners $1,085-$1,315
Senior Counsel $1,065
Counsel $1,030
Associates $485-$995
Paraprofessionals $205-$350
Simpson Thacher will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Sandeep Qusba, member of the law firm of Simpson Thacher & Bartlett
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.
Simpson Thacher can be reached at:
Sandeep Qusba, Esq.
SIMPSON THACHER & BARTLETT LLP
425 Lexington Avenue
New York, New York 10017-3954
Tel: (212) 455-2000
Fax: (212) 455-2502
E-mail: squsba@stblaw.com
About Gawker Media
Founded in 2002 by Nick Denton, Gawker Media is privately held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.
Gawker sought bankruptcy protection after being ordered to pay
$140.1 million in connection with an invasion of privacy lawsuit
arising from publication of a report and commentary and
accompanying sex video involving Terry Gene Bollea.
New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker
Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. --
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides
over the Debtors' cases.
Affiliates Gawker Media Group, Inc. and Budapest, Hungary-based
Kinja, Kft. filed separate Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 16-11719 and 16-11718) on June 12, 2016.
The cases are jointly administered.
Gregg M. Galardi, Esq., David B. Hennes, Esq. and Michael S.
Winograd, Esq., at Ropes & Gray LLP serve as counsel to the
Debtors. William Holden at Opportune LLP serves as Gawkers' chief
restructuring officer. Houlihan Lokey Capital, Inc. serves as the
Debtors' investment banker. Prime Clerk LLC serves as claims,
balloting and administrative agent.
Houlihan Lokey was retained by the Debtors on May 16, 2016, to
explore the possibility of a sale of all or substantially all of
the Debtors' assets, with the goal of maximizing return to the
Debtors' estates in the event of a possible chapter 11 filing.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
The U.S. trustee for Region 2 on June 24 appointed three creditors
of Gawker Media LLC and its affiliates to serve on the official
committee of unsecured creditors. The committee members are Terry
Gene Bollea, popularly known as Hulk Hogan, Shiva Ayyadurai, and
Ashley A. Terrill.
GAWKER MEDIA: Denton Wins Temporary Reprieve from Hulk Hogan Ruling
-------------------------------------------------------------------
The American Bankruptcy Institute, citing Tom Corrigan of The Wall
Street Journal, reported that a Florida appeals court temporarily
lifted the threat of personal bankruptcy hanging over Gawker Media
LLC founder Nick Denton as a result of a heated legal battle with
former wrestler Hulk Hogan.
According to the report, the judge's ruling on July 27 prevents
Terry Bollea, the wrestler's real name, from enforcing a $140
million invasion-of-privacy judgment handed down in Florida earlier
this year over sex tape the blog published in 2012. The judgment,
which is being appealed, led Gawker to file for chapter 11
protection in June, the report related.
Mr. Denton is personally liable for $10 million of the judgment and
jointly liable, along with former Gawker editor A.J. Daulerio, for
another $115 million, the report further related. Without court
protection, Mr. Denton has said he can't afford to pay the judgment
and would have no choice but to file for bankruptcy, the report
said.
The July 27 ruling, made in response to an emergency request by
Messrs. Denton and Daulerio, protects them until the court can hold
another hearing on the matter, the report said. The court didn't
require Mr. Denton or Mr. Daulerio to post a bond or to pledge
assets to secure the ruling, the report added.
About Gawker Media
Founded in 2002 by Nick Denton, Gawker Media is privately held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.
Gawker sought bankruptcy protection after being ordered to pay
$140.1 million in connection with an invasion of privacy lawsuit
arising from publication of a report and commentary and
accompanying sex video involving Terry Gene Bollea.
New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker
Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. --
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides
over the Debtors' cases.
Affiliates Gawker Media Group, Inc. and Budapest, Hungary-based
Kinja, Kft. filed separate Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 16-11719 and 16-11718) on June 12, 2016.
The cases are jointly administered.
Gregg M. Galardi, Esq., David B. Hennes, Esq. and Michael S.
Winograd, Esq., at Ropes & Gray LLP serve as counsel to the
Debtors. William Holden at Opportune LLP serves as Gawkers' chief
restructuring officer. Houlihan Lokey Capital, Inc. serves as the
Debtors' investment banker. Prime Clerk LLC serves as claims,
balloting and administrative agent.
Houlihan Lokey was retained by the Debtors on May 16, 2016, to
explore the possibility of a sale of all or substantially all of
the Debtors' assets, with the goal of maximizing return to the
Debtors' estates in the event of a possible chapter 11 filing.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
The U.S. trustee for Region 2 on June 24 appointed three creditors
of Gawker Media LLC and its affiliates to serve on the official
committee of unsecured creditors. The committee members are Terry
Gene Bollea, popularly known as Hulk Hogan, Shiva Ayyadurai, and
Ashley A. Terrill.
GFD CONSTRUCTION: Has Until August 30 to File Plan
--------------------------------------------------
GFD Construction, Inc., sought and obtained from Judge Jerry C.
Oldshue, Jr. of the U.S. Bankruptcy Court for the Northern District
of Florida, Pensacola Division, extension through and including
August 30, 2016, the time during which only the Debtor may file a
plan and disclosure statement.
The Debtor sought an immediate, but brief, extension of its
exclusivity period so that it may (a) properly communicate with its
creditors and other parties in interest in an effort to prepare and
file a plan of reorganization that the court will confirm within a
reasonable period of time, and (b) prepare, support, and file a
subsequent motion to extend the exclusivity period through and
including September 30, 2016, all without the spectre of imminent
dismissal haunting the Debtor's reorganization process.
According to the Debtor, its case involves prepetition judgments in
very contentious litigation that may require filing and prosecution
of avoidance actions. In addition, the Debtor previously operated a
construction and demolition disposal facility, but the Debtor has
not conducted such business for many years. Its state court
litigation with the Florida Department of Environmental Protection
continues.
Moreover, the Debtor said, because of the complexity of this case
its counsel needs the time afforded by additional exclusivity to to
identify and review in detail the Debtor's assets and liabilities
and begin to develop a strategy for the reorganization of the
Debtor under the Bankruptcy Code.
Proposed Counsel for GFD Construction, Inc.:
Jason Michael Osborn, Esq.
OSBORN GROUP, LLC
308 Magnolia Avenue, Suite 102
Fairhope, Alabama 36532
Telephone: (251) 929-5050
Email: josborn@osborngroupllc.com
About GFD Construction
GFD Construction, Inc., sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the Northern
District of Florida (Pensacola) (Case No. 16-30087) on February 1,
2016. The petition was signed by Anthony J. Greene, Sr., authorized
representative.
The Debtor is represented by Brandi Thomas, Esq., at Akbar Law
Firm, PA. The case is assigned to Judge Jerry C. Oldshue Jr.
The Debtor estimated assets of $1 million to $10 million and debts
of $100,000 to $500,000.
GIBSON BRANDS: S&P Lowers CCR to 'CCC', Outlook Negative
--------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on Nashville, Tenn.-based Gibson Brands Inc. to 'CCC' from 'CCC+'.
The rating outlook is negative.
At the same time, S&P lowered its issue-level rating on Gibson's
$375 million senior secured notes due 2018 to 'CCC' from 'CCC+'.
The '4' recovery rating is unchanged, indicating S&P's expectation
for average recovery (30%-50%; upper half of range) of principal in
the event of a payment default.
"The downgrade reflects our view that without an unforeseen
positive development during the next 12 months, Gibson will default
on its asset-based lending (ABL) revolving credit facility, which
was accelerated to May 1, 2017, following the company's failure to
meet a financial reporting covenant," said S&P Global Ratings
credit analyst Stephanie Harter. "We view the lenders' response to
what we would typically consider an amendable technical breach of
contract as fairly severe and, therefore, believe lender support to
continue providing future financing is fragile, which could hamper
the company's ability to refinance its nearer-term debt
maturities."
The negative rating outlook reflects the increased risk of default
on Gibson's ABL revolver within the next 12 months, absent a
successful refinancing, while facing significant near-term debt
obligations thereafter. Critical to gauging whether the company
will refinance in a timely fashion will be the Nov. 23, 2016,
deadline the lenders have set for negotiations to be well under
way, otherwise the company's ABL commitments will be reduced by
$5 million. The company has retained a financial advisor and has
launched a refinancing effort. Additionally, the company will need
to generate sufficient cash flows to meet its payables agreement to
an electronics product vendor of about $32 million by Dec. 31,
2016, and $54 million by Dec. 31, 2017.
S&P could raise its corporate credit rating on Gibson if the
company successfully refinances its ABL with sufficient committed
borrowing capacity to meet its ongoing working capital needs; and
if it addresses the waived defaults on its international credit
facilities while stabilizing its operating performance such that it
will likely meet its subsequent debt obligations, including the
structured payables to an electronics product vendor. An upgrade
would also require the company gaining traction with a turnaround
of its consumer electronics business.
GLACIAL MATERIALS: Hires Amigone Sanchez as Avoidance Counsel
-------------------------------------------------------------
Glacial Materials, LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of New York to employ Amigone,
Sanchez & Mattrey, LLP as special litigation counsel to advise and
represent the Debtor in the commencement and prosecution of any
adversary proceedings under Chapter 5 of the Bankruptcy Code,
including an adversary proceeding against Robert Hill and Yukon
Delevan Enterprises, LLC to seek recovery of a certain mining
permit that is instrumental to the value of the Debtor and its
operations from said persons, and any services as they may be
related to the bankruptcy case.
It is anticipated that Agmigone Sanchez as special litigation
counsel, will represent, advise and assist the Debtor in pursuing
the Bankruptcy Litigation during the course of these proceedings.
Agmigone Sanchez will be paid at these hourly rates:
Arthur G. Baumeister, Jr., Esq. $275
Scott Bogucki, Esq. $150
Arthur G. Baumeister, Jr., member of the law firm of Amigone,
Sanchez & Mattrey, assured the Court that he does not represent any
interest adverse to the Debtors and their estates.
The firm may be reached at:
Arthur G. Baumeister, Jr., Esq.
Amigone, Snachez & Mattrey, LLC
1300 Main Palce Tower
Buffalo, NY 14202
Phone: +1 716-852-1300
About Glacial Materials
Glacial Materials, LLC, based in Buffalo, N.Y., sought chapter 11
protection (Bankr. W.D.N.Y. Case No. 16-10907) on May 5, 2016, and
is represented by Robert B. Gleichenhaus, Esq., at Gleichenhaus,
Marchese & Weishaar, P.C., in Buffalo, N.Y. The Debtor estimated
its assets and debts at less than $10 million at the time of the
filing.
GRAFTECH INTERNATIONAL: Incurs $128 Million Net Loss in Q2
----------------------------------------------------------
Graftech International Ltd. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $128 million on $115 million of net sales for the three months
ended June 30, 2016, compared to a net loss of $22.8 million on
$126 million of net sales for the three months ended June 30,
2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $165 million on $211 million of net sales compared to a net
loss of $78.4 million on $288 million of net sales for the same
period a year ago.
As of June 30, 2016, Graftech had $1.27 billion in total assets,
$615 million in total liabilities and $657 million in total
stockholders' equity.
"We believe that we have adequate liquidity to meet our needs. As
of June 30, 2016, we had cash and cash equivalents of $13.4
million, long-term debt of $364.0 million, short-term debt of $16.5
million and stockholder's equity of $657 million."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/4l6TC6
About Graftech
Graftech International Ltd. is a manufacturer of a broad range of
high quality graphite electrodes, products essential to the
production of electric arc furnace steel and various other ferrous
and nonferrous metals.
* * *
As reported by the TCR on March 15, 2016, Standard & Poor's Ratings
Services said it lowered its corporate credit rating on
Independence, Ohio-based GrafTech International Ltd. two notches to
'CCC+' from 'B'.
Draftech carries a Ba3 corporate family rating from Moody's
Investors Service.
GRAND & PULASKI: Can Use Cash Collateral Until August 31
--------------------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized Grand & Pulaski Citgo,
Inc. to use the cash collateral of Lakeside Bank and Parent
Petroleum, Inc. on an interim basis, from August 1, 2016 through
August 31, 2016.
The Debtor operates a gas station and manages certain property
located at 1345 N. Pulaski Road, Chicago, IL 60651.
Lakeside Bank asserts claims against the Debtor which Lakeside
contends are secured by valid and perfected first priority liens on
personal property collateral, which consists of substantially all
of the Debtor's assets, and on all cash from operations and all
other proceeds generated from the personal property collateral.
Parent Petroleum also assets liens with respect to the cash
collateral.
Judge Thorne acknowledged that the Debtor requires the limited,
interim use of cash collateral for the maintenance and preservation
of the personal property collateral through the payment of ordinary
and necessary expenses of operation.
Judge Thorne authorized the Debtor to use cash collateral to
purchase gasoline and goods to sell in the ordinary course of the
Debtor's business.
John M. Scali, Sr., the Debtor's president, was directed to remit
to Lakeside Bank the amount of $12,000 from his
debtor-in-possession account at Lakeside Bank. The payment will be
applied provisionally to the claims of Lakeside Bank as additional
adequate protection.
Judge Thorne granted Lakeside Bank and Parent Petroleum adequate
protection in the form of, among others, a lien against and
security interest in all the Debtor's property, assets, and rights,
with respect to the personal property collateral, subject only to
valid and enforceable liens and security interests existing on said
property, assets, or rights at the time of the commencement of the
case or at the time the Debtor's estate acquires the property,
assets or rights.
The approved Budget provides for total costs of goods sold in the
amount of $135,700 and operating expenses in the amount of
$42,062.
A hearing on the Debtor's continued or extended interim use of cash
collateral will be held on August 24, 2016 at 10:00 a.m.
A full-text copy of the Interim Order, dated July 28, 2016, is
available at https://is.gd/AEEZeq
Lakeside Bank is represented by:
Jeffrey M. Monberg, Esq.
QUARLES & BRADY LLP
300 N. LaSalle Street, Suite 4000
Chicago, IL 60654
Telephone: (312) 715-5000
Email: jeff.monberg@quarles.com
About Grand & Pulaski Citgo, Inc.
Grand & Pulaski Citgo, Inc. filed a chapter 11 petition (Bankr.
N.D. Ill. Case No. 16-05081) on February 17, 2016. The petition
was signed by John M. Scali, Sr., president. The Debtor is
represented by Joel H. Shapiro, Esq., at Kamenear Kadison Shapiro &
Craig. The case is assigned to Judge Deborah L. Thorne. The
Debtor estimated assets at $100,000 to $500,000 and debts at $1
million to $10 million at the time of the filing.
GREENHUNTER RESOURCES: Can File Plan Exclusively Thru Aug. 29
-------------------------------------------------------------
BankruptcyData.com reported that the U.S. Bankruptcy Court approved
GreenHunter Resources' motion to extend by 60 days the exclusive
period during which the Company can file a Chapter 11 plan and
solicit acceptances thereof through and including August 29, 2016
and October 28, 2016, respectively. As previously reported,
"Termination of exclusivity could be very disruptive to the
Debtors' efforts to develop a Chapter 11 Plan. At this time, the
Debtors are in the middle of trying to resolve their issues with
the secured creditors. Moreover, if exclusivity terminates and
competing Chapter 11 Plans are filed, resources and energy will
necessarily be diverted from negotiating a consensual Chapter 11
Plan to prosecuting and defending competing Chapter 11 Plans. At
this point, the main issue in the case involves the lien of the
Debtors' prepetition secured creditor. If that issue can be
resolved, then the Debtors will be able to file a liquidating plan,
which would be beneficial to the unsecured creditors."
About Greenhunter Resources
GreenHunter Resources, Inc. and 12 of its affiliates, providers of
water management services, each filed a Chapter 11 petition (Bankr.
N.D. Tex. Lead Case No. 16-40956) on March 1, 2016. Kirk J.
Trosclair signed the petition as executive vice president and chief
operating officer. The Debtors listed total assets of $36.29
million and total debts of $29.05 million. The Debtors have about
$6 million in unsecured debt.
Singer & Levick, P.C., serves as the Debtors' counsel. Judge
Russell F. Nelms has been assigned the case.
GRUPO ISOLUX: Chapter 15 Case Summary
-------------------------------------
Chapter 15 Debtors:
Name Case No.
---- --------
Grupo Isolux Corsan, S.A. 16-12202
Corsan-Corviam Construccion, S.A. 16-12203
Grupo Isolux Corsan Concesiones, S.A. 16-12204
Isolux Ingenieria, S.A. 16-12205
Grupo Isolux Corsan Finance B.V. 16-12206
Type of Business: The Isolux Corsán Group is a Spanish-owned
commercial conglomerate with a
worldwide reputation specializing in the construction and
concession of major
infrastructure projects in the fields of engineering, civil
engineering, the environment and
installations, with over 80 years of experience and a presence in
over 40 countries on four
continents, and with a professional staff of approximately 6,000
professionals.
Chapter 15 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtors' Authorized Representative: Karla Pascarella
Judge: Hon. Sean H. Lane
Chapter 15 Petitioner's Counsel: Fredric Sosnick, Esq.
Stephen M. Blank, Esq.
SHEARMAN & STERLING LLP
599 Lexington Avenue
New York, NY 10022-6069
Tel: 212-848-8000
Fax: 212-848-7179
E-mail: fsosnick@shearman.com
stephen.blank@shearman.com
- and -
Solomon J. Noh, Esq.
Kelly E. McDonald, Esq.
SHEARMAN & STERLING (London) LLP
9 Appold Street
London EC2A 2AP
United Kingdom
Tel: +44 20 7655 5000
E-mail: solomon.noh@shearman.com
kelly.mcdonald@shearman.com
Estimated Assets: EUR5 billion as of first quarter of 2016
Estimated Debts: EUR5 billion as of first quarter of 2016
A full-text copy of the Chapter 15 petition is available for free
at
http://bankrupt.com/misc/nysb16-12202.pdf
GRUPO ISOLUX: Seeks U.S. Recognition of Foreign Proceedings
-----------------------------------------------------------
Grupo Isolux Corsan, S.A., Corsan-Corviam Construccion, S.A., Grupo
Isolux Corsan Concesiones, S.A., Isolux Ingenieria, S.A. and Grupo
Isolux Corsan Finance B.V. filed Chapter 15 petitions in the U.S.
Bankruptcy Court for the Southern District of New York on July 29,
2016. The petitions, signed by foreign representative, Karla
Pascarella, sought recognition in the United States of proceedings
currently pending in Spain and The Netherlands.
Although none of the Spanish Debtors have operations in the United
States, some of their non-debtor affiliates are located, or
otherwise operate, in the United States.
On July 28, 2016, each of the Spanish Debtors filed a petition to
commence proceedings pursuant to Additional Provision Four of the
Spanish Act 22/2003, of July 9, 2014 on Insolvency for judicial
homologation of a Refinancing Agreement, in the Mercantile Court of
Madrid, Spain. The total financial debt of the Isolux Group that
is subject to the judicial homologation in Spain is approximately
EUR2.4 billion (not including certain contingent amounts that may
become part of the restructured debt).
Also on July 28, 2016, a suspension of payments proceeding was
commenced in the District Court of Amsterdam, The Netherlands,
pursuant to the Dutch Insolvency Act (Faillissementswet) for Grupo
Isolux Corsan Finance B.V. The Dutch Debtor is an affiliate of the
Spanish Debtors and the issuer of the EUR850 million in 6.625%
senior notes due 2021 that are guaranteed by the Spanish Debtors.
The Spanish Debtors, the Dutch Debtor and their non-debtor
affiliates, collectively the Isolux Group, comprise an
international engineering, construction and concession group, which
provides a comprehensive range of engineering, procurement and
construction services. The Isolux Group carries out infrastructure
concession operations globally, delivering projects to both public
and private sector clients in over 40 countries on four continents.
At the first quarter of 2016, the Isolux Group reported current
assets of approximately EUR5 billion and current liabilities of
approximately EUR5 billion, Court documents show.
According to Ms. Pascarella, the Isolux Group experienced a
significant decline in financial performance in the first quarter
of 2016, on a year-to-year basis compared to both the first quarter
of 2015 and compared to the fourth quarter of 2015, due largely to
a significant reduction in the Isolux Group's liquidity and working
capital, which, in turn, impaired its business operations and
production rates.
"The decline in financial performance caused significant financial
strain that resulted in delayed payments to suppliers, which in
turn further led to disruptions in the company's businesses," Ms.
Pascarella said. "Additionally, the curtailment of bonding line
availability due, among other circumstances, to the economic crisis
as well as the effect of the insolvency proceedings commenced by
Abengoa, S.A. (which is one of the Isolux Group's primary
competitors), further inhibited the Isolux Group's ability to
participate in bids for new contracts. Without access to bonding
lines, the Isolux Group found itself unable to monetize its
existing backlog and access new business to drive future growth,"
she added.
Faced with mounting liquidity needs, the Isolux Group sought to
restructure its balance sheet and deleverage its capital structure.
Starting in October 2015, certain financial creditors began
providing additional financing to the Isolux Group in order to
allow for the stabilization of its financial position while the
terms of a restructuring were negotiated. To assist in its efforts
to achieve a comprehensive restructuring of its financial
indebtedness, the Isolux Group appointed Rothschild, S.A. and
Houlihan Lokey (Europe) as financial advisors. The Isolux Group
also began negotiating a potential restructuring with the steering
committee of lenders under the Bank Loans, represented by KPMG, as
financial advisor, and Jones Day, as legal counsel. The Isolux
Group engaged D.F. King Ltd, an Orient Capital company, to compile
an updated list of bondholders and on May 16, 2016, requested that
bondholders disclose their identities and holdings of those
securities to the Identification Agent.
An ad hoc group of holders of the Unsecured Notes organized and
selected PJT Partners, as financial advisor, and Linklaters,
S.L.P., as legal counsel.
On June 28, 2016, the Debtors presented their financial creditors
with a comprehensive restructuring proposal. The terms of the
restructuring proposal subsequently were incorporated into a
Refinancing Agreement, dated July 13, 2016, executed by, among
others, GIC, the other Spanish Debtors, the Dutch Debtor, the
Steering Committee, and certain other creditors and equity holders,
which, along with related proxy and consent materials, was
distributed to creditors for accession on July 13, 2016.
As disclosed in Court documents, the RA received overwhelming
support from the affected creditors. At each of the Spanish
Debtors, Creditors holding in excess of 90% of the debt subject to
the Spanish Foreign Proceedings have acceded to the RA, including
creditors holding approximately 82% of the Unsecured Notes.
In accordance with the RA, on July 28, 2016, each Spanish Debtor
submitted its petition for homologation of the RA to the Spanish
Mercantile Court of Madrid. The request for homologation of the RA
is pending before the Spanish Foreign Court. As agreed in the RA,
issuance of the new securities by GIC may take place after receipt
of the homologation of the RA by the Spanish Court, irrespective of
the court resolutions approving the Homologation in Spain or the
composition agreement in the Netherlands becoming final and
non-appealable.
Concurrently with the petitions, the Spanish Foreign Representative
has filed a provisional relief motion which seeks to: (i) stay all
persons and entities from taking actions against the Spanish
Debtors or the Spanish Debtors' assets; (ii) entrust the
administration or realization of all or part of the Spanish
Debtors' assets located in the United States to the Spanish Debtors
in order to protect and preserve the value of those assets; (iii)
suspend the right of any person or entity other than the Spanish
Debtors to transfer, encumber or otherwise dispose of any assets of
the Spanish Debtors; and (iv) grant the Spanish Foreign
Representative the rights and protections to which they are
entitled under Chapter 15 of the Bankruptcy Code.
"The success of the Isolux Group's efforts to achieve a global
restructuring will depend on cooperation from multiple financial
creditors across many jurisdictions. To be in the best position to
achieve and implement the restructuring, the Spanish Debtors must
maintain operations, have a stable platform to continue finalizing
their restructuring with their creditors and avoid a race to the
courthouse by some creditors seeking to obtain advantage over other
creditors in a different part of the world," Ms. Pascarella
maintained.
The Foreign Representative has hired Shearman & Sterling LLP as her
counsel.
Judge Sean H. Lane is assigned to the cases.
GULF FINANCE: Moody's Assigns B2 Corporate Family Rating
--------------------------------------------------------
Moody's Investors Service assigned first time ratings to Gulf
Finance, LLC (Gulf), including a B1 Corporate Family Rating (CFR),
a B1-PD Probability of Default Rating (PDR), and a B2 senior
secured term loan rating. The outlook is stable.
"Gulf's ratings reflect the impact of the recapitalization and
dividend distribution in consolidating Chelsea Petroleum Products
I, LLC and Penn Products Terminals, LLC. The rating is constrained
by high leverage, which should be reduced over time as Gulf
generates free cash flow that is captured under the excess cash
flow sweep feature in the Term Loan " commented Sreedhar Kona,
Moody's Senior Analyst. "The stable outlook reflects Moody's
expectation of Gulf's ability to generate steady cashflows."
Assigned:
Issuer: Gulf Finance, LLC
-- Corporate Family Rating, assigned B1
-- Probability of Default Rating, assigned B1-PD
-- $1.2 billion Senior Secured Term Loan, assigned B2 (LGD4)
-- Outlook, assigned stable
RATINGS RATIONALE
Moody's said, "Gulf's B1 CFR reflects the company's geographic
footprint and diversity in its distribution network, reinforced by
the critical nature of its terminal infrastructure. The rating is
supported by the modest stability provided by the medium term
volume contracts and the company's strong competitive market
position in Pennsylvania. Gulf's ratings are constrained by the
high initial leverage and the company's moderate exposure to
commodity prices and volume risk as evidenced by the recent
operating performance at Penn Products Terminals. . We project
Gulf's debt/EBITDA (leverage ratio), including the ABL borrowings,
to be close to 6x by the end of 2017, primarily due to the capture
of free cash flow by the term loan's excess cash flow sweep
feature. The rating also considers the management team's track
record, supported by a sponsor with experience in midstream
assets."
The B2 rating for the $1.2 billion senior secured term loan is one
notch below the B1 CFR in accordance with Moody's Loss Given
Default Methodology, reflecting a second priority lien behind the
revolving credit facility lenders with regards to the relatively
more liquid ABL priority collateral—specifically, the accounts
receivable and inventory. The company will upsize its ABL revolver
from $700 million in lender commitments to $800 million with an
initial borrowing base of approximately $500 million, which
includes the working capital assets of Penn Products in addition to
those already securing the loan at Chelsea Petroleum Products.
Gulf will maintain an adequate liquidity profile through the end of
2017. At the close of the transaction, Moody's expects the current
ABL drawings of approximately $200 million to remain outstanding
and that the ABL facility will be relied on as a source of funding
on an ongoing basis. Gulf should generate positive free cash flow
before distributions looking into the second half of 2017. Residual
cash is anticipated to be paid out as dividends with minimal cash
maintained on the balance sheet. The term loan has a debt service
coverage ratio (DSCR) covenant of 1.1x while the ABL has a
springing DSCR covenant of 1.1x. Moody's expects Gulf to remain in
compliance with its covenants through the third quarter of 2017.
The term loan facility will have first priority lien on all assets
excluding ABL priority collateral (essentially all accounts
receivable and inventory) and second priority lien on all ABL
priority collateral.
The stable outlook reflects Moody's expectation that Gulf will
generate steady free cash flow contributing to declining leverage.
Ratings could be downgraded if it appears that Gulf's debt/EBITDA
is likely to remain above 6x at the end of 2017.
Factors that could support a rating upgrade include successful
execution on growth initiatives driving earnings growth and
debt/EBITDA below 5x on a sustained basis.
Gulf is a diversified refined products terminaling, storage, and
logistics business that consolidates ArcLight's ownership in PPT
and Chelsea. The combination of PPT and Chelsea will be a refined
products logistics platform with 14 MMBBL of terminaling and
storage capacity in the Northeast U.S. refined products market.
Gulf will own 100% of Gulf Operating which consolidates 100% of PPT
and Chelsea.
GUS AND JOYCE HIONAS: Disclosures Okayed, Plan Hearing on Aug. 25
-----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey is set to
hold a hearing on August 25, at 10:00 a.m., to consider approval of
the Chapter 11 plan of reorganization filed by Gus and Joyce
Hionas.
The hearing will take place at the U.S. Bankruptcy Court, Courtroom
No. 4B, 400 Cooper Street, Camden, New Jersey. Objections are due
by August 18.
The bankruptcy court had earlier issued an order approving the
Debtors' disclosure statement, allowing them to start soliciting
votes from creditors.
The order dated July 15 set an August 18 deadline for creditors to
cast their votes on the plan and an August 22 deadline for the
Debtors to file a report of the voting results.
The Debtors are represented by:
Aris J. Karalis, Esq.
Robert W. Seitzer, Esq.
Maschmeyer Karalis P.C.
1415 Route 70 East, Suite 306
Cherry Hill, NJ 08034
Phone: (856) 428-8400
About Gus and Joyce Hionas
Gus and Joyce Hionas sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 15-22628). The case is
assigned to Judge Andrew B. Altenburg, Jr.
H&M REAL ESTATE: Case Summary & 5 Unsecured Creditors
-----------------------------------------------------
Debtor: H&M Real Estate Holdings, LLC
216 Spring Valley Road
Columbia, SC 29233
Case No.: 16-03832
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
District of South Carolina (Columbia)
Debtor's Counsel: Frederick M Adler, Esq.
ADLER LAW FIRM, LLC
PO Box 4743
Pawleys Island, SC 29585
Tel: 843-314-3204
Fax: 843-314-3205
E-mail: miles@adlerlaw.partners
Total Assets: $3.89 million
Total Liabilities: $3.77 million
The petition was signed by Mitchell B. Mcguirt, authorized
signatory.
A copy of the Debtor's list of five unsecured creditors is
available for free at http://bankrupt.com/misc/scb16-03832.pdf
HAJ INC: Final Hearing on Cash Collateral Motion Set for Aug. 17
----------------------------------------------------------------
HAJ, Inc. dba Christenson Oil notified the U.S. Bankruptcy Court
for the District of Oregon that it had served copies of its Cash
Collateral Motion to Bank of the West and the Attorney for Bank of
the West on July 29, 2016.
Judge Peter C. McKittrick of the U.S. Bankruptcy Court for the
District of Oregon issued an Amended Interim Order, authorizing
HAJ, Inc. dba Christensen Oil to use cash collateral and scheduling
a final hearing on the Debtor's Cash Collateral Motion on August
17, 2016 at 10:00 a.m.
A full-text copy of the Amended Interim Order, dated July 28, 2016,
is available at https://is.gd/pJXGY9
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 discloses total
assets in the amount of $2.79 million and total liabilities in the
amount of $1.72 million.
HAMILTON TRUCKING: Hires King as Bankruptcy Counsel
---------------------------------------------------
Hamilton Trucking, LLC, seeks authority from the U.S. Bankruptcy
Court for the Middle District of Florida to employ Taylor J. King
as counsel to the Debtor.
Hamilton Trucking requires King to render general representation of
the Debtor in the bankruptcy proceeding and the performance of all
legal services which may be necessary therein.
King will be paid at these hourly rates:
Taylor J. King $250-$300
King will be paid a retainer in the amount of $1,500.
King will also be reimbursed for reasonable out-of-pocket expenses
incurred.
To the best of the Debtor's knowledge, 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 Debtor and
its estate.
King can be reached at:
Taylor J. King, Esq.
LAW OFFICES OF MICKLER & MICKLER
5452 Arlington Expressway
Jacksonville, FL 32211
Tel: (904) 725-0822
Fax: (904) 725-0855
About Hamilton Trucking
Hamilton Trucking, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. M.D. Fla. Case No. 16-01899) on May 20, 2016.
HARRINGTON & KING: Can Use Inland Bank Cash on an Interim Basis
---------------------------------------------------------------
Judge Deborah L. Thorne of the U.S. Bankruptcy Court for the
Northern District of Illinois authorized The Harrington & King
Perforating Co., Inc. and Harrington & King South, Inc. to use cash
collateral on an interim basis.
The Debtor owes Inland Bank and Trust $4,057,787.59, secured by a
lien on the company's assets.
Judge Thorne acknowledged that the Debtor needs to use cash
collateral through the Termination Date, in order to prevent
immediate and irreparable harm to the estate. She further
acknowledged that the use of cash collateral will also enhance the
possibility of maximizing the value of the Debtor's business and
assets.
Inland Bank was authorized, at its election, to apply all cash
collateral received in excess of the expenses set forth in the
Budget and a $150,000 reserve in its possession or control, first,
to the payment of prepetition debt; and second, to the payment of
allowable 506(b) amounts.
Inland Bank was granted replacement liens as security for payment
of the prepetition debt.
Judge Thorne held that the Carveout, with respect to each Carveout
Professional:
(a) shall equal an aggregate amount not to exceed the lesser of
(i) the aggregate amount provided in the Budget for such Carveout
Professional for the period commencing on the Filing Date and
ending on the Termination Date and (ii) the aggregate amount of
allowed fees and expenses that accrue during the period commencing
on the Filing Date and ending 30 days after the Termination Date;
(b) shall be reduced dollar-for-dollar by any payments of fees
and expenses to such Carveout Professional; and
(c) shall be paid out of any prepetition retainer or property
of the estate before such payments are made from the proceeds of
the Aggregate Collateral.
The Carveout Professionals consist of: Law Offices of William J.
Factor; Beacon Management Advisors, LLC; Ulmer & Berne LLP; and the
United States Trustee or any other professional retained by the
Official Committee of Unsecured Creditors.
A further hearing on the Debtor's Motion is scheduled for August 3,
2016 at 10:00 a.m.
A full-text copy of the Agreed Interim Order, dated July 28, 2016,
is available at https://is.gd/LSVX9V
About The Harrington & King Perforating Co., Inc.
The Harrington & King Perforating Co., Inc. and Harrington & King
South Inc. are in the business of manufacturing perforating metal
sheets and rolled coils of varying gauges and types to produce hole
patterns of various sizes, shapes, and spacing. Most of the work
is done to customer specifications and consists of high value-added
jobs, not typical of most metal punching. The products are used in
automotive, acoustics, architecture, food and pharmaceutical
straining and filtering, interior design, manufacturing, safety
flooring, pollution control, transportation and mining cleaning and
grading, electronics and other fields.
The Debtors sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Ill. Case Nos. 16-15650 and 16-15651) on May 7,
2016. The petitions were signed by Greg McCallister, chief
restructuring officer and chief operating officer.
The cases are jointly administered under Case No. 16-15650. The
cases are assigned to Judge Deborah L. Thorne.
The Debtors estimated both assets and liabilities in the range of
$1 million to $10 million.
HERCULES OFFSHORE: SEC & US Gov't. Object to Plan Releases
----------------------------------------------------------
BankruptcyData.com reported that the Securities and Exchange
Commission and United States of America filed with the U.S.
Bankruptcy Court separate objections to Hercules Offshore's Joint
Prepackaged Chapter 11 Plan. The SEC asserts, "The release
provisions must be deleted from the plan because they are not
consensual and do not meet the standard for nonconsensual releases.
Because the Nondebtor Third Party Releases are Not Fair to the
Shareholders, Not Necessary to the Reorganization, and Not
Supported by the Facts of this Case, they Do Not Meet the Standard
for Nonconsensual Releases. In this case, where shareholders as a
class rejected the Plan, did not consent to the releases, and are
not receiving anything in exchange for the releases apart from what
they are entitled to as a class under the Plan, the releases must
be stricken or amended not to bind shareholders."
About Hercules Offshore
Hercules Offshore, Inc., and its debtor and non-debtor subsidiaries
are providers of shallow-water drilling and marine services to the
oil and natural gas exploration and production industry globally.
Hercules Offshore and 13 of its subsidiaries each filed a Chapter
11 bankruptcy petition (Bankr. D. Del. Proposed Lead Case No.
16-11385) on June 5, 2016. The petition was signed by Troy L.
Carson as vice president.
The Debtors listed total assets of $1.06 billion and total debts of
$521.37 million as of March 31, 2016.
The Debtors have hired Akin Gump Srauss Hauer & Feld LLP as general
bankruptcy counsel and Morris, Nichols, Arsht & Tunnell LLP as
co-counsel.
HIRA LLC: Court Denies Extension of Exclusivity Period
------------------------------------------------------
Judge Dwight H. Williams, Jr., of the U.S. Bankruptcy Court for the
Middle District of Alabama entered an order denying Hira, LLC's
request for extension of the exclusivity period during which the
Debtor may file a chapter 11 plan for it was not timely filed.
The petition in this case was filed January 27, 2016, thus the
exclusivity period expired on May 26, 2016.
As previously reported by The Troubled Company Reporter, the Debtor
asked 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 told 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.
Debtor's Counsel:
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
HOLDEN PSYCHIATRIC: Court Approves Plan to Exit Bankruptcy
----------------------------------------------------------
A U.S. bankruptcy judge on July 21 approved the plan of Holden
Psychiatric Institute, PA, to exit Chapter 11 protection.
Judge Ben Barry of the U.S. Bankruptcy Court for the Western
District of Arkansas gave the thumbs-up to the restructuring plan
after finding that it satisfies the requirements for confirmation
under section 1129 of the Bankruptcy Code.
In the same filing, the bankruptcy judge also gave final approval
to the disclosure statement detailing the plan. The disclosure
statement was conditionally approved on June 23, court filings
show.
About Holden Psychiatric Institute
Headquartered in Springdale, Arizona, Holden Psychiatric Institute,
P.A., dba Psychiatric Institute, filed for Chapter 11 bankruptcy
protection (Bankr. W.D. Ark. Case No. 15-71548) on June 12, 2015,
estimating its assets at between $1 million and $10 million and
liabilities at between $500,000 and $1 million. The petition was
signed by Donnie Holden, president.
Judge Ben T. Barry presides over the case.
Stanley V Bond, Esq., at Bond Law Office serves as the Debtor's
bankruptcy counsel.
HOVBROS ROESVILLE: Hires Ciardi Ciardi & Astin as Attorney
----------------------------------------------------------
Hovers Roesville, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of New Jersey to employ Ciardi Ciardi &
Astin as attorney for Debtor-in-Possession, nunc pro tunc to July
6, 2016.
The Debtor requires Ciardi Ciardi & Astin to:
a. give legal advice to the Debtor with respect to its powers
and duties as Debtor-in-Possession.
b. prepare all motions, application, answers, orders, reports
and other legal papers as necessary; and
c. perform all other legal services for the Debtor.
Ciardi Ciardi & Astin will be paid at these hourly rates:
Partners $485-$545
Of Counsel $385-$459
Associates $250-$300
Paralegals $120-$180
Ciardi Ciardi & Astin will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Albert A. Ciardi, III, Esq., member with the firm of Ciardi Ciardi
& Astin, 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.
Ciardi Ciardi & Astin may be reached at:
Albert A. Ciardi, III, Esq.
Jennifer C. McEntee, Esq.
Ciardi Ciardi & Astin
One Commerce Square
2005 Market Street, Suite 3500
Philadelphia, PA 19103
Telephone: (215)557-3550
Facsimile: (215)557-3551
About Hovers Roesville, LLC
Hovers Roesville, LLC sought protection under Chapter 11 of the
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey (Camden) (Case No. 16-23024) on July 6, 2016. The
petition was signed by Peter Hovnanian, managing member. The case
is assigned to hon Jerrold N. Poslusny Jr. The Debtor disclosed
total assets of $1 million to 10 million and total debts of $10
million to $50 million.
ICMFG & ASSOCIATES: Case Summary & 11 Unsecured Creditors
---------------------------------------------------------
Debtor: ICMFG & Associates, Inc.
3734 131st Ave. N., Suite 11
Clearwater, FL 33762
Case No.: 16-06552
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Susan H Sharp, Esq.
STICHTER, RIEDEL, BLAIN & POSTLER, P.A.
110 E Madison Street, Suite 200
Tampa, FL 33602
Tel: 813-229-0144
Fax: 813-229-1811
E-mail: ssharp.ecf@srbp.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $10 million to $50 million
The petition was signed by Michael Doyle, president.
A copy of the Debtor's list of 11 unsecured creditors is available
for free at http://bankrupt.com/misc/flmb16-06552.pdf
III EXPLORATION: Has Until Aug. 17 to Use Cash Collateral
---------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorizes III Exploration II LP to use cash
collateral on an interim basis, until August 17, 2016.
The Debtor is indebted to:
(1) Wilmington Trust, National Association, as First Lien
Agent, for the First Lien Lenders, in the amount of not less than
$88,016,501, as of the Petition Date. The First Lien Indebtedness
is secured by valid, binding, perfected and enforceable liens and
security interests granted by the Debtor to the First Lien Lenders
and First Lien Agent for the benefit of the First Lien Lenders,
upon and in property of the Debtor as described in the First Lien
Security Documents, and all their proceeds and products.
(2) Citibank, N.A., as Syndication Agent, and KeyBank National
Association, as Administrative Agent, for the Second Lien Lenders,
in an amount not less than $26,775,979.68. The Second Lien
Indebtedness is secured by valid, binding, perfected and
enforceable liens and security interests granted by the Debtor to
the Second Lien Lenders and Second Lien Agent for the benefit of
the Second Lien Lenders, upon and in property of the Debtor as
described in the Second Lien Security Documents, and all their
proceeds and products.
The claims, liens and security interests of the First Lien Agent
and the First Lien Lenders have priority over the claims, liens and
security interests of the Second Lien Agent and the Second Lien
Lenders to the extent provided in the Intercreditor Agreement,
which was entered into among the Debtor, Petroglyph Energy, Inc.,
as guarantor, KeyBank National Association, in its capacity as
administrative agent for the holders of the First Lien Obligations,
and KeyBank National Association, in its capacity as administrative
agent for the holders of the Second Lien Obligations.
Judge Mosier declared that all cash and cash equivalents received
by the Debtor, including collections and proceeds of any
Pre-Petition Collateral or services provided by the Debtor, which
shall at any time come into the possession, custody, or control of
the Debtor, or to which the Debtor is now or shall become entitled
at any time held in any banking, checking, or other deposit account
with any financial institution constitute the Cash Collateral of
the Agents and the Pre-Petition Lenders.
Judge Mosier acknowledged that the Debtor has an immediate and
critical need to use the Pre-Petition Lenders’ Cash Collateral to
continue the Debtor’s ordinary course business operations and to
maintain the value of the Debtor’s bankruptcy estate.
Judge Mosier allowed the Debtor to use cash collateral solely to
pay for the expenses described in the approved interim Budget.
The Agents and the Pre-Petition Lenders were granted adequate
protection consisting of, among others, replacement liens upon all
of the Debtor’s right, title and interest in, to, and under:
(a) the Pre-Petition Collateral;
(b) all of the Debtor’s property which, in the absence of
bankruptcy, would have been subject to the respective Pre-Petition
Liens including, without limitation, the Debtor’s post-petition
accounts receivable and post-petition gross receipts resulting from
the Debtor’s ordinary course business operations to the extent of
the Debtor’s use of cash collateral;
(c) all of the Debtor’s now-owned and after-acquired real
and personal property, assets and rights, of any kind or nature,
wherever located; and
(d) any right to payment whether arising before or after the
Petition Date, and the proceeds, products, rents and profits.
Judge Mosier granted Carve-Out, which consists of:
(a) quarterly fees required to be paid pursuant to 28 U.S.C.
Section 1930(a)(6) and any fees payable to the Clerk of the
Bankruptcy Court; and
(b) after a Termination Event, the payment of the reasonable
fees and expenses of the Professionals that are incurred and are
ultimately allowed by the Court pursuant to Bankruptcy Code
Sections 330 and 331, in an aggregate amount not to exceed
$200,000.
The final hearing on the Debtor's Cash Collateral Motion is
scheduled on August 17, 2016 at 2:00 p.m. The deadline for the
filing of objections to the Debtor's Motion is set on August 12,
2016.
A full-text copy of the Interim Order, dated July 29, 2016, is
available at https://is.gd/stHCsY
About III Exploration II LP
III Exploration II LP filed a chapter 11 petition (Bankr. D. Utah
Case No. 16-26471) on July 26, 2016. The Debtor is represented by
George Hofmann, Esq., Steven C. Strong, Esq., and Adam H. Reiser,
Esq., at Cohne Kinghorn, P.C.
INT'L SHIPHOLDING: Files Voluntary Chapter 11 Bankruptcy Petition
-----------------------------------------------------------------
International Shipholding Corporation on Aug. 1 disclosed that it
and certain of its subsidiaries have each filed voluntary petitions
for relief under Chapter 11 of title 11 of the United States Code
in the United States Bankruptcy Court for the Southern District of
New York. The Company currently intends to continue operating in
the normal course of business without interruption.
To facilitate the Chapter 11 process, the Company has entered into
a debtor-in-possession $16 million credit facility. The
debtor-in-possession credit facility may be used to fund, among
other things, the Company's working capital needs while in Chapter
11.
Erik L. Johnsen, President and CEO, commented, "[Mon]day, we took a
critical step toward right-sizing the Company's balance sheet.
While the company is facing challenges with its debt and capital
structure, we believe our core business segments are performing
satisfactorily. During the Chapter 11 process we look forward to
continuing to provide our customers the same high quality, reliable
shipping services they've come to consistently expect from us."
The Company has filed a series of first-day motions with the United
States Bankruptcy Court to allow the Company to continue to operate
in the ordinary course of business. The first day motions ask the
United States Bankruptcy Court to approve, among other things, the
payment of wages, salaries and other employee benefits during the
Chapter 11 process as well as payments to certain critical vendors
and foreign vendors. The Company expects that the United States
Bankruptcy Court will approve these requests. During the Chapter
11 process, suppliers will be paid in full for all goods and
services provided after the filing date as required by the
Bankruptcy Code.
For access to United States Bankruptcy Court documents and other
general information about the Chapter 11 cases, please visit
https://cases.primeclerk.com/ish
International Shipholding Corporation, through its subsidiaries,
operates a fleet of U.S. and foreign flag vessels that provide
international and domestic maritime transportation services to
commercial and governmental customers. The company maintains its
headquarters in Mobile, Alabama.
The Company is represented by David H. Botter of Akin Gump Strauss
Hauer & Feld. Prime Clerk LLC is the claims and noticing agent.
INTERNATIONAL SHIPHOLDING: Case Summary & 30 Top Unsec. Creditors
-----------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
International Shipholding Corporation 16-12220
601 Poydras Street
Pan Am Building, Suite 1850
New Orleans, LA 70130
Enterprise Ship Company, Inc. 16-12225
Sulphur Carriers, Inc. 16-12233
Central Gulf Lines, Inc. 16-12221
Coastal Carriers, Inc. 16-12222
Waterman Steamship Corporation 16-12219
N.W. Johnsen & Co., Inc. 16-12218
LMS Shipmanagement, Inc. 16-12229
U.S. United Ocean Services, LLC 16-12235
Mary Ann Hudson, LLC 16-12230
Sheila McDevitt, LLC 16-12232
Tower LLC 16-12234
Frascati Shops, Inc. 16-12226
Gulf South Shipping PTE LTD 16-12227
LCI Shipholdings, Inc. 16-12228
Dry Bulk Australia LTD 16-12224
Dry Bulk Americas LTD 16-12223
Macro Shipping Company (PTE) LTD 16-12231
Type of Business: The company is engaged in waterborne cargo
transportation and maintains a diversified
customer base with emphasis on medium and long-
term contracts and charters.
Chapter 11 Petition Date: July 31, 2016
Court: United States Bankruptcy Court
Southern District of New York (Manhattan)
Debtors' Counsel: David H. Botter, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
One Bryant Park
New York, NY 10036
Tel: (212) 872-1000
E-mail: dbotter@akingump.com
- and -
Sarah Link Schultz, Esq.
Travis A. McRoberts, Esq.
AKIN GUMP STRAUSS HAUER & FELD LLP
1700 Pacific Avenue, Suite 4100
Dallas, Texas 75201
Tel: (214) 969-2800
E-mail: tmcroberts@akingump.com
sschultz@akingump.com
Debtors'
Restructuring BLACKHILL PARTNERS, LLC
Advisor: 2651 N. Harwood Street, Suite 120
Dallas, TX 75201
Tel: 214.382.3750
Fax: 214.382.3755
Debtors'
Claims,
Noticing &
Balloting
Agent: PRIME CLERK LLC
Total Assets: $305.08 million as of March 31, 2016
Total Debts: $226.83 million as of March 31, 2016
The petitions were signed by Manuel G. Estrada, vice president and
chief financial officer.
Debtors' 30 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
U.S. Customs & Border Government $298,878
Attn: Dept of Homeland Security Creditor
Bureau of Customs & Border
6650 Telecom Dr
Suite 100
Indianapolis, IN 46278
Tel: 877-227-5511
Fax: 317-248-4174
Email: cfomedia@cbp.dhs.gov
Nippon Yusen Kaisha Trade Creditor $2,913,871
Attn: General Counsel
YSEN Building
3-2, Marunouchi 2 Chome
Chiyoda-Ku 100-005
Japan
Tel: 81-3-3284-5151
Fax: 81-3-5217-778
Email: jed.Artz@na.nykline.com;
ncl_expso_sales@jp.nykline.com
Masters Mates & Pilots Union $2,875,422
Attn: Patrick McCullough Obligations
700 Maritime Blvd
Suite A
Linthicom Heights, MD 21090-1996
Tel: 410-850-8603
Fax: 410-850-8655
Email: Pmccullough@mmpplans.com
Seafarers International Union Union $2,453,722
Attn: Maggie Bowen Obligation
5201 Auth Way
Camp Springs, MD 20746
Tel: 301-899-0675
Fax: 301-899-7355
Email: Mbowen@seafarers.com
Meba Medical Benefits Plan Union $2,364,005
Attn: Ann Gilchrist Obligation
1007 Eastern Avenue
Baltimore, MD 21202
Tel: 410-547-9111
Fax: 410-385-2024
Email: agilchrist@mebaplans.org
Sembcorp Marine Trade Creditor $1,323,801
Attn: General Counsel
29 Tanjong Kling Road
Singapore 628054
Singapore
Tel: 65-3256-1766
Fax: 65-6261-0738
Email: ir@sembmarine.com;
sanlye.chua@sembmarine.com
Kristensons Petroleum Co Inc. Trade Creditor $1,064,179
Attn: Jordan Felber
21 East Front St
Red Bank, NJ 07701
Tel: 732-788-7002
Fax: 732-219-7919
Email: newyork@kpibridgeoil.com
Matson Integrated Logistics Trade Creditor $926,680
Attn: General Counsel
1815 S Meyers Road
Ste 700
Oakbrook Terrace, IL 60181
Tel: 800-462-8766
Fax: 925-887-6230
Email: customerservice@matson.com
Niels W. Johnsen Estate Contract $900,000
Attn: Christopher C. Schwabacher, Obligation
Executor
Windels Marx Lane & Mittendorf, LLP
156 West 56th Street
22nd Floor
New York, NY 10019
Tel: 212-237-1078
fAX: 212-262-1215
Email: cschwabercher@windersmarx.com
Windels Marx Lane & Mittendorf, LLP Professional $821,529
Attn: General Counsel Creditor
156 West 56th Street
New York, NY 10019
Tel: 212-237-100
Fax: 212-262-1215
Email: wmlm@windelsmarx.com
Bomin Bunker Oil PTE Ltd. Trade Creditor $753,138
Attn: General Counsel
15 Hoe Chiang Road
#06-06 Euro-Asia-Centra
Singapore 089316
Singapore
Tel: 65-6221-9222
Fax: 65-6305-7882
Email: nari@bomin.com.sg;
bunkers@bomin.com.sg;
ldoering@bomin.com.sg
Yusen Navtec Co Ltd. Trade Creditor $692,751
Attn: General Counsel
Yusen Building 3F
3-9 Kaigandori
Naka-Ku
Yokahama Japan
Tel: 045-663-1401
Fax: 045-663-1420
Email: navtec@ynt.co.jp;
shojibu@ynt.co.jp
American Bureau Of Shipping Trade Creditor $652,000
Attn: General Counsel
16855 Northchase Drive
Houston, TX 77060
Tel: 281-877-5800
Fax: 281-877-5803
Email: ABS-Amer@eagle.org
Erik F. Johnsen Estate Contract $630,000
Attn: R. Chistian Johnsen Obligation
Jones Walker LLP
499 S. Capitol Street, SW
Washington, DC 20003
Tel: 202-203-1012
Fax: 202-203-1013
Email: cjohnsen@joneswalker.com
ISS Machinery Services Limited Trade Creditor $404,473
Attn: General Counsel
Osaka Kasen Building
Yodoyabashi Square, 2-6-18
Kitahama, Chuo-Ku
Osaka 541-0048
Japan
Tel: 81-6203-5156
Fax: 81-6203-5195
Email: psc@iss-shipping.com
Port Manatee Ship Repair & Trade Creditor $361,424
Fabrication LLC
Attn: General Counsel
210 National Street
Warehouse #3
Manatee Port Authority
Palmetto, FL 34221
Tel: 908-285-0912
Email: frank@manateeshiprepair.com;
jim@manateeshiprepair.com
Total Lubrifiants SA Trade Creditor $326,156
Attn: Vanessa Garay
562 Avenue Du parc De L'lle
Nanterre Cedex 92000
France
Tel: 908-374-5104
Tampa Electric Company Trade Creditor $316,838
Attn: General Counsel
702 N. Franklin Street
Tampa, FL 33602
Tel: 813-228-1326
Fax: 813-228-1820
Email: investorrelations@tecoenergy.com
W.H. Brennan & Co. (Pte) Ltd. Trade Creditor $305,668
Attn: General Counsel
47 Loyang Way
Singapore 508739
Singapore
Tel: 65-6549-5111
Fax: 65-6542-5246
Email: singapore@survitecgroup.com
Wartsila North America Inc. Trade Creditor $286,076
Attn: General Counsel
16330 Air Center Blvd.
Houston, TX 77032
Tel: 281-233-6200
Fax: 281-233-6233
Email: wna@wartsila.com
United Bulk Terminals Trade Creditor $284,937
Attn: Brian Miles
15602 Jacintoport Boulevard
Houston, TX 77015
Tel: 281-457-7900
Fax: 281-457-7991
Email: info@oiltanking.com
Portserv International Ltd. Trade Creditor $280,968
Attn: General Counsel
201 Amber Street
markham, ON L3R 3J7
Canada
Tel: 905-470-7066
Fax: 905-470-9958
Email: portserv@portserinternational.com
Marine Towing of Tampa LLC Trade Creditor $267,612
Attn: General Counsel
908 South 20th Street
Tampa,k FL 33605-6304
Tel: 813-242-6500
Fax: 813-242-4525
Email: operations@marinetowingtampa.com
Tampa Ship LLC Trade Creditor $262,827
Attn: General Counsel
1130 McCloskey Blvd.
Tampa, FL 33605
Tel: 813-248-9310
Fax: 813-248-9806
Email: info@tampaship.com;
joem@bollingershipyards.com
MMIF, LLC Trade Creditor $256,704
Attn: General Counsel
6065A Rangeline Road
Theodore, AL 36582
Tel: 251-443-1100
Fax: 251-443-1110
Email: webmaster@mmif-llc.com
Buck Kreihs Marine Repair LLC Trade Creditor $253,988
Attn: Bill Eckert
2225 Tchoupitoulas Street
New Orleans, LA 70130
Tel: 504-524-7681
Fax: 504-522-5879
Email: info@bkco.us
Marine Industrial Gears Trade Creditor $241,387
Email: info@marineindustrialgears.com
Delta Marine Environmental LLC Trade Creditor $226,647
Email: ops@deltames.com
ARA Plan Union $205,363
Email: jlindner@araplans.com Obligation
MacGregor USA Inc. Trade Creditor $204,755
Email: noah.schwehm@cargotec.com
IRON FIST: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Iron Fist, LLC
2032 Bent Oaks Ave.
Biloxi, MS 39530
Case No.: 16-51275
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
Southern District of Mississippi
(Gulfport-6 Divisional Office)
Judge: Hon. Katharine M. Samson
Debtor's Counsel: Robert Alan Byrd, Esq.
BYRD & WISER
P.O. Box 1939
Biloxi, MS 39533
Tel: 228 432-8123
Fax: 228 432-7029
E-mail: rab@byrdwiser.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Charles G. Taylor, III, member manager.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
ISAAC PERRY: Proposes Plan to Exit Chapter 11 Protection
--------------------------------------------------------
Isaac and Mary Perry of Fort Wayne, Indiana, filed with the U.S.
Bankruptcy Court for the Northern District of Indiana a plan to
exit Chapter 11 protection.
Under the restructuring plan, unsecured claims in Class 9 will be
paid an amount equal to the "net projected disposable income" of
the Debtors. Payments will be made to a disbursing agent who will
distribute them to unsecured creditors on a pro rata basis.
The Debtors propose to pay the claims in semi-annual installments
over eight years beginning on the date the first payment is due
under the restructuring plan, which is six months after the
bankruptcy court confirms the plan.
A copy of the disclosure statement is available for free at
https://is.gd/fTV0AY
About Isaac and Mary Perry
Isaac and Mary Perry, residents of Fort Wayne, Indiana, sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. N.D.
Ind. Case No. 15-12774) on December 3, 2015.
The Debtors, who reside in Fort Wayne, Indiana, operate a business
known as Perry Carpet Cleaning Inc., which provides carpet and
furniture cleaning as well as janitorial services.
ITALIAN & FRENCH: Business and Equipment Sale to Dobson Approved
----------------------------------------------------------------
Judge Richard E. Fehling of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania authorized Italian & French Pastry
Shop, Inc. to sell its business and related food service assets
collectively located and operated from leased facilities located at
16 N. 6th St., Reading, Berks County, Pennsylvania, to Rosita
Dobson.
The Buyer is the daughter of the principal of the Debtor but is
otherwise unrelated to the Debtor or any of its creditors, has no
adverse interest with respect to the Debtor's bankruptcy, and is
otherwise a good faith purchaser for purposes of 11 U.S.C. Sec.
363(m).
The sale is free and clear of all liens.
All liens will be paid at closing and Debtor will distribute the
proceeds, after payment of ordinary and necessary costs of sale,
such as transfer taxes, deed preparation fees, notary fees,
outstanding real estate and school taxes and all liens, to the
Internal Revenue Service and/or the Commonwealth of PA, Dept. of
Revenue, as their interests appear of record, in accordance with
the laws of the Commonwealth of Pennsylvania as they relate to lien
priority.
A copy of the Sale Order is available at:
http://bankrupt.com/misc/Italian_&_French_38_Order.pdf
About Italian & French Pastry Shop
Italian & French Pastry Shop, Inc., sought Chapter 11 protection
(Bankr. E.D. Penn. Case No. 16-11085) on Feb. 19, 2016. The
Debtor
estimated less than $500,000 in assets and debt. The petition was
signed by Michelangelo Bruno, president of the Company. John A.
DiGiamberardino, Esq., at Case & DiGiamberardino, P.C., serves as
the Debtor's counsel.
J.T.P. CORP: Has $850K Sale Contract for Denver Property
--------------------------------------------------------
J.T.P. Corp. asks the U.S. Bankruptcy Court for the District of
Colorado to authorize the sale of its real property located at 2660
King Street, Denver, Colorado, to a third party purchaser for
$850,000.
The property, located in the sought-after Highlands neighborhood,
consists of 3,600 finished square feet with 4 bedrooms and 3.5
bathrooms.
The Debtor owes principal in the amount of $497,931 to Bluebird
Mortgage Corp. secured by a first-priority deed of trust against
the property. ODS Financial, LLC, or its assigns holds a
second-priority deed of trust against the property to secure an
obligation in the claimed amount of $21,000. The Debtor owes
$4,200 to the City and County of Denver for property taxes relating
to the property.
On July 22, 2016, Debtor entered into a Contract to Buy and Sell
Real Property, wherein the Debtor intends to sell the property to a
third party, Meagan Malcolm-Peck (E-mail:
meaganmp@lasercycleausa.com) and Brenna Malcolm-Peck (E-mail:
brennamp@lasercycleausa.com), for $850,000.
The Debtor accepted the Sale Contract after listing the property on
the market on July 15, 2016, showing the property to over 30
prospective buyers, and considering over a half-dozen offers. The
Debtor listed the property on July 15, 2016 at $779,900.
A copy of the Sale Contract attached to the Motion is available for
free at:
http://bankrupt.com/misc/JTP_Corp_35_Sales.pdf
Pursuant to the Sale Contract, the Debtor wishes to sell the
property subject to the following terms:
a. The Debtor will pay Bluebird its principal in the amount of
$497,930 plus non-default interest from the date of the Debtor's
last interest payment and alleged breach (January 2016) through
Aug. 15, 2016 ($43,354) for a total of $541,284;
b. The Debtor will pay ODS or its assign and the City and County
of Denver in full from net proceeds from sale of the property;
c. Remaining proceeds from the sale of the property will be
placed in the COLTAF Account of Vorndran Shilliday, P.C. maintained
at Wells Fargo Bank, N.A., up to and including the difference
between Bluebird's claim of $749,773 plus an additional $25,000 to
cover anticipated costs and attorney fees; and
d. Any remaining proceeds from sale of the property will be
deposited into the Debtor's DIP Account maintained by Wells Fargo.
About J.T.P. Corp.
J.T.P. Corp. is in the business of acquiring, improving, and
selling or "flipping" primarily residential real property in the
Denver metropolitan area.
J.T.P. Corp. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Colo. Case No. 16-15232) on May 25, 2016. The
Debtor remains a debtor-in-possession.
J.T.P. Corp.'s attorneys:
Robert J. Shilliday III
Virndran Shilliday
1888 Sherman Street, Suite 760
Denver, CO 80203
Telephone: (720) 439-2500
E-mail: rob@vs-lawyers.com
JEJP LLC: Wants to Use Texas Citizens Bank Cash Collateral
----------------------------------------------------------
JEJP, LLC d/b/a Precision Machined Products asks the U.S.
Bankruptcy Court for the Southern District of Texas for
authorization to use cash collateral.
The Debtor contends that Texas Citizens Bank, N.A. is its only
secured creditor with an interest in the cash collateral. The
Debtor further contends that its landlord, EastGroup Properties,
L.P., has a potential perfected landlord's lien against he
Debtor’s fixtures, equipment, merchandise and chattels.
The Debtor is indebted to Texas Citizens Bank in the amount of
$2,400,000.
The Debtor relates that it requires the emergency use of cash
collateral in the amount of $181,000 for the next 20 days to meet
payroll and expenses to begin moving its business operations to a
new location. The Debtor further relates that the majority of these
funds are for moving expenses, the payment to Texas Citizens Bank,
rentals, and payroll for employees, but not members. The Debtor
also requires the use of cash collateral in the amount of $285,000
on a monthly basis which, the Debtor contends will decrease to
approximately $185,000 per month once the Debtor’s equipment has
been moved to a new location.
The Debtor's proposed Budget provides for, among others, expenses
such as travel and entertainment, bank payments, maintenance and
depreciation.
The Debtor proposes to provide adequate protection to Texas
Citizens for the use of cash collateral by, among others:
(a) Paying the monthly note payment of $27,000 per month;
and,
(b) By providing Texas Citizens a post-petition replacement
lien in the accounts receivable of the Debtor including cash
generated or received by the Debtor subsequent to the Petition
Date, but only to the extent that Texas Citizens had a valid,
perfected pre-petition lien and security interest in the collateral
as of the Petition Date, and subject to the Carve out as set forth
in the Debtor's proposed order.
A full-text copy of the Debtor's Motion, dated July 29, 2016, is
available at https://is.gd/NUIZV3 and a full-text copy of the
Debtor's proposed Budget, dated July 29, 2016, is available at
https://is.gd/fMPls7
Texas Citizens Bank, N.A. is represented by:
James W. Freyer, Esq.
14200 Gulf Freeway, Suite 101
Houston, TX 77034
Email: jwfreyer@email.msn.com
EastGroup Properties, L.P. is represented by:
Michael S. Held, Esq.
Jackson Walker L.L.P.
2323 Ross Avenue, Suite 600
Dallas, TX 75201
Email: jheld@jw.com
About JEJP, LLC d/b/a Precision Machined Products
JEJP, LLC dba Precision Machined Products filed a chapter 11
petition (Bankr. S.D. Tex. Case No. 16-33646) on July 22, 2016.
The petition was signed by Paul Williams, chairman. The Debtor is
represented by Julie Mitchell Koenig, Esq., at Cooper & Scully, PC.
The case is assigned to Judge David R. Jones. The Debtor
estimated assets at $50,001 to $100,000 and liabilities at $1
million to $10 million at the time of the filing.
JOANNA LUCAS: Court to Take Up Exit Plan on August 18
-----------------------------------------------------
A U.S. bankruptcy judge will consider approval of the Chapter 11
plan of reorganization filed by Joanna Maria Lucas at a hearing on
August 18.
Judge Arthur Federman of the U.S. Bankruptcy Court for the Western
District of Missouri will hold the hearing at 8:30 a.m., at the
Bankruptcy Courtroom, 222 N. John Q. Hammons Parkway, Springfield,
Missouri.
The bankruptcy judge will also consider at the hearing the final
approval of the Debtor's disclosure statement, which he
conditionally approved on July 15.
The deadline for voting creditors to submit their ballots is August
15, which is also the last day for filing objections to the plan.
About Joanna Maria Lucas
Joanna Maria Lucas sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W. D. Mo. Case No. 15-61029) on September
15, 2015.
The case is assigned to Judge Arthur B. Federman. The Debtor is
represented by David E. Schroeder, Esq.
JOHN FRIEDENBERG: Proposes Plan to Exit Chapter 11 Protection
-------------------------------------------------------------
John and Lynne Friedenberg filed with the U.S. Bankruptcy Court for
the District of Arizona a plan to exit Chapter 11 protection.
Under the proposed plan, Class 7 creditors holding unsecured
deficiency claims and unsecured claims will be paid the sum of
$1,740 on a quarterly basis for a period of five years.
These creditors will be paid pro rata from the Debtors' disposable
income.
The Debtors estimate unsecured claims in the amount of $535,118.
Any liens held by the Class 7 creditors will be null and void and
removed as of the effective date of the plan, according to the
disclosure statement detailing the restructuring plan.
A copy of the disclosure statement is available for free at
https://is.gd/0O9b4Z
The Debtors are represented by:
Eric Slocum Sparks, Esq.
Law Offices of Eric Slocum Sparks, P.C.
110 South Church Avenue #2270
Tucson, Arizona 85701
Telephone (520) 623-8330
Facsimile (520) 623-9157
Email: law@ericslocumsparkspc.com
Email: eric@ericslocumsparkspc.com
About John and Lynne Friedenberg
John R. Friedenberg and Lynne D. Friedenberg sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
15-11773) on September 15, 2015.
JOYCE LEE: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Joyce Lee Corp.
Joyce Lee Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Ga. Case No. 16-59949) on June 6,
2016. The Debtor is represented by Jenny Nguyen, Esq., at Nguyen
Stephen, PC.
JPC COMPLETION: Selling Equipment to JARK for $431K
---------------------------------------------------
JPS Completion Fluids, Inc., asks the U.S. Bankruptcy Court for the
Western District of Texas, San Antonio Division, for an expedited
consideration of its motion to sell to sell certain equipment to
JARK, LLC for $431,000.
The Debtor, a domestic oilfield services provider, ceased business
operations at the end of February 2016, and has no operations or
employees. The Debtor has marshaled the majority of its equipment
and materials at two of its yards near Mathis, Texas where it is
available for sale.
The Debtor has entered into a letter of intent ("LOI") to sell 12
mixers and 6 filter pods ("Equipment") that are currently stored in
the Debtor's yard in Mathis to JARK, LLC.
The LOI contains, among others, these key terms:
a. The Purchase Price is $431,000, payable in cash at closing.
b. The equipment will be sold free and clear of all liens,
claims, encumbrances and interests.
c. The transaction will be documented by a formal purchase and
sale agreement to be prepared by counsel for the Debtor that
substantially conforms to the terms of the LOI.
d. The LOI is non-binding, only a contemplated formal purchase
and sale agreement will be binding.
e. The sale will close within ten days of the bankruptcy court
approving the terms of the LOI.
f. The Debtor remains free to negotiate with other potential
purchasers regarding the sale of the Equipment until such time as
the formal purchase and sale agreement is executed by both buyer
and seller.
g. JARK, LLC, is purchasing the Equipment "as is, where is, and
with all faults."
h. JARK, LLC, will not assume or be deemed to assume any
liabilities of the Debtor.
i. The purchase is subject to higher and better bids submitted
at or prior to the hearing on approval of the Motion.
The Debtor has agreed to the offer embodied in the LOI subject to
bankruptcy court approval after reasonable notice and a hearing, at
which hearing anyone else would be entitled to offer a higher
price, potentially triggering an auction. If a competing bid is
made, the Debtor will request the Court conduct an auction in the
courtroom at the hearing.
The Debtor says the sale to JARK, LLC, is an arm's-length
transaction and was negotiated in good faith by both the Debtor and
by JARK, LLC. Debtor has no need for any of the Equipment and is
unaware of any competing offers. The Debtor believes the proposed
purchase price is fair and adequate consideration and that
approving the sale is in the best interests of the Debtor, its
estate, and its creditors.
About JPS Completion Fluids
JPS Completion Fluids, Inc., a domestic corporation with principal
place of business in Mathis, San Patricio County, Texas, that
provided chemicals and other completion fluids for the oil and gas
industry.
JRS sought Chapter 11 protection (Bankr. W.D. Tex. Case No.
16-51110) on May 11, 2016. The petition was signed by Sergio
Garza, vice president. Judge Craig A. Gargotta is assigned to the
case.
Nathaniel Peter Holzer, Esq., at the Jordan Hyden Womble Culbreth &
Holzer PC, serves as the Debtor's counsel.
The Debtor estimated assets and liabilities in the range of $1
million to $10 million.
JUROMA PROPERTIES: Toz-Bel Seeks to Hire Piney as Accountant
------------------------------------------------------------
Toz-Bel, LLC, d/b/a Rossy's Garden Restaurant, seeks authority from
the U.S. Bankruptcy Court for the District of New Jersey to employ
Jorge L. Piney Associates, P.C. as accountants to the Debtor.
Toz-Bel, LLC requires Piney to review and maintain the Debtor's
books and records.
Piney will be paid at $175 per month.
Jorge Piney, member of Jorge L. Piney Associates, P.C., assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Piney can be reached at:
Jorge Piney
JORGE L. PINEY ASSOCIATES, P.C.
400 44th St.
Union City, NJ 07087
Tel: (201) 867-7800
About Juroma Properties
Juroma Properties, LLC filed for Chapter 11 protection (Bankr.
D.N.J. Case No. 16-17985-VFP) on May 10, 2016. The Hon Vincent F.
Papalia presides over the case.
K HOVNANIAN: S&P Assigns 'B' Rating on $75MM Term Loan Due 2019
---------------------------------------------------------------
S&P Global Ratings said it assigned its 'B' issue-level rating (two
notches above the 'CCC+' corporate credit rating) to Red Bank,
N.J.-based homebuilder K. Hovnanian Enterprises Inc.'s proposed $75
million first-lien super priority term loan due 2019. The recovery
rating is '1', indicating S&P's expectation of very high (90% to
100%) recovery in the event of payment default.
S&P also assigned its 'CCC' issue-level rating (one notch lower
than its corporate credit rating) to Hovnanian's proposed $75
million 9.5% first-lien notes. The recovery rating is '5',
indicating S&P's expectation for modest (10% to 30%; at the high
end of the range) recovery in the event of payment default.
In addition, S&P assigned its 'CCC-' issue-level rating (two
notches lower than our corporate credit rating) to Hovnanian's
proposed 10% second-lien notes. The recovery rating is '6',
indicating S&P's expectation for negligible (0% to 10%) recovery in
the event of payment default.
At the same time, S&P revised the recovery rating on the company's
$577 million senior secured first-lien notes due 2020 to '4' from
'3', indicating S&P's expectation for average (30% to 50%; at the
high end of the range) recovery in the event of payment default.
The 'CCC+' issue level rating remains unchanged.
The company will use the proceeds of its proposed term loan to
refinance existing debt to extend its near term maturities.
RECOVERY ANALYSIS
Key analytical factors
-- S&P assigned its 'B' issue-level rating (two notches higher
than the corporate credit rating) to Hovnanian's proposed
$75 million term loan. The recovery rating is '1', z
indicating S&P's expectation for very high (90% to 100%; at
the high end of the range) recovery in the event of payment
default.
-- S&P also assigned its 'CCC' issue-level rating (one notch
lower than its corporate credit rating) to Hovnanian's
proposed $75 million 9.5% first-lien notes. The recovery
rating is '5', indicating S&P's expectation for modest (10%
to 30%; at the high end of the range) recovery in the
event of payment default.
-- In addition, S&P assigned its 'CCC-' issue-level rating (two
notches lower than its corporate credit rating) to
Hovnanian's proposed 10% second-lien notes. The recovery
rating is '6', indicating S&P's expectation for negligible
(0% to 10%) recovery in the event of payment default.
-- At the same time, we revised the recovery rating on the
company's $577 million senior secured first-lien notes due
2020 to '4' from '3', indicating S&P's expectation for
average (30% to 50%; at the high end of the range) recovery
in the event of payment default. The 'CCC+' issue-level
rating remains unchanged.
-- S&P rates both the 2% and 5% senior secured notes due 2021
'CCC', one notch lower than S&P's corporate credit rating.
the '5' recovery rating indicates S&P's expectation for
modest (10% to 30%; at the high end of the range) recovery.
-- S&P rates the senior secured second-lien notes and the
unsecured notes 'CCC-', two notches lower than S&P's
corporate credit rating. The '6' recovery rating indicates
S&P's expectation for negligible (0% to 10%) recovery.
-- S&P estimates a gross recovery value of about $515 million,
which assumes a blended 41% discount to the assumed $880
million in adjusted book value of inventory.
Simulated default and valuation assumptions
S&P's simulated default scenario assumes a 2018 default year in
which a deep U.S. economic recession reverses the recent housing
recovery and volume and housing prices revert back to recent trough
levels. S&P assumes that cash not spent on inventory levels would
be used to fund cash shortfalls.
Simplified waterfall
-- Gross recovery value: $515 million
-- Property level costs (5%): $26 million
-- Administrative costs (5%): $26 million
-- Net recovery value: $464 million
-- Collateral available to term loan creditors: $325 million
-- Term loan claims: $78 million
-- Recovery expectations: 90%-100%
-----------------------------------
-- Collateral available to first-lien creditors: $246 million
-- First-lien claims: $600 million*
-- Recovery expectations: 30%-50% (upper end of the range)
-----------------------------------
-- Collateral available to 2% and 5% and new first-lien secured
creditors:
-- $60 million
-- Total secured claims: $268 million*
-- Recovery expectations: 10%-30% (higher end of the range)
-----------------------------------
-- Collateral available to second-lien and unsecured creditors:
$0
-- Total second-lien claims: $230 million
-- Unsecured claims: $1.1 billion
-- Recovery expectations: 0% to 10%
Note: All debt claims include an assumed six months of accrued but
unpaid interest.
Ratings List
K. Hovnanian Enterprises Inc.
Corporate Credit Rating CCC+/Negative/--
New Rating
K. Hovnanian Enterprises Inc.
Senior Secured
$75 mil super priority term loan due 2019 B
Recovery Rating 1
$75 mil 9.5% 1st-lien notes due 2020 CCC
Recovery Rating 5H
10% 2nd-lien notes due 2018 CCC-
Recovery Rating 6
Rating Unchanged; Recovery Rating Revised
To From
K. Hovnanian Enterprises Inc.
Senior Secured
$577 mil first-lien notes due 2020 CCC+ CCC+
Recovery Rating 4H 3L
K4M CONSTRUCTION: Hires Benevides & Assoc. as Real Estate Agent
---------------------------------------------------------------
K4M Construction & Development, LLC seeks authorization from the
U.S. Bankruptcy Court for the Southern District of Texas to employ
Benevides & Associates as real estate agent.
The Debtor seeks the retention of Benevides & Associates as a real
estate agent and broker to market and sell improved real property
of the estate under Sections 327 and 330 of the Bankruptcy Code.
The compensation for services to be rendered by Benevides &
Associates is a customary 6% commission payable at the closing of
the sale of the Debtor's property.
Nancy Benevides, co-owner of Benevides & Associates, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtors and their estates.
Benevides & Associates can be reached at:
Nancy Benevides
Benevides & Associates
16525 Lexington Blvd, Suite 260
Sugar Land, TX 77479
Tel: (281)903-7253
Fax: 713-395-4969
E-mail: nancy@benevidesandassociates.com
About K4M Construction & Development, LLC
K4M Construction & Development, LLC owns a single family residence
located at 2919 Oak Pointe Blvd., Missouri City, TX 77479. K4M
Construction filed a Chapter 11 bankruptcy petition (Bankr. S.D.
Tex. Case No. 16-30646) on February 2, 2016. Johnie J. Patterson
Esq., at Walker & Patterson as bankruptcy counsel.
KONO CO: Hires Frank Miloszewski as Accountant
----------------------------------------------
Kono Co., seeks authorization from the U.S. Bankruptcy Court for
the Western District of Pennsylvania to employ Frank Miloszewski as
accountant for the Debtor.
The Debtor requires Frank Miloszewski to:
a. provide the Debtor with financial and accounting advice;
b. assist the Debtor in the preparation of the Debtor's tax
return
c. assist the Debtor in the preparation and confirmation of a
Chapter 11 Plan of Reorganization and Disclosure Statement;
d. assist the Debtor as necessary in the preparation of the
Monthly Operating Reports; and
e. perform other accounting services for the Debtor and/or the
business as may be necessary and appropriate in connection with the
case.
Frank Miloszewski 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 Debtor and its estate.
Frank Miloszewski may be reached at:
Frank Miloszewski
109 Drive St.
Beaver Falls, PA 15010
Tel: (724)846-4300
About Kono Co
Kono Co filed a Chapter 11 bankruptcy petition (Bankr. W.D.PA. Case
No. 16-10643) on July 5, 2016, and is represented by John F. Kroto,
Esq., at Knox McLaughlin Gornall & Sennett as bankruptcy counsel.
L. P. & F. INC: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of L. P. & F., Inc.
L. P. & F., Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W. D. Mo. Case No. 16-30293) on June 14,
2016. The petition was signed by William Ryan Jackson, president.
The case is assigned to Judge Cynthia A. Norton.
At the time of the filing, the Debtor estimated its assets at
$50,000 to $100,000 and debts at $1 million to $10 million.
LINDA WINDHAM: $270K Oxford Condo Unit Sale to Briscoe Okayed
-------------------------------------------------------------
Judge Jason D. Woodard of the U.S. Bankruptcy Court for the
Northern District of Mississippi authorized Thomas L. Windham and
Linda T. Windham to sell their condominium being Unit 10, 124
L'Acadian, Oxford, Mississippi to William Briscoe for $270,000.
The sale is free and clear of liens.
From the proceeds of the sale, the following will be paid:
a. Payment of the ad valorem taxes and/or proration of taxes due
to the Tax Collector of Oxford and Lafayette County;
b. Payment for deed preparation in the sum of $125;
c. Payment of real estate commission of 6.0% of the sales price
to be split equally between Re/Max Legacy Realty and Kessinger Real
Estate, as such fees are both reasonable and necessary;
d. Payment to the Debtor, the sum of $1,950 to cover the
additional United States Trustee's fees for the quarter in which
the disbursements are made; and
e. Payment to FNB Oxford the net proceeds from the sale after
payment of costs related to the closing of the transaction.
Linda T. Windham sought Chapter 11 protection (Bankr. N.D. Miss.
Case No. 14-11544) on April 21, 2014.
LINN ENERGY: Court Allows Cash Collateral Use on a Final Basis
--------------------------------------------------------------
David R. Jones, Esq. at the U.S. Bankruptcy Court for the Southern
District of Texas authorized Linn Energy, LLC, and its affiliated
Debtors to use cash collateral on a final basis.
The Debtors are indebted to:
(1) The Prepetition First Lien Linn Lenders, the
Administrative Agents, including Wells Fargo Bank, National
Association, under the Prepetition Linn Credit Agreement. The
Prepetition First Lien Debt consists of: (a) approximately
$284,000,000 outstanding in term loans and (b) approximately
$1,655,000,000 in revolving loans, and (c) certain continget
obligations related to letters of credit, plus accrued and unpaid
interest, fees, expenses, penalties, premiums, charges and any
other obligations incurred in connection therewith, as of the
Petition Date. The Prepetition First Lien Linn Debt is secured by
certain of the oil and gas properties and certain other assets of
the Linn Debtors on which the Linn Debtors granted to the
Prepetition First Lien Linn Secured Parties, valid, binding,
perfected, first-priority liens and security interests.
(2) The Prepetition Second Lien Linn Noteholders and Delaware
Trust Company, as the Linn Second Lien Trustee, under the
Prepetition Second Lien Linn Indenture, which was executed by the
Prepetition Second Lien Linn Secured Parties with Linn Energy, LLC,
Linn Energy Finance Corp., and the guarantors party thereto. The
outstanding aggregate principal amount of Prepetition Second Lien
Linn Notes issued under the Prepetition Second Lien Linn Indenture
was $1,000,000,000, as of the Petition Date.
(3) The Prepetition Berry Lenders, Wells Fargo Bank, as
Administrative Agent, and other agents party thereto, under the
Prepetition Berry Credit Agreement. The borrowings under the
Prepetition Berry Credit Agreement consisted of $899,375,500, as of
the Petition Date. The Prepetition Berry Secured Debt is secured
by certain of the oil and gas properties and certain other Berry
assets on which Berry granted to the Prepetition Berry Secured
Parties, valid, binding, perfected liens and security interests.
The Linn Cash Collateral consists of the Linn Debtors' cash, which
includes all cash and other amounts on deposit or maintained in any
account or accounts by such Linn Debtors and any amounts generated
by the collection of accounts receivable, sale of inventory or
other disposition of the Prepetition Linn Collateral.
The Linn Cash Collateral does not include any of the Berry Debtor's
cash that is not the proceeds of the Prepetition Linn Collateral.
It also does not include any funds set forth in the Amegy
Investment Account and Amegy Deposit Account, which funds the Linn
Debtors assert are unencumbered and to which funds the Prepetition
First Lien Linn Lenders and the Prepetition Second Lien Linn
Secured Parties reserve all rights.
The Berry Cash Collateral consists of the Berry Debtors' cash and
the amounts set forth in the Comerica Account, as well as cash and
other amounts on deposit or maintained in any account or accounts
by the Berry Debtors as of the Petition Date and any cash generated
after the Petition Date that constitutes proceeds, products,
offspring, rents, or profits of the Prepetition Berry Collateral.
The Berry Cash Collateral does not include any cash of the Linn
Debtors that is not the proceeds of the Prepetition Berry
Collateral. It does include any cash of the Berry Debtors that is
proceeds of the Prepetition Berry Collateral that is held in a Linn
Debtor depositor account.
Judge Jones acknowledged that the Linn Debtors will require access
to the Linn Cash Collateral to fund:
(i) working capital, general corporate purposes, and
administrative costs and expenses of the Linn Debtors incurred in
the Chapter 11 Cases and in the ordinary course of business; and
(ii) the Linn Adequate Protection Payments to the
Administrative Agent and the Prepetition First Lien Linn Lenders.
Judge Jones also acknowledged that the Berry Debtors will require
access to the Berry Cash Collateral to fund:
(i) working capital, general corporate purposes, and
administrative costs and expenses of the Berry Debtors incurred in
the chapter 11 cases and in the ordinary course of business,
including any reimbursements to Linn Debtors on account of such
payments made in accordance with the Court's Cash Management Order;
and
(ii) the Berry Adequate Protection Payments to the
Administrative Agent and the Prepetition Berry Secured Parties.
The Debtor's use of cash collateral on a final basis was authorized
by the Court with the consent of the Administrative Agent,
approximately 69.9% of the Prepetition First Lien Linn Secured
Parties, and approximately 67% of the Prepetition Berry Secured
Parties.
The Linn Debtors granted the Administrative Agent and the
Prepetition First Lien Linn Secured Parties, the Linn First Lien
Adequate Protection Claims, which consist of an allowed
administrative claim against each of the Linn Debtors on a joint
and several basis with priority over any and all other
administrative claims against the Linn Debtors, and allowed fees
and expenses incurred by Committee Professionals for the benefit of
unsecured creditors of the Linn Debtors in an amount not to exceed
$1,400,000.
The Berry Debtors granted the Administrative Agent and the
Prepetition Berry Secured Parties, the Berry Adequate Protection
Claims, which consist of an allowed administrative claim against
the Berry Debtors on a joint and several basis with priority over
any and all other administrative claims against the Berry Debtors,
and allowed fees and expenses incurred by Committee Professionals
for the benefit of unsecured creditors of the Berry Debtors in an
amount not to exceed $600,000.
Judge Jones granted security interests and liens, as adequate
protection to:
(a) the Administrative Agent, for its own behalf and the
benefit of the Prepetition First Lien Linn Secured Parties, subject
only to the Linn Carve Out and solely to the extent of Linn
Collateral Diminution of the Prepetition Linn Collateral; and
(b) the Administrative Agent, for its own benefit and the
benefit of the Prepetition Berry Secured Parties, subject only to
the Berry Carve Out and solely to the extent of Berry Collateral
Diminution of the Prepetition Berry Collateral.
The Linn Adequate Protection Liens consist of, among others, a
valid, binding, continuing, enforceable, fully-perfected senior
priming security interest and lien on:
(i) the Prepetition Linn Collateral and all of the Linn
Debtors’ currently owned and later-acquired real and personal
property, assets and rights of any kind or nature, wherever
located;
(ii) any Other Linn Cash and the proceeds, products or
offspring of any Other Linn Cash.
The Berry Adequate Protection Liens consist of, among others, a
valid, binding, continuing, enforceable, fully-perfected first
priority senior priming security interest in and lien on:
(i) any cash of the Berry Debtors that is proceeds, products,
offspring, rents, or profits of the Berry Prepetition Collateral
that is held in a Linn Debtor deposit account; and
(ii) the Prepetition Berry Collateral and all of the Berry
Debtors’ currently owned and later-acquired real and personal
property, assets and rights of any kind or nature, wherever
located.
Judge Jones directed the Linn Debtors and the Berry Debtors to make
adequate protection payments on the last business day of each
calendar month following entry of the Final Order in an amount
equal to accrued and unpaid prepetition or postpetition interest
calculated at the non- default rate.
The Linn Carve Out consists of, among others:
(1) all fees required to be paid to the Clerk of the Court and
to the Office of the United States Trustee;
(2) all reasonable fees and expenses up to $35,000 incurred by
a trustee under section 726(b) of the Bankruptcy Code;
(3) all unpaid fees and expenses incurred by persons or firms
retained by the Linn Debtors;
(4) 70% of the unpaid fees and expenses of any Committee
appointed in the Cases pursuant to section 1103 of the Bankruptcy
Code to represent the interests of unsecured creditors of the Linn
Debtors and Berry Debtors;
(5) 100% of the unpaid fees and expenses of any Committee
appointed in the Cases pursuant to section 1103 of the Bankruptcy
Code to represent the interests of unsecured creditors of solely
the Linn Debtors; and
(5) Linn Allowed Professional Fees of Linn Professional
Persons in an aggregate amount not to exceed $35 million incurred
after the first business day following delivery by the
Administrative Agent of the Linn Carve Out Trigger Notice, to the
extent allowed at any time, whether by the Orders, procedural
order, or otherwise.
The Berry Carve Out consists of, among others:
(a) all fees required to be paid to the Clerk of the Court and
to the Office of the United States Trustee;
(b) all reasonable fees and expenses up to $15,000 incurred
by a trustee under section 726(b) of the Bankruptcy Code;
(c) to the extent allowed at any time, whether by the Orders,
procedural order, or otherwise, all unpaid fees and expenses
incurred by persons or firms retained by the Berry Debtors; and
(d) Berry Allowed Professional Fees of Berry Professional
Persons in an aggregate amount not to exceed $20 million incurred
after the first business day following delivery by the
Administrative Agent of the Berry Carve Out Trigger Notice, to the
extent allowed at any time, whether by the Orders, procedural
order, or otherwise.
A full-text copy of the Final Order, dated July 29, 2016, is
available at https://is.gd/vjsEvu
Delaware Trust Company, the Linn Second Lien Trustee is represented
by:
Leah Eisenberg, Esq.
ARENT FOX LLP
1675 Broadway
New York, NY 10019
The Bank of New York Mellon Trust Company, N.A., the Berry
Unsecured Notes Trustee, is represented by:
Glenn E. Siegel, Esq.
Rachel Jaffe Mauceri, Esq.
MORGAN, LEWIS & BOCKIUS LLP
101 Park Avenue
New York, NY 10128
Wilmington Trust Company, the Linn Unsecured Notes Trustee, is
represented by:
Garard Uzzi, Esq.
Michael Price, Esq.
MILBANK, TWEED, HADLEY & MCCLOY LLP
28 Liberty Street
New York, NY 10005
The Official Committee of Unsecured Creditors is represented by:
Keith Wofford, Esq.
Mark Bane, Esq.
ROPES & GRAY LLP
1211 Avenue of the Americas
New York, NY 10036
About Linn Energy, LLC.
Headquartered in Houston, Texas, Linn Energy, LLC, and its
affiliates are independent oil and natural gas companies. Each of
Linn Energy, LLC, and 14 of its subsidiaries filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex.
Lead Case No. 16-60040) on May 11, 2016. The petitions were signed
by Arden L. Walker, Jr., chief operating officer of LINN Energy.
The Debtors have hired Paul M. Basta, Esq., Stephen E. Hessler,
Esq., Brian S. Lennon, Esq., James H.M. Sprayregen, Esq., and
Joseph M. Graham, Esq., at Kirkland & Ellis LLP and Kirkland &
Ellis International LLP as general bankruptcy counsel, Jackson
Walker L.L.P. as co-counsel, Lazard Freres & Co. LLC as financial
advisor, James A. Mesterharm, at AlixPartners as restructuring
advisor and Prime Clerk LLC as claims, notice and balloting agent.
Judge David R. Jones presides over the cases. The Debtor disclosed
total assets at $11.61 billion and total debts at $8.27 billion as
of March 31, 2016.
The Office of the U.S. Trustee has appointed five creditors of Linn
Energy LLC to serve on the official committee of unsecured
creditors.
LIZA HAZAN: Hearing on Plan Outline Approval Scheduled for Aug. 17
------------------------------------------------------------------
The Hon. A. Jay Cristol of the U.S. Bankruptcy Court for the
Southern District of Florida has set for Aug. 17, 2016, at 10:30
a.m., a hearing to consider the approval of the disclosure
statement describing Liza Hazan's Chapter 11 plan.
Objections to the approval of the Disclosure Statement must be
filed by Aug. 10, 2016.
As reported by the Troubled Company Reporter on July 29, 2016, the
Debtor filed a Disclosure Statement which describes the Debtor's
Chapter 11 plan, which proposes that allowed undisputed unsecured
claims be paid within two years of petition date -- Jan. 11, 2018
-- payments beginning month 6 after confirmation and every 6
months.
The Plan was filed by the Debtor's counsel:
Joel M. Aresty, Esq.
Joel M Aresty PA
13499 Biscayne Boulevard, Suite 3
North Miami, FL 33181
Tel: (305) 904-1903
E-mail: aresty@icloud.com
Liza Hazan filed for Chapter 11 bankruptcy protection (Bankr.
S.D.
Fla. Case No. 16-10389) on Jan. 11, 2016.
LYONDELL CHEMICAL: U.S. Judge Revives $6.3-Bil. Fraud Claim
-----------------------------------------------------------
The American Bankruptcy Institute, citing Jonathan Stempel of
Reuters, reported that a federal judge on July 27 revived a lawsuit
alleging that Lyondell Chemical Co intentionally cheated creditors
out of $6.3 billion when it underwent a 2007 leveraged buyout, only
to go bankrupt barely a year later.
According to the report, U.S. District Judge Denise Cote in
Manhattan said a federal bankruptcy judge erred in dismissing a bid
by Edward Weisfelner, a trustee representing Lyondell unsecured
creditors, to recover the money from shareholders who pocketed
roughly $12.5 billion.
"We are extremely encouraged," Weisfelner told Reuters in an
interview. "There is a very good chance there will be recompense
for creditors who were injured and have been waiting years."
Weisfelner accused Lyondell's former Chairman and Chief Executive
Dan Smith of pushing for a buyout he knew would overburden the
company with debt even as it benefited shareholders, with Smith
himself netting more than $100 million, the report related.
In November 2015, U.S. Bankruptcy Judge Robert Gerber, who has
since left the bench, rejected the trustee's intentional fraudulent
transfer claim, the report further related.
He found no proof that Smith controlled his board on the LBO vote,
or that a "critical mass" of directors intended to defraud
creditors, such that Smith's intent could be imputed to Lyondell,
the report said. Judge Cote, however, said Judge Gerber
misinterpreted the law, the report noted.
The case is Weisfelner v Hofmann et al, U.S. District Court,
Southern District of New York, No. 16-00518.
About Lyondell Chemical
LyondellBasell Industries is one of the world's largest polymers,
petrochemicals and fuels companies. Luxembourg-based Basell AF
and Lyondell Chemical Company merged operations in 2007 to form
LyondellBasell Industries, the world's third largest independent
chemical company. LyondellBasell became saddled with debt as
part of the US$12.7 billion merger. Len Blavatnik's Access
Industries owned the Company prior to its bankruptcy filing.
On Jan. 6, 2009, LyondellBasell Industries' U.S. operations,
led by Lyondell Chemical Co., and one of its European holding
companies -- Basell Germany Holdings GmbH -- filed voluntary
petitions to reorganize under Chapter 11 of the U.S. Bankruptcy
Code to facilitate a restructuring of the company's debts. The
case is In re Lyondell Chemical Company, et al., Bankr. S.D.N.Y.
Lead Case No. 09-10023). Seventy-nine Lyondell entities filed
for Chapter 11. Luxembourg-based LyondellBasell Industries AF
S.C.A. and another affiliate were voluntarily added to Lyondell
Chemical's reorganization filing under Chapter 11 protection on
April 24, 2009.
Deryck A. Palmer, Esq., at Cadwalader, Wickersham & Taft LLP, in
New York, served as the Debtors' bankruptcy counsel. Evercore
Partners served as financial advisors, and Alix Partners and its
subsidiary AP Services LLC, served as restructuring advisors.
AlixPartners' Kevin M. McShea acted as the Debtors' Chief
Restructuring Officer. Clifford Chance LLP served as
restructuring advisors to the European entities.
LyondellBasell emerged from Chapter 11 bankruptcy protection in
May 2010, with a plan that provides the Company with US$3 billion
of opening liquidity. A new parent company, LyondellBasell
Industries N.V., incorporated in the Netherlands, is the
successor of the former parent company, LyondellBasell Industries
AF S.C.A., a Luxembourg company that is no longer part of
LyondellBasell. LyondellBasell Industries N.V. owns and operates
substantially the same businesses as the previous parent company,
including subsidiaries that were not involved in the bankruptcy
cases. LyondellBasell's corporate seat is Rotterdam,
Netherlands, with administrative offices in Houston and
Rotterdam.
MAGNETATION LLC: Seeks Extension of Plan Filing Date to Sept. 30
----------------------------------------------------------------
Magnetation LLC and its subsidiaries ask the U.S Bankruptcy Court
for the District of Minnesota to extend the period by which they
have exclusive right to file a Chapter 11 plan to September 30,
2016, and the period by which they have exclusive right to solicit
acceptances of that plan to November 29, 2016.
The Court will hold a hearing to consider the Debtors' request on
September 1, 2016, and any response to the Debtors' motion are
required to be filed and served not later than August 27.
The Debtors assert that an extension of their Exclusive Periods is
required to enable them, among other things, to:
(a) continue to refine their business model to deliver both a
more efficient cost structure and future revenue growth so that the
Debtors' business can continue to compete effectively in the iron
ore industry;
(b) further implement specific restructuring initiatives;
(c) defend AK Steel's appeal of the AK Steel Assumption court
order;
(d) complete the analysis of the Debtors' executory contracts
and leases;
(e) secure adequate liquidity upon emergence from Chapter 11
or negotiate a sale of substantially all of the Debtors' assets;
(f) finalize the emergence costs and continue negotiating
with counterparties regarding costs;
(g) determine the necessary disputed claims reserve; and
(h) further develop support for a plan of reorganization or
sale process reflecting the initiatives and others that are
underway.
Counsel to the Debtors and Debtors in Possession:
Marshall S. Huebner, Esq.
Michelle M. McGreal, Esq.
Kevin J. Coco, Esq.
DAVIS POLK & WARDWELL LLP
450 Lexington Avenue
New York, New York 10017
Tel: (212) 450-4000
Fax: (212) 701-5800
Email: marshall.huebner@davispolk.com
michelle.mcgreal@davispolk.com
kevin.coco@davispolk.com
-- and --
Ralph V. Mitchell, Esq.
Mark J. Kalla, Esq.
LAPP, LIBRA, THOMSON, STOEBNER & PUSCH, CHARTERED
120 South Sixth Street, Suite 2500
Minneapolis, Minnesota 55402
Tel: (612) 338-5815
Fax: (612) 338-6651
Email: RMitchell@lapplibra.com
MKalla@lapplibra.com
About Magnetation LLC
Magnetation LLC -- http://www.magnetation.com/-- is a joint
venture between Magnetation, Inc. (50.1% owner) and AK Iron
Resources, LLC, an affiliate of AK Steel Corporation (49.9%
owner).
Magnetation LLC recovers high-quality iron ore concentrate from
previously abandoned iron ore waste stockpiles and tailings
basins.
Magnetation LLC owns iron ore concentrate plants located in
Keewatin, MN, Bovey, MN and Grand Rapids, MN, and an iron ore
pellet plant in Reynolds, IN.
Magnetation LLC and four subsidiaries sought Chapter 11 bankruptcy
protection (Bankr. D. Minn. Lead Case No. 15-50307) in Duluth,
Minnesota, on May 5, 2015, after reaching a deal with secured
noteholders on a balance sheet restructuring. The cases are
assigned to Chief Judge Gregory F Kishel.
The Debtors have tapped Davis Polk & Wardwell LLP and Lapp, Libra,
Thomson, Stoebner & Pusch, Chtd., as attorneys; Blackstone Advisory
Partners LP as financial advisor; and Donlin, Recano & Company,
Inc., as the claims agent.
The U.S. Trustee for Region 12 appointed three creditors of
Magnetation LLC to serve on an official committee of unsecured
creditors.
MARJASU CORP: Hires Figueroa as Accountant
------------------------------------------
Marjasu Corp, seeks authority from the U.S. Bankruptcy Court for
the District of Puerto Rico to employ Jose Alonso Figueroa as
accountant to the bankruptcy estate.
Marjasu Corp requires Figueroa to:
a. review of accounting records for preparation of month and
year end accounting and financial reports;
b. prepare monthly reconciliations of all bank accounts;
c. accumulate payroll transactions to produce quarterly and
annual payroll tax returns;
d. prepare liquidation analysis, financial projections, claim
reconciliation and related financial documents as support
for a plan of reorganization.
Figueroa will be paid in the amount of $250 per month.
Jose Alonso Figueroa 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.
Figueroa can be reached at:
Jose Alonso Figueroa
200 Ave. Rafael Cordero
Suite 140 PMB 460.00725
Tel: (787) 638-3650
About Marjasu Corp
Marjasu Corp, filed a Chapter 11 bankruptcy petition (Bankr. D.P.R.
Case No. 14-07793) on September 22, 2014.
MASSACHUSETTS DEVELOPMENT: S&P Affirms 'BB-' Rating on Housing Debt
-------------------------------------------------------------------
S&P Global Ratings affirmed its 'BB-' long-term rating on
Massachusetts Development Finance Agency's multifamily housing
revenue debt, issued for the Emerson Manor Apartment's project. At
the same time, S&P Global Ratings removed the rating from
CreditWatch with developing implications, where it was placed on
April 21, 2016. The outlook is stable.
S&P Global Ratings also affirmed its 'BB+' long-term rating on
Mississippi Home Corp.'s (Providence Place of Senatobia LLC
apartments project) series 2007-2 multifamily housing revenue
bonds. At the same time, the rating agency removed the rating from
CreditWatch with developing implications, where it was placed on
April 21, 2016. The outlook is stable.
Finally, S&P Global Ratings kept its 'CCC' rating on Mississippi
Home Corp.'s series 2008-3A and 2008-3B multifamily housing revenue
bonds, issued for the Senatobia Personal Care Apartments project,
on CreditWatch with developing implications. The rating will be
reevaluated upon receipt of updated financial information.
S&P Global Ratings analyzed updated financial information assuming
its current stressed reinvestment rate for all scenarios, as set
forth in the related criteria article, based on its view of the
project's reliance on short-term market rate investments. "We
believe that assets and revenues will be insufficient to pay
principal and interest on the bonds through maturity and are
consistent with the current ratings," said S&P Global Ratings
credit analyst Renee Berson. "In the event the security is
prepaid, the cash flows show that there are sufficient assets to
cover the reinvestment risk based on the 15-day minimum notice
period required for special redemptions for the Emerson Manor
project, but insufficient assets to cover the reinvestment risk
based on the 30-day minimum notice period required for special
redemptions for the Providence Place of Senatobia project's series
2007-2, and the Senatobia Personal Care Apartments project's series
2008-3A and 2008-3B."
MATHIOPOULOS 3M: Allowed to Use Cash Collateral Until Sept. 30
--------------------------------------------------------------
Judge Ronald H. Sargis of the U.S. Bankruptcy Court for the Eastern
District of California authorized Mathiopoulos 3M Family Limited
Partnership to use cash collateral until September 30, 2016.
Judge Sargis authorized the Debtor to use cash collateral to pay
for, among others:
(1) Property Insurance: $1,045.41 per month;
(2) Pacific Gas and Electric: $300 per month;
(3) Telephone for business: $200 per month;
(4) Pest control: $123.60 per month; and
(5) Placer County Water Agency: $1,500 due August 2016
Judge Sargis granted replacement liens to creditors having an
interest in the cash collateral, in the post-petition rents in the
same priority, validity, and extent as they existed in the cash
collateral expended, to the extent that the use of cash collateral
resulted in a reduction of a creditor’s secured claim.
The Debtor was directed to continue making monthly adequate
protection payments to Wells Fargo Bank, N.A. in the amount of
$13,193.11.
The hearing on the Debtor's Cash Collateral Motion is continued to
September 20, 2016 at 1:30 p.m.
A full-text copy of the Civil Minute Order, dated July 27, 2016, is
available at https://is.gd/e1g3wk
About Mathiopoulos 3M Family Limited Partnership
Mathioupoulos 3M Family Limited Partnership filed a chapter 11
petition (Bankr. E.D. Ca. Case No. 16-20852) on February 16, 2016.
The petition was signed by Diane M. Mathiopoulos, authorized
representative. The Debtor is represented by J. Luke Hendrix,
Esq., at Desmond, Nolan, Livaich & Cunningham. The case is
assigned to Judge Ronald H. Sargis. The Debtor disclosed total
assets at $5.36 million and total liabilities at $3.04 million.
MCDERMOTT INT'L: Moody's Says Strong Order Intake is Credit Pos
---------------------------------------------------------------
Moody's Investors Service said McDermott International, Inc. (B1
stable) reported second quarter financial results on July 26, 2016
and disclosed that it booked $1.2 billion in orders during the
quarter ended June 2016. The strong order intake raised its backlog
to $4.4 billion with $2.4 billion of that backlog expected to be
executed in 2017. That is an increase of $900 million versus the
2017 backlog reported at the end of March 2016 and establishes a
solid base of revenues despite the weak spending environment for
oil & gas exploration and production.
McDermott International, Inc. is a full-service engineering and
construction company that provides fully integrated EPCI (engineer,
procure, construct and install) services exclusively to the
upstream offshore oil & gas sector. McDermott provides both shallow
water and deep water construction services and delivers and
installs fixed and floating production facilities and subsea
infrastructure. Its customers include national, major integrated
and other oil and gas companies. During the twelve months ended
June 30, 2016 the company reported revenues of approximately $2.9
billion with about 47% generated in the Asia (ASA) segment, 40% in
The Middle East (MEA) segment and 13% in the Americas, Europe and
Africa (AEA) segment.
MCSGLOBAL INC: Trustee Selling Assets to Ex-CEO for $200K
---------------------------------------------------------
Bradford F. Englander, the chapter 11 trustee for MCSGlobal, Inc.,
asks the U.S. Bankruptcy Court for the Eastern District of
Virginia, Alexandria Division, to authorize the sale of
substantially all of the Debtor's assets of to Suresh Doki for
$200,000, subject to higher and better offers.
MCSGlobal is a staffing provider specializing in information
technology services located in Sterling, Virginia. MCSGlobal
contracted to provide information technology staffing services to
at least 13 clients in the mid-Atlantic region ("Customer
Contracts").
Prior to the Petition Date, Mr. Doki was the chief executive
officer of the Debtor. On Feb. 18, 2016, the Court entered its
Order confirming the appointment of the Trustee.
Upon his appointment, the Trustee conducted an in-depth
investigation of the assets, liabilities, and finances of the
Debtor. Following his investigation, the Trustee has determined in
the exercise of his business judgment that the sale of
substantially all of the assets of the Debtor and the assumption
and assignment of the Debtor's Customer Contracts in effect at
closing to Mr. Doki or his designated assignee on the terms set
forth in the Asset Purchase And Sale Agreement ("Sale Agreement")
is in the best interests of the Debtor and its estate.
The salient terms and conditions of the Sale Agreement are:
A. Purchase Price: The purchase price is $200,000, plus assumed
liabilities. The sale will be free and clear of all liens, claims,
and encumbrances.
B. Deposit: Buyer will deliver to seller a deposit of $30,000 in
immediately available funds.
C. Purchased Assets: Buyer will obtain Seller's rights to the
assets used in the operation of the Debtor, including without
limitation, the following:
a. Customer Contracts in effect as of closing, which are as
follows:
Customer Employee Name
-------- -------------
Data, Inc. Aggi R. Devarapalli
Vdart Ayyappa Masetti
K2 Partnering Denny J. Karackadu
RTP Technologies Madhuri Pydimukkala
M.I.S.I Mallikarjuna R. Akkinpalli
eTeam Naveen Velluri
Belcan Tech Services Rajesh Arumugam
Eliassen Group Satyakam Saranga
TekSystems Fnu Shamimuddin
ThyssenKrupp Srikanth Ramineni
Logic House Swati Aneja
Diverse Technologies Venkatarao Nelluri
Supremesoft Haritha Ade
Innocore Solutions Inc. Venugopal Kukkala
b. Transferred Cash, which means the lesser of (a) $70,000,
(b) the gross amount of the next payroll (including payroll taxes
and withholdings) to be made at or following closing, or (c) cash
on hand at closing;
c. Accounts receivable in connection with the Customer
Contracts;
d. All of the furniture, fixtures, furnishings, machinery,
equipment, inventory, and supplies owned by the Debtor as of the
date hereof, plus all additions, replacements or deletions
following the date hereof in the ordinary course of the Debtor's
business;
e. A copy of all business records pertaining to Purchased
Assets; and
f. All licenses, permits, and other governmental
authorizations required to operate the Debtor in the manner
presently conducted.
D. Excluded Assets: The seller will retain these assets:
a. Claims and causes of action of the Trustee, the Debtor,
or its bankruptcy estate, including without limitation those
arising under the Bankruptcy Code; provided, however, that accounts
receivable arising under the Customer Contracts that are assigned
pursuant to the Sale Agreement will not constitute Excluded
Assets;
b. Claims and causes of action of the Trustee, the Debtor,
or its bankruptcy estate against Kellton Tech Solutions, Ltd.,
Kellton Tech, Inc., and each of their respective present or former
officers, directors, insiders and/or affiliates;
c. Cash on hand at closing in excess of the Transferred
Cash;
d. A copy of all books and records of the Debtor;
e. The Debtor's operating bank account at TD Bank; and
f. Rights with respect to any income tax refunds or
attributes.
E. Assumption of Liabilities: At closing, buyer will assume and
will pay when due all debts, obligations, and liabilities of
Seller, other than Excluded Liabilities.
F. Excluded Liabilities: Buyer will not assume the following
liabilities:
a. All claims against the Debtor arising prior to the
Petition Date, but only to the extent that such claims (a) were
listed by the Debtor as creditors in the Schedules filed in the
Bankruptcy Case, or (b) were asserted by the filing of a proof of
claim filed on or before the applicable claims bar date;
b. Income taxes owed by the Debtor prior to closing; and
c. Fees and commissions of the Trustee and his
court-approved professionals.
G. Indemnification. The Sale Agreement requires that the Buyer
indemnify the estate against certain claims.
H. Agreement Subject to Higher and Better Offers. Buyer and
Seller acknowledge and agree that the Sale Agreement is contingent
upon submission to and the approval of the Bankruptcy Court, and
that the Sale Agreement is subject to higher and better offers as
may be received prior to or at any hearing by the Bankruptcy Court
to consider approval of the Sale Agreement.
The Trustee has determined in the exercise of his business judgment
that the Debtor is not a candidate for a traditional open-market
sale with the assistance of a broker or investment banker. The
Debtor is, at best, breaking even with respect to costs of
operation. The Debtor's most recent monthly operating report
submitted for the month of May 2016 shows that the Debtor had
$187,824 in income and $199,671 in expenses, producing a net loss
of $11,847. The monthly operating report for the prior month shows
similar net losses.
Additionally, this net loss would be significantly greater but for
the fact that the Debtor currently is not paying any rent and other
administrative expenses. The Debtor occupies a building
leased by Mr. Doki or one of his affiliated businesses and does not
pay rent or have a formal lease for such premises. The
administrative costs being incurred by the Trustee and his
professionals in operating the Debtor further increase this monthly
loss. If these additional costs were added to the
Debtor's income statement, as would occur if the Debtor was sold to
a third-party, the Debtor would incur a significant loss on a
monthly basis. In the Trustee's business judgment, the Debtor has
little value to an unaffiliated, arm's-length purchaser.
Rather, the value of the proposed transaction is derived largely
from the settlement of litigation claims. The Trustee has
investigated possible claims that could be brought against
Mr. Doki. In the Trustee's business judgment, the purchase price
of $200,000 is a fair resolution of the potential litigation claims
against Mr. Doki.
The Trustee requests that effective upon the closing, the Debtor
will, subject to applicable non-bankruptcy law, change its name to
a name to be determined by the Trustee prior to closing.
Thereafter, all captions, pleadings, and filings in this case will
be changed to reflect the new name of the Debtor.
To facilitate a timely closing, the Debtor seeks a waiver of the
14-day stay pursuant to Bankruptcy Rules 6004(h) and 6006(d). The
Sale Agreement provides that closing under the agreement must occur
on or before Aug. 31, 2016. The Court's next available hearing
date to consider the Motion is Aug. 16, 2016.
Chapter 11 Trustee Bradford F. Englander and his firm can be
reached at:
WHITEFORD TAYLOR & PRESTON, LLP Bradford F.
Englander, Esq.
David W. Gaffey, Esq.
3190 Fairview Park Drive, Suite 300
Falls Church, Virginia 22042
Telephone: (703) 280-9081
Facsimile: (703) 280-3370
E-mail: benglander@wtplaw.com
About MCSGlobal, Inc.
MCSGlobal, Inc., is a staffing provider specializing in information
technology services located in Sterling, Virginia. MCSGlobal
contracted to provide information technology staffing services to
at least thirteen clients in the mid-Atlantic region.
MCSGlobal sought Chapter 11 protection (Bankr. E.D. Va. Case No.
15-11674) on May 14, 2015. The petition was signed by Suresh Doki,
president. The Debtor estimated assets of $0 to $ 50,000 and
$500,001 to $1 million in debt. Dawn C. Stewart, Esq. at The
Stewart Law Firm, PLLC, served as the Debtor's counsel.
MICHAEL J. MALPERE: Hires Mauro Savo as Counsel
-----------------------------------------------
Michael J. Malpere Co., Inc., seeks authority from the U.S.
Bankruptcy Court for the District of New Jersey to employ Mauro
Savo Camerino Grant & Schalk, P.A. as counsel to the Debtor.
Michael J. Malpere Co. requires Mauro Savo to render legal
representation in the Chapter 11 bankruptcy proceedings.
Mauro Savo will be paid at these hourly rates:
John F. Bracaglia, Jr. $350
Mauro Savo will also be reimbursed for reasonable out-of-pocket
expenses incurred.
John F. Bracaglia, Jr., member of Mauro Savo Camerino Grant &
Schalk, P.A., 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.
Mauro Savo can be reached at:
John F. Bracaglia, Jr., Esq.
MAURO SAVO CAMERINO GRANT & SCHALK, P.A.
77 North Bridge Street
Somerville, NJ 08876
Tel: (908) 526-0707
About Michael J. Malpere Co.
Michael J. Malpere Co., Inc., based in Cranford, NJ, filed a
Chapter 11 petition (Bankr. D.N.J. Case No. 16-24283) on July 26,
2016. The Hon. Vincent F. Papalia presides over the case. John F.
Bracaglia, Jr., Esq., at Mauro Savo Camerino Grant & Schalk, P.A.,
as bankruptcy counsel.
In its petition, the Debtor estimated $50,000 to $10 million in
both assets and liabilities. The petition was signed by Michael
Malpere, president.
MICROVISION INC: Reports Second Quarter 2016 Results
----------------------------------------------------
MicroVision, Inc., reported a net loss of $3.47 million on $4.15
million of total revenue for the three months ended June 30, 2016,
compared with a net loss of $2.76 million on $4.04 million of total
revenue for the same period in 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $7.03 million on $7.85 million of total revenue compared to
a net loss of $6.73 million on $4.94 million of total revenue for
the six months ended June 30, 2015.
As of June 30, 2016, MicroVision had $13.6 million in total assets,
$13.5 million in total liabilities and $108,000 in total
shareholders' equity.
As of June 30, 2016 backlog was $5.3 million and cash and cash
equivalents were $7.2 million.
A full-text copy of the press release is available for free at:
https://is.gd/TB0YpH
About MicroVision
Redmond, Washington-based MicroVision, Inc. is developing its
PicoP(R) display technology that can be adopted by its customers to
create high-resolution miniature laser display and imaging modules.
This PicoP display technology incorporates the company's patented
expertise in two-dimensional Micro-Electrical Mechanical Systems
(MEMS), lasers, optics and electronics.
MicroVision reported a net loss of $14.5 million on $9.18 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $18.12 million on $3.48 million of total revenue for
the year ended Dec. 31, 2014.
Moss Adams LLP, in Seattle, Washington, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered recurring
losses from operations and has a net capital deficiency, which
raises substantial doubt about its ability to continue as a going
concern.
MO'TREES LLC: Court to Take Up Plan Outline on August 19
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Florida is
set to hold a hearing on August 19, at 2:00 p.m. (Central Time), to
consider approval of the disclosure statement detailing the Chapter
11 plan of reorganization of Mo'Trees, LLC.
The hearing will take place at 100 N. Palafox Street, Courtroom 1,
Pensacola, Florida. Objections are due by August 12.
The restructuring plan proposes to pay unsecured creditors 100% of
their claims. It will be funded through the sale of Mo'Trees' real
property to a joint venture between the company and Forty-Four
Investments, LLC.
The property located in Pace, Florida, consists of approximately
313-acre of undeveloped property and three adjacent residential
properties.
About Mo'Trees LLC
Mo'Trees, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Fla. Case No. 16-30442) on May 11, 2016. The
petition was signed by James C. Moulton, manager.
The case is assigned to Judge Jerry C. Oldshue Jr. The Debtor is
represented by Richard Michael Colbert, Esq., at Richard M. Colbert
PLLC.
At the time of the filing, the Debtor disclosed $8.78 million in
total assets and $3.89 million in total liabilities.
MOTEL TROPICAL: Court to Take Up Plan Outline on August 24
----------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set to
hold a hearing on August 24, at 9:00 a.m., to consider approval of
the disclosure statement detailing the Chapter 11 plan of
reorganization of Motel Tropical Inc.
The hearing will take place at Jose V. Toledo Federal Building and
U.S. Courthouse, Courtroom No. 1, Second Floor, 300 Recinto, Sur,
Old San Juan, Puerto Rico. Objections must be filed not less than
14 days prior to the hearing.
Under Motel Tropical's proposed plan, general unsecured creditors
in Class 3 will receive 10% dividend payments from proceeds
generated from the operation of the company's motel business after
payment to priority and administrative expenses.
About Motel Tropical
Motel Tropical Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D.P.R. Case No. 16-00966) on February 11,
2016. The Debtor is represented by Isabel M. Fullana, Esq., at
Garcia-Arregui & Fullanan PSC.
The Debtor manages a motel business located at Carr 2.KM 110.7 Ave.
Militar, Isabel Puerto Rico. The property on which the Debtor
operates is leased to Manuel Gonzalez Valeting.
MRC CRESTVIEW: Fitch Assigns 'BB+' Rating on $50.8MM Revenue Bonds
------------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the expected issuance
of $50.8 million of New Hope Cultural Education Facilities Finance
Corporation retirement facility revenue bonds series 2016 on behalf
of MRC Crestview (Crestview).
The Rating Outlook is Stable.
The series 2016 bonds are expected to price the week of Aug. 22,
2016 via negotiation. The bonds are expected to be issued as fixed
rate. Proceeds will be used to advance refund Crestview's
outstanding series 2010 and series 2011 bonds and establish a debt
service reserve fund (DSRF).
SECURITY
The bonds will be secured by a lien on and security interest in
certain mortgaged properties, a gross revenue pledge, and a DSRF.
KEY RATING DRIVERS
STRONG OCCUPANCY: Crestview's replacement independent living units
(ILU) opened in 2013 to strong demand, and had average occupancy of
97.4% in 2014. Average ILU occupancy remained a very strong 98.8%
through May 31, 2016 (five-month interim). Assisted living unit
(ALU) and skilled nursing facility (SNF) occupancies were also
robust at 98% and 96%, respectively. Crestview's occupancy is
supported by its favorable skilled care reputation and its status
as the only lifecare facility in the service area.
STABILIZING OPERATING PROFILE: Crestview's operating ratio of 93.7%
through the five-month interim was favorable to Fitch's 'below
investment grade' (BIG) median of 97.0%, and was improved from
109.0% in 2013. The improvement is impressive for a Type-A
community and indicates solid operations within Crestview's ALUs
and SNF. Given Crestview's high leverage position and modest
revenue base, it is necessary for the community to produce solid
operating results in order to support stable debt service coverage.
ELEVATED DEBT BURDEN: Crestview's debt burden is elevated as
evidenced by pro forma maximum annual debt service (MADS) as 23.6%
of annualized 2016 revenues (based on five-month interim results).
In addition, total pro forma debt to net available of 8.9x through
the interim is unfavorable to the 'BIG' median of 7.6x. Offsetting
some concern is strong revenue only coverage of 1.3x.
MIXED LIQUIDITY POSITION: Crestview's 433 days cash on hand (DCOH)
at May 31, 2015, was above the 'BIG' median of 227 days. However,
cushion ratio of 4.6x and cash to pro forma debt of 27.8% were
below the respective medians of 5.0x and 37.3%. Given Crestview's
low age of plant and modest capital expenditure assumptions, Fitch
expects its liquidity position to improve over the medium term.
METHODIST RETIREMENT COMMUNITIES AFFILIATION: Crestview's sole
corporate member and manager is Methodist Retirement Communities
(MRC). In addition to Crestview, MRC owns and operates three other
continuing care retirement communities (CCRC), a standalone SNF,
and several affordable senior housing communities. Fitch believes
that the affiliation provides Crestview with resources and
expertise that are not typically available to single-site
communities. MRC is not obligated on any of Crestview's debt.
RATING SENSITIVITIES
STABILITY EXPECTED: The 'BB+' rating incorporates Fitch's
expectation that Crestview Retirement Community will continue to
produce strong operating results that improve its liquidity
position and support stable debt service coverage over the medium
term.
CREDIT PROFILE
Crestview Retirement Community is a Type-A, lifecare, community
located in Bryan, TX. The community underwent a full replacement
and repositioning project in 2012, which included the construction
of new ILUs, as well as a new Health Center consisting of ALU, ALU
Memory Care units, and SNF beds. Crestview currently operates 92
ILUs, 48 ALUs, 18 Memory Care units, and 48 SNF beds. Crestview is
the only member of the Obligated Group. There has been no history
of transfers to MRC or its other affiliates and Fitch does not
expect such transfers in the future. Total revenues for 2015 were
$13.2 million.
STABILIZING OPERATING PROFILE
Crestview's operations have shown year-over-year improvement over
the last three years, as evidenced by an improved operating ratio
of 93.7% through the interim period, compared to 109.0% in fiscal
2013. Additionally, net operating margin (NOM) has grown to 31.3%
from 21.9% over the same time period, and was significantly ahead
of the 'BIG' median of 6.6%. Fitch believes that it is necessary
for Crestview to continue producing strong operating results, in
the absence of solid entrance fee receipts, in order to support
stable debt service coverage over the medium term.
Improved performance is supported by Crestview's strong occupancy
across all service lines and is indicative of good expense control
and solid operations in the community's healthcare center.
Crestview's SNF benefits from a currently favorable payor mix which
consists of 46.4% Medicare and 26.8% private pay, with very little
Lifecare at only 6.3%.
In the near term, Fitch believes that Crestview has a heightened
sensitivity to changes in the SNF payor mix given its high
percentage of Medicare residents and the emerging bundled payment
initiatives. Over the longer term, Fitch expects the Lifecare
portion of Crestview's payor mix to increase as the community's
current residents begin to move through the continuum of care,
which is likely to negatively affect profitability. However, given
that the community is currently 99% occupied in its ILUs, resident
turnover will allow Crestview to benefit from incremental entrance
fee receipts, which should supplement any shortfalls from
healthcare operations.
ELEVATED DEBT BURDEN
Crestview's pro forma MADS of $3.3 million represented a very high
23.6% of annualized 2016 revenues (based on five-month interim
results), unfavorable to Fitch's 'BIG' median of 10.0%. Pro forma
debt to net available of 8.9x and adjusted debt to capitalization
of 123.2% were also both unfavorable to Fitch's median of 7.6x and
78.4%, respectively.
Crestview's MADS debt service coverage of 1.9x through the interim
was ahead of the 'BIG' median of 1.5x. Significantly, revenue only
coverage of 1.3x was also ahead of the 0.8x median and provides
some comfort given Crestview's high leverage position.
MIXED LIQUIDITY POSITION
Crestview's $15.1 million in unrestricted cash and investments at
May 31, 2016, was improved from $8.7 million at Dec. 31, 2013, and
equated to 433 DCOH, 27.8% cash to pro forma debt and a 4.6x
cushion ratio. Crestview's DCOH position is favorable to Fitch's
'BIG' median of 227 days, however, its metrics in relation to debt
remain below the respective medians of 37.3% cash to debt and 5.0x
cushion ratio. Fitch expects Crestview's liquidity position to
improve over the medium to longer term as the community grows its
cash position and amortizes its debt burden.
DEBT PROFILE
Post-issuance, Crestview's only outstanding bonds will be the
fixed-rate series 2016 bonds. The bonds are expected to have level
debt service of approximately $3.3 million through maturity.
Crestview does not have any outstanding swaps.
MRP GENERATION: S&P Assigns Prelim. 'BB-' Rating on $310MM Loan
---------------------------------------------------------------
S&P Global Ratings said that it assigned its preliminary 'BB-'
rating to MRP Generation Holdings LLC's proposed $310 million term
loan B due 2022 and $30 million revolving credit facility due 2021.
The outlook is stable. S&P also assigned its preliminary '1'
recovery ratings, indicating its expectation for very high
(90%-100%) recovery in the event of a payment default.
The 'B+' rating on the existing term loan B and revolving credit
facility due 2017 is unchanged, but S&P expects to withdraw it at
the close of this transaction, which is intended to repay that
debt. At close, S&P will review the final documentation associated
with the new debt to determine if features of the transaction
structure constrain the rating.
MRP Generation Holdings LLC is a special-purpose, bankruptcy-remote
entity that owns three merchant natural gas-fired power plants in
the PJM Interconnection and California Independent System Operator
(CAISO) markets, with a combined nominal capacity of 1,380
megawatts (MW). The assets are the 830 MW High Desert Facility,
completed in April 2003, the 300 MW Big Sandy facility, completed
in June 2001, and the 250 MW facility Wolf Hills, completed in May
2001. High Desert sells energy and capacity into CAISO near Los
Angeles, while Big Sandy and Wolf Hills sell energy, capacity, and
ancillary services into the PJM American Electric Power zone
"The stable outlook reflects our view that MRP Generation Holdings
LLC will continue to meet our expectations both operationally and
financially with DSCRS above 1.5x on a consistent basis, and have
high availability at all plants," said S&P Global Ratings credit
analyst Kimberly Yarborough.
NAKED BRAND: Carlos Serra Resigns as VP of Sales and Merchandising
------------------------------------------------------------------
Mr. Carlos Serra resigned from his position as Naked's vice
president of sales and merchandising, effective as of July 31,
2016. A separation agreement has been offered to Mr. Serra but
remains subject to acceptance, as disclosed in a Form 8-K report
filed with the Securities and Exchange Commission.
About Naked Brand
Naked Brand Group Inc. designs, manufactures, and sells men's
innerwear and lounge apparel products in the United States and
Canada. It offers various innerwear products, including trunks,
briefs, boxer briefs, undershirts, T-shirts, and lounge pants
under the Naked brand, as well as under the NKD sub-brand for men.
The company sells its products to consumers and retailers through
wholesale relationships and direct-to-consumer channel, which
consists of an online e-commerce store, thenakedshop.com. Naked
Brand Group Inc. is based in New York, New York.
Naked Brand reported a net loss of US$19.06 million on US$1.38
million of net sales for the year ended Jan. 31, 2016, compared to
a net loss of US$21.07 million on US$557,000 of net sales for the
year ended Jan. 31, 2015.
As of April 30, 2016, Naked Brand had $5.04 million in total
assets, $1.85 million in total liabilities, and $3.19 million in
total stockholders' equity.
BDO USA, LLP, in New York, NY, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Jan. 31, 2016, noting that the Company incurred a net loss of
$19,063,399 for the year ended January 31, 2016 and the Company
expects to incur further losses in the development of its business.
This condition raises substantial doubt about the Company's
ability to continue as a going concern.
NELSON SERVICE: Hires David K. Wilson CPA as Accountant
-------------------------------------------------------
Nelson Service Group, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Northern District of Alabama to employ
David K. Wilson CPA as accountant for the purpose of assisting the
Debtor in preparing and filing both federal and state tax returns,
as well as providing accounting and financial advice to the
Debtor.
David K. Wilson CPA will be paid at $130 per hour.
The Debtor will pay David K. Wilson CPA a retainer of $7,500.
David K. Wilson CPA will also be reimbursed for reasonable
out-of-pocket expenses incurred.
David K. Wilson CPA may be reached at:
David K. Wilson CPA
2813 West Mall Drive
Florence, AL 35631
Phone: (256)764-9200
About Nelson Service
Nelson Service Group, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. N.D. Ala. Case No. 15-83453) in
Decatur, on December 23, 2015. The petition was signed by Alex
Nelson, president and CEO. Nelson Service Group, Inc., is
engaged in the industrial coatings and maintenance of specialty
industrial equipment.
The Debtor is represented by Kevin D. Heard, Esq., at Heard, Ary &
Duaro LLC. The case is assigned to Judge Clifton R. Jessup Jr.
The Debtor disclosed total assets of $1.49 million and total debts
of $750,415.
NEW CAL-NEVA LODGE: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------------
Debtor: New Cal-Neva Lodge, LLC
1336 Oak Avenue, Suite D
Saint Helena, CA 94574
Case No.: 16-10648
Chapter 11 Petition Date: July 28, 2016
Court: United States Bankruptcy Court
Northern District of California (Santa Rosa)
Judge: Hon. Thomas E. Carlson
Debtor's Counsel: Jane Kim, Esq.
Peter J. Benvenutti, Esq.
KELLER & BENVENUTTI LLP
650 California St, Suite 1900
San Francisco, CA 94108
Tel: (415) 364-6793
E-mail: jkim@kellerbenvenutti.com
pbenvenutti@kellerbenvenutti.com
Estimated Assets: $50 million to $100 million
Estimated Debts: $10 million to $50 million
The petition was signed by Robert Radovan, president and
secretary.
List of Debtor's 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Alert Security $28,111
Belfor Environmental $89,742
Bray Whaler Inc. $23,826
Capitol One Mortgage Payment $114,421
Case Development Service LLC $84,626
Collaborative Design Studio $158,287
Dimension 4 $452,306
21 Locust Avenue
Mill Valley, CA 94941
Galaxy Hotel Systems $29,596
Gary David Group $29,175
Glodow Nead Communications $97,529
Moulin, Xavier $103,482
New World Concept Group $32,086
Northstar Demolition $96,201
Paul Duesing Partners $90,380
Pezonella Associates Inc. $34,609
Placer County Tax Collector $51,655
Spectrum CPA Group LLP $35,485
Starwood Hotels & $30,278
Resort Worldwide, Inc.
Thannisch Development Services Inc. $82,039
The Penta Building Group $7,119,902
181 East Warm Springs Road
Las Vegas, NV 89119
NEWLEAD HOLDINGS: Perian Salviola Holds 5.8% Stake as of July 28
----------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Perian Salviola disclosed that as of July 28, 2016, he
beneficially owned 23,635,000 shares of common stock of NewLead
Holdngs, Ltd., representing 5.8% of the shares outstanding. A
full-text copy of the regulatory filing is available for free at:
https://is.gd/JmHEzB
About NewLead Holdings Ltd.
NewLead Holdings Ltd. -- http://www.newleadholdings.com/-- is an
international, vertically integrated shipping company that owns and
manages product tankers and dry bulk vessels. NewLead currently
controls 22 vessels, including six double-hull product tankers and
16 dry bulk vessels of which two are newbuildings. NewLead's
common shares are traded under the symbol "NEWL" on the NASDAQ
Global Select Market.
NewLead Holdings reported a net loss attributable to the Company's
common shareholders of US$97.1 million on US$27.8 million of
revenues for the year ended Dec. 31, 2015, compared to a net loss
attributable to Holdings' common shareholders of US$100 million on
US$12.07 million of revenues for the year ended Dec. 31, 2014.
As of Dec. 31, 2015, NewLead had US$122 million in total assets,
US$297 million in total liabilities, and a total shareholders'
deficit of US$175 million.
EisnerAmper 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 incurred a net
loss and utilized cash in operating activities for the year ended
December 31, 2015 and as of December 31, 2015, has both a working
capital deficiency and shareholders' deficit and, in addition, is
in default on a significant portion of its outstanding obligations.
All such events and conditions raise substantial doubt about the
Company's ability to continue as a going concern.
NEXXLINX CORP: Seeks to Hire Ordinary Course Professionals
----------------------------------------------------------
Nexxlinx Corporation, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the Northern District
of Georgia to employ professionals used in the ordinary course of
business.
The Debtors seek to retain professionals historically and typically
utilized by the Debtors in the ordinary course of their business
prior to and as of the Petition Date and thereafter.
The "Ordinary Course Professionals" are:
-- Trusted CFO solutions, Inc. to provide managerial and
financial consulting services to the Debtors; and
-- Law Offices of Lise Hamilton to provide legal services to
the Debtors effectively functioning in general counsel role.
The Debtors desire to continue to employ the Ordinary Course
Professionals to render services to the Debtors' estate similar to
those services rendered prior to the Petition Date and to retain
any additional Ordinary Course Professionals as may be necessary
throughout the pendency of this case. The services these
professionals provide would include, but are not limited to, legal,
consulting and managerial services.
According to the Debtors, it is essential that the employment of
the Ordinary Course Professionals, who are already familiar with
the Debtors' business affairs, be allowed to continue to enable the
Debtors to conduct, without disruption, their ordinary business
affairs.
The Debtors will compensate each Ordinary Course Professional,
without a prior application to the Court being filed by that
professional, 100% of the fees and disbursements incurred, upon the
submission to, and approval by, the Debtors of an appropriate
invoice setting forth in reasonable detail the nature of the
services rendered and the fees and disbursements actually incurred;
provided, however, that if any Ordinary Course Professional's fees
and disbursements exceed a total of $25,000 per month, then the
payments to such professional for such excess amounts shall be
subject to the prior approval of the Court in accordance with
Sections 330 and 331 of the Bankruptcy Code, the Federal Rules of
Bankruptcy Procedure, the Local Rules of the Bankruptcy court, and
Court Orders.
The proposed ordinary course retention and payment procedures will
not apply to those professionals for whom the Debtors have filed
separate applications for approval of employment.
The Debtors said the Ordinary Course Professionals do not represent
any interest adverse to the Debtors and their estates.
Ordinary Course Professionals may be reached at:
Lee Baynes
Trusted CFO Solutions, Inc.
3330 Cumberland Blvd Suite 900
Atlanta, GA 30339
Phone: 855-236-2384
- and -
Lise Hamilton
Law Offices of Lise Hamilton
6615 Kings Valley Road
Cresent City, CA 95531
Tel: (707)487-0735
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.
These affiliates also sought Chapter 11 protection on June 28:
CustomerLinx of North Carolina, Inc., Microdyne Outsourcing, Inc.,
NexxLinx Global, Inc., NexxLinx of New York, Inc., and NexxLinx of
Texas, Inc.
The Court on June 30, 2016, entered an order jointly administering
the Chapter 11 cases.
NexxPhase, Inc., filed a Chapter 11 petition (Bankr. N.D. Ga. Case
No. 16-62269) on July 14, 2016.
The cases are assigned to Judge Paul Baisier. The Debtors are
represented by Ashley Reynolds Ray, Esq., and J. Robert Williamson,
Esq., at Scroggins & Williamson, P.C. GGG Partners, LLC serves
as the Debtors' financial consultant.
At the time of the filing, NexxLinx estimated its assets and
liabilities at $10 million to $50 million.
NORTHEASTERN ILLINOIS UNIV: S&P Lowers Rating on Bonds to BB
------------------------------------------------------------
S&P Global Ratings lowered its long-term rating and underlying
rating (SPUR) to 'BB' from 'BBB+' on Northeastern Illinois
University Board of Trustees' outstanding university facilities
system (UFS) and certificates of participation (COPS) bonds issued
for Northeastern Illinois University (NEIU). The outlook is
negative.
"The lowered rating and negative outlook reflect our view of
Illinois' ongoing severe challenges due to its weak financial
position, which we believe creates a significant liquidity risk for
the university and--if not corrected--could result in a negative
cash balance before the end of fiscal 2017," said S&P Global
Ratings credit analyst Jessica Matsumori. "We believe the
university will face substantial challenges over the next two
years, particularly if the state continues to delay, reduce, or not
provide operating appropriations and Monetary Assistance Program
funding, which currently shows no sign of resolution for fiscal
2017," Ms. Matsumori added.
Throughout fiscal 2016, the state's public universities, including
NEIU, received only a small fraction of historical operating
appropriations, placing significant liquidity stress on these
institutions given their revenue dependence on these funds to
support operations. Furthermore, given the length of the fiscal
2016 budget impasse and the absence of a substantial agreement
among elected leaders, it is S&P's opinion that state appropriation
outcomes will remain uncertain through at least fiscal 2017.
NORTHERN MEADOWS: Hires Donald A. Bailey as Counsel
---------------------------------------------------
Northern Meadows Development Co., LLC seeks authorization from the
U.S. Bankruptcy Court for the Western District of Washington to
employ Donald A. Bailey as counsel.
The Debtor requires the assistance of counsel to enable it to
properly perform its duties as a debtor-in-possession and formulate
a plan of reorganization.
The Debtor requires Donald A. Bailey to:
a. prepare records and reports that as required by the
Bankruptcy Rules and local rules;
b. prepare applications and proposed orders to be submitted to
the court;
c. identify and prosecute claims as causes of actions
belonging to the estate;
d. evaluate claims filed against the estate and object to
claims as appropriate;
e. advice and assist in negotiations with creditors and other
parties in interest, and in the formulation of a plan of
reorganization; and
f. assist the Debtor in performing duties under 1107 of the
Bankruptcy Code.
Bailey will be paid $300 per hour.
Bailey received an advance fee deposit $20,000 from Northern
Meadows and $5,000 from Stephen Brisbane, the principal of the
Debtor,
Bailey has been paid $8,671.36 for pre-bankruptcy services
performed from March 14, 2016 to the petition date.
Donald A. Bailey 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 Debtor and its estate.
Donald A. Bailey may be reached at:
Donald A. Bailey
720 Olive Way, #1000
Seattle, WA 98101
Phone: 206.682.4802
About Northern Meadows Development
Northern Meadows Development Co., LLC, sought Chapter 11 protection
(Bankr. W.D. Wash. Case No. 16-13393) on June 27, 2016. Judge
Timothy W. Dore is assigned to the case. Donald A Bailey, Esq.,
at Donald A. Bailey Attorney At Law, serves as the Debtor's
counsel. The Debtor estimated assets of $5.49 million and $6.21
million in debt. The petition was signed by Stephen Brisbane,
manager.
NORTHWEST HEALTH: Plan of Reorganization Complies With Ch. 11
-------------------------------------------------------------
Judge Frederick P. Corbit of the United States Bankruptcy Court for
the Eastern District of Washington has issued findings of fact and
conclusions of law regarding the Plan of Reorganization, filed on
March 31, 2016 by Northwest Health Systems, Inc.
Judge Corbit concluded that the Plan has been accepted in writing
by the creditors and equity security holders whose acceptance is
required by law, that the provisions of Chapter 11 have been
complied with, and that the Plan has been proposed in good faith
and not by means forbidden by law.
The case is In re NORTHWEST HEALTH SYSTEMS, INC., Chapter 11,
Debtor, No. 15-02968-FPC11 (Bankr. E.D. Wash.).
A full-text copy of Judge Corbit's July 21, 2016 findings of fact
and conclusions of law is available at https://is.gd/dNiEpf from
Leagle.com.
Northwest Health Systems, Inc. is represented by:
Barry W Davidson, Esq.
DAVIDSON BACKMAN MEDEIROS PLLC
601 West Riverside Avenue, Suite 1550
Spokane, WA 99201
Tel: 509 624-4600
Fax: 509 623-1660
Email: cnickerl@dbm-law.net
US Trustee, U.S. Trustee, is represented by:
Gary W. Dyer, Esq.
James D. Perkins, Esq.
US TRUSTEE'S OFFICE
920 West Riverside Avenue, Suite 593
Spokane, WA 99201-1012
Tel: (509)353-2999
Fax: (509)353-3124
OFFICE EXPRESS: Hires Jose Luis Rentas as Accountant
----------------------------------------------------
Office Express Supply, Inc., seeks permission from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Jose
Luis Rentas as accountant.
The Debtor requires Jose Luis Rentas to prepare monthly reports,
prepare tax returns, prepare reports and analysis as required in
order to offer adequate disclosure to its creditors and attain
confirmation of a Chapter 11 plan of reorganization
Jose Luis Rentas will be paid at $50 per hour.
Jose Luis Renta 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 Debtor and
its estate.
Jose Luis Rentas may be reached at:
Jose Luis Rentas
URB La Vega
23 Principal Street
Villalba PR00766
Tel: (787)847-2484
About Office Express Supply, Inc.
Office Express Supply, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-05304) on July 1, 2016. Jorge R. Collazo
Sanchez, Esq., at Collazo Sanchez Law Office, serves as bankruptcy
counsel.
OLIN CORP: S&P Lowers CCR to 'BB', Outlook Stable
-------------------------------------------------
S&P Global Ratings lowered its corporate credit rating for
chlor-alkali producer Olin Corp. to 'BB' from 'BB+'. The outlook
is stable.
At the same time, S&P lowered its issue-level rating on the
company's senior unsecured debt to 'BB' from 'BB+'. The recovery
rating remains '4', indicating S&P's expectation of average
recovery (lower end of the 30% to 50% range) in the event of a
payment default.
"The downgrade reflects our expectations that Olin's full-year 2016
operating performance will be moderately weaker than our previous
forecast," said S&P Global Ratings credit analyst Brian Garcia.
"We have lowered our 2016 EBITDA estimate for the company, due to
lower-than-expected commodity prices, including caustic soda and
ethylene dichloride, as well as lower than previously expected
chlorinated organics volumes," he added.
S&P also expects prices to increase at a slower rate from their
currently depressed levels than S&P's previous base-case scenario.
As a result, S&P expects credit measures to be weaker than its
previous projections, including weighted-average funds from
operations (FFO) to debt in S&P's aggressive range (between 12% and
20%), pro forma for acquisitions.
"The stable outlook reflects our expectation that EBITDA margins
will gradually improve in the next one to two years as a result of
increasing commodity prices, largely driven by the impact of
industry capacity reductions and synergies realized from the
continuing integration. We expect credit measures to improve as a
result of margin expansion, strengthening industry conditions, and
our expectations that the company will be able to generate
sufficient free cash flow, which we expect them to prioritize
toward debt reduction. Although we expect this to result in
gradually improving credit measures over the next one to two years,
we expect FFO to debt will remain in the mid-teens through 2016,
and weighted average FFO to debt to be below 20% pro forma for
acquisitions," S&P said.
"We could lower ratings within in the next 12 months if commodity
prices remain depressed and the company encounters difficulties
integrating the large acquisition and fails to achieve a majority
of the synergies they have targeted. Specifically, we could
consider a lower rating if FFO to debt drops to below 12% (pro
forma for acquisitions) on a weighted average basis. We could also
consider a lower rating if the company does not maintain financial
policies that we consider appropriate to maintain the current
rating, including completing additional large debt-funded
acquisitions or shareholder rewards. Additionally, we could lower
the ratings if a sustained decline in industry growth prospects,
leads us to reassess the company's business risk profile at fair,"
S&P noted.
S&P could raise the ratings within the next 12 months if commodity
prices increase at a more rapid rate than S&P currently projects
and the company realizes their expected synergies, resulting in
stronger EBITDA margins than S&P currently projects. S&P could
also raise the ratings if the company was to generate free cash
flow at a quicker rate than S&P projects in its base-case scenario,
and it was prioritized toward debt repayment, resulting in lower
debt levels and significantly improved leverage measures. To
consider raising the ratings, S&P would expect FFO to debt to
remain above 20% on a sustainable basis, pro forma for
acquisitions.
Downgraded
To From
Olin Corp.
Corporate Credit Rating BB/Stable/-- BB+/Stable/--
Downgraded
To From
Olin Corp.
Blue Cube Spinco Inc.
Senior Unsecured BB BB+
Recovery Rating 4L 4L
OPA-LOCKA, FL: Manager Resigns as City Nears Bankruptcy
-------------------------------------------------------
The American Bankruptcy Institute, citing Michael Sallah and Jay
Weaver of Miami Herald, reported that just a day after beleaguered
City Manager David Chiverton stunned elected leaders by resigning
his office in the course of a federal criminal investigation,
Opa-locka officials announced they were close to broke and would
not be able to pay their workers -- including police officers --
come September.
According to the report, with just $350,000 left in the general
fund, Opa-locka may have to consider bankruptcy, officials said.
"We are at ground zero," Florida Inspector General Melinda Miguel
told city leaders during an emergency oversight board meeting on
July 28, the report related. "We are at the doorsteps of one of
the lowest points in the history of Opa-locka."
The developments came in a stunning sequence for the impoverished
city, which has been under the oversight of a state financial
emergency board since June but has been unable to halt a
mushrooming deficit, the report further related. The governor's
inspector general said she was riled by the city's failure to meet
critical deadlines in filing a budget and recovery plan by Aug. 1
in what was once a firm deadline, the report said.
During the meeting at Sherbondy Village community center, Miguel
blasted the city's elected leaders, saying they were not doing
enough to keep costs down or tackling the critical problems that
threaten the entire operation of the city, the report added.
"One of the biggest tests to resolving a problem is realizing you
have one," the report cited Miguel as saying, as Opa-locka Mayor
Myra Taylor and commissioners sat in the front row staring at the
local members of the state board.
OSAGO EXPLORATION: Seeks Bankruptcy Case Dismissal
--------------------------------------------------
BankruptcyData.com reported that Osage Exploration and Development
filed with the U.S. Bankruptcy Court a motion to dismiss its
Chapter 11 case. The motion explains, "The Debtor has liquidated
all of its Bankruptcy Estate and has either distributed or
abandoned all of the proceeds from such liquidation proceedings
pursuant to duly entered Orders of this Court or otherwise in the
ordinary course of business. At this point, the Debtor does not
believe there are any assets remaining in this Estate to be
administered. Moreover, Apollo Investment Corporation ('Apollo')
holds pre-petition and post-petition liens upon any and all assets
of the Estate such that any undiscovered assets would be fully
encumbered by the liens of Apollo. The Debtor does not believe that
filing a plan of reorganization serves any purpose in the
Bankruptcy Case. There are no assets to reorganize or liquidate
consequently, there are no funds available to pay the costs
associated with preparing, providing proper notice and seeking
confirmation of a Chapter 11 Plan. The Debtor is administratively
insolvent as to any administrative claims aside from those subject
to the Carve Out provided in the DIP Facility. Therefore, Debtor
does not intend at this point to pursue a Chapter 11 Plan."
About Osage Exploration
Headquartered in San Diego, California with production offices in
Oklahoma City, Oklahoma, and executive offices in Bogota, Colombia,
Osage Exploration and Development, Inc. (OTC BB: OEDV)
-- http://www.osageexploration.com/-- is an independent
exploration and production company with interests in oil and gas
wells and prospects in the US and Colombia.
Osage Exploration filed a Chapter 11 petition (Bankr. W.D. Okla.
Case No. 16-10308) on Feb. 3, 2016, to pursue a sale of
substantially all assets.
The Debtor disclosed total assets of $11,147,152 and total
liabilities of $39,464,678.
The Debtor tapped Crowe & Dunlevy as counsel.
The Office of the U.S. Trustee on Feb. 29 appointed three creditors
to serve on the official committee of unsecured creditors.
PACIFIC 9: Wants Plan Filing Date Extended to October 24
--------------------------------------------------------
Pacific 9 Transportation, Inc., asks the U.S. Bankruptcy Court to
extend the exclusive period to file a plan for 60 days from August
24, 2016, to October 24, 2016.
The Debtor submits that in order to file a plan and disclosure
statement, enough time needs to pass to:
(1) allow the Debtor to change its business model from
independent contractor truck drivers to hourly employee truck
drivers;
(2) to allow enough time to pass utilizing the new hourly
employment model to be able to assess profitability and provide
updated projections supporting feasibility of any proposed plan;
(3) to realize increases in profitability as result of increased
revenues and reduced overhead expenses; and
(4) to resolve any objections to any of the filed claims.
Attorneys for the Debtor:
Vanessa M. Haberbush, Esq.
David R. Haberbush, Esq.
Lane Bogard, Esq.
HABERBUSH & ASSOCIATES, LLP
444 West Ocean Boulevard, Suite 1400
Long Beach, CA 90802
Telephone: (562) 435-3456
Facsimile: (562) 435-6335
Email: vhaberbush@lbinsolvency.com
About Pacific 9 Transportation
Pacific 9 Transportation, Inc. sought protection under Chapter 11
of the Bankruptcy Code (Bankr. C.D. Calif. Case No. 16-15447) on
April 26, 2016. The petition was signed by Le Phan, CFO. The case
is assigned to Judge Julia W. Brand. The Debtor estimated both
assets and liabilities in the range of $1 million to $10 million.
PARTNERSHIPS TO UPLIFT: S&P Lowers Rating on 2014 Bonds to BB-
--------------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB-' from 'BB'
on the California School Finance Authority's (CSFA) educational
facilities revenues bonds series 2014A (tax-exempt) and series
2014B (taxable) issued for the Partnerships to Uplift Communities.
The outlook is stable.
"The rating action reflects our view of the organization and
obligated group's weak maximum annual debt service (MADS) coverage,
deficit operations, and liquidity levels that are more in line with
those of peers at the 'BB-' rating level," said S&P Global Ratings
credit analyst Debra Boyd.
The stable outlook reflects S&P's expectation that operations will
move toward break-even on a full-accrual basis, resulting in
improved lease-adjusted MADS coverage.
PEABODY ENERGY: Seeks Leniency on Cleanup During Bankruptcy
-----------------------------------------------------------
The American Bankruptcy Institute, citing Heather Richards of
Casper Star Tribune, reported that the operator of the world's
largest coal mine wants to maintain its right to self-bond in
Wyoming during its bankruptcy.
According to the report, Peabody Energy Corporation filed a motion
on July 26 that would allow a deal with Wyoming's Department of
Environmental Quality, effectively placing a hold on state
enforcement of the coal company's cleanup liabilities. The deal
grants Wyoming priority on $127 million of the company's $726
million cleanup costs, the report related. It is good only for the
duration of the bankruptcy, the report said.
How companies cover the eventual cost of reclamation has been a
sticking point in each of Wyoming's coal company bankruptcies, the
report pointed out. Both Alpha Natural Resources, which recently
emerged from bankruptcy, and Arch Coal brokered similar deals with
the state, the report noted.
Peabody, which operates the North Antelope Rochelle Mine near
Gillette, argued in its motion that it cannot emerge from
bankruptcy as a viable company if it is required to replace all
$726.8 million in unsecured cleanup costs with third-party bonds
during bankruptcy, the report further related. If forced to do so,
the cost would dent its available cash to such a degree as to make
the business inoperable post-bankruptcy. Liquidity is an important
predictor of these compromised companies' ability to survive in a
coal market that is hostile at best, the report added.
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company. As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia. In addition to its mining operations, the
Company markets and brokers coal from other coal producers, both
as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.
Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net
loss in 2013.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
Case No. 16-42529 in the U.S. Bankruptcy Court for the Eastern
District of Missouri.
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
PENSKE AUTOMOTIVE: Moody's Ba2 CFR Unaffected by SGL-2 Rating
-------------------------------------------------------------
Moody's Investors Service assigned an SGL-2 Speculative Grade
Liquidity rating to Penske Automotive Group, Inc. All other
ratings, including the company's Ba2 Corporate Family rating, are
unaffected.
"The SGL-2 rating, reflecting good liquidity, is based on Penske's
steady history of prudently managing its cash flows, maintaining
favorable and diverse external financing relationships, including
more than ample floor plan facilities, the combination of which
results in a predictable liquidity profile, " 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: Penske Automotive Group, Inc.
-- Speculative Grade Liquidity Rating, Assigned SGL-2
RATINGS RATIONALE
Moody's said, "The Ba2 corporate family rating considers Penske's
formidable and diverse market and competitive position, with
leading positions in both Europe and the key US markets in which it
has chosen to operate. The rating also considers the favorable
relationship the company has with key OEM's such as BMW, which
provides it with advantages from a new dealership perspective, and
the company's brand mix, which is skewed towards premium and
luxury. We view the company's expansion into ancillary businesses
such as its commercial vehicle distribution business in Australia
as being sensible extensions. We expect Penske to continue to make
acquisitions across its various segments and geographies, with the
belief they will be prudently sourced and priced, with minimal
integration disruption. We also expect Penske to continue to
utilize cash flow from operations to provide additional returns to
its shareholders through its dividend policy. In addition, the
rating considers the company's improving credit metrics, with
assistance provided by our change in rent multiple to 5 times from
8 times, and the capping of the NPV multiple at 10 times. The
stable outlook reflects our expectation that financial policy will
continue to be relatively benign such that this improvement in
credit metrics is sustained. Ratings could be upgraded if credit
metrics further improve such that debt/EBITDA was maintained below
4 times for an extended period and EBITA/interest was sustained
above 5 times. Ratings could be downgraded if debt/EBITDA exceeded
5 times or if EBITA/interest fell below 2.75 times.
Headquartered in Bloomfield Hills, Michigan, Penske Automotive is a
leading full-service auto retailer.
PETROLEX MANAGEMENT: Seeks Authorization to Use Cash Collateral
---------------------------------------------------------------
Petrolex Management, LLC asks the U.S. Bankruptcy Court for the
District of Massachusetts for authorization to use cash collateral.
The Debtor owns a commercial property located at 80 Chelmsford Road
in Billerica, Massachusetts, which is leased to an entity called
IMS Petroleum, Inc. which operates a gas station and convenience
store on the site, and sublets space to a Dunkin Donuts franchisee,
and produces rental income.
The Debtor has four debts that are secured by the Property, and an
assignment of leases and rents as additional collateral:
Creditor Priority Claim
-------- -------- -----
Petroleum & Franchise First Mortgage $1,100,000
Capital LLC
Home Loan and Second Mortgage $900,000
Investment Bank
A.L. Prime Energy Third Mortgage $365,000
Consultants
Yatco Distribution Fourth Mortgage unknown
LLC
The Debtor requires the income generated from the rental property
to pay expenses. The Debtor contends that if it is not permitted to
use the rent, it will be unable to make payments and maintain the
Property.
The Debtor's proposed Budget provides for total monthly costs in
the amount of $650. The Budget also provides for adequate
protection payments in the amount of $11,000 for Petroleum &
Franchise and $1,645 to Home Loan.
The Debtor says that is willing to grant replacement liens on rents
or collateral acquired by the Debtor after the petition date of the
same type, nature or description encompassed within their
pre-petition security interest to the Lender, such lien to be of
the same priority as their pre-petition lien.
A full-text copy of the Debtor's Motion, dated July 29, 2016, is
available at https://is.gd/6nv1l7 and full-text copy of the
Debtor's proposed Budget, dated July 29, 2016 is available at
https://is.gd/OXyIEL
Petrolex Management, LLC is represented by:
Gary M. Hogan, Esq.
BAKER, BRAVERMAN & BARBADORO, P.C.
300 Crown Colony Drive, Suite 500
Quincy, MA 02169
Telephone: (781) 848-9610
Email: garyh@bbb-lawfirm.com
About Petrolex Management, LLC.
Petrolex Management, LLC filed a chapter 11 petition (Bankr. D.
Mass. Case No. 16-41322) on July 27, 2016. The Debtor is
represented by Gary M. Hogan, Esq., at Baker, Braverman &
Barbadoro, P.C.
PICO HOLDINGS: UCP Director Lori Noncompliant with Stock Ownership
------------------------------------------------------------------
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 say that UCP Director, Peter H. Lori, is out of
compliance with the Independent Director Stock Ownership
Guidelines. According to the Guidelines, UCP's Independent
Directors must own UCP shares worth 3 times their annual cash
retainer by the 3rd Anniversary of their Directorship.
The bloggers note that, "Mr. Lori passed his 3rd Anniversary as a
UPC Director on July 17, 2016. Mr. Lori was paid a $60,000 Annual
Retainer for 2015. Pursuant to the Guidelines, Mr. Lori had to own
$180,000 in UCP shares by July 17, or roughly 21,500 shares at
$8.35 per share.
According to the latest Form 4, filed with the SEC, Mr. Lori owns
12,390 UCP shares worth $103,000 for a deficit of $77,000, or about
9,200 UCP shares. Mr. Lori is out of compliance with the
Guidelines."
The bloggers say that Mr. Lori can easily comply with the
Guidelines. "Mr. Lori is Chief Accounting Officer of Univision
Communications, Inc. According to Univision's latest Securities
Registration Statement, filed in January 2016, Mr. Lori's 2016 Base
Salary is $700,000 per year. Page 140 indicates that Mr. Lori
received Total Compensation in 2015 of $2,352,032."
Also, Mr. Lori had other options. "Footnote 2 of '2015 Director
Compensation,' on Page 26 of the UCP Proxy Statement, states in
pertinent part, 'As noted below, each non-employee director may
elect to receive Class A restricted stock or Class A restricted
stock units in lieu of all or a portion of the cash compensation
otherwise payable to the director in a given calendar year.'
In other words, UCP's Independent Directors may elect to receive
their compensation in equity/shares.
During 2015, Mr. Lori elected to receive $85,000 in cash
compensation from UCP. To top up his share ownership, Mr. Lori did
not even need to go into pocket; he just needed to elect UCP equity
in lieu of cash. Mr. Lori elected cash."
The bloggers highlight the unsettling aspects of Mr. Lori's
non-compliance. "Mr. Lori's failure to purchase UCP shares is
worrisome for UCP shareowners. First, given UCP's low valuation
during this period, what does Mr. Lori's refusal to invest say
about his confidence in UCP's future? Second, what level of
dedication can UCP shareowners expect from Mr. Lori if he declines
to align his economic interests with theirs? Third, how much does
Mr. Lori want his UCP Director seat if he neglects to invest 3% of
his 2015 Univision compensation to maintain it?
We feel that Mr. Lori's breach of the Guidelines illustrates his
lack of confidence in UCP's future and an absence of dedication to
UCP's shareholders. We find it alarming that Mr. Lori could have
taken his 2015 UCP compensation in shares and achieved compliance,
but elected otherwise."
According to the bloggers, "Shareowners of UCP deserve a Board
comprised of honest and competent Directors, who are dedicated to
the interests of the firm and its owners. Directors who do not
fulfill this description should be removed. The UCP Board currently
consists of six members. One less Director will reduce corporate
costs and streamline decision-making. The UCP Board has no need for
a television finance executive who ignores governance rules and is
unwilling to align his economic interests with owners. Mr. Lori
should be removed from the UCP Board. Shareholders will look very
unfavorably upon anything less."
PNW ARMS: Wants to Use Zions Bank Cash Until June 30, 2017
----------------------------------------------------------
PNW Arms, LLC asks the U.S. Bankruptcy Court for the District of
Idaho to approve its Cash Collateral, Adequate Protection, and Plan
Treatment Agreement with ZB N.A., dba Zions First National Bank.
Zions Bank is a secured creditor of the Debtor and holds a valid,
enforceable, properly perfected, and unavoidable first-priority
security interest in and lien on virtually all the personal
property assets of the Debtor. The Debtor owes Zions Bank the
amount of $915,698.83.
The Debtor relates that it has informed Zions Bank that its
continued use of the Zions Bank Collateral is actual and necessary
for the preservation of the Debtor’s business and its chapter 11
bankruptcy estate. The Debtor further relates that Zions Bank has
agreed to consent to the Debtor's use of the Zions Bank Collateral,
including the Zions Bank Cash Collateral.
The Stipulation contains, among others, the following relevant
terms:
(a) The Parties agree that the Debtor may use proceeds from
the Zions Bank Cash Collateral from June 21, 2016 through June 30,
2017 in accordance with the stipulated budget;
(b) The Parties further agree that the Debtor may use proceeds
from the Zions Bank Cash Collateral only for the purposes and in
the amounts set out in Approved Budget during the Agreement Term;
(c) In exchange for, and as adequate protection to, Zions Bank
for the Debtor’s possession and use of the other Zions Bank
Collateral during the pendency of the Bankruptcy Case, including
the Debtor’s use of the Zions Cash Collateral during the
Agreement Term, the Debtor agrees to pay Zions Bank $150,000.00
from the sale of stock-piled powder and excess equipment pursuant
to the schedules set forth in the Approved Budget;
(d) To provide Zions Bank with additional adequate protection
for the Debtor’s use of the Zions Bank Collateral, the Debtor
agrees to make monthly adequate protection payments to Zions Bank
in the amount of $20,000.00 each, starting on or before September
1, 2016; and
(e) The Parties further agree that Zions Bank will apply such
adequate protection payments received by Zions Bank in the
following order: first, to accrued and unpaid interest; second, to
costs and expenses allowable under the Zions Bank Loan Agreement,
including, reasonable attorneys’ or professional fees; and third,
to the reduction of outstanding principal; and
(f) the Debtor hereby grants Zions Bank a first-priority
post-petition security interest and replacement lien upon all
assets of the Debtor, whether such assets were in existence prior
to the commencement of the Bankruptcy Case or have been or may be
acquired by the Debtor after the commencement of the Bankruptcy
Case.
The approved Budget provides for, among others, total cash outflows
in the amount of $277,779, for the months of July to September; and
$2,470,686, for the months of October to December.
The final hearing on the Debtor's Motion is scheduled on August 16,
2016 at 9:00 a.m.
A full-text copy of the Stipulation and Joint Motion, dated July
29, 2016, is available at https://is.gd/aEZcQC and a full-text copy
of the proposed Budget, dated July 29, 2016, is available at
https://is.gd/OXyIEL
Zions Bank can be reached at:
ZB, N.A. dba Zions First National Bank
c/o Mr. Gregory Baser, Loan Workout Officer
Special Assets Group
One South Main Street, Suite 1400
Salt Lake City, UT 84133
Email: Gregory.Baser@zionsbank.com
ZB, N.A. dba Zions First National Bank is represented by:
Michael D. Mayfield, Esq.
David H. Leigh, Esq.
Ray Quinney & Nebeker P.C.
36 South State Street, Suite 1400
Salt Lake City, UT 84111
Email: mmayfield@rqn.com
dleigh@rqn.com
About PNW Arms, LLC.
PNW Arms, LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Idaho Case No. 16-20457) on June 21, 2016. The
petition was signed by Mark Baciak, managing member. The case is
assigned to Judge Terry L. Myers. At the time of the filing, the
Debtor estimated its assets and debts at $1 million to $10 million.
The Debtor is represented by Bruce A. Anderson, Esq., at Elsaesser
Jarzabek Anderson Elliot & Macdonald, CHTD.
POLYONE CORP: S&P Affirms 'BB' CCR, Outlook Stable
--------------------------------------------------
S&P Global ratings affirmed its 'BB' corporate credit rating on
plastics and polymers company PolyOne Corp. The outlook is
stable.
At the same time, S&P affirmed its 'BB+' issue-level rating on the
company's senior secured debt after the proposed $100 million
add-on to the company's existing term loan. The '2' recovery
rating indicates S&P's substantial recovery (upper end of the 70%
to 90% range) in the event of a payment default. S&P also affirmed
its 'BB-' issue-level rating on the company's senior unsecured
debt. The '5' recovery rating indicates S&P's expectation of modest
recovery (lower end of the 10% to 30% range) in the event of a
payment default.
"The affirmation of our ratings reflects our updated analysis,
including our updated recovery analysis, taking into account the
changes in the capital structure as a result of the proposed
transaction," said S&P Global Ratings credit analyst Brian Garcia.
"Despite the incremental debt, we still expect that credit measures
will remain appropriate for the rating," he added.
The stable outlook on PolyOne Corp. reflects S&P's expectation that
improving operating performance along with the company's strategy
to focus more on its specialty business, will gradually improve
profitability over the next one to two years. The outlook also
reflects S&P's opinion that management will maintain a prudent
approach to funding growth and shareholder rewards. Although at
times the company's FFO to debt may drop below 20%, S&P expects it
will sustain weighted average FFO to debt in the 20% to 30% range
pro forma for acquisitions.
S&P could lower ratings within the next 12 months if it expects FFO
to debt to remain below 20% (pro forma for acquisitions), a level
more appropriate for an aggressive financial risk profile, without
indications of near-term prospects for improvement. Additional
debt-funded acquisitions over the next year could lead to such a
decline. Based on S&P's scenario forecasts, this could also stem
from deterioration in profitability or negative trends in key
housing and auto end markets that could result in weakened
operating performance.
"Based on our scenario forecasts, we could raise the ratings within
the next 12 months if better-than-expected earnings boost weighted
average FFO to adjusted debt to above 30% (pro forma for
acquisitions), even as the company pursues growth objectives. This
could occur as a result of significantly greater revenue growth
coupled with EBITDA margins significantly above our current
base-case scenario, leading to meaningfully improved credit
measures," S&P said.
PRATT WELL SERVICE: Hires Johnston Eisenhauer as Attorneys
----------------------------------------------------------
Pratt Well Service, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Kansas to employ Robert R.
Eisenhauer and Johnston, Eisenhauer, Eisenhauer & Lynch, LLC as
attorneys for the special purpose.
The Debtor requires the firm to represent the bankruptcy estate in
an appeal before the U.S. Court of Appeals for the Tenth Circuit in
Northern Natural Gas Co. vs. Approximately 9117.53 acres in Pratt
County, KS, et al. The appeal involves multiple parties and is a
condemnation case. The Debtor was awarded damages and is
appellee.
The proposed compensation for Johnston Eisenhauer is $200 per
hour.
Johnston Eisenhauer will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Robert R. Eisenhauer 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 firm can be reached at:
Robert R. Eisenhauer, Esq.
JOHNSTON, EISENHAUER,
EISENHAUER & LYNCH, LLC
113 East Third Street
P.O. Box 825
Pratt, KS 67124
Tel: (620) 672-5533
About Pratt Well Service LLC
Pratt Well Service, LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Kan. Case No. 16-11224) on June 30, 2016. The Hon.
Robert E. Nugent presides over the case. Klenda Austerman LLC
represents the Debtor as counsel.
In its petition, the Debtor estimated $7.47 million in assets and
$4.94 million in liabilities. The petition was signed by Kenneth C.
Gates, president.
PROLINE CONCRETE: Allowed to Use Cash on an Emergency Basis
-----------------------------------------------------------
Judge Carl L. Bucki of the U.S. Bankruptcy Court for the Western
District of New York, authorized Proline Concrete of WNY, Inc. to
use cash collateral on an ex parte emergency basis.
Judge Bucki acknowledged that the use of cash collateral is
necessary to avoid immediate and irreparable harm to the Debtor and
its estate pending the Interim and Final Hearings.
Judge Bucki authorized the Debtor to use cash collateral according
to an emergency Budget.
Bank of Akron was granted roll-over or replacement liens granting
security to the same extent, in the same priority, and with respect
to the same assets, as served as collateral for its Prepetition
Bank Indebtedness, to the extent of cash collateral actually used
during the pendency of the Chapter 11 case.
The interim hearing on the Debtor's Collateral Motion is scheduled
on August 3, 2016 at 11:00 a.m. The final hearing on the Debtor's
Motion is scheduled on August 15, 2016 at 10:00 a.m.
A full-text copy of the Order, dated July 28, 2016, is available at
https://is.gd/ZdrMiO
About Proline Concrete of WNY, Inc.
Proline Concrete of WNY, Inc. filed a chapter 11 petition (Bankr.
W.D.N.Y. Case No. 16-11455) on July 25, 2016. The petition was
signed by James R. Sickau, president. The Debtor is represented by
Arthur G. Baumeister, Jr., Esq., at Amigone, Sanchez & Mattrey LLP.
The case is assigned to Judge Carl L. Bucki. At the time of the
filing, the Debtor estimated assets and debts at $1 million to $10
million.
PUC SCHOOLS: S&P Lowers Rating on 2012 School Bonds to 'BB'
-----------------------------------------------------------
S&P Global Ratings lowered its long-term rating to 'BB' from 'BB+'
on PUC Schools, Calif.'s charter school revenue bonds series 2012A
(tax-exempt) and 2012B (taxable), issued for the PUC Project. The
outlook is stable.
"The rating action reflects our view of the organization's weak
maximum annual debt service (MADS) coverage, deficit operations,
and liquidity levels that are more in line with those of peers at
the 'BB' rating level," said S&P Global Ratings credit analyst
Debra Boyd.
The stable outlook reflects S&P's expectation that operations will
move toward break-even on a full-accrual basis, resulting in
improved lease-adjusted MADS coverage.
PYKKONEN CAPITAL: Proposes $4M Sale of Property to SkiEcho
----------------------------------------------------------
Pykkonen Capital, LLC, asks the U.S. Bankruptcy Court for the
District of Colorado to authorize the sale of substantially all of
its real and personal property to SkiEcho, LLC, for $4,000,000.
The Debtor owns and operates Echo Mountain Ski Resort ("Echo
Mountain") located at 19285 Highway 103, Idaho Springs, CO. The ski
resort operated through April 3, 2016 is a full service ski resort
with a chair left, lightning for night skiing, ski lessons, and a
restaurant.
In addition, the real property on which the resort is located, the
Debtor owns the equipment necessary for the Echo Mountain's
operations, including but not limited to, Snow Cats, snowmaking
equipment, ski lifts, snow guns, and restaurant equipment.
The Debtor purchased Echo Mountain in 2012 through a loan in the
amount of $1,000,000 from Squaw Pass Ranch, LLC ("Squaw Pass
Ranch"). The loan is evidenced by a Promissory note ("Note") and
Deed of Trust in favor of Squaw Pass Ranch.
On July 11, 2016, the Note and Deed of Trust were transferred to
Brad Holm, the current holder of the lien against Echo Mountain in
the amount of $1,385,769.
On July 21, 2016, the Debtor entered into a Contract to Buy and
Sell Real Estate (Commercial) ("Sale Contract") with SkiEcho.
A copy of the Sale Contract attached to the Motion is available for
free at:
http://bankrupt.com/misc/Pykkonen_Capital_113_Sales.pdf
Pursuant to the Sale Contract, the Debtor will convey all the real
and personal property it owned to SkiEcho for $4,000,000, less the
cost of SkiEcho for the repair of certain equipment in the amount
of $15,000, and the retail value of outstanding lift tickets in the
amount of $156,475, for a total cash payment at closing in the
amount of $3,778,525.
SkiEcho further agrees to pay $46,791 to the Debtor for the
pre-payment of the water lease with Clear Creek County for the
2016-2017 ski season. All water rights, water related
agreements, and well permits will be assigned to SkiEcho, along
with any intellectual property rights and goodwill owned by the
Debtor.
The Sale Contract provides that the Debtor will pay half of the
closing costs, and provides for payment in full of the following
claims at the closing:
a. Internal Revenue Service in the amount of $300;
b. the claims of any other federal state, county, or local
government entities, of which none are believed to exist; and
c. the note secured by Deed of Trust assigned to Brad Holm in
the amount of $1,497,071 for Mr. Holm's payment of the amounts owed
for property taxes and water rights pursuant to the Deed of Trust.
The purchase price is sufficient to pay all Debtor's secured and
unsecured creditors in full, with the exception of the claims of
statutory insiders.
Pykkonen Capital, LLC's attorneys:
Lee M. Kutner
Keri L. Riley
KUTNER BRINEN, P.C.
1660 Lincoln Street, Suite 1850
Denver, CO 80264
Telephone: (303) 832-2400
Facsimile: (303) 832-1510
Email: lmk@kutnerlaw.com
SkiEcho, LLC, can be reached at:
SkiEcho, LLC
R. Peter Burwell
Manager/President
Bloomington, MN
Tel: (952) 887-1887
Fax: (952) 887-1871
About Pykkonen Capital
Pykkonen Capital, LLC, is the owner of a ski resort located south
of Idaho Springs, Colorado, known as Echo Mountain Resort. The
Company is 100% owned by its single member, Nora Pykkonen.
Pykkonen Capital filed for Chapter 11 bankruptcy (Bankr. D. Colo.,
Case No. 16-10897) on Feb. 5, 2016. The Hon. Joseph G. Rosania
Jr.
presides over the case.
Lee M. Kutner, Esq., at Kutner Brinen Garber, P.C, serves as the
Debtor's bankruptcy counsel.
Pykkonen Capital LLC bought the ski area in August 2012 for $1.53
million, according to county records. In its petition, Pykkonen
Capital estimated $1 million to $10 million in both assets and
liabilities.
The petition was signed by Nora Pykkonen, manager.
R.C.D. CLEANING: Plan Outline Hearing to Be Held on Aug. 11
-----------------------------------------------------------
The Hon. Scott H. Gan of the U.S. Bankruptcy Court for the District
of Arizona has set for Aug. 11, 2016, at 2:00 p.m. the hearing to
consider approval of the Disclosure Statement explaining R.C.D.
Cleaning Service, Inc.'s Chapter 11 plan.
The Plan documents were filed June 29, 2016.
Headquartered in Phoenix, Arizona, R.C.D. Cleaning Service, Inc.,
filed for Chapter 11 bankruptcy protection (Bankr. D. Ariz. Case
No. 15-11342) on Sept. 3, 2015, estimating its assets at between
$50,000 and $100,000 and its liabilities at between $1 million and
$10 million.
The petition was signed by Rose Doyle, president.
Andrew A. Harnisch, Esq., at Minkin & Harnisch PLLC, serves as the
Debtor's bankruptcy counsel.
RAILROAD SALVAGE: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Railroad Salvage & Restoration, Inc.
Railroad Salvage & Restoration, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. W. D. Mo. Case No.
16-30292) on June 14, 2016. The petition was signed by William
Ryan Jackson, vice-president. The case is assigned to Judge
Cynthia A. Norton. At the time of the filing, the Debtor estimated
both its assets and liabilities at $1 million to $10 million.
RANCHO PALOMITA: Unsecureds to Get 100% Recovery Under Plan
-----------------------------------------------------------
Rancho Palomita Advisors, LLC, filed with the U.S. Bankruptcy Court
for the District of Arizona its proposed First Disclosure Statement
in connection with the Debtor's First Plan of Reorganization dated
July 13, 2016, which proposes that holders of Class 6 - Unsecured
Deficiency Claims and Unsecured Claims will be paid 100% of the
allowed amount of their claims at 3.0% interest on the unpaid
balance in 60 equal monthly installments with the first payment due
60 days from the Effective Date.
Any liens held by the Class 6 creditors will be null and void and
removed as of the Effective Date.
The Debtor estimated unsecured claims in this class in the amount
of $7,294, which does not include any deficiency amounts for
secured creditors. Class 6 is impaired.
Consummation of the Plan will occur upon the funding of the
contributions due from participating investors if required, and
commencement of disbursements to impaired creditors as provided in
the Plan.
The Plan contemplates that secured creditors will be paid the full
amount of their allowed claims. The infusion of monies into the
reorganized Debtor through capital contributions is required in
order for principals of debtor to retain their interest in the
debtor. Members will make a capital contribution at confirmation
of the plan. Potential investors may be allowed to acquire a
percentage of interest or a percentage thereof, in the reorganized
debtor. These proceeds, in conjunction with the property's
revenues and inherent future appreciation, will provide the
necessary funds to Debtor to pay creditors under the Plan.
The First Disclosure Statement is available at:
http://bankrupt.com/misc/azb16-04036-35.pdf
The Plan was filed by the Debtor's counsel:
Eric Slocum Sparks, Esq.
LAW OFFICES OF ERIC SLOCUM SPARKS, P.C.
110 South Church Avenue #2270
Tucson, Arizona 85701
Tel: (520) 623-8330
Fax: (520) 623-9157
E-mail: eric@ericslocumsparkspc.com
Rancho Palomita Advisors, LLC, sought protection under Chapter 11
of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-04036) on April
14, 2016. The petition was signed by Richard A. Spross, managing
member.
The Debtor is represented by Eric Slocum Sparks, Esq., at Eric
Slocum Sparks PC. The case is assigned to Judge Scott H. Gan.
The Debtor disclosed zero assets and total debts of $1.62 million.
RCC CONSULTANTS: Trustee Hires McDonnel Crowley as Special Counsel
------------------------------------------------------------------
Timothy King, the Liquidating Trustee of RCC Consultants, Inc.,
asks for permission from the U.S. Bankruptcy Court for the District
of New Jersey to employ McDonnell Crowley, LLC as special counsel
to the Trustee.
The Liquidating Trustee requires McDonnell Crowley to render
review, analysis and prosecution and liquidating of potential
assets of the Liquidating Trust and various causes of action
seeking turnover of transfers by the Debtor, as set forth in
actions arising under Chapter 5 of the Bankruptcy Code and other
claims/causes of action under Chapter 5 of the Bankruptcy Code and
related claims/causes of action.
McDonnell Crowley will be paid at these hourly rates:
Partners $295-$500
Associates $210-$325
Paralegals $115-$210
McDonnell Crowley will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Brian T. Crowley, member of McDonnell Crowley, 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.
McDonnell Crowley can be reached at:
Brian T. Crowley, Esq.
McDonnell Crowley, LLC
115 Maple Avenue, Suite 201
Red Bank, NJ 07701
Tel: (732) 383-7233
Fax: (732) 383-7531
E-mail: bcrowley@MCHFIRM.COM
About RCC Consultants
RCC Consultants, Inc., is an engineering and consulting firm
headquartered in Woodbridge, New Jersey.
RCC Consultants, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. D. N.J. Case No. 15-18274) on May 1, 2015, estimating its
assets and liabilities at between $1 million and $10 million each.
The petition was signed by Michael W. Hunter, president and chief
executive officer.
Judge Michael B. Kaplan presides over the case.
Anthony Sodono, III, Esq., at Trenk, Dipasquale, Della Fera &
Sodono, P.C., serves as the Company's bankruptcy counsel.
RD3J LTD: Hires Ramon Rosales Jr. as Litigation Counsel
-------------------------------------------------------
RD3J, Ltd., seeks authorization from the U.S. Bankruptcy Court for
the Southern District of Texas to employ The Law Offices of Ramon
Rosales, Jr., PC as special litigation counsel.
The Debtor owns and manages commercial real property used in the
medical industry. In particular, since 2006, the Debtor leased its
real property located at 2655 Cornerstone to Solara Hospital
McAllen, LP for use as a hospital facility in Edinburg, TX
("Hospital"). The monthly rent for the Hospital was $32,280. Solara
recently served a notice of termination of lease on the Debtor and
has now vacated the Hospital.
In 2012, the Rio Grande Valley experienced a hailstorm that caused
damage and destruction across South Texas. The Hospital sustained
substantial hail damage to the roofing system and the HVAC, or air
conditioning system. Under the terms of its lease, Solara was
obligated to repair the roofing system to prevent further damage to
the interior structure of the building and the integrity of the
roofing system. Despite its obligation, Solara refused to make the
required repairs to the Hospital, causing the building to become
severely compromised.
On March 24, 2016, the Debtor initiated the State Court Litigation
against Solara, related to these damages, alleging various causes
of action, including breach of contract, breach of duty of good
faith and fair dealing, and fraud and fraud in the inducement.
The Law Offices of Ramon Rosales, Jr., PC will be paid at these
hourly rates:
Ramon Rosales, Jr. $300.00
David Jones $250.00
The Law Offices of Ramon Rosales, Jr., PC will also be reimbursed
for reasonable out-of-pocket expenses incurred.
Ramon Rosales, Jr., sole shareholder of the law firm of The Law
Offices of Ramon Rosales, Jr., PC, assured the Court that the firm
is a "disinterested person" as the term is defined in Section
101(14) of the Bankruptcy Code and does not represent any interest
adverse to the Debtors and their estates.
The Law Offices of Ramon Rosales, Jr., PC may be reached at:
Ramon Rosales, Jr.
The Law Offices of Ramon Rosales, Jr., PC
2007 East Griffin Parkway
Mission, Texas 78572
Tel: (956)519-0777
Fax: (866)519-8177
E-mail: ramon@ramonrosaleslaw.com
Edinburg, Texas-based RD3J, Ltd. filed a Chapter 11 bankruptcy
petition (Bankr. S.D. Tex. Case No. 15-70184) on April 6, 2015.
The Hon. Richard S. Schmidt oversees the case. The Debtor tapped
Antonio Villeda, Esq. -- avilleda@mybusinesslawyer.com -- of The
Villeda Law Group as bankruptcy counsel and Jeannette Smith, CPA,
CGMA of Long Chilton, LLP as accountant.
RELIABLE RACING: Selling to VEMO Sports Unit for $375K
------------------------------------------------------
Reliable Racing Supply, Inc., asks the U.S. Bankruptcy Court for
the Northern District of New York to authorize the sale of
substantially all of its assets to VEMO Sports unit RR Holdings,
LLC, for $375,000, subject to overbid.
As of the Petition Date, the Debtor was indebted to secured lenders
TD Bank, The Warren County Local Development Corp. ("WCLDC"), and
the Marilyn Jacobs Family Trust.
Secured Claims
On Dec. 2, 2014, the Debtor executed and delivered to TD Bank a
Term Note in the amount of $1,000,000 ("TD Loan 1"). TD Loan 1 is
further evidenced by a Loan and Security Agreement, dated as of
Dec. 2, 2014, which, among other things grants TD Bank a blanket
security interest in all of the Debtor's Collateral, consisting of
all of the Debtor's personal property. As of the Petition Date,
the Debtor owed approximately $873,422 to TD Bank on account of TD
Loan 1.
On Dec. 2, 2014, the Debtor executed and delivered to TD Bank a
Term Note in the amount of $400,000 ("TD Loan 2"). TD Loan 2 is
further evidenced by a Loan and Security Agreement, dated as of
Dec. 2, 2014, which, among other things grants TD Bank a blanket
security interest in all of the Debtor's personal property ("TD
Collateral"). As of the Petition Date, the Debtor owed
approximately $368,695 to TD Bank on account of TD Loan 2.
The Debtor has been making monthly adequate protection payments to
TD Bank in the amount of $1,667. The Debtor will also shortly pay
approximately $70,000 to TD Bank as part of an overall settlement
of TD Bank's claims and in conjunction with TD Bank's approval of
the sale requested.
On Dec. 21, 2015, the Debtor executed and delivered to WCLDC a Line
of Credit Agreement in the amount $100,000.
Pursuant to a Security Agreement dated as of Dec. 21, 2015, the
WCLDC loan is secured by a security interest in certain goods as
set forth in the Security Agreement including all increases, parts,
accessories, attachments, special tools, additions and accessions,
and proceeds of such goods ("WCLDC Collateral").
As of the Petition Date, the Debtor owes approximately $100,000 to
WCLDC. The New York State Department of State Web site does not
reflect the filing of a UCC-1 Financing Statement by WCLDC,
therefore, arguably WCLDC's interests are unperfected.
On Dec. 21, 2015, TD Bank and WCLDC entered into a Subordination
Agreement pursuant to which TD Bank agreed to subordinate its
security interest to WCLDC's security interest in the WCLDC
Collateral.
The Debtor does not intend on objecting to WCLDC's claim or
asserting that WCLDC is unsecured. The Debtor believes that TD
Bank and WCLDC will reach an agreement regarding their respective
interests in all of the Collateral and the proceeds of the sale.
Cavallero Plastics, Inc., a plastic molder has asserted a "first
priority lien" under Massachusetts law in certain molds which it
holds in its possession and, in addition, in certain product
produced through use of the molds. Upon information and belief, TD
Bank disagrees with this assertion of a lien and certainly as to
its alleged priority. As the issue is one among creditors and, at
worst, the items in question are subject to TD Bank's lien the
Debtor does not intend to presently object to the secured claim
Cavallero filed in the case and expects that the creditors will
resolve the issue and / or the issue will be resolved with the
Successful Bidder entering into a new business arrangement with
Cavallero.
Sound Business Judgment
The Debtor believes its decision to sell the Assets satisfies the
sound business judgment standard. The Debtor is currently
operating at a loss and believes that a sale of the assets is the
only way to preserve and maximize value for the benefit of the
Debtor's creditors and the estate.
The Debtor's principal, John Jacobs, engaged in extensive marketing
efforts of the Debtor's assets. Mr. Jacobs contacted 14
potentially interested parties regarding a purchase of
substantially all of the assets or purchase of one or more of the
business segments.
On July 8, 2016, VEMO Sports submitted a letter of intent pursuant
to which a NewCo entity would purchase substantially all of the
Debtor's assets for $350,000.
On July 11, 2016, TD Bank filed a motion seeking relief from the
automatic stay and an objection to the Debtor's further use of cash
collateral. Following additional negotiations with VEMO Sports and
TD Bank, NewCo -- RR Holdings, LLC -- has agreed to increase its
purchase price to $375,000. TD Bank has approved of this offer and
supports the Motion.
The Debtor seeks to sell substantially all of its assets,
including among other things inventory, furniture, equipment,
machinery, vehicles, intellectual property, and executory
contracts. Cash and accounts receivable are not included in the
Assets that will be sold and will eventually be completely paid
over to TD Bank.
A copy of the Asset Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Reliable_Racing_56_Sales.pdf
Overbid Procedures
In an effort to ensure that the highest value is obtained for the
Assets, the Debtor proposes that the Bidding Procedures, which are
intended to maximize the value of the Assets, will govern the
submission of competing bids for the Assets.
The Debtor proposes this schedule:
a. Bid Deadline: Aug. 9, 2016
b. Auction: Aug. 11, 2016 at 1:00 p.m.
c. Sale Hearing: (i) August 11, 2016, following the Auction, or
(2) Aug. 11, 2016 at 1:00 p.m. if there's no Auction will take
place.
RR Holdings will be deemed to be a qualified bidder. TD Bank is a
qualified bidder to the extent of its rights to bid pursuant to 11
U.S.C. Sec. 363(k) and other applicable law.
The Debtor seeks to approve RR Holdings as the stalking horse
bidder and to grant RR Holdings' requested bid protections in
connection with its stalking horse bid. RR Holdings seeks a
break-up fee in the amount of $25,000 in the event that RR Holdings
is not the successful bidder.
Reliable Racing Supply's attorneys:
Paul A. Levine, Esq.
Meghan M. Breen, Esq.
LEMERY GREISLER LLC
50 Beaver Street
Albany, New York 12207
Telephone: (518) 433-8800
Attorneys for RR Holdings:
PRIMMER PIPER EGGLESTON & CRAMER PC
150 Champlin Street
P.O. Box 1489
Burlington, Vermont
Tel: (802) 864-0880
Fax: (802) 864-0328
Attorneys for TD Bank:
PHILLIPS LYTLE LLP
30 South Pearl Street, Albany, NY
Attn: Todd A. Ritschdorff, Esq.
E-mail: tritschdorff@phillipslytle.com
Attorneys for WCLDC:
HARRIS BEACH PLLC
333 West Washington Street, Suite 200
Syracuse, NY
Attn: Kelly Griffith, Esq.
E-mail: kgriffith@harrisbeach.com
About Reliable Racing Supply
Reliable Racing Supply, Inc., sells ski, bike and snowboard
equipment through its store Inside Edge Ski, Board & Bike located
at 643 Upper Glen Street, Queensbury, New York. It also sells ski
racing products to its consumers through its Wintersports online
catalog.
Reliable Racing Supply, Inc., doing business as Inside Edge Ski &
Bike, filed a chapter 11 petition (Bankr. N.D.N.Y. Case No.
16-10619) on April 7, 2016. The petition was signed by John
Jacobs, president. The case is assigned to Judge Robert E.
Littlefield, Jr. The Debtor disclosed assets of $2.98 million and
liabilities of $2.55 million as of Feb. 29, 2016. The Debtor is
represented by Meghan M. Breen, Esq., at Lemery Greisler, LLC.
REVOLVE SOLAR: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Revolve Solar, Inc. 16-10896
aka Revolve Solar LLC
14205 Mopac Service Road, Suite 670
Austin, TX 78728
Revolve Solar (TX) Inc. 16-10897
aka Revolve Solar
14205 Mopac Service Road, Suite 670
Austin, TX 78728
Revolve Solar (CA) Inc. 16-10899
aka Revolve Solar
14205 Mopac Service Road, Suite 670
Austin, TX 78728
Chapter 11 Petition Date: July 31, 2016
Court: United States Bankruptcy Court
Western District of Texas (Austin)
Judge: Hon. Tony M. Davis (16-10896 and 16-10897)
Hon. Christopher H. Mott (16-10899)
Debtors' Counsel: Joyce W. Lindauer
JOYCE W. LINDAUER ATTORNEY, PLLC
12720 Hillcrest Road, Suite 625
Dallas, TX 75230
Tel: 972-503-4033
E-mail: joyce@joycelindauer.com
Estimated Estimated
Assets Liabilities
----------- -----------
Revolve Solar, Inc. $1M-$10M $1M-$10M
Revolve Solar (TX) Inc. $1M-$10M $1M-$10M
Revolve Solar (CA) Inc. $1M-$10M $1M-$10M
The petitions were signed by Tim Padden, president.
A copy of Revolve Solar, Inc.'s list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/txwb16-10896.pdf
A copy of Revolve Solar (TX) Inc.'s list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/txwb16-10897.pdf
A copy of Revolve Solar (CA) Inc.'s list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/txwb16-10899.pdf
RIVERVIEW SALES: Sandy Hook Gun Shop Files for Bankruptcy
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The American Bankruptcy Institute, citing Dave Altimari of Hartford
Courant, reported that the East Windsor gun shop that sold Nancy
Lanza the Bushmaster rifle used in the Sandy Hook Elementary School
massacre filed for bankruptcy but a lawsuit filed by family members
of some victims will go forward, a judge ruled on July 28.
According to the report, Superior Court Judge Barbara Bellis ruled,
however, that the case against the gun shop, Riverview Sales Inc.,
will be delayed until the bankruptcy proceedings are complete.
In a 32-page filing, Riverview Sales President David LaGuercia said
his business owes about $140,900 to creditors and has about $825 in
assets that include 100 boxes of unspecified ammunition, 10 boxes
of shotgun shells, shooting target sand and a couple of rifle
scopes, the report related.
The gun shop lost its federal firearms license days after the Dec.
14, 2012, shooting in which Adam Lanza killed 26 people, including
20 first graders, at the Newtown school using a Bushmaster AR-15
that his mother had legally purchased at Riverview in 2010, the
report related. Lanza then killed himself using a Sig Sauer pistol
his mother also bought at Riverview in 2011, the report said.
ROBERT R. RICCIO: Webster Bank Claim Unimpaired under Revised Plan
------------------------------------------------------------------
Robert R. Riccio and Catherine M. Riccio filed with the U.S.
Bankruptcy Court for the District of Connecticut a third amended
disclosure statement explaining their plan of reorganization.
In the Third Amended Disclosure Statement, the Class 1 secured
claim of Webster Bank has become unimpaired instead of impaired and
is no longer entitled to vote on the Plan, among other things.
As reported by the Troubled Company Reporter on June 27, 2016, the
Debtors filed a second amended disclosure statement explaining
their plan of reorganization, wherein holders of Class 2 - Allowed
General Unsecured Claims will be paid a dividend of 10% in equal
quarterly payments over a period of 60 months. The total of all
Class 2 Claims is $549,511.82. Payments will commence on the 1st
of the month following the Effective Date of the Plan, unless an
objection to the claim has been filed. Any claimants that will
receive less than $2,000 through the Plan will be paid within sixty
days of the Effective Date of the Plan.
Payments to Class 2 creditors will be paid out of earnings received
within the 30 days prior to the first payment from normal monthly
cash flow.
The Third Amended Disclosure Statement dated July 13, 2016, is
available at http://bankrupt.com/misc/ctb14-21188-131.pdf
The Plan was filed by the Debtors' counsel:
Joel M. Grafstein, Esq.
Gregory F. Arcaro, Esq.
GRAFSTEIN & ARCARO, LLC
10 Melrose Drive
Farmington, CT 06032
Tel: (860) 674-8003
Fax: (860) 676-9168
E-mail: jgrafstein@grafsteinlaw.com
garcaro@grafsteinlaw.com
Robert R. Riccio and Catherine M. Riccio filed a Chapter 11
Petition in 2014 (Bankr. D. Conn. Case No. 14-21188).
ROBERTO SEBELEN MEDINA: Court to Take Up Plan Outline on August 24
------------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Puerto Rico is set to
hold a hearing on August 24, at 9:00 a.m., to consider the
disclosure statement detailing the Chapter 11 plan of Roberto
Sebelen Medina and Betsie Marie Corujo Martinez.
The hearing will take place at the Jose V. Toledo Federal Building
and U.S. Courthouse, Courtroom No. 1, Second Floor, 300 Recinto,
Sur, Old San Juan, Puerto Rico. Objections must be filed not less
than 14 days prior to the hearing.
About Roberto Sebelen Medina
Roberto Sebelen Medina and Betsie Marie Corujo Martinez sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D. P.R.
Case No. 14-06368). The case is assigned to Judge Brian K. Tester.
SEQUENOM INC: Signs Plan of Merger Agreement with Labcorp
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Laboratory Corporation of America Holdings, the world's leading
healthcare diagnostics company, and Sequenom, Inc., announced that
they have entered into a definitive agreement and plan of merger
under which LabCorp would acquire all of the outstanding shares of
Sequenom in a cash tender offer for $2.40 per share, or an equity
value of $302 million, which represents a total enterprise value of
approximately $371 million, including net indebtedness.
"Sequenom's market-leading NIPT and genetic testing capabilities
will advance LabCorp's strategy to deliver world-class diagnostic
solutions," said David P. King, chairman and chief executive
officer of LabCorp. "This is exactly the kind of strategic
acquisition that LabCorp seeks: Sequenom was the first laboratory
to offer a clinically validated NIPT test (MaterniT21) and has
performed more than 500,000 tests to date. Sequenom's proven
best-in-class technology and strong research complement LabCorp's
extensive women's health offering, providing patients and
physicians with one source for the most complete range of testing
options in women's health, including NIPT and reproductive
genetics."
King added: "Sequenom expands LabCorp's geographic reach both
domestically and internationally, offering services through
licensing and commercial partnerships with an emphasis on the
European Union and Asia Pacific. The addition of Sequenom to the
LabCorp family meets our stated financial criteria, and creates a
market leader in NIPT, women's health and reproductive genetics,
furthering our mission to improve health and improve lives around
the globe."
"We are extremely excited to join LabCorp in its mission to deliver
world-class diagnostic solutions," said Dirk van den Boom, Ph.D.,
president and CEO, Sequenom. "Strategically, this transaction
makes sense. LabCorp is the world's leading healthcare diagnostics
company, providing comprehensive clinical laboratory and end-to-end
drug development services. Sequenom is a pioneer in noninvasive
prenatal testing for reproductive health. Over the last nine
months, Sequenom has vastly enhanced its technology, operations,
and business prospects. The opportunities this transaction
presents are significant and important both for our reproductive
health business as well as our liquid biopsy strategy. Becoming
part of LabCorp helps Sequenom reach a much broader market for our
innovative testing."
Under the terms of the agreement and plan of merger, LabCorp has
formed an acquisition subsidiary, Savoy Acquisition Corp., that
will commence a tender offer to purchase all outstanding shares of
Sequenom for $2.40 per share. Following the completion of the
tender offer, LabCorp expects to consummate a merger of Savoy
Acquisition Corp. and Sequenom in which shares of Sequenom that
have not been purchased in the tender offer will be converted into
the right to receive the same cash price per share as paid in the
tender offer. The tender offer and the merger are subject to
customary closing conditions set forth in the merger agreement,
including the acquisition by Savoy Acquisition Corp. of a majority
of Sequenom's outstanding shares at the time of the consummation of
the tender offer and the expiration or early termination of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976, as amended. The closing of the acquisition is
expected by year end.
The board of directors of Sequenom, having determined that the
offer and the merger are advisable, fair to, and in the best
interests of Sequenom and its stockholders, approved the agreement
and plan of merger and the other transactions contemplated thereby,
including the tender offer, and recommended that Sequenom's
stockholders accept the offer and tender their shares in the offer
when it is made.
JP Morgan is acting as financial advisor to Sequenom in connection
with the transaction, and Cooley LLP is providing legal advice.
Barclays is acting as financial advisor to LabCorp, and Hogan
Lovells is providing legal advice.
A full-text copy of the Agreement and Plan of Merger is available
for free at https://is.gd/VA2S91
About Sequenom
Sequenom, Inc. (NASDAQ: SQNM) -- http://www.sequenom.com/-- is a
life sciences company committed to improving healthcare through
revolutionary genetic analysis solutions. Sequenom develops
innovative technology, products and diagnostic tests that target
and serve discovery and clinical research, and molecular
diagnostics markets. The company was founded in 1994 and is
headquartered in San Diego, California.
Sequenom reported a net loss of $16.3 million on $128 million of
total revenues for the year ended Dec. 31, 2015, compared to net
income of $1.01 million on $152 million of total revenues for the
year ended Dec. 31, 2014.
As of March 31, 2016, Sequenom had $105 million in total assets,
$155 million in total liabilities and a total stockholders' deficit
of $49.9 million.
SHERIDAN I: Moody's Cuts Probability of Default Rating to Ca-PD
---------------------------------------------------------------
Moody's Investors Service downgraded each of Sheridan Investment
Partners I, LLC's (SIP I), Sheridan Production Partners I-A, L.P.'s
(Fund I-A) and Sheridan Production Partners I-M, L.P.'s (Fund I-M),
(collectively Sheridan I) Probability of Default Ratings (PDR) to
Ca-PD from Caa3-PD. Concurrently, Moody's affirmed Sheridan I's
Caa3 Corporate Family Ratings (CFR) and Caa3 senior secured term
loans ratings at SIP I, Fund I-A and Fund I-M. The rating outlook
remains negative.
RATINGS RATIONALE
On July 18, 2016, Sheridan I amended its senior secured credit
facilities to redetermine its borrowing base at $850 million,
thereby creating a borrowing base deficiency of approximately $145
million at Sheridan I. In addition, the amendment requires Sheridan
I to make a mandatory repayment of $150 million by December 15,
2016. Together, Sheridan I will be required to repay approximately
$295 million of its loan facilities over the next 6 months to cure
the borrowing base deficiency and be in compliance with the credit
agreement.
With the balance sheet cash and the cash flow from operations, we
expect Sheridan to be able to repay less than $100 million of its
loan facilities by December 15. The current commodity price
environment makes it challenging to pursue asset sale opportunities
thereby limiting Sheridan I's alternate liquidity generation
opportunities. Sustained weakness in commodity prices will result
in further erosion of Sheridan I's asset coverage and an
unsustainable capital structure.
Sheridan I's Ca-PD PDR reflects the significant short fall in the
cash required to be in compliance and the heightened prospect of a
default. The Caa3 CFR reflects Moody's view of the potential
overall recovery.
A list of rating actions is as follows:
Downgrades:
-- Issuer: Sheridan Investment Partners I, LLC
Probability of Default Rating, Downgraded to Ca-PD from Caa3-PD
-- Issuer: Sheridan Production Partners I-A, LP
Probability of Default Rating, Downgraded to Ca-PD from Caa3-PD
-- Issuer: Sheridan Production Partners I-M, LP
Probability of Default Rating, Downgraded to Ca-PD from Caa3-PD
Affirmations:
-- Issuer: Sheridan Investment Partners I, LLC
Corporate Family Rating, Affirmed Caa3
-- Senior Secured Term Loan, Affirmed Caa3 (LGD3 changed from
LGD4)
-- Issuer: Sheridan Production Partners I-A, LP
Corporate Family Rating, Affirmed Caa3
-- Senior Secured Term Loan, Affirmed Caa3 (LGD3 changed from
LGD4)
-- Issuer: Sheridan Production Partners I-M, LP
Corporate Family Rating, Affirmed Caa3
-- Senior Secured Term Loan, Affirmed Caa3 (LGD3 changed from
LGD4)
Outlook Actions:
-- Issuer: Sheridan Investment Partners I, LLC
Outlook, Remains Negative
-- Issuer: Sheridan Production Partners I-A, LP
Outlook, Remains Negative
-- Issuer: Sheridan Production Partners I-M, LP
Outlook, Remains Negative
SIP I, Fund I-A, Fund I-B, and Fund I-M are a related group of
private investment companies created to acquire and exploit mature
producing oil and gas properties in the United States.
SHERRITT INTERNATIONAL: Court Approves Maturity Extension
---------------------------------------------------------
Sherritt International Corporation (TSX: S) has obtained a final
court order from the Ontario Superior Court of Justice approving
the plan of arrangement under the Canada Business Corporations Act
pursuant to which the previously announced 3-year extension of the
maturity dates in respect of Sherritt's $720 million of outstanding
senior unsecured debentures will be implemented. As previously
announced, the Plan of Arrangement was approved by holders of the
Notes at a meeting held July 25, 2016.
The implementation of the Extension is expected to take effect on
or about July 29, 2016, subject to the satisfaction or waiver of
all other conditions to the Extension.
About Sherritt
Sherritt is the world leader in the mining and refining of nickel
from lateritic ores with projects and operations in Canada, Cuba,
and Madagascar. The Corporation is the largest independent energy
producer in Cuba, with extensive oil and power operations across
the island. Sherritt licenses its proprietary technologies and
provides metallurgical services to mining and refining operations
worldwide. The Corporation's common shares are listed on the
Toronto Stock Exchange under the symbol "S".
For further information, please contact:
Investor Relations
Flora Wood
Director Investor Relations
Telephone: 416-935-2451
Toll-Free: 1-800-704-6698
E-mail: investor@sherritt.com
Http://www.sherritt.com
Kingsdale Shareholder Services
Telephone: 416-867-2272
Toll-Free: 1-800-749-9197
E-mail: contactus@kingsdaleshareholder.com
SHIV HOTELS: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------
Debtor: SHIV Hotels, LLC
fdba Quality Inn
fdba Travelers Inn
fdba Red Roof Inn
fdba Blue Inn
P.O. Box 10231
Tampa, FL 33679
Case No.: 16-06570
Chapter 11 Petition Date: July 29, 2016
Court: United States Bankruptcy Court
Middle District of Florida (Tampa)
Debtor's Counsel: Katie Brinson Hinton, Esq.
MCINTYRE THANASIDES BRINGGOLD ELLIOTT, ET AL.
500 E. Kennedy Blvd., Suite 200
Tampa, FL 33602
Tel: 813-223-0000
Fax: 813-899-6069
E-mail: katie@mcintyrefirm.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Syed Raza, manager.
A list of the Debtor's 20 largest unsecured creditors is available
for free at http://bankrupt.com/misc/flmb16-06570.pdf
SONIC AUTOMOTIVE: Moody's Ba3 CFR Unaffected by SGL-2 Rating
------------------------------------------------------------
Moody's Investors Service assigned an SGL-2 Speculative Grade
Liquidity rating to Sonic Automotive, Inc. All other ratings,
including the company's Ba3 Corporate Family rating, are
unaffected.
"The SGL-2 rating, reflecting good liquidity, recognizes Sonic's
continual improvements in liquidity management, including its
favorable external financing relationships and balanced debt
maturity schedule," 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: Sonic Automotive, Inc.
-- Speculative Grade Liquidity Rating, Assigned SGL-2
RATINGS RATIONALE
Sonic's Ba3 Corporate Family rating recognizes its continued steady
operating performance, which has resulted in a solid quantitative
credit profile, its good liquidity which benefits from a balanced
debt maturity profile, and its business model, with representative
parts and service and finance and insurance segments, which reduce
reliance on new car sales. Ratings also reflect the company's
strong market position in the still very fragmented auto retailing
segment, and Sonic's historically-favorable brand mix. Finally, the
ratings recognize the costs involved in the implementation of the
One Sonic-One Experience initiatives, as well as the roll-out of
EchoPark stand-alone used car dealerships.
Moody's said, "The stable outlook reflects our belief that Sonic's
favorable brand mix will continue to resonate with consumers, Echo
Park will provide a competitive advantage over its rated peers, and
that it will continue to manage its expenses prudently, resulting
in credit metrics that should continue to improve slightly over the
next few quarters. Ratings could be upgraded if operating
performance continues to improve such that debt/EBITDA was
sustained below 4.25 times and EBITA/interest was sustained above
3.5 times, with financial policy remaining balanced and liquidity
remaining at least good. Ratings could be downgraded if operating
performance were to weaken or financial policy were to turn
aggressive such that debt/EBITDA rose above 5 times or
EBITA/interest dropped below 2.5 times, or if liquidity were to
weaken."
Headquartered in Charlotte, North Carolina, Sonic Automotive is a
leading full-service auto retailer, with LTM March 2016 revenues of
around $9.6 billion.
SOUTHEAST HOUSING: Moody's Affirms Ba2 Ratings on Housing Bonds
---------------------------------------------------------------
Moody's Investors Service has affirmed Ba2 on Southeast Housing
LLC's Taxable Military Housing Revenue Bonds, Series 2007 Class I.
$411,365,000 of outstanding debt is affected. The outlook is
revised to positive from stable.
The rating action is based on improved financial performance
following debt restructuring and mitigation of litigation risk over
property taxes. The rating reflects projections for solid financial
performance, full occupancy including a substantial number of units
rented to non-active military service members, and an increase in
the basic allowance for housing (BAH) for 2016.
Rating Outlook
The positive outlook is based on Moody's expectation of solid
financial performance.
Factors that Could Lead to an Upgrade
Strong debt service coverage that is consistent for
several reporting periods
Factors that Could Lead to a Downgrade
Drop in occupancy rates or rental revenue due to decline
in market position or changes in troop populations at one
or more of the project's bases
Legal Security
The bonds are special limited obligations of the issuer, as such,
the bonds are secured solely by the revenues and trust estate
assets pledged to bondholders pursuant to the Master Trust
Indenture and Security Agreement.
Use of Proceeds. Not Applicable.
Obligor Profile
Southeast Housing, LLC (the Issuer) was formed as a Delaware
limited liability company on October 1, 2007 for the purpose of
leasing, constructing, rehabilitating, developing, operating and
selling properties at 11 installations comprising Navy Southeast
located in South Carolina, Texas, Mississippi, and Florida.
SPORTS AUTHORITY: Demise Shakes Faith in Consignment Deals
----------------------------------------------------------
The American Bankruptcy Institute, citing Steven Church and Lauren
Coleman-Lochner of Bloomberg News, reported that the consignment
conflict as a result of Sports Authority Inc.'s shutting down was a
crucial blow and raised an issue many hadn't thought existed.
According to the report, the consignment conflict is making vendors
and lenders more cautious as the crucial holiday ordering season
dawns, with some suppliers looking into the best ways to secure
their interests before a retailer goes bankrupt.
"That's the uncertainty that is bothering people in the industry,"
the report cited Charles Tatelbaum, a creditors' rights and
bankruptcy lawyer at Tripp Scott in Fort Lauderdale, Florida, as
saying. "We will see a tightening of credit and more scrutiny. The
more retail failures there are, the more the vendors are getting
skittish."
Changing consumer habits and the rash of retail bankruptcies this
year may make those in the industry rethink past practices, said
Mike Murray, senior managing director at Wells Fargo & Co., the
report related. "You could make the argument that given the state
of retail, everyone's going to be analyzing -- whether or not it's
retailers or lenders -- what makes the most sense and, in
particular, vendors."
For most of its stock, a retailer typically pays for goods up front
and assumes the risk that products won't sell but retailers also
get some items without paying in advance under consignment deals,
the report related. Suppliers retain the risk in hopes of getting
more when the item is bought by a consumer, the report said.
About Sports Authority Holdings
Sports Authority Holdings, et al., are sporting goods retailers
with roots dating back to 1928. The Debtors currently operate 464
stores and five distribution centers across 40 U.S. states and
Puerto Rico. The Debtors offer a broad selection of goods from a
wide array of household and specialty brands, including Adidas,
Asics, Brooks, Columbia, FitBit, Hanesbrands, Icon Health and
Fitness, Nike, The North Face, and Under Armour, in addition to
their own private label brands. The Debtors employ 13,000 people.
Sports Authority and six of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. D. Del. Case Nos. 16-10527 to
16-10533) on March 2, 2016. The petitions were signed by Michael
E. Foss as chairman & chief executive officer.
The Debtors have engaged Gibson, Dunn & Crutcher LLP as general
counsel, Young Conaway Stargatt & Taylor, LLP as co-counsel,
Rothschild Inc. as investment banker, FTI Consulting, Inc., as
financial advisor and Kurtzman Carson Consultants LLC as notice,
claims, solicitation, balloting and tabulation agent.
Andrew Vara, Acting U.S. trustee for Region 3, appointed seven
creditors of Sports Authority Holdings Inc. to serve on the
official committee of unsecured creditors. Lawyers at Pachulski
Stang Ziehl & Jones LLP represent the Official Committee of
Unsecured Creditors.
SPURLOW'S OUTDOOR: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of Spurlow's Outdoor Outfitters, LLC.
Spurlow's Outdoor Outfitters, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. M.D. Fla. Case No. 16-05463) on June 24, 2016,
listing under $1 million in both assets and liabilities.
ST. JAMES NURSING: PCO's Third Report Touts Quality Care
--------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for debtor St. James
Nursing & Physical Rehabilitation Center Inc., has filed a Third
Report as to the quality of patient care rendered by the Debtor for
the period May 27, 2016 to July 22, 2016.
According to the Third Report, the Debtor has maintained all of its
services and is delivering similar quality care to essentially the
same patient population as it did prepetition.
"During my last two visits, the PCO met with staff and residents to
discuss the quality of care. The residents were groomed and
wearing clean clothes. The rooms were in the process of being
cleaned and there were no foul odors," the PCO said.
"On the hot summer days, the facility provides hydration stations
and the room temperatures are monitored to make certain they are
within acceptable limits. All activities are conducted inside for
the well-being of the residents."
"The administration and staff have independently confirmed that
there are no issues relative to medical or operational supplies."
The PCO can be contacted 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
About St. James Nursing
St. James Nursing & Physical Rehabilitation Center Inc. filed a
Chapter 11 bankruptcy petition (Bankr. E.D. Mich. Case No. 16-42333
on February 22, 2016. The petition was signed by Bradley Mali,
president. The Debtor estimated assets of $0 to $50,000 and debts
of $1 million to $10 million. The Debtor is represented by Michael
E. Baum, Esq., at Schafer and Weiner, PLLC. The case is assigned to
Judge Phillip J. Shefferly.
ST. JUDE NURSING: Foul Odor Gone, Says PCO's Third Report
---------------------------------------------------------
Deborah L. Fish, the Patient Care Ombudsman for debtor St. Jude
Nursing Center, Inc., filed a Third Report as to the quality of
patient care rendered by the Debtor for the period May 27, 2016, to
July 19, 2016.
Ms. Fish notes that the Debtor has maintained all of its services
and is delivering similar quality care to essentially the same
patient population as it did prepetition.
During visits to the facility, Ms. Fish observed daily routines and
met with the residents. She also observed delivery of medication,
lunch, food service and some of the daily routine.
None of the residents had any issues or concerns about their care.
The foul odors that were previously reported were much better.
Many of the residents that were up were groomed and wearing clean
clothes. The residents that remained in their rooms were being
attended to by the staff.
During the site visits, Ms. Fish walked through the facility and
the hallways. She checked the dining room, activity room, physical
therapy room, laundry, bathrooms and patients’ rooms. All of
these locations were clean or in the process of being cleaned. The
foul odor previously present and reported is gone.
The PCO can be contacted at:
Allard & Fish, P.C.
Deborah L. Fish
2600 Buhl Bldg. 535 Griswold Avenue
Detroit, MN 48226
Tel: (313) 961-6141
Email: dfish@allardfishpc.com
About St. Jude Nursing
St. Jude Nursing Center, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Mich. Case No. 16-42116) on Feb. 18, 2016.
Hon. Thomas J. Tucker presides over the cases.
The Debtor is a privately owned and licensed long-term skilled
nursing facility located at 34350 Ann Arbor Trail, Livonia,
Michigan 48150. It consists of 64 licensed beds, located within
the Debtor-owned facility. The current census ranges between 55
and 56 residents. The majority of the residents are long term.
The Debtor continues to employ nearly 84 full and part-time
employees. The Debtor’s facility continues to offer services
such as skilled nursing care, hospice care, Alzheimer’s and
dementia patient care, physical rehabilitation, tracheal and
enteral services, wound care, and short-term respite care.
ST. MICHAEL'S MEDICAL: Court Extends Plan Filing Date to Dec. 2
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey granted a
third extension of the period by which Saint Michael's Medical
Center, Inc., and its affiliated debtors have exclusive right to
file a plan and solicit acceptances to December 2, 2016, and
January 31, 2017, respectively.
The Troubled Company Reporter has reported earlier that the Debtors
asked the Court to extend their exclusive periods saying their
Chapter 11 cases are undeniably large and elaborate, featuring
multiple debtors several adversary proceedings, regulatory issues
and a complex capital structure. Although significant progress has
been made toward drafting a plan of liquidation, there is more that
remains to be done. Toward that end, the Committee and its advisors
have been given access to the Debtors' financial advisors and
officers, and to substantial information, in order to help the
Committee evaluate the Debtors' go-forward plan. Additional work
and progress is necessary in connection with the development of a
plan.
The Debtors have begun to discuss the framework for a plan of
liquidation in these Chapter 11 cases. The settlement with The
Bank of New York Mellon is a major step closer towards a consensual
plan of liquidation. Once the Debtors have a better understanding
of the claims filed in these Chapter 11 cases, the Debtors will be
in a better position to determine whether a plan is achievable.
Attorneys for Saint Michael’s Medical Center, Inc., et al.:
Michael D. Sirota, Esq.
Ryan T. Jareck, Esq.
COLE SCHOTZ P.C.
Court Plaza North
25 Main Street
P.O. Box 800
Hackensack, NJ 07602-0800
Telephone: (201) 489-3000
Facsimile: (201) 489-1536
Email: msirota@coleschotz.com
rjareck@coleschotz.com
About Saint Michael's Medical Center
Saint Michael's Medical Center, Inc., was incorporated in 2008 to
acquire St. Michael's Medical Center and 2 other now defunct
hospitals (Saint James Hospital and Columbus Hospital) was acquired
from Cathedral Healthcare System Inc., a New Jersey nonprofit.
SMMC is a second tier subsidiary of Trinity Health Corporation. The
immediate sole corporate member of SMMC is Maxis Health System, a
Pennsylvania not-for-profit corporation.
Established by the Franciscan Sisters of the Poor in 1867, St.
Michael's Medical Center is a 357- bed licensed regional
tertiary-care, teaching, and research center in the heart of
Newark, New Jersey's business and educational district and is
accredited by The Joint Commission.
On Aug. 10, 2015, SMMC Inc. and three affiliated debtors each filed
a voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code in the U.S. Bankruptcy Court for the District of
New Jersey. The cases are pending before the Honorable Vincent F.
Papalia, and the Debtors have requested that their cases be jointly
administered under Case No. 15-24999.
The Debtors tapped Cole Schotz P.C. as bankruptcy counsel;
EisnerAmper LLP as financial advisor; and Prime Clerk LLC as claims
and noticing agent.
SMMC estimated $100 million to $500 million in assets and debt.
United States Trustee Region 3, notified the United States
Bankruptcy Court for the District of New Jersey of the appointment
of Susan N. Goodman, RN JD, as patient care ombudsman in the
Chapter 11 case of Saint Michael's Medical Center, Inc., and its
debtor affiliates.
The U.S. Trustee for Region 3, appointed seven creditors of Saint
Michael's Medical Center Inc. and its affiliates to serve on the
official committee of unsecured creditors. Andrew H. Sherman,
Esq., Boris I. Mankovetskiy, Esq., and Lucas F. Hammonds, Esq., at
Sills Cummis & Gross PC, represent the Committee.
STARVING STUDENTS: Has Until October 26 to File Plan
-----------------------------------------------------
Honorable Mike K. Nakagawa of the U.S. Bankruptcy Court for the
District of Nevada extended by 120 days Starving Students, Inc.'s
exclusive periods to file a plan and to solicit acceptances of the
plan to October 26, 2016, and December 27, 2016, respectively.
The Troubled Company Reporter earlier reported that the Debtor
asked the Court to extend the exclusive periods because the Debtor
requires additional time to negotiate a plan of reorganization
given the initial, unexpected delays, and Garman Turner Gordon LLP
has worked expeditiously to make up for lost time prior to their
engagement.
Likewise, the request for extension is tied to the resolution of
concerns about the Debtor's principal's ability to proceed and
developments with regard to subsidiary Starving Students of Nevada
LLC, which in no way pressures creditors to submit to the the
Debtor's reorganization demands.
The requested extension further alleviates the potentially needless
incurrence of fees and costs that would be harmful to the Debtor's
creditors and the Debtor's ability to reorganize responding to an
unnecessary competing plan at this early stage of the Chapter 11
case.
Attorneys for Starving Students, Inc.:
Gregory E. Garman, Esq.
Mark M. Weisenmiller, Esq.
GARMAN TURNER GORDON LLP
650 White Drive, Suite 100
Las Vegas, Nevada 89119
Telephone: (725) 777-3000
Facsimile: (725) 777-3112
Email: ggarman@gtg.legal
mweisenmiller@gtg.legal
About Starving Students
Starving Students, Inc.'s business has traditionally consisted of
the operation and management of a local and long distance moving
company. Over the past several years, the business has
transitioned away from providing traditional moving company
services. Today, the Debtor's business consists almost exclusively
of receiving and referring leads for moving jobs to other
independent moving companies, each of which is a party to an
independent contractor's agreement with the Debtor under which the
Debtor is due a portion of the fee for each move. The Debtor is
the sole member and manager of its subsidiary, Starving Students of
Nevada LLC. While the Debtor generally holds the assets of the
business and is the party to the agreements with the independent
moving companies, the Business is operated through the Debtor.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code in the U.S. Bankruptcy Court for the District of Nevada (Las
Vegas) (Case No. 16-10936) on Feb. 29, 2016.
The petition was signed by Roberto Valencia, CFO. The case is
assigned to Judge Mike K. Nakagawa.
STERNSCHNUPPE LLC: Wants to Use IRS Cash Collateral
---------------------------------------------------
Sternschnuppe LLC asks the U.S. Bankruptcy Court for the District
of Nevada for authorization to use cash collateral.
The Debtor relates that the United States of America, on behalf of
the Internal Revenue Service, filed a proof of claim in the case,
asserting secured tax claims in the amount of $719,640.68. The
Debtor further relates that the IRS asserts that it has a federal
tax lien against all the Debtor's property and rights to property.
The Debtor adds that its schedules report significant assets,
including items of cash or cash equivalents, upon which the IRS
asserts a federal tax lien.
The Debtor contends that, pursuant to their Stipulation, the IRS
has agreed to the Debtor's use of cash collateral, to pay ordinary
course business expenses. The Debtor further contends that the IRS
will receive adequate protection for its security interest, because
the Debtor will continue to make full, timely payments in
accordance with their Stipulation, as such payments come due.
A full-text copy of the Debtor's Amended Motion, dated July 28,
2016, is available at https://is.gd/dHaJ0Q
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.
STOCKBRIDGE INVESTMENT: Trustee Hires Carr Riggs as Accountant
--------------------------------------------------------------
Michael P. Brundage, the Chapter 11 Trustee of Stockbridge
Investment Partners, Inc. and York Hannover Nursing Centers, Inc.,
asks for permission from the U.S. Bankruptcy Court for the Middle
District of Florida to employ Carr, Riggs & Ingram LLC as
accountant for the estate.
The Trustee requires Carr Riggs to render these services:
(a) reviewing and confirming that all post-confirmation
operating reports for the estates have been done properly;
(b) separating out and accounting for cash receipts and
disbursements on a debtor by debtor basis during the post-
confirmation time period; and
(c) assisting the Trustee in preparing the final reports for
these cases.
Carr Riggs will be paid at these hourly rates:
Staff Accountant $115
HR Partner $300
Carr Riggs estimated total fee of $2,000-$3,000 for this type of
accounting service.
Carr Riggs will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Debi Alberdi, partner of Carr Riggs, 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.
Carr Riggs can be reached at:
Debi Alberdi
Carr, Riggs & Ingram LLC
2111 Drew Street
Clearwater, FL 33765
Tel: (727) 446-0504
Fax: (727) 461-7384
Stockbridge Investment Partners Inc. and York Hannover Nursing
Centers Inc. filed separate Chapter 11 petitions (Bankr. M.D. Fla.
Case Nos. 99-05930 and 99-05931) on April 14, 1999. Judge
Catherine Peek McEwen oversees those cases, taking over from Judge
Alexander L. Paskay. On July 31, 2002, a plan of reorganization
was confirmed in the Debtors' cases. Michael P. Brundage servces
as Chapter 11 Trustee.
SUNEDISON INC: $80M Sale of IVS2 and 88FT to DESRI Okayed
---------------------------------------------------------
Judge Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York authorized First Wind California
Holdings, LLC to sell or transfer its equity interests in Imperial
Valley Solar 2, LLC, and 88FT 8ME, LLC, to DESRI MS2 Development,
LLC.
A hearing of the Motion was held on July 21, 2016.
First Wind, SunEdison, Inc., and affiliated sellers ("Seller
Parties") entered into Purchase and Sale Agreement ("PSA"), dated
as of July 1, 2016, and amended by Amendment No. 1, dated July 18,
2016, with DESRI.
IVS2, LLC, and 88FT 8ME are two subsidiaries of the Debtors which
together own certain assets relating to the Mt Signal 2 Project,
with a capacity of total 201 MW.
$80 Million Sale
Pursuant to the PSA, the gross purchase price for the Equity
Interests is $80 million, subject to: (a) deductions for Company
Liabilities (as defined in the PSA) not paid and otherwise
extinguished in full prior to Closing, and (b) a holdback amount of
$2.5 million, to be held in escrow. The Debtors estimate that the
net purchase price immediately available to the Debtors' estates
will be approximately $70 million.
The Debtors believe it is critical that they move forward quickly
to close a transaction for the Mt Signal 2 Project. The private
sale of the Equity Interests pursuant to the PSA represents the
Debtors' best opportunity to achieve a certain and a timely closing
to ensure that the Debtors are able to preserve and
maximize the value of the Equity Interests for the benefit of all
of the Debtors' stakeholders.
The PSA also provides a monetary incentive, in the form of a $10
million increased purchase price, for the Debtors to move quickly
towards a closing with the Buyer under a private sale transaction
structure. Furthermore, given the imminent expiration of the CAISO
interconnection rights, the Debtors aver that the consummation of a
sale transaction would help ensure that the application to renew or
extend those rights is timely considered and granted by CAISO.
Given the exigencies of the situation as well as the robust pre-and
postpetition marketing processes described above, the Debtors did
not sought to further market the Mt Signal 2 Project pending the
Closing.
Sale Order
According to the Sale Order, the Equity Interests will be
transferred on the Closing Date (as defined in the PSA) free and
clear of all liens and claims.
Any authorization contained in the Order and proceeds obtained by
the Seller Parties pursuant to the Sale Transaction will be subject
to any applicable requirements imposed on the Debtors under the
Final DIP Order and the other DIP Loan Documents; provided that
amounts deposited in the Escrow Account will not be considered
proceeds obtained by the Seller Parties unless and until such
amounts are released from the Escrow Account to the Seller Parties;
provided, further, that, notwithstanding the waterfall provisions
set forth in the Intercreditor Annex, Net Asset Sale Proceeds
obtained by the Seller Parties pursuant to the Sale Transaction
will be allocated (x) $50 million of (i) the Net Asset Sale
Proceeds obtained pursuant to the Sale Transaction minus (ii) any
Net Asset Sale Proceeds received pursuant to the sale of the MS3
Project and used to repay amounts outstanding in respect of Tranche
A-2 Roll-Up Loans, to immediately repay amounts currently
outstanding in respect of any Tranche A-2 Roll-Up Loans and (y) the
remaining amount of Net Asset Sale Proceeds from the Sale
Transaction will be deposited into the DIP Facilities Blocked
Account for use in accordance with the DIP Budget and the other DIP
Loan Documents, and the Net Asset Sale Proceeds referred to in this
subclause (y) will be considered "Budgeted Asset Sale Proceeds"
under the DIP Credit Agreement.
Notwithstanding the transfer of the Equity Interests to the Buyer
pursuant to the Sale Transaction, in accordance with the terms of
the PSA, the Project LCs will be permitted to remain outstanding
for 180 days following consummation of the Sale Transaction as an
accommodation to the Buyer and to the Seller Parties and, in
addition to, and without in any way limiting, any rights and
entitlements provided with respect to such Project LCs pursuant to
the PSA, such Project LCs will continue to be (x) treated as
Letters of Credit issued (or deemed issued) under the DIP Credit
Agreement and (y) entitled to all rights and entitlements
attributed to Letters of Credit under the DIP Credit Agreement;
provided, however, that, for the avoidance of doubt and without
derogation of the obligations of the Buyer, its Affiliates and the
Companies pursuant to the LC Return Documents and the LC Security
Documents, in no event will (i) the Buyer, its Affiliates or the
Companies be liable for any increased costs, expenses, fees or
other amounts payable under the DIP Facility resulting from any act
or omission by the Seller Parties, any Affiliate thereof or any
other Person in connection with the DIP Facility or (ii) the
availability or validity of the Project LCs be in any way reduced
or limited in connection with any act or omission by the Seller
Parties, any of their Affiliates or any other Person in connection
with the DIP Facility.
A copy of the Sale Order is available at:
http://bankrupt.com/misc/SunEdison_Inc_834_Order.pdf
About SunEdison, Inc.
SunEdison, Inc., (OTC PINK: SUNEQ) is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.
The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors
and
Prime Clerk LLC as claims and noticing agent. The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG
LLP as their auditor and tax consultant.
An official committee of unsecured creditors has been appointed in
the case. The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.
SUNEDISON INC: Terraform Power Said to Plan Auction Itself
----------------------------------------------------------
Jodi Xu Klein and Scott Deveau, writing for Bloomberg Brief,
reported that TerraForm Power, the wind-and-solar company formed by
the bankrupt SunEdison, is setting up a formal auction to sell
itself after Brookfield Asset Management attempted to take control
of the company, according to two people with knowledge of the
matter.
TerraForm plans to launch the auction in September, the Bloomberg
report said, citing the people. SunEdison is cooperating with
TerraForm on the sales process, which will be run separately from
the one SunEdison is planning for its other wind and solar assets,
the report related, further citing the people as saying.
SunEdison, the clean-energy giant that filed the year's biggest
bankruptcy in April with $16.1 billion of liabilities, had said it
was looking to sell its Class B stake in TerraForm, the report
further related.
According to the report, the auction follows a purchase proposal by
Brookfield that might have hurt the rest of TerraForm's public
shareholders. Brookfield and Appaloosa Management LP joined forces
in early July to bid for SunEdison's stake, spurring TerraForm to
announce a so-called poison pill that would prevent buyers from
gaining a controlling stake while undervaluing the rest of the
company, the report said.
Brookfield and Appaloosa remain interested in acquiring control of
TerraForm Power, one person said, the report added. The two
suitors had reached out to SunEdison about buying its Class B
shares in TerraForm Power for a premium, but were unable to make
progress with the bankrupt company, the people said, the report
noted.
About SunEdison, Inc.
SunEdison, Inc., (OTC PINK: SUNEQ) is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean
power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong signed the petitions as
senior vice president, general counsel and secretary.
The Debtors disclosed total assets of $20.71 billion and total
debts of $16.14 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors
And
Prime Clerk LLC as claims and noticing agent. The Debtors
employed PricewaterhouseCoopers LLP as financial advisors; and
KPMG
LLP as their auditor and tax consultant.
An official committee of unsecured creditors has been appointed in
the case. The committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel.
SUNRISE LOGISTIC: Case Summary & 16 Unsecured Creditors
-------------------------------------------------------
Debtor: Sunrise Logistic Group, Inc.
719 South Nogales Street
City of Industry, CA 91748
Case No.: 16-20178
Chapter 11 Petition Date: July 31, 2016
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Sheri Bluebond
Debtor's Counsel: Steven A Schwaber, Esq.
LAW OFFICES OF STEVEN A. SCHWABER
2600 Mission St Ste 100
San Marino, CA 91108
Tel: 626-403-5600
E-mail: schwaberlaw@sbcglobal.net
steve@schwaberlaw.com
Estimated Assets: $50,000 to $100,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tom Zhang, CEO/President.
A copy of the Debtor's list of 16 unsecured creditors is available
for free at http://bankrupt.com/misc/cacb16-20178.pdf
SYMPHONIC HOLDINGS: Taps Maltz Auctions to Sell Assets
------------------------------------------------------
Symphonic Holdings, LLC and T.C. Music Co., Inc. seeks permission
from the Hon. Alan S. Trust of the U.S. Bankruptcy Court for the
Eastern District of New York to employ Maltz Auctions, Inc. as
auctioneers, effective May 18, 2016.
The Debtors require Maltz Auctions to market and sell in bulk or in
lot, through a public auction sale, substantially all of the
Debtors' business assets and the real property known as and located
at 29 East Main Street, Smithtown, New York to the bidders
tendering the highest or best offer at a public auction sale.
The Debtors and Maltz Auctions agreed, subject to the Court’s
approval, that Maltz will accept compensation related to its
services rendered to the Debtors in accordance with the rates
established under Local Bankruptcy Rule 6005-1(b).
Maltz Auctions will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Richard B. Maltz, president of Maltz Auctions, 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.
Maltz Auctions can be reached at:
Richard B. Maltz
MALTZ AUCTIONS, INC.
39 Windsor Place
Central Islip, NY 11722
E-mail: +1 (516) 349-7022
About Symphonic Holdings
Symphonic Holdings LLC and T.C. Music Co., Inc. sought Chapter 11
protection (Bankr. E.D.N.Y. Case No. 16-72228 and 16-72231) on May
18, 2016. The cases are jointly administered under Case No.
16-72228. The Debtors tapped Gerard R Luckman, Esq., at
SilvermanAcampora LLP, as counsel.
TCM's primary business is renting, selling and repairing musical
instruments to numerous school districts in Suffolk County, New
York. In addition, TCM provides music lessons for many children on
a weekly basis. Symphonic is a single asset real estate entity,
which owns the Suffolk County property, and TCM operates its
business out of the property.
Symphonic Holdings estimated $500,000 to $1 million in assets and
debt.
TEAM EXPRESS: Court Allows Use of MB Financial's Cash Collateral
----------------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorized Team Express Distributing, LLC
to use cash collateral on a final basis.
The Debtor is indebted to MB Financial Bank, N.A. in the amount of
$6,117,246.52. MB Financial asserted that Debtor’s Prepetition
Obligations under the Prepetition Loan Documents are secured by a
first, valid, perfected, and enforceable security interest in all
of Debtor’s interest in and to substantially all of Debtor’s
personal property existing as of the Petition Date.
The Debtor sold substantially all of its assets to Concourse Team
Express, LLC. The Debtor did not sell to Concourse Team Express
its cash and such cash remains MB Financial's cash collateral.
As part of the Sale, MB Financial terminated its security interest
in assets that were conveyed to Buyer. MB Financial did not
release, but rather expressly reserved, its security interest in
all of Debtor’s assets that were not conveyed to Buyer. MB
Financial’s security interest in the Retained Collateral remains
in full force and effect with the same extent, validity, and
priority that existed prior to the Sale. MB Financial asserted
that it has a security interest in the Retained Collateral to
secure claims, inter alia, for default interest and indemnification
against claims, if any, brought against MB Financial.
MB Financial agreed to release its security interest in the
Retained Collateral to the extent such Retained Collateral exceeds
the amount of $63,500, which amount shall be held by MB Financial
to secure the Remaining Obligations, including its claims for
indemnification related to any claim or cause of action asserted
against MB Financial related in any way to the Debtor by or on
behalf of any person or entity other than the Debtor or the
Committee as to which MB Financial is entitled to indemnification.
Judge Gargotta ordered that except for the Indemnification Reserve
MB Financial's security interest in the Retained Collateral will be
deemed terminated and released.
Judge Gargotta ordered that as adequate protection of MB
Financial's security interest in the Retained Collateral:
(a) Debtor will not relocate the Indemnification Reserve and
will not transfer the cash in the Indemnification Reserve to any
other financial institution;
(b) The Debtor will not seek to use any of the Indemnification
Reserve for any purpose; and,
(c) The replacement liens granted in favor of MB Financial in
all prior cash collateral orders entered in the case, and all
terms relating to such replacement liens, are reaffirmed, and apply
with equal force and effect, as to the Indemnification Reserve.
A full-text copy of the Stipulated and Final Order, dated July 29,
2016, is available at https://is.gd/OClapw
MB Financial Bank, N.A. can be reached at:
William A. Stapel
William R. Bence
MB FINANCIAL BANK, N.A.
6111 N. River Rd.
Rosemont, IL 60018
Email: wstapel@mbfinancial.com
wbence@mbfinancial.com
MB Financial Bank, N.A. is represented by:
Jason M. Torf, Esq.
HORWOOD MARCUS & BERK CHARTERED
500 W. Madison St., Suite 3700
Chicago, IL 60661
Email: jtorf@hmblaw.com
- and -
Deborah D. Williamson, Esq.
DYKEMA COX SMITH
112 E. Pecan St., Suite 1800
San Antonio, TX 78205
Email: dwilliamson@dykema.com
The Official Committee of Unsecured Creditors is represented by:
Joseph M. Coleman, Esq.
John J. Kane, Esq.
KANE RUSSELL COLEMAN & LOGAN PC
3700 Thanksgiving Tower
1601 Elm Street
Dallas, TX 75201
Email: jcoleman@krcl.com
jkane@krcl.com
About Team Express Distributing, LLC.
Team Express Distributing, LLC, doing business as Baseball Express,
LLC, is a San Antonio-based, multi-channel retailer that sells a
wide range of sporting goods, primarily focusing on team sports
such as football, baseball, basketball, soccer, and others,
manufactured by adidas, Easton Sports, Louisville Slugger, Nike,
Inc., Oakley, Russell Athletic, Schutt Sports, Spalding, Under
Armour, and Wilson Sporting Goods, among many others. Team Express
operates from three locations in San Antonio, Texas, and employs
approximately 200 employees.
On Dec. 16, 2015, Team Express Distributing, LLC filed a voluntary
petition for relief under chapter 11 of the Bankruptcy Code (Bankr.
W.D. Tex. Case No. 15-53044). The petition was signed by Mark S.
Marney, chief executive.
The Debtor estimated $10 million to $50 million in assets and
debts.
On Jan. 8, 2016, an Official Committee of Unsecured Creditors was
appointed in this Bankruptcy Case pursuant to Sec. 1102(a)(1) and
(b)(1). No trustee or examiner has been appointed in this
Bankruptcy Case.
The Debtor tapped Marcus A. Helt, Esq., at Gardere Wynne Sewell
LLP, as counsel. Treadstone Capital Advisors, LLC, is the
financial advisor and investment banker.
TENSAR CORP: Moody's Cuts Corporate Family Rating to Caa1
---------------------------------------------------------
Moody's Investors Service downgraded Tensar Corporation's Corporate
Family Rating to Caa1 from B3 and its Probability of Default Rating
to Caa1-PD from B3-PD. Concurrently, Moody's downgraded the rating
on the company's first lien credit facility to B3 from B2 and the
rating on its second lien term loan to Caa3 from Caa2. The rating
outlook remains stable.
Moody's said, "The downgrade of Tensar's Corporate Family Rating to
Caa1 reflects the company's under-performance versus our
expectations, specifically slower than expected sales growth and
credit metrics that are weak for the rating category. Furthermore,
the company's sales and key credit metrics are not anticipated to
improve significantly over the next 12-18 months. The risk of
growing competition and longer term patent expirations also dim the
sales outlook."
Moody's took the following rating actions on Tensar Corporation:
Corporate Family Rating, downgraded to Caa1 from
B3;
Probability of Default Rating downgraded to Caa1-PD
from B3-PD;
$30 million First Lien Revolving Credit Facility due 2019,
downgraded to B3 (LGD3) from B2 (LGD3);
$231 million First Lien Term Loan due 2021, downgraded
to B3 (LGD3) from B2 (LGD3);
$78 million Second Lien Term Loan due 2022, downgraded
to Caa3 (LGD5) from Caa2 (LGD5);
The rating outlook remains stable.
RATINGS RATIONALE
Moody's said, "Tensar's Caa1 Corporate Family Rating reflects its
small scale, flat revenues, and high debt leverage. The company's
revenue has never exceeded $233 million in a year, making it one of
the smallest rated manufacturing companies and over the past four
years revenue growth has been essentially flat. The company has
been unable to expand the market for its core products, despite
changing its sales strategies several times and now faces growing
lower cost competition amid patent maturities. Stagnant revenue
growth is having its effect on credit metrics, which include debt
to EBITDA of 8.1x and EBITA interest coverage of 1.0x for the
trailing twelve month period ended March 31, 2016. We expect these
measures to remain roughly the same over the next 12 to 18 months.
The Caa1 Corporate Family Rating also considers narrowing headroom
under the financial maintenance covenants governing the company's
credit facility. The maximum net debt-to-EBITDA covenant steps down
twice in 2016, from 7.5x in the first quarter to 7.25x in the
second quarter and to 7.0x in the fourth quarter. The covenant
cushion is anticipated to be below 10% and thus, should EBITDA
growth stumble, the company would need to seek relief from
lenders."
At the same time, the Caa1 Corporate Family Rating is supported by
Tensar's global footprint that includes much of North America,
Europe, and parts of Asia; its positive free cash flow generation
despite lackluster revenue growth; and its debt maturity profile as
the first significant debt maturity is in 2021 when the $231
million first lien term loan comes due.
The stable rating outlook reflects Moody's expectation that Tensar
does not have any significant refinancing risk over the next 12-18
months and is expected to cover its interest expense.
The ratings could be downgraded if sales decline further, covenants
are breached, if interest coverage (EBITA to interest expense)
weakens below 1x, and/or liquidity profile weakens.
The ratings could be upgraded if Tensar is able to sustain its debt
to EBITDA below 6.0x, its EBITA coverage of interest above 1.5x,
and if it is able to implement changes in its operating strategy
such that there is sustained improvement in sales growth.
Headquartered in Alpharetta, GA, Tensar is a global developer and
manufacturer of proprietary, highly engineered site-development
solutions. Applications include roadway reinforcement, earth
retention structures, building foundations and erosion and sediment
control. Revenues for the trailing twelve months ended March 31,
2016 were between $200 and $210 million.
THE KIRK LLC: Wants Immediate Use of $12K Cash Collateral
---------------------------------------------------------
The Kirk LLC asks the U.S. Bankruptcy Court for the District of
Utah for authorization to use cash collateral.
The Debtor owns and operates a combination hotel/apartment building
in Tooele, Utah, comprised of 35 rental apartments and seven hotel
rooms, located at 57 W. Vine St., Tooele, Utah. The Debtor
contends that Tooele County's tax assessed value of the Property is
$2,076,441.
The Debtor relates that MRZ Investments, LLC and ForwardLine
Financial, LLC might have valid liens in its cash collateral. The
Debtor believes that MRZ Investments is in first position with a
debt that is in dispute but asserted by MRZ Investments at
approximately $200,000, and that ForwardLine Financial is in second
position with a claim of less than $10,000. The Debtor also
believes that Tooele County may also have a tax lien on the
property in the amount of $28,992.69.
The Debtor tells the Court that it was not able to obtain an
appraisal of its property, as it needs the cash to do so. The
Debtor further tells the Court that the tax value of the property
is sufficient evidence to demonstrate that MRZ Investments and
ForwardLine Financial are adequately protected.
The Debtor says that it has cash of approximately $6,000, comprised
entirely of cash contributed to the business by its members or
their family members, in the days immediately before and after the
bankruptcy filing. The Debtor anticipates receiving rents of
approximately $20,000 over the next 10 days. The Debtor relates
that is using the contributed cash to handle immediate
post-petition expenses, but will quickly need to rely on the rents,
which it believes constitute cash collateral.
The Debtor tells the Court that it needs immediate use of up to
$12,000 of cash collateral for the following purposes:
(a) to pay for current services expected by building tenants,
including electricity, gas, water, TV/Internet, trash collection;
(b) to pay management to continue working at the property;
specifically, Jason Koetting and Karmen Jesse, who live and work
on-site, address tenant needs around the clock, manage hotel guest
arrival, check-out, and related services, and perform basic
maintenance, for which they are paid a total of $1,000 on the 1st
and 15th of each month;
(c) to deal with any emergency maintenance issues on the
property, should any arise; and
(d) to obtain an appraisal of the property to support its
ongoing request for use of cash collateral.
The Debtor's proposed Budget provides for, among others, expenses
for electricity in the amount of $1,500, gas in the amount of $700
and water in amount of $650.
A full text copy of the Debtor's Motion is available at
https://is.gd/0pjhR0
A full-text copy of the Debtor's proposed Budget is available at
https://is.gd/5svqS7
About The Kirk LLC.
The Kirk LLC filed a chapter 11 petition (Bankr. D. Utah Case No.
16-26470) on July 26, 2016. The petition was signed by Andrew H.
Patten, chief restructuring officer. The Debtor is represented by
T. Edward Cundick, Esq., at Prince, Yeates & Geldzahler. The case
is assigned to Judge Kevin R. Anderson. The Debtor estimated
assets and liabilities at $1 milliion to $10 million at the time of
the filing.
TNP TITAN: Plan Filing Date Extended to Aug. 22
-----------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas extended, on an interim basis, the deadline by
which TNP Titan Plaza Fund, LLC, must file a plan to August 22,
2016.
The Court has scheduled a hearing for August 15 to consider final
approval of the Debtor's request.
The Troubled Company Reporter has previously reported that the
Debtor asked the Court to extend the deadline (a) by which it must
file a plan by an additional three months to Nov. 1, 2016, and (b)
to confirm a plan by an approximately additional three months to
Jan. 6, 2017.
According to the Debtor, since the retention of Endura Advisory
Group as the Debtor's real estate broker, the Debtor has been
negotiating with the potential purchasers to finalize an agreement
for presentation to the Court in connection with the Plan; however,
the Debtor may also proceed with a sale of the Real Property under
11 U.S.C. Section 363 with a plan of liquidation to follow.
Given that the offers were only received on Aug. 18, 2016, and the
potential for additional offers before Aug. 1, 2016, the Debtors
have not had time to explore negotiations with the potential
purchasers to determine if additional value can be achieved from
the sale of the Real Property. Once the Debtor has a final
agreement in place, then a plan of reorganization can be proposed
to allow for the sale. The Debtor may also seek to simply sell the
property under 11 U.S.C. Section 363 before the exclusivity period
runs, so that it can stop accruing fees and expenses owed to REO.
Counsel for TNP Titan Plaza Fund, LLC:
Randall A. Pulman, Esq.
Thomas Rice, Esq.
Ryan C. Reed, Esq.
PULMAN, CAPPUCCIO, PULLEN, BENSON&JONES, LLP
2161 NW Military Highway, Suite 400
San Antonio, Texas 78213
Tel: (210) 222-9494
Fax: (210) 892-1610
Email: rpulman@pulmanlaw.com
trice@pulmanlaw.com
rreed@pulmanlaw.com
About TNP Titan
Headquartered in San Antonio, Texas, TNP Titan Plaza Fund, LLC,
owns and leases commercial real estate located at 2700 NE Loop 410
and 8200 Perrin Beitel, San Antonio, Texas 78218. It conducts no
other business operations besides the management and leasing of the
Real Property.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Tex. Case No. 16-50780) on April 4, 2016, estimating its assets at
between $1 million and $10 million and liabilities at between $1
million and $10 million. The petition was signed by Anthony W.
Thompson, CEO of managing member.
Judge Craig A. Gargotta presides over the case.
Thomas Rice, Esq., at Pulman, Cappuccio, Pullen, Benson & Jones,
LLP, serves as the Debtor's counsel.
TOOLING SCIENCE: Hires Carlson Advisors as Accountant
-----------------------------------------------------
Tooling Science, Inc., seeks authorization from the U.S. Bankruptcy
Court for the District of Minnesota to employ Carlson Advisors as
accountant for the Debtor.
The Debtor requires Carlson Advisors to:
a. provide tax and financial representation;
b. advice on preparation of corporate tax and amendment of
previous returns, if necessary;
c. set up financial controls and financial systems;
d. assist with initial work for completion of various financial
reporting necessary to the Debtor's continuing monthly United
States Trustee operating reports and preparation of those reports;
and
e. assist in preparation of projections for use of cash
collateral and in preparation of a Plan of Reorganization and
related Disclosure Statement.
Carlson Advisors will be paid at this hourly rate:
Melvin Enger $280
Carlson Advisors will be paid post petition retainer of $15,000.
Melvin Enger, accountant with the firm of Carlson Advisors, 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.
Carlson Advisors may be reached at:
Melvin Enger
Carlson Advisors
7101 Northland Circle, Suite 123
Minneapolis, MN 55428
Phone: 763-971-4808
E-mail: menger@carlson-advisors.com
About Tooling Science
Tooling Science, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 16-41999) on June 30,
2016. The petition was signed by Brian Burley, president.
The case is assigned to Judge Hon. William J Fisher.
At the time of the filing, the Debtor estimated its assets at $0 to
$50,000 and liabilities at $1 million to $10 million.
TOWN SPORTS: Posts $20.7 Million Net Income for Second Quarter
--------------------------------------------------------------
Town Sports International Holdings, Inc., filed with the Securities
and Exchange Commission its quarterly report on Form 10-Q
disclosing net income of $20.7 million on $100.9 million of
revenues for the three months ended June 30, 2016, compared to a
net loss of $31.06 million on $108 million of revenues for the same
period a year ago.
For the six months ended June 30, 2016, the Company reported net
income of $13.8 million on $202 million of revenues compared to a
net loss of $43.8 million on $220 million of revenues for the six
months ended June 30, 2015.
As of June 30, 2016, Town Sports had $257 million in total assets,
$338 million in total liabilities and a total stockholders' deficit
of $81.4 million.
Patrick Walsh, executive chairman of TSI, commented: "We were
particularly pleased with our Adjusted EBITDA and margin growth of
75% and 87% respectively, during the quarter. In less than one
year, management has increased Adjusted EBITDA margins by 442 basis
points. These results are a testament to the hard work and
dedication of our current team of more than 7,000 employees
supporting our effort to improve the Company's operational
efficiency. Our primarily focus now is to strengthen our
membership base and increase revenue."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/iDGGlU
About Town Sports
New York-based Town Sports International Holdings, Inc. is one of
the leading owners and operators of fitness clubs in the Northeast
and mid-Atlantic regions of the United States and, through its
subsidiaries, operated 151 fitness clubs as of March 31, 2016,
comprising 104 New York Sports Clubs, 27 Boston Sports Clubs, 12
Washington Sports Clubs (one of which is partly-owned), five
Philadelphia Sports Clubs, and three clubs located in Switzerland,
and three BFX Studio locations. In addition, the Company also has
one partly-owned club that operated under a different brand name in
Washington, D.C. as of March 31, 2016. These clubs collectively
served approximately 553,000 members as of March 31, 2016. For
more information on TSI, including the Company's Form 10-Q for the
quarterly period ended March 31, 2016, visit
http://investor.mysportsclubs.com
* * *
As reported by the TCR on March 14, 2016, Standard & Poor's Ratings
Services said it raised its corporate credit rating on New York
City-based Town Sports International Holdings Inc. to 'CCC+' from
'SD'.
Town Sports carries a Caa2 corporate family rating from Moody's
Investors Service.
TOWN SPORTS: Registers Add'l 1.5 Million Shares Under 2006 Plan
---------------------------------------------------------------
Town Sports International Holdings, Inc., filed with the Securities
and Exchange Commission a Form S-8 registration statement to
register an additional 1,000,000 Shares authorized to be issued
under the 2006 Stock Incentive Plan and 500,000 Shares that may
become available for issuance under the Plan as a result of
outstanding awards that, in whole or in part, are terminated,
expire or are otherwise canceled.
On May 12, 2016, at the 2016 annual meeting of shareholders of Town
Sports International Holdings, Inc., the Company's shareholders
approved an amendment to the Town Sports International Holdings,
Inc. 2006 Stock Incentive Plan (as amended and restated effective
as of April 2, 2015) effective as of March 24, 2016. The Amendment
provides that the number of shares of the Company's common stock,
par value $0.001, which may be granted under the Plan shall be
increased by 1,000,000 Shares in addition to the 3,500,000 Shares
which were previously authorized for issuance under the Plan.
A full-text copy of the Form S-8 prospectus is available at:
https://is.gd/sNJUkj
About Town Sports
New York-based Town Sports International Holdings, Inc. is one of
the leading owners and operators of fitness clubs in the Northeast
and mid-Atlantic regions of the United States and, through its
subsidiaries, operated 151 fitness clubs as of March 31, 2016,
comprising 104 New York Sports Clubs, 27 Boston Sports Clubs, 12
Washington Sports Clubs (one of which is partly-owned), five
Philadelphia Sports Clubs, and three clubs located in Switzerland,
and three BFX Studio locations. In addition, the Company also has
one partly-owned club that operated under a different brand name in
Washington, D.C. as of March 31, 2016. These clubs collectively
served approximately 553,000 members as of March 31, 2016. For
more information on TSI, including the Company's Form 10-Q for the
quarterly period ended March 31, 2016, visit
http://investor.mysportsclubs.com
As of June 30, 2016, Town Sports had $257.14 million in total
assets, $338.50 million in total liabilities and a total
stockholders' deficit of $81.35 million.
* * *
As reported by the TCR on March 14, 2016, Standard & Poor's Ratings
Services said it raised its corporate credit rating on New York
City-based Town Sports International Holdings Inc. to 'CCC+' from
'SD'.
Town Sports carries a Caa2 corporate family rating from Moody's
Investors Service.
TOYS R US: Extends Debt Swap Early Deadline for Noteholders
-----------------------------------------------------------
Emma Orr, writing for Bloomberg Brief, reported that Toys "R" Us
Inc., beset by rivals and still burdened by debt tied to its
leveraged buyout from a decade ago, is extending a deadline for a
debt swap designed to buy more time for its turnaround plan.
According to the report, the retailer pushed out the early tender
date for investors to exchange their notes until Aug. 9, the Wayne,
New Jersey-based company said in a statement. Seventy-six percent
of the outstanding 10.375 percent notes due in 2017 and 47 percent
of the 7.375 percent notes maturing in 2018 were tendered by the
original early deadline of July 26, the company said, the report
related.
Toys "R" Us announced the bond swap in July, offering 12 percent
interest to holders of notes due in 2017 and 2018 for new senior
secured notes that mature in 2021, the report further related. The
company also will pay as much as $150 million in cash for the 2017
notes, the report said.
"Holders of the 2018 notes may be holding out for better
consideration, given the tender envisions a below-par recovery and
does not include a cash component," said Noel Hebert, a Bloomberg
Intelligence credit analyst. "Tenders for the 2017 notes look
pretty healthy for this stage."
* * *
The Troubled Company Reporter, on June 20, 2016, reported that
Fitch Ratings has affirmed the Issuer Default Rating (IDRs) for
Toys 'R' Us, Inc. (Toys, or the Holdco), Toys 'R' Us - Delaware,
Inc., Toys 'R' Us Property Co. II, LLC, and Toys 'R' Us Property
Co. I, LLC, post the company's announcement of plans to refinance
up to 83% of the $850 million of Holdco notes due in 2017 and
2018.
S&P Global Ratings affirmed its ratings on Toys "R" Us Inc.
including the 'B-' corporate credit rating. The outlook is
stable.
Moody's Investors Service stated that if the exchange offer
announced by Toys "R" Us, Inc. on June 14, 2016 proceeds as
outlined, it will constitute a distressed exchange, which is an
event of default under Moody's definition of default. As a result,
the Probability of Default rating is downgraded to Caa3-PD from
B3-PD.
"We view Toys' proposed exchange as opportunistic and driven by a
confluence of factors, and believe it enhances liquidity as it
takes two meaningful maturities off the table for the next five
years," stated Moody's Vice President Charlie O'Shea. "The
company's B3 corporate family rating is unaffected, and it is our
expectation that if this exchange closes as outlined in the 8K
filed yesterday, the PDR will return to the B3-PD rating level
shortly thereafter."
TRANS-LUX CORP: Completes Offers to Purchase Notes & Debentures
---------------------------------------------------------------
Trans-Lux Corporation announced the final results of its offers to
purchase all of its outstanding 8 1/4% Notes and 9 1/2% Debentures
due 2012 for cash at a purchase price of $0.20 for each dollar of
principal of each Note and Debenture outstanding, without interest.
The Company accepted validly tendered Notes and Debentures having
an aggregate principal value of $353,000, and forwarded to DTC the
corresponding consideration to complete the purchase. The
announcement was made by J.M. Allain, president and CEO of
Trans-Lux.
"When these Notes and Debentures were near maturity in 2011, we had
over $11.1 million outstanding; today, we have only $607,000
remaining outstanding. Moreover, we continue to seek out holders
with the goal of settling 100% of our obligations," said Mr.
Allain.
About Trans-Lux Corporation
Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.
Trans-Lux Corporation reported a net loss of $1.74 million on
$23.56 million of total revenues for the year ended Dec. 31, 2015,
compared to a net loss of $4.62 million on $24.35 million of total
revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Trans-Lux had $12.15 million in total assets,
$13.29 million in total liabilities and a total stockholders'
deficit of $1.13 million.
Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2015, noting that the Company has suffered recurring losses
from operations and has a significant working capital deficiency
that raise substantial doubt about its ability to continue as a
going concern. Further, the Company is in default of the indenture
agreements governing its outstanding 9 1/2% subordinated debentures
which were due in 2012 and its 8 1/4% limited convertible senior
subordinated notes which were due in 2012 so that the trustees or
holders of 25% of the outstanding Debentures and Notes have the
right to demand payment immediately. Additionally, the Company has
a significant amount due to their pension plan over the next 12
months.
TRANS-LUX CORP: PBGC Releases Lien on Company's Assets
------------------------------------------------------
Trans-Lux Corporation announced that the Pension Benefits Guaranty
Corporation has elected to not refile a general lien against the
Company's assets. The liens have been in effect for over three
years.
The Company also announced that it has entered into a three-year
Credit and Security Agreement with SCM Specialty Finance
Opportunities Fund, L.P. Under the Agreement, Trans-Lux can borrow
up to an aggregate of $4 million, which includes up to $3 million
of a revolving loan (at an interest rate of prime plus 4%) and a $1
million term loan (at an interest rate of prime plus 6%) for the
purchase of equipment. The announcements were made by J.M. Allain,
President and CEO of Trans-Lux.
"The announcements we are making today show a clear new confidence
in our financials and our future. The PBGC decision and the
financing facility in particular come after an exhaustive review of
our business and our forecast. We are pleased that we see concrete
fruits of our labor relating to the comprehensive restructuring we
began some time ago," said Mr. Allain.
The Company has worked very closely with the PBGC over the past 5
years to ensure the viability and health of the Company's pension
plan. The Company has contributed over $4 million into the plan
over the past 5 years. A portion of the proceeds from the
revolving loan were used to make an additional $300,000
contribution to the pension plan.
While the majority of the funds under the revolving loan will be
used as working capital, the term loan will be used to purchase new
leading edge manufacturing equipment to support display production.
The Company is purchasing a panel bender, a laser and a brake
press manufactured by Italian company Prima Power.
"The new equipment, to be located at our new facility in Hazelwood,
MO, will be integral to creating a unique production facility
capable of manufacturing top quality products with lead times
unequaled in the marketplace," concluded Mr. Allain.
About Trans-Lux Corporation
Norwalk, Conn.-based Trans-Lux Corporation (NYSE Amex: TLX) is a
designer and manufacturer of digital signage display solutions for
the financial, sports and entertainment, gaming and leasing
markets.
Trans-Lux Corporation reported a net loss of $1.74 million on
$23.56 million of total revenues for the year ended Dec. 31, 2015,
compared to a net loss of $4.62 million on $24.35 million of total
revenues for the year ended Dec. 31, 2014.
As of March 31, 2016, Trans-Lux had $12.15 million in total assets,
$13.29 million in total liabilities and a total stockholders'
deficit of $1.13 million.
Marcum LLP, in Hartford, CT, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2015, noting that the Company has suffered recurring losses
from operations and has a significant working capital deficiency
that raise substantial doubt about its ability to continue as a
going concern. Further, the Company is in default of the indenture
agreements governing its outstanding 9 1/2% subordinated debentures
which were due in 2012 and its 8 1/4% limited convertible senior
subordinated notes which were due in 2012 so that the trustees or
holders of 25% of the outstanding Debentures and Notes have the
right to demand payment immediately. Additionally, the Company has
a significant amount due to their pension plan over the next 12
months.
TRANSDIGM GROUP: Fitch Affirms 'B' LT Issuer Default Ratings
------------------------------------------------------------
Fitch Ratings has affirmed the Long-Term Issuer Default Ratings
(IDR) of TransDigm Group, Inc. (NYSE:TDG) and its indirect
subsidiary TransDigm Inc. (TDI) at 'B'. Fitch has also affirmed the
ratings of TDI's senior secured credit facilities at 'BB/RR1' and
TDI's senior subordinated notes at 'B-/RR5'. The Rating Outlook is
Stable. Fitch's ratings cover approximately $10.1 billion of
outstanding debt.
The Recovery Ratings and notching in the debt structure reflect
Fitch's recovery expectations under a scenario in which distressed
enterprise value is allocated to the various debt classes. TDI's
capital structure includes senior secured credit facilities and
senior subordinated notes. The expected recovery rating for the
senior secured credit facilities is 'RR1', indicating recovery
prospects in the range of 91% to 100%. The senior subordinated
notes are at the 'RR5' level, which reflects an expected recovery
in the 11% - 30% range.
KEY RATING DRIVERS
The ratings are supported by the company's strong FCF, good
liquidity, strong margins, healthy commercial aerospace markets,
higher U.S. defense spending, and a favorable debt maturity
schedule. TDG has good diversification in its portfolio of products
that supports a variety of commercial and military
platforms/programs, and it is a sole source provider for the
majority of its sales.
Fitch's concerns include the company's high leverage, declining
interest coverage, the long-term cash deployment strategy which
focuses on acquisitions and occasional debt-funded special
dividends, and weak collateral support for the secured bank
facility in terms of asset coverage. Additionally, Fitch notes that
TDG is exposed to the cyclicality of the aerospace industry, as it
reported several quarters of organic sales declines during fiscal
2009 and 2010 driven by lower demand for aftermarket parts and
production cuts by commercial original equipment manufacturers
(OEMs). The market cyclicality is somewhat mitigated by growth from
acquisitions, high margins, and sales diversification.
TDG generates significant cash flows due to its ability to demand a
premium for its products, partially driven by a large percentage of
sales from a relatively stable and highly profitable aftermarket
business; low research and development costs; and low capital
expenditures. Additionally, TDG's cash flows benefit from the lack
of material pension liabilities and no other post-employment
benefit (OPEB) obligations.
The company's leverage metrics have been stable over the past
several years, as leverage has remained in the range of 6x to 7.5x.
Fitch expects the company will continue managing its capital
structure with leverage in the range of 6.5x to 7.5x going forward.
Fitch expects TDG's leverage will be at 7.3x by the end of fiscal
2016 after giving effect to the recent incremental borrowings
consisting of $950 million of senior subordinated notes and $950
million in senior secured term loans issued in connection with the
purchase of the stock of ILC Holdings, Inc., the parent company to
Data Device Corporation (DDC). Fitch believes DDC will be a good
business fit with TDG's existing businesses, because approximately
70% of DDC's revenue is generated from aftermarket sales, and
substantially all products are proprietary and sole-source. TDG
completed the acquisition on June 23, 2016.
Fitch expects leverage to decline to approximately 7x by the end of
fiscal 2017. Even though TDG's leverage metrics have stabilized,
the company's coverage ratios have steadily deteriorated as FFO
interest coverage declined to 2.5x at the end of 2015 from 3.2x at
the end of 2012. TGD's ratio of operating EBITDA-to-gross interest
expense declined to 3x, down from 4x during the same period. Fitch
anticipates a continued deterioration of coverage ratios due to
expected increase in indebtedness and corresponding rise of cash
interest expenses.
Fitch believes TDG has the capacity to make approximately $500
million of acquisitions per annum with internally generated cash;
however, a larger acquisition would likely require debt financing.
Fitch views TDG's projected metrics as consistent with the 'B'
Long-Term IDR, but the level of support for this rating has been
reduced by the new leverage paradigm.
The ratings are also supported by positive trends in most of the
company's end markets. The Large Commercial Aircraft (LCA) market
continues to be in an upturn, which is driving record backlogs and
higher deliveries of LCA worldwide. Both LCA manufacturers are
currently experiencing a record operating environment in terms of
backlog and deliveries. The large order book, overbooked delivery
slots, and geographic diversity support the outlook for continued
modest growth.
The fiscal 2015 U.S. defense budget hit a trough (base budget and
wartime spending), and it began rising in fiscal 2016. Fitch still
considers the defense outlook to be somewhat uncertain, partly due
to the Pentagon's intense focus on lowering costs, which could
impact the sector's profitability, as well as the continued risk of
sequestration after fiscal 2017.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for TDG include:
-- Leverage will remain in the range of 6.5x to 7.5x over the
next several years;
-- The company will issue additional debt over the next three
years, offsetting expected growth in EBITDA;
-- Excess cash will be paid to shareholders in the form of
special dividends if the company does not make acquisitions;
-- Revenues will grow by approximately 17% in both fiscal 2016
and in fiscal 2017. The growth will slow to low double-digits
thereafter driven by acquisitions and anticipated growth of
the aerospace and defense sector;
-- Margins will remain in the range of 44% to 46% over the rating
horizon;
-- The company will maintain long-term cash balances in the range
of $500 million to $700 million.
RATING SENSITIVITIES
Fitch does not anticipate positive rating actions in the near term
given current credit metrics and the company's cash deployment
strategies. Positive rating actions could be considered if the
company modifies its cash deployment strategy and focuses on debt
reduction.
A negative rating action may be considered if there is significant
cash flow margin erosion without commensurate de-leveraging of the
company. Additionally, Fitch may consider a negative rating action
should TDG's leverage (debt-to-EBITDA) and FFO adjusted leverage
increase and remain between 8x to 8.25x and above 9.5x,
respectively, driven by weakening of the global economy, a downturn
in the aerospace sector, or by issuance of additional debt to fund
special dividends or acquisitions.
LIQUIDITY
The string of recent acquisitions should allow TDG to accelerate
its revenue, EBITDA and FCF growth over the next several years. TDG
has adequate financial flexibility and good liquidity supported by
a $600 million revolving credit facility and a sizable cash
balance, as the company typically holds above $500 million in cash.
As of April 2, 2016, TDG held $612 million in cash and equivalents.
The company does not have significant debt maturities until 2020
when $500 million of senior subordinated notes become due and the
$1.2 billion tranche C of its credit facility matures. Fitch
anticipates the company will refinance the maturing debt and
estimates TDG's liquidity will fluctuate between $1 billion to $1.5
billion over the next several years.
FULL LIST OF RATING ACTIONS
TransDigm Group, Inc.
-- Long-term IDR at 'B'.
TransDigm Inc.
-- IDR at 'B';
-- Senior secured revolving credit facility 'BB/RR1';
-- Senior secured term loans at 'BB/RR1';
-- Senior subordinated notes at 'B-/RR5'.
The Rating Outlook is Stable.
TROCOM CONSTRUCTION: BankDirect Premium Financing Approved
----------------------------------------------------------
Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Trocom Construction Corp.
to enter into an Insurance Premium Finance Agreement with
BankDirect Capital Finance, for the financing of the insurance
premiums to be paid for certain of the Debtor's insurance
policies.
BankDirect was granted a security interest in all of the Debtor's
right, title and interest in and to the Policies and all amounts
payable to the Debtor relating to the Policies including unearned
premiums, dividend payments and payments on account of loss which
result in a reduction of any unearned premiums.
A full-text copy of the Order, dated July 28, 2016, is available at
https://is.gd/VCUizC
About Trocom Construction Corp.
Trocom Construction Corp. was formed in 1969 by Salvatore Trovato.
The Company is in the heavy construction business. Its primary
customer is the City of New York through its various agencies. The
Company has 75 employees, the majority of whom are members of
various unions. Joseph Trovato is presently the president and
holder of 100% of the voting shares of Trocom.
Trocom filed a chapter 11 petition (Bankr. E.D.N.Y. Case No.
15-42145) on May 7, 2015, in Brooklyn. The petition was signed by
Joseph Trovato. Judge Nancy Hershey Lord presides over the case.
The Debtor is represented by C. Nathan Dee, Esq., at Cullen &
Dykman, LLP.
The Debtor disclosed total assets of $32,462,383 and total
liabilities of $17,184,837 as of the Chapter 11 filing.
TWIN BUTTE: Angry Creditors Hire Help for Better Deal
-----------------------------------------------------
Scott Deveau and Allison McNeely, writing for Bloomberg Brief,
reported that convertible bondholders seeking to block Twin Butte
Energy's plans to sell itself are telling the company they believe
they have enough support to nix the transaction, people familiar
with the matter said.
According to the report, the oil and gas producer that's been
trying to stave off a default agreed to sell itself in June to a
group consisting of Hong Kong and Canadian-domiciled Reignwood
Group Co. and Horizon Holding Group. Under the terms of the deal,
equity holders would receive 6 Canadian cents per share, or C$21
million ($16 million), while the convertible-debt holders would
receive 14 percent of the face value, or C$12 million, the report
related.
The report related that a group of Twin Butte's convertible-debt
holders pushed back on the plan, saying the deal rewards equity
holders at their expense, the people said, asking not to be
identified because the matter is private. The bondholders have
hired an adviser to seek a better deal, the people said, the report
related.
The dissident creditors need more than a third of the votes cast at
a meeting -- scheduled for Aug. 10 -- to be against the plan in
order for it to be rejected, the report said. The group believes
it has enough votes to sink the plan based on the 40 percent to 60
percent of bondholders who typically vote on such transactions, the
people said, the report added.
TYL INVESTMENT: Names Luis Flores Gonzalez as Legal Counsel
-----------------------------------------------------------
Tyl Investment Corp. Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of Puerto Rico to employ Law
Offices of Luis D. Flores Gonzalez as legal counsel.
The Debtor requires the firm to provide counseling and
representation in connection with the filing of the Schedules, the
Statement of Financial Affairs filed under Chapter 11, the payment
plan that will be proposed, the examinations of the claims filed,
the Disclosure Statement and other related matters.
The firm will be paid at these hourly rates:
Luis Flores Gonzalez $200
Legal Assistant $60
Paraprofessional $40
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received $5,000 in retainer.
Mr. Flores Gonzalez, 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 firm can be reached at:
Mr. Luis D. Flores Gonzalez, Esq.
THE LAW OFFICES OF LUIS D. FLORES GONZALEZ
80 Georgetti Street, Suite 202
Rio Pedras, PR 00925
Tel: (787) 758-3606
E-mail: ldf@coqui.net
Tyl Investment Corp Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D.P.R. Case No. 16-04433) on June 1, 2016. The Debtor is
represented by Luis D. Flores Gonzalez, Esq.
UCI INTERNATIONAL: Hires Cole Schotz as Delaware Co-Counsel
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of UCI International,
LLC, et al., seeks authorization from the U.S. Bankruptcy Court for
the District of Delaware to retain Cole Schotz PC as co-counsel for
the Committee, nunc pro tunc to June 14, 2016.
On June 10, 2016, the United States Trustee for the District of
Delaware filed a notice of appointment of the Committee of
Unsecured Creditors. On the same date, the Committee selected
Morrison & Foerster LLP as proposed counsel.
On June 14, the Committee selected Cole Schotz as Delaware
co-counsel.
The Committee requires Cole Schotz to:
a. serve as Delaware bankruptcy co-counsel to the Committee;
b. serve as conflicts counsel to the Committee in conflicts
matters as designated by Morrison & Foerster and the Committee,
with powers including but not limited to, the ability to litigate
against and negotiate with entities against which Morrison &
Foerster is precluded from appearing adverse;
c. provide legal advice with respect to the Committee's
powers, rights, duties, and obligations on the Chapter 11 Cases;
d. assist and advise the Committee in its consultations with
the Debtors regarding the administration of the Chapter 11 Cases;
e. assist the Committee in reviewing and negotiating terms for
secured creditors with respect to (i) the use of cash collateral,
(ii) any sale of substantially all of the Debtors' assets,
including negotiating bid procedures and proposed assets purchase
agreements, and (iii) other requests for relief which would impact
unsecured creditors;
f. advise the Committee on the corporate aspects of the
Debtors' reorganization or liquidation and the plan(s) or other
means to effect reorganization or liquidation as may be proposed in
connection therewith, and participation in the formulation of any
such plan(s) or means of implementing reorganization or
liquidation, as necessary;
g. take all necessary actions to protect and preserve the
estates of the Debtors for the benefit of creditors, including the
investigation of the acts, conduct, assets, liabilities, and
financial condition of the Debtors, the investigation of the prior
operation of the Debtors' businesses and the investigation and
prosecution of estate claims, causes of action, and any other
matters relevant to the Chapter 11 Cases;
h. prepare on behalf of the Committee all necessary motions,
applications, complaints, answers, orders, reports, papers and
other pleadings and filings in connection with the Committee's
duties in the Chapter 11 Cases;
i. advise and represent the Committee in hearings and other
judicial proceedings in connection with all necessary motions,
applications, objections and other pleadings, and otherwise
protecting the interest of those represented by the Committee; and
j. perform all other necessary legal services as may be
required and authorized by the Committee that are in the best
interest of general unsecured creditors.
Cole Schotz will be paid at these hourly rates:
Norman L. Pernick, member $840
Daniel F.X. Geoghan, member $550
Patrick J. Reilley, member $510
Rebecca W. Hollander, associate $210
Pauline Z. Ratkowiak, paralegal $260
Members $395-$850
Special Counsel $385-$480
Associates $195-$420
Paralegals $165-$270
Cole Schotz will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Norman L. Pernick, member of the law firm of Cole Schotz PC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
The following is provided in response to the request for additional
information set forth in D1 of the U.S. Trustee's Appendix B
Guidelines:
-- Cole Schotz professionals working on this matter will bill
at the Firm's standard hourly rates
-- Cole Schotz did no represent the Committee during the 12
months preceding the filing of the Chapter 11 Cases
-- Client has approved the prospective budget and staffing plan
for the period from June 14, 2016 through September 30, 2016.
Cole Schotz can be reached at:
Norman L. Pernick, Esq.
Patrick J. Reilley
Cole Schotz PC
500 Delaware Arena, Suite 1410
Wilmington, DE 19801
Telephone: (302)651-3131
Facsimile: (302)652-3117
E-mail: npernick@coleschotz.com
preilley@cpleschotz.com
About UCI International
UCI International, LLC, headquartered in Lake Forest, IL, designs,
manufactures, and distributes vehicle replacement parts, including
a broad range of filtration, fuel delivery systems, and cooling
systems products in the automotive, trucking, marine, mining,
construction, agricultural, and industrial vehicles markets.
UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 16-11355) on June 1, 2016. The Debtors are
represented by lawyers at Sidley Austin LLP. Alvarez & Marsal
provides the company with financial advice and Moelis & Company LLC
is the Debtors' investment banker. Garden City Group serves as the
Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee
for a $400-million issue of 8.625% Senior Notes Due 2019.
UCI INTERNATIONAL: Hires Morrison & Foerster as Counsel
-------------------------------------------------------
The Official Committee of Unsecured Creditors of UCI International,
LLC, et al., seeks authorization from the U.S. Bankruptcy Court for
the District of Delaware to retain Morrison & Foerster LLP as
counsel for the Committee, nunc pro tunc to June 10, 2016.
The Committee requires Morrison & Foerster to:
a. advise the Committee in connection with its powers and
duties under the Bankruptcy Code, the Bankruptcy Rules and the
Local Rules;
b. assist and advise the Committee in its consultation with
the Debtors relative to the administration of these cases;
c. attend meetings and negotiate with the representatives of
the Debtors and other parties in interest;
d. assist and advise the Committee in its examination and
analysis of the conduct of the Debtors' affairs;
e. assist and advise the Committee in connection with any
sale of the Debtors' assets pursuant to section 363 of the
Bankruptcy Code;
f. assist the Committee in the review, analysis and
negotiation of any chapter 11 plan(s) of reorganization or
liquidation that may be filed, and assist the Committee in the
review, analysis and negotiation of the disclosure statement
accompanying any such plan(s);
g. take all necessary action to protect and preserve the
interests of the Committee, including (i) possible prosecution of
actions on its behalf; (ii) if appropriate, negotiations concerning
all litigation in which the Debtors are involved; and (iii) if
appropriate, review and analysis of claims filed against the
Debtors' estates;
h. generally prepare on behalf of the Committee all necessary
motions, applications, answers, orders, reports and papers in
support of positions taken by the Committee;
i. appear, as appropriate, before this Court, the appellate
courts, and the United States Trustee, and protect the interests of
the Committee before those courts and before the United States
Trustee; and
j. perform all other necessary legal services in these
cases.
Morrison & Foerster will be paid at these hourly rates:
Jonathan I. Levine, Bankruptcy Partner $1,025
Jennifer L. Marines, Bankruptcy Partner $875
Lorenzo Marinuzzi Bankruptcy Partner $1,075
Dimitra Doufekias , Litigation Partner $875
Melissa A. Hager, Bankruptcy Of Counsel $900
Erica J. Richards, Bankruptcy Associate $785
James A. Newton, Bankruptcy Associate $740
Benjamin W. Butterfield , Bankruptcy Associate $580
Rahman Connelly, Bankruptcy Associate $580
Laura A. Guido, Paraprofessional $330
Morrison & Foerster will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Jonathan I. Levine, partner of the law firm Morrison & Foerster,
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.
Consistent with the United State Trustees' Appendix B Guidelines
for Reviewing Applications for Compensation and Reimbursement of
Expenses Filed Under 11 U.S.C. Sec. 330 by Attorneys in Larger
Chapter 11 Cases, which became effective on November 1, 2013, Mr.
Levine attested that:
-- Morrison & Foerster did not agree to any variations from, or
alternatives to, its standard or customary billing arrangements for
this engagement.
-- None of the professionals included in this engagement have
varied their rates based on geographic location of these chapter 11
cases.
-- Morrison & Foerster was retained by the Committee on June 10,
2016 and did not represent the Committee during the prepetition
period.
-- The Committee has received and reviewed a staffing plan for
Morrison & Foerster for the chapter 11 cases. Morrison & Foerster
and the Committee will prepare a budget that complies with any
interim fee procedures order entered by the Court
Morrison & Foerster may be reached at:
Jonathan I. Levine
Morrison & Foerster, LLP
250 West 55th Street
New York, NY 10019
Phone: (212)486-8012
E-mail: jonlevine@ofo.com
About UCI International
UCI International, LLC, headquartered in Lake Forest, IL, designs,
manufactures, and distributes vehicle replacement parts, including
a broad range of filtration, fuel delivery systems, and cooling
systems products in the automotive, trucking, marine, mining,
construction, agricultural, and industrial vehicles markets.
UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 16-11355) on June 1, 2016. The Debtors are
represented by lawyers at Sidley Austin LLP. Alvarez & Marsal
provides the company with financial advice and Moelis & Company LLC
is the Debtors' investment banker. Garden City Group serves as the
Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee
for a $400-million issue of 8.625% Senior Notes Due 2019.
UCI INTERNATIONAL: Hires Zolfo Cooper as Financial Advisors
-----------------------------------------------------------
The Official Committee of Unsecured Creditors of UCI International,
LLC, et al., seeks authorization from the U.S. Bankruptcy Court for
the District of Delaware to retain Zolfo Cooper LLC as bankruptcy
consultant and financial advisor for the Committee, nunc pro tunc
to June 10, 2016.
The Committee requires Zolfo Cooper to:
a. monitor the Debtors' cash flow and operating
performance, including:
(i) comparing actual financial and operating
results to plans,
(ii) evaluating the adequacy of financial and
operating controls,
(iii) tracking the status of the Debtors'/
Debtors' professionals' progress relative
to developing and implementing programs
such as preparation of a business plan,
identifying and disposing of non-productive
assets, and other such activities, and
(iv) preparing periodic presentations to the
Committee summarizing findings and
observations resulting from ZC's monitoring
activities;
b. analyze and comment on operating and cash flow
projections, business plans, operating results,
financial statements, other documents and information
provided by the Debtors/Debtors' professionals, and
other information and data pursuant to the Committee's
request;
c. advise the Committee concerning interfacing with the
Debtors, other constituencies and their respective
professionals;
d. prepare for and attend meetings of the Committee;
e. analyze claims and perform investigations of
potential preferential transfers, fraudulent
conveyances, related-party transactions and the other
transactions as may be requested by the Committee;
f. analyze and advise the Committee about the Debtors'
proposed plan of reorganization, the underlying
business plan, including the related assumptions and
rationale, and the related disclosure statement;
g. prepare expert reports and provide testimony, as
required; and
h. provide other services as requested by the Committee.
Zolfo Cooper will be paid at these hourly rates:
Managing Directors $810-$1,010
Professional Staff $280-$810
Support Personnel $60-$275
David Macgreevey, managing director of the firm Zolfo Cooper LLC,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtors and their
estates.
Zolfo Cooper may be reached at:
David Macgreevey
Zolfo Cooper LLC
Grace Building
1114 Avenue of the Americas, 41st Floor
New York, NY 10036
Phone: +1 212 561 4187
E-mail: dmacgreevey@zolfo.com
About UCI International
UCI International, LLC, headquartered in Lake Forest, IL, designs,
manufactures, and distributes vehicle replacement parts, including
a broad range of filtration, fuel delivery systems, and cooling
systems products in the automotive, trucking, marine, mining,
construction, agricultural, and industrial vehicles markets.
UCI and its affiliates sought Chapter 11 protection (Bankr. D. Del.
Lead Case No. 16-11355) on June 1, 2016. The Debtors are
represented by lawyers at Sidley Austin LLP. Alvarez & Marsal
provides the company with financial advice and Moelis & Company LLC
is the Debtors' investment banker. Garden City Group serves as the
Debtors' Claims Agent. Wilmington Trust is the Indenture Trustee
for a $400-million issue of 8.625% Senior Notes Due 2019.
The United States Trustee appointed an Official Committee of
Unsecured Creditors, which has retained Morrison & Foerster LLP as
proposed counsel, and Cole Schotz PC as Delaware co-counsel. Zolfo
Cooper LLC has been retained as bankruptcy consultant and financial
advisor for the Committee.
UNITED DISTRIBUTION: S&P Lowers CCR to 'CCC+', Outlook Stable
-------------------------------------------------------------
S&P Global Ratings said it lowered its corporate credit rating on
Bristol, Tenn.-based United Distribution Group Inc. to 'CCC+' from
'B-'. The outlook is stable.
"At the same time, we lowered our issue-level ratings on UDG's
first-lien revolving credit facility and term loan to 'B-' from
'B', and our issue-level rating on its second-lien term loan to
'CCC-' from 'CCC'. The recovery ratings on the debt are unchanged
at '2' and '6', respectively. The '2' recovery rating indicates
our expectation for substantial (70% to 90%; at the lower end of
the range) recovery in the event of a payment default. The '6'
recovery rating indicates our expectation for negligible (0% to
10%) recovery in the event of a payment default," S&P said.
"The stable outlook reflects our view that UDG's liquidity is
currently adequate and our expectations that liquidity will remain
adequate for at least the next 12 months, helped by the recent
amendments to its credit agreements, which we expect will save the
company an estimated $15 million to $20 million annually in cash
interest expense," said S&P Global Ratings credit analyst Michael
Maggi. "At the same time, however, we expect UDG's outstanding
debt to increase by as much as $20 million annually, further
supporting our view that the company's capital structure is
unsustainable over the long-term, with adjusted debt to EBITDA
above 10x and EBITDA interest coverage below 1x for at least the
next 12 months. The stable outlook also incorporates our view that
EBITDA cash interest, however, will remain slightly above 1x over
the next 12 months."
S&P could lower its ratings on UDG if S&P views it to be likely
that the company would default without an unforeseen positive
development and S&P envisioned a specific default scenario was
likely over the next 12 months. This could occur if the company
was to face a near-term liquidity crisis or we determined it was
likely the company would consider a distressed exchange offer or
redemption in the next 12 months. S&P could also take a negative
rating action if UDG's EBITDA cash interest coverage ratio fell
below 1x and/or S&P viewed UDG's liquidity to be less than
adequate, which could occur if the company experienced significant
free operating cash flow deficits, forcing it to draw materially on
its revolving credit facility.
S&P views an upgrade over the next 12 months as unlikely given the
persistent weakness in UDG's primary end markets and its
unfavorable long-term capital structure. S&P could consider an
upgrade, however, if sales and EBITDA picked up due to an
improvement in the oil and gas and mining end markets such that
adjusted debt to EBITDA fell materially below 10x and EBITDA
interest coverage rose above 1.25x on a sustained basis. S&P could
also take a positive rating action if the company were to improve
its capital structure and/or lengthen its debt maturity profile.
US XPRESS: S&P Affirms Then Withdraws 'B+' CCR
----------------------------------------------
S&P Global Ratings said that it has affirmed its 'B+' corporate
credit rating on US Xpress Enterprises Inc. and subsequently
withdrew the rating at the issuer's request.
At the same time, S&P withdrew its 'B+' issue-level rating on the
company's previously proposed senior secured notes. US Xpress had
previously announced that it was planning to issue $320 million of
senior secured notes, primarily to refinance its debt. However,
the company has now decided not to pursue the transaction.
VALEANT PHARMACEUTICALS: Sarah Kavanagh Named as Director
---------------------------------------------------------
Valeant Pharmaceuticals International, Inc., announced that the
Board of Directors has appointed Ms. Sarah B. Kavanagh to serve as
a director of the Board, effective July 22, 2016. With these
changes, Valeant has increased the size of its board to 12 members,
11 of whom are independent.
"We are pleased that Sarah has agreed to join Valeant's board,"
said Joseph C. Papa, chairman and chief executive officer. "We
want to ensure that Valeant's board is a balanced group of
individuals with complementary perspectives and expertise. As a
Canadian based company, Sarah's broad experience in corporate
finance and securities administration matters in Canada makes her
an ideal addition to our Board of Directors."
From June 2011 through May 2016, Ms. Kavanagh served as a
Commissioner, and since 2014 as Chair of the Audit Committee, at
the Ontario Securities Commission. She is currently a director and
Chair of the Audit Committee of Hudbay Minerals Inc. and a Trustee
and Chair of the Compensation and Governance Committee of WPT
Industrial REIT. In addition to her public company directorships,
she is a director and Chair of the Audit Committee at the American
Stock Transfer & Trust Company LLC and the Canadian Stock Transfer
Company, a director and Chair of the Audit and Investment Committee
of Sustainable Development Technology Canada and a director of
Canadian Tire Bank. Between 1999 and 2010, Ms. Kavanagh served in
various senior investment banking roles at Scotia Capital Inc.,
including Vice-Chair and Co-Head of Diversified Industries Group,
Head of Equity Capital Markets, Head of Investment Banking. Prior
to Scotia Capital, Sarah held several senior financial positions
with operating companies. She started her career as an investment
banker with a bulge bracket firm in NY. Ms. Kavanagh graduated from
Harvard Business School with a Masters of Business Administration
and received a Bachelor of Arts degree in Economics from Williams
College. Ms. Kavanagh also completed the Directors Education
Program at the Institute of Corporate Directors in May 2011.
About Valeant
Valeant Pharmaceuticals International, Inc. (NYSE/TSX:VRX) --
http://www.valeant.com/-- is a multinational specialty
pharmaceutical company that develops, manufactures and markets a
broad range of pharmaceutical products primarily in the areas of
dermatology, gastrointestinal disorder, eye health, neurology and
branded generics.
Valeant reported a net loss attributable to the Company of $291.7
million on $10.44 billion of revenues for the year ended Dec. 31,
2015, compared to net income attributable to the Company of $880.7
million on $8.20 billion of revenues for the year ended Dec. 31,
2014.
As of March 31, 2016, Valeant had $49.01 billion in total assets,
$43.24 billion in total liabilities and $5.77 billion in total
equity.
* * *
Valeant carries a 'B2' Corporate Family Rating from Moody's
Investors Service.
As reported by the TCR on April 19, 2016, Standard & Poor's
Ratings Services said that it has lowered its corporate credit
ratings on Valeant Pharmaceuticals International Inc. to 'B' from
'B+' and placed both the corporate credit rating and the
issue-level ratings on CreditWatch with developing implications.
VALENCIA COLLEGE: Hires Turner as Special Counsel
-------------------------------------------------
Valencia College Shopping Center, Ltd., seeks authorization from
the U.S. Bankruptcy Court for the Middle District of Florida to
employ The Law Office of Christopher R. Turner as special counsel.
J&S Enterprises USA, LLC has a claim against the Debtor which this
court has ordered litigated in state court to determine the amount
of the claim.
The Debtor intends to employ Christopher R. Turner as special
counsel to represent the estate regarding this action.
The firm will be paid at these hourly rates:
Attorney $275
Paralegal $125
The firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Christopher R. Turner, Esq., assured the Court that the firm does
not represent any interest adverse to the Debtor and its estate.
The firm may be reached at:
Christopher R. Turner, Esq.
The Law Offices of Christopher R. Turner
1305 E. Robinson Street
Orlando, FL 32801
Phone: 407-796-2278
Fax: 407-796-8737
About Valencia College Shopping Center
Valencia College Shopping Center, Ltd. filed a Chapter 11
bankruptcy petition (Bankr. M.D.Fla. Case No. 16-01611) on March
10, 2016. The Hon. Lena M. James presides over the case. Branson
PLLC represents the Debtor as counsel.
In its petition, the Debtor listed $1.93 million in assets and
$99,434 in liabilities. The petition was signed by Kyungho So,
general manager.
VICTOR ROMERO: Unsecureds to Get 11% Recovery Under Plan
--------------------------------------------------------
Victor Romero Corp. filed with the U.S. Bankruptcy Court for the
Eastern District of California an Amended Disclosure Statement
accompanying the Debtor's Chapter 11 Plan, which proposes that
holders of Class 7 General Unsecured Claims may receive 11% of
their allowed claims.
According to the Plan, General Unsecured Claims total $419,238.
General unsecured creditors will get a distribution of $3,000 per
quarter for three years from the effective date of the Plan.
Payment will start on Dec. 31, 2016, and will end on Sept. 30,
2019, with 0% interest rate.
Payments and distributions under the Plan will be funded by
post-petition profits and liquidation of the Marcus Collin's
account's receivable asset and future Capital Contributions by
Victor M. Romero.
The Disclosure Statement is available at:
http://bankrupt.com/misc/caeb16-20652-54.pdf
A hearing on the adequacy of the Disclosure Statement is set for
Aug. 30, 2016, at 2:30 p.m.
The Plan was filed by the Debtor's counsel:
Richard Jare, Esq.
6440 Carolinda Drive
Granite Bay, CA 95746
Fax: (916) 676-0511
Tel: (916) 409-6600
E-mail: chapter13bankruptcy@yahoo.com
About Victor Romero Corporation
Victor Romero Corporation is licensed California General Building
contractor which was incorporated in California on April 28, 2002,
and issued a Corporate Entity Number of C2395860. The Company has
been an active General Building contractor involved mainly with
projects entailing the replacement of buildings in the "fire loss
restoration context".
Victor Romero filed a Chapter 11 petition (Bankr. E.D. Cal. Case
No. 16-20652) on Feb. 5, 2016. The petition was signed by Victor
M. Romero, Chief Executive Officer. The Debtor is represented by
Richard L. Jare, Esq. At the time of the filing, the Debtor
estimated assets and liabilities at $100,001 to $500,000.
W&T OFFSHORE: Commences Exchange Offer, Consent Solicitation
------------------------------------------------------------
W&T Offshore, Inc. (NYSE: WTI) on July 25, 2016, announced the
commencement of an exchange offer and consent solicitation to
eligible holders of its outstanding 8.500% Senior Notes due 2019
for up to (i) 62,100,000 shares of common stock, par value $0.00001
per share, of the Company, (ii) $202.5 million aggregate principal
amount of its new Senior Second Lien PIK Toggle Notes due 2020, and
(iii) $180.0 million aggregate principal amount of its new Senior
PIK Toggle Notes due 2021, pursuant to the terms of the offering
memorandum and consent solicitation statement and the related
letter of transmittal and consent. Concurrently with the exchange
offer, the Company is soliciting consents from holders of the
Existing Notes to a proposed amendment to the indenture governing
the Existing Notes in order to permit the issuance of the New
Second Lien Notes.
The existing notes to be exchanged are the 8.500% Senior Notes due
2019 (92922P AC0 / US92922PAC05), with an aggregate principal
amount outstanding of $900,000,000. Total exchange consideration
for each $1,000 Principal Amount of Existing Notes if Tendered
Prior to or on the Early Participation Date:
(i) 69 Shares;
(ii) $225 principal amount of New Second Lien Notes; and
(iii) $200 principal amount of New Unsecured Notes.
Exchange Consideration for each $1,000 Principal Amount of Existing
Notes if Tendered After the Early Participation Date:
(i) 69 Shares;
(ii) $200 principal amount of New Second Lien Notes; and
(iii) $200 principal amount of New Unsecured Notes.
The total exchange consideration to be received by eligible holders
of Existing Notes who validly tender and do not validly withdraw
their Existing Notes prior to 5:00 p.m., New York City time, on
August 8, 2016, will include an early tender premium equal to $25
principal amount of New Second Lien Notes per $1,000 principal
amount of Existing Notes accepted for exchange.
For Existing Notes validly tendered after the Early Participation
Date and on or before the Expiration Date, the eligible holders of
Existing Notes accepted for exchange will be eligible to receive
the exchange consideration set forth above, which does not include
the early tender premium. Eligible holders of Existing Notes
accepted for exchange will also receive a cash payment equal to the
accrued and unpaid interest in respect of such Existing Notes from
June 15, 2016 (the most recent interest payment date) to, but not
including, the date the exchange offer is settled. Interest on the
New Notes will accrue from the Settlement Date.
The exchange offer and consent solicitation will expire at 5:00
p.m., New York City time, on August 29, 2016, unless extended or
earlier terminated by the Company. Tenders of Existing Notes and
related consents in the exchange offer may be validly withdrawn at
any time on or prior to 5:00 p.m., New York City time, on August 8,
2016, but will thereafter be irrevocable, even if the Company
otherwise extends the Early Participation Date or extends the
exchange offer beyond the Expiration Date, except in certain
limited circumstances where additional withdrawal rights are
required by law. Tenders submitted in the exchange offer after the
Withdrawal Deadline will be irrevocable, except in the limited
circumstances where additional withdrawal rights are required by
law. The act of tendering Existing Notes pursuant to the exchange
offer will constitute a consent to the proposed amendment to the
indenture governing the Existing Notes.
The exchange offer is conditioned on the satisfaction or waiver of
certain additional conditions, as described in the Offering
Documents, including, among other things, (i) the relevant
shareholder approvals described in the Offering Documents related
to the increase in the number of authorized shares of the Company's
common stock and the issuance of the Shares and (ii) a minimum of
95%, or $855.0 million, of Existing Notes being tendered as of the
Expiration Date. To the extent less than 90% in principal amount of
the outstanding Existing Notes are validly tendered and accepted
for exchange, the New Unsecured Notes will be secured by
third-priority liens on substantially all of the Company's and its
subsidiary guarantors' assets that secure the Company's revolving
bank credit facility. The exchange offer and consent solicitation
for the Existing Notes may be amended, extended or terminated.
The exchange offer and consent solicitation is only being made, and
copies of the Offering Documents will only be made available, to
holders of the Existing Notes who complete and submit an
eligibility form confirming that they are (1) "qualified
institutional buyers" within the meaning of Rule 144A under the
Securities Act of 1933, as amended (the "Securities Act") or (2)
not "U.S. persons" and are outside of the United States within the
meaning of Regulation S under the Securities Act (such persons,
"eligible holders"). Holders who desire to obtain and complete an
eligibility form should contact the information agent, D.F. King &
Co., Inc., at (877) 536-1561 (toll-free) or (212) 269-5550 (for
banks and brokers), or via the following website:
www.dfking.com/wti.
Eligible holders are urged to carefully read the Offering Documents
before making any decision with respect to the exchange offer and
consent solicitation. None of the Company, the sole dealer
manager, the information agent or the exchange agent makes any
recommendation as to whether eligible holders should tender or
refrain from tendering their Existing Notes. Eligible holders must
make their own decision as to whether to tender Existing Notes and,
if so, the principal amount of Existing Notes to tender.
The New Securities offered by the Company have not been registered
under the Securities Act, or any state securities laws and, unless
so registered, may not be offered or sold in the United States
except pursuant to an applicable exemption from the registration
requirements of the Securities Act and applicable state securities
laws. The exchange offer and consent solicitation is not being
made to holders of Existing Notes in any jurisdiction in which the
making or acceptance thereof would not be in compliance with the
securities, blue sky or other laws of such jurisdiction. This
press release is for informational purposes only and is not an
offer to purchase, a solicitation of an offer to purchase or a
solicitation of consents with respect to, any securities.
Evercore Group L.L.C. is acting as the sole dealer manager in the
Exchange Offer.
About W&T Offshore
W&T Offshore, Inc. is an independent oil and natural gas producer
with operations offshore in the Gulf of Mexico and has grown
through acquisitions, exploration and development. As of March 31,
2016, the Company has working interests in approximately 54 fields
in federal and state waters (50 producing and four fields capable
of producing) and has under lease approximately 850,000 gross
acres, including approximately 500,000 gross acres on the Gulf of
Mexico Shelf and approximately 350,000 gross acres in the
deepwater. A majority of the Company's daily production is derived
from wells it operates. For more information on W&T Offshore,
please visit the Company's website at www.wtoffshore.com.
* * *
The Troubled Company Reporter, on June 15, 2016, reported that S&P
Global Ratings lowered its corporate credit rating on U.S.-based
oil and gas exploration and production (E&P) company W&T Offshore
Inc. to 'CC' from 'CCC-'. The outlook is negative.
At the same time, S&P lowered its issue-level rating on the
company's secured debt to 'CC' from 'CCC+'. The recovery rating
on
this debt is '1', indicating S&P's expectation of very high (90%
to
100%) recovery in the event of a payment default. S&P also
affirmed its 'CC' issue-level rating on the company's unsecured
debt. The recovery rating is '5', indicating S&P's expectation of
modest (10% to 30%, higher half of the range) recovery in the
event
of a payment default.
W/S PACKAGING: S&P Affirms 'CCC' CCR, Outlook Remains Negative
--------------------------------------------------------------
S&P Global Ratings said that it has affirmed its 'CCC' corporate
credit rating on Wisconsin-based W/S Packaging Holdings Inc. The
outlook remains negative.
"We revised our assessment of W/S Packaging Holdings Inc.'s
business risk profile to weak from fair to reflect the company's
recent weak operating performance and the higher-than-expected
level of volatility in its profitability," said S&P Global credit
analyst Christopher Corey. "This revision had no effect on our
corporate credit or issue-level ratings on the company."
The negative outlook on W/S Packaging reflects S&P's belief that
the company remains at risk of violating its financial covenants
and may be unable to meet its scheduled principal and interest
payments if its operating performance does not improve
significantly and management does not obtain a timely amendment to
its credit agreement.
S&P could lower its ratings on W/S Packaging if the company is
unable to improve its liquidity and/or it becomes apparent that the
company will breach its covenants and S&P do not expect it to be
able to secure a waiver or amendment to prevent or cure the breach.
One or both of these events could lead S&P to conclude that a
default is inevitable.
S&P could revise its outlook on W/S Packaging to stable or raise
its ratings on the company if it is able to either improve its
covenant headroom such that it is no longer at risk of violating
its financial covenants or successfully amend its credit agreement.
These actions would need to be supported by improving trends in
the company's sales and EBITDA that bolster its free cash flow from
operations and liquidity position.
WESTECH CAPITAL: Equity Holders Win in Bid for Ch. 11 Trustee
-------------------------------------------------------------
Judge Tony M. Davis on July 29, 2016, entered an order granting the
motion of Eric Steinhofel, Robert Clement, Rick Shottenfeld, and
Arch Aplin for the appointment of a chapter 11 trustee in the
Chapter 11 case of Westech Capital Corp.
Hearings on the Motion were held on July 25, 2016 and July 29.
For the reasons stated in the Court's July 29, 2016 oral ruling,
and after consideration of the Motion, the evidence, the exhibits,
and the arguments of counsel, the Court said a chapter 11 trustee
is in the interest of creditors, equity holders and other interests
of the estate. The Court held that appointment of a chapter 11
trustee is warranted under 11 U.S.C. Sec. 1104(a)(2).
"The United States Trustee shall appoint a chapter 11 trustee for
the Debtor's estate pursuant to 11 U.S.C. Sec. 1104(d)," Judge
Davis ruled.
"The Debtor will not make any payments or other transfers to Gary
Salamone except at the direction of the chapter 11 trustee or
pursuant to an order from this Court."
Eric Steinhafel, and three other equity security holders of Westech
Capital Corp., on April 21, 2016, filed a motion for the
appointment of a Chapter 11 trustee for debtor Westech Capital.
Among other things, the Movants claimed that there is cause,
including fraud, dishonesty, incompetence, and gross mismanagement
of the affairs of Debtor before and after the commencement of the
case, or similar cause.
Eric Steinhafel, et al., tapped George Brothers Kincaid & Horton,
LLP, as attorneys.
About Westech Capital
Westech Capital Corp (WTEC:OTC US) is a financial services holding
company. Its primary business operating subsidiary is Tejas
Securities Group, Inc.
Westech Capital Corp., fka Tejas, Inc., filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 16-10300) on March 14, 2016.
The petition was signed by Gary Salamone, CEO.
Westech estimated $1 million to $10 million in both assets and
liabilities.
Stephen A. Roberts, Esq., at Strasburger & Price, serves as
counsel.
WESTECH CAPITAL: Plan Caps Unsecureds' Recovery at $1.2 Million
---------------------------------------------------------------
Westech Capital Corp. filed with the U.S. Bankruptcy Court for the
Western District of Texas its Disclosure Statement accompanying the
Chapter 11 plan, which proposes that the Debtor will make a minimum
payment to the holders of allowed claims of Class 1 - General
Unsecured Claims in the aggregate amount of at least $200,000 six
months after the Effective Date of the Plan, and an additional
payment of at least $200,000 within 12 months of the Effective Date
of the Plan.
The balance of Allowed Claims will be paid in full within 24 months
of the Effective Date of the Plan or upon such date as a claim
becomes an Allowed Claim, whichever is later.
If necessary to pay the Allowed Claims as provided under the Plan,
the Debtor will issue additional shares of common stock to the
current holders of Series A Preferred Shares who subscribe to the
new issuance of said shares at a price to be determined prior to
the approval of the Debtor's Disclosure Statement.
The unsecured creditors will be paid the lesser of payment in full
or $1.2 million. The Debtor scheduled general unsecured debt in
the amount of $972,477.61.
Payments will be made over time from cash of the Debtor remaining
after the payment of Administrative Clams, income from the lease or
sale of real property, distributions from Spencer Winston, or
additional capital contributed by shareholders in a new offering.
The Series A Preferred Shares will be converted to common shares at
25,000 common shares per preferred share. The restrictions on
transfers currently in effect will continue in order to preserve
the net operating losses to increase distribution to shareholders
from future income until the time as the board of directors votes
to end the limitation. Shares of common stock of the Debtor are
worthless and will be cancelled.
The Debtor will evaluate merger opportunities and new business
consolidations in the brokerage industry to take advantage of net
operating losses preserved under a plan of reorganization. The
Debtor will seek opportunities to develop advisory services through
existing board relationships and will evaluate managed fund
opportunities in the distressed marketplace.
The Debtor will be recapitalized by James B. Fellus through the
contribution of real property valued at over $1.1 million and 10%
equity in Spencer Winston Securities Corp. valued at $100,000, and
an option to acquire an additional 50% of Spencer Winston at a
price equal to the net capital of the firm on the date the option
is exercised, in satisfaction of the arbitration award the Debtor
obtained against Mr. Fellus.
The Debtors believe that the Plan is feasible and that there is
sufficient cash to satisfy their distribution obligations on the
Effective Date of the Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txwb16-10300-73.pdf
The Plan was filed by the Debtor's counsel:
Stephen A. Roberts, Esq.
STRASBURGER & PRICE, LLP
720 Brazos Street, Suite 700
Austin, TX 78701
Tel: (512) 499-3600
Fax: (512) 499-3660
E-mail: stephen.roberts@strasburger.com
About Westech Capital
Westech Capital Corp (WTEC:OTC US) is a financial services holding
company. Its primary business operating subsidiary is Tejas
Securities Group, Inc.
Westech Capital Corp., fka Tejas, Inc., filed for Chapter 11
bankruptcy (Bankr. W.D. Tex. Case No. 16-10300) on March 14, 2016.
The petition was signed by Gary Salamone, CEO.
At the time the case was filed, the Debtor scheduled assets in the
amount of $2,636,999.73 and liabilities in the amount of
$972,477.61. The Debtor does not own any real property, and has no
secured or priority debt.
Stephen A. Roberts, Esq., at Strasburger & Price, serves as
Counsel.
WHITING PETROLEUM: Incurs $301 Million Net Loss in 2nd Quarter
--------------------------------------------------------------
Whiting Petroleum Corporation filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $301 million on $340 million of total revenues and
other income for the three months ended June 30, 2016, compared to
a net loss of $149 million on $590 million of total revenues and
other income for the same period in 2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $473 million on $632 million of total revenues and other
income compared to a net loss of $255 million on $1.11 billion of
total revenues and other income for the six months ended June 30,
2015.
As of June 30, 2016, the Company had $10.8 billion in total assets,
$6.04 billion in total liabilities, and $4.76 billion in total
equity.
At June 30, 2016, the Company had $15 million of cash on hand and
$4.8 billion of equity, while at Dec. 31, 2015, the Company had $16
million of cash on hand and $4.8 billion of equity.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/rUVWpM
About Whiting Petroleum
Whiting Petroleum Corporation is an independent oil and gas company
engaged in development, production, acquisition and exploration
activities primarily in the Rocky Mountains and Permian Basin
regions of the United States.
Whiting Petroleum reported a net loss available to common
shareholders of $2.21 billion on $2.05 billion of total revenues
and other income for the year ended Dec. 31, 2015, compared to net
income available to common shareholders of $64.80 million on $3.08
billion of total revenues and other income for the year ended
Dec. 31, 2014.
WHITING PETROLEUM: May Issue 5.5 Million Shares Under Plan
----------------------------------------------------------
Whiting Petroleum Corporation filed with the Securities and
Exchange Commission a Form S-8 registration statement to register
5,500,000 shares of common stock issuable under the Company's
2013 Equity Incentive Plan, as Amended and Restated. The proposed
maximum aggregate offering price is $42.84 million. A full-text
copy of the regulatory filing is available at https://is.gd/tb24tO
About Whiting Petroleum
Whiting Petroleum Corporation is an independent oil and gas company
engaged in development, production, acquisition and exploration
activities primarily in the Rocky Mountains and Permian Basin
regions of the United States.
Whiting Petroleum reported a net loss available to common
shareholders of $2.21 billion on $2.05 billion of total revenues
and other income for the year ended Dec. 31, 2015, compared to net
income available to common shareholders of $64.80 million on $3.08
billion of total revenues and other income for the year ended
Dec. 31, 2014.
As of June 30, 2016, the Company had $10.80 billion in total
assets, $6.04 billion in total liabilities and $4.76 billion in
total equity.
WHITING PETROLEUM: Reports Q2 2016 Financial & Operating Results
----------------------------------------------------------------
Whiting Petroleum reported a net loss of $301 million on $340
million of total revenues and other income for the three months
ended June 30, 2016, compared to a net loss of $149 million on $590
million of total revenues and other income for the same period in
2015.
For the six months ended June 30, 2016, the Company reported a net
loss of $473 million on $632 million of total revenues and other
income compared to a net loss of $255 million on $1.11 billion of
total revenues and other income for the six months ended June 30,
2015.
As of June 30, 2016, Whiting had $10.80 billion in total assets,
$6.04 billion in total liabilities and $4.76 billion in total
equity.
Whiting's 2016 second quarter capex of $79.4 million was on budget
and a 70% improvement from the first quarter. Production in the
second quarter 2016 totaled 12.2 million barrels of oil equivalent
(MMBOE), an average of 134,245 barrels of oil equivalent per day
(BOE/d), which was comprised of 85% crude oil/natural gas liquids
(NGLs). In late June, the company recommenced operations in the
Williston Basin in connection with the 44-well participation
agreement announced in its first quarter results press release.
Whiting has entered into a new 30-well participation agreement in
its Pronghorn area of the Williston Basin on terms similar to its
other participation agreement. The company plans to add a rig in
October to begin drilling this program. In addition to the new
30-well program, with stronger commodity prices and higher cash
flow, the company plans to increase activity in the second half of
the year and complete 16 gross (12.5 net) drilled uncompleted (DUC)
wells in the Williston Basin. The new participation agreement and
addition of these DUC wells increase 2016 capex by $50 million and
should lead to a highly capital efficient production profile in
2017. All of the new combined operational activity should help
stabilize production in the last quarter of the year and give
positive momentum entering 2017.
James J. Volker, Whiting's chairman, president and CEO, commented,
"During the second quarter, we continued to strengthen our balance
sheet. We exchanged an additional $1.1 billion of debt into
mandatory convertible debt, bringing our total to $1.6 billion
year-to-date. These debt exchanges have effectively reduced
Whiting's debt by $810 million as of July 27, 2016 by conversion
into stock. In addition, as detailed below we sold the North Ward
Estes property for $300 million and a potential contingency payment
of $100 million. This transaction allows us to reduce our leverage
and thereby strengthen our balance sheet while maintaining our
strategic focus on our core properties located in the Williston
Basin in North Dakota and Denver Julesburg Basin in Colorado."
A full-text copy of the press release is available for free at:
https://is.gd/Vi5ug0
About Whiting Petroleum
Whiting Petroleum Corporation is an independent oil and gas company
engaged in development, production, acquisition and exploration
activities primarily in the Rocky Mountains and Permian Basin
regions of the United States.
Whiting Petroleum reported a net loss available to common
shareholders of $2.21 billion on $2.05 billion of total revenues
and other income for the year ended Dec. 31, 2015, compared to net
income available to common shareholders of $64.80 million on $3.08
billion of total revenues and other income for the year ended
Dec. 31, 2014.
WILLIAM KEITH: Has Until Oct. 3 to File Plan & Outline
------------------------------------------------------
William Keith Goolsby and Peggy J. Goolsby must file their Chapter
11 Plan and Disclosure Statement by Oct. 3, 2016.
William Keith Goolsby and Peggy J. Goolsby filed for Chapter 11
bankruptcy protection (Bankr. S.D. Tex. Case No. 16-32828) on June
5, 2016. Margaret Maxwell McClure, Esq., represents the Debtors as
counsel.
WILLIAM LINDSEY: Trustee Okayed to Auction Roane County Property
----------------------------------------------------------------
Judge Suzanne H. Bauknight of the U.S. Bankruptcy Court for the
Eastern District of Tennessee at Knoxville granted the motion of C.
McRae Sharpe, Chapter 11 Trustee for William Edwin Lindsey, for
approval of proposed bidding procedures in connection with the sale
of the Debtor's assets and proposed bid protections for stalking
horse bidder Matt C. Caldwell
Included in the assets of the Debtor's estate are the following
interests ("Property"):
a. Tenant in common interest in the following real property
located in Roane County, Tennessee ("LEC Properties"):
i. Unit B Bradford Way (Tax ID 058GC009.11002)
ii. 218 N 3rd Street (Tax ID 058BE012.00)
b. Tenant in common interest in the following real property
located in Roane County, Tennessee ("LECH Properties"):
i. Race Street East Parcel (Tax ID 058FC005.03)
ii. Papa John's Building (Tax ID 058FC005.02)
c. Tenant in common interest in the following real property
located in Roane County, Tennessee ("LHC Properties"):
i. 100 Village Way:
1. Unit C (Tax ID 068GF003.01003)
2. Unit D (Tax ID 068GF003.01004)
3. Unit E (Tax ID 068GF003.01005)
ii. Parker Building Condos on Race Street:
1. Condo A (Tax ID 058GE007.00001)
2. Condo CL (Tax ID 058GE007.00003)
3. Condo E (Tax ID 058GE007.00005)
4. Condo G (Tax ID 058GE007.00007)
iii. Court Street 145 (Tax ID 058GE009.00)
d. 100,000 shares of common stock in Worldwide Interactive
Networks, Inc.
e. Possible general partnership interests:
i. LEC Properties – 33.3%
ii. LECH Properties – 30%
iii. LHC Properties – 33.3%
The Court finds the bidding procedures to be fair and reasonable in
order to maximize the value to the estate, and approves same.
The Trustee entered into an Agreement for Purchase and Sale of
Property, for the sale, transfer and assignment of the Property to
Matt C. Caldwell. The Agreement provides for payment by Caldwell
of $165,000 in consideration for Trustee's sale, transfer and
assignment of the Property without warranty and subject to all
claims, restrictions, liens and encumbrances. The Trustee is not
aware of any interest in the Property of an entity other than of
tenants in common and claims of city and county taxing authorities.
However, in the interest of full disclosure, Caldwell has informed
Trustee of indebtedness of LHC Properties, if it is actually a
legal partnership, as set forth in the Agreement. Except for Court
approval, there are no contingencies to Caldwell's obligation under
the Agreement.
In recognition of the fees and expenses incurred by Caldwell in his
due diligence efforts in conjunction with the Agreement, and in
further recognition of the value of Caldwell's setting the floor
for the terms of the transfer of the Property and laying the ground
work for other potential bids, Caldwell will receive a payment
$6,000 if a higher bid for the Property were received and
ultimately accepted and approved by the Court.
In the event such payment will come due as provided, it will be
treated as an administrative expense of the estate and paid from
the first proceeds of the closing of the transfer of the property
without further order of the Court.
Following completion of the bid process, Trustee will submit to the
Court an order for approval of the sale, transfer and assignment of
the property to the successful bidder, without warranty and subject
to all claims, restrictions, liens and encumbrances.
In the event no competing bid is received complying with the
procedures, the Agreement with Caldwell for the sale, transfer and
assignment of the Property without warranty and subject to all
claims, restrictions, liens and encumbrances, shall be approved by
order submitted by Trustee to the Court.
About William Edwin Lindsey
Knoxville, Tennessee-based William Edwin Lindsey, dba Lindsey &
Associates aka Bill Lindsey aka William E. Lindsey, filed for
Chapter 11 bankruptcy (Bankr. E.D. Tenn. Case No. 10-31694) on
April 5, 2010. Judge Richard Stair, Jr., presides over the case.
Michael H. Fitzpatrick, Esq. -- mhf@jlaw.com -- at Jenkins &
Jenkins Attorneys, PLLC, serves as the Debtor's counsel. In his
petition, the Debtor estimated $1 million to $10 million in assets
and $10 million to $50 million in debt.
WORDS OF RESTORATION: Taps Zalkin Revell as Attorney
----------------------------------------------------
Words of Restoration International Church of God in Christ, Inc.
seeks authorization from the U.S. Bankruptcy Court for the Middle
District of Georgia to employ Zalkin Revell, PLLC as attorney.
The Debtor requires Zalkin Revell to:
(a) give Debtor legal advice with respect to its powers and
duties as Debtor-in-Possession in the continued operation
of its business and management of its property;
(b) prepare on behalf of Applicant, as Debtor-in-Possession,
necessary applications, answers, reports, and other legal
papers;
(c) prepare motions, pleadings, and applications, and to
conduct examinations incidental to the administration of
Applicant's estate;
(d) take any and all necessary action instant to the proper
preservation and administration of the estate;
(e) assist the Debtor-in-Possession with the preparation and
filing of a Statement of Financial Affairs and Schedules
and Lists as are appropriate;
(f) take whatever action is necessary with reference to the use
by the Debtor of its property pledged as collateral,
including cash collateral, to preserve the same for the
benefit of Debtor;
(g) assert, as directed by Debtor, all claims Debtor has
against others; and
(h) perform all other legal services for Applicant as Debtor-
in-Possession which may be necessary; and it is necessary
for Debtor-in-Possession to employ attorneys for
such professional services.
Kenneth W. Revell is designated to represent the Debtor. Mr.
Revell's hourly rate is $300.
The standard hourly rates will also apply to travel time. The
Debtor paid the pre-petition sum of $1,717 which was used to pay
the filing fee. The Firm was paid $3,000 for pre-petition services
necessary to file the Debtor's Petition.
Zalkin Revell will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Kenneth W. Revell, member of Zalkin Revell, 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.
Zalkin Revell can be reached at:
Kenneth W. Revell, Esq.
ZALKIN REVELL, PLLC
2410 Westgate Blvd., Suite 100
Albany, GA 31707
Tel: (229) 435-1611
Fax: (866) 560-7111
E-mail: krevell@zalkinrevell.com
Words of Restoration International Ministries Church of God in
Christ, Inc., filed a Chapter 11 bankruptcy petition (Bankr. M.D.
Ga. Case No. 16-10790) on July 1, 2016. The Debtor is represented
by Kenneth W. Revell, Esq.
YRC WORLDWIDE: Posts $27.1 Million Net Income for Second Quarter
----------------------------------------------------------------
YRC Worldwide Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $27.1 million on $1.20 billion of operating revenue for the
three months ended June 30, 2016, compared to net income of $26
million on $1.25 billion of operating revenue for the three months
ended June 30, 2015.
For the six months ended June 30, 2016, the Company reported net
income of $15.1 million on $2.32 billion of operating revenue
compared to net income of $4.4 million on $2.44 billion of
operating revenue for the same period a year ago.
As of June 30, 2016, YRC had $1.88 billion in total assets, $2.24
billion in total liabilities and $359.8 million total stockholders'
deficit.
"While the uncertain industrial economy continues to impact the
trucking industry, we remain focused on actions within our
control," said James Welch, chief executive officer at YRC
Worldwide. "The second quarter 2016 financial results did not meet
our expectation but operationally we continue to strengthen the
Company for the long-term. Year-over-year revenue per
hundredweight, excluding fuel surcharge, has increased for 9
consecutive quarters at YRC Freight and 21 consecutive quarters at
the Regional segment. Year-over-year tonnage per day was down
during the quarter, but in June the decline was much smaller than
April and May. Pricing discipline in the LTL sector remains steady
despite the ongoing challenges from the industrial economy and
lower fuel surcharge revenue. We do not intend to change our
long-term strategy in reaction to near-term headwinds. We will
continue managing our business by focusing on delivering
award-winning customer service, enhancing the safety of our
employees and improving productivity by reinvesting in the
Company," stated Welch.
"During the second quarter, YRC Freight successfully launched its
new Accelerated service," Welch continued. "This service leverages
YRC Freight's existing dual speed network and has been well
received by customers. There was demand for a faster,
cost-competitive and reliable service and our employees responded
to the market.
"We also took action to improve liquidity and strengthen the
financial position of the Company by amending and improving the
terms of the ABL facility. The amendment provides interest savings
and an opportunity to better utilize our cash that would have
otherwise been restricted from use," concluded Welch.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/7BQnTH
About YRC Worldwide
Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ:
YRCW) -- http://www.yrcw.com/-- is a holding company that offers
its customers a wide range of transportation services. These
services include global, national and regional transportation as
well as logistics.
YRC Worldwide reported net income attributable to common
shareholders of $700,000 on $4.83 billion of operating revenue for
the year ended Dec. 31, 2015, compared to a net loss attributable
to common shareholders of $85.8 million on $5.06 billion of
operating revenue for the year ended Dec. 31, 2014.
* * *
As reported by the TCR on Feb. 18, 2014, Moody's Investors Service
had upgraded the Corporate Family Rating for YRC Worldwide from
'Caa3' to 'B3', following the successful closing of its
refinancing transactions.
In the Aug. 11, 2015, TCR report, Standard & Poor's Ratings
Services said that it has raised its corporate credit rating on
Overland, Kan.-based less-than-truckload (LTL) trucking company
YRC Worldwide to 'B-' from 'CCC+'.
"The upgrade reflects YRC's earnings growth and improved liquidity
position, along with our belief that gradual improvement in the
company's operating performance will result in credit measures
that are commensurate with the rating," said Standard & Poor's
credit analyst Michael Durand.
[*] Fitch: Halcon Filing Drives US HY E&P TTM Default Rate to 30.7%
-------------------------------------------------------------------
The Chapter 11 filings by Halcon Resources Corporation and Atlas
Resource Partners LP propelled Fitch's exploration and production
(E&P) subsector US high-yield (HY) bond trailing 12-month (TTM)
default rate to 30.7% and the energy sector TTM rate to 16%, says
Fitch Ratings. Energy is the largest industry in the Fitch default
index and accounts for approximately 17% of the $1.5 trillion total
HY bonds outstanding. Fitch has a 30%-35% full year 2016 E&P HY
default forecast, which included both the Halcon and Atlas
filings.
Halcon's prepackaged bankruptcy filing was done to facilitate a
debt to equity swap. The plan, already approved by requisite
creditors, was negotiated in a restructuring support agreement and
signed by certain debt holders on May 18. If approved by the
bankruptcy court, it will eliminate $1.8 billion of debt and $222
million of preferred stock and result in a more sustainable capital
structure in a low oil price environment.
Halcon had approximately $2.9 billion of total debt at the end of
first-quarter 2016 consisting of $157 million of reserve-based
revolver borrowings, $1.8 billion of secured second and third lien
notes and $913 million unsecured notes. Halcon drew down its
reserve-based revolving credit facility on July 25, and, as a
result, currently has $359 million of cash on hand. The company
plans to repay the prepetition revolver borrowings with proceeds
from a $600 million DIP facility ($500 million initial
availability). At the conclusion of the bankruptcy process, the
DIP, in turn, would be converted to an exit facility.
The plan provides full recovery for holders of secured revolver
debt via the DIP rollup and also for holders of second lien notes
with their plan distributions made in the form of reinstatement of
the prepetition second lien issue.
The 13% third lien noteholders are the fulcrum security. Holders
are to receive $50 million of cash and 76.5% of the new common
equity, which would provide approximately 50% recovery on their
claims.
The unsecured notes would convert into 15.5% of the new equity and
holders also get $37.6 million of cash and warrants providing a 21%
recovery rate per the disclosure statement dated June 20.
As of the filing date, Halcon's 13% of the $1.02 billion of third
lien notes were bid at $0.545 and the senior unsecured (three
series) were bid at an average of $0.20625.
Halcon had significant above-market hedges set to roll off in 2017
that locked in prices of more than $80 per barrel, declines in
production revenues and cash flows loom when these volumes are sold
at market. Despite efforts ranging from per-barrel cost
improvements, capex cuts to preserve liquidity, below par debt
exchanges and a bond issue maturity extension to 2020 from 2017, a
balance sheet restructuring was necessary to compete more
effectively in a lower oil price environment.
Atlas Resources, a much smaller company than Halcon, also filed
bankruptcy on Wednesday. Under a restructuring plan announced July
25, the company would reduce debt by $900 million in bankruptcy.
The proposed plan would convert $668 million of senior notes into
90% of the new common equity. The revolver debt would be paid
using proceeds of hedge position liquidations and a new $440
million reserve-based revolving facility would be put in place at
exit. Second lien debtholders would reduce the cash coupon on the
debt in exchange for a 10% equity stake. Existing common and
preferred unit holders would get $0 distributions under the plan.
[*] Fox Rotschild Partners to Join Energy Sector Bankruptcy Talk
----------------------------------------------------------------
With the energy sector facing an unparalleled financial crisis due
to declines in crude prices, forcing some to seek creditor
protections and even bankruptcy, Fox Rothschild LLP Partners
Michael Viscount, Brent D. Chicken and Raymond M. Patella will
present "Coping With Customers and Competitors in Bankruptcy."
This discussion of today's volatile energy market and strategies
for minimizing the inherent risks and maximizing the opportunities
arising from the current business climate will be held from noon to
2:00 p.m. on August 3 at Crescent Point Energy.
Topics to be covered include:
-- Rights of suppliers and contract counterparties
-- Enhancing your prospects of getting paid
-- Opportunities to be found by forward-thinking companies
Mr. Viscount is a commercial lawyer whose practice focuses
primarily on the representation of business owners and operators,
investors and creditor groups in matters involving debt
restructuring, workouts, bankruptcies, banking and finance, real
estate, dispute resolution and other complex commercial matters.
He writes and comments regularly on topics in the areas of
bankruptcy and commercial finance in many business sectors.
Mr. Chicken is an experienced natural resources attorney with
extensive knowledge of the challenges faced by companies operating
in the industry as well as of exploration and production, midstream
and downstream oil and gas law. He is also a regular contributor
to the firm's Energy Law Today Blog.
Mr. Patella has a national practice in bankruptcy and related
litigation matters as well as in other corporate restructurings and
business finance matters. He primarily represents asset
purchasers, creditors' committees, individual creditors, debtors,
banks, funds, utilities, trustees and other parties.
About Fox Rothschild LLP
Fox Rothschild LLP -- http://www.foxrothschild.com-- is a
full-service law firm with nearly 750 lawyers in 22 offices coast
to coast. Founded more than 100 years ago, the firm serves
businesses of all sizes and individuals in more than 50 practice
areas.
[*] Ira Herman Joins Blank Rome's Bankruptcy Group as Partner
-------------------------------------------------------------
Blank Rome LLP on Aug. 1, 2016, disclosed that Ira L. Herman has
joined the Firm as a Partner in the Finance, Restructuring, and
Bankruptcy group. Mr. Herman joins Blank Rome from Thompson &
Knight LLP, where his practice focused on distressed public debt
issues, insolvency matters involving upstream and midstream oil and
gas companies, and distressed M&A, in addition to traditional
bankruptcy and insolvency matters. Admitted to practice in New
York and Texas, Mr. Herman is based in the Firm's New York office,
which recently added more than 10 attorneys from Dickstein Shapiro,
as well as insurance coverage partner Lisa M. Campisi, and
commercial litigator Samuel D. Levy.
"The recent additions of a number of attorneys in our New York
office have expanded our capabilities in a variety of areas that
are of great importance to our clients, and we are thrilled to
welcome Ira as we continue to grow," said Alan J. Hoffman, Chairman
and Managing Partner. "Ira is an accomplished and well-respected
attorney with significant experience representing constituencies in
all types of domestic and cross-border bankruptcy and insolvency
matters, making him an excellent addition to our well-established
Finance, Restructuring, and Bankruptcy team."
Mr. Herman regularly advises lenders and other clients on the
management of bankruptcy risk in their transactions; indenture
trustees regarding defaulted public debt issues; and lenders
regarding restructuring and bankruptcy, including distressed M&A
transactions and inter-creditor issues. Additionally, he provides
services on the debtors' side, counseling financially distressed
entities and their management on restructuring challenges
pertaining to corporate governance issues, and litigating corporate
governance matters, such as breach of duty in good faith and
dealing. As a court appointed mediator, Mr. Herman has been able
to facilitate the resolution of controversies involving U.S. and
non-U.S. parties concerning bankruptcy and commercial law issues.
"Over the past decade, Ira has developed significant experience
representing creditors, debtors, mineral rights owners, upstream
and midstream companies, and other industry participants in oil and
gas bankruptcies and out-of-court restructurings in New York,
Texas, and Delaware," said Regina Stango Kelbon, Finance,
Restructuring, and Bankruptcy Practice Group Co-Chair. "Having an
attorney based on the East Coast with this type of experience
supplements our practice in a unique way and will be of great
benefit to our clients."
In addition to his work counseling lenders and debtors in his
restructuring and bankruptcy practice, Mr. Herman provides counsel
to for-profit and not-for-profit entities concerning data privacy
and cybersecurity issues.
Furthermore, Mr. Herman is deeply committed to pro bono and
community service, participating in many organizations that provide
aid to New York residents. For example, Mr. Herman serves as Chair
of the New York City Bankruptcy Assistance Project Steering
Committee, an initiative launched by Legal Services for the City of
New York. He also serves as the Co-Chair of the Subcommittee on
Courts and Legislation within the Bankruptcy & Corporate
Reorganization Committee of the New York City Bar.
Mr. Herman has also served as a judge for the American Bankruptcy
Institute Bankruptcy Law Student Writing Competition.
"I am excited to join Blank Rome at a time when the Firm is
experiencing such impressive strategic growth," Mr. Herman said.
"The Firm's geographic reach, robust practices, and solid
relationships provide me with an excellent opportunity to continue
to grow my practice. I'm particularly looking forward to building
on my work in the oil and gas space, and collaborating with my
colleagues across the Firm in a variety of areas, including
financial services, real estate, and energy regulatory, to better
serve our clients."
Mr. Herman received his J.D. cum laude with distinction from Boston
University School of Law, and his B.A. in Political Science cum
laude from Yeshiva University.
About Blank Rome LLP
Founded in 1946, Blank Rome -- http://www.blankrome.com-- is an Am
Law 100 firm with 14 offices and over 600 attorneys throughout the
United States and in Shanghai who represent businesses and
organizations ranging from Fortune 500 companies to start-up
entities around the globe. With a strong focus on the key industry
sectors of energy, maritime and transportation, real estate,
financial services, healthcare and life sciences, chemical, gaming,
technology, and manufacturing, Blank Rome advises its clients on a
full spectrum of legal matters involving litigation; M&A and
securities; finance, business restructuring, and bankruptcy;
cybersecurity and data privacy; environment and mass torts;
government contracts; insurance coverage; intellectual property;
labor and employment; international trade; matrimonial and family
law; political law; tax and benefits; and white collar defense and
investigations. The Firm also represents pro bono clients in a
wide variety of cases and matters. Blank Rome is annually ranked
and recognized for its leading middle-market corporate, M&A, real
estate, and finance practices, to name a few, and is
internationally acclaimed for its global maritime practice and
capabilities.
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ALSWF US 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE ABT2EUR EU 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE OU1 GR 105.0 (41.3) (39.7)
ABSOLUTE SOFTWRE ABT CN 105.0 (41.3) (39.7)
ADV MICRO DEVICE AMD TE 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD GR 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD* MM 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD QT 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD SW 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMDCHF EU 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD US 3,316.0 (413.0) 925.0
ADV MICRO DEVICE AMD TH 3,316.0 (413.0) 925.0
ADVANCED EMISSIO ADES US 41.6 (20.1) (22.3)
ADVENT SOFTWARE ADVS US 424.8 (50.1) (110.8)
AERIE PHARMACEUT AERI US 139.2 (0.2) 104.6
AERIE PHARMACEUT 0P0 GR 139.2 (0.2) 104.6
AERIE PHARMACEUT AERIEUR EU 139.2 (0.2) 104.6
AEROJET ROCKETDY GCY GR 1,988.0 (124.0) 132.7
AEROJET ROCKETDY AJRDEUR EU 1,988.0 (124.0) 132.7
AEROJET ROCKETDY AJRD US 1,988.0 (124.0) 132.7
AIR CANADA ADH2 TH 14,539.0 (673.0) (496.0)
AIR CANADA ACDVF US 14,539.0 (673.0) (496.0)
AIR CANADA ADH2 GR 14,539.0 (673.0) (496.0)
AIR CANADA AC CN 14,539.0 (673.0) (496.0)
AIR CANADA ACEUR EU 14,539.0 (673.0) (496.0)
AK STEEL HLDG AK2 GR 3,918.3 (300.6) 665.0
AK STEEL HLDG AK2 TH 3,918.3 (300.6) 665.0
AK STEEL HLDG AKS US 3,918.3 (300.6) 665.0
AK STEEL HLDG AKS* MM 3,918.3 (300.6) 665.0
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ARCH COAL INC ACIIQ* MM 4,855.4 (1,449.1) 913.7
ARGOS THERAPEUTI 77A GR 42.8 (20.2) 0.9
ARGOS THERAPEUTI ARGS US 42.8 (20.2) 0.9
ARIAD PHARM APS TH 624.4 (37.9) 84.2
ARIAD PHARM ARIA US 624.4 (37.9) 84.2
ARIAD PHARM ARIAEUR EU 624.4 (37.9) 84.2
ARIAD PHARM ARIA SW 624.4 (37.9) 84.2
ARIAD PHARM APS GR 624.4 (37.9) 84.2
ARIAD PHARM APS QT 624.4 (37.9) 84.2
ARIAD PHARM ARIACHF EU 624.4 (37.9) 84.2
ARRAY BIOPHARMA ARRY US 196.2 (14.8) 128.0
ARRAY BIOPHARMA AR2 TH 196.2 (14.8) 128.0
ARRAY BIOPHARMA ARRYEUR EU 196.2 (14.8) 128.0
ARRAY BIOPHARMA AR2 GR 196.2 (14.8) 128.0
ASPEN TECHNOLOGY AZPNEUR EU 439.4 (35.5) (21.3)
ASPEN TECHNOLOGY AST GR 439.4 (35.5) (21.3)
ASPEN TECHNOLOGY AZPN US 439.4 (35.5) (21.3)
AUTOZONE INC AZ5 QT 8,464.1 (1,863.3) (422.1)
AUTOZONE INC AZOEUR EU 8,464.1 (1,863.3) (422.1)
AUTOZONE INC AZ5 GR 8,464.1 (1,863.3) (422.1)
AUTOZONE INC AZ5 TH 8,464.1 (1,863.3) (422.1)
AUTOZONE INC AZO US 8,464.1 (1,863.3) (422.1)
AVID TECHNOLOGY AVID US 311.8 (303.6) (75.2)
AVID TECHNOLOGY AVD GR 311.8 (303.6) (75.2)
AVINTIV SPECIALT POLGA US 1,991.4 (3.9) 322.1
AVON - BDR AVON34 BZ 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP* MM 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP US 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP CI 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP GR 3,629.1 (435.7) 604.6
AVON PRODUCTS AVP TH 3,629.1 (435.7) 604.6
BARRACUDA NETWOR 7BM GR 430.7 (19.3) (28.8)
BARRACUDA NETWOR CUDAEUR EU 430.7 (19.3) (28.8)
BARRACUDA NETWOR 7BM QT 430.7 (19.3) (28.8)
BARRACUDA NETWOR CUDA US 430.7 (19.3) (28.8)
BENEFITFOCUS INC BNFT US 136.0 (26.7) 9.6
BENEFITFOCUS INC BTF GR 136.0 (26.7) 9.6
BLUE BIRD CORP BLBD US 279.4 (119.2) (10.2)
BLUE BIRD CORP 1291067D US 279.4 (119.2) (10.2)
BOMBARDIER INC-B BBDBN MM 23,667.0 (3,442.0) 1,342.0
BOMBARDIER-B OLD BBDYB BB 23,667.0 (3,442.0) 1,342.0
BOMBARDIER-B W/I BBD/W CN 23,667.0 (3,442.0) 1,342.0
BRINKER INTL EAT US 1,489.2 (243.7) (225.6)
BRINKER INTL EAT2EUR EU 1,489.2 (243.7) (225.6)
BRINKER INTL BKJ GR 1,489.2 (243.7) (225.6)
BUFFALO COAL COR BUC SJ 48.1 (17.9) 0.3
BURLINGTON STORE BUI GR 2,605.9 (105.2) 106.6
BURLINGTON STORE BURL US 2,605.9 (105.2) 106.6
CABLEVISION SY-A CVC US 6,732.4 (4,832.9) (257.2)
CABLEVISION SY-A CVY GR 6,732.4 (4,832.9) (257.2)
CABLEVISION-W/I 8441293Q US 6,732.4 (4,832.9) (257.2)
CABLEVISION-W/I CVC-W US 6,732.4 (4,832.9) (257.2)
CALIFORNIA RESOU CRCEUR EU 6,662.0 (952.0) (207.0)
CALIFORNIA RESOU CRC US 6,662.0 (952.0) (207.0)
CALIFORNIA RESOU 1CL TH 6,662.0 (952.0) (207.0)
CALIFORNIA RESOU 1CLB GR 6,662.0 (952.0) (207.0)
CALIFORNIA RESOU 1CLB QT 6,662.0 (952.0) (207.0)
CAMBIUM LEARNING ABCD US 131.8 (74.0) (58.3)
CARBONITE INC 4CB GR 132.7 (4.8) (46.0)
CARBONITE INC CARB US 132.7 (4.8) (46.0)
CASELLA WASTE CWST US 631.6 (22.2) (6.0)
CASELLA WASTE WA3 GR 631.6 (22.2) (6.0)
CEB INC FC9 GR 1,509.2 (71.7) (153.6)
CEB INC CEB US 1,509.2 (71.7) (153.6)
CEDAR FAIR LP 7CF GR 2,003.8 (41.8) (100.7)
CEDAR FAIR LP FUN US 2,003.8 (41.8) (100.7)
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CF CORP CFCOU US 0.6 (0.1) (0.1)
CHARTER COMMUN-A CHTR1EUR EU 40,524.0 (219.0) (313.0)
CHARTER COMMUN-A CHTR US 40,524.0 (219.0) (313.0)
CHOICE HOTELS CZH GR 787.3 (385.9) 117.8
CHOICE HOTELS CHH US 787.3 (385.9) 117.8
CINCINNATI BELL CIB GR 1,444.6 (291.6) (64.2)
CINCINNATI BELL CBB US 1,444.6 (291.6) (64.2)
CLEAR CHANNEL-A CCO US 5,739.4 (940.4) 692.7
CLEAR CHANNEL-A C7C GR 5,739.4 (940.4) 692.7
CLIFFS NATURAL R CLF* MM 1,851.0 (1,678.9) 403.1
CLIFFS NATURAL R CVA QT 1,851.0 (1,678.9) 403.1
CLIFFS NATURAL R CVA TH 1,851.0 (1,678.9) 403.1
CLIFFS NATURAL R CLF US 1,851.0 (1,678.9) 403.1
CLIFFS NATURAL R CLF2EUR EU 1,851.0 (1,678.9) 403.1
CLIFFS NATURAL R CVA GR 1,851.0 (1,678.9) 403.1
COGENT COMMUNICA OGM1 GR 665.1 (18.4) 168.5
COGENT COMMUNICA CCOI US 665.1 (18.4) 168.5
COHERUS BIOSCIEN CHRSEUR EU 226.2 (66.9) 118.7
COHERUS BIOSCIEN 8C5 TH 226.2 (66.9) 118.7
COHERUS BIOSCIEN 8C5 GR 226.2 (66.9) 118.7
COHERUS BIOSCIEN CHRS US 226.2 (66.9) 118.7
COMMUNICATION 8XC GR 2,517.9 (1,288.9) -
COMMUNICATION CSAL US 2,517.9 (1,288.9) -
CPI CARD GROUP I PNT CN 280.0 (82.3) 64.0
CPI CARD GROUP I CPB GR 280.0 (82.3) 64.0
CPI CARD GROUP I PMTS US 280.0 (82.3) 64.0
CRIUS ENERGY TRU KWH-U CN 306.5 (49.0) (85.8)
CRIUS ENERGY TRU CRIUF US 306.5 (49.0) (85.8)
CVR NITROGEN LP RNF US 241.4 (166.3) 12.0
CYAN INC YCN GR 112.1 (18.4) 56.9
CYAN INC CYNI US 112.1 (18.4) 56.9
DELEK LOGISTICS D6L GR 379.2 (11.0) 22.1
DELEK LOGISTICS DKL US 379.2 (11.0) 22.1
DENNY'S CORP DE8 GR 288.8 (57.4) (48.9)
DENNY'S CORP DENN US 288.8 (57.4) (48.9)
DIRECTV DTV US 25,321.0 (3,463.0) 1,360.0
DIRECTV DTVEUR EU 25,321.0 (3,463.0) 1,360.0
DIRECTV DTV CI 25,321.0 (3,463.0) 1,360.0
DOMINO'S PIZZA DPZ US 652.3 (1,914.8) 93.7
DOMINO'S PIZZA EZV GR 652.3 (1,914.8) 93.7
DOMINO'S PIZZA EZV TH 652.3 (1,914.8) 93.7
DPL INC DPL US 3,202.9 (16.9) (466.2)
DUN & BRADSTREET DNB US 2,176.0 (1,106.3) (94.4)
DUN & BRADSTREET DB5 GR 2,176.0 (1,106.3) (94.4)
DUN & BRADSTREET DNB1EUR EU 2,176.0 (1,106.3) (94.4)
DUNKIN' BRANDS G 2DB GR 3,130.4 (203.7) 147.1
DUNKIN' BRANDS G DNKNEUR EU 3,130.4 (203.7) 147.1
DUNKIN' BRANDS G 2DB TH 3,130.4 (203.7) 147.1
DUNKIN' BRANDS G DNKN US 3,130.4 (203.7) 147.1
DUNKIN' BRANDS G 2DB QT 3,130.4 (203.7) 147.1
DURATA THERAPEUT DRTX US 82.1 (16.1) 11.7
DURATA THERAPEUT DRTXEUR EU 82.1 (16.1) 11.7
DURATA THERAPEUT DTA GR 82.1 (16.1) 11.7
EASTMAN KODAK CO KODN GR 2,066.0 (48.0) 861.0
EASTMAN KODAK CO KODK US 2,066.0 (48.0) 861.0
EDGEN GROUP INC EDG US 883.8 (0.8) 409.2
ENERGIZER HOLDIN EGG GR 1,584.4 (10.2) 643.2
ENERGIZER HOLDIN ENR-WEUR EU 1,584.4 (10.2) 643.2
ENERGIZER HOLDIN ENR US 1,584.4 (10.2) 643.2
EPL OIL & GAS IN EPA1 GR 463.6 (1,080.5) (1,301.7)
EPL OIL & GAS IN EPL US 463.6 (1,080.5) (1,301.7)
ERIN ENERGY CORP ERN SJ 359.6 (137.4) (338.3)
EXELIXIS INC EXEL US 492.5 (156.0) 238.4
EXELIXIS INC EX9 GR 492.5 (156.0) 238.4
EXELIXIS INC EXELEUR EU 492.5 (156.0) 238.4
EXELIXIS INC EX9 TH 492.5 (156.0) 238.4
EXELIXIS INC EX9 QT 492.5 (156.0) 238.4
FAIRMOUNT SANTRO FMSA US 1,316.0 (73.6) 171.8
FAIRMOUNT SANTRO FM1 GR 1,316.0 (73.6) 171.8
FAIRMOUNT SANTRO FMSAEUR EU 1,316.0 (73.6) 171.8
FAIRPOINT COMMUN FONN GR 1,291.0 (17.0) (1.2)
FAIRPOINT COMMUN FRP US 1,291.0 (17.0) (1.2)
FIFTH STREET ASS FSAM US 161.0 (11.6) -
FREESCALE SEMICO 1FS QT 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS GR 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO 1FS TH 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSL US 3,159.0 (3,079.0) 1,264.0
FREESCALE SEMICO FSLEUR EU 3,159.0 (3,079.0) 1,264.0
GAMCO INVESTO-A GBL US 115.9 (248.2) -
GAMING AND LEISU GLPI US 2,436.2 (258.8) (98.7)
GAMING AND LEISU 2GL GR 2,436.2 (258.8) (98.7)
GARDA WRLD -CL A GW CN 1,793.0 (360.9) 107.4
GARTNER INC GGRA GR 2,211.5 (112.7) (111.9)
GARTNER INC IT* MM 2,211.5 (112.7) (111.9)
GARTNER INC IT US 2,211.5 (112.7) (111.9)
GCP APPLIED TECH 43G GR 985.6 (182.1) 219.8
GCP APPLIED TECH GCP US 985.6 (182.1) 219.8
GENTIVA HEALTH GHT GR 1,225.2 (285.2) 130.0
GENTIVA HEALTH GTIV US 1,225.2 (285.2) 130.0
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GOLD RESERVE INC GDRZF US 24.0 (20.5) 10.0
GOLD RESERVE INC GOD GR 24.0 (20.5) 10.0
GOLD RESERVE INC GRZ CN 24.0 (20.5) 10.0
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
GYMBOREE CORP/TH GYMB US 1,162.6 (309.2) 28.7
HCA HOLDINGS INC 2BH TH 33,205.0 (6,498.0) 3,699.0
HCA HOLDINGS INC HCA US 33,205.0 (6,498.0) 3,699.0
HCA HOLDINGS INC HCAEUR EU 33,205.0 (6,498.0) 3,699.0
HCA HOLDINGS INC 2BH GR 33,205.0 (6,498.0) 3,699.0
HECKMANN CORP-U HEK/U US 460.1 (65.1) (465.4)
HEWLETT-PACKA-WI HPQ-W US 25,523.0 (4,786.0) (1,477.0)
HOVNANIAN-A-WI HOV-W US 2,518.6 (152.3) 1,519.6
HP COMPANY-BDR HPQB34 BZ 25,523.0 (4,786.0) (1,477.0)
HP INC HPQ* MM 25,523.0 (4,786.0) (1,477.0)
HP INC HPQ CI 25,523.0 (4,786.0) (1,477.0)
HP INC HPQ US 25,523.0 (4,786.0) (1,477.0)
HP INC HPQ TE 25,523.0 (4,786.0) (1,477.0)
HP INC HPQ SW 25,523.0 (4,786.0) (1,477.0)
HP INC HPQCHF EU 25,523.0 (4,786.0) (1,477.0)
HP INC 7HP GR 25,523.0 (4,786.0) (1,477.0)
HP INC 7HP TH 25,523.0 (4,786.0) (1,477.0)
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
IDEXX LABS IX1 GR 1,478.6 (73.8) (69.7)
IDEXX LABS IX1 TH 1,478.6 (73.8) (69.7)
IDEXX LABS IDXX US 1,478.6 (73.8) (69.7)
INFOR ACQUISIT-A IAC/A CN 233.0 (1.6) 2.0
INFOR ACQUISITIO IAC-U CN 233.0 (1.6) 2.0
INFOR US INC LWSN US 6,048.5 (796.8) (226.4)
INNOVIVA INC HVE GR 378.1 (363.1) 179.9
INNOVIVA INC INVA US 378.1 (363.1) 179.9
INTERNATIONAL WI ITWG US 325.1 (11.5) 95.4
INTERUPS INC ITUP US 0.0 (0.3) (0.3)
INVENTIV HEALTH VTIV US 2,127.8 (783.0) 121.1
IPCS INC IPCS US 559.2 (33.0) 72.1
ISRAMCO INC ISRL US 144.9 (2.8) 12.5
ISRAMCO INC IRM GR 144.9 (2.8) 12.5
ISRAMCO INC ISRLEUR EU 144.9 (2.8) 12.5
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
J CREW GROUP INC JCG US 1,477.3 (776.7) 91.4
JACK IN THE BOX JACK1EUR EU 1,301.5 (190.6) (83.8)
JACK IN THE BOX JACK US 1,301.5 (190.6) (83.8)
JACK IN THE BOX JBX GR 1,301.5 (190.6) (83.8)
JUST ENERGY GROU 1JE GR 1,247.4 (651.1) (118.7)
JUST ENERGY GROU JE US 1,247.4 (651.1) (118.7)
JUST ENERGY GROU JE CN 1,247.4 (651.1) (118.7)
KADMON HOLDINGS KDMN US 62.0 (241.8) (32.2)
KOPPERS HOLDINGS KOP US 1,129.7 (4.3) 173.5
KOPPERS HOLDINGS KO9 GR 1,129.7 (4.3) 173.5
L BRANDS INC LTD GR 7,426.0 (1,086.0) 1,386.0
L BRANDS INC LB* MM 7,426.0 (1,086.0) 1,386.0
L BRANDS INC LB US 7,426.0 (1,086.0) 1,386.0
L BRANDS INC LTD QT 7,426.0 (1,086.0) 1,386.0
L BRANDS INC LBEUR EU 7,426.0 (1,086.0) 1,386.0
L BRANDS INC LTD TH 7,426.0 (1,086.0) 1,386.0
LANDCADIA HOLDIN LCAHU US 0.3 (0.0) (0.3)
LAREDO PETROLEUM LPI1EUR EU 1,637.2 (45.7) 124.8
LAREDO PETROLEUM LPI US 1,637.2 (45.7) 124.8
LAREDO PETROLEUM 8LP GR 1,637.2 (45.7) 124.8
LEAP WIRELESS LWI GR 4,662.9 (125.1) 346.9
LEAP WIRELESS LEAP US 4,662.9 (125.1) 346.9
LEAP WIRELESS LWI TH 4,662.9 (125.1) 346.9
LORILLARD INC LO US 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV GR 4,154.0 (2,134.0) 1,135.0
LORILLARD INC LLV TH 4,154.0 (2,134.0) 1,135.0
MADISON-A/NEW-WI MSGN-W US 799.5 (1,167.1) 134.9
MANITOWOC FOOD MFS1EUR EU 1,822.9 (125.7) 2.5
MANITOWOC FOOD 6M6 GR 1,822.9 (125.7) 2.5
MANITOWOC FOOD MFS US 1,822.9 (125.7) 2.5
MANNKIND CORP MNKD IT 93.3 (373.5) (205.1)
MARRIOTT INTL-A MAR US 6,650.0 (3,462.0) (1,285.0)
MARRIOTT INTL-A MAQ GR 6,650.0 (3,462.0) (1,285.0)
MARRIOTT INTL-A MAQ TH 6,650.0 (3,462.0) (1,285.0)
MDC COMM-W/I MDZ/W CN 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDCAEUR EU 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDCA US 1,571.6 (454.2) (274.0)
MDC PARTNERS-A MDZ/A CN 1,571.6 (454.2) (274.0)
MDC PARTNERS-EXC MDZ/N CN 1,571.6 (454.2) (274.0)
MEAD JOHNSON 0MJA GR 4,028.6 (519.4) 1,459.4
MEAD JOHNSON MJN US 4,028.6 (519.4) 1,459.4
MEAD JOHNSON 0MJA QT 4,028.6 (519.4) 1,459.4
MEAD JOHNSON MJNEUR EU 4,028.6 (519.4) 1,459.4
MEAD JOHNSON 0MJA TH 4,028.6 (519.4) 1,459.4
MEDLEY MANAGE-A MDLY US 112.0 (24.5) 44.7
MERITOR INC AID1 GR 2,093.0 (601.0) 146.0
MERITOR INC MTOREUR EU 2,093.0 (601.0) 146.0
MERITOR INC MTOR US 2,093.0 (601.0) 146.0
MERRIMACK PHARMA MACK US 192.9 (217.1) 63.3
MERRIMACK PHARMA MP6 GR 192.9 (217.1) 63.3
MICHAELS COS INC MIM GR 1,938.7 (1,683.4) 551.6
MICHAELS COS INC MIK US 1,938.7 (1,683.4) 551.6
MIDSTATES PETROL MPO1EUR EU 782.8 (1,504.5) (1,920.4)
MONEYGRAM INTERN MGI US 4,290.8 (221.2) (12.5)
MOODY'S CORP MCOEUR EU 5,044.9 (369.5) 1,883.7
MOODY'S CORP MCO US 5,044.9 (369.5) 1,883.7
MOODY'S CORP DUT GR 5,044.9 (369.5) 1,883.7
MOODY'S CORP DUT TH 5,044.9 (369.5) 1,883.7
MOTOROLA SOLUTIO MTLA QT 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MSI US 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MTLA GR 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MTLA TH 9,049.0 (137.0) 1,969.0
MOTOROLA SOLUTIO MOT TE 9,049.0 (137.0) 1,969.0
MPG OFFICE TRUST 1052394D US 1,280.0 (437.3) -
MSG NETWORKS- A MSGN US 799.5 (1,167.1) 134.9
MSG NETWORKS- A 1M4 GR 799.5 (1,167.1) 134.9
MSG NETWORKS- A MSGNEUR EU 799.5 (1,167.1) 134.9
MSG NETWORKS- A 1M4 TH 799.5 (1,167.1) 134.9
NATHANS FAMOUS NFA GR 71.5 (72.3) 49.8
NATHANS FAMOUS NATH US 71.5 (72.3) 49.8
NATIONAL CINEMED NCMI US 1,037.6 (173.3) 92.5
NATIONAL CINEMED XWM GR 1,037.6 (173.3) 92.5
NAVIDEA BIOPHARM NAVB IT 12.3 (57.2) (47.1)
NAVISTAR INTL IHR TH 6,188.0 (5,121.0) 510.0
NAVISTAR INTL NAV US 6,188.0 (5,121.0) 510.0
NAVISTAR INTL IHR GR 6,188.0 (5,121.0) 510.0
NEFF CORP-CL A NEFF US 672.3 (169.4) 0.4
NEKTAR THERAPEUT NKTR US 491.9 (0.3) 278.9
NEKTAR THERAPEUT ITH GR 491.9 (0.3) 278.9
NEW ENG RLTY-LP NEN US 193.8 (31.2) -
NORTHERN OIL AND NOG US 573.2 (322.5) (7.7)
NORTHERN OIL AND 4LT GR 573.2 (322.5) (7.7)
NTELOS HOLDINGS NTLS US 611.1 (39.9) 104.9
NYMOX PHARMACEUT NYMX US 1.0 (1.5) (0.3)
OCH-ZIFF CAPIT-A OZM US 1,255.3 (183.7) -
OCH-ZIFF CAPIT-A 35OA GR 1,255.3 (183.7) -
OMEROS CORP OMEREUR EU 36.0 (40.7) 6.8
OMEROS CORP OMER US 36.0 (40.7) 6.8
OMEROS CORP 3O8 TH 36.0 (40.7) 6.8
OMEROS CORP 3O8 GR 36.0 (40.7) 6.8
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
ONCOMED PHARMACE O0M GR 204.9 (19.8) 149.9
ONCOMED PHARMACE OMED US 204.9 (19.8) 149.9
PALM INC PALM US 1,007.2 (6.2) 141.7
PAVMED INC PAVM US 0.8 (0.1) (0.5)
PAVMED INC PAVMU US 0.8 (0.1) (0.5)
PBF LOGISTICS LP PBFX US 433.6 (180.7) 40.6
PBF LOGISTICS LP 11P GR 433.6 (180.7) 40.6
PENN NATL GAMING PENN US 5,128.7 (649.1) (189.9)
PENN NATL GAMING PN1 GR 5,128.7 (649.1) (189.9)
PHILIP MORRIS IN PM US 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PMI EB 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PM1CHF EU 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PMI SW 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN 4I1 QT 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN 4I1 TH 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PM1EUR EU 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PM1 TE 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN 4I1 GR 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PM FP 34,802.0 (10,799.0) 3,374.0
PHILIP MORRIS IN PMI1 IX 34,802.0 (10,799.0) 3,374.0
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PGEM US 1,210.9 (101.0) 239.9
PLY GEM HOLDINGS PG6 GR 1,210.9 (101.0) 239.9
POLYMER GROUP-B POLGB US 1,991.4 (3.9) 322.1
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
QUALITY DISTRIBU QDZ GR 413.0 (22.9) 102.9
QUALITY DISTRIBU QLTY US 413.0 (22.9) 102.9
QUINTILES TRANSN QTS GR 3,962.8 (228.7) 836.3
QUINTILES TRANSN Q US 3,962.8 (228.7) 836.3
RADIO ONE INC-A ROIA US 1,342.8 (63.9) 134.4
RADIO ONE-CL D ROIAK US 1,342.8 (63.9) 134.4
REATA PHARMACE-A 2R3 GR 64.6 (273.0) 4.4
REATA PHARMACE-A RETA US 64.6 (273.0) 4.4
REGAL ENTERTAI-A RETA GR 2,591.3 (873.6) (83.4)
REGAL ENTERTAI-A RGC US 2,591.3 (873.6) (83.4)
REGAL ENTERTAI-A RGC* MM 2,591.3 (873.6) (83.4)
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTECH NITROGEN 2RN GR 241.4 (166.3) 12.0
RENTPATH LLC PRM US 208.0 (91.7) 3.6
REVLON INC-A REV US 1,914.8 (561.7) 296.2
REVLON INC-A RVL1 GR 1,914.8 (561.7) 296.2
RLJ ACQUISITI-UT RLJAU US 135.8 (13.5) 20.6
ROUNDY'S INC RNDY US 1,095.7 (92.7) 59.7
ROUNDY'S INC 4R1 GR 1,095.7 (92.7) 59.7
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
RYERSON HOLDING RYI US 1,582.8 (118.7) 625.0
RYERSON HOLDING 7RY GR 1,582.8 (118.7) 625.0
RYERSON HOLDING 7RY TH 1,582.8 (118.7) 625.0
SALLY BEAUTY HOL S7V GR 2,069.4 (341.4) 643.4
SALLY BEAUTY HOL SBH US 2,069.4 (341.4) 643.4
SANCHEZ ENERGY C 13S TH 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C SN* MM 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C SN US 1,421.2 (523.1) 401.7
SANCHEZ ENERGY C 13S GR 1,421.2 (523.1) 401.7
SBA COMM CORP-A SBJ GR 7,436.3 (1,607.6) (514.7)
SBA COMM CORP-A SBACEUR EU 7,436.3 (1,607.6) (514.7)
SBA COMM CORP-A SBJ TH 7,436.3 (1,607.6) (514.7)
SBA COMM CORP-A SBAC US 7,436.3 (1,607.6) (514.7)
SCIENTIFIC GAM-A SGMS US 7,690.7 (1,583.9) 516.3
SCIENTIFIC GAM-A TJW GR 7,690.7 (1,583.9) 516.3
SEARS HOLDINGS SHLD US 11,175.0 (2,360.0) 1,526.0
SEARS HOLDINGS SEE TH 11,175.0 (2,360.0) 1,526.0
SEARS HOLDINGS SEE GR 11,175.0 (2,360.0) 1,526.0
SILVER SPRING NE SSNIEUR EU 465.6 (45.9) (20.0)
SILVER SPRING NE SSNI US 465.6 (45.9) (20.0)
SILVER SPRING NE 9SI GR 465.6 (45.9) (20.0)
SILVER SPRING NE 9SI TH 465.6 (45.9) (20.0)
SIRIUS XM CANADA XSR CN 291.5 (139.8) (175.5)
SIRIUS XM CANADA SIICF US 291.5 (139.8) (175.5)
SIRIUS XM HOLDIN SIRI US 8,139.8 (775.1) (1,605.5)
SIRIUS XM HOLDIN RDO TH 8,139.8 (775.1) (1,605.5)
SIRIUS XM HOLDIN RDO GR 8,139.8 (775.1) (1,605.5)
SIRIUS XM HOLDIN RDO QT 8,139.8 (775.1) (1,605.5)
SONIC CORP SONC US 679.7 (58.5) 98.7
SONIC CORP SONCEUR EU 679.7 (58.5) 98.7
SONIC CORP SO4 GR 679.7 (58.5) 98.7
SPORTSMAN'S WARE SPWH US 338.8 (2.4) 84.5
SPORTSMAN'S WARE SPWHEUR EU 338.8 (2.4) 84.5
SPORTSMAN'S WARE 06S GR 338.8 (2.4) 84.5
SUPERVALU INC SJ1 TH 4,373.0 (383.0) 203.0
SUPERVALU INC SVU* MM 4,373.0 (383.0) 203.0
SUPERVALU INC SVU US 4,373.0 (383.0) 203.0
SUPERVALU INC SJ1 GR 4,373.0 (383.0) 203.0
SWIFT ENERGY CO SWTF US 433.3 (960.1) (376.7)
SYNERGY PHARMACE SGYP US 88.4 (6.5) 68.3
SYNERGY PHARMACE SGYPEUR EU 88.4 (6.5) 68.3
SYNERGY PHARMACE S90 GR 88.4 (6.5) 68.3
TAILORED BRANDS WRMA GR 2,276.8 (90.2) 717.7
TAILORED BRANDS TLRD* MM 2,276.8 (90.2) 717.7
TAILORED BRANDS TLRD US 2,276.8 (90.2) 717.7
TRANSDIGM GROUP T7D GR 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDGEUR EU 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDGCHF EU 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDG US 8,359.5 (961.8) 1,082.0
TRANSDIGM GROUP TDG SW 8,359.5 (961.8) 1,082.0
TURNING POINT BR TPB US 241.5 (79.2) 44.8
UNISYS CORP UISEUR EU 2,241.6 (1,273.6) 310.3
UNISYS CORP UIS US 2,241.6 (1,273.6) 310.3
UNISYS CORP UISCHF EU 2,241.6 (1,273.6) 310.3
UNISYS CORP USY1 TH 2,241.6 (1,273.6) 310.3
UNISYS CORP UIS1 SW 2,241.6 (1,273.6) 310.3
UNISYS CORP USY1 GR 2,241.6 (1,273.6) 310.3
VBI VACCINES INC VBV CN 6.3 (13.6) (0.6)
VECTOR GROUP LTD VGR GR 1,228.8 (153.9) 335.3
VECTOR GROUP LTD VGR US 1,228.8 (153.9) 335.3
VECTOR GROUP LTD VGR QT 1,228.8 (153.9) 335.3
VENOCO INC VQ US 295.3 (483.7) (509.8)
VERISIGN INC VRSN US 2,314.2 (1,127.3) 468.5
VERISIGN INC VRS TH 2,314.2 (1,127.3) 468.5
VERISIGN INC VRS GR 2,314.2 (1,127.3) 468.5
VERIZON TELEMATI HUTC US 110.2 (101.6) (113.8)
VERSO CORP - A VRS US 2,559.0 (1,271.0) 109.0
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
WEIGHT WATCHERS WTW US 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WW6 GR 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WTWEUR EU 1,290.5 (1,296.9) (173.7)
WEIGHT WATCHERS WW6 TH 1,290.5 (1,296.9) (173.7)
WEST CORP WT2 GR 3,522.7 (536.2) 231.2
WEST CORP WSTC US 3,522.7 (536.2) 231.2
WESTERN REFINING WNRL US 487.3 (73.7) 13.9
WESTERN REFINING WR2 GR 487.3 (73.7) 13.9
WESTMORELAND COA WLB US 1,770.7 (550.1) (32.2)
WESTMORELAND COA WME GR 1,770.7 (550.1) (32.2)
WINGSTOP INC WING US 116.6 (4.8) 2.0
WINGSTOP INC EWG GR 116.6 (4.8) 2.0
WINMARK CORP WINA US 42.8 (21.9) 13.6
WINMARK CORP GBZ GR 42.8 (21.9) 13.6
YRC WORLDWIDE IN YEL1 GR 1,886.0 (359.8) 271.7
YRC WORLDWIDE IN YRCW US 1,886.0 (359.8) 271.7
YRC WORLDWIDE IN YRCWEUR EU 1,886.0 (359.8) 271.7
YRC WORLDWIDE IN YEL1 TH 1,886.0 (359.8) 271.7
YUM! BRANDS INC YUM US 8,184.0 (331.0) (400.0)
YUM! BRANDS INC YUMCHF EU 8,184.0 (331.0) (400.0)
YUM! BRANDS INC YUM SW 8,184.0 (331.0) (400.0)
YUM! BRANDS INC YUMEUR EU 8,184.0 (331.0) (400.0)
YUM! BRANDS INC TGR GR 8,184.0 (331.0) (400.0)
YUM! BRANDS INC TGR TH 8,184.0 (331.0) (400.0)
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2016. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-362-8552.
*** End of Transmission ***