/raid1/www/Hosts/bankrupt/TCR_Public/161117.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Thursday, November 17, 2016, Vol. 20, No. 321
Headlines
ABENGOA CONCESSIONS: Chapter 15 Case Summary
ABENGOA CONCESSIONS: Seeks U.S. Recognition of U.K. Proceeding
AF-SOUTHEAST LLC: Non-Tax Priority Claimants To Recoup 100%
ALESSI FAMILY: Wants Court Approval to Use Cash Collateral
ALGOZINE MASONRY: Seeks Authorization to Use Cash Collateral
AMERICAN APPAREL: Milbank, Fox Represent Committee of Lead Lenders
AMERICAN APPAREL: Nov. 22 Meeting to Form Creditors' Panel Set
AMERICAN APPAREL: Wants to Obtain $30-Mil. DIP Loan
AMERICAN CONTAINER: Needs Until January 20 to File Plan
AMERICAN GILSONITE: U.S. Trustee Unable to Appoint Committee
ANCHOR GLASS: S&P Lowers CCR to 'B', Off CreditWatch Negative
ANTHONY PAUL MANRIQUE: Disclosures OK'd; Plan Hearing on Jan. 12
ARCHDIOCESE OF ST. PAUL: Offers $132M to Settle Sex Abuse Claims
ARR MEDICAL: Plan Confirmation Hearing on Dec. 7
AURORA DIAGNOSTICS: Incurs $4.07 Million Net Loss in Third Quarter
B&F LANDSCAPE: Seeks to Hire Flaster/Greenberg as Legal Counsel
BASKET ORIGINALS: Unsecureds To Recover 10.5% Under Plan
BIOLIFE SOLUTIONS: Incurs $1.26 Millon Net Loss in Third Quarter
BOMBARDIER INC: Fitch Assigns 'B' on New Senior Unsecured Notes
BOMBARDIER INC: S&P Assigns 'B-' Rating on New Sr. Notes Due 2021
BREITBURN ENERGY: U.S. Trustee Forms 7-Member Committee
BRIGID GIAMBRONE: Unsecureds To Get $246,000 Over 118 Months
BRONCO MIDSTREAM: S&P Affirms 'B' CCR & Revises Outlook to Stable
BUMBLE BEE: S&P Lowers CCR to 'B-', On CreditWatch Negative
CD&R REIGN: Moody's Assigns Caa1 CFR; Outlook Stable
CENTORBI LLC: Seeks to Hire Carmody MacDonald as New Legal Counsel
CHAMPAGNE SERVICES: Seeks to Hire Tyler Bartl as Legal Counsel
CHC DEVELOPMENT: Seeks to Hire RMA, Appoint Gil Miller as CRO
CHC GROUP: Files Ch. 11 Plan With $300MM New Money Investment
CITADEL WATFORD: Plan Filing Period Extended Until Dec. 19
CITIES GRILL: Can Use Cash Collateral Until Nov. 30
COLDEDGE TECHNOLOGIES: Disclosures OK'd; Plan Hearing on Dec. 15
COLUMBIA HOSPITALITY: Plan Confirmation Hearing Set for Dec 15
COMPOUNDING DOCS: Case Summary & 20 Largest Unsecured Creditors
COMSTOCK RESOURCES: T. Rowe Price Has 12.4% Stake as of Oct. 31
CONCORDIA INTERNATIONAL: Moody's Lowers CFR to Caa1; Outlook Neg.
CONTINENTAL LIGHTING: U.S. Trustee Unable to Appoint Committee
CORE RESOURCE: Hearing on Committee's Plan Outline on Dec. 7
COX BROTHERS: Plan Confirmation Hearing Set for Dec. 19
COX INVESTMENTS II: Dec. 19 Hearing on Plan Confirmation
CRYSTAL ENTERPRISES: Seeks to Hire Kemet Hunt as Special Counsel
CRYSTAL LAKE: Wants Approval to Use Cash Collateral Until Jan. 13
DALE PROPERTIES: U.S. Trustee Unable to Appoint Committee
DE-TECH COLLISION: Seeks to Use Lakeland West Cash Collateral
DEVAL CORPORATION: Wants Authorization to Use Cash Collateral
DIFFERENTIAL BRANDS: Stockholders Elect Seven Directors
DIGIEXPRESS INC: Unsecureds To Recoup 21% Under Plan
DIRECTBUY HOLDINGS: U.S. Trustee Forms 5-Member Committee
DIRECTORY DISTRIBUTING: Seeks to Hire Carmody as New Legal Counsel
DRYSDALE VILLAGE: Van Horn Waives Allowed Claim, Releases Lien
EDWIN GORDON BOND: Unsecureds To Get $36,000 Under Amended Plan
EMERALD OIL: Completes Section 363 Sale Process, Exits Chapter 11
EMPOWER PAYMENTS: Moody's Assigns B3 Corp. Rtng, B2 for 2023 Loan
ENDLESS POSSIBILITIES: Dec. 6 Plan Confirmation Hearing
ENVISION HEALTHCARE: Moody's Assigns B3 Rating on $750MM Sr. Notes
ESP RESOURCES: Seeks to Hire Chiron as Financial Advisor
EXTREME PLASTICS: Defends Sale Bid Ahead of Nov. 17 Auction
EXTREME PLASTICS: Says Trial Likely to Address Antero Rift
EYL INVESTMENT: Disclosures OK'd; Plan Hearing on Jan. 24
FINJAN HOLDINGS: Incurs $4.61 Million Net Loss in Third Quarter
FOUNTAINS OF BOYNTON: Says Global Settlement Talks Hit Impasse
FOUR SEASONS: S&P Raises CCR to 'BB-' on Anticipated Deleveraging
FRONTIER STAR: Unsecureds To Get Share of Bank Settlement Reserve
GAWKER MEDIA: Appeals Court Keeps Attorney Defamation Suit Alive
GAWKER MEDIA: Unsecureds To Recoup 10%-100% Under Amended Plan
GRAND PANAMA: Unsecureds To Recoup 100% Under Plan
GREENEDEN US: Moody's Assigns Caa2 Rating on Proposed $700MM Bond
HAMPTON TRANSPORTATION: Trustee Taps Held Kranzler as Accountant
HANISH LLC: Wants to Use Phoenix NPL Cash Collateral
HANJIN SHIPPING: Creditors Lose 3rd Cir. Bid for Rehearing
HAWK OIL FIELD: Unsecureds To Recover 100% in 240 Months at 2.01%
HILTON GRAND: Moody's Assigns Ba3 Rating on Proposed $300MM Notes
HOSPITAL AUDIENCES: Plan Filing Period Moved to January 11
HRATCHIA BARDAKJIAN: Judge Orders Ch. 11 Trustee Appointment
IMH FINANCIAL: Incurs $6.08 Million Net Loss in Third Quarter
IMPLANT SCIENCES: Shareholders Call for Platinum Partners Probe
INTEGRATED BIOPHARMA: Posts $649,000 Net Income for Third Quarter
IOC HOTEL: Seeks to Hire Tetzlaff Law as Legal Counsel
JERIMI BRINK: Must File Plan & Disclosure Statement By April 10
JOHN JOHNSON III: To Pay Creditors From Current NHL Contract
JOSE L. RUIZ RAMIREZ: Hearing on Plan Outline Set For Jan. 11
KAISER GYPSUM: Hires Miller Nash as Environmental & Insurance Atty
KALOBIOS PHARMACEUTICALS: Incurs $4.52M Net Loss in 3rd Quarter
KDA GROUP: Dec. 15 Disclosure Statement Hearing Set
KINDRED HEALTHCARE: Moody's Lowers CFR to B2; Outlook Stable
L&M TRANSPORTATION: Taps Frazee Law Group as Legal Counsel
LA SABANA: Hearing on Plan Outline Moved To Jan. 11
LATITUDE SOLUTIONS: Seeks to Hire Phelanlaw as New Special Counsel
LD INTERMEDIATE: S&P Assigns 'B' CCR & Rates Sr. Facilities 'B+'
LIDA BAUCAGE PEREZ: Plan Confirmation Hearing on Dec. 14
LIQUIDMETAL TECHNOLOGIES: Delays Filing of Sept. 30 Form 10-Q
MID CITY TOWER: Unsecureds To Get Lump Sum Payment Under Plan
MIKE'S BIKES: Seeks to Hire Brad Palmer as Accountant
MINDEN AIR: Seeks to Hire Snell & Wilmer as Special Counsel
MINERVA YAGER: Unsecureds To Get $450 Quarterly For Five Years
MOTORS LIQUIDATION: Had $500M Net Assets in Liquidation at Sept. 30
MOUNTAIN PROVINCE: Incurs C$5.38 Million Net Loss in Third Quarter
MOUNTAIN PROVINCE: Reports Third Quarter Results
MT. CARMEL LAND: Seeks to Hire Mantzas as Legal Counsel
MURDOCK EMPIRE: U.S. Trustee Unable to Appoint Committee
N.E. DESIGNS: Seeks to Hire Leech Tishman as New Legal Counsel
NOVATION COMPANIES: Has Until February 15 to File Chapter 11 Plan
ONEMAIN HOLDINGS: Moody's Affirms B3 Corp. Family Rating
ONSITE TEMP: U.S. Trustee Unable to Appoint Committee
PACKERS HOLDINGS: Moody's Affirms B3 CFR; Outlook Stable
PARADISE MEDSPA: Case Summary & 20 Largest Unsecured Creditors
PARADISE PROPERTY: Case Summary & 20 Largest Unsecured Creditors
PARETEUM CORP: Amends $20 Million Securities Prospectus
PERFORMANCE SPORTS: Equity Holders Panel Tap Montgomery, Brown
PETROQUEST ENERGY: Announces East Texas Joint Venture
PRECIOUS FORMALS: Seeks to Hire Margaret McClure as Legal Counsel
PRECISION CASTING: U.S. Trustee Unable to Appoint Committee
PRICEVILLE PARTNERS: Disclosures OK'd; Plan Hearing on Jan. 18
PROFESSIONAL MEDICAL: Exclusivity Periods Extended Until Feb. 17
PROJECTOOLS LLC: To Hire Margaret McClure as Legal Counsel
R.E.S. NATION: U.S. Trustee Unable to Appoint Committee
RADIO PERRY: Case Summary & Largest Unsecured Creditors
RANCHO PALOMITA: Marana's Secured Claim To Be Offset
REGATTA CONSTRUCTION: Needs Until Dec. 15 to File Chapter 11 Plan
REPUBLIC AIRWAYS: Files Plan of Reorganization
RICOCHET ENERGY: Unsecureds To Recoup in Excess of 37% Under Plan
ROBERT SPENLINHAUER: TD Bank's Claim To Be Paid in Full in 15 Days
RUSSELL E. COX: Plan Confirmation Hearing on Dec. 19
RUST BELT: Hearing on Plan Outline Set For Dec. 7
SAN BERNARDINO, CA: Directed to Negotiate with Insurers
SANDWICH D' LIGHT: Court Okays Disclosures, Confirms Ch. 11 Plan
SHEEHAN PIPE LINE: Has Until December 14 to Obtain Plan Votes
SKYE ASSOCIATES: U.S. Trustee Unable to Appoint Committee
SNUG HARBOR: Needs Until Feb. 5 to File Plan of Reorganization
SPD LLC: Hires Karen J. Porter as Bankruptcy Counsel
STARR PASS RESIDENTIAL: Hearing on Disclosures Set For Dec. 13
STEREOTAXIS INC: Amends 86 Million Shares Resale Prospectus
STEREOTAXIS INC: Common Stock Delisted from NASDAQ
STEREOTAXIS INC: Incurs $12.4 Million Net Loss in Third Quarter
STERLING PEAK: Case Summary & 20 Largest Unsecured Creditors
TAR HEEL: J.P. Cournoyer Appointed Ch. 11 Trustee
THOMAS MITCHELL FENTON: Disclosures OK'd; Plan Hearing on Dec. 1
TOTAL COMM SYSTEMS: Unsecureds to Recoup 68.19% Under Ch. 11 Plan
TRANS ENERGY: Incurs $7.97 Million Net Loss in Third Quarter
TRANS-LUX CORP: Posts $140,000 Net Income for Third Quarter
UNI-PIXEL INC: Incurs $7.55 Million Net Loss in Third Quarter
UNITED REHABILITATION: Paying UCTS With Real Property Sale Proceeds
US VIRGIN ISLANDS: Fitch Affirms 'B+' Issuer Default Rating
UTSTARCOM HOLDINGS: Shah Capital Has 21.1% Stake as of Nov. 10
VEREIT INC: Fitch Assigns 'BB' Preferred Stock Rating
VILLAGE AT LAKERIDGE: Taps Stris & Maher as Special Counsel
VILLAS DEL MAR: Disclosures OK'd; Plan Hearing on Jan. 24
W&T OFFSHORE: FMR LLC Reports 0.42% Stake as of Nov. 9
WATERPROOF UNLIMITED: Unsecureds To Get Payments For 5 Yrs
WEATHERFORD INT'L: Fitch Cuts LT Issuer Default Ratings to 'CCC'
ZUCKER GOLDBERG: Could Sue Insiders Over 4S, Examiner Says
[^] Recent Small-Dollar & Individual Chapter 11 Filings
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ABENGOA CONCESSIONS: Chapter 15 Case Summary
--------------------------------------------
Chapter 15 Petitioner: Anders Christian Digemose
Chapter 15 Debtor: Abengoa Concessions Investments Limited
St. Martin's House
1 Lyric Square
London W6 0NB
UK
Chapter 15 Case No.: 16-12590
Chapter 15 Petition Date: November 16, 2016
Court: United States Bankruptcy Court
District of Delaware (Delaware)
Judge: Hon. Kevin J. Carey
Chapter 15 Petitioner's Counsel: R. Craig Martin, Esq.
Maris J. Kandestin, Esq.
DLA PIPER LLP (US)
1201 North Martket Street
21st Floor
Wilmington, DE 19801
Tel: 302-468-5655
Fax: 302-778-7834
Email:
craig.martin@dlapiper.com
Maris.Kandestin@dlapiper.com
- and -
Richard A. Chesley, Esq.
DLA PIPER LLP (US)
203 North LaSalle Street
Suite 1900
Chicago, IL 60601-1293
Tel: 312.368.4000
Fax: 312.236.7516
Email:
Richard.Chesley@dlapiper.com
Estimated Assets: Not Indicated
Estimated Debts: Not Indicated
ABENGOA CONCESSIONS: Seeks U.S. Recognition of U.K. Proceeding
--------------------------------------------------------------
Abengoa Concessions Investments Limited has sought bankruptcy
protection by commencing a voluntary petition under Chapter 15 of
the Bankruptcy Code.
The petition seeks, among other things, recognition of a company
voluntary arrangement proposed by the directors of Abengoa pursuant
to Part 1 of the Insolvency Act 1986 to the extent that the CVA is
duly approved by the requisite majority of creditors at the
creditors' meeting in accordance with applicable English law.
Upon recognition of the UK Proceeding as a foreign main proceeding,
the Foreign Debtor is automatically entitled to the protections of
the automatic stay of Section 362 of the Bankruptcy Code.
The Foreign Debtor's center of main interest is in the United
Kingdom, and it has its nerve center in England. Specifically, the
Foreign Debtor is formed under English law and has its registered
offices in London, England, and, therefore, England is presumed to
be the Foreign Debtor's center of main interest.
Abengoa has its principal assets in the United States by virtue of
the fact that it has deposited a retainer with DLA Piper LLP (US)
in which it has an ownership interest. These funds are held in a
Wells Fargo bank account in the state of Delaware. Additionally,
Abengoa is a party to various financial contracts, like indentures,
governed by the laws of the State of New York.
As of the Petition Date, the CVA is pending approval by creditors
at the creditors' meeting to be held at Linkaters LLP, 1 Silk
Street, London, EC2Y 8HQ at 10:00 a.m. (London time) on Nov. 24,
2016, and by members at the members' meeting to be held at the same
location on the same date at 11:00 a.m. (London time).
If implemented, the CVA will, among other things:
(a) provide a mechanism whereby liabilities of the Foreign
Debtor, as guarantor, in respect of certain loans and notes
borrowed or issued by other entities within the Abengoa
Group owed to creditors who do not accede to the Master
Restructuring Agreement will be subject to a write-down of
97 per cent to reflect the compromise of the relevant
principal obligations of those loans and notes owed to
those creditors, which will be implemented by the
Homologation of the Master Restructuring Agreement;
(b) amend the terms and conditions of the Guarantee
Obligations; and
(c) prevent certain creditors from making any demand, bringing
any claim or taking (or voting in favour of) any
enforcement action in any jurisdiction whatsoever in a
manner inconsistent with the Compromised Principal
Obligations against the Foreign Debtor's co-guarantors of
the relevant loans and notes.
The Chapter 15 case is pending in the U.S. Bankruptcy Court for the
District of Delaware (Bankr. D. Del. Case No. 16-12590) before
Judge Kevin J. Carey.
DLA Piper LLP (US) serves as counsel to the Debtor.
AF-SOUTHEAST LLC: Non-Tax Priority Claimants To Recoup 100%
-----------------------------------------------------------
Allied Fiber-Florida, LLC and Allied Fiber-Georgia, LLC, filed with
the U.S. Bankruptcy Court for the District of Delaware a first
amended combined disclosure statement and plan of liquidation dated
Nov. 7, 2016.
Under the First Amended Disclosure Statement, Class 3 Non-Tax
Priority Claims are expected to recover 100%. This class is
unimpaired. On or as soon as practicable after the later of (a)
the Effective Date or (b) the allowance date with respect to a
non-tax priority claim, each holder of a non-tax priority claim
will receive from the Liquidating Debtors, in full satisfaction,
settlement, release and discharge of and in exchange of the claim,
either (i) cash in the allowed amount of the claim, or (ii) other,
less favorable treatment to which the holder and the Debtors or the
Liquidating Debtors, as appropriate, agree in writing.
On the Effective Date, the Plan Debtors will be deemed to have
irrevocably transferred to the Liquidating Debtors the
pre-confirmation estate assets. In addition, the Liquidating
Debtors' assets will also include an infusion of funds from the
buyer, which was funded and paid by the buyer at closing of the
sale. The Liquidating Debtors' assets will be used by he
Liquidating Debtors in a manner provided for in the Combined Plan
and Disclosure Statement. Any and all causes of action are being
released and waived by the Plan Debtors and the Liquidating Debtors
under the Combined Plan and Disclosure Statement and will not be
considered part of the Liquidating Debtors' assets.
The First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/deb16-11008-309.pdf
As reported by the Troubled Company Reporter on Oct. 28, 2016, the
Plan Debtors filed with the Court a combined Disclosure Statement
and Plan of Liquidation, which proposed a 100% estimated recovery
for Class 4 General Unsecured Claims. Class 4 Claims were
estimated to amount to $97,190.
About AF-Southeast LLC
AF-Southeast, LLC, Allied Fiber-Florida, LLC, and Allied
Fiber-Georgia, LLC, are engaged in the business of designing,
constructing and operating an open access, physical layer,
network-neutral co-location and dark fiber network.
Each of the debtors filed a Chapter 11 bankruptcy petition (Bankr.
D. Del. Case Nos. 16-11008, 16-11009 and 16-11010, respectively) on
April 20, 2016. The petitions were signed by Scott Drake as sole
member. Judge Kevin Gross is assigned to the cases.
The Debtors estimated assets in the range of $10 million to $50
million and liabilities of up to $50 million.
The Debtors tapped Fox Rothschild LLP as counsel; PMCM, LLC, as the
Debtors' chief restructuring officer provider; and
PrivewaterhouseCoopers LLP as tax consultant.
ALESSI FAMILY: Wants Court Approval to Use Cash Collateral
----------------------------------------------------------
The Alessi Family Limited Partnership asks the U.S. Bankruptcy
Court for the Southern District of Florida for authorization to use
cash collateral.
The Debtor owns and operates two residential buildings located at
1941 Washington Street, Hollywood, Florida and 1956 Lincoln Street,
Hollywood, Florida. The Washington Property consists of eight
separate residential apartments. The Lincoln Property consists of
ten separate residential apartments.
In the ordinary course of its business, the Debtor collects monies
in the form of rents from the tenants that occupy the residential
units at the Properties. The Debtor seeks to utilize the cash
received on an ongoing basis in its deposit accounts.
The Debtor relates that Fusion Homes, LLC may claim an interest in
the cash collateral as it relates to both the Washington Property
and the Lincoln Property, by virtue of Mortgages on the properties,
that were assigned to Fusion Homes.
The Debtor's proposed Budget provides for total monthly expenses in
the amount of $4,866 for the Washington Property, and $6,000 for
the Lincoln Property. The Debtor's monthly expenses include water,
garbage, insurance, taxes, electic, gas, monthly maintenance and
repair, and property management.
The Debtor proposes to grant Fusion Homes with a continuing,
post-petition security interest in and lien on the same categories
of collateral and cash collateral which are subject to Fusion
Homes' pre-petition security interest, in the same priority as
existed pre-petition. The Debtor further proposes to grant Fusion
Homes with an administrative claim for any diminution in the value
of its collateral or cash collateral pursuant to the continued
imposition of the automatic stay.
A full-text copy of the Debtor's Motion dated November 14, 2016, is
available at
http://bankrupt.com/misc/AllessiFamily2016_1625093jko_10.pdf
Fusion Homes, LLC is represented by:
Robert A. Stok, Esq.
18851 N.E. 29th Avenue, Suite 1005
Aventura, FL 33180-2848
About The Alessi Family Limited Partnership
The Alessi Family Limited Partnership filed a chapter 11 petition
(Bankr. S.D. Fla. Case No. 16-25093) on November 9, 2016. The
petition was signed by Daniel A. Alessi, general partner. The
Debtor is represented by Brian S. Behar, Esq., at Behar, Gutt &
Glazer, P.A. The case is assigned to Judge John K. Olson. The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
ALGOZINE MASONRY: Seeks Authorization to Use Cash Collateral
------------------------------------------------------------
Algozine Masonry Restoration, Inc., asks the U.S. Bankruptcy Court
for the Northern District of Indiana for authorization to use cash
collateral.
The entities that have an interest in the cash collateral are:
(1) Ridgestone Bank:
Obligation Secured: Term Loan
Amount: $1,069,377.90
Collateral: Blanket lien on all assets, including real
property owned by Co-Debtor
(2) Snap Financial:
Obligation Secured: Revolving Line of Credit
Amount: $256,946
Collateral: Blanket lien on all assets
(3) Kabbage Lending:
Obligation Secured: Revolving Line of Credit
Amount: $43,107
Collateral: Blanket lien on all assets
(4) Bank de Leon:
Obligation Secured: Revolving Line of Credit
Amount: $72,500
Collateral: Blanket lien on all assets
(5) Arch Capital:
Obligation Secured: Revolving Line of Credit
Amount: $62,950
Collateral: Blanket lien on all assets
(6) Platinum Rapid Funding:
Obligation Secured: Revolving Line of Credit
Amount: $113,000
Collateral: Blanket lien on all assets
(7) Internal Revenue Service
Obligation Secured: Statutory Lien
Amount: $334,445.54
Collateral: Blanket lien on all assets
(8) Gilco Scaffolding Co. LLC:
Obligation Secured: Judgement creditor
Amount: $114,474
Collateral: All tools, Equipment, vehicles, and office
material used in conducting business for Debtor.
The Debtor proposes to use cash collateral to meet its
post-petition obligations and to pay its operating and
administrative expenses incurred after the Petition Date.
The Debtor's monthly budget provides for total expenses in the
amount of $210,441.
The Debtor further proposes to offer the Cash Collateral
Creditors:
(1) replacement liens on all property of the Debtor of the
same type, description and priority as the Cash Collateral
Creditors’ pre-petition collateral to the extent that the Cash
Collateral Creditors hold valid, properly perfected liens on such
collateral as of the Petition Date and to the extent that there is
any diminution in value of such property resulting from the
Debtor’s postpetition use of such property the priority of which
shall be senior to all other claims, excluding claims of the U.S.
Trustee and subject to the Carve-Out;
(2) to maintain insurance on the Debtor’s property;
(3) to maintain and care for the Debtor’s property
post-petition in a manner consistent with the Debtor’s
maintenance and care for such property pre-petition;
(4) to provide the Cash Collateral Creditors with monthly
operating reports upon filing with the Court and the U.S. Trustee;
and
(5) to permit the Cash Collateral Creditors or their
representatives access to any of the Debtor’s premises, on
reasonable prior notice, to inspect the Debtor’s books and
records and the Cash Collateral Creditors’ collateral.
The Debtor contends that it has explored alternative borrowing
sources and that there is presently, no alternative borrowing
source from which to secure additional funding to operate its
business without utilizing cash collateral.
A full-text copy of the Debtor's Motion, dated November 14, 2016,
is available at
http://bankrupt.com/misc/AlgozineMasonry2016_1623208jpk_7.pdf
A full-text copy of the Debtor's proposed Budget, dated November
14, 2016, is available at
http://bankrupt.com/misc/AlgozineMasonry2016_1623208jpk_7_2.pdf
About Algozine Masonry Restoration
Algozine Masonry Restoration, Inc., filed a chapter 11 petition
(Bankr. N.D. Ind. Case No. 16-23208) on Nov. 10, 2016. The
petition was signed by David A. Algozine, vice president. The
Debtor is represented by Allan O. Fridman, Esq., at the Law Office
of O. Allan Fridman. The Debtor disclosed total assets at $217,951
and total liabilities at $3.11 million.
AMERICAN APPAREL: Milbank, Fox Represent Committee of Lead Lenders
------------------------------------------------------------------
Milbank, Tweed, Hadley & McCloy LLP and Fox Rothschild LLP filed
with the U.S. Bankruptcy Court for the District of Delaware a
verified statement pursuant to Rule 2019 of the Federal Rules of
Bankruptcy Procedure in connection with the Firm's representation
of a committee of certain holders and investment advisors of
certain holders of (i) loans under that certain Credit Agreement
dated Feb. 5, 2016, by and among certain of the Debtors as
borrowers, the lenders and Wilmington Trust, National Association
as administrative agent and (ii) equity interests in American
Apparel, LLC.
Milbank and Fox Rothschild represented the Committee of Lead
Lenders in the prior Chapter 11 cases.
The Prior Chapter 11 Cases commenced on Oct. 5, 2015. On Jan. 27,
2016, the Court confirmed the prior plan and on Feb. 5, 2016, the
"effective date" under the Prior Plan occurred. Since the
effective date of the Prior Plan, Milbank has continued to
represent the Committee of Lead Lenders in their capacity as
stakeholders in reorganized American Apparel. Milbank and Fox
Rothschild will represent the Committee of Lead Lenders in these
Chapter 11 cases.
As of Nov. 14, 2016, the Firms represent only the Committee of Lead
Lenders and do not represent or purport to represent any entities
other than the Committee of Lead Lenders in connection with the
Debtors' cases, including, without limitation, Standard General
L.P. or any affiliates thereof. In addition, the Committee of Lead
Lenders does not represent or purport to represent any other
entities in connection with the Debtors' cases, including, without
limitation, Standard General L.P. or any affiliates.
The members of the Committee of Lead Lenders hold disclosable
economic interests or act as investment managers or advisors to
funds and accounts that hold disclosable economic interests in
relation to the Debtors. In accordance with Bankruptcy Rule
2019 and based upon information provided to the Firms by each
member of the Committee of Lead Lenders, the list of the names,
addresses, and the nature and amount of all disclosable economic
interests of each present member of the Committee of Lead
Lenders in relation to the Debtors is available at:
http://bankrupt.com/misc/deb16-12551-52.pdf
Nothing contained in the Verified Statement should be construed as
a limitation upon, or waiver of, any rights of any member of the
Committee of Lead Lenders, including any rights to assert, file,
and amend any claim or proof of claim filed in accordance with
applicable law and any orders entered in these cases.
The Firms can be reached at:
Jeffrey M. Schlerf, Esq.
L. John Bird, Esq.
FOX ROTHSCHILD LLP
919 North Market Street, Suite 300
Wilmington, Delaware 19801
Tel: (302) 654-7444
Fax: (302) 656-8920
E-mail: jschlerf@foxrothschild.com
lbird@foxrothschild.com
-- and --
Gerard Uzzi, Esq.
Eric K. Stodola, Esq.
MILBANK, TWEED, HADLEY & McCLOY LLP
28 Liberty Street
New York, NY 10005
Tel: (212) 530-5000
Fax: (212) 822-5846
E-mail: guzzi@milbank.com
estodola@milbank.com
About American Apparel
American Apparel is one of the largest apparel manufacturers in
North America. It has three active manufacturing facilities, one
distribution facility and, until recently, approximately 193 retail
stores in the United States and 18 other countries worldwide.
American Apparel operates a manufacturing, distribution and retail
business focused on branded fashion apparel.
In 2015, the Company generated more than $497 million in net
sales.
In fiscal year 2015 (which ended Dec. 31, 2015), 68.57% of the
Company's revenue was generated by the Debtors inside the United
States, and the remaining 31.43% of revenue was generated largely
by foreign affiliates abroad.
As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each. As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility. Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.
The Chapter 11 cases are pending in the U.S. Bankruptcy Court for
the District of Delaware. The Debtors have requested that their
cases be jointly administered under Case No. 16-12551.
The Debtors have hired Pachulski Stang Ziehl & Jones LLP as
counsel, Jones Day as co-counsel, Berkeley Research Group, LLC as
financial advisors, Houlihan Lokey as investment banker and Prime
Clerk LLC as claims and noticing agent.
AMERICAN APPAREL: Nov. 22 Meeting to Form Creditors' Panel Set
--------------------------------------------------------------
Andrew R. Vara, Acting United States Trustee for Region 3, will
hold an organizational meeting on Nov. 22, 2016, at 10:30 a.m. in
the bankruptcy case of American Apparel, LLC.
The meeting will be held at:
Office of the US Trustee
844 King Street, Room 3209
Wilmington, DE 19801
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization. The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.
About American Apparel
American Apparel Inc. is one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.
American Apparel and its affiliates filed for chapter 11 protection
in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016. Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.
American Apparel LLC, along with five of its affiliates, again
sought bankruptcy protection (Bankr. D. Del. Lead Case No.
16-12551) on Nov. 14, 2016, with a deal to sell the assets.
As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each. As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility. Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.
The Debtors have hired Pachulski Stang Ziehl & Jones LLP as
counsel; Jones Day as co-counsel; Berkeley Research Group, LLC as
financial advisors; Houlihan Lokey as investment banker; and Prime
Clerk LLC, as claims and noticing agent.
AMERICAN APPAREL: Wants to Obtain $30-Mil. DIP Loan
---------------------------------------------------
American Apparel, LLC and its affiliated debtors ask the U.S.
Bankruptcy Court for the District of Delaware for authorization to
obtain a $30 million postpetition senior secured superpriority
financing from Encina Business Credit, LLC as administrative and
collateral agent, and the DIP Lenders.
The Debtors relate that their primary objective in filing their
cases is to consummate a sale of their business or some or all of
their assets to Gildan Activewear SRL. The Debtors further relate
that in order to achieve their objective, they seek immediate
access to the proposed $30 million DIP Credit Facility. The
Debtors add that the proposed postpetition financing will, among
other things, provide the capital necessary to allow the Debtors to
continue operating without material disruption to their businesses,
during the chapter 11 cases for the period pending the Sale, all in
an effort to maximize the value of their estates for the benefit of
creditors.
The Debtors tell the Court that their domestic retail and wholesale
operations will continue operating in the ordinary course until the
closing of a Sale in order to preserve the value of the Debtors'
estates to ensure a value-maximizing transaction. The Debtors
further tell the Court that they currently do not have sufficient
cash to operate for more than a week, and that absent entry into
the DIP Credit Facility, they will have no alternative but to
immediately cease operating and convert these Cases to cases under
chapter 7. The Debtors say that funds provided by the DIP Credit
Facility will ensure that they avoid that fate and permit them to
continue operating and advancing the sales process to a conclusion.
The Debtors intend to borrow $10 million of the proceeds of the
DIP Credit Facility for the 30-day period commencing upon the entry
of the Interim Order.
The Debtors contend that the DIP Credit Facility was the product of
an extensive, arm's-length negotiation with the DIP Lenders, and no
competing proposal provided the Debtors with a similarly beneficial
set of comprehensive terms.
The Debtor tells the Court that DIP Agent and the DIP Lenders have
agreed to provide the Debtors with a $30 million revolving credit
facility. The Debtors further tell the Court that borrowings under
the DIP Credit Facility are governed by an interest rate of LIBOR
plus 5.25% and that the facility matures on May 7, 2017, subject to
mandatory prepayment from net sales proceeds.
The Debtors relate that under the DIP Facility, the DIP Lenders
will be entitled to a $5,000 per month administration fee, a 2.0%
closing fee and a 0.5% commitment fee. The Debtors further relate
that the DIP Agent, for the benefit of itself and the DIP Lenders,
will receive a superpriority administrative claim with respect to,
and liens and priming liens on, substantially all of the
Prepetition Collateral, except the Excluded Interests and certain
other exceptions.
The proposed DIP Credit Agreement authorizes the Debtors to use
cash collateral and proceeds of the DIP Loans, solely:
(1) to pay the DIP fees and expenses;
(2) to pay the fees and expenses of Professional Persons; and
(3) to make disbursements in the ordinary course of the
Debtors' business and pay for the costs of administering the Cases
in accordance with the proposed Budget.
The proposed DIP Credit Agreement provides for the grant of
Adequate Protection Liens and the Adequate Priority Claims, which
will secure the payment of an amount equal to the diminution in the
value of the Prepetition Secured Parties' interests in the
prepetition collateral from and after the Petition Date. The
proposed DIP Credit Agreement requires the Debtors to reimburse the
Prepetition Agent on a monthly basis, the reasonable and documented
fees and out-of-pocket expenses for its services as administrative
agent and collateral agent, and the fees and out-of-pocket expenses
of one non-Delaware legal counsel and one Delaware legal counsel to
the Prepetition Agent.
The Milestones that the Debtors must meet, as provided for in the
proposed DIP Credit Agreement, are:
(1) within 7 days of the Petition Date, filing of a motion
seeking entry of an order from the Bankruptcy Court approving
bidding procedures and the selection of a Stalking Horse Bid
relating to a 363 Sale for consideration in excess of the amount
sufficient to repay the Obligations in full;
(2) entry of the Final Order within 30 days of the Petition
Date;
(3) entry of the Bidding Procedures Order within 35 days of
the
Petition Date;
(4) conducting an auction within 65 days of the Petition
Date;
(5) entry of the order approving a Sale within 70 days of the
Petition Date;
(6) closing of the Sale within 80 days of the Petition Date;
and
(7) filing of the motion seeking to extend the deadlines to
assume or reject unexpired leases of non-residential real property
within 14 days of the Petition Date.
As of the Petition Date, the Debtors' material funded debt
obligations consist of the Prepetition Credit Facility from the
Prepetition Secured Lenders and Wilmington Trust, National
Association, as Prepetition Agent, which has an aggregate principal
amount of approximately $215 million, divided into three loan
tranches:
(1) Exit Loans
(a) Total Obligations Outstanding: $130,507,817
(b) Payment Priority:
(i) First Priority: 65% of IP collateral; other
collateral
(ii) Second Priority: accounts receivable and
inventory, shared pro rata with the IP Additional Loans
(2) Additional Loans:
(a) Total Obligations Oustanding: $59,730,000
(b) Payment Priority:
(i) First Priority: accounts receivable and
inventory
(ii) Second Priority: other collateral
(3) IP Additional Loans:
(a) Total Obligations Outstanding: $25,319,468
(b) Payment Priority:
(i) First Priority: 35% of IP collateral
(ii) Second Priority: accounts receivable and
inventory (shared pro rata with the Exit Loans)
(iii) Third Priority: other collateral
American Apparel (Carnaby) Limited, a Foreign Affiliate, entered
into a credit agreement to borrow $15 million from Standard General
L.P., with interest accruing at 14% per annum and with Debtor
American Apparel, LLC as guarantor. Upon the filing of the cases,
the outsanding obligations under the Standard General Credit
Facility accelerated and are currently due.
A full-text copy of the Debtor's Motion, dated November 14, 2016,
is available at
http://bankrupt.com/misc/AmericanApparel2016_1612551bls_17.pdf
About American Apparel, LLC.
American Apparel Inc. is one of the largest apparel manufacturers
in North America, employing 4,700 employees across 3 active
manufacturing facilities, one distribution facility and
approximately 110 retail stores in the United States.
American Apparel and its affiliates filed for chapter 11 protection
in October 2015, confirmed a fully consensual plan of
reorganization in January 2016, and substantially consummated that
plan on Feb. 5, 2016. Unfortunately, the business turnaround plan
upon which the Debtors' plan of reorganization was premised
failed.
American Apparel LLC, along with five of its affiliates, again
sought bankruptcy protection (Bankr. D. Del. Lead Case No.
16-12551) on Nov. 14, 2016, with a deal to sell the assets. The
petitions were signed by Bennett L. Nussbaum, chief financial
officer.
As of the bankruptcy filing, the Debtors estimated assets and
liabilities in the range of $100 million to $500 million each. As
of the Petition Date, the Debtors had outstanding debt in the
aggregate principal amount of approximately $215 million under
their prepetition credit facility. Additionally, the Debtors have
guaranteed one of its United Kingdom subsidiaries' obligations
under a $15 million unsecured note due Oct. 15, 2020, court
document shows.
The Debtors have hired Laura Davis Jones, Esq. and James E.
O'Neill, Esq., at Pachulski Stang Ziehl & Jones LLP as counsel;
Erin N. Brady, Esq., Scott J. Greenberg, Esq., and Michael J.
Cohen, Esq., at Jones Day as co-counsel; Berkeley Research Group,
LLC as financial advisors; Houlihan Lokey as investment banker; and
Prime Clerk LLC, as claims and noticing agent.
AMERICAN CONTAINER: Needs Until January 20 to File Plan
-------------------------------------------------------
American Container, Inc. requests the U.S. Bankruptcy Court for the
Western District of Tennessee for an extension of the deadline
within which to file a Plan and Disclosure Statement, and a
corresponding extension of the exclusivity period, through and
including January 20, 2017.
The Debtor notes that the Court has set November 14, 2016 as the
deadline to file the Plan and Disclosure Statement.
The Debtor needs additional time to sell its surplus equipment and
vehicles that are not necessary for future operations. According
to the Debtor, it would be difficult to present a meaningful Plan
and Disclosure Statement at this time because the Debtor is
uncertain of the prices to be obtained for this property. Further,
allowing a partial sale to move forward would require the Debtor to
further evaluate and plan for a sale of its remaining operating
assets, including its building.
About American Container
American Container, Inc., filed a chapter 11 petition (Bankr. W.D.
Tenn. Case No. 16-26399) on July 15, 2016. The petition was signed
by Steve Harris, president. The Debtor is represented by Russel W.
Savory, Esq., at Beard & Savory, PLLC. The case is assigned to
Judge Paulette J. Delk. The Debtor disclosed total assets at $2.55
million and total debts at $4.30 million at the time of the
filing.
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 American Container, Inc.
AMERICAN GILSONITE: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------------
The Office of the U.S. Trustee on Nov. 9 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of American Gilsonite Company.
About American Gilsonite
American Gilsonite Company -- http://www.americangilsonite.com/--
operates as an industrial minerals company and is the world's
primary miner and processor of uintaite, a variety of asphaltite, a
specialty hydrocarbon which AGC markets to industrial customers
under its registered trademark name "Gilsonite." AGC is a
privately held, portfolio company of Palladium Equity Partners III,
L.P.
American Gilsonite Holding Company aka American Gilsonite, American
Gilsonite Company, Lexco Acquisition Corp., Lexco Holding, LLC, and
DPC Products, Inc., filed Chapter 11 petitions (Bankr. D. Del. Case
No.s 16-12315 to 16-12319) on Oct. 24, 2016. The petitions were
signed by Steven A. Granda, vice president, chief financial
officer.
American Gilsonite estimated assets and debt at $100 million to
$500 million at the time of the filing.
The Debtors are represented by their local counsel Mark D. Collins,
Esq., John H. Knight, Esq., Amanda R. Steele, Esq., and Andrew M.
Dean, Esq., at Richards, Layton & Finger, P.A., and their general
counsel Matthew S. Barr, Esq. and Sunny Singh, Esq., at Weil,
Gotshal & Manges LLP. The Debtors retained Evercore Group L.L.C.
as their financing advisor, and FTI Consulting, Inc. as their
restructuring advisor.
ANCHOR GLASS: S&P Lowers CCR to 'B', Off CreditWatch Negative
-------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on
U.S.-based glass packaging producer Anchor Glass Container Corp. to
'B' from 'BB-' and removed all of its ratings on the company from
CreditWatch, where S&P placed them with negative implications on
Nov. 2, 2016. The outlook is stable.
At the same time, S&P lowered its issue-level rating on the
company's existing credit facilities to 'B' from 'BB-'. Upon the
completion of the financing transaction, S&P will withdraw its
issue-level and recovery ratings on the company's existing credit
facilities.
Additionally, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's $650 million first-lien term loan
due 2023. The '3' recovery rating indicates S&P's expectation for
meaningful (50%-70%; lower half of the range) recovery in a payment
default scenario.
S&P also assigned its 'CCC+' issue-level rating and '6' recovery
rating to Anchor Glass' proposed $150 million second-lien term loan
due 2024. The '6' recovery rating indicates S&P's expectation for
negligible (0%-10%) recovery in a payment default scenario.
Ocelot Acquisition Inc. is the borrower of the newly rated debt.
Upon the close of the transaction, Anchor Glass Container Corp.
will become the borrower of the newly rated debt.
"The downgrade reflects the material increase in Anchor Glass'
leverage following its sale to CVC Capital Partners and BA Glass
B.V. and the revision of our financial risk profile assessment on
the company to highly leveraged from aggressive," said S&P Global
credit analyst Nadine Totri. Pro forma for the proposed
transaction, S&P estimates that Anchor's adjusted debt-to-EBITDA
metric will increase to around 6x. S&P now anticipates that the
company's leverage will remain between 5x and 6x over the next few
years, which compares with S&P's previous expectation of between 4x
and 5x. While S&P continues to expect the company to generate good
free cash flow that it may use to repay its debt, S&P do not
anticipate that Anchor's leverage will decline meaningfully below
5x due to S&P's view of the risks associated with the company's
ownership by a financial sponsor. Specifically, S&P is concerned
that the company may take on additional leverage due to its
financial sponsor's capital allocation decisions, such as
debt-financed acquisitions or dividends.
The stable outlook on Anchor reflects S&P's expectation that the
company will experience fairly predictable business conditions and
generate stable cash flow over the next 12 months. S&P's highly
leveraged assessment of the company's financial policy primarily
reflects S&P's belief that its leverage will remain above 5x for an
extended period due to its view of the risks associated with its
ownership by a financial sponsor.
S&P could lower its ratings on Anchor if the company's operating
performance deteriorates or if a large debt-financed acquisition or
shareholder distribution causes its total debt-to-EBITDA metric to
increase to 6.5x or above without clear prospects for recovery.
Also, S&P could lower its ratings if the company generates negative
free cash flow and its liquidity position deteriorates, leaving it
with less than 15% of headroom under the covenant on its revolving
credit facility. The company could experience operational
challenges from a decline in consumer spending, falling demand for
mass market beer brands, the more aggressive substitution of
plastic and aluminum containers for glass in certain beverage and
food categories, or a significant decline in business from one of
its key customers.
Given that the company is controlled by a private-equity sponsor
with very aggressive financial policies, S&P views an upgrade over
the next year as unlikely. S&P could raise its ratings on Anchor
if its owners committed to maintain less aggressive financial
policies such that its debt-to-EBITDA metric improves and remains
well below 5x and its FFO-to-debt ratio exceeds 12% for a sustained
period.
ANTHONY PAUL MANRIQUE: Disclosures OK'd; Plan Hearing on Jan. 12
----------------------------------------------------------------
The Hon. Scott H. Yun of the U.S. Bankruptcy Court for the Central
District of California has approved Anthony Paul Manrique's second
amended disclosure statement describing the Debtor's Chapter 11
plan.
The hearing on confirmation of the Debtor's Plan will be held on
Jan. 12, 2017, at 1:30 p.m. The status conference is continued to
Jan. 12, 2017, at 1:30 p.m.
Any objections to the plan confirmation must be filed by Dec. 29,
2016. The Debtor's reply to any objections will be filed on Jan.
5, 2017.
Ballots are to be returned to the Debtor's counsel no later than
Dec. 1, 2016.
The Debtor's plan confirmation brief and ballot summary are to be
filed and served by Dec. 22, 2016.
Anthony Paul Manrique aka Anthony Manrique filed for Chapter 11
bankruptcy protection (Bankr. C.D. Cal. Case No. 15-10650) on Jan.
26, 2015. Dana M. Douglas, Esq., serves as the Debtor's bankruptcy
counsel.
ARCHDIOCESE OF ST. PAUL: Offers $132M to Settle Sex Abuse Claims
----------------------------------------------------------------
The American Bankruptcy Institute, citing Steve Gorman of Reuters,
reported that the Roman Catholic Archdiocese of St. Paul and
Minneapolis has offered to pay $132 million to settle hundreds of
child sex abuse claims against its clergy under a revised
bankruptcy reorganization plan filed in court.
According to the report, the archdiocese said its plan would mark
the second-largest such bankruptcy settlement of pedophile priest
claims in America. The sum is more than double the $65 million
previously offered by the archdiocese and rejected by plaintiffs,
the report pointed out.
But lawyers representing the bulk of nearly 450 claims at stake in
St. Paul-Minneapolis denounced the latest proposal as still far too
small and accused church officials of trying to conceal their
ability to pay much more, the report related.
Spread evenly across the Twin Cities claims, each victim there
stands to gain less than $300,000 under the archdiocese's amended
plan, the report cited plaintiffs attorney Mike Finnegan as
saying.
The next hearing on the matter, focused on financial disclosure, is
set for Dec. 15, 2016.
About the Archdiocese of Saint Paul
and Minneapolis
The Archdiocese of Saint Paul and Minneapolis was originally
established by the Vatican in 1850 and serves a geographical area
consisting of 12 greater Twin Cities metro-area counties in
Minnesota, including Ramsey, Hennepin, Anoka, Carver, Chicago,
Dakota, Goodhue, Le Sueur, Rice, Scott, Washington, and Wright
counties. There are 187 parishes and approximately 825,000
Catholic individuals in the region. These individuals and
parishes
are served by 3999 priests and 173 deacons.
The Archdiocese of St. Paul and Minneapolis filed for Chapter 11
protection (Bankr. D. Minn. Case No. 15-30125) in Minnesota on
Jan.
16, 2015, saying it has large and growing liabilities related to
child sexual abuse and that its pension obligations are
underfunded.
The Debtor disclosed $45,203,010 in assets and $15,890,460 in
liabilities as of the Chapter 11 filing.
The Debtor has tapped Briggs and Morgan, P.A., as Chapter 11
counsel; BGA Management LLC dba Alliance Management as financial
advisor; Lindquist & Vennum LLP as attorney.
The U.S. Trustee appointed five creditors to serve on the
Committee of Parish Creditors. Ginny Dwyer was appointed as the
acting chairperson of the committee until such time as the members
can meet and officially elect their own person.
Eleven other dioceses have commenced Chapter 11 bankruptcy cases
in the United States to settle claims from current and former
parishioners who say they were sexually molested by priests.
ARR MEDICAL: Plan Confirmation Hearing on Dec. 7
------------------------------------------------
The Hon. Mildred Caban Flores of the U.S. Bankruptcy Court for the
District of Puerto Rico has conditionally approved ARR Medical
Group PSC's disclosure statement dated Nov. 1, 2016, referring to
the Debtor's plan of reorganization.
A hearing for the consideration of the final approval of the
Disclosure Statement and the confirmation of the Plan will be held
on Dec. 7, 2016, at 9:00 a.m.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on or before 14 days prior to the date of
the hearing on confirmation of the Plan.
Any objection to the final approval of the Disclosure Statement and
the confirmation of the Plan will be filed on or before 14 days
prior to the date of the hearing on confirmation of the Plan.
The Debtor will file with the Court a statement setting forth
compliance with each requirement in U.S.C. Section 1129, the list
of acceptances and rejections and the computation, within seven
working days before the hearing on confirmation.
About Arr Medical Group
Arr Medical Group, PSC, filed for Chapter 11 bankruptcy protection
(Bankr. D.P.R. Case No. 16-00400) on Jan. 22, 2016. Mary Ann
Gandia Fabian, Esq., at Gandia-Fabian Law Office serves as the
Debtor's bankruptcy counsel.
AURORA DIAGNOSTICS: Incurs $4.07 Million Net Loss in Third Quarter
------------------------------------------------------------------
Aurora Diagnostics Holdings, LLC, filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing a
net loss of $4.07 million on $73.23 million of net revenue for the
three months ended Sept. 30, 2016, compared to a net loss of $4.70
million on $69.68 million of net revenue for the three months ended
Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $16.01 million on $214.8 million of net revenue
compared to a net loss of $61.38 million on $193.7 million of net
revenue for the same period a year ago.
As of Sept. 30, 2016, Aurora Diagnostics had $251 million in total
assets, $457.7 million in total liabilities and a members' deficit
of $206.7 million members' deficit.
Cash and Working Capital
"We require significant cash flow to service our debt obligations,
including contingent notes. In addition to servicing our debt, we
use cash to make acquisitions, purchase property and equipment and
otherwise fund our operations. Cash used to fund our operations
excludes the impact of non-cash items, such as the allowance for
doubtful accounts, depreciation, impairments of goodwill and other
intangible assets, changes in the fair value of the contingent
consideration and non-cash stock-based compensation, and is
impacted by the timing of our payments of accounts payable and
accrued expenses and collections of accounts receivable.
"As of September 30, 2016, we had cash and cash equivalents of
$12.1 million and working capital of $11.9 million, and we had
$30.0 million available under our revolving credit facility. Our
primary uses of cash are to fund our operations, service debt,
including payments due under our contingent notes, make
acquisitions and purchase property and equipment. Cash used to
fund our operations excludes the impact of non-cash items, such as
the allowance for doubtful accounts, depreciation, impairments of
goodwill and other intangible assets, changes in the fair value of
the contingent consideration and non-cash stock-based compensation,
and is impacted by the timing of our payments of accounts payable
and accrued expenses and collections of accounts receivable.
"We believe our current cash and cash equivalents together with
cash from operations and the amount available under our revolving
credit facility will enable us to meet our working capital, capital
expenditure, debt service and other funding requirements through
September 30, 2017. In order to access the amounts available under
our revolving credit facility, we must meet the financial tests and
ratios contained in our senior secured credit facility. We
currently expect to meet these financial tests and ratios at least
through that date. Nonetheless, we may not meet these financial
tests and ratios and therefore our ability to access the amounts
otherwise available under our revolving credit facility may be
limited. Our ability to meet our working capital, capital
expenditure, debt service and other funding requirements in the
longer term is subject to several factors, including, our ability
to refinance our Senior Notes and/or our credit facility prior to
October 14, 2017, our ability to raise additional debt or equity
capital in a timely manner and on terms acceptable to us, our
continued access to amounts available under our revolving credit
facility, our ability to implement our business strategy and the
absence of material adverse developments in our business, liquidity
or capital requirements."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/92Yc93
About Aurora Diagnostics
Headquartered in Palm Beach Gardens, Florida, Aurora Diagnostics
Holdings, LLC, through its subsidiaries, provides physician-based
general anatomic and clinical pathology, dermatopathology,
molecular diagnostic services and other esoteric testing services
to physicians, hospitals, clinical laboratories and surgery
centers. The company recognized approximately $260 million in
revenue for the 12 months ended June 30, 2013. The company is
majority owned by equity sponsors KRG Capital Partners and Summit
Partners.
Aurora Diagnostics reported a net loss of $83.4 million on $264
million of net revenue for the year ended Dec. 31, 2015, compared
to a net loss of $55.5 million on $243 million of net revenue for
the year ended Dec. 31, 2014.
* * *
In April 2016, Moody's Investors Service downgraded the Corporate
Family Rating of Aurora Diagnostics to 'Caa3' from 'Caa2' and the
Probability of Default Rating to 'Caa3-PD' from 'Caa2-PD'. The
downgrade reflects Moody's heightened expectation that Aurora will
pursue some transaction within the next 12 months which the rating
agency would consider a default. This could include a transaction
which Moody's considers a distressed debt exchange, or a bankruptcy
filing.
Aurora Diagnostic carries a 'CCC+' corporate credit rating from
Standard & Poor's Ratings Services.
B&F LANDSCAPE: Seeks to Hire Flaster/Greenberg as Legal Counsel
---------------------------------------------------------------
B&F Landscape Factory, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire legal counsel.
The Debtor proposes to hire Flaster/Greenberg PC to assist in the
preparation of a bankruptcy plan and provide other legal services
related to its Chapter 11 case.
The hourly rates charged by the firm range from $275 to $580 for
associates and partners, and from $185 to $250 for paralegals. E.
Richard Dressel, Esq., the attorney designated to represent the
Debtor, will be paid $490 per hour.
Mr. Dressel disclosed in a court filing that his firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Richard Dressel, Esq.
Flaster/Greenberg PC
1810 Chapel Avenue West
Cherry Hill, NJ 08002-4609
Phone: (856) 661-2280
About B&F Landscape Factory
B&F Landscape Factory, Inc. is a New Jersey company in the business
of supplying stone, mulch, soil and hardscaping product.
B&F Landscape Factory, Inc., a small business debtor, filed a
voluntary Chapter 11 petition (Bankr. D.N.J. Case No. 16-31416), on
November 8, 2016. The petition was signed by Frank N. Stellaccio,
president. The case is assigned to Judge Jerrold N. Poslusny Jr.
The Debtor is represented by E. Richard Dressel, Esq.,
Flaster/Greenberg P.C. At the time of filing, the Debtor estimated
assets at $100,000 to $500,000 and liabilities at $1 million to $10
million.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
BASKET ORIGINALS: Unsecureds To Recover 10.5% Under Plan
--------------------------------------------------------
Basket Originals Inc. filed with the U.S. Bankruptcy Court for the
District of Puerto Rico a disclosure statement dated Nov. 2, 2016,
referring to the Debtor's plan of reorganization.
On the Effective Date, Class 2 General Unsecured Creditors will
receive from the Debtors a non-negotiable, non-interest bearing,
promissory note dated as of the Effective Date. Creditors in this
class will receive a total repayment of 10.5% of their claimed or
listed debt which equals $18,000 to be paid pro rata to all allowed
claimants under this class. This case is a zero liquidation value
case. Payments will be made in quarterly installments (one payment
every three months) of $984.97 is based on paying the $18,000 with
interest of 3.50% for five years. These payments will be divided
pro rata among all unsecured creditors. This class is impaired.
General Unsecured Creditors were listed by the Debtor and filed
proof of claims total the amount of $119,000.
The source of payments proposed under the Plan will come from the
continuation of the business operation of the Debtors'
restaurant/cafeteria and gourmet basket sales.
The Disclosure Statement is available at:
http://bankrupt.com/misc/prb16-01932-63.pdf
The Plan was filed by the Debtor's counsel:
Home A. Mercado-Justiniano, Esq.
Calle A. Ramirez Silva No. 8
Ensanchez Martinez
Mayaguez, PR 00680-4714
Tel: (787) 831-3577
(787) 805-2945
Fax: (787) 805-7350
E-mail: hmjlaw2@gmail.com
Basket Originals Inc. started as a restaurant, gourmet
deli/cafeteria and a store in which people cold buy or order custom
baskets filled with gourmet food, delicatessen, and send these
baskets as gifts. The store is located in the place that it
originally started in Such Ville, Guaynabo.
Basket Originals filed for Chapter 11 bankruptcy protection (Bankr.
D.P.R. Case No. 16-01932) on March 11, 2016, estimating its assets
at up to $50,000 and its liabilities at between $100,001 and
$500,000. Homel Antonio Mercado Justiniano, Esq., at Justiniano &
Mercado Law Office serves as the Debtor's bankruptcy counsel.
BIOLIFE SOLUTIONS: Incurs $1.26 Millon Net Loss in Third Quarter
----------------------------------------------------------------
BioLife Solutions, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $1.26 million on $2.13 million of product sales for the three
months ended Sept. 30, 2016, compared to a net loss of $1.29
million on $1.63 million of product sales for the three months
ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $4.47 million on $5.97 million of product sales
compared to a net loss of $3.59 million on $4.62 million of product
sales for the same period a year ago.
As of Sept. 30, 2016, the Company had $10.76 million in total
assets, $4.17 million in total liabilities and $6.58 million in
total shareholders' equity.
Mike Rice, BioLife president & CEO, commented, "Demand for CryoStor
and HypoThermosol continues to increase as more cell therapy
companies and clinical centers embed our proprietary
biopreservation media products into their manufacturing and
logistics processes. We anticipate that some of these late stage
clinical customers, including Kite Pharma, could gain regulatory
approvals and begin commercial manufacturing in 2017, which could
result in accelerated growth in high margin revenue for BioLife."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/AJ55aU
About BioLife Solutions
Bothell, Washington-based BioLife Solutions, Inc., develops and
markets patented hypothermic storage and cryo-preservation
solutions for cells, tissues, and organs, and provides contracted
research and development and consulting services related to
optimization of biopreservation processes and protocols.
BioLife reported a net loss of $4.99 million on $6.44 million of
product sales for the year ended Dec. 31, 2015, compared to a net
loss of $3.30 million on $6.19 million of product sales for the
year ended Dec. 31, 2014.
BOMBARDIER INC: Fitch Assigns 'B' on New Senior Unsecured Notes
---------------------------------------------------------------
Fitch Ratings has assigned a rating of 'B/RR4' to Bombardier Inc.'s
(BBD) planned issuance of senior unsecured notes. Proceeds will be
available to repay outstanding debt. The Rating Outlook is
Negative.
KEY RATING DRIVERS
The planned debt issuance would reduce near-term liquidity concerns
to the extent it is used to repay debt maturities scheduled through
2018. BBD continues to generate negative FCF which Fitch expects
will continue at least through 2018. Negative FCF is primarily
associated with the C Series and Global 7000 aircraft programs and
takes actions to improve BBD's overall operating performance. In
the absence of the proposed debt issuance and debt repayment, Fitch
expects liquidity could be inadequate to fund BBD's cash
requirements as early as 2018 if FCF does not become positive by
then.
Fitch estimates FCF in 2016 will be negative $1.4 billion, which
would represent an improvement from negative $2 billion in 2015.
The large negative FCF partly reflects a build-up of C Series
inventory associated with late deliveries of GTF engines by Pratt &
Whitney. BBD now plans to deliver seven C Series aircraft in 2016,
down from its original plan of at least 15 aircraft. Due to the
delay and other production risks that are possible, Fitch believes
it could be challenging for the C Series to become cash positive by
2020 or 2021 as originally projected by BBD, although it is still
early in the production ramp-up and there is time to make
adjustments. The C Series has a backlog of 356 orders (316 orders
excluding Republic Airways) which is sufficient to support the
production ramp through 2020. In 2016, development spending for the
C Series is winding down with entry into service for the CS300
planned by the end of the year. However, development spending will
remain elevated for the Global 7000 business jet.
Fitch notes that funds from the sale of equity stakes in BT and the
C Series support BBD's liquidity, but the transactions also reduce
BBD's share of long term earnings in the businesses. The reduction
in earnings and dividends from BT will be material while the C
Series will generate losses initially. Fitch does not expect to
adjust credit metrics related to EBITDA but BT's FCF will be
reduced if CDPQ receives cash dividends from the transportation
business.
Fitch believes BBD is taking effective actions to improve its
operating performance, and several developments could lead to an
improved outlook for BBD's results. These include a successful ramp
of C Series production, entry into service of the Global 7000 on
budget and on time (currently expected in late 2018), a recovery in
the business jet market, an effective realignment of BT's
operations leading to higher margins, and possible additional
support from the governments of Quebec or Canada.
Operating concerns include low margins, the weak business jet
market and execution challenges at BT which are being addressed
through BT's action to streamline the business and realize
operating synergies. BBD will incur approximately $475 million to
$525 million of charges to reduce its workforce across the company
between 2016 and 2018 by 14,500 employees, or roughly 20% of BBD's
total headcount. The workforce reductions will be concentrated at
BT and Aerostructures. BBD estimates annual cost savings will reach
$500 million - $600 million by the end of 2018.
Other concerns include competitive pressure in each of BBD's
segments, the risk of C Series cancellations, and high leverage. An
eventual return to positive FCF would help BBD's rebuild its
financial flexibility and support the company's plan to
de-leverage. However, Fitch believes a meaningful decline in
leverage over the long term will be difficult to achieve without a
successful ramp of C Series production, timely entry into service
of the Global 7000 business jet, higher margins at BT, and a clear
plan to address the reduction of earnings and cash flow associated
with the minority interests in BT and the C Series.
Rating concerns are mitigated by BBD's diversification, well
established market positions in its business jet, regional aircraft
and rail transportation businesses; early progress toward building
higher margins; a portfolio of commercial aircraft and large
business jets which the company has continued to refresh; high
liquidity in the near term; and entry into service of the C Series
earlier in 2016 which so far is meeting performance targets.
BBD's bank facilities contain various leverage and liquidity
requirements for both BBD, including Bombardier Aerospace (BA), and
BT. Minimum required liquidity at the end of each quarter is $750
million for the BBD facility and EUR600 million at BT. BBD does not
publicly disclose required levels for other covenants but there is
a risk that weaker than expected operating results or an increase
in debt could result in noncompliance. The lowest levels of
covenant compliance typically occur in the middle of the year
instead of at year-end because of BBD's cash flow profile.
Fitch views BBD's strong position in the global business jet market
as a rating strength. In the regional aircraft market including
regional jets and turboprops, BBD is among the global market
leaders, but the segment is a smaller contributor to BBD's overall
profitability than business jets.
BBD's low margins in the aerospace business continue to be a
concern, and weakness in the large business jet category could
hinder BBD's long-term profitability and cash flow. BBD plans to
implement furloughs during certain periods in 2017 for its Global
5000 and 6000 business jets to manage production levels. In the
near term, aerospace margins will be negatively affected by lower
production of global business jets in 2016, and profitability will
be pressured by negative margins on the C Series for several years
while production ramps up.
BBD has been challenged to generate orders for its regional
aircraft and the backlog as of Sept. 30, 2016 was near the lower
end of its historical range despite an increase in orders through
the first nine months of 2016. This trend is a concern when
considering Embraer which competes with BBD's regional jets and
continues to invest in aircraft development.
BT has strong positions in its rail markets, particularly in
Europe, which represents BT's largest market. The competitive
landscape is evolving, however, including several mergers and
acquisitions. These transactions could exacerbate pricing pressure
across the industry and make it more challenging for BT to build
stronger margins. The EBIT margin before special items was 6.7% in
the first nine months of 2016 compared to BT's long-term goal of
8%. Streamlining efforts are focused on higher-margin services and
systems revenue. BT has much lower capital requirements than BBD's
aerospace businesses and generates more stable FCF, but the timing
of BT's FCF can vary between quarters due to the nature of its
contracts.
The Recovery Rating (RR) of '4' for BBD's senior unsecured debt and
bank credit facility supports a rating of 'B', reflecting
expectations of average recovery prospects (31% to 50%) in a
distressed scenario. Although Fitch's recovery model produces a
Recovery Rating of 'RR3', Fitch assigns an 'RR4' Recovery Rating
due to BBD's near-term risks as well as negative earnings and cash
flow associated with the C Series until there is better visibility
of long-term performance of the program.
The recovery analysis assumes that, in a distress scenario, BT is
separated from BBD and is excluded from bankruptcy as BT is
relatively independent of BBD's aerospace business. BT is
consistently profitable, generates positive FCF and has little
outstanding debt, although its use of factoring and forfaiting is
substantial. BT's bank facility is not guaranteed by BBD. Under
this scenario, Fitch excludes earnings dilution from the C Series
during the next few years and assumes a fair valuation is received
for BBD's 70% interest in BT, with the value added to BA's
stand-alone going concern value. The 'RR6' for subordinated
convertible debt and preferred stock reflects a low priority
position relative to BBD's debt.
KEY ASSUMPTIONS
Fitch's key assumptions within its rating case for the issuer
include:
-- FCF in 2016 will be approximately negative $1.4 billion;
-- Business jet deliveries in 2016 decline to 150 aircraft,
including 50 large jets, compared to 199 aircraft in 2015;
-- C Series deliveries in 2017 increase to at least 30 aircraft
following a reduction to the delivery schedule in 2016
associated with delayed shipments of GTF engines;
-- The commercial aircraft segment experiences losses for the
next several years due production losses on the C Series;
-- Development spending declines in 2017 as C Series shifts to
production, but development spending for the Global
7000/8000 continues through 2018;
-- BT generates slow growth, excluding the impact of foreign
currency, and slightly higher EBIT margins.
RATING SENSITIVITIES
Future developments that may, individually or collectively, lead to
a downgrade of BBD's ratings include:
-- FCF is materially more negative than Fitch's estimated
levels of negative $1.4 billion in 2016, declining below
negative $1 billion in 2017;
-- Cash balances decline below $2 billion before there is a
clear path to reach positive FCF;
-- C Series production encounters unexpected challenges or
delays that increase the program's expected use of cash;
-- Weak industry demand in the aerospace business leads to
production cuts beyond levels already planned;
-- Operating margins deteriorate consistently at BT.
Future developments that may, individually or collectively, lead to
a stable Rating Outlook include:
-- FCF improves and appears likely to reach a breakeven level
by sometime in 2018;
-- Steady improvements in segment operating margins, excluding
the expected negative impact of C Series production;
-- Order rates for business and regional aircraft support high
customer advances;
-- Consistently lower leverage, including debt/EBITDA below
6.0x.
LIQUIDITY
BBD's liquidity at Sept. 30, 2016 included cash of $3.4 billion
plus nearly $1.1 billion of availability under bank facilities. In
addition to a $400 million bank revolver available to BBD and BA
that matures in 2019, BT has a separate EUR658 million ($738
million) revolver that matures in 2019 under which EUR75 million
($84 million) was outstanding. BA and BT also have letter of credit
(LC) facilities that are used to support performance risk and
secure advance payments from customers.
Liquidity has increased materially in 2016 due to $2.5 billion of
cash raised from the sale of minority interests in BT and the C
Series program. In February 2016 BBD sold a 30% stake in BT for
$1.5 billion to Caisse de depot et placement du Quebec (CDPQ), and
it sold a 49.5% interest in the C Series program for $1 billion to
the Government of Quebec in 2016.
BBD makes significant pension contributions which it estimates will
total $300 million in 2016. Net pension liabilities totaled $1.6
billion at the end of 2015, including $959 million at funded plans.
The estimated net liability increased to $3.3 billion as of Sept.
30, 2016 due largely to lower discount rates as well as changes in
other assumptions.
In addition to the two committed bank facilities, BBD has other
facilities including bilateral agreements and bilateral facilities
with banks and insurance companies. BA uses committed sale and
leaseback facilities ($19 million outstanding at Sept. 30, 2016) to
help finance its trade-in inventory of used business aircraft. In
addition, BT uses off-balance-sheet non-recourse factoring
facilities in Europe ($1 billion outstanding at Sept. 30, 2016) and
forfaiting arrangements with third party advance providers ($494
million at Sept. 30, 2016) in exchange for rights to customer
payments on long term contracts at BT.
FULL LIST OF RATING ACTIONS
Fitch currently rates BBD as follows:
-- IDR 'B';
-- Senior unsecured bank revolver 'B'/'RR4';
-- Senior unsecured debt 'B'/'RR4'.
-- Preferred stock 'CCC+'/'RR6'.
The Rating Outlook is Negative.
BBD's debt at Sept. 30, 2016, as calculated by Fitch, totaled
approximately $10.6 billion.
BOMBARDIER INC: S&P Assigns 'B-' Rating on New Sr. Notes Due 2021
-----------------------------------------------------------------
S&P Global Ratings said that it is assigning its 'B-' issue-level
rating and '4' recovery rating to Bombardier Inc.'s proposed senior
unsecured notes due 2021. The '4' recovery rating reflects S&P's
expectation for average (30%-50%; low end of the range) recovery in
S&P's simulated default scenario.
All of S&P's other ratings on the company are unchanged, including
its 'B-' long-term corporate rating on Bombardier. The outlook is
stable.
Bombardier will use the note proceeds along with cash on hand, as
needed, to repay debt outstanding. The proposed notes are pari
passu with Bombardier's unsecured notes outstanding.
"The ratings on Bombardier reflect what we view as the company's
weak business risk profile and highly leveraged financial risk
profile," said S&P Global Ratings credit analyst Aniki
Saha-Yannopoulos. "Our ratings take into consideration what we
view as the continued risk associated with Bombardier's production
ramp-up of the C-Series jet, high leverage, weakness in the
business jet space, and declining cash flow from both the aerospace
and transportation divisions."
RATINGS LIST
Bombardier Inc.
Corporate credit rating B-/Stable/--
Ratings Assigned
Senior unsecured notes
due 2021 B-
Recovery rating 4L
BREITBURN ENERGY: U.S. Trustee Forms 7-Member Committee
-------------------------------------------------------
U.S. Trustee William K. Harrington on Nov. 15 appointed seven
creditors of Breitburn Energy Partners LP and its affiliated
debtors to serve on the official committee of unsecured creditors.
The committee members are:
(1) Andrew M. Parker
41 Miltiades Avenue
Riverside, CT 06878
Tel: (917) 364-4002
E-mail: parker.andy@gmail.com
(2) Gerald Epling
2618 Cumberland Avenue
Ashland, KY 41102
Tel: (606) 939-0419
E-mail: Giddyup@Miknotec.com
eplinggerald7@gmail.com
(3) Jim Lemezis
723 Cumina Escuela
San Jose, CA 95129
Tel: (408) 777-0944
E-mail: jiml@quicksmart.com
(4) Robert Menjivar
316 Sun Rey Avenue
Millbrae, CA 94030
Tel: (510) 388-2939
E-mail: RMenjivar123@yahoo.com
(5) Rodger R, Stelter, Beneficiary for Rodger R. Stelter 401K
8000 W. 114th Terr.
Overland Park, KS 66210-1819
Tel: (816) 392-6043
E-mail: Rstelter42@gmail.com
(6) John Myrick
630 1/2 N. Genesee Avenue
Los Angeles, CA 90036
Tel: (310) 709-1737
E-mail: Johnnymyrick@gmail.com
johnmyrick@hotmail.com
(7) Ira Wilsker
5770 Clint Lane
Beaumont, TX 77713-9531
Tel: (409) 454-1411
E-mail: iwilsker@gmail.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About 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 cases are pending before the Honorable Stuart M. Bernstein.
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
and Quinn Emanuel Urquhart & Sullivan, LLP serve as their conflicts
counsel. PricewaterhouseCoopers LLP has been retained as auditor
and tax advisor, while Coghlan Crowson LLP and Beck Redden LLP have
been retained as special counsel.
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. It
retained Porter Hedges LLP as special counsel; and Houlihan Lokey
Capital, Inc., and Berkeley Research Group, LLC as financial
advisors.
In October 2016, Judge Bernstein directed the appointment of a
statutory committee of equity security holders.
BRIGID GIAMBRONE: Unsecureds To Get $246,000 Over 118 Months
------------------------------------------------------------
Brigid Giambrone filed with the U.S. Bankruptcy Court for the
Eastern District of New York a second amended disclosure statement
in support of the Debtor's second amended Chapter 11 plan dated
Nov. 2, 2016.
Class 12 consists of all general unsecured claims against the
Debtor, including Classes 9 and the unsecured portions of classes
3, 6 and 8. Holders of Class 12 claims will be paid pro rata, a
total of $246,000, to be paid in monthly installments of $1,000
within 10 days after the Effective Date and $1,000 per month for a
period of 35 months thereafter, and then $2,500 per month for a
period of 84 months. Confirmation of the Second Amended Plan will
serve to release any holder of a Class 12 claim as of the Petition
Date of any claim or cause of action against such holder (other
than defenses of setoff or recoupment). Payments on Class
12 claims will be mailed to the address of the creditor on the
proof of claim unless the creditor files a change of address notice
with the Court. Any check mailed to the proper address and
returned by the post office as undeliverable, or not deposited
within 180 days, will be void and the funds retained may be
retained by the Debtor.
The Debtor will fund the Second Amended Plan from income from her
social security income ($864 per month), rents from real estate
(totaling $16,060.73 per month) and the contribution from the
Debtor's husband ($5,559 rent; $2,350 social security income;
$2,726 pension income all per month). The Debtor will retain the
assets of the estate, and will pay ordinary living expenses, pay
the operating expenses for the real estate, and pay the creditors
the amounts set forth in the Second Amended Plan. Consistent with
the provisions of the Second Amended Plan and subject to any
releases, the Debtor reserves her right to start or continue any
adversary proceeding permitted under the Code and Rules to collect
any debts, or to pursue claims in any court of competent
jurisdiction.
Except as expressly provided for in the Second Amended Plan,
nothing in the Second Amended Plan will be deemed to constitute a
waiver of any claim that the Debtor may assert against any other
party, including the holder of any claim provided for in the Second
Amended Plan, and the allowance of any claim against the Debtor or
the Estate will not bar any claim by the Debtor against the holder
of the claim.
The Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/nyeb16-42610-77.pdf
As reported by the Troubled Company Reporter on Oct. 27, 2016, the
Debtor filed with the Court an amended disclosure statement in
support of the Debtor's amended Chapter 11 plan dated Oct. 17,
2016. Under that Plan, holders of Class 12 Claims, which consists
of all general unsecured claims against the Debtor, would be paid
pro rata, a total of $252,000, to be paid in monthly installments
of $2,100 within 10 days after the Effective Date and $2,100 per
month for a period of 119 months thereafter, and confirmation of
the Amended Plan would serve to release any holder of a Class 12
claim as of the Petition Date of any claim or cause of action
against the holder (other than defenses of setoff or recoupment).
About Brigid Giambrone
Brigid Giambrone is an individual resident of Richmond County who
is retired an earns a pension and a social security income. The
Debtor, and her husband, own six residential real properties which
generate a rental income. The Debtor's husband contributes from
his own income towards the jointly owned properties.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
E.D.N.Y. Case No. 16-42610) on June 14, 2016. Fredrick P. Stern,
Esq., at Fredrick P. Stern & Associates PC serves as the Debtor's
bankruptcy counsel.
BRONCO MIDSTREAM: S&P Affirms 'B' CCR & Revises Outlook to Stable
-----------------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' corporate credit and
issue-level ratings on Bronco Midstream LLC and revised the outlook
to stable from negative. The '3' recovery rating on the
issue–level debt is unchanged, indicating S&P's expectation of
meaningful (50% to 70%; at the low end of the range) recovery in
the event of payment default.
"The stable outlook on Bronco reflects our expectation that it will
maintain adequate liquidity while receiving stable distributions
from Enable," said S&P Global Ratings credit analyst Mike Llanos.
"Although we expect debt leverage of about 6x in 2016, we believe
the mandatory cash flow sweep will improve leverage to about 5.25x
in 2017."
S&P could lower the rating if Enable's distribution were decreased
to a level such that S&P expected Bronco to sustain interest
coverage below 1.5x. S&P could also lower the rating if it lowered
the rating on Enable.
Higher ratings are unlikely in the near term absent a material
deleveraging, an improvement in Enable's SACP, or an improvement in
Enable's unit price such that Bronco could liquidate its shares in
Enable and pay off debt by a factor of 3x.
BUMBLE BEE: S&P Lowers CCR to 'B-', On CreditWatch Negative
-----------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating on Bumble
Bee Holdings Inc. to 'B-' from 'B' and placed all ratings mentioned
herein on CreditWatch with negative implications.
At the same time, S&P lowered its issue-level rating on the
company's $605 million senior secured notes maturing in December
2017 to 'B-' from 'B'. The recovery ratings remain '3', indicating
S&P's expectations for meaningful (50% to 70%, lower half of the
range) recovery in the event of a payment default. S&P also
lowered its issue-level rating on the company's $150 million senior
paid-in-kind toggle notes maturing in March 2018 to 'CCC' from
'CCC+'. The recovery ratings remain '6', indicating S&P's
expectations for negligible (0% to 10%) recovery in the event of a
payment default.
"The ratings reflect our view of heightened refinancing risk given
Bumble Bee's upcoming 2017 maturity, which remains unaddressed, and
the uncertainty with regard to a Department of Justice settlement,"
said S&P Global Ratings credit analyst Amanda O'Neill.
The CreditWatch with negative implications reflects that S&P could
lower the ratings in the near term if the company does not address
or resolve its upcoming asset-backed lending revolving credit
facility maturity by early 2017.
CD&R REIGN: Moody's Assigns Caa1 CFR; Outlook Stable
----------------------------------------------------
Moody's Investors Service assigned a Caa1 Corporate Family Rating
and a Caa1-PD Probability of Default Rating to CD&R Reign Merger
Sub, Inc., which conducts business as Drive DeVilbiss Healthcare.
Moody's also assigned Caa1 ratings to the company's proposed first
lien senior secured credit facilities, and a Caa3 to a proposed
second lien senior secured term loan. The rating outlook is
stable. This is the first time Moody's has rated this borrower.
The proceeds from the loans and a contribution of approximately
$295 million of sponsor equity will be used to fund the acquisition
of the company by Clayton, Dubilier & Rice (CD&R), fund two pending
incremental acquisitions, pay transaction fees and expenses and add
to cash balances. Upon closing of the transaction, CD&R Reign
Merger Sub, Inc. will be merged with and into Medical Depot
Holdings, Inc., the surviving borrower. At that time, and upon
review of final documentation, all issuer and instrument-level
ratings will be reflected under Medical Depot Holdings, Inc.
Moody's assigned these ratings:
CD&R Reign Merger Sub, Inc.:
Corporate Family Rating at Caa1
Probability of Default Rating at Caa1-PD
$100 million senior secured first lien revolving credit facility
at Caa1 (LGD 3)
$417 million senior secured first lien term loan at Caa1 (LGD 3)
$162 million senior secured second lien term loan at Caa3
(LGD 6)
The outlook on all ratings is Stable
RATINGS RATIONALE
CD&R Reign Merger Sub, Inc.'s (doing business as Drive DeVilbiss
Healthcare, or, Drive) Caa1 Corporate Family Rating reflects the
company's modest cash flow from operations, exposure to customers
facing ongoing reimbursement pressures, and very high financial
leverage. On a pro forma basis for the twelve months ended
June 30, 2016, Drive's adjusted debt to EBITDA was in the
mid-8-times range. In addition, while the company has exhibited
organic revenue growth, a significant portion of the company's
growth has been achieved through an aggressive acquisition strategy
which has been largely debt-financed. The ratings are constrained
by the event risk attributable to this strategy, which we expect to
continue over the next 12 to 18 months. In addition, while these
products address considerable patient necessity, the rating
reflects the economic sensitivity of certain products due to the
company's growing focus on consumer self-pay purchases from
eCommerce and retail channels. The rating is supported by the
company's solid market position as one of the largest global
manufacturers of durable medical equipment, and established
presence across multiple channels. Also supporting the rating is
the company's good diversity across customers, products, and
geographies, and favorable long-term demographics driven by the
aging U.S. population.
The rating outlook is stable, reflecting Moody's expectation that
the company will remain highly levered and continue to face
industry headwinds in the year ahead. The stable rating outlook
does not incorporate significant debt-funded acquisitions or
shareholder initiatives.
The ratings could be downgraded if the company faces top-line and
earnings pressure such that cash flow deteriorates. Ratings could
also be downgraded if financial leverage increases, or if liquidity
deteriorates.
The rating could be upgraded if the company realizes
recently-implemented operational and supply chain improvements, and
demonstrates a disciplined financial policy and acquisition
strategy. Additionally, the company would need to sustain positive
free cash flow, have adjusted debt to EBITDA approaching 6.5 times,
and have good liquidity.
The principal methodology used in these ratings was that for the
Global Medical Product and Device Industry published in October
2012.
Based in Port Washington, New York, CD&R Reign Merger Sub, Inc.,
conducting business as Drive DeVilbiss Healthcare, is a global
manufacturer of durable and home medical equipment. The company's
manufactures and distributes mobility products (wheelchairs, canes,
walkers and rollators), respiratory products (oxygen concentrators
and nebulizers), specialty beds, bath and personal care products,
and sleep apnea devices and other products. The company's products
are principally sold to patients through homecare dealers,
wholesalers, retailers, home shopping related businesses, and
e-commerce companies. In August 2016, Drive entered into a
definitive agreement to be acquired by Clayton, Dubilier & Rice
(CD&R). Revenues are approximately $704 million.
CENTORBI LLC: Seeks to Hire Carmody MacDonald as New Legal Counsel
------------------------------------------------------------------
Centorbi LLC has filed an application seeking approval from the
U.S. Bankruptcy Court for the Eastern District of Missouri to hire
Carmody MacDonald P.C. as its new legal counsel.
The move came after Robert Eggman, Esq., and Thomas Riske, Esq.,
former attorneys at Desai Eggmann Mason LLC, joined Carmody.
Carmody will advise Centorbi and its affiliate Centorbi Custom
Cabinetry Inc. regarding the sale of their assets, give legal
advice regarding their duties under the Bankruptcy Code, negotiate
with creditors, and provide other legal services.
The hourly rates charged by the firm are:
Partners $295 - $385
Associates $240 - $265
Paralegals $145 - $195
Law Clerks $145 - $195
Mr. Eggman disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Robert E. Eggman, Esq.
Thomas H. Riske, Esq.
Carmody MacDonald P.C.
120 S. Central Avenue, Suite 1800
St. Louis, MO 63105
Phone: (314) 854-8600
Fax: (314) 854-8660
Email: ree@carmodymacdonald.com
Email: thr@carmodymacdonald.com
About Centorbi LLC
Centorbi LLC and Centorbi Custom Cabinetry, Inc. sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. E. D. Mo. Lead Case
No. 16-47459) on October 14, 2016. The petitions were signed by
Derek T. Centorbi, authorized member.
The cases are assigned to Judge Kathy A. Surratt-States.
At the time of the filing, Centorbi LLC estimated its assets and
liabilities at $1 million to $10 million. Centorbi Custom
estimated assets of less than $1 million.
CHAMPAGNE SERVICES: Seeks to Hire Tyler Bartl as Legal Counsel
--------------------------------------------------------------
Champagne Services, LLC seeks approval from the U.S. Bankruptcy
Court for the Eastern District of Virginia to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Tyler, Bartl, Ramsdell & Counts, PLC to
give legal advice regarding its duties under the Bankruptcy Code,
assist in negotiations to obtain financing, prepare a bankruptcy
plan, and provide other legal services.
Steven Ramsdell, Esq., the attorney designated to represent the
Debtor, will be paid an hourly fee of $400.
Mr. Ramsdell disclosed in a court filing that he and his firm do
not have connections with the Debtor or any of its creditors.
The firm can be reached through:
Steven B. Ramsdell, Esq.
Tyler, Bartl, Ramsdell & Counts, PLC
300 N. Washington St., Suite 202
Alexandria, VA 22314
Email: (703) 549-5003
About Champagne Services
Champagne Services, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D. Va. Case No. 16-11683) on May 12,
2016. The Debtor is represented by Thomas K. Plofchan, Jr., Esq.,
and Whitney Lawrimore Hughes, Esq., at Westlake Legal Group.
CHC DEVELOPMENT: Seeks to Hire RMA, Appoint Gil Miller as CRO
-------------------------------------------------------------
CHC Development Co., Inc. has filed an application seeking approval
from the U.S. Bankruptcy Court for the District of Utah to hire
Rocky Mountain Advisory, LLC to provide bankruptcy management
services.
The Debtor also proposes the appointment of Gil Miller, senior
managing member of RMA, as chief restructuring officer.
As CRO, Mr. Miller will have oversight, control and final
management authority over the Debtors' financial affairs and
business operations.
The hourly rates of RMA range from $60 to $385. Mr. Miller's
billing rate is $385 per hour, according to the court filing.
The Debtor will advance to RMA an initial retainer in the amount of
$25,000. The firm may require additional retainer funds in the
form of a capital contribution.
RMA's principals and staff members have no financial or business
connection with the Debtors, according to court filings.
The firm can be reached through:
Gil A. Miller
Rocky Mountain Advisory, LLC
215 South State Street, Suite 550
Salt Lake City, UT 84111
Tel: 801-428-1600 / 801-428-1602
Fax: 801-428-1601 / 801-428-1610
Email: gmiller@rockymountainadvisory.com
About CHC Development Co. Inc.
CHC Development Co., Inc., was incorporated in 1976 to develop and
operate a business as the Green Valley Spa Resort. A.H. Coombs,
LLC, was created about the same time to own and hold the real
property where CHC would operate the Spa Resort.
CHC Development Co. and A.H. Coombs, LLC, filed Chapter 11
bankruptcy petitions (Bankr. D. Utah. Case No. 16-25558 and
16-25559) on June 25, 2016. The cases are assigned to Judge
William T. Thurman. The petitions were signed by Alan H. Coombs,
president.
CHC estimated assets of less than $50,000 and liabilities of less
than $500,000 at the time of the filing. A.H. Coombs estimated
assets and debt of less than $50,000 at the time of the filing.
CHC GROUP: Files Ch. 11 Plan With $300MM New Money Investment
-------------------------------------------------------------
CHC Group Ltd. and its debtor affiliates filed a joint Chapter 11
plan, which provides for a $300 million new money investment
through the fully-backstopped Rights Offering, reduces the
Debtors’ prepetition debt by approximately $925 million (prior to
conversion of all of the New Second Lien Convertible Notes and by
$1.4 billion subsequent to such conversion), reduces the Debtors’
annual Cash interest burden by 85%, which frees up approximately
$115 million in annual cash flow that can be used for reinvestment
in the Debtors’ business, and provides for a right-sizing of the
Debtors’ fleet.
The Debtors have also agreed to a fleet restructuring transaction
with the Milestone Parties, one of the Debtors’ largest aircraft
lessors. The transaction with the Milestone Parties includes,
among other things, a comprehensive restructuring of lease rentals,
the consensual return of certain helicopters, the lease of
additional helicopters, amendments to the return conditions for
certain helicopters, and, at the Debtors’ election, the provision
by an affiliate of Milestone, PK Transportation Finance Ireland
Limited, of a new $150 million committed debt facility for the
acquisition and/or refinancing of certain aircraft. The Milestone
transaction also avoids potential complex and costly litigation
around the size of the Milestone Parties’ General Unsecured
Claims, while enabling the Debtors to continue to use their
aircraft pursuant to restructured lease agreements.
The Plan contemplates that (i) 79.5% of the New Membership
Interests will be distributed to holders of Allowed Senior Secured
Notes Claims; (ii) 8.9% of the New Membership Interests will be
distributed to holders of Allowed Unsecured Notes Claims; and (iii)
11.6% of the New Membership Interests will be distributed to
holders of General Unsecured Claims.
Holders of approximately 67.56% in outstanding principal amount of
the Senior Secured Notes Claims entitled to vote on the Plan and
holders of approximately 73.56% in outstanding principal amount of
the Unsecured Notes Claims entitled to vote on the Plan have
already agreed to vote in favor of the Plan.
A hearing to consider approval of the Disclosure Statement will be
held on December 20, 2016 at 9:00 a.m. (CT).
A full-text copy of the Disclosure Statement dated November 11,
2016, is available at:
http://bankrupt.com/misc/txnb16-31854-1172.pdf
About CHC Group Ltd.
Headquartered in Irving, Texas, CHC Group Ltd. is a global
commercial helicopter services company primarily servicing the
offshore oil and gas industry. CHC maintains bases on six
continents with major operations in the North Sea, Brazil,
Australia, and several locations across Africa, Eastern Europe, and
South East Asia. CHC maintains a fleet of 230 medium and heavy
helicopters, 67 of which are owned by it and the remainder are
leased from various third-party lessors.
CHC Group Ltd. and 42 of its wholly-owned subsidiaries each filed a
voluntary petition for relief under Chapter 11 of the Bankruptcy
Code (Bankr. N.D. Tex. Case No. 16-31854) on May 5, 2016. As of
Jan. 31, 2016, CHG had $2.16 billion in total assets and $2.19
billion in total liabilities.
The Debtors hired Weil, Gotshal & Manges LLP as counsel, Debevoise
& Plimpton LLP as special aircraft counsel, PJT Partners LP as
investment banker, Seabury Corporate Advisors LLC as financial
advisor, CDG Group, LLC, as restructuring advisor, and Kurtzman
Carson Consultants LLC as claims and noticing agent.
The Office of the U.S. Trustee on May 13, 2016, appointed five
creditors of CHC Group Ltd. to serve on the official committee of
unsecured creditors.
The Creditors Committee's attorneys are Marcus A. Helt, Esq., and
Mark C. Moore, at Gardere Wynne Sewell LLP, and Douglas H. Mannal,
Esq., Gregory A. Horowitz, Esq., and Anupama Yerramalli, Esq., at
Kramer Levin Naftalis & Frankel LLP.
Angelo, Gordon & Co. and Cross Ocean Partners, which either hold
claims or manage funds and accounts that hold claims against the
Debtors' estates arising on account of the 9.25% Senior Secured
Notes due 2020 issued under the Indenture, dated as of Oct. 4,
2010, by and among CHC Helicopter S.A., as issuer, each of the
guarantors named therein, HSBC Corporate Trustee Company (UK)
Limited, as collateral agent, and the Bank of New York Mellon, as
indenture trustee, are represented by Jones Day.
CITADEL WATFORD: Plan Filing Period Extended Until Dec. 19
----------------------------------------------------------
Judge Kevin J. Carey of the U.S. Bankruptcy Court for the District
of Delaware extended the exclusive periods within which only
Citadel Watford City Disposal Partners, L.P. and its affiliated
Debtors may file and solicit acceptances of a plan of
reorganization, through and including Dec. 19, 2016, and Feb. 19,
2016, respectively.
The Troubled Company Reporter had earlier reported that the Debtors
asked the Court to extend their exclusive periods to file and
solicit acceptances of a plan of reorganization to Jan. 10, 2017
and March 13, 2017, respectively. The Debtors told the Court that
since the Petition Date, they had worked diligently to formulate a
viable plan of reorganization and to obtain financing to fund their
chapter 11 cases while also effectuating a sale of substantially
all of their assets. The Debtors related that they were still in
the process of formulating a plan of reorganization, in
consultation with the Official Committee of Unsecured Creditors.
About Citadel Watford City Disposal Partners,
L.P.
Citadel Watford City Disposal Partners, L.P., et al., were engaged,
principally, in providing fluid management services to America's
oil and gas producers including the safe, controlled disposal of
flowback and produced water.
Citadel Watford City Disposal Partners, LP and its affiliates
sought protection under Chapter 11 of the Bankruptcy Code (Bankr.
D. Del. Lead Case No. 15-11323) on June 19, 2015. The Debtor is
represented by Michael Busenkell, Esq., at Gellert Scali Busenkell
& Brown, LLC.
The Office of the U.S. Trustee has appointed an official committee
of unsecured creditors in the Debtors' cases. The Committee
retained Shaw Fishman Glantz & Towbin LLC as counsel.
CITIES GRILL: Can Use Cash Collateral Until Nov. 30
---------------------------------------------------
Judge Catherine R. Aron of the U.S. Bankruptcy Court for the Middle
District of North Carolina authorized Cities Grill and Bar, Inc. to
use cash collateral on an interim basis, through Nov. 30, 2016.
The Debtor's duly scheduled creditors are CommunityOne Bank, N.A.,
NewBridge Bank, the Internal Revenue Service and GRP Finding.
Judge Aron acknowledged that there is some confusion as to which
creditors have security upon the Debtor's cash receivables. She
further acknowledged that the Debtor and the Creditors need time to
confirm the security held by their respective UCC filings and lien
positions between them.
The Debtor was authorized to use cash collateral for its ordinary
and reasonable operating expenses.
The approved Budget for the month of November provided for total
expenses in the amount of $27,354.93.
Judge Aron held that pending further Order of the Court, no
adequate protection payments would be made.
The Debtor was directed to provide the Creditors and the Bankruptcy
Administrator a budget to actual report, reflecting the actual
income received and the expenses incurred during the previous month
compared to the approved Budget, by the 20th of each month.
The Debtor was further directed to provide the Creditors with
physical access to its property for the purpose of appraising or
evaluating their collateral, upon reasonable notice of at least 24
hours.
A further hearing on the Debtor's use of cash collateral is
scheduled on November 30, 2016 at 2:00 p.m.
A full-text copy of the Interim Order, dated Nov. 14, 2016, is
available at
http://bankrupt.com/misc/CitiesGrill2016_1650876_89.pdf
About Cities Grill and Bar
Cities Grill and Bar, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. M.D.N.C. Case No. 16-50876) on Aug. 25,
2016. The petition was signed by Sammy Ballas, vice president.
The case is assigned to Judge Catharine R. Aron. The Debtor
disclosed total assets at $3.28 million and total liabilities at
$3.01 million. The Debtor is represented by Kenneth Love, Esq., at
Karrenstein, Love, and Dillenbeck.
COLDEDGE TECHNOLOGIES: Disclosures OK'd; Plan Hearing on Dec. 15
----------------------------------------------------------------
The Hon. Richard E. Fehling of the U.S. Bankruptcy Court for the
Eastern District of Pennsylvania has approved Coldedge
Technologies, Inc.'s disclosure statement and plan of
reorganization.
The Court will hold a hearing on the confirmation of the Plan on
Dec. 15, 2016, at 11:00 a.m.
Objections to the confirmation of the Plan and the ballots must be
filed by Dec. 8, 2016.
The Debtor will file a report of the plan voting on or before Dec.
12, 2016.
Headquartered in Allentown, Pennsylvania, Coldedge Technologies,
Inc., filed for Chapter 11 bankruptcy protection (Bankr. E.D. Pa.
Case No. 13-11479) on Feb. 20, 2013, listing $263,405 in assets and
$1,701,495 in liabilities. The petition was signed by Terence
Rufer, president.
Judge Richard E. Fehling presides over the case.
Douglas J. Smillie, Esq., at Fitzpatrick Lentz And Bubba, P.C.,
serves as the Debtor's bankruptcy counsel.
COLUMBIA HOSPITALITY: Plan Confirmation Hearing Set for Dec 15
--------------------------------------------------------------
The Hon. Dennis R. Dow of the U.S. Bankruptcy Court for the Western
District of Missouri has conditionally approved Columbia
Hospitality Services, LLC's disclosure statement dated Nov. 1,
2016, referring to the Debtor's plan of reorganization.
Dec. 15, 2016, at 9:00 a.m. is fixed for the hearing on final
approval of the disclosure statement, and for the hearing on
confirmation of the Plan.
Dec. 7, 2016, is the deadline for filing with the Court objections
to the Disclosure Statement or plan confirmation; and submitting to
counsel for the plan proponent ballots accepting or rejecting the
Plan.
About Columbia Hospitality Services
Columbia Hospitality Services, LLC, operates the Best Western Hotel
located at 2904 Clark Lane, Columbia Missouri.
Columbia Hospitality filed a Chapter 11 bankruptcy petition
(Bankr.
W.D. Mo. Case No. 16-20272) on April 4, 2016. George Pate, the
president/secretary, signed the petition. The Debtor listed total
assets of $11.9 million and total liabilities of $9.71 million.
COMPOUNDING DOCS: Case Summary & 20 Largest Unsecured Creditors
---------------------------------------------------------------
Debtor: Compounding Docs, Inc.
1000 Clint Moore Rd
Bldg B, #201
Boca Raton, FL 33487
Case No.: 16-25312
Nature of Business: Health Care
Chapter 11 Petition Date: November 15, 2016
Court: United States Bankruptcy Court
Southern District of Florida (West Palm Beach)
Judge: Hon. Erik P. Kimball
Debtor's Counsel: Tarek K Kiem, Esq.
RAPPAPORT OSBORNE RAPPAPORT & KIEM, PL
1300 N Federal Hwy #203
Boca Raton, FL 33432
Tel: (561) 368-2200
Fax: (561) 338-0350
E-mail: office@rorlawfirm.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $1 million to $10 million
The petition was signed by Dr. Charles Robertson, director.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/flsb16-25312.pdf
COMSTOCK RESOURCES: T. Rowe Price Has 12.4% Stake as of Oct. 31
---------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, T. Rowe Price Associates, Inc. disclosed that as of
Oct. 31, 2016, it beneficially owns 1,630,722 shares of common
stock of Comstock Resources which represents 12.4 percent of the
shares outstanding. T. Rowe Price New Era Fund, Inc. also reported
beneficial ownership of 896,734 common shares. A full-text copy of
the regulatory filing is available for free at:
https://is.gd/i6dwi3
About Comstock Resources
Comstock Resources, Inc. is an independent energy company based in
Frisco, Texas and is engaged in oil and gas acquisitions,
exploration and development primarily in Texas and Louisiana. The
Company's stock is traded on the New York Stock Exchange under the
symbol CRK.
The Company reported a net loss of $1.04 billion for the year ended
Dec. 31, 2015, compared to a net loss of $57.11 million for the
year ended Dec. 31, 2014.
As of Sept. 30, 2016, Comstock had $885.5 million in total assets,
$1.10 billion in total liabilities and a total stockholders'
deficit of $220.0 million.
* * *
As reported by the TCR on Sept. 23, 2016, S&P Global Ratings raised
its corporate credit rating on Comstock Resources Inc. to 'CCC+'
from 'SD' (selective default). The outlook is negative.
"The rating actions on Comstock are in conjunction with the
Sept. 6, 2016, close of their comprehensive debt exchange and our
assessment of the company's revised capital structure and credit
profile," said S&P Global Ratings credit analyst Aaron McLean.
Comstock Resources carries a Caa2 corporate family rating
from Moody's Investors Service.
CONCORDIA INTERNATIONAL: Moody's Lowers CFR to Caa1; Outlook Neg.
-----------------------------------------------------------------
Moody's Investors Service downgraded the ratings of Concordia
International Corp. including the Corporate Family Rating to Caa1
from B3 and the Probability of Default Rating to Caa1-PD from
B3-PD. Moody's also downgraded the senior secured rating to B2
from B1, and the senior unsecured ratings to Caa3 from Caa2. At
the same time, Moody's also affirmed the SGL-2 Speculative Grade
Liquidity Rating. The rating outlook is negative.
"The downgrade follows continued weakness in the business, an
uncertain competitive environment, and an unclear and challenging
path towards deleveraging," said Jessica Gladstone, Moody's Senior
Vice President. "Given the significant step-down in revenue and
EBITDA in the third quarter of 2016 due to pressures in the North
America business, Moody's now forecasts that adjusted debt/EBITDA
will rise to between 8x -- 9x (including Moody's standard
adjustments) in 2017. Moody's anticipates that Concordia's
liquidity will remain good over the next 12-18 months, and notes
that the company has no major debt maturities until 2021. However,
uncertainty around the company's ability to grow earnings over time
raises the risk that the company's capital structure is
unsustainable."
Ratings Downgraded:
Corporate Family Rating, to Caa1 from B3
Probability of Default Rating, to Caa1-PD from B3-PD
Senior Secured Ratings, to B2 (LGD2) from B1 (LGD2)
Senior Unsecured Ratings, to Caa3 (LGD5) from Caa2 (LGD5)
Ratings affirmed:
Speculative Grade Liquidity Rating at SGL-2
The outlook on all ratings is negative
RATINGS RATIONALE
Concordia's Caa1 Corporate Family Rating reflects its very high
financial leverage. Moody's estimates adjusted debt-to-EBITDA will
be in excess of 8.0x over the next 12 months. The rating also
reflects Moody's view that Concordia will be challenged to
sustainably grow its revenue and earnings organically as many of
its North America legacy products are in decline. The company will
either need to invest substantially to fill an internal R&D
pipeline or will need to make acquisitions in order to sustain
longer-term growth. With limited capital resources and limited
ability to raise prices on legacy drugs, Moody's believes it will
be difficult for Concordia to replace earnings that will be lost on
existing products through acquisitions.
The rating is supported by the company's high profit margins, low
cash taxes and low capital expenditures. This will enable it to
generate positive free cash flow over the next 12-18 months despite
its very high adjusted debt-to-EBITDA. The rating is also
supported by the company's good product and geographic diversity,
as well as Moody's expectation of good liquidity.
The Speculative Grade Liquidity Rating of SGL-2 is supported by
cash of nearly $500 million following the October 2016 debt
offering, as well as Moody's expectation for positive free cash
flow over the next 12 months. These internal sources of cash will
be sufficient to cover all debt maturities and contingent
acquisition payments over the next 12 months. While the company
has an undrawn $200 million revolving credit facility, Moody's
believes access to it is limited to about $60 million. If the
company uses more than $60 million of the revolver, a net secured
leverage covenant would be tested. Moody's believes over the next
12 months, Concordia would not likely be in compliance with the
covenant, if it were tested. There are no other financial
covenants.
The B2 rating on the senior secured debt is two notches above the
Caa1 Corporate Family Rating, supported by loss absorption provided
by about $1.5 billion of unsecured debt. The rating on the
unsecured notes is Caa3. This is one notch lower than the rating
suggested by Moody's Loss Given Default Methodology. Moody's feels
this is appropriate because of a potentially temporary reduction in
the senior secured debt balance due to currency translation (a
portion of the secured debt is denominated in British pounds).
The ratings could be downgraded if Moody's expects leverage to
increase from current levels or if liquidity weakens. Operating
set-backs related to key products or material pricing pressure from
regulatory changes or general drug pricing scrutiny that results in
declines in earnings could lead to a downgrade. Ratings could also
be downgraded if, for any reason, Moody's believes Concordia's
capital structure is becoming unsustainable.
The ratings could be upgraded if Concordia can demonstrate
sustained organic revenue growth and stable cash generation. The
ratings could be upgraded if Moody's expects debt to EBITDA to be
sustained below 7.0x.
The principal methodology used in these ratings was Global
Pharmaceutical Industry published in December 2012.
Concordia is a pharmaceutical company focused on generic and legacy
products (i.e., those that have already substantially declined due
to generic competition), and orphan drugs. Headquartered in
Oakville, Ontario, Concordia reported revenues of US$836 million
over the 12 months ended Sept. 30, 2016.
CONTINENTAL LIGHTING: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------------
The Office of the U.S. Trustee on Nov. 15 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Continental Lighting &
Contracting, Inc.
About Continental Lighting
Continental Lighting & Contracting, Inc., based in Chandler,
Arizona, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
16-10960) on Sept. 23, 2016. The Hon. Daniel P. Collins presides
over the case. Allan D. NewDelman, Esq., serves as bankruptcy
counsel.
In its petition, the Debtor declared $283,644 in total assets and
$1.56 million in total debts. The petition was signed by Suzann K.
Herr and Bruce L. Herr, treasurer and president.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/azb16-10960.pdf
CORE RESOURCE: Hearing on Committee's Plan Outline on Dec. 7
------------------------------------------------------------
The Hon. Brenda K. Martin of the U.S. Bankruptcy Court for the
District of Arizona has scheduled for Dec. 7, 2016, at 11:00 a.m.
the hearing to consider approval of the disclosure statement that
the the Official Committee of Unsecured Creditors filed on Nov. 4,
2016, for Core Resources Management, Inc.
Objections to the Disclosure Statement must be filed by Dec. 2,
2016.
BankruptcyData.com reported that Core Resource Management's
official committee of unsecured creditors filed with the U.S.
Bankruptcy Court a Chapter 11 Plan and related Disclosure
Statement. According to the Disclosure Statement, "The Committee
Plan proposes to transfer the operating business of the Debtor to
Core Resource, LLC, an Arizona limited liability company ('Core
LLC') whose sole member is the Core Resource Trust (the 'Core
Trust'). The Trustee of the Core Trust will operate the Debtor's
business for the sole purpose of maximizing the value of the
business for creditors. Core LLC will have start-up capital of
$250,000 available from a revolving line of credit which will
enable it to pay Effective Date expenses and to operate the new
company. All profits of the Core LLC will flow to the Trust and
will be distributed to Creditors and Interest Holders in
accordance
with the priorities of payment established by the Bankruptcy Code.
The Plan describes the structure of the LLC and the Trust and sets
forth the means for distributions to Creditors. The Debtor will be
dissolved. Buried within Debtor's discussion of the status of each
well, Debtor contemplates the cost of repairs, however these
estimates are unsupported by any information and sometimes range
from $10,000 to $25,000 and at other times no estimate is even
provided. The Debtor estimates unsecured trade debt at
approximately $600,000 and unsecured note and debenture holders at
about $2 Million."
About Core Resources
Core Resources Management, Inc., was incorporated in Nevada on Feb.
17, 1999. The original company name was Apex Sports.com, Inc., and
then after through several name changes the company became, Direct
Pet Health Holdings, Inc. On Sept. 20, 2012, Direct Pet Health
Holdings, Inc., then merged with Clark Scott LLC with the resulting
corporation was named Core Resource Management, Inc being the
surviving entity. Since its inception, the Debtor has been
involved in the business of investing in cash flow positive
opportunities. Upon completion of this process, approximately, $5
million were raised for what was a startup oil and gas company with
no assets. The primary use case for the invested funds was to
purchase royalties and working interest of existing oil and gas
wells.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Ariz. Case No. 16-06712) on June 13, 2016. The
petition was signed by Dennis Miller, chief operating officer. The
case is assigned to Judge Brenda K. Martin.
At the time of the filing, the Debtor estimated its assets and
debts at $1 million to $10 million.
Hauf PLC serves as counsel to the Debtor.
The U.S. Trustee, on July 15, 2016, appointed three creditors to
serve in the official committee of unsecured creditors in the
Debtors' cases. Dickinson Wright PLLC serves as counsel to the
Committee.
COX BROTHERS: Plan Confirmation Hearing Set for Dec. 19
-------------------------------------------------------
The Hon. Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan has granted preliminary approval of
Cox Brothers Machining, Inc.'s second amended disclosure statement
referring to the Debtor's second amended plan of reorganization.
The hearing on objections to final approval of the adequacy of the
information in the second amended disclosure statement and
confirmation of the second amended plan will be held on Dec. 19,
2016, at 2:00 p.m.
The deadline to return ballots on the second amended plan, as well
as to file objections to final approval of the adequacy of the
information in the second amended disclosure statement and
objections to confirmation of the second amended plan is Dec. 12,
2016.
The deadline for all professionals to file final fee applications
is Jan. 18, 2017.
Headquartered in Jackson, Michigan, Cox Brothers Machining, Inc.,
dba Cox Brothers Machining, filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Mich. Case No. 15-55342) on Oct. 20, 2015,
estimating its assets at up to $50,000 and its liabilities at
between $1 million and $10 million. The petition was signed by
Russell Cox, president.
Judge Phillip J. Shefferly presides over the case.
Donald C. Darnell, Esq., at Darnell Law Offices serves as the
Debtor's bankruptcy counsel.
COX INVESTMENTS II: Dec. 19 Hearing on Plan Confirmation
--------------------------------------------------------
The Hon. Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District of Michigan has granted preliminary approval of
Cox Investments II, LLC's second amended disclosure statement dated
Oct. 31, 2016, referring to the Debtor's second amended plan of
reorganization.
The hearing on objections to final approval of the adequacy of the
information in the second amended disclosure statement and
confirmation of the second amended plan will be held on Dec. 19,
2016, at 2:00 p.m.
The deadline to return ballots on the second amended plan, as well
as to file objections to final approval of the adequacy of the
information in the second amended disclosure statement and
objections to confirmation of the second amended plan is Dec. 12,
2016.
The deadline for all professionals to file final fee applications
is Jan. 18, 2017.
Headquartered in Jackson, Michigan, Cox Investments II, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. E.D. Mich. Case No.
16-41485) on Feb. 5, 2016, disclosing $446,400 in total assets and
$2.10 million in total liabilities. The petition was signed by
Russell Cox, member.
Judge Phillip J. Shefferly presides over the case.
Donald C. Darnell, Esq., at Don Darnell serves as the Debtor's
bankruptcy counsel.
CRYSTAL ENTERPRISES: Seeks to Hire Kemet Hunt as Special Counsel
----------------------------------------------------------------
Crystal Enterprises, Inc. seeks approval from the U.S. Bankruptcy
Court for the District of Maryland to hire Kemet Hunt Law Group,
Inc. as special counsel.
The firm will represent Crystal Enterprises in certain corporate
and litigation matters including the civil cases filed by LA Foods
LLC and LaCaprucia Enterprises against the company in Maryland.
Anu KMT, Esq., the attorney designated to represent the company,
will be paid an hourly rate of $325 for its services.
Anu KMT does not represent any interest adverse to the Debtor's
bankruptcy estate, and is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
Kemet Hunt Law Group can be reached through:
Anu KMT, Esq.
Kemet Hunt Law Group, Inc.
5000 Sunnyside Ave Ste 101
Beltsville, MD 20705
Phone: (301)982-0888
Email: akemet@kemethuntlaw.com
About Crystal Enterprises
Crystal Enterprises, Inc. is in the business of operating a food
service company and is located in Glenn Dale, Maryland.
Crystal Enterprises, Inc. filed a Chapter 11 petition (Bankr. D.
Md. Case No. 16-22565), on September 19, 2016. The petition was
signed by Sandra Thurman Custis, president. The case is assigned
to Judge Wendelin I. Lipp. At the time of filing, the Debtor
disclosed total assets of $114,844 and total liabilities of $3.36
million.
The Debtor is represented by Rowena Nicole Nelson, Esq., at the Law
Office of Rowena N. Nelson, LLC.
No trustee or examiner has been appointed in this case and no
official committees have yet been appointed.
CRYSTAL LAKE: Wants Approval to Use Cash Collateral Until Jan. 13
-----------------------------------------------------------------
Crystal Lake Golf Club LLC asks the U.S. Bankruptcy Court for the
District of Massachusetts for authorization to continue using cash
collateral of Pentucket Bank and the Internal Revenue Service until
Jan. 13, 2017.
The Court issued a Final Order allowing the use of cash collateral
and payment of adequate protection through Dec. 2, 2016.
The Debtor relates that in order to maintain the viability of the
Debtor's business, the Debtor must pay the costs of maintaining,
preserving and operating not only it business, but the property
upon which it operates as well. The Debtor further relates that it
must also pay the real estate taxes on the property and the payment
of adequate protection to Pentucket Bank and the IRS. The Debtor
adds that in order to meet these obligations and avoid disruption
of the Golf Club, the Debtor will need to utilize the proceeds
generated through the operation of its business and the membership
income.
The Debtor's proposed Projected Monthly Budget, which covers the
months of November 2016 through December 2017, provides for total
expenses in the amount of $50,094 for November 2016, $3,348 for
December 2016, and $1,833 for January 2017.
The Debtor proposes to continue paying monthly principal and
interest payments in the amount of $10,818 to Pentucket Bank and
$2,700 to the IRS, plus an amount for real estate taxes sufficient
to keep the postpetition real estate taxes current during the
period covered by the Proposed Budget.
The Debtor further proposes to grant Pentucket Bank and the IRS
with post-petition replacement liens in the assets generated in the
post-petition period that would have, absent the Chapter 11 filing,
constituted collateral subject to Pentucket Bank and the IRS'
pre-petition liens and security interests.
A full-text copy of the Debtor's Motion, dated Nov. 14, 2016, is
available at
http://bankrupt.com/misc/CrystalLake2016_1641324_66.pdf
A full-text copy of the Debtor's proposed Budget, dated Nov. 14,
2016, is available at
http://bankrupt.com/misc/CrystalLake2016_1641324_66_2.pdf
About Crystal Lake Golf Club LLC
Crystal Lake Golf Club, LLC, filed a chapter 11 petition (Bankr. D.
Mass. Case No. 16-41324) on July 27, 2016. The petition was signed
by Michael J. Maroney, managing member. The Debtor is represented
by Richard A. Mestone, Esq., at Mestone & Associates LLC. The case
is assigned to Judge Christopher J. Panos. The Debtor estimated
assets at $500,000 to $1 million and liabilities at $1 million to
$10 million at the time of the filing.
DALE PROPERTIES: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee on Nov. 10 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Dale Properties, LLC.
Dale Properties
Dale Properties, LLC, based in Minnetonka, Minn., filed a Chapter
11 petition (Bankr. D. Minn. Case No. 16-42924) on October 6,
2016.
The Hon. Katherine A. Constantine presides over the case. Ralph
Mitchell, Esq. of Lapp, Libra, Thomson, Stoebner & Pusch,
Chartered, serves as bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by Alan
Dale,
chief manager.
DE-TECH COLLISION: Seeks to Use Lakeland West Cash Collateral
-------------------------------------------------------------
De-Tech Collision, Inc., asks the U.S. Bankruptcy Court for the
Eastern District of Michigan for authorization to use cash
collateral.
The Debtor tells the Court that it needs cash in the approximate
amount of $77,482 plus $2,000 for United States Trustee quarterly
fees for the first 30 days in Chapter 11. The Debtor further tells
the Court that it may suffer immediate and irreparable harm if it
is not permitted to operate for the next 30 days.
The Debtor's proposed Budget provides for total monthly expenses in
the amount of $77,482.
The Debtor contends that Lakeland West Capital XXVIII, LLC holds a
non-viodable lien on all of the Debtor's assets.
The Debtor proposes to grant Lakeland West with replacement liens
on all post-petition assets and a continuing lien on prepetition
assets. The Debtor further proposes to make monthly adequate
protection payments to Lakeland West in the amount of $1,400,
beginning on November 15, 2016.
The Debtor relates that Lakeland West had consented to the entry of
the proposed Order authorizing the use of cash collateral.
A full-text copy of the Debtors' Motion, dated Nov. 14, 2016, is
available at
http://bankrupt.com/misc/DeTechCollision2016_1655398tjt_5.pdf
A full-text copy of the Debtor's proposed Budget, dated Nov. 14,
2016, is available at
http://bankrupt.com/misc/DeTechCollision2016_1655398tjt_5_3.pdf
Lakeland West Capital XXVIII, LLC, is represented by:
C. David Bargamian, Esq.
BARIS SCOTT DEN DRIKER, PLLC
333 W. Fort St., Suite 1200
Detroit, MI 48226
Telephone: (313) 596-9328
Email: dbargamian@bsdd.com
About De-Tech Collision, Inc.
De-Tech Collision, Inc. filed a chapter 11 petition (Bankr. E.D.
Mich. Case No. 16-55398) on November 14, 2016. The petition was
signed by Suzanne Chaaban, corporate officer. The Debtor is
represented by Kimberly Ross Clayson, Esq., at Schneider Miller,
P.C. The Debtor disclosed total assets at $1.07 million and total
liabilities at $230,650.
DEVAL CORPORATION: Wants Authorization to Use Cash Collateral
-------------------------------------------------------------
DeVal Corporation asks the U.S. Bankruptcy Court for the Eastern
District of Pennsylvania for authorization to use cash collateral.
Branch Banking and Trust Company and PDI Deval Acquisition, LLC
have asserted a claim in excess of $1,674,000 and $980,000,
respectively, as of the Petition Date. Branch Banking and PDI
Deval were each granted a security interest in and to all the
Debtor's accounts and inventory and all their proceeds and
products, as well as equipment and general intangibles.
The Debtor relates that there are no other creditors who assert an
interest in its cash collateral.
The Debtor tells the Court that it needs immediate authority to use
cash collateral to continue operations, to pay for goods and
services, and to meet other ongoing obligations of the Debtor's
business, including the Debtor's upcoming payroll of Nov 17, 2016
and its weekly payroll thereafter.
The Debtor proposes to grant Branch Banking and PDI Deval with
replacement liens on post-petition accounts and their proceeds, to
the extent that they each have a valid, perfected and non-avoidable
lien in the cash collateral and the Debtor's use of cash collateral
diminishes such interest.
A full-text copy of the Debtor's Motion, dated November 14, 2016,
is available at
http://bankrupt.com/misc/DeValCorporation2016_1617922amc_12.pdf
About DeVal Corporation
DeVal Corporation filed a chapter 11 petition (Bankr. E.D. Pa. Case
No. 16-17922) on Nov, 11, 2016. The petition was signed by Dominic
Durinzi, president. The case is assigned to Judge Ashely M. Chan.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing. The Debtor is represented by
Robert M. Greenbaum, Esq. and David B. Smith, Esq., at Smith Kane
Holman, LLC.
DIFFERENTIAL BRANDS: Stockholders Elect Seven Directors
-------------------------------------------------------
Differential Brands Group Inc. held its annual meeting of
stockholders on Nov. 7, 2016, at which the shareholders:
(1) elected William Sweedler, Michael Buckley, Matthew Eby,
Kelly Hoffman, Walter McLallen, Kent Savage and Andrew
Tarshis to serve on the Board of Directors until the 2017
annual meeting of stockholders or until their respective
successors are elected and qualified;
(2) approved the adoption of the Differential Brands Group Inc.
2016 Stock Incentive Compensation Plan and approved the
material terms of the performance goals of the 2016 Plan
for purposes of Section 162(m) of the Internal Revenue Code
of 1986, as amended;
(3) approved the issuance of more than 19.99% of the Company's
outstanding common stock in accordance with the stockholder
approval requirements of Listing Rule 5635(d) of The NASDAQ
Stock Market LLC in one or more private placements;
(4) approved amendments to the Company's existing Amended and
Restated Bylaws, as adopted as of July 6, 2015, to permit
any action required or permitted to be taken by
stockholders at an annual or special meeting of
stockholders to be effected by written consent in lieu of a
meeting; and
(5) ratified the appointment of CohnReznick LLP as the
independent registered public accounting firm of the
Company for the fiscal year ending Dec. 31, 2016.
On Oct. 17, 2016, Differential Brands Group Inc. filed with the
U.S. Securities Exchange Commission its definitive proxy statement
for the Company's 2016 annual meeting of stockholders held on
Nov. 7, 2016. On Nov. 7, 2016, at the Annual Meeting, the
Company's stockholders approved, among other things, the adoption
of the Differential Brands Group Inc. 2016 Stock Incentive
Compensation Plan, which the Board of Directors had adopted on Oct.
5, 2016, subject to stockholder approval. Under the 2016 Plan, the
Company may grant equity-based awards in the form of (i)
nonqualified stock options, (ii) incentive stock options, (iii)
stock appreciation rights, (iv) restricted stock, (v) restricted
stock units, (vi) performance compensation awards, (vii) other
stock-based awards, (viii) dividend equivalents, and (ix)
cash-based awards. The maximum number of shares of common stock
issuable with respect to awards granted under the 2016 Plan is
3,529,109 (subject to adjustment in accordance with the provisions
of the 2016 Plan).
On Nov. 7, 2016, at the Annual Meeting, the Company's stockholders
approved, among other things, amendments to the Company's existing
Amended and Restated By-laws, as adopted as of July 6, 2015. These
amendments were previously adopted by the Board of Directors on
Oct. 5, 2016, subject to stockholder approval. These amendments
permit any action required or permitted to be taken by stockholders
at an annual or special meeting of stockholders to be effected by
written consent in lieu of a meeting.
About Differential Brands
Differential Brands Group Inc., formerly Joe's Jeans Inc., is a
platform that focuses on branded operating companies in the premium
space. The Company's focus is on organically growing its brands
through a global, omni-channel distribution strategy while
continuing to seek opportunity to acquire accretive, complementary,
premium brands. The Company's current brands are Hudson, a
designer and marketer of women's and men's premium branded denim
apparel, and Robert Graham, a sophisticated, eclectic style to the
fashion market as an American-based company with an intention of
inspiring a global movement.
Joe's Jeans Inc. has completed the merger combining Hudson Jeans
and Robert Graham. Additionally, the company has been renamed
Differential Brands Group Inc. and will remain publicly listed on
NASDAQ under the ticker DFBG.
Differential Brands reported a net loss and comprehensive loss of
$32.3 million on $80.2 million of net sales for the year ended Nov.
30, 2015, compared to a net loss and comprehensive loss of $27.7
million on $84.2 million of net sales for the year ended Nov. 30,
2014.
As of June 30, 2016, the Company had $156.41 million in total
assets, $107.08 million in total liabilities and $49.32 million in
total equity.
DIGIEXPRESS INC: Unsecureds To Recoup 21% Under Plan
----------------------------------------------------
Digiexpress, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a disclosure statement in support
of small business plan of reorganization filed by the Debtor dated
Nov. 1, 2016.
Under the Plan, Class 4 are the general unsecured creditors of the
Debtor which will receive approximately 21% of their allowed
claims. This Class is impaired by the Plan.
The total amount of anticipated general unsecured Class 4 debt is
$659,101. A distribution of $6,921 will be made to the general
unsecured creditors starting in the third month following the month
of the effective date of the Plan from the ongoing revenue of the
Debtor. A distribution will be made every three months after and
will continue for a total of 60 months (20 distributions). From
each distribution, creditors will receive a pro rata share of
$6,921. As a result, the general unsecured creditors will receive
a total pro rata share of $138,420 from the quarterly distributions
made from ongoing revenue of the Debtor. All general unsecured
creditors will receive a total distribution of approximately 21% of
their allowed unsecured claims. Class 4 is impaired by the Plan.
The Debtors' Chapter 11 Plan will be funded through the ongoing
income from the Debtor's mobile device repair business. No outside
funding sources are necessary to fund the Chapter 11 Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-21752-70.pdf
The Plan was filed by the Debtor's counsel:
Christopher M. Frye, Esq.
Suite 2830 Gulf Tower
707 Grant Street
Pittsburgh, PA 15219
Tel: (412) 391-8000
E-mail: chris.frye@steidl-steinberg.com
Digiexpress, Inc., does retail business with its sole source of
revenue coming from the repair of mobile devices such as phones and
tablets. Michael Polimadei is the president and 100% shareholder of
the Debtor.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Pa. Case No. 16-21752) on May 9, 2016, estimating its assets and
liabilities at up to $50,000 each. Christopher M. Frye, Esq., at
Steidl & Steinberg serves as the Debtor's bankruptcy counsel.
DIRECTBUY HOLDINGS: U.S. Trustee Forms 5-Member Committee
---------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on Nov. 15
appointed five creditors of DirectBuy Holdings, Inc., to serve on
the official committee of unsecured creditors.
The committee members are:
(1) The Bank of New York Mellon Trust Company, N.A.
Attn: Donna Parisi
6525 West Campus Oval Road, Suite 200
New Albany, Ohio 43054
Tel: (614) 775-5279
Fax: (614) 775-5636
(2) MasterBrand Cabinets, Inc.
Attn: Mark Warnsman
One MasterBrand Cabinets Drive
P.O. Box 420
Jasper, IN 47547
Tel: (812) 481-7817
Fax: (812) 634-2188
(3) Armstrong Flooring, Inc.
Attn: Robert Miller
2500 Columbia Avenue, Building 701
Lancaster, PA 17603
Tel: (717) 672-7724
Fax: (717) 672-7348
(4) Atlanta Direct, LLC
Attn: Dave Wassmer
5545 Bald Ridge Circle
Cumming, GA 30041
Tel: (678) 451-9287
(5) Buying Power United, LLC
Attn: Neil Morris
429 Taylor Avenue
Newtown, PA 18940
Tel: (215) 359-5400
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About DirectBuy Holdings
DirectBuy Holdings, Inc., United Consumers Club, Incorporated,
DirectBuy, Inc., Beta Finance Company, Inc., UCC Distribution,
Inc., U.C.C. Trading Corporation, National Management Corporation,
and UCC of Canada, Inc., each filed chapter 11 petitions (Bankr.
D.
Del. Lead Case No. 16-12435) on November 1, 2016. The Debtors are
represented by Marion M. Quirk, Esq., Nicholas J. Brannick, Esq.,
Michael D. Sirota, Esq., Ilana Volkov, Esq., Felice R. Yudkin,
Esq., at Cole Schotz P.C. The Debtors' corporate headquarters is
located at 8450 Broadway, Merrilville, IN 46410.
DIRECTORY DISTRIBUTING: Seeks to Hire Carmody as New Legal Counsel
------------------------------------------------------------------
Directory Distributing Associates, Inc. has filed an application
seeking approval from the U.S. Bankruptcy Court for the Eastern
District of Missouri to hire Carmody MacDonald P.C. as its new
legal counsel.
The move came after Robert Eggman, Esq., and Thomas Riske, Esq.,
former attorneys at Desai Eggmann Mason LLC, joined Carmody.
Carmody will advise the Debtor regarding the sale of its assets,
give legal advice regarding its duties under the Bankruptcy Code,
negotiate with creditors, and provide other legal services related
to its Chapter 11 case.
The hourly rates charged by the firm are:
Partners $295 - $385
Associates $240 - $265
Paralegals $145 - $195
Law Clerks $145 - $195
Mr. Eggman disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Robert E. Eggman, Esq.
Thomas H. Riske, Esq.
Carmody MacDonald P.C.
120 S. Central Avenue, Suite 1800
St. Louis, MO 63105
Phone: (314) 854-8600
Fax: (314) 854-8660
Email: ree@carmodymacdonald.com
Email: thr@carmodymacdonald.com
About Directory Distributing
Directory Distributing Associates, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E. D. Mo. Case No.
16-47428) on October 14, 2016. The petition was signed by Kristy
Runk Bryan, Esq., attorney.
The case is assigned to Judge Kathy A. Surratt-States.
At the time of the filing, the Debtor estimated assets of $1
million to $10 million, and liabilities of less than $500,000.
DRYSDALE VILLAGE: Van Horn Waives Allowed Claim, Releases Lien
--------------------------------------------------------------
Allen Barnes & Jones, PLC disclosed in a filing with the U.S.
Bankruptcy Court for the District of Arizona that one of the
creditors of Drysdale Village LLC is an agent with Realty
Executives.
In the court filing, Allen Barnes disclosed that creditor Mickey
Van Horn is an agent with Realty Executives where Kyle Van Horn,
the Debtor's property manager, is employed.
Allen Barnes also disclosed that the creditor has agreed to waive
her claim in its entirety and will execute a release of her lien,
which is secured by one of the vehicles owned by the Debtor.
Because of the waiver of the claim, the creditor will be removed
from the Debtor's Chapter 11 plan as an allowed claimholder, Allen
Barnes further said.
About Drysdale Village LLC
The Drysdale Village, LLC dba Frontier Village, based in Yuma,
Arizona, filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
16-08755) on July 29, 2016. Hon. Scott H. Gan presides over the
case. Thomas H. Allen of Allen Barnes & Jones, PLC serves as the
Debtor's bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
assets and liabilities. The petition was signed by Raymond
Drysdale, president.
EDWIN GORDON BOND: Unsecureds To Get $36,000 Under Amended Plan
---------------------------------------------------------------
Edwin Gordon Bond, Jr., and Elizabeth Ann Bond filed with the U.S.
Bankruptcy Court for the Eastern District of Tennessee an amended
disclosure statement describing the Debtors' amended Chapter 11
plan.
Under the Amended Plan, Class 4-A General Unsecured Claims --
totaling $978,690.51 -- are impaired. The claimholders will
receive a monthly payment of $600 starting the 10th day of the
month after the effective date, and until 60 months after the
effective date. The holders will receive a total of $36,000.
The Plan will be funded by income from Mr. Bond's employment with
BAE Systems Technology Solutions & Services, Inc.
As reported by the Troubled Company Reporter on Sept. 28, 2016, the
Debtor filed with the Court a disclosure statement descrbing the
Debtor's original Chapter 11 plan. Under that Plan, holders of
Class 4-A General Unsecured Claims -- totaling $978,690.51 -- would
be paid $100 per month starting on the 10th day of the month
following the effective date and ending on the 60th month after the
Effective Date. The creditors were expected to get a total payout
of $6,000.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/tneb15-33362-54.pdf
Edwin Gordon Bond, Jr., and Elizabeth Ann Bond receive income from
husband's employment as a manager with BAE Systems Technology
Solutions & Services, Inc., located in Charleston, South Carolina.
The Debtors filed for Chapter 11 bankruptcy protection (Bankr.
E.D.
Tenn. Case No. 15-33362) on Nov. 10, 2015.
Steven L. Lefkovitz, Esq., at Steven L. Lefkovitz serves as the
Debtor's bankruptcy counsel.
EMERALD OIL: Completes Section 363 Sale Process, Exits Chapter 11
-----------------------------------------------------------------
Emerald Oil, Inc., and its subsidiaries completed a Section 363
sale process and emerged from Chapter 11 bankruptcy protection as a
debt-free entity. The Company officially concluded its Section 363
process after completing all required actions and satisfying the
conditions of its bankruptcy sale plan, which was confirmed by the
US Bankruptcy Court for the District of Delaware by order dated
November 1, 2016. Constructively working with its creditors and
stakeholders, the Company reduced its long-term debt by
approximately $278 million. The Company's improved liquidity and
debt-free balance sheet will enable the Company to develop its
assets in the Bakken shale and maximize the value of its
leasehold.
The Company will operate under the new name "National Oil
Production Company, LLC" and is majority owned by Crestline
Investors and Fir Tree Partners.
About Emerald Oil
Emerald is a Denver-based independent exploration and production
company that is focused on acquiring acreage and developing wells
in the Williston Basin of North Dakota.
Emerald Oil, Inc., Emerald DB, LLC, Emerald NWB, LLC, Emerald WB
LLC and EOX Marketing, LLC filed separate Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10704 to 16-10708) on March
22, 2016. Ryan Smith signed the petitions as chief financial
officer.
The Debtors have hired Kirkland & Ellis LLP and Kirkland & Ellis
International LLP as general bankruptcy counsel, Pachulski Stang
Ziehl & Jones LLP as local counsel, Intrepid Financial Partners,
LLC as investment banker, Opportune LLP as restructuring advisor
and Donlin Recano & Company, Inc., as claims and noticing agent.
Judge Kevin Gross has been assigned the cases.
Andrew Vara, acting U.S. trustee for Region 3, appointed seven
creditors of Emerald Oil, Inc., to serve on the official committee
of unsecured creditors. The Committee retains Whiteford, Taylor &
Preston LLC as Delaware counsel, and Akin Gump Strauss Hauer & Feld
LLP as co-counsel.
Cortland Capital Market Services, LLC is represented by Joseph H.
Smolinsky, Esq., and David N. Griffiths, Esq., at Weil Gotshal &
Manges LLP, and Mark D. Collins, Esq., Zachary I. Shapiro, Esq.,
and Andrew M. Dean, Esq., at Richards Layton & Finger PA.
EMPOWER PAYMENTS: Moody's Assigns B3 Corp. Rtng, B2 for 2023 Loan
-----------------------------------------------------------------
Moody's Investors Service assigned first time ratings to Empower
Payments Acquisition, Inc. (formerly known as GTCR-RevSpring
Acquisition, Inc., RevSpring). The Corporate Family rating was
assigned at B3, the Probability of Default rating at B3-PD, the
senior secured 1st lien revolving credit facility due 2021 and term
loan due 2023 at B2 and the senior secured 2nd lien term loan due
2024 at Caa2. The rating outlook is stable.
The proceeds of the term loans and $135.4 million of cash equity
from affiliates of financial sponsor GTCR LLC will be used to
purchase the company, pay transaction-related fees and expenses and
add some cash to the balance sheet.
Issuer: Empower Payments Acquisition, Inc.
Assignments:
Corporate Family Rating, Assigned B3
Probability of Default Rating, Assigned B3-PD
Senior Secured 1st lien, Assigned B2 (LGD3)
Senior Secured 2nd lien, Assigned Caa2 (LGD5)
Outlook:
Outlook, Assigned Stable
RATINGS RATIONALE
The B3 CFR reflects RevSpring's modest revenue scale of about $150
million (excluding pass-through postal revenue), narrow operating
scope focused in printing and mailing bills on behalf of healthcare
industry clients in the U.S. and related information services and
high financial leverage, with adjusted debt to EBITDA anticipated
to remain above 6 times. Other expected financial metrics
including EBITA margins (excluding pass through postal revenue and
cost) around 21%, EBITA to interest of 1.5 times and free cash flow
to debt over 4% are solid for the B3 rating category.
All financial metrics cited reflect Moody's standard adjustments.
Ratings support is provided by high 90s percent customer retention
rates, reflecting RevSpring's embedded position in the revenue
cycle and accounts receivable management business processes of its
customers and its scale in printing and postage, which allows
RevSpring to print and mail bills at a lower cost than its
customers could do themselves. Regulatory requirements for medical
service invoices to be printed and sent by U.S. mail leads Moody's
to expect a stable revenue base. Moody's expects invoices will
grow longer as they include a growing set of regulatory
disclosures, providing further revenue support. About 25% of
revenue comes from non-printing business lines which are enabled by
the core printing relationship, including data cleansing,
electronic signatures, analytics and payments.
There is some customer concentration, with over 20% of 2015
revenues generated by its top ten customers and around 50% from the
top 50. Moody's anticipates cost reduction initiatives could drive
EBITA margins to the mid-20 percent range over the next 12 to 18
months. Moody's expects free cash flow to be invested in
acquisitions as opposed to debt reduction. Given the private
equity ownership, debt-financed shareholder returns are also a
risk. Liquidity from anticipated free cash flow of at least $5
million and the fully available $20 million revolver is considered
adequate.
The stable ratings outlook reflects Moody's expectations for 2% to
4% annual revenue growth and expanding EBITA margins over 20%. The
ratings could be upgraded if Moody's anticipates: 1) balanced
financial policies including a demonstrated commitment to debt
reduction; 2) free cash flow to debt sustained above 5%; and 3)
debt to EBITDA will remain around 5.5 times. The ratings could be
downgraded if Moody's expects: 1) increased customer attrition; 2)
declining EBITA margins; or 3) diminished liquidity.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
RevSpring, controlled by affiliates of GTCR and based in Wixom, MI,
provides printing and mailing of customer invoices and related
information services to healthcare, revenue cycle management and
accounts receivable management organizations in the U.S. Moody's
expects 2017 GAAP revenues (including postage) of about $450
million and around $150 million excluding postage.
ENDLESS POSSIBILITIES: Dec. 6 Plan Confirmation Hearing
-------------------------------------------------------
The Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri has conditionally approved Endless
Possibilities, LLC's disclosure statement dated Oct. 31, 2016,
referring to the Debtor's plan of reorganization dated Oct. 31,
2016.
Dec. 6, 2016, at 9:30 a.m. is fixed for the hearing on final
approval of the disclosure statement, and for the hearing on
confirmation of the plan and related matters.
Dec. 1, 2016, is the deadline for filing with the Court objections
to the Disclosure Statement or plan confirmation; and submitting to
counsel for the plan proponent ballots accepting or rejecting the
Plan.
Under the Plan, Class 5 General Unsecured Creditors are impaired
and will be paid over 10 years with a monthly payment of $625
starting March 1, 2022, and continuing the first day of each month
thereafter for 10 years until a total of $75,000 is paid.
Payments and distributions under the Plan will be funded by the
Debtor's ongoing operations.
The Third Amended Combined Plan and Disclosure Statement is
available at http://bankrupt.com/misc/mowb15-42927-115.pdf
As reported by the Troubled Company Reporter on Sept. 21, 2016,
the
Hon. Arthur B. Federman of the U.S. Bankruptcy Court for the
Western District of Missouri conditionally approved the Debtor's
disclosure statement describing the Debtor's Chapter 11 plan.
Under the Debtor's Second Amended Combined Plan and Disclosure
Statement dated Aug. 23, 2016, Class 5 General Unsecured Claims
would be paid over 10 years with a monthly payment of $625
starting
Oct. 1, 2021, and continuing the first day of each month
thereafter
for 10 years until a total of $90,000 is paid.
About Endless Possibilities
Since 1998, Endless Possibilities, LLC, has been in the business of
daycare and children's education.
Endless Possibilities, LLC, filed a Chapter 11 petition (Bankr.
W.D. Mo. Case No. 15-42927) on Oct. 6, 2015, and is represented by
Robert E. Arnold, III, Esq., at Arnold Law Firm LLC and Colin N.
Gotham, Esq., at Evans & Mullinix, P.A.
ENVISION HEALTHCARE: Moody's Assigns B3 Rating on $750MM Sr. Notes
------------------------------------------------------------------
Moody's Investors Service assigned a B3 instrument rating to
Envision Healthcare Corporation's new $750 million senior unsecured
notes. Proceeds from the new senior unsecured notes will be used
alongside a $3.3 billion senior secured term loan and a resized
$850 million ABL revolver to refinance legacy debt at Envision and
AmSurg Corp. in conjunction with the two companies' planned merger.
The new notes will be pari-passu with other existing senior
unsecured indebtedness of the combined firm.
All other ratings relating to Envision, including its B1 Corporate
Family Rating (CFR) and B1-PD Probability of Default Rating (PDR),
remain unchanged. The outlook is positive. Moody's expects the
merger to be completed in early-December.
Ratings assigned:
Envision Healthcare Corporation (new; named New Amethyst Corp.
until merger completion)
New $750 million senior unsecured notes due 2024 at B3 (LGD 5)
RATINGS RATIONALE
The B1 Corporate Family Rating reflects the significant integration
risk that Envision will face upon consummating its transformational
AmSurg merger and Moody's expectation that adjusted debt to EBITDA
will remain relatively high around 4.5 times in the near-term.
Furthermore, Moody's expects that free cash flow will be used to
fund the company's aggressive acquisition strategy in lieu of debt
repayment. In addition, the high level of reliance on government
reimbursement programs remains an ongoing concern.
The rating is supported by Envision's considerable scale, which
will include a near doubling in size following the AmSurg merger.
Further, the rating is also supported by the combined firm's strong
geographic and product diversification in its three segments --
physician staffing, medical transport and ambulatory surgery
centers -- which are all otherwise very fragmented among other
providers. The rating also incorporates Envision's low capital
requirements. Lastly, the rating reflects the potential for
Envision to benefit from significant synergies.
The positive outlook reflects Moody's expectation that EBITDA
growth will support improved free cash flow and reduced leverage.
Furthermore, the merger with AmSurg will substantially increase
Envision's scale and product diversity. The positive outlook also
reflects Moody's view that Envision will maintain a conservative
financial policy while continuing to execute its acquisition
strategy. Moody's expects large acquisitions to be funded with a
combination of debt and equity.
The company's SGL-1 rating reflects its strong cash flow generation
ability, good existing cash balance, and access to a sizeable $850
million ABL revolver (not rated) expiring in 2021.
Moody's could upgrade the ratings if the company is able to
effectively integrate its AmSurg merger, while continuing to
demonstrate improvement in its credit metrics. Specifically, an
upgrade would require debt to EBITDA to approach 4.0 times.
Moody's could downgrade the ratings if a decline in operating
performance results in an expectation that debt to EBITDA will rise
above 5.0 times, or if Moody's expects reimbursement rates to
materially decline. Furthermore, a significant debt financed
acquisition could result in a downgrade of the ratings.
With a dual headquarters in Nashville, TN and Greenwood Village,
CO, Envision Healthcare Corporation is a leading provider of
emergency medical services in the U.S. Following its merger with
AmSurg, Envision will operate an extensive emergency department,
hospital, anesthesiology, radiology, and neonatology physician
outsourcing segment. The company will also be a leading provider
of medical transport in the U.S. and operate 258 ambulatory surgery
centers (ASCs). Lastly, its Evolution Health business is an
emerging provider of comprehensive physician-led post-hospital
management solutions. Envision is listed on the New York Stock
Exchange. Pro forma revenues (including AmSurg) are approximately
$8.9 billion.
The principal methodology used in this rating was Business and
Consumer Service Industry published in October 2016.
ESP RESOURCES: Seeks to Hire Chiron as Financial Advisor
--------------------------------------------------------
ESP Resources, Inc. and ESP Petrochemicals, Inc. seek approval from
the U.S. Bankruptcy Court for the Southern District of Texas to
hire an investment banker and financial advisor.
The Debtors propose to hire Chiron Financial LLC to facilitate the
sale of its assets and assist in obtaining a loan to get them
through bankruptcy. Specifically, the firm will provide these
services:
(a) prepare an information memorandum describing the Debtors
and their historical performance and prospects;
(b) assist the Debtors in compiling a data room of any
document related to the financing;
(c) assist the Debtors in developing a list of potential
lenders and investors;
(d) coordinate the execution of confidentiality agreements
for potential lenders and investors wishing to review the
information memorandum;
(e) assist the Debtors in coordinating site visits for
lenders and investors;
(f) solicit competitive offers from potential lenders;
(g) assist the Debtors in structuring the financing and
negotiating the lending agreements;
(h) solicit offers from potential buyers; and
(i) assist the Debtors in structuring a transaction and
negotiate transaction agreements.
Chiron will receive monthly fees of $20,000 for its services and a
fee equal to $40,000 upon closing of a financing with any party.
The firm will also be entitled to a fee upon closing of a sale of
the Debtors' assets. Upon the consummation of a sale to any party,
Chiron will be entitled to a fee, payable in cash, equal to
$250,000 plus 5% of total consideration above $2 million.
In the event of a sale of the Debtors' assets to Performance
Chemical Co., Avkem International LLC, Altec Energy Group, Bridge
Capital Corp. or Hillair Capital for less than $2 million, the fee
will be reduced to $225,000:
Jay Krasoff, managing director of Chiron, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Jay H. Krasoff
Chiron Financial, LLC
1301 McKinney, Suite 2800
Houston, TX 77010
Office: 713-929-9082
Cell: 713-398-0609
Email: jkrasoffiachironfinance.com
About ESP Resources
Lafayette, Louisiana-based ESP Resources, Inc. is a manufacturer,
distributor and marketer of specialty chemicals and supply
specialty chemicals for a range of oil and gas field applications,
including killing bacteria, separating suspended water and other
contaminants from crude oil and separating oil from gas. The
company also offers analytical services and custom-blended
chemicals for oil and gas wells.
ESP Resources, Inc., and its affiliate ESP Petrochemicals, Inc.
filed chapter 11 petitions (Bankr. S.D. Tex. Case Nos. 16-60021 and
16-60020) on March 10, 2016. The cases are jointly administered
under Case No. 16-60020. The petitions were signed by David A.
Dugas, chief executive officer. The cases are assigned to Judge
David R. Jones. The Debtors are represented by Melissa Anne
Haselden, Esq., and Edward L Rothberg, Esq., at Hoover Slovacek
LLP.
ESP Resources disclosed assets of $4.08 million and debt of $9.55
million. ESP Petrochemicals, Inc. estimated both assets and
liabilities in the range of $1 million to $10 million.
EXTREME PLASTICS: Defends Sale Bid Ahead of Nov. 17 Auction
-----------------------------------------------------------
Extreme Plastics Plus, Inc., and EPP Intermediate Holdings, Inc.,
defended their request to pursue a sale of substantially all of
their assets, free and clear of liens, claims and encumbrances,
through an auction today, Nov. 17. They insist that approval of
the sale to the successful bidder is warranted.
Extreme explains that since early in the Chapter 11 Cases, the
Debtors have recognized that a robust marketing and sale process
would be the most effective way to maximize the value of their
assets. Their key constituencies ultimately supported those
efforts to pursue the Sale, and that support has strengthened
consensus around other key issues in the Chapter 11 Cases,
including the Debtors' continued use of cash collateral, allowing
the Chapter 11 Cases to progress in an orderly manner.
At Thursday's auction, three bidders are anticipated to compete to
be designated as the Successful Bidder. The Debtors anticipate
that the Sale transaction contemplated by the Successful Bid will
allow the Debtors to maximize the value of their estates, provide
meaningful recoveries to key constituencies, and, ultimately, allow
the Debtors to bring the Chapter 11 Cases to an orderly close.
A hearing to approve the sale results is set for Nov. 21.
"A successful Sale will maximize the recoveries of the Agent and
Lenders," the Debtors state in papers filed Nov 16. "A successful
Sale is fundamental to the Global Settlement between the Debtors,
the Creditors' Committee, and the Agent, ensuring a meaningful
recovery for unsecured creditors -- but only if there is a Sale.
Moreover, with the consent of the Agent, the Debtors will have the
necessary funds for an orderly wind-down of their estates if there
is a Sale.
Citizens Bank serves as agent for the Debtors' Lenders.
As reported by the Troubled Company Reporter, Blue Wolf Capital
Partners LLC, the New York-based private equity firm, on Nov. 1,
2016, disclosed that Blue Wolf Capital Fund III, L.P., an affiliate
of Blue Wolf, has been named by the Delaware Bankruptcy Court as
the stalking horse bidder for Extreme Plastics Plus's assets.
A Sept. 22 report by the TCR says Extreme asked the Bankruptcy
Court to authorize the bidding procedures to govern the sale of
substantially all of the Debtors' assets to BW EPP Holdings, LLC
for $22,500,000, subject to overbid.
Certain parties filed formal responses or limited objections to the
Sale or communicated their concerns to the Debtors to preserve
their rights to, among other things, (a) object to the assumption
and assignment of their contracts or leases, (b) seek payment of
outstanding obligations, including cure amounts, under their
contracts or leases with the Debtors, (c) seek adequate assurance
of future performance, or (d) request that language be added to the
Sale Order to preserve other rights asserted by the objecting
parties
The Debtors relate that objections filed by vehicle purchase
financers will be resolved because either (a) the property that is
the subject of the Financers' agreements will be purchased by the
Successful Bidder with cash paid to the Financers by the Successful
Bidder at the closing of the Sale, (b) the Financers and the
Successful Bidder will negotiate a consensual resolution of the
Financers' objections, or (c) the property that is the subject of
the Financers' agreements will be abandoned pursuant to a motion
filed at the Closing of the Sale. If that motion is granted and
the vehicles are abandoned, the Financers can take possession of
the vehicles.
The Office of the U.S. Trustee -- david.gerardi@usdoj.gov -- argued
that the Debtors must provide evidence at the Sale Hearing
regarding whether the Purchaser is an insider. On Wednesday, the
Debtors pledged to present evidence in declarations from the
Debtors, the Successful Bidder, and the Backup Bidder to
substantiate successor liability findings.
The U.S. Department of Justice -- alan.tenenbaum@usdoj.gov --
requested additions to the Sale Order to preserve applicable police
and regulatory authority.
PACCAR Financial Corp. contends that its underlying contract with
the Debtors is a "retail sale contract," not a lease, and cannot be
assumed and assigned. PACCAR also says it has not consented to the
Sale or the disposal of its equipment.
The Debtors tell the Court that they will not seek to assign
agreements with PACCAR without its consent. And, unless PACCAR
agrees otherwise, property subject to agreements with PACCAR will
only be transferred if PACCAR is paid for its collateral in
accordance with applicable law.
PACCAR is represented by:
Deidre M. Richards, Esq.
Fineman Krekstein & Harris PC
Tel: (215) 893-8703
E-mail: drichards@finemanlawfirm.com
Ford Motor Credit Company, LLC said it does not consent to the sale
of vehicles nor the assignment of the underlying installment
contracts. Ally does not consent to the assumption and assignment
of the underlying contracts. If the parties cannot resolve Ally's
objection, Ally says its vehicles should be carved out from the
Sale.
Ford is represented by:
James H. Lemkin
Stark & Stark, P.C.
Tel: (609) 219-7447
E-mail: jlemkin@stark-stark.com
- and -
John R. Weaver, Esq.
Tel: (302) 428-1077
E-mail: jrweaverlaw@verizon.net
Mack Financial Services also argues that it must receive payment in
full on account of its "credit sales contract" and that assignment
of the Debtors' obligations under the parties' contract, as
contemplated by the Asset Purchase Agreement, does not provide for
payment in full to Mack.
Mack is represented by:
Karen M. Grivner, Esq.
Clark Hill PLC
Tel: (302) 250-4749
E-mail: kgrivner@clarkhill.com
- and -
Gordon & Rees LLP
Tel: (312) 565-1400
E-mail: kentcarter@gordonrees.com
On Wednesday, Extreme said that unless Ford agrees otherwise,
property subject to agreements with Ford will only be transferred
if Ford is paid for its collateral in accordance with applicable
law. Same goes with Ally and Mack.
About Extreme Plastics Plus
Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry. Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.
The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc. The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.
Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.
Extreme Plastics estimated $10 million to $50 million in assets
and
$50 million to $100 million in debt. EPP Intermediate estimated
$1
million to $10 million in assets and $50 million to $100 million
in
debt.
As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent. The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.
The Debtors are represented by William D. Sullivan, Esq., at
Sullivan Hazeltine Allinson LLC, and have retained Epiq Bankruptcy
Solutions, LLC, as claims and noticing agent.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee selected Reed
Smith LLP as counsel.
EXTREME PLASTICS: Says Trial Likely to Address Antero Rift
----------------------------------------------------------
Extreme Plastics Plus, Inc., and EPP Intermediate Holdings, Inc.,
informed the Delaware bankruptcy court that their contract dispute
with Antero Resources Corporation may necessitate a trial.
Antero has objected to the proposed sale of the Debtors' assets.
Antero said the Debtors must pay Cure Costs of $1,226,586 and must
provide adequate assurance of future performance.
In court papers filed on Nov. 16, the Debtors explained that the
objection of Antero relates to two master services agreements
between Antero and the Debtors dated 2013 and 2015 that are also
the subject of a proof of claim filed by Antero. In the Asset
Purchase Agreement filed with the Sale Motion, the Debtors listed
the 2013 MSA as a Purchaser Assumed Contract (as defined in the
Asset Purchase Agreement) but did not list the 2015 MSA as a
Purchaser Assumed Contract. The Debtors subsequently realized that
only the 2015 MSA remained active and, accordingly, supplemented
the Cure Notice to include the 2015 MSA.
According to the Debtors, Antero's asserted claims relate to
purchase orders issued under the MSAs for work that has been
completed. Until Antero filed its proof of claim and its
objection, the Debtors were not aware of any issues with work
performed under the MSAs. Now, months and, in some cases, years
after the Debtors completed the work at issue, Antero asserts
claims for a full refund of some of the amounts paid to the Debtors
in connection with work performed under the MSAs, plus damages.
Determining the legal issues associated with Antero's claims
requires legal briefing and developing and resolving factual
issues.
The Debtors said, "Additionally, the parties have very different
understandings of the facts, including whether the MSAs are even
contracts or executory contracts in the first instance. A trial
will likely be required to address these issues. To the extent
that the Court requires the Debtors to establish a reserve as a
condition to assumption and assignment, the Debtors believe that
such reserve should be nominal."
Antero is represented by:
Christopher Loizides, Esq.
Loizides P.A.
Tel: (302) 654-0248
E-mail: loizides@loizedes.com
- and -
Harold J. Flanagan, Esq.
Jamie Cangelosi, Esq.
Flanagan Partners LLP
Tel: (504) 569-0070
E-mail: hjflanagan@flanaganpartners.com
jcangelosi@flanaganpartners.com
About Extreme Plastics Plus
Founded in 2007, privately-held Extreme Plastics Plus, Inc.,
operates an environmental containment business specializing in
providing environmental lining, above ground storage tanks,
composite rig mats, secondary steel wall containment systems, and
closed loop solids control services, primarily for the oil and gas
industry. Extreme Plastics has six facilities in Fairmont, West
Virginia, Tunkhannock, Pennsylvania, St. Clairsville, Ohio, Moore,
Texas, Odessa, Texas, and Oklahoma City, Oklahoma.
The stock of Extreme Plastics is held entirely by EPP Intermediate
Holdings, Inc. The stock of EPP Intermediate is held entirely by
EPP Holding Company, LLC, a non-debtor.
Extreme Plastics, and affiliate EPP Intermediate Holdings, Inc.,
sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
16-10221) on Jan. 31, 2016, as the ongoing decline in the price of
oil and natural gas negatively impacted demand of the Debtors'
services.
Extreme Plastics estimated $10 million to $50 million in assets
and
$50 million to $100 million in debt. EPP Intermediate estimated
$1
million to $10 million in assets and $50 million to $100 million
in
debt.
As of the Petition Date, Extreme Plastics owes $49.5 million under
a secured facility provided by lenders led by Citizens Bank of
Pennsylvania, as agent. The facility is secured by a lien in
substantially all of the Debtors' assets, as well as a pledge of
100% of the equity in Extreme Plastics and EPP Intermediate.
The Debtors are represented by William D. Sullivan, Esq., at
Sullivan Hazeltine Allinson LLC; and Chris L. Dickerson, Esq., and
Marc J. Carmel, Esq., at Paul Hastings LLP; and have retained Epiq
Bankruptcy Solutions, LLC, as claims and noticing agent.
The U.S. Trustee has appointed five members to the Official
Committee of Unsecured Creditors. The Committee selected Reed
Smith LLP as counsel.
EYL INVESTMENT: Disclosures OK'd; Plan Hearing on Jan. 24
---------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has approved EYL Investment Corp.'s
disclosure statement dated June 17, 2016, referring to the Debtor's
Chapter 11 plan dated June 17, 2016.
A hearing for the consideration of confirmation of the Plan will be
held on Jan. 24, 2017, at 10:00 a.m.
Any objection to confirmation of the Plan will be filed on or
before 21 days prior to the date of the hearing on confirmation of
the Plan.
The debtor files with the Court a statement setting forth
compliance with each requirement in Section 1129, the list of
acceptances and rejections and the computation of the same, within
seven working days before the hearing on confirmation.
Objections to claims must be filed 45 days prior to the hearing on
confirmation.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on or before 14 days prior to the date of
the hearing on confirmation of the Plan.
San Juan, Puerto Rico-based EYL Investment Corp. filed for Chapter
11 bankruptcy protection (D. P.R. Case No. 15-02622) on April 8,
2015, estimating its assets at between $500,000 and $1 million and
liabilities at between $1 million and $10 million. The petition
was signed by Eduardo Hernandez Ramirez, president.
Mary Ann Gandia, Esq., at Gandia-Fabian Law Office serves as the
Debtor's bankruptcy counsel.
FINJAN HOLDINGS: Incurs $4.61 Million Net Loss in Third Quarter
---------------------------------------------------------------
Finjan Holdings, Inc., filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
to common stockholders of $4.61 million on $1.14 million of
revenues for the three months ended Sept. 30, 2016, compared to a
net loss to common stockholders of $4.70 million on $0 of revenue
for the three months ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss to common stockholders of $10.35 million on $9.98 million
of revenues compared to a net loss to common stockholders of $11.54
million on $700,000 of revenues for the same period a year ago.
As of Sept. 30, 2016, Finjan had $15.04 million in total assets,
$4.57 million in total liabilities, $13.68 million in redeemable
preferred stock and $3.22 million in stockholders' deficit.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/H3s71b
About Finjan
Finjan, formerly known as Converted Organics, is a leading online
security and technology company which owns a portfolio of patents,
related to software that proactively detects malicious code and
thereby protects end-users from identity and data theft, spyware,
malware, phishing, trojans and other online threats. Founded in
1997, Finjan is one of the first companies to develop and patent
technology and software that is capable of detecting previously
unknown and emerging threats on a real-time, behavior-based basis,
in contrast to signature-based methods of intercepting only known
threats to computers, which were previously standard in the online
security industry.
Finjan Holdings reported a net loss of $12.6 million in 2015, a
net loss of $10.5 million in 2014 and a net loss of $6.07 million
in 2013.
FOUNTAINS OF BOYNTON: Says Global Settlement Talks Hit Impasse
--------------------------------------------------------------
Fountains of Boynton Associates, Ltd. asked the U.S. Bankruptcy
Court for the Southern District of Florida to extend the exclusive
period to solicit acceptances of its plan of reorganization by
approximately 90 days, through and including February 14, 2017.
The Debtor has already filed a plan of reorganization and
disclosure statement on May 5, 2016, and by prior order, the Court
has extended the Solicitation Period to November 14, 2016.
However, the Debtor tells that the hearing on the Disclosure
Statement has been continued to November 16, 2016, in order for the
Debtor to negotiate the terms of a consensual plan or structured
dismissal with its largest creditor, Hanover Acquisition 3, LLC.
As of October 2016 the Debtor believed it had reached a global
resolution in principle with Hanover, and filed a motion to approve
that agreement and to dismiss the case. Unfortunately, subsequent
to the filing of that motion, the parties have been unable to
finalize certain details of the agreement, so that the Debtor is
still continuing to negotiate with Hanover.
The Debtor further tells that it will seek to confirm its filed
plan if the parties remain at an impasse.
About Fountains of Boynton Associates, Ltd.
Fountains of Boynton Associates, Ltd., based in Boynton Beach,
Fla., sought Chapter 11 bankruptcy protection (Bankr. S.D. Fla.
Case No. 16-11690) on Feb. 5, 2016. The Debtor considers itself a
"single asset real estate". The Hon. Erik P. Kimball oversees the
case. Bradley S Shraiberg, Esq., and Patrick Dorsey, Esq., at
Shraiberg, Ferrara, & Landau, serve as the Debtor's counsel. The
petition was signed by John B. Kennelly, manager.
The Debtor disclosed total assets of $71,421,648 and total
liabilities of $53,672,029 at the time of filing.
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 Fountains of Boynton Associates, Ltd.
FOUR SEASONS: S&P Raises CCR to 'BB-' on Anticipated Deleveraging
-----------------------------------------------------------------
S&P Global Ratings said it raised its corporate credit rating on
Toronto, Ontario-based Four Seasons Holdings Inc. to 'BB-' from
'B+'. The rating outlook is stable.
At the same time, S&P affirmed its 'BB' issue-level rating (one
notch above the corporate credit rating) on the upsized
$900 million first-lien term loan due 2023 and downsized
$50 million revolver due 2021. The affirmation of the 'BB'
issue-level rating reflects the one-notch upgrade of the company,
despite a revision in the recovery rating to '2' from '1' due to
the incremental first-lien debt in the capital structure. The '2'
recovery rating reflects S&P's expectation for substantial (70% to
90%; upper half of the range) recovery for lenders in the event of
a payment default.
S&P plans to withdraw the 'B-' issue-level rating and '6' recovery
rating on the second-lien term loan once the company closes the
transaction and uses the proceeds to repay the second-lien term
loan.
"The upgrade reflects anticipated sustained deleveraging through
2017, and follows a revision in our financial policy assessment on
the company to neutral," said S&P Global Ratings credit analyst
Daniel Pianki.
"The policy reassessment reflects our belief that the company's
controlling owners are likely to allow our measure of adjusted
leverage to be sustained below 6x, and are unlikely to follow
financial policies that are typical of financial sponsors. Four
Seasons is privately owned by three entities: Kingdom Holding Co.
and Cascade Investment LLC each own 47.5% of the company, and
Triples Holdings Ltd., controlled by Four Seasons founder Isadore
Sharp, holds a 5% equity stake in the company. We previously
considered these owners to be financial sponsors for purposes of
assessing financial policy due to the large amount of debt raised
at Four Seasons in order to fund a buyout of the company in 2007.
However, we have reassessed this and we believe that neither
Cascade nor Kingdom will pursue the typical private-equity model of
using leverage aggressively in order to achieve rapid returns and
then exiting the investment over a relatively short time horizon.
We believe that Cascade and Kingdom are long-term investors in Four
Seasons, in particular, and do not intend to increase leverage at
Four Seasons above 6x to fund distributions. Additionally, we
believe Four Seasons management intends to drive leverage below
current levels. As a result of the financial policy reassessment,
we calculate leverage metrics net of cash balances. We expect
adjusted debt to EBITDA to be around 5x in 2016 and in the high-4x
area in 2017," S&P said.
The stable outlook reflects S&P's expectation for modest
improvement in credit measures over the next two years, based on
continued good EBITDA growth through 2017.
FRONTIER STAR: Unsecureds To Get Share of Bank Settlement Reserve
-----------------------------------------------------------------
P. Gregg Curry, in his capacity as the duly appointed Chapter 11
trustee for Frontier Star, LLC, et al., filed with the U.S.
Bankruptcy Court for the District of Arizona a disclosure statement
referring to the Debtors' plan of liquidation dated Nov. 7, 2016.
Under the Plan, Class 3 Unsecured Claims -- estimated at $55-59
million -- is an impaired class and holders of claims are entitled
to vote to accept or reject the Plan. Each holder of an allowed
unsecured claim in Class 3 will receive a pro rata share of: (i)
the bank settlement reserve on the Effective Date; and (ii) the
liquidating trust interests following the payment or reserve for
administrative claims, priority tax claims, and secured claims.
Unsecured Claims are subject to all statutory, equitable, and
contractual subordination claims, rights, and grounds available to
the Debtors, the Trustee, the Estates, and pursuant to this Plan,
the liquidating trustee, which subordination claims, rights, and
grounds are fully enforceable prior to, on, and after the Effective
Date.
The Plan is a plan of liquidation that contemplates the
distribution of the remaining net proceeds realized from the
earlier sale of the assets of the Debtors. As a result of the
trustee's asset disposition efforts, the estates presently have
approximately $4.6 million in cash on hand, exclusive of (i) the
bank settlement reserve, and (ii) the amount of $37,238.22 held in
the trust account of the trustee's counsel, Bryan Cave LLP, for the
payment of certain professional fees. Under the Plan, these funds
will be used to satisfy allowed claims and to create reserves for
disputed claims. Additional funds may become available if the
liquidating trust assets produce proceeds in excess of the amount
of allowed priority tax claims.
The Disclosure Statement is available at:
http://bankrupt.com/misc/azb15-09383-1156.pdf
The Plan was filed by the Debtors' counsel:
Robert J. Miller, Esq.
Bryce A. Suzuki, Esq.
Justin A. Sabin, Esq.
BRYAN CAVE LLP
Two North Central Avenue, Suite 2200
Phoenix, Arizona 85004-4406
Tel: (602) 364-7000
Fax: (602) 364-7070
E-mail: rjmiller@bryancave.com
bryce.suzuki@bryancave.com
justin.sabin@bryancave.com
About Frontier Star
Guadalupe, Arizona-based Frontier Star LLC and Frontier Star CJ LLC
are large Carl's Jr. and Hardee's franchisees operated by three
grandchildren of Carl Karcher, who founded the Carl's Jr. Hamburger
chain, now owned by parent company CKE Restaurants, Inc.
The grandchildren include the LeVecke siblings Carl, Margaret and
Jason, who is listed as chief executive officer/manager of both
companies. The LeVecke siblings had more than 130 Carl's Jr. and
Hardee's franchises in seven states and Puerto Vallarta, Mexico, as
of late 2013.
Frontier Star, LLC, and Frontier Star CJ, LLC, filed Chapter 11
bankruptcy petitions (Bankr. D. Ariz. Lead Case No. 15-09383) on
July 27, 2015. The petitions were signed by Jason LeVecke as
CEO/manager. The Cavanagh Law Firm serves as counsel to the
Debtors.
On Nov. 19, 2015, P. Gregg Curry was appointed as the Debtors'
Chapter 11 trustee.
Frontier Star disclosed $71.9 million in assets and $27.3 million
in debt in its schedules.
No official committee of unsecured creditors has been appointed in
the case.
GAWKER MEDIA: Appeals Court Keeps Attorney Defamation Suit Alive
----------------------------------------------------------------
Tom Corrigan, writing for The Wall Street Journal Pro Bankruptcy,
reported that a comment on a Gawker Media LLC blog post has kept
alive a $100 million defamation lawsuit against the company, which
is in the final stages of winding down in bankruptcy.
According to the report, the U.S. Court of Appeals for the Seventh
Circuit reversed a lower court's ruling to preserve part of a
defamation lawsuit that Chicago-based attorney Meanith Huon brought
against Gawker over a comment posted to a Gawker-published article
about him.
The ruling sends Mr. Huon's case back to a district court, but
whether he eventually will be able to do so is unclear, as the
company's pending bankruptcy halts all litigation against it, the
report related. Even if Mr. Huon prevails in his quest for
damages, Gawker, which sold the bulk of its assets to a new owner,
is now a shell company with limited assets and a
multimillion-dollar debt load, the report further related.
Mr. Huon says a Gawker article and associated comments both posted
in 2011 on then-sister site Jezebel implied he committed rape, the
report recalled. Gawker has defended the story and disputes Mr.
Huon's allegations, the report said.
The appeals court said that the article and its headline, taken
together, fairly reported on Mr. Huon's trial on the rape
allegations, the report related. But the appeals court said Mr.
Huon's claim that Gawker's own writers anonymously wrote at least
one defamatory comment on the blog post was plausible, the report
further related. As a result, the appeals court said Gawker can't
benefit from laws that typically protect online publishers from
being sued for third-party comments, the report added.
A copy of the Seventh Circuit decision is available at
https://is.gd/MlYsYB
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.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
Mr. Denton filed for personal bankruptcy on August 1, 2016, to
protect himself from the legal judgment awarded to Hulk Hogan in
an
invasion-of-privacy lawsuit.
The U.S. trustee for Region 2 on June 24, 2016, 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. The Committee retained Simpson
Thacher & Bartlett LLP, in New York, as counsel.
Counsel to US VC Partners LP, as Prepetition Second Lien Lender,
are David Heller, Esq., and Keith A. Simon, Esq., at Latham &
Watkins LLP.
Counsel to Cerberus Business Finance, LLC, as DIP Lender, are Adam
C. Harris, Esq., at Schulte Roth & Zabel LLP.
GAWKER MEDIA: Unsecureds To Recoup 10%-100% Under Amended Plan
--------------------------------------------------------------
Gawker Media LLC, et al., filed with the U.S. Bankruptcy Court for
the Southern District of New York a disclosure statement dated Nov.
2, 2016, for the Debtors' amended joint Chapter 11 plan of
liquidation for Gawker Media Group, Inc., Gawker Media LLC, and
Gawker Hungary KFT.
Class 1C GMGI - General Unsecured Claims will get pro rata share of
GMGI cash distributed on the Effective Date, or within 15 days of
allowance of the claim, up to the allowed amount of claims, plus
post-petition interest. This class is impaired. Holders of this
class asserted $811,124,088.90 plus unliquidated amounts. Up
$500,000 claims were allowed. Holders will recover 10-100%.
The Debtors have already liquidated substantially all of their
assets through the Unimoda sale. The Debtors currently hold cash,
the Gawker.com assets and potential causes of action. In the Plan,
administrative and priority claims will be paid in full, as
required by Bankruptcy Code section 1129, and the remaining funds
will be disbursed in Cash on the Effective Date or through the Plan
Administrator on the Gawker Media Distribution Date and GMGI
distribution dates. The Debtors believe the Plan is the simplest
and least expensive mechanism to distribute the Debtors' remaining
assets.
The deadline to vote on the Plan is Dec. 5, 2016, at 5:00 p.m. (New
York Time).
The Disclosure Statement is available at:
http://bankrupt.com/misc/nysb16-11700-403.pdf
As reported by the Troubled Company Reporter on Nov. 8, 2016, Tom
Corrigan, writing for The Wall Street Journal Pro Bankruptcy,
reported that U.S. Bankruptcy Judge Stuart Bernstein in Manhattan
authorized creditors of Gawker Media Group to start voting on its
debt-repayment plan, a day after the former publisher unveiled the
settlement of a years-long legal battle with former professional
wrestler Hulk Hogan that put both the company and its founder in
bankruptcy. The Plan constituted a separate Chapter 11 plan of
liquidation for each Debtor Gawker Media Group (GMGI), Gawker Media
LLC, and Gawker Hungary Kft. General Unsecured Claims against GMGI
expect a 10%-100% estimated recovery; against Gawker Media LLC a 0%
to 10% estimated recovery; and against Gawker Hungary a 100%
estimated recovery.
Jonathan Randles, writing for WSJ Pro Bankruptcy, reported on Nov.
16 that dozens of former writers and editors at Gawker will receive
a legal shield designed to protect them from lawsuits arising from
stories they wrote for the entertainment and gossip website in
return for backing the company's liquidation plan.
According to the report, the arrangement, according to the
court-filed plan, would allow the team of legal professionals now
overseeing the Gawker estate to resolve indemnification claims
brought in the bankruptcy on behalf of 62 writers, editors,
freelance contributors and former officers and move a step closer
to winding down the company's affairs and, ultimately, distributing
assets to creditors.
The deal works like this: writers who vote in support of the
chapter 11 plan, which requires court approval, will give up their
indemnification claims against the Gawker estate, the report
related. In exchange, they will receive a release that covers
potential legal claims bought by third parties over content they
produced for Gawker before the business was sold to Spanish
language media company Univision Communications Inc. for $135
million, the report further related.
The releases also cover lawsuits brought by Ashley Terrill, Shiva
Ayyadurai and Mr. Bollea, who reached separate settlements with the
Gawker estate, the report said.
The deadline for voting on the plan is Dec. 5. The hearing to
consider approval of the Plan will be on Dec. 13.
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.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
Mr. Denton filed for personal bankruptcy on Aug. 1, 2016, to
protect himself from the legal judgment awarded to Hulk Hogan in an
invasion-of-privacy lawsuit.
The U.S. Trustee for Region 2 on June 24, 2016, 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. The Committee retained Simpson
Thacher & Bartlett LLP, in New York, as counsel.
Counsel to US VC Partners LP, as Prepetition Second Lien Lender,
are David Heller, Esq., and Keith A. Simon, Esq., at Latham &
Watkins LLP.
Counsel to Cerberus Business Finance, LLC, as DIP Lender, are Adam
C. Harris, Esq., at Schulte Roth & Zabel LLP.
GRAND PANAMA: Unsecureds To Recoup 100% Under Plan
--------------------------------------------------
Grand Panama Resort Properties, LLC, filed with the U.S. Bankruptcy
Court for the Northern District of Florida a disclosure statement
referring to the Debtor's plan of reorganization.
General unsecured creditors are classified in Class 14 and will
receive a distribution of 100% of their allowed claims, to be
distributed over the course of the Plan.
The Debtor intends to continue to rent the vacation units to
generate the funds necessary to fund the Plan. To the extent there
is a shortfall, Chad Wade will contribute sufficient funds from his
other properties to ensure the payments are made, as he has done
since the inception of the case.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flnb16-50218-51.pdf
Grand Panama Resort Properties, LLC, is a limited liability company
organized under the laws of the State of Florida. The Debtor is in
the business of vacation property rentals. Grand Panama was
organized on Dec. 22, 2014. Chad Wade is the managing member.
The Debtor filed a Chapter 11 petition (Bankr. N.D. Fla. Case No.
16-50218-KKS) on Aug. 11, 2016. The petition was signed by Chad
Wade, registered agent. The Debtor is represented by Charles M.
Wynn, Esq., at Charles M. Wynn Law Offices, P.A. The case is
assigned to Judge Karen K. Specie.
The Debtor has been engaged in rental vacation real estate at Grand
Panama Beach Resort Condominium in Bay County, Florida.
The Debtor disclosed $1.14 million in assets and $1.34 million in
liabilities.
GREENEDEN US: Moody's Assigns Caa2 Rating on Proposed $700MM Bond
-----------------------------------------------------------------
Moody's Investors Service assigned a Caa2 rating to Greeneden U.S.
Holdings II, LLC's (Genesys) proposed $700 million unsecured bond
issue. Proceeds from this financing will be used to partially fund
Genesys' planned purchase of Interactive Intelligence Group Inc.
(ININ) in a largely debt financed transaction.
Moody's assigned these ratings:
Issuer: Greeneden U.S. Holdings II, LLC
$700 mil. Senior Unsecured Notes due 2024 -- Caa2 (LGD-5)
RATINGS RATIONALE
The pending ININ acquisition will improve Genesys' scale and
product capabilities, but will nearly triple the debt in its
capital structure. Genesys will have elevated pro forma leverage
of over 10x (based on reported EBITDA before synergies) immediately
following the acquisition. The B3 Corporate Family Rating reflects
Moody's expectation that the combined entity will delever to
approximately 7x by the end of 2017, primarily through EBITDA
growth, as the integration of ININ yields significant synergies in
the form of headcount reductions and cost savings related to the
relocation of staff to lower cost regions. However, the scale of
the ININ acquisition and the considerable restructuring initiatives
which the combined entity has planned could create business
disruptions and debt reduction could be constrained by
implementation costs as well as the competitive nature of the
contact center software market. The risks associated with Genesys'
credit profile are partially offset by the company's strong market
position as well as its longstanding customer relationships and
sizable base of recurring revenue which contributes to cash flow
predictability.
The Caa2 rating for the senior unsecured notes reflects Genesys'
B3-PD Probability of Default Rating as well as a Loss Given Default
assessment of LGD5 and is two notches lower than the CFR given the
notes' junior ranking in the capital structure relative to Genesys'
credit facility.
Genesys' adequate liquidity will be supported by a pro forma cash
balance of approximately $150 million at year end 2016.
Additionally, while one time integration costs associated with the
ININ transaction could weigh on free cash flow generation over the
near term, Moody's expects that Genesys will generate normalized
annual free cash flow of nearly 5% of total debt over the next
12-18 months. The company's liquidity is also bolstered by an
undrawn $150 million revolving credit facility due in 2021.
The stable outlook reflects Moody's expectations that Genesys pro
forma revenues will increase at a mid single digit pace over the
next 12-18 months driven in part by a replacement cycle of legacy
voice-based contact center solutions with digital offerings as well
as continued growth in cloud-based offerings for midmarket clients.
Pro forma total debt/EBITDA is expected to decline towards the 7x
level during this period, primarily driven by strong EBITDA growth
as Genesys realizes cost synergies through the integration of
ININ.
FACTORS THAT COULD LEAD TO AN UPGRADE
The ratings could be upgraded if Genesys successfully integrates
ININ, reduces debt/EBITDA (Moody's adjusted) to below 6x and
sustains annual free cash flow to debt above 5%.
FACTORS THAT COULD LEAD TO A DOWNGRADE
The ratings could be downgraded if revenue contracts materially
from current levels and the company begins to generate free cash
flow deficits leading to expectations for diminished liquidity.
The principal methodology used in these ratings was Software
Industry published in December 2015.
Genesys is a provider of customer experience and contact center
solutions through both cloud services and software licensing,
including digital channel management, call routing, interactive
voice response, and enterprise workload management, primarily
serving the 100 seat and larger contact center market. is owned
by private equity firms including Permira and Hellman & Friedman
LLC.
HAMPTON TRANSPORTATION: Trustee Taps Held Kranzler as Accountant
----------------------------------------------------------------
Hampton Transportation Ventures, Inc.'s Chapter 11 operating
trustee seeks approval from the U.S. Bankruptcy Court for the
Eastern District of New York to hire an accountant.
Allan Mendelsohn proposes to hire Held, Kranzler, McCosker & Pulice
LLP to analyze its financial operations, prepare tax returns,
analyze its assets and liabilities, and provide other accounting
services related to the Chapter 11 cases of Hampton and its
affiliates.
The hourly rates charged by the firm are:
Partners $455
Managers $345
Staff $285
Paraprofessionals $190
Russell Kranzler, a certified public accountant, disclosed in a
court filing that the firm is a "disinterested person" as defined
in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Russell Kranzler
Held, Kranzler, McCosker & Pulice LLP
104 West 40th Street, 12th Floor
New York, NY 10018
Tel: (212) 533-2727
Fax: (212) 533-5787
Email: info@hkmp.com
About Hampton Transportation
Hampton Transportation Ventures, Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. E.D.N.Y. Case No.
15-73837) on Sept. 8, 2015. The petition was signed by William
Schoolman, CEO. The case is assigned to Judge Alan S. Trust.
At the time of the filing, the Debtor disclosed total assets of
$6.5 million and total debt of $5.1 million.
On May 11, 2016, the court approved the appointment of Allan
Mendelsohn as Chapter 11 operating trustee.
HANISH LLC: Wants to Use Phoenix NPL Cash Collateral
----------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire authorized Hanish, LLC to use cash
collateral on an interim basis, through Dec. 31, 2016.
The Debtor is liable to Phoenix NPL, LLC, for these amounts as of
the Petition Date:
(1) Due under the 2007 Note:
Principal: $5,507,324
Interest: $305,371
(2) Due under the 2009 Note:
Principal: $406,547
Interest: $45,824
(3) The Debtor is also liable for all interest accruing from
and after the Petition Date under the Loan Documents, all default
rate interest accrued prior to the Petition Date, and all fees,
costs, expenses, and costs of collection.
The Debtor's proposed Budget covers the months of September 2016
through December 2016. The Budget provides for total operating
expenses in the amount of $89,810 for November 2016 and $126,553
for December 2016.
Judge Harwood held that the Debtor may object to the amount,
validity, priority and extent of Phoenix NPL’s Claim or file a
complaint against Phoenix NPL concerning the Claim with the Court;
and any party in interest, a subsequently appointed Committee or
Trustee may file an objection to the amount of the Phoenix NPL's
Claim or file a complaint on behalf of the estate challenging the
amount validity, priority, or extent of Phoenix NPL's security
interest in the collateral or otherwise seeking to avoid or recover
any transfers received by Phoenix NPL.
If no such objection or complaint is filed: (a) by the Debtor on or
before 90 days from June 30, 2016, (b) by any party in interest
within 75 days from June 30, 2016, (c) by the Committee on or
before 60 days after the formation of the Committee, or if no such
Committee has been formed then, or (d) by a Trustee on or before 60
days after the appointment of a Trustee, any and all challenges by
any party to the Claim, the Lender’s security interest or liens
against the Collateral or transfers received by the Lender will be
forever barred.
Phoenix NPL was granted a security interest to the extent of
anydiminution in the value of its cash and non-cash collateral in
all of the Debtor’s post-petition assets, and their proceeds and
products.
The Debtor was directed to make monthly adequate protection
payments to Phoenix NPL in the amount of $20,000 each for
application to the Claim in accordance with the Loan Documents.
A hearing on the further use of cash collateral is scheduled on
December 28, 2016 at 1:30 p.m.
The Debtor was given until December 12, 2016 to file a motion for
the further use of cash collateral. The deadline for the filing of
objections to the Debtor's Motion is set on December 21, 2016.
A full-text copy of the Order, dated Nov. 14, 2016, is available at
http://bankrupt.com/misc/HanishLLC2016_1610602bah_133.pdf
About Hanish, LLC
Hanish, LLC owns and operates a 59-unit Fairfield Inn & Suites by
Marriott in Hooksett, N.H. The company sought chapter 11
protection (Bankr. D. N.H. Case No. 16-10602) on Apr. 26, 2016, and
is represented by Steven M. Notinger, Esq., at Notinger Law, PLLC,
in Nashua, N.H. The petition was signed by Nayan Patel, managing
member.
Judge Bruce A. Harwood presides over the case.
The Debtor estimated its assets and debts at less than $10 million
at the time of the filing. A list of the Debtor's 20 largest
unsecured creditors is available for free at
http://bankrupt.com/misc/nhb16-10602.pdf
HANJIN SHIPPING: Creditors Lose 3rd Cir. Bid for Rehearing
----------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reported that the U.S.
Court of Appeals for the Third Circuit declined to reconsider an
appeal filed by a group of Hanjin Shipping Co. creditors seeking to
undo a bankruptcy court's order blocking them from seizing the
Company's assets after the maritime companies complained the court
previously misunderstood their request for relief. The creditors
-- OceanConnect Marine Inc., Glencore, McAllister Towing &
Transportation Inc. and Moran Towing Corp. -- had petitioned the
Third Circuit for a panel or en banc rehearing after the court in
early October dismissed their appeal of an order forbidding them
from trying to seize or arrest any of Hanjin's vessels while they
are docked at U.S. ports.
The report recounted that U.S. District Judge Kevin McNulty refused
to grant the petitioners' request to block U.S. Bankruptcy Judge
John Sherwood's Sept. 9,2016 order recognizing Hanjin's bankruptcy
proceedings in South Korea and forbidding U.S. creditors from
arresting Hanjin's vessels.
OceanConnect et al. provided brokerage and marine towing services
to Hanjin. They are represented by J. Stephen Simms --
jssimms@simmsshowers.com -- of Simms Showers LLP, and Daniel M.
Stolz -- dstolz@wjslaw.com -- and Donald W. Clarke --
dclarke@wjslaw.com -- of Wasserman Jurista & Stolz PC.
About Hanjin Shipping
Hanjin Shipping Co., Ltd., is mainly engaged in the transportation
business through containerships, transportation business through
bulk carriers and terminal operation business. The Debtor is a
stock-listed corporation with a total of 245,269,947 issued shares
(common shares, KRW 5000 per share) and paid-in capital totaling
KRW 1,226,349,735,000. Of these shares 33.23% is owned by Korean
Air Lines Co., Ltd., 3.08% by Debtor and 0.34% by employee
shareholders' association.
The Company operates approximately 60 regular lines worldwide,
with
140 container or bulk vessels transporting over 100 million tons
of
cargo per year. It also operates 13 terminals specialized for
containers, two distribution centers and six Off Dock Container
Yards in major ports and inland areas around the world. The
Company is a member of "CKYHE," a global shipping conference and
also a partner of "The Alliance," another global shipping
conference to be launched in April 2017.
Hanjin Shipping listed total current liabilities of KRW 6,028,543
million and total current assets of KRW 6,624,326 million as of
June 30, 2016.
As a result of the severe lack of liquidity, Hanjin applied to the
Seoul Central District Court 6th Bench of Bankruptcy Division for
the commencement of rehabilitation under the Debtor Rehabilitation
and Bankruptcy Act on Aug. 31, 2016. On the same day, it
requested
and was granted a general injunction and the preservation of
disposition of the Company's assets. The Korean Court's decision
to commence the rehabilitation was made on Sept. 1, 2016. Tai-Soo
Suk was appointed as the Debtor's custodian.
The Chapter 15 case is pending in the U.S. Bankruptcy Court for
the
District of New Jersey (Bankr. D.N.J. Case No. 16-27041) before
Judge John K. Sherwood.
Cole Schotz P.C. serves as counsel to Tai-Soo Suk, the Chapter 15
petitioner and the duly appointed foreign representative of Hanjin
Shipping.
HAWK OIL FIELD: Unsecureds To Recover 100% in 240 Months at 2.01%
-----------------------------------------------------------------
Hawk Oil Field Service, Inc., filed with the U.S. Bankruptcy for
the Southern District of Texas a combined disclosure statement and
plan of reorganization.
Class 26 General Unsecured Claims in the aggregated amount of
$412,805.62 will be paid 100% in 240 monthly installments of
$2,090, including interest at 2.01% on a pro rata basis. This is
an impaired class.
The Debtor intends to pay all allowed claims with the funds
generated by its business operations and with the liquidation of
its potential claims/causes of action.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txsb16-50108-66.pdf
The Plan was filed by the Debtor's counsel:
Adolf Campero, Jr.
Campero & Associates P.C.
315 Calle Del Norte, Suite 207
Laredo, Texas 78041
Tel: (956) 796-0330
Fax: (956) 796-0399
About Hawk Oil Field
Hawk Oil Field Service, Inc., sought protection under Chapter 11 of
the Bankruptcy Code in the U.S. Bankruptcy Court for the Southern
District of Texas (Laredo) (Case No. 16-50108) on May 17, 2016.
The petition was signed by Roberto Lopez, president. The case is
assigned to Judge Eduardo V. Rodriguez.
The Debtor disclosed total assets of $3.94 million and total debts
of $1.27 million.
HILTON GRAND: Moody's Assigns Ba3 Rating on Proposed $300MM Notes
-----------------------------------------------------------------
Moody's Investors Service rated Hilton Grand Vacations Borrower
LLC's (HGV) proposed $300 million senior unsecured notes at Ba3. At
the same time, Moody's assigned a Ba2 Corporate Family Rating,
Ba2-PD Probability of Default Rating, and SGL-1 Speculative Grade
Liquidity rating. The rating outlook is stable. This is the first
time that Moody's has rated Hilton Grand Vacations Borrower LLC.
The ratings are being assigned and new debt is being raised in
connection with HGV's planned spin-off from Hilton Worldwide
Holdings Inc. Immediately following the completion of the spin-off
Hilton Worldwide Holdings' shareholders will own 100% of common
stock of Hilton Grand Vacations Inc., who will operate as an
independent publically traded company. In addition to the $300
million senior unsecured notes, HGV is also entering into a $200
million revolving credit facility (unrated) and $200 million senior
secured term loan (unrated).
New ratings assigned:
Corporate Family Rating at Ba2
Probability of Default Rating at Ba2-PD
$300 million senior unsecured notes at Ba3, LGD5
Speculative Grade Liquidity Rating at SGL-1
RATINGS RATIONALE
HGV's Corporate Family Rating of Ba2 reflects its well-recognized
brand name and unique relationship with Hilton Worldwide which
allows HGV members to use their timeshare points to stay at hotel
rooms within the Hilton Worldwide system. It also reflects HGV's
upscale focus on urban and resort markets with high inherent
demand. Moody's believes these qualitative factors provide HGV
with a competitive advantage as supported by its industry leading
volume per guest. The rating incorporates HGV's moderate leverage,
good interest coverage and good liquidity. Pro forma for the
spin-offs and proposed capital structure, HGV's debt to EBITDA is
3.3x and EBITA to interest expense is 6.4x. HGV is the second
largest -- by a narrow margin-- vacation ownership (timeshare)
company in terms of net revenue. Although it is the second largest
vacation ownership company in terms of revenue, the number of its
resorts in its network is small when compared to its peers. The
rating is constrained by HGV's narrow focus in the higher risk
timeshare segment of the hospitality industry and its brand and
property concentration.
HGV's Speculative Grade Liquidity rating of SGL-1 reflects very
good liquidity. HGV's internally generated cash flow is expected
to be more than sufficient to cover its inventory investment,
accounts receivable originations and capital expenditures. Moody's
estimates HGV's free cash flow will be in excess of $100 million in
2017. Moody's does not expect HGV to pay any dividends out of free
cash flow over the next twelve to eighteen months but instead will
build cash balances. At Sept. 30, 2016, HGV had $7 million in
cash. SGL-1 is also supported by HGV's proposed five year $200
million revolving credit facility which is anticipated to be
undrawn and that there will be ample cushion over the proposed
covenants.
The Ba3 rating on the senior unsecured notes reflects its position
in the capital structure behind the senior secured bank credit
facilities including the $200 million senior secured revolving
credit facility and $200 million senior secured term loan.
The stable outlook reflects that we expect HGV's spin-off from
Hilton will go smoothly and that its standalone financial policy
will support its credit metrics remaining at moderate levels.
Ratings improvement is limited given HGV's narrow business profile
in the timeshare business and property and brand concentration.
Ratings could be upgraded should HGV maintain debt to EBITDA (as
adjusted for operating leases and including securitized debt)
approaching 2.5x, EBITA to interest expense above 6x, and EBITA
margins > 25%.
Ratings could be downgraded should debt to EBITDA rise above 3.75x
or EBITA to interest expense fall below 5.0x. Ratings could be
pressured should HGV pursue debt-financed share repurchases,
dividends, acquisitions or other shareholder-friendly activities.
Hilton Grand Vacations Borrower LLC is a wholly owned subsidiary of
Hilton Grand Vacations Inc. Following the spin-off, affiliates of
Blackstone Group L.P. will own 46% of HGV's common stock. HNA
Tourism Group has agreed to buy a 25% equity stake from Blackstone
which is expected to close in early 2017. This will reduce
Blackstone's stake to 21%. Hilton Grand Vacations is a global
timeshare company engaged in developing, marketing, selling, and
managing timeshare resorts under the Hilton Grand Vacations brand
name. It also finances and services loans provided to consumers
for their timeshare purchases. At Dec. 31, 2015, it had 45
timeshare properties located in the US and Europe. Annual net
revenues are about $1.4 billion.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
HOSPITAL AUDIENCES: Plan Filing Period Moved to January 11
----------------------------------------------------------
Judge Carla E. Craig of the U.S. Bankruptcy Court for the Eastern
District of New York extended the exclusive periods during which
only Hospital Audiences, Inc., d/b/a Healing Arts Initiative, and
HAI Ventures, LLC may file and solicit acceptances to a plan of
reorganization, through and including Jan. 11, 2017 and March 12,
2017.
The Troubled Company Reporter had reported earlier that the Debtors
sought a 120-day exclusivity extension in order to afford them and
their newly reconstituted board of directors an opportunity to
obtain necessary financing and rebuild and reorganize their
charitable organization.
According to the Debtors, they had spent the initial stages of this
case stabilizing, working to maximize recovery on an outstanding
insurance claim, reconstituting their board of directors,
negotiating necessary funding, orchestrating a management change,
and fighting to use limited cash collateral.
Moreover, the Debtors noted that the deadline for filing proofs of
claim occur after expiration of the Exclusive Periods -- the
Court's Bar Date Order established Sept. 30, 2016 and Nov. 22, 2016
as the general bar date and governmental bar date, respectively.
The Debtors need to review and evaluate the claims to be filed in
order to properly formulate a plan of reorganization.
About Hospital Audiences
Hospital Audiences, Inc., sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 16-42119) on May 16,
2016. The petition was signed by Ken Berger, acting executive
director. The case is assigned to Judge Carla E. Craig. The
Debtor is represented by Fred Stevens, Esq., at Klestadt Winters
Jureller Southard & Stevens, LLP. The Debtor estimated assets of
$500,000 to $1 million and debts of $1 million to $10 million.
The U.S. Trustee for Region 2 on May 25 appointed three creditors
of Hospital Audiences, Inc., to serve on the official committee of
unsecured creditors. The committee members are: (1) Fund for the
City of New York; (2) Mr. Francis Palazzolo; and (3) Leviticus
25:23 Alternative Fund.
HRATCHIA BARDAKJIAN: Judge Orders Ch. 11 Trustee Appointment
------------------------------------------------------------
Judge Sandra R. Klein of the United States Bankruptcy Court for the
Central District of California entered an Order directing the
United States Trustee to appoint a Chapter 11 Trustee for Hratchia
K. Bardakjian.
The Order is made pursuant to the Motion for Order Appointing a
Chapter 11 Trustee upon consideration of the various pleadings
filed in the Case and the argument at the hearing conducted last
November 3, 2016.
The Troubled Company Reporter, on Sept. 26, 2016, reported that
10415 Commerce, LLC, the largest unsecured creditor of the Debtor
asked the Bankruptcy Court to enter an order appointing a Chapter
11 Trustee.
The Chapter 11 Trustee will oversee and operate the Debtor's
affairs and protect the interests of the estate's creditors from
the continuing malfeasance of the Debtor, the creditor asserts.
The appointment of a Trustee is in the best interest of the estate
and its creditors, the creditor further asserts.
The Court has entered an order requiring that any opposition to
the
motion is to be filed and served on or before October 3, 2016.
Failure to file opposition may be deemed to consent to the relief
requested pursuant to the Local Bankruptcy Rules.
The bankruptcy case is In re: Hratchia K. Bardakjian, Case No.
2:15-bk-16559 SK (Bankr. C.D. Cal.).
IMH FINANCIAL: Incurs $6.08 Million Net Loss in Third Quarter
-------------------------------------------------------------
IMH Financial Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
attributable to common shareholders of $6.08 million on $7.89
million of total revenue for the three months ended Sept. 30, 2016,
compared to a net loss attributable to common shareholders of $7.12
million on $6.11 million of total revenue for the three months
ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2015, the Company reported a
net loss attributable to common shareholders of $17.59 million on
$23.96 million of total revenue compared to a net loss attributable
to common shareholders of $7.13 million on $25.02 million of total
revenue for the same period a year ago.
As of Sept. 30, 2016, IMH Financial had $172.77 million in total
assets, $109.49 million in total liabilities, $31.49 million in
redeemable convertible preferred stock and $31.77 million in total
stockholders' equity.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/vsCPLE
About IMH Financial
Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010. The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.
IMH Financial reported a net loss attributable to common
shareholders of $18.90 million on $32.49 million of total revenue
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $39.46 million on $31.4
million of total revenue for the year ended Dec. 31, 2014.
IMPLANT SCIENCES: Shareholders Call for Platinum Partners Probe
---------------------------------------------------------------
Lillian Rizzo, writing for The Wall Street Journal Pro Bankruptcy,
reported that shareholders of Implant Sciences Corp., one of
Platinum Partners' investments, is calling for the firm to open its
books about its dealings with the company.
According to the report, shareholders of Implant said in a court
filing that the company's primary source of debt was a series of
bonds issued to a family of funds managed by Platinum. Court
papers show the bonds were allowed to be converted into equity
interests, the report related.
Shareholders are requesting documents from Platinum and its
affiliated funds for a deeper look into Implant's financial
position, management and debt before the bankruptcy filing, the
report further related.
"First, these chapter 11 cases involve facts giving rise to a
strong suspicion of wrongdoing that caused [Implant Sciences], and,
in turn, their shareholders substantial harm," an attorney for the
shareholders said in court papers, the report cited.
The shareholders are set to ask Judge Brendan Shannon to force the
company, Platinum and its funds to hand over their books at a Nov.
29 hearing in U.S. Bankruptcy Court in Wilmington, Del., WSJ said.
About IMX Acquisition
IMX Acquisition Corp., also known as Ion Metrics Inc., and its
affiliates, comprise a leading designer and manufacturer of systems
and sensors that detect trace amounts of explosives and drugs.
Their products, which include handheld and desktop detection
devices, are used in a variety of security, safety, and defense
industries, including aviation, transportation, and customs and
border protection. The Debtors have sold more than 5,000 of their
detection products to customers such as the United States
Transportation Security Administration, the Canadian Air
Transportation Security Authority, and major airports in the
European Union.
IMX Acquisition Corp. sought Chapter 11 protection (Bankr. D. Del.
Case No. 16-12238) on Oct. 10, 2016. The case is assigned to
Judge
Brendan Linehan Shannon.
The Debtor estimated assets and liabilities in the range of $100
million to $500 million.
The Debtor tapped Paul V. Shalhoub, Esq. and Debra C. McElligott,
Esq. and Jennifer J. Hardy, Esq. at Willkie Farr & Gallagher, LLP
as counsel.
The petition was signed by William J. McGann, president.
Andrew Vara, acting U.S. trustee for Region 3, on Oct. 24, 2016,
appointed Harold Coe and four others to serve on the official
committee of equity security holders in the Chapter 11 cases of
IMX
Acquisition.
Proposed Co-Counsel to the Official Committee of Equity Security
Holders are William R. Baldiga, Esq., and Gerard T. Cicero, Esq.,
at Brown Rudnick LLP, in New York, and Sunni P. Beville, Esq., at
Brown Rudnick LLP, in Boston, Massachusetts; and Mark Minuti, Esq.,
at Saul Ewing LLP, in Wilmington, Delaware.
INTEGRATED BIOPHARMA: Posts $649,000 Net Income for Third Quarter
-----------------------------------------------------------------
Integrated Biopharma, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $649,000 on $12.68 million of net sales for the three months
ended Sept. 30, 2016, compared to net income of $241,000 on $9.44
million of net sales for the three months ended Sept. 30, 2015.
As of Sept. 30, 2016, Integrated Biopharma had $14.64 million in
total assets, $22.32 million in total liabilities and a total
stockholders' deficiency of $7.67 million.
At Sept. 30, 2016, and June 30, 2016, the Company's working capital
was approximately $0.9 and $0.2 million, respectively. The
Company's current assets increased by $0.6 million and current
liabilities were substantially the same, resulting in a net
increase in the Company's working capital of $0.7 million.
Net cash used in operating activities of $0.5 million in the three
months ended Sept. 30, 2016, includes net income of approximately
$0.6 million. After excluding the effects of non-cash expenses,
including depreciation and amortization, and changes in the fair
value of derivative liabilities, the adjusted cash provided from
operations before the effect of the changes in working capital
components was $1.1 million. Net cash used in the Company's
operations from the Company's working capital assets and
liabilities in the amount of approximately $1.6 million was
primarily the result of increases in accounts receivable and
inventories of $0.6 million and $0.3 million, respectively and from
a net decrease in accounts payable and accrued expenses and other
liabilities of approximately $0.7 million.
Net cash provided by operating activities of $0.4 million in the
three months ended Sept. 30, 2015, includes net income of
approximately $0.2 million. After excluding the effects of
non-cash expenses, including depreciation and amortization, and
changes in the fair value of derivative liabilities, the adjusted
cash provided from operations before the effect of the changes in
working capital components was $0.4 million. Net cash provided by
the Company's operations from its working capital assets and
liabilities in the amount of approximately $32,000 was primarily
the result of increases in inventories of $0.3 million and $0.2
million in accounts receivable and offset, in part, by a net
increase in accounts payable and accrued expenses and other
liabilities of approximately $0.5 million.
Cash used in investing activities was used for the purchase of
machinery and equipment of approximately $41,000 in each of the
three months ended Sept. 30, 2016, and 2015, respectively.
Cash provided from financing activities was approximately $0.2
million for the three months ended Sept. 30, 2016, $12.6 million
from advances under its revolving credit facility offset, in part,
by repayments of advances under the Company's revolving credit
facility of $11.9 million and principal under its term note in the
amount of $0.4 million. Cash used in financing activities was
approximately $0.4 million for the three months ended Sept. 30,
2015, $8.8 million for repayments of advances under the Company's
revolving credit facility and $0.1 million from repayments of
principal under our term notes payable offset, in part, by advances
of $8.5 million of proceeds received under its revolving credit
facility.
As of Sept. 30, 2016, the Company had cash of $92,000, funds
available under its revolving credit facility of approximately $1.1
million and working capital of approximately $0.9 million. The
Company's working capital includes $4.9 million outstanding under
the Company's revolving line of credit which is not due until
February 2020 but classified as current due to a subjective
acceleration clause that could cause the advances to become
currently due. Furthermore, the Company had income from operations
of approximately $1.4 million in the three months ended Sept. 30,
2016. After taking into consideration its interim results and
current projections, management believes that operations, together
with the revolving credit facility will support the Company's
working capital requirements through the period ending Sept. 30,
2017.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/EjRDS8
About Integrated BioPharma
Based in Hillside, N.J., Integrated BioPharma, Inc. (INBP.OB) --
-- http://www.healthproductscorp.us/-- is engaged primarily in
manufacturing, distributing, marketing and sales of vitamins,
nutritional supplements and herbal products. The Company's
customers are located primarily in the United States. The Company
was previously known as Integrated Health Technologies, Inc., and,
prior to that, as Chem International, Inc. The Company was
reincorporated in its current form in Delaware in 1995. The
Company continues to do business as Chem International, Inc., with
certain of its customers and certain vendors.
Integrated Biopharma reported net income of $958,000 on $42.21
million of net sales for the year ended June 30, 2016, compared to
net income of $735,000 on $37.48 million of net sales for the year
ended June 30, 2015.
IOC HOTEL: Seeks to Hire Tetzlaff Law as Legal Counsel
------------------------------------------------------
IOC Hotel Mezz LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Illinois to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire Tetzlaff Law Offices, LLC to give legal
advice regarding its duties under the Bankruptcy Code, negotiate
with creditors, assist in the negotiation of financing deals,
assist in the preparation of a bankruptcy plan, and provide other
legal services.
The hourly rates charged by the firm are:
Neal Wolf $650
Paul Deese $225
Other associates $225
Diane Wolski $150
Tetzlaff Law Offices is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code, according to court
filings.
The firm can be reached through:
Neal L. Wolf, Esq.
Paul H. Deese, Esq.
Tetzlaff Law Offices, LLC
227 W. Monroe Street, Suite 3650
Chicago, IL 60606
Tel: (312) 574-1000
Fax: (312) 574-1001
Email: nwolf@tetzlafflegal.com
Email: pdeese@tetzlafflegal.com
About IOC Hotel Mezz
IOC Hotel Mezz LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N. D. Ill. Case No. 16-32917) on October
14, 2016. The petition was signed by Robert D. Kline, authorized
signatory.
At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and liabilities at $1 million to $10
million.
JERIMI BRINK: Must File Plan & Disclosure Statement By April 10
---------------------------------------------------------------
Jerimi G. Brink has until April 10, 2017, to file with the U.S.
Bankruptcy Court for the Western District of Pennsylvania a Chapter
11 Small Business Plan and Disclosure Statement.
Jerimi G. Brink filed for Chapter 11 bankruptcy protection (Bankr.
W.D. Pa. Case No. 16-23831) on Oct. 11, 2016. Christopher M. Frye,
Esq., at Steidl & Steinberg serves as the Debtor's bankruptcy
counsel.
JOHN JOHNSON III: To Pay Creditors From Current NHL Contract
------------------------------------------------------------
Jonathan Randles, writing for The Wall Street Journal Pro
Bankruptcy, reported that professional hockey player Jack Johnson
will turn over most of what he earns over the next five years,
including much of the remainder of a $30.5 million contract with
the Columbus Blue Jackets, as part of a plan that would pay off his
creditors and allow the NHL star to emerge from bankruptcy
protection.
According to the report, the Chapter 11 plan, approved by a
bankruptcy judge in Columbus, Ohio, includes settlements with
creditors holding the majority of debt, more than $14 million.
Mr. Johnson, a smooth-skating Michigan-raised defenseman who was
the No. 3 pick in the 2005 National Hockey League draft, pinned his
money problems on his parents who, until 2014, had control over his
financial affairs, the report related. His lawyers say in court
papers that his parents, Jack Sr. and Tina Johnson, kept him in the
dark about a number of high-risk loans they took out in their son's
name, the report further related.
Mr. Johnson's lawyers say his parents have admitted in court
filings that they withheld financial information from their son,
the report said. The Johnsons sought to "monetize" their son's
contract by taking out loans that borrowed against his future
earnings in the NHL, the report cited a description of the plan
filed by Mr. Johnson's lawyers with the bankruptcy court.
Mr. Johnson opted to forgo suing his parents due to their "limited
financial wherewithal," the report further cited the papers filed
in his bankruptcy case.
About John Johnson, III
John Joseph Louis Johnson, III, also known as Jack Johnson, a
Columbus Blue Jackets hockey player, sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Ohio Case No.
14-57104) on October 7, 2014. The case is assigned to Judge John
E. Hoffman, Jr. The 11 U.S.C. Sec. 341(a) meeting of creditors was
scheduled for Nov. 12, 2014. The deadline for filing claims is
Feb. 10, 2015.
JOSE L. RUIZ RAMIREZ: Hearing on Plan Outline Set For Jan. 11
-------------------------------------------------------------
The Hon. Brian K. Tester of the U.S. Bankruptcy Court for the
District of Puerto Rico has scheduled for Jan. 11, 2017, at 2:00
p.m. the hearing to consider the approval of Jose L. Ruiz Ramirez
and Miriam I. Torres Gonzalez's disclosure statement referring to
the Debtors' plan of reorganization.
Objections to the form and content of the Disclosure Statement
should be in writing and filed with the Court and served upon
parties-in-interest at their address of record not less than 14
days prior to the hearing.
Jose L. Ruiz Ramirez and Miriam I. Torres Gonzalez filed for
Chapter 11 bankruptcy protection (Bankr. D.P.R. Case No. 16-03552)
on May 2, 2016. Edgardo Mangual Gonzalez, Esq., at EMG Despacho
Legal, CRL., serves as the Debtor's bankruptcy counsel.
KAISER GYPSUM: Hires Miller Nash as Environmental & Insurance Atty
------------------------------------------------------------------
Kaiser Gypsum Company, Inc., and its debtor-affiliates seek
permission from the U.S. Bankruptcy Court for the Western District
of North Carolina to employ Miller Nash Graham & Dunn LLP as
special environmental and insurance counsel.
On September 29, 2016, the Debtors, with the assistance of Miller
Nash, filed suit in state court in Portland, Oregon, against the
Debtors' primary and excess insurers seeking, among other things, a
declaratory judgment that the primary and excess insurers are
obligated to defend and/or indemnify the Debtors for environmental
liabilities.
The Debtors require Miller Nash to:
a. counsel and represent the Debtors in connection with
matters in or outside of these bankruptcy proceedings, including
with respect to a plan of reorganization and related documents,
arising from or relating to the Debtors' environmental
liabilities;
b. counsel and represent the Debtors as local counsel in
connection with matters arising from or relating to the Debtors'
insurance coverage for environmental liabilities, including in the
Oregon Coverage Action and/or the Removal Action;
c. counsel and represent the Debtors and assisting general
bankruptcy counsel in connection with environmental liabilities
associated with historic operations by the Debtors at the Armstrong
World Industries Facility in the St. Helens, Oregon, and adjacent
to the Lower Duwamish Waterway Superfund Site (LDW); and
d. perform such other services as may be requested from time
to time.
Miller Nash lawyers will be paid $260-$695 per hour.
Miller Nash will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Prior to the Petition Date, on or about September 26, 2016, Kaiser
Gypsum paid into Miller Nash's trust account a wire transfer in the
amounts of $106,331.09, and HPCI, a wire transfer in the amount of
$21,639.60.
On September 30, 2016, prior to the filing of these chapter 11
cases, Miller Nash applied the $106,331.09 deposit from its trust
account to invoices in the amounts of $41,476.00,5 $37,538.65, and
$15,113.59, and the $21,639.60 deposit to a $21,308.10 invoice.
This leaves $12,534.35 in Miller Nash's trust account as an advance
deposit retainer for services to be rendered and for reimbursement
of expenses to be incurred.
In the one year period preceding the Petition Date, Miller Nash
received payments for professional fees and expenses incurred on
behalf of the Debtors from Kaiser Gypsum in the approximate total
amount of $289,274.12 and from HPCI in the approximate total amount
of $271,930.18, inclusive of the Retainer.
Steven F. Hill, Esq., partner of Miller Nash Graham & Dunn LLP,
assured the Court that the firm does not represent any interest
adverse to the Debtors and their estates.
The Debtors have also filed or will file applications to retain
Jones Day as bankruptcy counsel, Rayburn Cooper & Durham, P.A. as
local counsel, The Cook Law Firm, P.C., as special insurance
counsel, and K&L Gates LLP as special insurance counsel.
Miller Nash may be reached at:
Steven F. Hill, Esq.
Miller Nash Graham & Dunn LLP
500 Broadway Street, Suite 400
Vancouver, WA 98660
Telephone: (360)699-4771
Facsimile: (360)694-6413
E-mail: steve.hill@millernash.com
About Kaiser Gypsum
Kaiser Gypsum Company, Inc., and affiliate Hanson Permanente
Cement, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D.N.C. Case Nos. 16-31602 and 16-10414) on Sept. 30,
2016. The petitions were signed by Charles E. McChesney, II,
vice-president and secretary.
The companies are represented by Rayburn Cooper & Durham P.A. and
Jones Day.
At the time of the filing, Kaiser and Hanson estimated their assets
and liabilities at $100 million to $500 million.
Kaiser's principal business consisted of manufacturing
and
marketing gypsum plaster, gypsum lath and gypsum
wallboard. The company has no current business operations other
than managing its legacy asbestos-related and environmental
liabilities. The company has no material tangible assets.
HPCI's primary business was the manufacture and sale of Portland
cement products. It is a wholly-owned, indirect subsidiary of
non-debtor Lehigh Hanson, Inc.
HPCI is the direct parent of Kaiser Gypsum as well as non-debtor
Hanson Micronesia Cement, Inc. and non-debtor Hanson Permanente
Cement of Guam, Inc., the operating subsidiaries. Non-debtor
Permanente Cement Company, which has no assets or operations, is
also a wholly-owned subsidiary of HPCI.
KALOBIOS PHARMACEUTICALS: Incurs $4.52M Net Loss in 3rd Quarter
---------------------------------------------------------------
Kalobios Pharmaceuticals, Inc. filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q disclosing
a net loss of $4.52 million for the three months ended Sept. 30,
2016, compared to a net loss of $6.60 million for the three months
ended Sept. 30, 2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $21.96 million compared to a net loss of $22.26 million
for the nine months ended Sept. 30, 2015.
As of Sept. 30, 2016, the Company had $4.93 million in total
assets, $5.11 million in total liabilities and a total
stockholders' deficit of $185,000.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/3zoicn
About KaloBios Pharmaceuticals
Based in South San Francisco, Calif., KaloBios Pharmaceuticals,
Inc., is a biopharmaceutical company focused on the development of
monoclonal antibody therapeutics.
KaloBios Pharmaceuticals (Nasdaq: KBIO) on Dec. 29, 2015, filed a
voluntary petition for bankruptcy protection under Chapter 11 of
Title 11 of the United States Bankruptcy Code (Bankr. D. Del. Case
No. 15-12628).
The Company was represented by Eric D. Schwartz of Morris,
Nichols, Arsht & Tunnell.
Six months after its bankruptcy filing, KaloBios emerged from
Chapter 11 bankruptcy and has also acquired the rights from Savant
Neglected Diseases LLC to develop benznidazole for the treatment
of Chagas disease.
KDA GROUP: Dec. 15 Disclosure Statement Hearing Set
---------------------------------------------------
The hearing to consider approval of the disclosure statement
explaining KDA Group, Inc.'s liquidating plan will be held on
December 15, 2016, at 11:00 AM.
The last date to file and serve written objections to the
disclosure statement is fixed as December 2.
Under the Plan, Class 3 General Unsecured Claims -- which total
$13,152,958.07 -- will be paid all remaining funds after payment of
Classes 1 and 2 have been paid in full. The ultimate dividend to
the unsecured class will depend on the total number of allowed
claims and the results of the liquidation.
The Debtor will be liquidating the assets of the company. The
Debtor anticipates funds over the next 36 months from the sale of
its clients.
The Plan will be funded by the collection of the accounts
receivable and the payment stream from the sale of the Debtor's
clients to YPM, Inc. The Debtor anticipates a revenue stream of
approximately $280,000, over time, from YPM, Inc. These funds will
be used to pay allowed claims. The Debtor will also attempt to
collect delinquent accounts receivable. The outstanding accounts
receivable are approximately $314,471.94. Any amounts recovered
from the accounts receivable will be used to pay claims and
increase the dividend to creditors.
The Debtor has a note in the amount of $250,000 to Joy from Within,
Inc. Joy From Within used this note to purchase a corporation.
Joy From Within believes that it was defrauded in that sale and is
pursuing legal action against the seller. If Joy From Within does
not recover from the seller, there will be no funds available for
the Debtor. Any funds that are collected from this note will be
used to pay claims and increase the dividend to creditors.
The Disclosure Statement is available at:
http://bankrupt.com/misc/pawb16-21821-67.pdf
Headquartered in Pittsburgh, Pennsylvania, KDA Group, Inc., filed
for Chapter 11 bankruptcy protection (Bankr. W.D. Pa. Case No.
16-21821) on May 12, 2016, estimating its assets at between
$100,000 and $500,000 and liabilities at between $10 million and
$50 million. The petition was signed by Nicholas D. E. Barran,
authorized representative.
Judge Gregory L. Taddonio presides over the case.
Donald R. Calaiaro, Esq., at Calaiaro Valencik serves as the
Debtor's bankruptcy counsel.
The Troubled Company Reporter, on July 1, 2016, reported that the
Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of KDA Group, Inc.
KINDRED HEALTHCARE: Moody's Lowers CFR to B2; Outlook Stable
------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family and
Probability of Default Ratings of Kindred Healthcare, Inc. to B2
and B2-PD from B1 and B1-PD, respectively. Moody's also downgraded
the ratings on Kindred's senior secured debt to Ba3 (LGD 2) from
Ba2 (LGD 2), and affirmed the B3 (LGD 5) rating on the company's
senior unsecured notes. Finally, Moody's downgraded Kindred's
Speculative Grade Liquidity Rating to SGL-3 from SGL-2. The rating
outlook is stable.
"The downgrade of Kindred's Corporate Family Rating reflects our
expectation that the company will have difficulty growing earnings
over the next year, resulting in debt to EBITDA remaining close to
5.5 times," said Dean Diaz, Moody's Senior Vice President. "While
Kindred's decision to exit the skilled nursing sector will reduce
exposure to a challenging post-acute care segment, it will not
meaningfully benefit the company's financial leverage or cash flow
in the near term," continued Diaz.
The downgrade of Kindred's Corporate Family Rating results in an
increase in the expected loss on the company's senior unsecured
notes in the application of Moody's Loss Given Default methodology.
However, that increase is not enough to change the instrument
rating. Therefore, the rating on the unsecured notes is affirmed
at B3 (LGD 5).
The stable rating outlook reflects Moody's expectation that Kindred
will be able to mitigate much of the impact of the changing
reimbursement methodology for long term acute care services through
growth in other service lines, including hospice and homecare.
However, the company will have to effectively execute a number of
strategic initiatives in order to complete the exit of the skilled
nursing business and realize cost savings from restructuring to
return to growth in EBITDA.
The downgrade of the Speculative Grade Liquidity Rating to SGL-3
reflects Moody's expectation that the company will maintain
adequate liquidity. However, declining EBITDA will constrain
access to revolver availability and limit cushion with regard to
covenant compliance levels.
Following is a summary of Moody's rating actions:
Issuer: Kindred Healthcare, Inc.
Ratings downgraded:
Corporate Family Rating downgraded to B2 from B1
Probability of Default Rating downgraded to B2-PD from B1-PD
Speculative Grade Liquidity Rating downgraded to SGL-3
from SGL-2
Senior Secured Bank Credit Facility downgraded to Ba3 (LGD 2)
from Ba2 (LGD 2)
Ratings affirmed:
Senior Unsecured Regular Bond/Debenture affirmed at B3 (LGD 5)
The rating outlook is stable.
RATINGS RATIONALE
Kindred's B2 Corporate Family Rating reflects Moody's expectation
that financial leverage will remain high at around 5.5 times over
the next 12 to 18 months. The rating also incorporates Moody's
consideration of risks associated with a high reliance on the
Medicare program as a source of revenue and the ongoing changes to
reimbursement of post-acute care services. Moody's also
anticipates that the company will pursue acquisitions to fill out
service line offerings in certain targeted markets while it
undertakes considerable repositioning and restructuring efforts.
However, the rating also reflects Kindred's scale as one of the
largest post-acute care service providers by revenue and sites of
service. Kindred will continue to have diversity by service line
with a significant presence across many sub-segments of the
post-acute care continuum even after the planned exit of its
skilled nursing business.
Moody's could downgrade the ratings if the company is unable to
sustain adjusted debt to EBITDA below 6.0 times or if negative
developments in Medicare reimbursement in any of the company's
subsectors are meaningfully detrimental to operating results. The
ratings could also be downgraded if liquidity deteriorates or
compliance with financial covenants becomes less certain.
The ratings could be upgraded if the company can effectively
complete and realize the benefits of its repositioning and
restructuring initiatives, navigate reimbursement headwinds, and
maintain or expand EBITDA margins. The ratings could also be
upgraded if adjusted leverage is expected to be reduced and
sustained below 5.0 times.
Kindred Healthcare, Inc. is a leading provider of long term acute
care hospital, inpatient rehabilitation, contract rehabilitation,
home health, and hospice services. Kindred's revenue for the
twelve months ended Sept. 30, 2016, was approximately
$7.3 billion.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
L&M TRANSPORTATION: Taps Frazee Law Group as Legal Counsel
----------------------------------------------------------
L&M Transportation LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire legal counsel
in connection with its Chapter 11 case.
The Debtor proposes to hire Frazee Law Group to give legal advice
regarding its duties under the Bankruptcy Code, negotiate with
creditors, assist in the preparation of a bankruptcy plan, and
provide other legal services.
RoseAnn Frazee, Esq., the attorney designated to represent the
Debtor, will be paid an hourly rate of $300 while the firm's
paralegal will be paid $125 an hour.
Ms. Frazee disclosed in a court filing that she and her firm are
"disinterested persons" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
RoseAnn Frazee, Esq.
Frazee Law Group
155 North Lake Avenue, 8th Floor
Pasadena, CA 91101
Tel: (626) 993-6687
Fax: (626) 993-6690
Email: RoseAnn@FrazeeLawGroup.com
About L&M Transportation
L&M Transportation LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-23772) on October 18,
2016. The petition was signed by Marvell Tell, chief executive
officer.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $1 million.
LA SABANA: Hearing on Plan Outline Moved To Jan. 11
---------------------------------------------------
U.S. Bankruptcy Judge Mildred Caban Flores for the District of
Puerto Rico scheduled for Jan. 11, 2017, at 9:00 a.m. hearing on
the approval of the disclosure statement explaining La Sabana
Development LLC's plan of reorganization.
Objections to the form and content of the Disclosure Statement
should be in writing and filed with the Court and served upon
parties-in-interest at their address of record not less than 14
days prior to the hearing.
As reported by the Troubled Company Reporter on Oct. 17, 2016, the
Court previously scheduled a hearing on the approval of the
Disclosure Statement for Nov. 30, 2016, at 09:00 a.m.
About La Sabana Development
La Sabana Development LLC filed a Chapter 11 petition (Bankr.
D.P.R. Case No. 15-08743), on Nov. 4, 2015. The case is assigned
to Judge Mildred Caban Flores. The Debtor's counsel is Hector
Eduardo Pedrosa Luna, Esq., The Law Offices of Hector Eduardo
Pedrosa Luna, PO Box 9023963, San Juan, Puerto Rico. At the time
of filing, the Debtor had estimated both assets and liabilities
ranging from $10 million to $50 million each. The petition was
signed by Cleofe Rubi-Gonzalez, president.
LATITUDE SOLUTIONS: Seeks to Hire Phelanlaw as New Special Counsel
------------------------------------------------------------------
Latitude Solutions, Inc.'s Chapter 11 trustee has filed an
application seeking approval from the U.S. Bankruptcy Court for the
Northern District of Texas to hire Phelanlaw as its new special
counsel.
The move came after Robin Phelan, Esq., the lead attorney at Haynes
and Boone LLP, left the law firm and formed Phelanlaw.
Phelanlaw will replace Haynes and Boone, one of the four law firms
hired by the trustee to represent her in her case against former
insiders of the Debtor.
The trustee's proposed employment of Phelanlaw will not affect the
court-approved contingent fee arrangement. The terms of its
employment are identical to the terms of Haynes and Boone's
employment, according to the court filing.
Robin Phelan, Esq., disclosed in a court filing that his firm does
not hold or represent any interest adverse to the Debtor or its
bankruptcy estate.
The firm can be reached through:
Robin E. Phelan, Esq.
4214 Woodfin Drive
Dallas, TX 75220
Phone: 214-704-0222
Email: robin@phelanlaw.org
About Latitude Solutions
Latitude Solutions, Inc. is a publicly traded corporation that owns
intellectual property involved with the manufacture of water
remediation plants.
The Debtor filed a voluntary petition for relief under Chapter 7
(Bankr. N.D. Tex. Case No. 12-46295) on November 9, 2012. Carey
Ebert was appointed the Chapter 7 trustee.
On April 5, 2013, the court entered an order converting the case to
one under Chapter 11, and Ms. Ebert was appointed the Chapter 11
trustee.
LD INTERMEDIATE: S&P Assigns 'B' CCR & Rates Sr. Facilities 'B+'
----------------------------------------------------------------
S&P Global Ratings said it assigned its 'B' corporate credit rating
to McLean, Va.-based LD Intermediate Holdings Inc. The outlook is
stable.
S&P also assigned its 'B+' issue-level rating and '2' recovery
rating to the company's senior secured credit facilities (co-issued
by LD Lower Holdings Inc.), which consist of a $30 million
revolving credit facility expiring in 2021 and $340 million term
loan B maturing in 2023. The '2' recovery rating indicates S&P's
expectation for substantial recovery of principal (70% to 90%;
lower half of the range) in the event of default.
In addition, S&P assigned its 'CCC+' issue-level rating and '6'
recovery rating to the company's $125 million second-lien term loan
expiring in 2024 (co-issued by LD Lower Holdings Inc.). The '6'
recovery rating indicates S&P's expectation for negligible recovery
of principal in the event of default.
"Our 'B' rating on LD Intermediate Holdings is based on the
combined company's pro forma leverage of roughly 7x and on its
positioning in the relatively fragmented legal process outsourcing
(LPO) market," said S&P Global Ratings credit analyst Adam Lynn.
The company's roughly 50% subscription/recurring hosting service
revenue, and increased scale from the acquisition, partly offsets
these risks.
LD Intermediate Holdings has grown mainly by acquisition over the
past several years, completing eight acquisitions since 2013. It
has focused on building capabilities in the hosting, collection and
processing, and document review segments of the LPO market. The
acquisition of Kroll Ontrack will provide international
diversification for LD Intermediate Holdings, as 17% of pro forma
revenues will come from Europe, the Middle East, and Africa, and 4%
from the Asia-Pacific region. Previously, 100% of revenues were
domestic. The two companies have no customer overlap among their
top 10 customers, with the top customer representing 5.5% of
combined revenues. Despite Kroll Ontrack's larger size relative to
LD Intermediate Holdings, and Kroll Ontrack having to file for
bankruptcy in 2015 along with its parent company Altegrity, S&P
expects Kroll Ontrack will achieve sustaining operating growth in
line with recent trends and will benefit from LD Intermediate
Holdings' executive management and operating strategy.
The LPO service provider market has been relatively fragmented and
highly competitive, leading to pricing pressure. Increases in the
volume of searchable data have offset this for the most part, and
S&P expects that trend to continue. Hosting will be the main
revenue driver for the company, along with the new exposure to the
fast-growing international market. The other businesses of
collection and processing, document review, and data recovery, will
experience more moderate flat to low-single-digit growth, as the
competitive landscape remains saturated.
S&P's assessment of LD Intermediate Holdings' financial risk
profile is based on pro forma adjusted leverage in the low-7x area,
and moderate free cash flow generation that S&P expects to dip in
the near term because of transaction-related costs. S&P
anticipates these to be nonrecurring costs. S&P sees capital
expenditures at around $20 million to $25 million, which will allow
for approximately $20 million of free operating cash flow in fiscal
2017. S&P expects the company will be able to deleverage modestly
to the low-6x area over 2017, reflecting moderate organic revenue
growth, margin expansion as a result of the realization of
synergies, and required amortization and cash flow sweep on the
senior term loan. Given the company's financial sponsor ownership,
S&P do not net cash in its assessment of the company's leverage.
S&P's base-case scenario assumes these:
-- GDP growth forecast of 2% in 2016, and 2.4% in 2017;
-- Consolidated revenue of about $305 million at transaction
close, growing 3%-4% in fiscal years 2017 and 2018,
primarily as a result of hosting segment growth and new
entry to international markets;
-- Adjusted EBITDA margin of approximately 21% at transaction
close, with 3%-4% percentage point expansion over fiscal
years 2017 and 2018 due to labor and capital expenditures
related synergies; and
-- Allocation of 50% of excess cash flow to debt pay-down as
required under the credit agreement, stepping down to 25%
and 0% at leverage ratios to be determined.
S&P assess liquidity as adequate with sources of cash likely
exceeding uses over the next 12 months by at least 2.13x. S&P
expects that sources of cash would still exceed uses should EBITDA
decline by 15%. Financial covenants apply to the revolving credit
facility, and there is a springing first-lien net leverage ratio
set at 30% cushion, and tested at quarter end when greater than 30%
of the revolver is outstanding. The first- and second-lien term
loans are both covenant lite.
Principal Liquidity Sources:
-- Pro forma cash balance of $27 million at transaction close.
-- $30 million availability on the five-year revolving credit
facility.
-- Approximately $40 million of cash flow from operations.
Principal Liquidity Uses:
-- $3.4 million of annual amortization payments on the seven-
year first-lien term loan.
-- Capital expenditures of about $25 million over the next 12
months.
The stable outlook reflects S&P's expectation over the next 12
months for low- to mid-single-digit organic revenue growth and
moderate margin expansion through labor and capital expenditure
synergies. S&P anticipates low-7x adjusted leverage at transaction
close with modest deleveraging through required amortization
payments and EBITDA growth to bring adjusted leverage to the low-6x
area in 2017.
S&P could consider a downgrade if unanticipated restructuring costs
or loss of customers cause EBITDA margins to deteriorate, or if
further debt-financed acquisitions cause debt to EBITDA to remain
above 7x over the next 12 months.
Although unlikely given the company's scale and magnitude of debt,
S&P could consider an upgrade if LD Intermediate Holdings is able
to execute organic revenue growth and deleveraging. This would
occur as a result of the realization of synergies and pay-down of
debt through required amortization payments and from cash flow,
such that debt to EBITDA is sustained below 5x.
LIDA BAUCAGE PEREZ: Plan Confirmation Hearing on Dec. 14
--------------------------------------------------------
The Hon. Brian K. Tester of the U.S. Bankruptcy Court for the
District of Puerto Rico has approved Lida Baucage Perez's
disclosure statement dated Aug. 31, 2016, referring to the Debtor's
Chapter 11 plan dated Aug. 31, 2016.
A hearing for the consideration of confirmation of the Plan and of
objections as may be made to the confirmation of the Plan will be
held on Dec. 14, 2016, at 9:00 a.m.
Any objection to confirmation of the Plan will be filed on or
before seven days prior to the date of the hearing on confirmation
of the Plan.
The Debtor will file with the Court a statement setting forth
compliance with each requirement in Section 1129, the acceptances
and rejections, and the computation of the same, within seven
working days before the hearing on confirmation.
As reported by the Troubled Company Reporter on Sept. 28, 2016, the
Court scheduled for Nov. 2, 2016, at 9:00 a.m. the hearing to
consider the adequacy of the Debtor's Disclosure Statement
referring to the Plan, which proposes that, at the effective date
holders of Class 3 - General Unsecured Claims will receive a
lump-sum payment in the amount of $10,702.38. The Debtor will pay
$600.00 monthly pro-rata basis for a five-year period among Class 3
and Class 4 - General Unsecured Claim (initially intended to be
secured). With the current claims and allowed amounts by the Plan,
the Class 3 will receive $128.11 monthly for the general unsecured
creditors in a 5 year period. Based on the current allowed
amounts, each claim holder in Class 3 will receive approximately
10% of the allowed amount.
Lida Baucage Perez, a general physician practitioner, initially
filed a Chapter 13 petition (Bankr. D.P.R. Case No. 15-04099), but
was forced to file for conversion to a Chapter 11 case since the
amount of unsecured debts surpassed the limits set forth by
Section 109(e) of the Bankruptcy Code.
The Debtor is represented by Carlos Alberto Ruiz Law Office, CSP.
LIQUIDMETAL TECHNOLOGIES: Delays Filing of Sept. 30 Form 10-Q
-------------------------------------------------------------
Liquidmetal Technologies, Inc., filed with the Securities and
Exchange Commission a Form 12b-25 notifying the delay in the filing
of its quarterly report on Form 10-Q for the period ended Sept. 30,
2016.
"The preparation of the Registrant's quarterly report on Form 10-Q
has taken longer than anticipated and could not be completed by the
required filing date of November 9, 2016 without unreasonable
effort and expense, as additional time is needed to determine
whether the Registrant will need to accrue a liability for a
potential loss contingency relating to a recently asserted
contractual claim and to determine whether such loss contingency is
material."
About Liquidmetal Technologies
Based in Rancho Santa Margarita, Cal., Liquidmetal Technologies,
Inc., and its subsidiaries are in the business of developing,
manufacturing, and marketing products made from amorphous alloys.
Liquidmetal Technologies markets and sells Liquidmetal(R) alloy
industrial coatings and also manufactures, markets and sells
products and components from bulk Liquidmetal alloys that can be
incorporated into the finished goods of its customers across a
variety of industries. The Company also partners with third-
party licensees and distributors to develop and commercialize
Liquidmetal alloy products.
Liquidmetal reported a net loss and comprehensive loss of $7.31
million on $125,000 of total revenue for the year ended Dec. 31,
2015, compared to a net loss and comprehensive loss of $6.55
million on $603,000 of total revenue for the year ended Dec. 31,
2014.
As of June 30, 2016, Liquidmetal had $11.1 million in total
assets, $5.74 million in total liabilities and $5.36 million in
total shareholders' equity.
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, stating that the Company has suffered
recurring losses from operations, has negative cash flows from
operations and has an accumulated deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
MID CITY TOWER: Unsecureds To Get Lump Sum Payment Under Plan
-------------------------------------------------------------
Mid City Tower, LLC, filed with the U.S. Bankruptcy Court for the
Middle District of Louisiana a disclosure statement dated Nov. 4,
2016, referring to the Debtor's plan of reorganization.
The Plan proposes to pay its debts in full. The Plan provides for
lump sum payments of allowed secured and unsecured claims with no
necessity of amortization over a repayment term of debt existing as
of the petition date of the case. A portion of the equity interest
will be restructured by providing for a buy-out of the interest of
Dr. Bobby Joseph, Erat S. Joseph, and Dr. George A. Mamphilly.
The Disclosure Statement is available at:
http://bankrupt.com/misc/lamb16-10877-139.pdf
The Plan was filed by the Debtor's counsel:
Pamela Magee, Esq.
PAMELA MAGEE, LA BAR #17476
P.O Box 59, Baton Rouge, LA 70821
Tel: (225) 267-4662
E-mail: pam@AttorneyPamMagee.com
About Mid City Tower
Mid City Tower, LLC, based in Baton Rouge, Louisiana, is an entity
formed in 2013 by Mathew S. Thomas with the assistance of his
family. The entity has always been operated from its business
location at 5700 Florida Boulevard, Rouge Rouge, Louisiana.
The Debtor filed a Chapter 11 petition (Bankr. M.D. La. Case No.
16-10877) on July 26, 2016. The Hon. Douglas D. Dodd presides over
the case. The petition was signed by Mr. Thomas, manager.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $1 million to $10 million in liabilities.
Brandon A. Brown, Esq., and Ryan James Richmond, Esq., at Stewart
Robbins & Brown, LLC, serve as bankruptcy counsel.
MIKE'S BIKES: Seeks to Hire Brad Palmer as Accountant
-----------------------------------------------------
Mike's Bikes Inc. seeks approval from the U.S. Bankruptcy Court for
the District of New Jersey to hire an accountant.
The Debtor proposes to hire Brad Palmer, a certified public
accountant, to prepare financial documents and provide other
accounting services related to its Chapter 11 case.
Mr. Palmer will be paid an hourly rate of $150 for his services.
In a court filing, Mr. Palmer disclosed that he does not hold or
represent any interest adverse to the Debtor's bankruptcy estate,
and that he is "disinterested" as defined in section 101(14) of the
Bankruptcy Code.
About Mike's Bikes Inc.
Mike's Bikes Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. N.J. Case No. 16-25441) on August 11,
2016.
The case is assigned to Judge M.B. Kaplan. The Debtor is
represented by Jules L. Rossi, Esq., at the Law Office of Jules L.
Rossi.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $50,000.
MINDEN AIR: Seeks to Hire Snell & Wilmer as Special Counsel
-----------------------------------------------------------
Minden Air Corp. seeks approval from the U.S. Bankruptcy Court for
the District of Nevada to hire Snell & Wilmer, LLP as special
counsel.
The firm will represent the Debtor in an appeal of a case it filed
against Starr Indemnity & Liability Company and several others.
Snell & Wilmer will receive $31,000, plus as much as 33% of the
proceeds recovered from the case.
William Peterson, Esq., a partner at Snell & Wilmer, disclosed in a
court filing that his firm does not hold or represent any interest
adverse to the Debtor or its bankruptcy estate.
The firm can be reached through:
William E. Peterson, Esq.
Snell & Wilmer, LLP
50 West Liberty Street, Suite 510
Reno, NV 89501
Fax: 775-785-5441
Phone: 775-785-5407 / 775-785-5440
Email: wpeterson@swlaw.com
About Minden Air Corp.
Minden Air Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Nev. Case No. 16-51033) on August 18,
2016. The petition was signed by Leonard K. Parker, president.
The case is assigned to Judge Bruce T. Beesley.
At the time of the filing, the Debtor disclosed $5.07 million in
assets and $883,504 in liabilities.
MINERVA YAGER: Unsecureds To Get $450 Quarterly For Five Years
--------------------------------------------------------------
Minerva Yager filed with the Bankruptcy Court in Arizona her second
amended disclosure statement dated Nov. 7, 2016, for the Debtor's
second amended plan of reorganization dated Nov. 7, 2016.
Under the Second Amended Plan, Class 9 - Unsecured Deficiency
Claims and Unsecured Claims -- estimated at $94,034.09, which does
not include any deficiency amounts for secured creditors -- is
impaired. All allowed and approved claims under this class will be
paid the sum of $450 on a quarterly basis, pro rata, from Debtors'
disposable income, to be paid on the last day of each quarter,
starting with the quarter ending after the Effective Date and
anticipated to be Dec. 31, 2016, and continuing each quarter for
five years. Any liens held by the Class 9 creditors will be null
and void and removed as of the Effective Date.
The Debtors will provide for payment of all timely filed and
allowed claims over 60 months. The Debtors will make payments in
the sum of $450 per quarter to the Class 9 unsecured creditors,
which will be disbursed as set forth in the Plan. The source of
the funds will come from the Debtor's earned post-petition income.
The Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/azb15-05845-116.pdf
As reported by the Troubled Company Reporter on June 30, 2016, the
Debtor filed with the Bankruptcy Court in Arizona her First Amended
Disclosure Statement and First Amended Plan of Reorganization,
dated June 9, 2016. Under that Plan, all allowed and approved
unsecured claims in Class 10 will be paid the sum of $450 on a
quarterly basis, pro rata, from the Debtors' disposable income, to
be paid on the last day of each quarter, beginning with the quarter
ending after the Effective Date and anticipated to be Sept. 30,
2016, and continuing each quarter thereinafter for five years.
About Minerva Yager
Minerva Yager was born and raised in a small mining town in
Cananea, Sonora, Mexico. She attended bilingual elementary,
middle, and high school with preparatory training and started
working right after graduation. Mrs. Yager met her now deceased
husband Marc Yager in 1991. Mr. Yager had a furniture shop in
Tucson by the name of Morewood & Yager, Inc. When NAFTA started,
Mr. Yager saw a great opportunity with the trade across the border
program and opened a furniture manufacturing shop in Mexico to
supply furniture to his store Morewood & Yager in Tucson. Mrs.
Yager was a homemaker and Mr. Yager ran a furniture business during
their marriage.
The Debtor filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
15-05845) on May 12, 2015. She is represented by Eric Slocum
Sparks, Esq., at the Law Offices of Eric Slocum Sparks, P.C.
MOTORS LIQUIDATION: Had $500M Net Assets in Liquidation at Sept. 30
-------------------------------------------------------------------
Motors Liquidation Company GUC Trust filed with the Securities and
Exchange Commission its quarterly report on Form 10-Q for the
quarterly period ended Sept. 30, 2016.
As of Sept. 30, 2016, Motors Liquidation had $657.2 million in
total assets, $157.2 million in total liabilities and $500 million
in net assets in liquidation.
Liquidity and Capital Resources
The GUC Trust's sources of liquidity are principally the funds it
holds for the payment of liquidation and administrative costs, and
to a significantly lesser degree, the earnings on such funds
invested by it. In addition, as a result of the liquidation of all
the GUC Trust's holdings of New GM Securities during the quarter
ended September 30, 2015, the GUC Trust holds Distributable Cash
for distribution to GUC Trust beneficiaries. The GUC Trust holds
such funds primarily in U.S. Treasury bills, as permitted by the
Plan and the GUC Trust Agreement.
During the six months ended September 30, 2016, the GUC Trust's
holdings of cash and cash equivalents increased approximately $1.2
million from approximately $4.4 million to approximately $5.6
million. The increase was primarily due to cash from the sale of
marketable securities in excess of reinvestments of $11.3 million
and interest income received on such marketable securities of $1.0
million, largely offset by cash paid for liquidation and
administrative costs of $6.3 million, cash paid for Residual
Wind-Down Claims of $4.7 million, and cash distributions of $0.1
million.
During the six months ended September 30, 2016, the funds invested
by the GUC Trust in marketable securities decreased approximately
$11.3 million, from approximately $661.1 million to approximately
$649.8 million. The decrease was due primarily to a decrease in
the funds reinvested in marketable securities during the period.
The GUC Trust earned approximately $0.8 million in interest income
on such investments during the period.
As of September 30, 2016, the GUC Trust held approximately $655.4
million in cash and cash equivalents and marketable securities. Of
such amount, approximately $620.7 million relates to Distributable
Cash (including Dividend Cash), a portion of which the GUC Trust
Administrator is permitted to set aside from distribution and to
appropriate with the approval of the Bankruptcy Court or Trust
Monitor, as applicable, in order to fund additional costs and any
income tax liabilities (including Dividend Taxes, Investment Income
Taxes and Taxes on Distribution) as they become due. Included in
Distributable Cash at September 30, 2016, is approximately $17.2
million of Dividend Cash. As described above, Dividend Cash will
be distributed to holders of subsequently Resolved Allowed Claims
and GUC Trust Units in respect of Distributable Cash that they
receive, except to the extent such dividends are in respect of
Distributable Cash that is appropriated by the GUC Trust in
accordance with the GUC Trust Agreement to fund the GUC Trust's
liquidation and administrative costs, any income tax liabilities or
shortfalls in Residual Wind-Down Assets.
As of September 30, 2016, Distributable Cash (including Dividend
Cash) held by the GUC Trust was set aside as follows: (a) $114.0
million for liquidating distributions payable as of that date, and
(b) $41.4 million to fund projected liquidation and administrative
costs.
In addition to Distributable Cash (including Dividend Cash), the
GUC Trust held $34.6 million in cash and cash equivalents and
marketable securities at September 30, 2016 representing funds held
for payment of costs of liquidation and administration. Of that
amount, approximately $25.4 million (comprising approximately $17.3
million of the remaining Residual Wind-Down Assets, approximately
$7.8 million of the remaining Administrative Fund and approximately
$0.3 million in remaining funds designated for the Indenture
Trustee / Fiscal and Paying Agent Costs) is required by the GUC
Trust Agreement to be returned, upon the winding-up of the GUC
Trust, to the DIP Lenders to the extent such funds are not utilized
to satisfy designated Wind-Down Costs, Residual Wind-Down Claims,
Residual Wind-Down Costs, Avoidance Action Defense Costs and
Indenture Trustee/Fiscal Paying Agent Costs. Cash and cash
equivalents and marketable securities of $7.8 million remaining in
the Administrative Fund have been designated for the satisfaction
of certain specifically identified costs and liabilities of the GUC
Trust, and such amounts may not be used for the payment of GUC
Trust professionals' fees and expenses or other Wind-Down Costs.
Such amounts will not at any time be available for distribution to
the holders of the GUC Trust Units. Subsequent to September 30,
2016, the GUC Trust Administrator determined to return $6.0 million
of the remaining Administrative Fund to the DIP Lenders during
November 2016. Such pending return is associated with a potential
tax liability that the GUC Trust Administrator, in consultation
with its Trust Professionals, had determined would not be incurred,
and therefore would not be expended by the GUC Trust. The balance
of cash and cash equivalents and marketable securities of
approximately $9.2 million is available for the payment of certain
reporting and administrative costs of the GUC Trust, and would be
available in the future for distribution to the holders of the GUC
Trust Units, if not otherwise used to satisfy those GUC Trust
obligations.
There is no assurance that additional amounts of Distributable Cash
will not be required to be set aside from distribution and
appropriated to fund additional costs and income tax liabilities,
beyond what the GUC Trust Administrator has already set aside. Any
appropriation of Distributable Cash that occurs to fund such
obligations will result in a lesser amount of Distributable Cash
available for distribution to holders of GUC Trust Units. In
addition, a portion of the GUC Trust's assets are currently
segregated pursuant to the GUC Trust Agreement for the satisfaction
of Residual Wind-Down Claims and certain other specified costs. If
such assets are insufficient to satisfy the Residual Wind-Down
Claims or fund such other specified costs for any reason, the GUC
Trust Administrator will similarly be required to set aside from
distribution and appropriate additional amounts of Distributable
Cash in order to fund such shortfall.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/m79dJF
About Motors Liquidation
General Motors Corporation and three of its affiliates filed for
Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on
June 1, 2009. The Honorable Robert E. Gerber presides over the
Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin,
Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges
LLP, assist the Debtors in their restructuring efforts. Al Koch
at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as
the Chief Executive Officer for Motors Liquidation Company. GM
is also represented by Jenner & Block LLP and Honigman Miller
Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP
is providing legal advice to the GM Board of Directors. GM's
financial advisors are Morgan Stanley, Evercore Partners and the
Blackstone Group LLP. Garden City Group is the claims and notice
agent of the Debtors.
The U.S. Trustee appointed an Official Committee of Unsecured
Creditors and a separate Official Committee of Unsecured
Creditors Holding Asbestos-Related Claims. Lawyers at Kramer
Levin Naftalis & Frankel LLP served as bankruptcy counsel to the
Creditors Committee. Attorneys at Butzel Long served as counsel
on supplier contract matters. FTI Consulting Inc. served as
financial advisors to the Creditors Committee. Elihu Inselbuch,
Esq., at Caplin & Drysdale, Chartered, represented the Asbestos
Committee. Legal Analysis Systems, Inc., served as asbestos
valuation analyst.
The Bankruptcy Court entered an order confirming the Debtors'
Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan
was declared effect on March 31.
On Dec. 15, 2011, Motors Liquidation Company was dissolved. On
the Dissolution Date, pursuant to the Plan and the Motors
Liquidation Company GUC Trust Agreement, dated March 30, 2011,
between the parties thereto, the trust administrator and trustee
-- GUC Trust Administrator -- of the Motors Liquidation Company
GUC Trust, assumed responsibility for the affairs of and certain
claims against MLC and its debtor subsidiaries that were not
concluded prior to the Dissolution Date.
MOUNTAIN PROVINCE: Incurs C$5.38 Million Net Loss in Third Quarter
------------------------------------------------------------------
Mountain Province Diamonds Inc. reported a net loss of C$5.38
million for the three months ended Sept. 30, 2016, compared with a
net loss of C$26.59 million for the three months ended Sept. 30,
2015.
For the nine months ended Sept. 30, 2016, the Company reported net
income of C$13.10 million compared to a net loss of C$32.92 million
for the nine months ended Sept. 30, 2015.
As of Sept. 30, 2016, Mountain Province had C$752.8 million in
total assets, C$430.5 million in total liabilities and C$322.3
million in total shareholders' equity.
"Management believes it will be in compliance with these covenants
at the projected covenant compliance date of Sept. 30, 2017. Being
able to comply with the covenants, and/or maintain sufficient
liquidity, is dependent upon many factors including, but not
limited to, diamond prices, exchange rates, operating costs and
levels of production. Adverse changes in one or more of these
factors could negatively impact the Company's ability to comply
with the covenants and/or maintain sufficient liquidity."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/jRub4o
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province Diamonds Inc. reported a net loss of C$43.16
million in 2015, a net loss of C$4.39 million in 2014, a net loss
of C$26.60 million in 2013, and a net loss of C$3.33 million in
2012.
MOUNTAIN PROVINCE: Reports Third Quarter Results
------------------------------------------------
Mountain Province Diamonds Inc. announced the Company's results for
the third quarter ended Sept. 30, 2016.
Highlights
* For the three months ended Sept. 30, 2016, the Company
reported a net loss of C$5.4 million or ($0.03) per share, and
for the nine months ended Sept. 30, 2016, the Company reported
net income of $13.1 million or $0.08 per share, fully diluted,
due largely to foreign exchange movements.
* At Sept. 30, 2016, mine development costs of $1,026 million
and commitments of $18.5 million (100% basis) had been
incurred, and the Company had cash and restricted cash
totaling $107.9 million.
* Production ramp-up at the Gahcho Kue ("GK") mine commenced on
Aug. 1, 2016, and from August 1 to Sept. 30, 2016, the mine
processed approximately 130,000 tonnes of ore from the 5034
pit at an average grade of 1.52 carats/tonne, recovering
approximately 198,000 carats of which approximately 97,000
carats (49%) are the Company's share.
* During the quarter the run-of-mine diamond production from
August 1 to Aug. 25, 2016, was split at the Diavik Diamond
Mines Inc. sorting facility based in Yellowknife, with De
Beers Canada Inc. receiving 51% and Mountain Province 49%.
The production from Aug. 26, 2016, to Oct. 3, 2016, was sent
to DDMI and the split was completed subsequent to the quarter
end on Oct. 18, 2016.
* Under the terms of the Gahcho Kue Joint Venture Agreement, De
Beers and Mountain Province each bid for all fancy colored and
special (+10.8 carat) diamonds. On Sept. 15, 2016, the first
bid was won by De Beers and, subsequent to the quarter end on
Oct. 18, 2016, the second bid was won by the Company. The
Company received US$127,400, being 49% of the Sept. 15, 2016,
bid, and paid De Beers US$1,402,500, being 51% of the Oct. 18,
2016 bid.
* The Company plans its first sale of diamond production through
its diamond broker, Bonas, in Antwerp, Belgium in mid-January,
2017 and approximately every five weeks thereafter.
* Commissioning of the GK mine is currently in progress and
commercial production remains on target for early January
2017. The Gahcho Kue Diamond Mine has 441 full-time employees
and long-term contractors.
* At Nov. 10, 2016, US$323 million of the US$370 million Loan
Facility had been drawn.
Financial Summary
During the quarter the Company drew US$26 million under the Loan
Facility and, subsequent to the quarter end, a further US$19
million in October and November, leaving a balance of US$47 million
until financial completion, which is expected to take place on or
before Sept. 30, 2017. The Company ended the quarter with cash and
restricted cash totalling $107.9 million, compared with $124.4
million at the end of the previous quarter.
About Mountain Province Diamonds
Headquartered in Toronto, Canada, Mountain Province Diamonds Inc.
(TSX: MPV, NYSE AMEX: MDM) -- http://www.mountainprovince.com/--
is a Canadian resource company in the process of permitting and
developing a diamond deposit known as the "Gahcho Kue Project"
located in the Northwest Territories of Canada. The Company's
primary asset is its 49 percent interest in the Gahcho Kue
Project.
Mountain Province Diamonds Inc. reported a net loss of C$43.16
million in 2015, a net loss of C$4.39 million in 2014, a net loss
of C$26.60 million in 2013, and a net loss of C$3.33 million in
2012.
As of June 30, 2016, Mountain Province had C$733 million in total
assets, C$405 million in total liabilities and C$328 million in
total shareholders' equity.
MT. CARMEL LAND: Seeks to Hire Mantzas as Legal Counsel
-------------------------------------------------------
Mt. Carmel Land Company LLC seeks approval from the U.S. Bankruptcy
Court for the District of New Jersey to hire legal counsel in
connection with its Chapter 11 case.
The Debtor proposes to hire the Law Office of Dino S. Mantzas to
give advice regarding the liquidation of any of its assets, assist
in the preparation of a bankruptcy plan, and provide other legal
services.
Dino Mantzas, Esq., will be paid an hourly rate of $300 and will
receive reimbursement for work-related expenses.
Mr. Mantzas disclosed in a court filing that he and his firm do not
hold or represent any interest adverse to the Debtor's bankruptcy
estate, and that they are "disinterested" as defined in section
101(14) of the Bankruptcy Code.
The firm can be reached through:
Dino S. Mantzas, Esq.
Law Office of Dino S. Mantzas
701 Route 73 North, Suite 1
Marlton, NJ 08053
Tel: (856) 988-0033
Fax: (856) 988-9799
Email: dino@dmantzaslaw.com
About Mt. Carmel Land Company
Mt. Carmel Land Company, LLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. D. N.J. Case No. 16-31429) on November
8, 2016. The petition was signed by Gabriel S. DiMedio, authorized
member.
The case is assigned to Judge Jerrold N. Poslusny Jr.
At the time of the filing, the Debtor estimated its assets at $1.80
million and liabilities at $587,228.
MURDOCK EMPIRE: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
The Office of the U.S. Trustee on Nov. 15 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Murdock Empire Group, Inc.
About Murdock Empire
Murdock Empire Group, Inc., operates 3 Subway sandwich restaurants
in Phoenix and Scottsdale, Arizona.
Murdock Empire Group, Inc., filed a Chapter 11 petition (Bankr. D.
Ariz. Case No. 16-11113), on Sept. 28, 2016. The petition was
signed by its President, John B. Murdock. The Debtor is
represented by Brian Blum, Esq., at the Turnaround Team PLLC. At
the time of filing, the Debtor estimated assets at $50,000 to
$100,000 and liabilities at $500,000 to $1 million.
N.E. DESIGNS: Seeks to Hire Leech Tishman as New Legal Counsel
--------------------------------------------------------------
N.E. Designs, Inc. seeks approval from the U.S. Bankruptcy Court
for the Central District of California to hire a new legal
counsel.
The Debtor proposes to hire Leech Tishman Fuscaldo & Lampl to
replace Creim Macias Koeng & Frey, LLP.
Sandford Frey, Esq., and Stuart Koenig, Esq., the Leech Tishman
attorneys designated to represent the Debtor, will be paid an
hourly rate of $595. Both lawyers were former partners at Creim
Macias.
Mr. Frey disclosed in a court filing that Leech Tishman is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Sandford Frey, Esq.
Stuart Koenig, Esq.
Leech Tishman Fuscaldo & Lampl
100 Corson Street, 3rd Floor
Pasadena, CA 91103
Phone: (626) 796-4000
Fax: (626) 795-6321
Email: sfrey@leechtishman.com
Email: skoenig@leechtishman.com
N.E. Designs, Inc.
N.E. Designs, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
C.D. Cal. Case No. 16-12097) on July 20, 2016, listing under $1
million in both assets and liabilities. In the petition, the
Debtor listed Charles Shamash, Esq., at Caceres & Shamash LLP as
its bankruptcy counsel. Later in the case, the Debtor hired Creim
Macias Koeng & Frey, LLP as bankruptcy counsel. The Debtor also
tapped Fischbach & Fischbach, A Law Corporation, and the Law
Offices of Kathryn M. Davis as special counsel. In November 2016,
the Debtors then hired Leech Tishman Fuscaldo & Lampl to replace
Creim Macias.
NOVATION COMPANIES: Has Until February 15 to File Chapter 11 Plan
-----------------------------------------------------------------
Judge David E. Rice of the U.S. Bankruptcy Court for the District
of Maryland extended the exclusive periods within which only
Novation Companies, Inc., and its debtor-subsidiaries may file a
Chapter 11 Plan and solicit acceptances of such Plan, through and
including Feb. 15, 2017 and April 17, 2017, respectively.
The Troubled Company Reporter had reported earlier that the Debtors
sought for an exclusivity extension because the deadline for filing
claims had not yet passed -- the general Bar Date was set for
November 15, 2017 and, for governmental units, January 17, 2017.
Accordingly, an extension of the exclusivity periods would allow
the Debtors and other stakeholders the ability to have a complete
picture of the universe of possible claims, giving the Debtors and
the estates greater visibility on the nature and extent of claims,
which will aid in the formulation of a plan and disclosure
statement.
About Novation Companies
Headquartered in Kansas City, Missouri, Novation Companies, Inc.
(otcqb:NOVC) -- http://www.novationcompanies.com/-- is in the
process of implementing its strategy to acquire operating
businesses or making other investments that generate taxable
earnings.
Prior to 2008, Novation originated, purchased, securitized, sold,
invested in and serviced residential nonconforming mortgage loans
and mortgage securities. At the height of its business, debtor NMI
claims to have originated more than $11 billion annually in
mortgage loans. After the Debtors ceased their lending operations
and completed a sale of its servicing portfolio amidst the housing
collapse in 2007, the Company has been engaged in the business of
acquiring various businesses. The Debtors have five full time
employees and one part time employee.
Novation Companies and certain of its subsidiaries filed voluntary
petitions for chapter 11 business reorganization in Baltimore,
Maryland (Bankr. D. Md. Lead Case No. 16-19745) on July 20, 2016.
In its petition, NCI lists assets of $33 million and liabilities of
$91 million. As of the Petition Date, the Debtors have in excess
of $32 million in cash, marketable securities and other current
assets.
The Debtors have hired the law firms of Shapiro Sher Guinot &
Sandler, P.A. and Olshan Wolosky LLP as co-counsel. Orrick,
Herrington & Sutcliffe LLP represents the Debtors as special
litigation counsel.
The cases are assigned to Judge David E. Rice.
ONEMAIN HOLDINGS: Moody's Affirms B3 Corp. Family Rating
--------------------------------------------------------
Moody's Investors Service affirmed OneMain Holdings, Inc.'s B3
corporate family rating, Springleaf Finance Corporation's B3 senior
unsecured rating, and OneMain Financial Holdings, LLC's B2 senior
unsecured rating with a positive outlook.
The rating actions follow OneMain Holdings' substantial downward
revision in its earnings guidance for 2017 due to integration
challenges.
All of the ratings below have been affirmed:
Issuer: AGFC Capital Trust I
BACKED Pref. Stock Preferred Stock, Caa2 (hyb), positive outlook
Issuer: OneMain Financial Holdings, LLC
Senior Unsecured Regular Bond/Debenture, B2, positive outlook
Issuer: OneMain Holdings, Inc.
Corporate Family Rating , B3, positive outlook
Junior Subordinated Shelf, (P)Ca
Subordinate Shelf, (P)Caa3
Senior Unsecured Shelf, (P)Caa2
Issuer: Springleaf Finance Corporation
Issuer Rating, B3, positive outlook
Senior Unsecured Regular Bond/Debenture, B3, positive outlook
Senior Unsecured Medium-Term Note Program, (P)B3
Senior Unsecured Shelf, (P)B3
Subordinate Shelf, (P)Caa1
Junior Subordinate Shelf, (P)Caa2
BACKED Senior Unsecured Regular Bond/Debenture, B3, positive
outlook
RATINGS RATIONALE
The rating affirmation with a positive outlook reflects Moody's
expectation that OneMain Holdings will continue to de-lever through
earnings retention after its substantially reduced earnings
guidance, which the company attributes to integration challenges.
OneMain Holdings' corporate family rating of B3 reflects the
transaction's execution risk and integration complexity. OneMain
Holdings' expected deterioration in its 2017 net charge-off ratio
to a range of 7.2%-7.6% from a previously anticipated range of 6.5%
-7.0% remains within the tolerance level of the integration risks
incorporated in the ratings, with Moody's expecting the company to
remediate the situation over the next couple of quarters.
The positive outlook is supported by the steps OneMain has taken to
improve its capital and liquidity positions since the close of the
acquisition in November 2015. The company's capitalization,
measured as tangible common equity to tangible managed assets,
increased to 6.8% at Sept. 30, 2016, from 3.2% at Dec. 31, 2015. As
of Sept. 30, 2016, OneMain had $4.6 billion of undrawn conduit
capacity and $3.8 billion of unencumbered consumer loans, which
translates into a borrowing capacity of over $3 billion. OneMain's
unsecured debt maturities now amount to $1.3 billion in 2017 and
none in 2018, a substantial improvement from $1.9 billion of 2017
maturities at the time of the acquisition closing.
Moody's could revise the positive rating outlook to stable if the
integration and transformation challenges cited by OneMain Holdings
result in higher than anticipated credit- and acquisition-related
charges, or if the company's remediation efforts with respect to
collection processes at OneMain Financial are not timely addressed.
The rating outlook could also be revised to stable if Moody's
comes to believe that OneMain Holdings' earnings are insufficient
to further reduce leverage to at least 8% of tangible common equity
to tangible assets by the end of 2017.
Moody's could downgrade the ratings if it determines that OneMain
Holdings' underwriting standards during the integration have become
compromised, or if the company's credit costs and
acquisition-related charges increase to levels that would result in
financial losses and equity erosion.
For the ratings to be upgraded, OneMain Holdings will need to
successfully complete its integration and continue deleveraging
through earnings retention, with a clear path to achieving a
capitalization level, measured as tangible common equity to
tangible managed assets, of at least 8% by the end of 2017. The
company will also need to maintain a strong funding profile and
available liquidity, consisting of unrestricted cash and 50% of the
available borrowing capacity under secured conduit facilities,
equal to at least 70% of the amount of unsecured debt maturing in
the next 24 months.
Springleaf Finance's and OneMain Financial's ratings will be
closely aligned with those of OneMain Holdings and, therefore,
would likely be upgraded or downgraded together with the ratings of
the holding company.
ONSITE TEMP: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
The Office of the U.S. Trustee on Nov. 14 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Onsite Temp Housing
Corporation.
About Onsite Temp
Onsite Temp Housing Corporation, based in Phoenix, Arizona, filed a
Chapter 11 petition (Bankr. D. Ariz. Case No. 16-10790) on Sept.
20, 2016. The Hon. Paul Sala presides over the case. Harold E.
Campbell, Esq., at Campbell & Coombs, P.C., as bankruptcy counsel.
In its petition, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities. The petition
was signed by Donald Kaebisch, authorized representative.
No official committee of unsecured creditors has been appointed in
the case.
PACKERS HOLDINGS: Moody's Affirms B3 CFR; Outlook Stable
--------------------------------------------------------
Moody's Investors' Service affirmed Packers Holdings, LLC (known as
PSSI) B3 Corporate Family Rating, B3-PD Probability of Default
Rating, B2 rating on the company's $50 million revolving credit
facility due 2019 and proposed upsized $405 million first lien
senior secured term loan due 2021 (including $349 million
outstanding and $50 million add-on). The rating outlook is
stable.
PSSI is proposing to issue an incremental $50 million of first lien
term loan due 2021, raising its total facility size to $405 million
($399 million outstanding). The proceeds from the add-on will be
used to fund a $50 million distribution to the company's existing
shareholders. As a part of the transaction PSSI is also expecting
to slightly reduce pricing on the term loan.
The proposed transaction is expected to raise the company's
Moody's-adjusted pro forma leverage to 6.7x debt to EBITDA from
approximately 6.2x where it stood at Sept. 30, 2016, while pro
forma EBITA to interest coverage is expected to be about 2.0x.
The transaction is credit negative as it reflects the company's
aggressive financial policies in its willingness to raise debt to
fund a shareholder distribution. However, the rating affirmation
reflects Moody's expectations that over the next 12 to 18 months
PSSI will de-lever through organic earnings growth in light of
favorable industry fundamentals, gaining business with existing and
new customers. The rating affirmation also reflects the company's
solid interest coverage and Moody's expectations that PSSI will
continue to generate good free cash flow on stable operating
margins and minimal CAPEX requirements.
These rating actions were taken:
Issuer: Packers Holdings, LLC:
Corporate family rating, affirmed at B3;
Probability of default rating, affirmed at B3-PD;
$50 million first lien senior secured revolving credit facility
due 2019, affirmed at B2 (LGD3);
Proposed upsized $405 million ($399 million outstanding) first
lien senior secured term loan B due 2021, affirmed at B2
(LGD3);
The rating outlook is stable.
RATING RATIONALE
The B3 CFR reflects the high leverage that persisted since the
private equity investor Leonard Green's debt-financed acquisition
of PSSI in 2014, aggressive financial policies given the proposed
shareholder distribution, the company's acquisitive nature and
associated integration risks, as well as the company's modest
revenue size compared to rated business and consumer services
peers. The rating also reflects long-term risks from potential
variability in customer production levels and from
shareholder-friendly actions given the private equity ownership.
The rating positively considers the stability and recurring nature
of the company's revenues given the non-discretionary nature of the
service it provides and the strict regulatory environment in the
food processing industry. Other supportive factors include PSSI's
solid market position and long-term relationships with large food
processing customers in North America, and industry trends towards
increased outsourcing of sanitation services. The rating is also
supported by the relative stability of the company's EBITA margins
and solid free cash flow generative capabilities.
The stable outlook reflects our expectation that the company's
organic contract growth will translate into growing EBITDA and free
cash flow generation, resulting in modest de-leveraging over the
next 12 to 18 months.
PSSI's good liquidity profile is supported by its solid free cash
flow generation, availability under the $50 million revolving
credit facility due 2019, and Moody's expectation that the company
will maintain good cushion under the credit agreement's springing
first lien net leverage financial covenant.
The ratings could be upgraded if Moody's expects the company to
sustain leverage below 6.0x adjusted debt to EBITDA, while
maintaining profitability, a prudent approach to acquisitions and
good liquidity.
The ratings could experience downward pressure if leverage is
sustained above 7.0x, if interest coverage weakens toward 1.0x, if
revenues and/or profitability were to decline meaningfully, or if
liquidity deteriorated.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Packers Holdings, LLC (known as PSSI), founded in 1972 and
headquartered in Kieler, Wisconsin, is a provider of contract
sanitation services to food processing industry in the U.S. and
Canada. The company serves 477 customer locations, including
protein (about 85% of revenue) and non-protein facilities. In the
LTM period ending Sept. 30, 2016, PSSI generated approximately $700
million in revenues.
PARADISE MEDSPA: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Paradise Medspa PLLC 16-13065
2060 W Whispering Wind Drive #170
Phoenix, AZ 85085
Paradise Medspa PLLC 16-13065
2060 W Whispering Wind Drive #170
Phoenix, AZ 85085
Nature of Business: Health Care
Chapter 11 Petition Date: November 15, 2016
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Madeleine C. Wanslee
Debtors' Counsel: Randy Nussbaum, Esq.
NUSSBAUM GILLIS & DINNER, P.C.
14850 N. Scottsdale Road, Suite 45O
Scottsdale, AZ 85254
Tel: 480-609-0011
Fax: 480-609-0016
Email: rnussbaum@ngdlaw.com
Estimated Estimated
Assets Liabilities
---------- -----------
Paradise Medspa PLLC $50K-$100K $1M-$10M
Paradise Medspa & Wellness PLLC $0-$50K $0-$50K
The petitions were signed by Rebecca Weiss Glasow, member.
A copy of Paradise Medspa PLLC's list of 20 largest unsecured
creditors is available for free at
http://bankrupt.com/misc/azb16-13065.pdf
Paradise Medspa & Wellness listed Direct Capital as its largest
unsecured creditor holding an undetermined amount of claim.
A full-text copy of Paradise Medspa PLLC's petition is available
for free at:
http://bankrupt.com/misc/azb16-13066.pdf
PARADISE PROPERTY: Case Summary & 20 Largest Unsecured Creditors
----------------------------------------------------------------
Debtor: Paradise Property Management LLC
28737 N. 68th Drive
Peoria, AZ 85383
Case No.: 16-13067
Nature of Business: Single Asset Real Estate
Chapter 11 Petition Date: November 15, 2016
Court: United States Bankruptcy Court
District of Arizona (Phoenix)
Judge: Hon. Eddward P. Ballinger Jr.
Debtor's Counsel: Randy Nussbaum, Esq.
NUSSBAUM GILLIS & DINNER, P.C.
14850 N. Scottsdale Road, Suite 45O
Scottsdale, AZ 85254
Tel: 480-609-0011
Fax: 480-609-0016
E-mail: rnussbaum@ngdlaw.com
Estimated Assets: $100,000 to $500,000
Estimated Liabilities: $500,000 to $1 million
The petition was signed by Rebecca Weiss Glasow, member.
The Debtor listed Ready Cap Lending as its largest unsecured
creditor holding a claim of $530,133.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/azb16-13067.pdf
PARETEUM CORP: Amends $20 Million Securities Prospectus
-------------------------------------------------------
Pareteum Corporation filed with the Securities and Exchange
Commission an amendment No. 2 to its Form S-3 registration
statement relating to the offer and sale from time to time, in one
or more series, any one of the following securities of the company,
for total gross proceeds of up to $20,000,000:
* common stock;
* preferred stock;
* purchase contracts;
* warrants to purchase our securities;
* subscription rights to purchase any of the foregoing
securities;
* depositary shares;
* secured or unsecured debt securities consisting of notes,
debentures or other evidences of indebtedness which may be
senior debt securities, senior subordinated debt securities or
subordinated debt securities, each of which may be convertible
into equity securities; or
* units comprised of, or other combinations of, the foregoing
securities.
The Company may offer and sell these securities separately or
together, in one or more series or classes and in amounts, at
prices and on terms described in one or more offerings. The
Company may offer securities through underwriting syndicates
managed or co-managed by one or more underwriters or dealers,
through agents or directly to purchasers. The prospectus
supplement for each offering of securities will describe in detail
the plan of distribution for that offering.
Each time the Company's securities are offered, the Company will
provide a prospectus supplement containing more specific
information about the particular offering and attach it to this
prospectus. The prospectus supplements may also add, update or
change information contained in this prospectus. This prospectus
may not be used to offer or sell securities without a prospectus
supplement which includes a description of the method and terms of
this offering.
The Company's common stock is listed on the NYSE MKT under the
symbol "TEUM." On Nov. 4, 2016, the last reported sale price of
the Company's common stock on the NYSE MKT was $.1711 per share.
The aggregate market value of the Company's outstanding common
stock held by non-affiliates is $21,841,480 based on 168,149,756
shares of outstanding common stock, of which 114,955,159 shares are
held by non-affiliates, and a per share price of $0.19 which was
the closing sale price of the Company's common stock as quoted on
the NYSE MKT on July 12, 2016.
A full-text copy of the Form S3/A is available for free at:
https://is.gd/yI4TCA
Pareteum Corp
Pareteum Corporation, formerly known as Elephant Talk
Communications, Inc., is an international provider of
business software and services to the telecommunications and
financial services industry.
Elephant Talk reported a net loss of $5.00 million on $31.0
million of revenues for the year ended Dec. 31, 2015, compared to a
net loss of $21.9 million on $20.4 million of revenues for the year
ended Dec. 31, 2014.
As of June 30, 2016, the Company had $22.5 million in total
assets, $20 million in total liabilities and $2.53 million in
total stockholders' equity.
Squar Milner, LLP (formerly Squar Milner, Peterson, Miranda &
Williamson, LLP), in Los Angeles, California, 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, has an accumulated deficit of
$256 million and has negative working capital. This raises
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.
PERFORMANCE SPORTS: Equity Holders Panel Tap Montgomery, Brown
--------------------------------------------------------------
Certain unaffiliated holders of common stock issued by Performance
Sports Group Ltd. filed with the U.S. Bankruptcy Court for the
District of Delaware a verified statement pursuant to Federal Rule
of Bankruptcy Procedure 2019.
In November, 2016, the Ad Hoc Committee of Equity Holders retained
Montgomery, McCracken, Walker & Rhoads, LLP, and Brown Rudnick LLP
to represent them in connection with the Debtors' cases. The Firms
currently represents these members of the Ad Hoc Committee of
Equity Holders consisting of holders of the common shares issued by
Performance Sports Group Ltd. in Performance Sports Group Ltd., et
al.'s bankruptcy cases:
a. Dendera Capital LP
747 3rd Avenue
New York, NY 10017
Attn: Geoffrey W. Arens
Shares: 490,000
b. New Generation Advisers LLC
13 Elm Street, Suite 2
Manchester, MA 01944
Attn: Baily Dent
Shares: 2,038,277
c. Steppingstone Group
122 E. 42nd Street, Suite 4305
New York, NY 10168
Attn: Ken Grossman
Shares: 49,760
d. Alder Hill Management
1330 6th Avenue, No. 1101
New York, NY 10019
Attn: Colin Kennedy
Shares: 550,590
e. Weiss Multi-Strategy Advisers, LLC
320 Park Avenue, 20th floor
New York, NY 10022
Attn: Brenda Reed
Shares: 1,310,439
f. Sports Direct International plc
Unit A Brook Park East
Shirebrook UK
N620 8RY
Attn: Howard Moher
Shares: 1,083,800
g. Chad Valerio
188 E 78th Street, Apt. 5B
New York, NY 10075
Shares: 8,000
h. Culmen Capital Management LLC
319 E, 53rd Street, Apt. 5d
New York, NY 10022
Attn: Kent Lucas
Shares: 16,200
i. Gratia Capital LLC
2029 Century Park East
Suite 1180
Los Angeles, CA 90067
Attn: Steve Pei
Shares: 629,863
j. Q Investments, L.P.
301 Commerce Street
Fort Worth, TX 76102
Attn: Steve Pei
Shares: 167,659
k. Scoggin Capital Management LLC
660 Madison Avenue, #20
New York, NY 10065
Attn: Mike Renoff
Shares: 500,000
l. Rangeley Capital LLC
3 Forest Street
New Canaan, CT 06840
Attn: Andrew Walker
Shares: 187,575
m. Broadbill Investment Partners, LP
157 Columbus Avenue, Suite 502
New York, NY 10023
Attn: Skyler Wichers
Shares: 273,600
n. Broadbill Investment Partners II, LP
157 Columbus Avenue, Suite 502
New York, NY 10023
Attn: Skyler Wichers
Shares: 273,600
o. Black Rhino, LP
157 Columbus Avenue, Suite 502
New York, NY 10023
Attn: Skyler Wichers
Shares: 124,800
The Clients have retained the Firms to represent them in these
cases. The terms of the Firms' engagement for each of these
clients is set forth in separate engagement letters which are not
attached due to confidentiality concerns.
As of the date of this 2019 Statement, the Firms represent only the
Ad Hoc Committee of Equity Holders and does not represent or
purport to represent any other entities with respect to the
Debtors' Chapter 11 cases. In addition, each member of the Ad Hoc
Committee of Equity Holders does not purport to act, represent, or
speak on behalf of any other entities in connection with the
Debtors' chapter 11 cases.
The Firms do not hold any claim against, or own any interest in,
the Debtors nor have they at any time held any claim or owned any
interest, except to the extent that the Firms hold claims against
the Debtors for services rendered in connection with their
representation of the Ad Hoc Committee of Equity Holders.
Nothing contained in this 2019 Statement is intended to or should
be construed to constitute (a) a waiver or release of any claims
filed or to be filed against or interests in the Debtors held by
any member of the Ad Hoc Committee of Equity Holders, its
affiliates or any other entity, or (b) an admission with respect to
any fact or legal theory. Nothing should be construed as a
limitation upon, or waiver of, any rights of any member of the Ad
Hoc Committee of Equity Holders to assert, file, and amend any
proof of claim or proof of interest in accordance with applicable
law and any orders entered in these cases.
The Firms can be reached at:
Natalie D. Ramsey, Esq.
Mark A. Fink, Esq.
MONTGOMERY, McCRACKEN, WALKER & RHOADS, LLP
1105 North Market Street, 15th Floor
Wilmington, DE 19801
Tel: (302) 504-7800
Fax: (302) 504-7820
E-mail: nramsey@mmwr.com
mfink@mmwr.com
-- and --
Robert J. Stark, Esq.
Steven B. Levine, Esq.
James W. Stoll, Esq.
Andrew M. Carty, Esq.
BROWN RUDNICK LLP
Seven Times Square
New York, NY 10036
Tel: (212) 209-4800
Fax: (212) 209-4801
E-mail: rstark@brownrudnick.com
slevine@brownrudnick.com
jstoll@brownrudnick.com
acarty@brownrudnick.com
About Performance Sports
Exeter, N.H.-based Performance Sports Group Ltd. (NYSE: PSG) (TSX:
PSG) -- http://www.PerformanceSportsGroup.com/-- is a developer
and manufacturer of ice hockey, roller hockey, lacrosse, baseball
and softball sports equipment, as well as related apparel and
soccer apparel. Its products are marketed under the BAUER,
MISSION, MAVERIK, CASCADE, INARIA, COMBAT and EASTON brand names
and are distributed by sales representatives and independent
distributors throughout the world. In addition, the Company
distributes its hockey products through its Burlington,
Massachusetts and Bloomington, Minnesota Own The Moment Hockey
Experience retail stores.
On Oct. 31, 2016, Performance Sports Group Ltd. and certain of its
affiliates have filed voluntary petitions under Chapter 11 of the
Bankruptcy Code in the District of Delaware and commenced
proceedings under the Companies' Creditors Arrangement Act in the
Ontario Superior Court of Justice.
The U.S. Debtors are: BPS US Holdings Inc.; Bauer Hockey, Inc.;
Easton Baseball/Softball Inc.; Bauer Hockey Retail Inc.; Bauer
Performance Sports Uniforms Inc.; Performance Lacrosse Group Inc.;
BPS Diamond Sports Inc.; and PSG Innovation Inc.
The Canadian Debtors are: Performance Sports Group Ltd.; KBAU
Holdings Canada, Inc.; Bauer Hockey Retail Corp.; Easton Baseball
/Softball Corp.; PSG Innovation Corp. Bauer Hockey Corp.; BPS
Canada Intermediate Corp.; BPS Diamond Sports Corp.; Bauer
Performance Sports Uniforms Corp.; and Performance Lacrosse Group
Corp.
The Debtors have hired Paul, Weiss, Rifkind, Wharton & Garrison LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as co-counsel;
Stikeman Elliott LLP as Canadian legal counsel; Centerview LLP as
investment banker to the special committee; Alvarez & Marsal North
America, LLC, as restructuring advisor; Joele Frank, Wilkinson,
Brimmer, Katcher as communications & relations advisor; KPMG LLP as
auditors; Ernst & Young LLP as CCAA monitor; and Prime Clerk LLC as
notice, claims, solicitation and balloting agent.
PETROQUEST ENERGY: Announces East Texas Joint Venture
-----------------------------------------------------
PetroQuest Energy, Inc., has entered into East Texas joint venture
agreements to develop the Cotton Valley formation with a group of
investors, whereby the Partners acquired an approximate 20% working
interest in the Company's 6,400 gross acre project area. The joint
venture does not include existing vertical and horizontal producing
wells within the defined project area.
The Partners will pay approximately $12 million in participation
fees over the first 12 months of the program (subject to a one-time
Partner election to continue participating in the program after the
7th well) to fund a portion of the Company's development costs. In
addition, the Partners will pay approximately 24% of the drilling
and completion costs relative to their 20% working interest. The
Company is evaluating interest from other potential partners that
could increase the working interest sold by up to an additional 5%
on the same terms as described above.
In addition to the Partners described above, the Company has an
existing 5% working interest partner that will have the option to
participate in up to the next eight wells drilled in the project
area. This partner will pay 7% of the drilling and completion
costs relative to its 5% working interest.
The first phase of the joint venture is focused on drilling up to
forty-seven horizontal Cotton Valley wells with an expected average
lateral length of approximately 5,600 feet. The Company recently
executed a rig contract and expects to spud its first joint venture
horizontal Cotton Valley well in December of 2016. Based on the
existing partner participation described above, the Company expects
to pay approximately 69% of the drilling and completion costs for a
75% working interest in the initial joint venture well. The
Company expects to drill and complete 8-10 gross wells during 2017
under this joint venture.
Management's Comment
"This Cotton Valley joint venture is an important step in our
multi-year development plan for this top-tier North American gas
asset," said Charles T. Goodson, chairman, chief executive officer
and president. "We expect that a continuous Cotton Valley drilling
program will create significant value for our stakeholders and
joint venture partners as we build upon our previous success in
this trend."
About PetroQuest
PetroQuest Energy, Inc., is an independent energy company engaged
in the exploration, development, acquisition and production of oil
and natural gas reserves in East Texas, Oklahoma, South Louisiana
and the shallow waters of the Gulf of Mexico. PetroQuest's common
stock trades on the New York Stock Exchange under the ticker PQ.
In its quarterly report for the period ending June 30, 2016, the
Company stated, "Our substantially decreased level of capital
spending has had and is expected to continue to have a negative
impact on our production and cash flow from operating activities.
We expect production to continue to decline throughout 2016 and
when combined with current commodity prices and our existing cost
structure, including 10% interest expense on the $280 million of
debt represented by our 2017 Notes and 2021 Notes, we believe that
we will continue to incur significant losses and negative cash flow
from operating activities for the remainder of 2016. In addition,
$136 million of the indebtedness represented by our 2017 Notes will
mature on September 1, 2017 and would be reflected as a current
liability on our September 30, 2016 balance sheet if not refinanced
prior to the filing of our Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2016, which would raise
substantial doubt about our ability to continue as a going
concern," the Company stated in its quarterly report for the period
ended June 30, 2016.
"We are evaluating additional sources of liquidity including asset
sales, joint ventures, exchange offers and alternative financing
arrangements to replace the Credit Agreement, but there is no
assurance that these sources will provide sufficient, if any,
incremental liquidity. We are also evaluating various options to
address the September 2017 maturity of our 2017 Notes as well as
assessing our overall capital structure. These options include
additional public or private exchanges of 2017 Notes for new
secured debt and/or common stock, refinancing the 2017 Notes with
unsecured debt and/or common stock as well as a broader
restructuring of our 2017 and 2021 Notes. To assist the Board of
Directors and management team in evaluating these options, we have
retained Jefferies LLC and Seaport Global as our financial advisors
and Porter Hedges LLP as our legal advisor. There is no assurance
that any refinancing or debt or equity restructuring will be
possible or that additional equity or debt financing can be
obtained on acceptable terms, if at all. If we are unable to
improve our liquidity position, and refinance or restructure our
debt, we may seek bankruptcy protection to continue our efforts to
restructure our business and capital structure. As a part of that
process, we may have to liquidate our assets and may receive less
than the value at which those assets are carried on our
consolidated financial statements."
As of Sept. 30, 2016, Petroquest had $174.4 million in total
assets, $411.2 million in total liabilities and a total
stockholders' deficit of $236.8 million.
* * *
PetroQuest Energy carries a 'Caa3' corporate family rating from
Moody's Investors Service.
In October 2016, S&P Global Ratings raised the corporate credit
rating on PetroQuest Energy Inc. to 'CCC' from 'SD'. "The upgrade
reflects our reassessment of the company's corporate credit rating
following the exchange of the majority of its outstanding 10%
senior unsecured notes due September 2017 at par," said S&P Global
Ratings credit analyst Daniel Krauss. The negative outlook
reflects the company's current debt leverage levels, which S&P
views to be unsustainable, as well as its less than adequate
liquidity position.
PRECIOUS FORMALS: Seeks to Hire Margaret McClure as Legal Counsel
-----------------------------------------------------------------
Precious Formals, Inc. seeks approval from the U.S. Bankruptcy
Court for the Southern District of Texas to hire legal counsel.
The Debtor proposes to hire the Law Office of Margaret M. McClure
to give legal advice regarding its duties under the Bankruptcy Code
and provide other legal services related to its Chapter 11 case.
The firm charges an hourly fee of $400 for attorney time and $150
for paralegal time.
Margaret McClure, Esq., disclosed in a court filing that she does
not represent any interest adverse to the Debtor or its bankruptcy
estate.
Ms. McClure maintains an office at:
Margaret M. McClure, Esq.
Law Office of Margaret M. McClure
909 Fannin, Suite 3810
Houston, TX 77010
Phone: (713) 659-1333
Fax: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About Precious Formals
Precious Formals, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Tex. Case No. 16-35417) on October
31, 2016. The petition was signed by Javed Ashraf, president.
The case is assigned to Judge Jeff Bohm.
At the time of the filing, the Debtor estimated assets of less than
$1 million and liabilities of $1 million to $10 million.
PRECISION CASTING: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Precision Casting Prototypes &
Engineering, Inc. as of November 9, according to a court docket.
About Precious Casting
Precision Casting Prototypes & Engineering, Inc. is a veteran owned
foundry and machine shop in Colorado serving the entire United
States. It operates at a leased property at 7501 East Dahlia
Street in Commerce City, Colorado.
Precise Cast specializes in rapid prototyping and the precision
casting and machining of aluminum, magnesium, and zinc parts
primarily for Fortune 500 companies in the aerospace, defense,
automotive, commercial vehicle, electronic, and medical device
industries.
The Debtor filed a Chapter 11 petition (Bankr. D. Colo. Case No.
16-20113) on Oct. 13, 2016. The petition was signed by Craig R.
Reeves, president. The Debtor is represented by Kenneth J.
Buechler, Esq., at Buechler & Garber, LLC. The case is assigned to
Judge Thomas B. McNamara.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in debt at the time of the filing.
PRICEVILLE PARTNERS: Disclosures OK'd; Plan Hearing on Jan. 18
--------------------------------------------------------------
The Hon. Clifton R. Jessup, Jr., of the U.S. Bankruptcy Court for
the Northern District of Alabama has approved Priceville Partners,
LLC's disclosure statement referring to the Debtor's plan of
reorganization.
A hearing for the confirmation of the Plan will be held on Jan. 18,
2017, at 1:30 p.m., prevailing Central time. Objections to the
proposed Plan must be filed by Jan. 10, 2017.
The deadline to provide ballots with respect to the proposed Plan
is fixed at 5:00 p.m. on Jan. 10, 2017.
The Debtor will file a Ballot Summary on or before Jan. 13, 2017.
As reported by the Troubled Company Reporter on Oct. 4, 2016, the
Debtor filed with the Court a disclosure statement for the Debtor's
Chapter 11 plan of reorganization. Under the Plan, each Class 2
General Unsecured claimholder will be paid pro rata from the
available funds after all allowed administrative expense claims and
allowed Class 1 claims receive the treatment they are entitled
under the Plan, to the extent funds are available and until the
claims are paid in full, after the later of (i) the initial
distribution date; or (ii) if an objection is pending at the time,
no later than 15 business days after the claim becomes allowed.
About Priceville Partners
Decatur, Alabama-based Priceville Partners, LLC, also known as
Performance Auto Sales, is engaged in the sale of automobiles.
Priceville Partners sought Chapter 11 protection (Bankr. N.D. Ala.
Case No. 16-80675) on March 4, 2016. The case is assigned to
Judge Clifton R. Jessup Jr.
Lee R. Benton and Samuel C. Stephens, Esq., at Benton & Centeno,
LLP, are the Debtor's bankruptcy attorneys. Andrew P. Campbell,
Esq., and Todd Campbell, Esq., at the Law Firm Of Campbell Guin,
LLC, have been tapped as special counsel.
The Debtor estimated $500,000 to $1 million in assets and $1
million to $10 million in debt.
PROFESSIONAL MEDICAL: Exclusivity Periods Extended Until Feb. 17
----------------------------------------------------------------
Judge Brenda Moody Whinery of the U.S. Bankruptcy Court for the
District of Arizona extended the exclusive period within which only
Professional Medical Management may file a plan of reorganization
and solicit acceptances of such plan to February 17, 2016.
The Troubled Company Reporter had earlier reported that the Debtor
sought for exclusivity extension, claiming that it needed
additional time due to the fact that proofs of claim had just been
filed. The Debtor further claimed that the additional time
requested would allow it to develop a consensual plan of
reorganization with consenting creditors.
About Professional Medical Management
Professional Medical Management Inc. sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. D. Ariz. Case No.
16-05820) on May 23, 2016, disclosing under $1 million in both
assets and liabilities.
The Debtor is represented by Eric Slocum Sparks, at the Law Offices
of the Eric Slocum Sparks P.C. The Debtor employs Mark Metzger at
Metzger, Klawon & Fox, PLC as certified public accountant.
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 Professional Medical Management Inc.
PROJECTOOLS LLC: To Hire Margaret McClure as Legal Counsel
----------------------------------------------------------
ProjecTools, LLC seeks approval from the U.S. Bankruptcy Court for
the Southern District of Texas to hire legal counsel.
The Debtor proposes to hire the Law Office of Margaret M. McClure
to give legal advice regarding its duties under the Bankruptcy Code
and provide other legal services related to its Chapter 11 case.
The firm charges an hourly fee of $400 for attorney time and $150
for paralegal time.
Margaret McClure, Esq., disclosed in a court filing that she does
not represent any interest adverse to the Debtor or its bankruptcy
estate.
Ms. McClure maintains an office at:
Margaret M. McClure, Esq.
Law Office of Margaret M. McClure
909 Fannin, Suite 3810
Houston, TX 77010
Phone: (713) 659-1333
Fax: (713) 658-0334
Email: margaret@mmmcclurelaw.com
About ProjecTools
ProjecTools, LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. S. D. Texas Case No. 16-35553) on November
1, 2016. The petition was signed by Alwin G. Morgan, managing
member.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million.
R.E.S. NATION: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
U.S. Trustee Judy A. Robbins on Nov. 10 disclosed in a court filing
that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of R.E.S. Nation, LLC.
About R.E.S. Nation
R.E.S. Nation, LLC, represents commercial and industrial
businesses
that buy electricity in deregulated service territories, where
R.E.S. procures customers for retail energy providers pursuant to
written agreements with the provider and is paid a commission over
time during the term of the customer agreement.
R.E.S. Nation, LLC, filed a Chapter 11 petition (Bankr. S.D. Tex.
Case No. 16-34744), on Sept. 23, 2016. The petition was signed by
Jeffrey Nowling, manager. The Debtor tapped Susan C. Matthews,Esq.
at Baker, Donelson, Bearman, Caldwell & Berkowitz, APC. At the
time of filing, the Debtor estimated assets and liabilities at $0
to $50,000.
RADIO PERRY: Case Summary & Largest Unsecured Creditors
-------------------------------------------------------
Debtor affiliates filing separate Chapter 11 bankruptcy petitions:
Debtor Case No.
------ --------
Radio Perry, Inc. 16-52371
1691 Forsyth Street
Macon, GA 31201
Radio Peach, Inc. 16-52372
1691 Forsyth Street
Macon, GA 31201
Chapter 11 Petition Date: November 15, 2016
Court: United States Bankruptcy Court
Middle District of Georgia (Macon)
Debtor's Counsel: Wesley J. Boyer, Esq.
KATZ, FLATAU & BOYER, LLP
355 Cotton Avenue
Macon, GA 31201
Tel: 478-742-6481
E-mail: Wes@WesleyJBoyer.com
wjboyer_2000@yahoo.com
Estimated Estimated
Assets Liabilities
---------- -----------
Radio Perry, Inc. $1M-$10M $1M-$10M
Radio Peach, Inc. $1M-$10M $1M-$10M
The petitions were signed by Lowell Register, Sr., president.
A copy of Radio Perry's list of 17 largest unsecured creditors is
available for free at http://bankrupt.com/misc/gamb16-52371.pdf
A copy of Radio Peach's list of 15 largest unsecured creditors is
available for free at http://bankrupt.com/misc/gamb16-52372.pdf
RANCHO PALOMITA: Marana's Secured Claim To Be Offset
----------------------------------------------------
Rancho Palomita Advisors, LLC, filed with the U.S. Bankruptcy Court
for the District of Arizona a first amended disclosure statement
for the Debtor's first amended plan of reorganization dated Nov. 7,
2016.
The Amended Plan provides for a new class of claims -- Class Five
(Secured Claim of the Town of Marana) -- consisting of the allowed
secured claim of Marana to the extent of the value of the secured
creditor's interest in the Debtors’ interest in the real property
with a secured lien on 7702 W. Tangerine Road, in Marana, Arizona.
The Debtor estimates this claim in the amount of $171,612. The
Class 5 allowed secured claim of Marana will be offset from any
allowed claims of debtors against Class 5 creditor.
As a result of the addition of the Marana Claim, unsecured
deficiency claims and unsecured claims are classified under Class 7
-- consisting of all unsecured deficiency claims and unsecured
claims against the Debtor and estimated at $7,294, which does not
include any deficiency amounts for secured creditors -- is
impaired.
The First Amended Plan provides that each and every holder of a
allowed Class 7 claim 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 7 creditors will be
null and void and removed as of the Effective Date.
The First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/azb16-04036-66.pdf
As reported by the Troubled Company Reporter on Aug. 2, 2016, the
Debtor filed with the Court its proposed First Disclosure Statement
in connection with the Debtor's First Plan of Reorganization dated
July 13, 2016, which proposed 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.
About Rancho Palomita
Rancho Palomita Advisors, LLC, filed for Chapter 11 bankruptcy
protection (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.
No official committee of unsecured creditors has been appointed in
the case.
REGATTA CONSTRUCTION: Needs Until Dec. 15 to File Chapter 11 Plan
-----------------------------------------------------------------
Regatta Construction, Inc. and Regatta Property Management, LLC
seek a 30-day extension from the U.S. Bankruptcy Court for the
District of Massachusetts of its exclusive periods within which
each Debtors may file a Chapter 11 plan of reorganization from Nov.
15, 2016, through and including Dec. 15, 2016.
The Debtors contend that they have recently reached an agreement
with their largest secured creditor, North Shore Bank, concerning
treatment of the secured claims held by the Bank against the
Debtor. Based on the agreement, the Debtors are currently working
on a consensual joint Chapter 11 plan of reorganization which the
Debtors' anticipate filing within the next few weeks.
Consequently, the Debtors seek for additional time to adequately
prepare the joint plan of reorganization and accompanying
disclosure statement, including obtaining all necessary financial
projections and valuations to support confirmation of the plan or
reorganization, as well as the adequacy of the financial
information to be included in the disclosure statement.
About Regatta Construction
Regatta Construction, Inc., et al. filed for Chapter 11 protection
(Bankr. D. Mass. Case No. 16-11885) on May 18, 2016. The petition
was signed by Christian Tosi, president. Judge Frank J. Bailey
presides over the case. The Debtor is represented by George J.
Nader, Esq., at Riley & Dever, P.C. The Debtor estimated assets of
$1 million to $10 million and estimated liabilities of $0 to
$50,000.
REPUBLIC AIRWAYS: Files Plan of Reorganization
----------------------------------------------
Republic Airways Holdings Inc. on Nov. 16, 2016, disclosed that it
filed its Plan of Reorganization (the "Plan") and a related
Disclosure Statement with the U.S. Bankruptcy Court for the
Southern District of New York. The Plan sets a course for the
Company to emerge during the first quarter of 2017, and was filed
with the full support of the Creditors Committee.
The Plan outlines that the Company will emerge as a single air
carrier operating the world's largest fleet of E170/E175 aircraft,
under the Republic Airline Inc. name. The Disclosure Statement
further discusses the significant operational and economic benefits
the Company has achieved in Chapter 11, including the renegotiation
and extension of its capacity purchase agreements with American,
Delta, and United; favorable amendments to all core supplier and
services agreements; the accelerated removal of
out-of-favor aircraft; and the restructuring of the debt on over 80
EJET aircraft. Collectively, the accomplishments achieved in
Chapter 11 will significantly streamline the Company's operations,
enhance its competitiveness, allow for new E175 deliveries for
United beginning in April of 2017, and insures the Company has
access to adequate liquidity to support its long range business
plan.
"[Wednes]day's announcement illustrates what a team can accomplish
when it's focused on delivering an exceptional experience for its
customers and associates. We have achieved each of the
restructuring goals set at the onset of this case, while restoring
our airline to a level of operational excellence unmatched in our
industry," said Bryan Bedford, Republic's Chief Executive Officer.
"The airline has achieved a 99.7% controllable completion rate in
2016 and is exceeding that level of performance in Q4. These
collective results are a true testament to our people and how
committed they are to the continued transformation of our
airline."
About Republic Airways
Based in Indianapolis, Indiana, Republic Airways Holdings Inc.,
(OTCMKTS:RJETQ) owns Republic Airline and Shuttle America
Corporation. Republic Airline and Shuttle America --
http://www.rjet.com/-- offer approximately 1,000 flights daily to
105 cities in 38 states, Canada, the Caribbean and the Bahamas
through Republic's fixed-fee codeshare agreements under our major
airline partner brands of American Eagle, Delta Connection and
United Express. The airlines currently employ about 6,000
aviation
professionals.
Republic Airways Holdings Inc. and six affiliated debtors each
filed a voluntary petition for relief under Chapter 11 of the
United States Bankruptcy Code (Bankr. S.D.N.Y. Lead Case No.
16-10429) on
Feb. 25, 2016. The petitions were signed by Joseph P. Allman as
senior vice president and chief financial officer. Judge Sean H.
Lane has been assigned the cases.
As of Jan. 31, 2016, on a consolidated basis, Republic had assets
and liabilities of $3,561,000,000 and $2,971,000,000 (unaudited),
respectively.
Zirinsky Law Partners PLLC and Hughes Hubbard & Reed LLP are
serving as Republic's legal advisors in the restructuring. Seabury
Group LLC is serving as financial advisor. Deloitte & Touche LLP
is the independent auditor. Prime Clerk is the claims and noticing
agent.
The U.S. Trustee for Region 2 appointed seven creditors of Republic
Airways Holdings Inc. to serve on the official committee of
unsecured creditors. The Committee retained Morrison & Foerster
LLP as attorneys and Imperial Capital, LLC, as investment banker
and co-financial advisor.
RICOCHET ENERGY: Unsecureds To Recoup in Excess of 37% Under Plan
-----------------------------------------------------------------
Ricochet Energy, Inc., and Ricochet Interests, LLC, and their
Official Committee of Unsecured Creditors filed with the U.S.
Bankruptcy Court for the Western District of Texas an amended
disclosure statement regarding the Chapter 11 amended joint plan of
reorganization filed by the Debtor and the Official Unsecured
Creditors Committee.
Under the Amended Plan, allowed Class 5 General Unsecured Claims
are impaired and will recover in excess of 37%.
Each holder of an allowed General Unsecured Claim will receive its
pro rata share of trust distributions of Class 5 funds in
accordance with Article 5 of the Plan and the Trust Agreement.
Class 5 funds, minus (i) allowed professional fee claims of the
Committee not satisfied by Reorganized Debtors, (ii) fees and
expenses of the creditor trust, and (iii) the trust operating
expense reserve. An initial distribution of Class 5 funds wil be
made (i) 120 days after the Effective Date, and (ii) such time as
Class 5 funds exceed $100,000. Subsequent distributions will be
made semi-annually.
The Reorganized Debtors will make all payment with respect to
Classes 1, 2, 3, 6, 7 and 8 claims. The creditor trust will only
make distributions on account of Classes 4 and 5 Claims.
The Reorganized Debtors will fund payments under the Plan with cash
on hand, including cash from operations. Any distributions made by
the trustee to beneficiaries of the creditor trust will consist
only of trust assets in accordance with the trust agreement.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/txwb16-51148-224.pdf
About Ricochet Energy
Ricochet Energy, Inc., and Ricochet Interests, Ltd., are
independent oil and gas companies operating oil and gas exploration
and production businesses in South Texas. Ricochet Energy, Inc.,
has been in continuous business since 1996, acquiring, developing
and operating oil and gas properties. Ricochet Interests has been
in continuous business since 2000, acquiring and investing in oil
and gas assets and properties. The Debtors' activities involve
acquisition, investments, operation and disposition of various oil
and gas assets and include interests currently involving
approximately 30 oil and gas wells, along with numerous oil and gas
leases and prospects.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. W.D. Tex. Case No. 16-51148 and Bankr. W.D. Tex. Case
No. 16-51149) on May 18, 2016. The petition was signed by Jerry
L.
Hamblin, president and CEO. A motion for joint administration of
the Chapter 11 cases is pending.
Ricochet Energy estimated both assets and liabilities in the range
of $1 million to $10 million.
Ricochet Interests estimated assets of $10 million to $50 million
and debts of $1 million to $10 million.
The Debtors are represented by Michael G. Colvard, Esq., at Martin
& Drought, P.C., of San Antonio, Texas.
ROBERT SPENLINHAUER: TD Bank's Claim To Be Paid in Full in 15 Days
------------------------------------------------------------------
Robert J. Spenlinhauer filed with the U.S. Bankruptcy Court for the
Eastern District of Massachusetts a sixth amended disclosure
statement referring to the Debtor's sixth amended plan of
reorganization dated Oct. 24, 2016.
Class 4 consists of the secured claim held by TD Bank in the 2010
Ford Mustang. The cure amount of $12,000 will be paid in full
within 15 days of the Effective Date by the disbursing agent from
funds presently being held by the Chapter 11 trustee. The claim of
TD Bank will not be impaired and is not be eligible to vote under
the Plan.
Pursuant to a court order dated June 10, 2014, the Milton Real
Estate was sold on July 2, 2014, to Michael Foran for $980,000. A
payment of $618,272 was made to Sutherland as a payment of its
mortgage on the Milton Real Estate and $25,000 toward legal fees.
All real estate taxes ($71,920.67) were paid to the Town of Milton
and broker's fees of $49,000 were also paid. The balance of the
funds from this sale were placed in his Debtor-in-Possession
account and have been utilized by the Debtor to fund ongoing
payments to creditors and living expenses.
A 1998 Porsche was sold to Luxury Motor Group LLC for the sum of
$46,000 and the proceeds were paid to the Town of Sandwich for
outstanding real estate taxes. Pursuant to the May 2014 monthly
operating report, the amount of $33,955.59 was paid to the Town of
Sandwich and the remaining funds were retained by the Debtor for
living expenses.
In December 2014, Mr. Spenlinhauer received an offer to purchase
the Hingham Real Estate from Mr. Mark Blotner. A Notice and Motion
for Sale were filed regarding the Initial Offer, to which one
additional bidder submitted a timely bid. At the hearing on the
sale in February 2015, Mr. Blotner was awarded the Hingham Real
Estate for a purchase price of $5,700,000 with a backup bid from
Casey & Hayes/ A.W. Perry of $5,660,000 being accepted if Mr.
Blotner did not close. After completion of his due diligence
period, Mr. Blotner determined that he did not wish to purchase the
Hingham Real Estate. Casey & Hayes/A.W. Perry as the back-up
bidder signed a purchase and sale agreement for the sale of the
Hingham Real Estate, which agreement was dated on or about June 23,
2015.
On Sept. 14, 2015, the Hingham Real Estate was sold for a gross
purchase price of $5,660,000. From the sale proceeds the secured
claim of Sutherland was paid in full as were any municipal tax
claims to the town of Hingham taxing authorities.
The net proceeds of the sale of the Hingham Real Estate were
delivered to the undersigned Counsel for distribution pursuant to
the Plan. The proceeds were being held in escrow by the
undersigned. Pursuant to an Order of this Court dated Jan. 20,
2016, the funds were delivered to the Chapter 11 trustee.
The Sixth Amended Disclosure Statement is available at:
http://bankrupt.com/misc/mab13-17191-1031.pdf
As reported by the Troubled Company Reporter on Sept. 1, 2016,
general unsecured creditors would receive full payment of their
claims under the Chapter 11 plan of reorganization of Robert
Spenlinhauer. Under the plan, Class 5 general unsecured creditors,
which assert a total of $419,071 in claim, will be paid in full
upon confirmation of the plan.
About Robert J. Spenlinhauer
Robert J. Spenlinhauer sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E. D. Mass. Case No. 13-17191) on Dec. 16,
2013.
The Debtor is represented by Gary W. Cruickshank, Esq., who has an
office in Boston, Massachussetts.
RUSSELL E. COX: Plan Confirmation Hearing on Dec. 19
----------------------------------------------------
The Hon. Phillip J. Shefferly of the U.S. Bankruptcy Court for the
Eastern District Michigan has granted Russell E. Cox and Teri L.
Cox preliminary approval of their first amended disclosure
statement dated Oct. 31, 2016, referring to the Debtors' plan of
reorganization.
The hearing on objections to final approval of the adequacy of the
information in the first amended disclosure statement and
confirmation of the first amended plan will be held on Dec. 19,
2016, at 2:00 p.m.
The deadline to return ballots on the first amended plan, as well
as to file objections to final approval of the adequacy of the
information in the first amended disclosure statement and
objections to confirmation of the first amended plan is Dec. 12,
2016.
The deadline for all professionals to file final fee applications
is Jan. 18, 2017.
Russell E. Cox and Teri L. Cox filed for Chapter 11 bankruptcy
protection (Bankr. E.D. Mich. Case No. 16-41495) on Feb. 5, 2016.
RUST BELT: Hearing on Plan Outline Set For Dec. 7
-------------------------------------------------
The Hon. Clark L. Bucki of the U.S. Bankruptcy Court for the
Western District of New York has scheduled for Dec. 7, 2016, at
2:00 p.m. the hearing on the approval of Rust Belt LLC's disclosure
statement dated Sept. 25, 2016, referring to the Debtor's plan of
reorganization dated Sept. 25, 2016.
Dec. 5, 2016, is the last day for filing objections to the
Disclosure Statement.
Dec. 7, 2016, is the last day for filing proofs of claim.
As reported by the Troubled Company Reporter on Oct. 17, 2016, the
Court had scheduled a hearing to consider the approval of the
disclosure statement to be held on Nov. 2, 2016, at 2:00 p.m.
About Rust Belt
Rust Belt LLC filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No.
15-12573), on Nov. 30, 2015. Judge Clark L. Bucki presides over
the case. The Debtor's counsel is Matthew A. Lazroe, Esq., at Law
Office of Matthew A. Lazroe in 37 Franklin Street, Suite 750,
Buffalo, New York. At the time of filing, the Debtor had $50,000
in estimated assets and $100,000 to $500,000 in estimated
liabilities. The Petition was signed by its President - Sole
Shareholder, Anthony Moutsatsos.
A list of the Debtor's 20 largest unsecured creditors is available
for free at: http://bankrupt.com/misc/nywb15-12573.pdf
SAN BERNARDINO, CA: Directed to Negotiate with Insurers
-------------------------------------------------------
Katy Stech, writing for The Wall Street Journal Pro Bankruptcy,
reported that a federal judge told San Bernardino, Calif.,
officials to negotiate with an insurer to gain access to money that
would have gone to families who have filed lawsuits claiming police
brutality, an issue that's again delayed the exit of the city of
200,000 from bankruptcy.
According to the report, Judge Meredith Jury said that another
bankruptcy judge will mediate a dispute between city leaders and
insurance administrators over coverage for major lawsuits,
including the police litigation.
She set a Dec. 6 hearing to determine whether the city can leave
bankruptcy protection after more than four years, the report
related.
"I wish I ruled this afternoon because I pretty much knew what I
was going to do," the report cited the judge as saying to lawyers
in her Riverside, Calif., courtroom. Judge Jury was originally
expected to rule on the city's exit from bankruptcy in October, but
the insurance issue prevented her from doing so, the report further
related.
The report recalled that city lawyers have proposed a 76-page plan
that would pay 1% of $209.3 million owed to retirees, families who
have won police brutality lawsuits and other unsecured debts.
Under that plan, which Judge Jury must approve, a European bank
owed $51 million in bond debt would be paid 40% of its claim over
30 years, WSJ said, citing documents filed in U.S. Bankruptcy Court
in Riverside.
At the hearing, Judge Jury rejected the idea that the city may be
able to pay off a greater portion of its debts because of
California's recent vote to legalize marijuana, the report said.
The suggestion that the legalization would boost the city's sale
tax revenue came from lawyers who represent a municipal entity that
handles San Bernardino's solid waste disposal and hasn't been paid
for that work, the report noted.
"I agree it would be a nice tax source, but there are so many unmet
needs," Judge Jury said, according to the WSJ, ending her remarks
with "nice try."
About San Bernardino
San Bernardino, California, filed an emergency petition for
municipal bankruptcy under Chapter 9 of the U.S. Bankruptcy Code
(Bankr. C.D. Cal. Case No. 12-28006) on Aug. 1, 2012. San
Bernardino, a city of about 210,000 residents roughly 65 miles
(104 km) east of Los Angeles, estimated assets and debt of more
than $1 billion in the bare-bones bankruptcy petition.
The city council voted on July 10, 2012, to file for bankruptcy.
The move lets San Bernardino bypass state-required mediation with
creditors and proceed directly to U.S. Bankruptcy Court.
The city is represented that Paul R. Glassman, Esq., at Stradling
Yocca Carlson & Rauth.
San Bernardino joined two other California cities in bankruptcy:
Stockton, an agricultural center of 292,000 east of San Francisco,
and Mammoth Lakes, a mountain resort town of 8,200 south of
Yosemite National Park.
The City was granted Chapter 9 protection on Aug. 28, 2013.
The City filed on May 14, 2015, a Plan to exit court protection.
The Plan proposes to some bondholders a penny on the dollar but
maintains pension benefits for retired city workers. The Plan
proposes to make full payments into the pension fund run by
California Public Employees' Retirement System.
* * *
The Troubled Company Reporter, on Oct. 28, 2015, reported that the
hearing on the disclosure statement with respect to the Plan for
the Adjustment of Debts of the City of San Bernardino, California,
has been continued to Dec. 23, 2015, at 1:30 p.m.
SANDWICH D' LIGHT: Court Okays Disclosures, Confirms Ch. 11 Plan
----------------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has approved Sandwich D' Light
Rincon PR, LLC's disclosure statement and confirmed the Debtor's
Chapter 11 plan dated Sept. 19, 2016.
According to the Plan, the Debtor has Priority Tax Claims which
consist of two claims; Puerto Rico Treasury Department (PR
Treasury) with Claim No. 2 for $26,649 and Municipio de Rincon
with
a claim in the amount of $4,433. These two creditors will be paid
in 60 monthly installments of $562 ($482 for PR Treasury and $80
for Municipio de Rincon), including principal and interest of
3.25%
annually for a total amount of $6,744 annually and $33,720 for the
60 months of the plan, unless the holder of such claims agree with
the Debtor to a different treatment.
Class 1 - General Unsecured Nonpriority Claims include the Claims
of General Unsecured Creditors not classified in the Plan, as
allowed, approved and ordered paid by the Court, under Sec. 502 of
the Code, currently estimated by the Debtor at $17,120. Creditors
included in this class will be paid 8.76% of its claim or $1,500
of
allowed unsecured claims. Creditors in this class will be paid in
one payment of $1,500, on the effective date of the plan, unless
the holder of such claims agree with the Debtor to a different
treatment.
The Debtor expects its monthly disposable income to be
approximately $1,601 monthly through the life of the plan; this
plus funds accumulated by the Debtor as available income will
allow
the Debtor to comply with the proposed payments of $6,744 for the
first year, $8,244 for the second year and $6,744 for years three
through five. The funds accumulated by the Debtor as available
income in its most recent operating report will be used by the
Debtor to provide for the payment of administrative expenses and
other expenses of the Debtor in addition to fund the proposed
payment plan.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/prb16-01213-41.pdf
Sandwich D' Light Rincon PR, LLC, filed for Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No. 16-01213) on Feb. 19, 2016,
estimating the Debtor's assets and liabilities at up to $50,000
each. Enrique M Almeida Bernal, Esq., at Almeida & Davila PSC
serves as the Debtor's bankruptcy counsel.
SHEEHAN PIPE LINE: Has Until December 14 to Obtain Plan Votes
-------------------------------------------------------------
Judge Terrence L. Michael of the U.S. Bankruptcy Court for the
Northern District of Oklahoma extended the exclusive period within
which only Sheehan Pipe Line Construction Company may gain
acceptances of a Chapter 11 plan until December 14, 2016, in order
to complete the balloting and confirmation process within the
exclusive period.
The Troubled Company Reporter had previously reported that the
Debtor sought a 30-day extension of its solicitation period,
contending that the ballots, along with the approved Third Amended
Joint Disclosure Statement and the Plan were served on creditors
and parties in interest only on October 25, 2016. The deadline for
creditors to vote to accept or reject the Plan had been set for
November 25 and a hearing on confirmation of the Plan had been
scheduled for December 6. The Debtor had also advised the Court
that the Official Committee of Unsecured Creditors and the U.S.
Trustee had no objection to the Debtor's request for solicitation
extension.
About Sheehan Pipe Line
Sheehan Pipe Line Construction Company, a contractor that
constructs pipelines in various states across the country, filed a
voluntary petition for relief under Chapter 11 of the U.S.
Bankruptcy Code (Bankr. N.D. Okla. Case No. 16-10678) on April 15,
2016, listing total assets of $90.2 million and total debt of $68.4
million. The petition was signed by Robert A. Riess, Sr., as
president and CEO. The case is pending before Judge Terrence L.
Michael.
Mary E. Kindelt, Esq., Chad J. Kutmas, Esq., and Gary M. McDonald,
Esq., at McDonald, McCann & Metcalf & Carwile, LLP, serves as
counsel to the Debtor.
The U.S. trustee for Region 20 appointed six creditors of Sheehan
Pipe Line Construction Company to serve on the official committee
of unsecured creditors. The committee members are: (1) Central
States, Southeast & Southwest; (2) Foley & Lardner; (3) Fred
Dorwart Attorneys; (4) Ohio-West Virginia Excavating Co.; (5)
Cleveland Brothers Equipment Co., Inc.; and (6) Cecil I. Walker
Machinery Co.
Lawyers at Foley & Lardner LLP represent the creditors' committee.
SKYE ASSOCIATES: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
The Office of the U.S. Trustee on Nov. 14 disclosed in a court
filing that no official committee of unsecured creditors has been
appointed in the Chapter 11 case of Skye Associates, LLC.
About Skye Associates
Skye Associates, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 16-22592) on Sept. 20,
2016. The petition was signed by Michael Burton, managing member.
The case is assigned to Judge Thomas J. Catliota.
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.
SNUG HARBOR: Needs Until Feb. 5 to File Plan of Reorganization
--------------------------------------------------------------
Snug Harbor Marina, LLC asks the U.S. Bankruptcy Court for the
District of New Jersey to extend its exclusive period within which
to file a Plan of Reorganization until Feb. 5, 2017, and its
exclusive period to solicit acceptances of such a plan until April
6, 2017.
The Debtor needs additional time, sufficient for the Debtor to
continue marketing and selling the fishing marina located at 926
Ocean Drive, Cape May, New Jersey, or secure a refinancing
agreement.
According to the Debtor, once it has entered into an Agreement of
Sale or Refinancing Agreement, there will be clarity in its
financial situation that will permit the Debtor to focus on
formulating, negotiating, preparing and proposing a Plan of
Reorganization to pay its largest secured creditor, Harvest
Community Bank, and any remaining creditors and parties in interest
as possible.
In addition, the Debtor and counsel still need time to review the
proofs of claim filed in the case to determine the total amount and
classification of all the claims asserted against the estate.
About Snug Harbor Marina, LLC
Snug Harbor Marina, LLC, owns and operates a fishing marina located
at 926 Ocean Drive, Cape May, New Jersey. The marina has been
operating since 2002. The fishing marina is open all year
providing boat slips, docks along with a store selling boating and
fishing gear, located on the site. Snug Harbor Marina owns the
real estate on which the marina business operates.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
D.N.J. Case No. 16-16895) on April 11, 2016, listing $6.46 million
in total assets and $3.78 million in total liabilities. The
petition was signed by Ralph P. Farrell, member. Judge Andrew B.
Altenburg Jr. presides over the case. Scott M. Zauber, Esq., at
Subranni Zauber LLC, serves as the Debtor's bankruptcy counsel.
No trustee or examiner or official committee of unsecured creditors
has been appointed in the Debtor's Bankruptcy Case.
SPD LLC: Hires Karen J. Porter as Bankruptcy Counsel
----------------------------------------------------
SPD, LLC aka SPD NEXT, LLC seeks authorization from the U.S.
Bankruptcy Court for the Central District of Illinois to Karen J.
Porter as attorney.
The Debtor requires Karen J. Porter to:
a. give the Debtor legal advice with respect to its powers
and duties as debtor-in-possession in the continued management of
its assets;
b. prepare such applications, motions, complaints, orders,
reports, pleadings, plans, disclosure statements or other papers on
Debtor’s behalf that may be necessary in connection with this
case;
c. take such action as may be necessary with respect to
claims that may be asserted against the Debtor; and
d. perform all other legal services for the Debtor which may
be required in connection with this case.
Karen J. Porter will charge the Debtor the following hourly rates
for the professional services to be rendered:
Karen J. Porter $425
Legal Assistants $150
Karen J. Porter will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Karen J. Porter of Porter Law Network, 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.
Karen J. Porter may be reached at:
Karen J. Porter
Porter Law Network
230 West Monroe, Suite 240
Chicago, IL 60606
Phone: (312)372-4400
Fax: (312)372-4160
About SPD, LLC aka SPD NEXT, LLC
SPD, LLC aka SPD NEXT, LLC filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Ill Case No. 16-81454) on October 11, 2016.
Hon. Thomas L. Perkins presides over the case. Porter Law Network
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 Fulton L.
Bouldin, manager and sole member.
STARR PASS RESIDENTIAL: Hearing on Disclosures Set For Dec. 13
--------------------------------------------------------------
The Hon. Paul Sala of the U.S. Bankruptcy Court for the District of
Arizona has scheduled for Dec. 13, 2016, at 11:00 a.m. the hearing
to consider the approval of Starr Pass Residential, LLC's second
amended disclosure statement referring to the Debtor's second
amended Chapter 11 plan dated Oct. 17, 2016.
The Second Amended Plan is a sale plan. The Debtor hopes to sell
its awarded portion of Block B, its primary real property asset.
The sale of the Debtor's awarded portion of Block B will satisfy
all administrative claims and a large portion of Allowed Unsecured
Claims. This section contains only a brief summary of the Plan,
and it is qualified in its entirety by reference to the Plan,
which
accompanies this Disclosure Statement.
To the extent that funds are available to unsecured creditors from
the proceeds of the sale of the Debtor's property, holders of
Class
V – General Unsecured Claims will receive payment on their
allowed claims within 90 days of the conclusion of the proposed
sale. No interest will accrue or be paid to the holders of the
allowed Class V Claims. The Class V Claims are impaired.
The Plan will be funded from a sale of the estate's portion of
Block B sufficient to pay all allowed administrative claims in
full, plus a majority of allowed unsecured claims. Through the
sale contemplated by the Plan, the Debtor believes that it can
fulfill its obligations under the Plan.
The Second Amended Disclosure Statement is available at:
http://bankrupt.com/misc/azb14-09117-261.pdf
About Starr Pass Residential
Starr Pass Residential LLC filed a Chapter 11 bankruptcy petition
(Bankr. D. Ariz. Case No. 14-09117) on June 12, 2014. Christopher
Ansley signed the petition as authorized officer. Gust Rosenfeld,
P.L.C., serves as the Debtor's counsel. The Debtor disclosed total
assets of $7.40 million and liabilities of $146 million.
The bankruptcy case was reassigned to Judge Eileen W. Hollowell
because Judge Brenda Moody Whinery recused herself from hearing any
matter on the Chapter 11 proceeding.
* * *
The U.S. Trustee for Region 14 informed the Bankruptcy Court that
it was unable to appoint creditors form the Official Committee of
Unsecured Creditors for the Chapter 11 case of Starr Pass
Residential LLC because an insufficient number of persons holding
unsecured claims against the Debtor have expressed interest in
serving on a committee.
STEREOTAXIS INC: Amends 86 Million Shares Resale Prospectus
-----------------------------------------------------------
Stereotaxis, Inc., filed with the Securities and Exchange
Commission a pre-effective amendment No. 1 to Form S-1 registration
statement relating to the resale, from time to time, of 86,065,014
shares of its common stock by DAFNA LifeScience LP, Alafi Capital
Company LLC, Sanderling Venture Partners, et al.
On Sept. 26, 2016, the Company entered into a securities purchase
agreement with the investors pursuant to which the Company sold in
a private placement sale to the Buyers (i) a total of 24,000 shares
of its Series A Convertible Preferred Stock, par value $0.001 with
a stated value of $1,000 per share, initially convertible into
36,923,078 shares of common stock based upon an initial conversion
price of $0.65 per share, subject to certain adjustments, and (ii)
related warrants to purchase an aggregate of 36,923,078 shares of
its common stock at an initial warrant exercise price of $0.70 per
share subject to certain adjustments and for a term of five years.
Pursuant to the terms of the Registration Rights Agreement the
Company entered into with the Buyers, the Company is required to
register (a) 100% of the number of shares of common stock
underlying the Series A Convertible Preferred Stock and (b) 100% of
the number of shares of common stock issuable upon exercise of the
SPA Warrants. Due to the dividend accrual provisions of the Series
A Convertible Preferred Stock which will increase the number of
shares of common stock issuable upon conversion, the Company is
registering shares of common stock representing 130% of the number
of shares initially issuable upon exercise of all issued and
outstanding shares of Series A Convertible Preferred Stock.
The Company has also agreed to register the resale of 100% of the
number of shares of common stock currently underlying (i) warrants
to purchase an aggregate of 100,578 shares of its common stock at
warrant exercise prices ranging from $1.55 per share to $5.24 per
share and for a term of five years, issued pursuant to certain
amendments to the Note and Warrant Purchase Agreement dated
Feb. 21, 2008, by and among the Company and certain purchasers
named therein, and (ii) warrants to purchase 1,041,357 shares of
common stock at a warrant exercise price of $3.361 per share
pursuant to an Amendment and Exchange Agreement, dated Aug. 7,
2013, by and among the Company and certain holders named therein.
The Company is not selling any securities under this prospectus and
will not receive any of the proceeds from the sale of shares by any
selling stockholder; however, the Company will receive proceeds
upon any exercise of the SPA Warrants, the 2013 Warrants or the
Exchange Warrants for cash. Assuming all the SPA Warrants, 2013
Warrants and Exchange Warrants to which the shares relate are
exercised for cash, the Company will receive $29.6 million in
proceeds from the exercise of those warrants prior to those sales,
which proceeds would be used for general corporate purposes. The
selling stockholders may sell their respective shares of common
stock described in this prospectus in a number of different ways
and at varying prices. The Company will pay the expenses incurred
in registering the shares, including legal and accounting fees.
The Company's common stock is traded on the OTCQX Best Market under
the symbol "STXS." On Nov. 8, 2016, the last reported sale price
for the Company's common stock on the OTCQX Best Market was $0.60
per share.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/FyUQSQ
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $7.35 million on $37.7 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $5.20 million on $35.01 million of total revenue for
the year ended Dec. 31, 2014.
In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, Ernst & Young LLP, in St. Louis,
Missouri, issued a "going concern" qualification stating that
the Company has incurred recurring losses from operations and has a
net capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.
STEREOTAXIS INC: Common Stock Delisted from NASDAQ
--------------------------------------------------
The NASDAQ Stock Market LLC filed a Form 25 with the Securities and
Exchange Commission notifying the removal from listing or
registration of its common stock on the Exchange.
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $7.35 million on $37.7 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $5.20 million on $35.01 million of total revenue for
the year ended Dec. 31, 2014.
In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, Ernst & Young LLP, in St. Louis,
Missouri, issued a "going concern" qualification stating that
the Company has incurred recurring losses from operations and has a
net capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.
STEREOTAXIS INC: Incurs $12.4 Million Net Loss in Third Quarter
---------------------------------------------------------------
Stereotaxis, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss available
to common stockholders of $12.35 million on $8.33 million of total
revenue for the three months ended Sept. 30, 2016, compared to a
net loss available to common stockholders of $996,926 on $9.27
million of total revenue for the three months ended Sept. 30,
2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss available to common stockholders of $16.95 million on
$24.85 million of total revenue compared to a net loss available to
common stockholders of $5.67 million on $28.46 million of total
revenue for the nine months ended Sept. 30, 2015.
As of Sept. 30, 2016, Stereotaxis had $21.59 million in total
assets, $43.06 million in total liabilities, $6.13 million in
preferred stock and a total stockholders' deficit of $27.60
million.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/BB0lhm
About Stereotaxis
Based in St. Louis, Missouri, Stereotaxis, Inc., is a manufacturer
and developer of a suite of navigation systems in interventional
surgical procedures. The Company's Epoch Solution is used in the
treatment of arrhythmias and coronary artery disease.
Stereotaxis reported a net loss of $7.35 million on $37.7 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $5.20 million on $35.01 million of total revenue for
the year ended Dec. 31, 2014.
In its report on the Company's consolidated financial statements
for the year ended Dec. 31, 2015, Ernst & Young LLP, in St. Louis,
Missouri, issued a "going concern" qualification stating that
the Company has incurred recurring losses from operations and has a
net capital deficiency that raise substantial doubt about the
Company's ability to continue as a going concern.
STERLING PEAK: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------------
Debtor: Sterling Peak, LLC
6840 Via Del Oro, #225
San Jose, CA 95119
Case No.: 16-53243
Chapter 11 Petition Date: November 15, 2016
Court: United States Bankruptcy Court
Northern District of California (San Jose)
Judge: Hon. Elaine M. Hammond
Debtor's Counsel: David A. Boone, Esq.
LAW OFFICES OF DAVID A. BOONE
1611 The Alameda
San Jose, CA 95126
Tel: (408) 291-6000
E-mail: ecfdavidboone@aol.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $100,000 to $500,000
The petition was signed by Lori Greymont, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/canb16-53243.pdf
TAR HEEL: J.P. Cournoyer Appointed Ch. 11 Trustee
-------------------------------------------------
Judge Benjamin A. Kahn of the United States Bankruptcy Court for
the Middle District of North Carolina entered an order appointing
J.P. Cournoyer as Chapter 11 Trustee for Tar Heel Oil II, Inc., and
Gambill Oil, LLC.
The appointment was made pursuant to the motion of the U.S.
Bankruptcy Administration for the Middle District of North Carolina
to appoint a Chapter 11 Trustee.
The Court further ordered that the Trustee shall post a bond in the
amount of $1,000,000.00 and that the estate is authorized to pay
the cost of the bond.
The Bankruptcy Administrator asked the Court to enter an order
appointing a Chapter 11 Trustee for Tar Heel Oil II and Gambill
Oil, LLC, or convert the cases of the Debtors to cases under
Chapter 7 of the Bankruptcy Code.
According to the Bankruptcy Administrator, there is no reasonable
likelihood that a plan will be proposed within a reasonable time
which constitutes unreasonable delay by the Debtor prejudicial to
the creditors.
About Tar Heel Oil
Tar Heel Oil II, Inc. and Gambill Oil, LLC sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. M.D.N.C. Case Nos.
16-50216 and 16-50217) on March 4, 2016. The petitions were signed
by Arthur H. Lankford, president. The Debtors are represented by
Charles M. Ivey, III, Esq., at Ivey, McClellan, Gatton, & Siegmund,
LLP. The case is assigned to Judge Benjamin A. Kahn. Tar Heel Oil
disclosed assets of $3.18 million and debts of $6.03 million.
Gambill Oil disclosed assets of $986,674 and debts of $3.28
million.
THOMAS MITCHELL FENTON: Disclosures OK'd; Plan Hearing on Dec. 1
----------------------------------------------------------------
The Hon. Marc Barreca of the U.S. Bankruptcy Court for the Western
District of Washington has approved Thomas Mitchell Fenton and
Brielyn Rae Fenton's second amended disclosure statement dated Oct.
27, 2016, referring to the Debtors' amended plan of reorganization
dated Oct. 27, 2016.
The hearing to consider the confirmation of the Plan will be held
on Dec. 1, 2016, at 9:30 a.m.
The final day to file with the Court written objections to the
confirmation of the Plan will be Nov. 23, 2016.
Nov. 23, is also fixed as the last day for filing written
acceptances or rejections of the Amended Plan. Ballots should be
returned by 5:00 p.m.
As reported by the Troubled Company Reporter on Oct. 5, 2016, the
Debtors filed with the Court a Disclosure Statement describing the
Plan. Under the Plan, Class 5 - Unsecured Claims with Allowed
Claims under $1,000 totals $4,227. This Class includes the claim
of (a) Alaska USA: $66.97, (b) Capital One A: $868.43, (c) Capital
One B: $852.97, (d) Citibank: $170, (e) Opus Bank: $1000, (f)
Planned Parenthood: $300, and (g) Synchrony Bank A: $969.30 Class
5 creditors will receive a distribution of 35% of their allowed
claims distribution within 90 days of the Effective Date of the
Plan with a total estimated payout of $1,479.68.
About Thomas Mitchell Fenton
and Brielyn Rae Fenton
Thomas Mitchell Fenton and Brielyn Rae Fenton filed a Chapter 11
petition (Bankr. W.D. Wash. Case No. 15-17409), on Dec. 22, 2015.
The Debtors are represented by Larry B. Feinstein, Esq., at Vortman
& Feinstein in 520 Pike Street, Suite 2250, Seattle, WA.
TOTAL COMM SYSTEMS: Unsecureds to Recoup 68.19% Under Ch. 11 Plan
-----------------------------------------------------------------
Total Comm Systems, Inc., filed with the U.S. Bankruptcy Court for
the Eastern District of Pennsylvania a disclosure statement
referring to the Debtor's plan of reorganization. The Debtor filed
a motion on Nov. 2, 2016, asking for approval of the Disclosure
Statement.
Class 6 Unsecured Claims are impaired under the Plan. Class 6
Claims total approximately $1,401,168.04, not including any amounts
of Class 1, 2, 3, 4, and claims which may be determined to be
unsecured and which will also be included in Class 6 Claims. Those
amounts have yet to be determined.
The Debtor will set aside $941,410 to pay Class 6 Claims, thus
creating a distribution of approximately 68.19% per dollar amount
of each Class 6 Claim (not including unsecured portions of other
Classes' Claims). The Debtor will make equal monthly payments on
account of each allowed Class 6 Claim. Payments will commence the
first day of the first calendar month after the Effective Date and
continue for 72 months. The treatment and consideration to be
received by holders of Class 6 Allowed Claims pursuant to this Plan
will be in full settlement, satisfaction, release, and discharge of
their respective claim.
The Debtor will continue its operations while evaluating and
potentially eliminating the provision of any services which do not
clearly demonstrate the best possible use of the Debtor's
resources. Currently, the Debtor's primary concern is stabilizing
its income stream and continuing its operations. The Debtor's Plan
will be funded through its continuing operations, so the Debtor
will take advantage of any opportunity that will optimize its
operations and generate a net profit while maintaining the Debtor's
overall health.
The Disclosure Statement is available at:
http://bankrupt.com/misc/paeb16-15530-125.pdf
The Plan was filed by the Debtor's counsel:
Thomas D. Bielli, Esq.
David M. Klauder, Esq.
Cory P. Stephenson, Esq.
BIELLI & KLAUDER, LLC
1500 Walnut Street, Suite 900
Philadelphia, PA 19102
Tel: (215) 642-8271
Fax: (215) 754-4177
E-mail: tbielli@bk-legal.com
dklauder@bk-legal.com
cstephenson@bk-legal.com
About Total Comm Systems
Total Comm Systems, Inc., is a provider of engineering,
construction, excavation, installation, and maintenance services
for the telecommunications industry.
Total Comm Systems filed a Chapter 11 petition (Bankr. E.D. Pa.
Case No. 16-15530) on Aug. 3, 2016. The petition was signed by
Michael H. Pollitt, president.
The Debtor estimated assets of $500,000 to $1 million and
liabilities of $1 million to $10 million at the time of the
filing.
The Debtor tapped Bielli & Klauder, LLC, as counsel; and Bambach
Enterprises LLC dba Bambach Advisors, as financial advisor.
The Debtor is a debtor-in-possession and no trustee has been
appointed in the Chapter 11 case.
TRANS ENERGY: Incurs $7.97 Million Net Loss in Third Quarter
------------------------------------------------------------
Trans Energy, Inc. filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing a net loss
of $7.97 million on $2.25 million of total operating revenues for
the three months ended Sept. 30, 2016, compared to a net loss of
$4.60 million on $2.71 million of total operating revenues for the
same period during the prior year.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $35.55 million on $7.64 million of total operating
revenues compared to a net loss of $10.41 million on $10.80 million
of total operating revenues for the same period a year ago.
As of Sept. 30, 2016, Trans Energy had $77.93 million in total
assets, $149.4 million in total liabilities and a total
stockholders' deficit of $71.48 million.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/aOvwTS
About Trans Energy
St. Mary's, West Virginia-based Trans Energy, Inc. (OTC BB: TENG)
-- http://www.transenergyinc.com/-- is an independent energy
company engaged in the acquisition, exploration, development,
exploitation and production of oil and natural gas. Its
operations are presently focused in the State of West Virginia.
Trans Energy reported a net loss of $19.6 million on $12.4 million
of total operating revenues for the year ended Dec. 31, 2015,
compared to a net loss of $12.5 million on $27.2 million of total
operating revenues for the year ended Dec. 31, 2014.
Maloney + Novotny LLC, in Cleveland, Ohio, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has generated
significant losses from operations and has a working capital
deficit of $116,998,273 at Dec. 31, 2015, which together raises
substantial doubt about the Company's ability to continue as a
going concern.
TRANS-LUX CORP: Posts $140,000 Net Income for Third Quarter
-----------------------------------------------------------
Trans-Lux Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $140,000 on $5.85 million of total revenues for the three months
ended Sept. 30, 2016, compared to net income of $173,000 on $8.16
million of total revenues for the three months ended Sept. 30,
2015.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $895,000 on $15.46 million of total revenues compared
to a net loss of $1.09 million on $18.56 million of total revenues
for the same period a year ago.
As of Sept. 30, 2016, Trans-Lux Corp had $13.66 million in total
assets, $14.65 million in total liabilities and a total
stockholders' deficit of $997,000.
"Strengthening the balance sheet and increasing margins continues
to be our ultimate goal. In the third quarter, construction of our
new state-of-the art manufacturing facility in St. Louis and the
coordination of several facilities has impacted deliveries.
However, we fully believe that when complete, our new manufacturing
base will provide great and sustained returns and efficiencies. We
are confident that shipments that were delayed in third quarter,
will be delivered in fourth quarter," said President and Chief
Executive Officer J.M. Allain.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/k4n42C
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.
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.
UNI-PIXEL INC: Incurs $7.55 Million Net Loss in Third Quarter
-------------------------------------------------------------
Uni-Pixel, Inc. filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing a net loss of $7.55
million on $907,000 of revenue for the three months ended Sept. 30,
2016, compared to a net loss of $10.02 million on $1.49 million of
revenue for the same period a year ago.
For the nine months ended Sept. 30, 2016, the Company reported a
net loss of $22.11 million on $2.71 million of revenue compared to
a net loss of $31.45 million on $2.86 million of revenue for the
nine months ended Sept. 30, 2015.
As of Sept. 30, 2016, Uni-Pixel had $16.57 million in total assets,
$5.87 million in total liabilities and $10.69 million in total
shareholders' equity.
Jeffrey A. Hawthorne, president and chief executive officer of
UniPixel, said, "Financial results for the quarter came in as
anticipated as the legacy programs that were part of the April 2015
acquisition are approaching end-of-life status. We are currently
delivering to three of these legacy programs. We are also
delivering touchscreen sensors for a new 8-inch Android tablet that
we announced as a design win in January 2016. The tablet is being
offered by a major telecom company. As expected, this program took
eight months for the customer to move into production."
"As our legacy programs continue to wind down," continued Mr.
Hawthorne, "the next group of design awards, which came in March,
April and May this year, are expected to go into volume production
during the first two quarters of 2017. We are currently delivering
initial small volumes for five new devices and supplying
manufacturing validation units to an additional eight devices.
These initial shipments are laying the groundwork for a 2017 ramp
in production.
"Throughout 2016 we have been executing on process improvements at
our Colorado Springs manufacturing facility to maximize operating
efficiencies in order to effectively transition to volume
production in 2017," concluded Mr. Hawthorne. "Since the beginning
of calendar 2016 we have achieved material cost reductions of 49%
and have improved overall touch sensor yield by 35%. These
improvements, along with ongoing initiatives, will have a
significant impact on margins as revenue ramps in the first half of
2017 and continues in the second half of the year. This is an
exciting time in the history of UniPixel as we shift into scale
production. We look forward to successfully delivering
leading-edge technology to our customers for many years to come."
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/KQmIl0
About Uni-Pixel Inc.
The Woodlands, Tex.-based Uni-Pixel, Inc. (OTC BB: UNXL)
-- http://www.unipixel.com/-- is a production stage company
delivering its Clearly Superior(TM) Performance Engineered Films
to the Lighting & Display, Solar and Flexible Electronics market
segments.
Uni-Pixel reported a net loss of $37.02 million on $3.75 million of
revenue for the year ended Dec. 31, 2015, compared to a net loss of
$25.7 million on $0 of revenue for the year ended Dec. 31, 2014.
The Company also was in the red since 2010, reporting a net loss of
$3.8 million that year, $8.5 million in 2011, $9.0 million in 2012
and $15.2 million in 2013.
As of June 30, 2016, Uni-Pixel had $22.52 million in total assets,
$4.64 million in total liabilities and $17.88 million in total
shareholders' equity.
As of June 30, 2016, the Company had a cash balance of
approximately $11.3 million and working capital of $14.4 million.
* * *
This concludes the Troubled Company Reporter's coverage of
Uni-Pixel, Inc. until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
UNITED REHABILITATION: Paying UCTS With Real Property Sale Proceeds
-------------------------------------------------------------------
The United Rehabilitation Services filed with the U.S. Bankruptcy
Court for the Middle District of Pennsylvania a first amended
disclosure statement dated Nov. 1, 2016, referring to the Debtor's
plan of reorganization.
The Debtors will continue to market the real property at 489 West
Broad Street, Hazleton, Pennsylvania, for sale. Once a suitable
buyer is located, the Debtor will seek approval of the sale through
the Court. The Debtor will pay at closing the realtor's
commission, real estate taxes prorated, ordinary expenses of sale,
and attorney fees and costs for seeking court approval of the sale
and to complete the sale transaction. Proceeds will also be paid
from closing to reimburse the holdback account for the
post-confirmation expenses of the real property. The net proceeds
of the sale will be paid to Class 2 Commonwealth of PA - UCTS --
estimated at $270,553.73 -- in full satisfaction of the lien. The
lienholder will release its lien as part of the closing of the
sale. UCTS will retain its liens on the real property until the
obligation is paid.
Within 60 days after the Effective Date the Debtor will make a lump
sum distribution to creditors in the amount of no less than
$625,000 which will pay creditors in this order: (i) priority
claims; and (ii) the balance of the distributed, pro rata, to
allowed Class 3 General Unsecured Claims.
The Debtor will retain the remaining cash on hand in a holdback
account for ongoing administrative expenses pending he receipt of
additional funds from the sale of the real property, recovery of
any claims for the unauthorized transfer, and any return from the
draw on the letter of credit.
Payments and distributions under the Plan will be funded from cash
on hand, funds from sale of real property, any proceeds of
litigation, and any recovery of unused draw on letter of credit.
The First Amended Disclosure Statement is available at:
http://bankrupt.com/misc/pamb15-056147-101.pdf
As reported by the Troubled Company Reporter on Oct. 10, 2016, the
Court scheduled for Nov. 22, 2016, the hearing to consider the
approval of the Debtor's disclosure statement dated Sept. 26, 2016.
That small business Chapter 11 plan proposed to make lump sum
distributions to all creditors in the amount of no less than
$625,000, within 60 days after the effective date of the Plan.
The United Rehabilitation Services, Inc., is a nonprofit
corporation. It was formed as a result of the Wyoming Valley
United Way's Community Services Study Commission Reportin 1958 that
recommended the "establishment of a complete and far-reaching
rehabilitation center for the Wyoming Valley" to prevent
proliferation and duplication of services for people with
disabilities.
The Debtor filed a petition for relief under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Pa. Case No. 15-05147) on Nov. 30,
2015. United continues as a debtor in possession at this time.
The Hon. John J Thomas presides over the case. Lisa M. Doran,
Esq., at Doran & Doran, P.C., serves as the Debtor's counsel.
US VIRGIN ISLANDS: Fitch Affirms 'B+' Issuer Default Rating
-----------------------------------------------------------
Fitch Ratings has affirmed its Issuer Default Rating for the U.S.
Virgin Islands (USVI) at 'B+' and the ratings on these issues of
the USVI Public Finance Authority (VIPFA) at 'BB':
-- Approximately $722.3 million gross receipts tax (GRT)
revenue bonds;
-- Approximately $909 million senior lien matching fund revenue
bonds;
-- Approximately $224 million subordinate lien matching fund
revenue bonds;
-- Approximately $237 million subordinate lien matching fund
revenue bonds (Diageo project) series 2009A;
-- Approximately $35.6 million subordinate lien matching fund
revenue bonds (Cruzan project) series 2009A.
The ratings are affirmed in conjunction with the anticipated sale
of approximately $136 million matching fund senior lien series
2016A, and $69.35 million matching fund subordinate lien series
2016B, revenue bonds scheduled to price via negotiation on or about
the week of Nov. 21, 2016. Fitch assigned ratings to these
respective bond issues on Aug. 22, 2016.
The Rating Outlook is Negative.
SECURITY
GRT revenue bonds issued by the VIPFA are secured by a pledge of
GRT collections deposited to the trustee in a separate escrow
account for bondholders prior to their use for general purposes.
The bonds also carry a general obligation pledge of the USVI.
The matching fund revenue bonds are special, limited obligations of
VIPFA payable from and secured by a pledge of and lien on the trust
estate of each respective indenture, primarily matching fund
revenues associated with rum production at the Cruzan and Diageo
facilities located on the USVI.
All current and future GRT and matching fund bondholders have been
provided with a statutory lien on the respective, dedicated revenue
streams, following the governor's signature on Act 7951 granting
this lien on Nov. 7, 2016.
KEY RATING DRIVERS
In August 2016, Fitch transitioned the analysis of the territory's
dedicated tax bonds to criteria applicable to local governments
rather than state governments, following the passage of the Puerto
Rico Oversight, Management, and Economic Stability Act (PROMESA.)
While PROMESA does not currently apply to the USVI, Fitch believes
an avenue has been created for the federal government to adopt
future legislation allowing for a restructuring of USVI-backed debt
even though the USVI is not eligible to file for bankruptcy under
current federal law. As a result, Fitch now treats the USVI as
analogous to a local government in applying dedicated tax bond
criteria.
The bond ratings, at two notches above the USVI's IDR of
'B+'/Negative Outlook, reflect Fitch's assessment that the bonds
are exposed to operating risks of the territory but benefit from
enhanced recovery prospects due to the statutory lien on the
respective revenue streams for bondholders. The statutory lien
meets the conditions laid out in Fitch's criteria to provide rating
enhancement, with the two-notch uplift the most allowable under the
criteria. The rating on all of the debt is capped at the USVI's
IDR plus the recovery enhancement provided by the statutory lien.
Proceeds from the currently offered matching fund revenue bonds
will be applied to funding fiscal 2017 and fiscal 2018 operations
of the USVI. A GRT bond issue that had been expected in August has
been shelved.
Economic Resource Base
The USVI is a small and remote unincorporated territory of the U.S.
located in the Caribbean, about 1,075 miles from Miami. The USVI
is comprised of three separate main islands, St. Croix, St. Thomas,
and St. John, and is about twice the size of the District of
Columbia. The economy of the USVI is limited, with a reliance on
economically-sensitive tourism, particularly from the U.S., and
some industrial development that includes rum production. Fitch
anticipates flat economic performance going forward. The USVI
recently benefited from the purchase of a large, vacant refinery on
St. Croix that is expected to modestly benefit the labor market.
Revenue Framework: 'a' factor assessment
Revenue growth is expected to be modest assuming steady tourism and
slow growth in rum production, which is an important contributor to
operating revenues. The USVI has extensive control over its
operating revenues and the provision of grants, and other operating
aid from the U.S. government provides additional sources of
revenue.
Expenditure Framework: 'bb' factor assessment
Natural spending growth is expected to be well above revenue growth
and Fitch views the USVI's expenditure flexibility as constrained.
The carrying cost for debt and pensions approximates a very high
41%, reflecting the USVI's sizable burden of debt and pension
liabilities that have pushed the actuarially required contribution
(ARC) to a very high level.
Long-Term Liability Burden: 'bb' factor assessment
The USVI's combined long-term debt and pension liability is very
large relative to resources, at about 204% of personal income,
reflecting both outstanding debt obligations issued for capital and
operating purposes and the unfunded pension liability.
Operating Performance: 'bb' factor assessment
Financial operations have been strained and structurally imbalanced
for many years, maintained largely by cash flow borrowing and by
long-term debt issuance in support of operations. Budget imbalance
is expected to persist over the next several years, despite plans
to increase revenues and exercise expenditure restraint. While the
USVI retains some ability to respond to fiscal stress, its
operations are poorly positioned to absorb routine economic
cyclicality or other shocks without further impairing its long-term
liability position.
RATING SENSITIVITIES
IDR: The USVI's IDR is sensitive to further erosion in its
financial position, the success of economic development efforts,
continued growth in outstanding debt obligations, and actions to
improve the sustainability of its pension system.
GRT and Matching Fund Bonds: The ratings on the GRT and matching
fund bonds are sensitive to movement in the USVI's IDR, to which
they are linked. The ratings are also sensitive to trends in
pledged revenue and future leveraging if such events result in
material weakening in coverage.
CREDIT PROFILE
The USVI's 'B+' IDR reflects the significant financial and economic
pressures confronting the USVI that are compounded by an extremely
high liability burden. A severely unbalanced operating budget has
led to multiple years of borrowing to fund ongoing operations,
including proceeds from the current bond issues. Budget imbalance
is expected to continue over the medium term despite the
government's plans to seek revenue enhancements and implement
austerity measures. The debt burden of the USVI has escalated as a
result of extensive borrowing for operations, as well as the
exponential growth in the unfunded liability (UAAL) of the USVI
pension system due to inadequate annual contributions. The funded
ratio for the Government Employees Retirement System (GERS) was
19.6% as of the pension system's October 2015 valuation report.
The economy of the USVI is limited, with a reliance on cyclical and
highly competitive tourism via cruise ship visits and resort stays,
with some diversification provided by industrial development and
rum production on St. Croix. Economic data reflects the economy's
limitations with five years of consecutive employment declines
through 2015 and an unemployment rate estimated at 11.9% by the
USVI as compared to 5.3% rate for the U.S. Until its closure in
2012, the USVI's largest employer was the HOVENSA refinery on St.
Croix. Indicating low wealth levels, personal income per capita on
the USVI is estimated at 46% of the national level and
approximately 32% of individuals live in poverty compared to 16%
for the U.S. as a whole. Recent population trends have been
negative.
Revenue Framework
U.S. personal income tax (PIT), collected as the USVI PIT, provides
the largest support of operations, at 62% of operating tax
revenues, followed by GRT revenue after payment of related debt
service obligations, at 18% of operating tax revenue. Financial
operations are also supported by corporate income taxes, real
property taxes, and a variety of fees and smaller tax revenue
sources. Matching fund revenue beyond what is needed for annual
debt service obligations also flows to the general fund but this
has been a declining resource in recent fiscal years.
The USVI's revenue trends over the past several fiscal years have
been variable, with fairly consistent growth in PIT revenue, aside
from the years following the closure of HOVENSA, and slow growth in
GRT revenue. These trends were offset by declines in real property
tax revenue as the USVI sought to bring its tax rolls up to date,
as well as declines in matching fund revenue due to increasing debt
service requirements, fluctuations in federal advances, and reduced
rum production. Currently stable tourism trends and recently
improved rum shipments are expected to provide stable sources of
revenue for the USVI over the next one to two fiscal years.
The USVI has few legal limitations in federal law on its ability to
raise revenues through base broadenings, rate increases, or new
taxes or fees. Currently, the PIT in the USVI matches the federal
structure; the USVI is authorized to levy additional income taxes,
but currently does not. Federal actions can affect revenues,
including the U.S. Congress' periodic reauthorizations for an
increased "cover over" rate on matching fund revenue, from the
$10.50 base to the $13.25 rate. Delays in reauthorization or
shifting federal practices for calculated advances have
periodically affected USVI receipts after payment of matching fund
bonds.
Expenditure Framework
USVI has a broad scope of spending given that most public services
are delivered directly by the territory itself, rather than lower
levels of government. Similar to U.S. states, a large share of
direct spending is for education and health and human services.
While the USVI has sought to rein in expenditures, through
head-count reductions and other expense initiatives, it has been
unable to eliminate a large structural budget gap that is estimated
at 20% of its budgeted expenditures.
Prospective revenue growth absent policy changes is expected to be
insufficient to fund ongoing spending needs, requiring continual
reliance on lines of credit or bond proceeds.
Fitch believes the USVI's ability to adjust budgeted expenditures
to meet changing fiscal circumstances is constrained. Although
expenditure-control initiatives have frequently been pursued in the
context of annual budgets or in response to underperformance, USVI
actions have often shifted spending needs into future periods.
Actual pension contributions are consistently budgeted far below
actuarially-required levels ($72 million vs. $200 million in fiscal
2015), raising the pension system's liability and elevating future
required contributions. With continued reliance on debt to cover
operations, debt service consumes a greater share of key revenue
sources than it if debt were solely pursued for capital purposes.
For fiscal 2015, carrying costs for debt, actual other
post-employment benefit spending, and the pension ARC totaled $636
million, equivalent to 41% of USVI governmental fund appropriations
in that fiscal year.
Long-Term Liability Burden
The USVI's burden of debt and pensions is extremely high relative
to resources. Fitch estimates net tax-supported debt and
unadjusted, unfunded pension obligations attributable to the USVI
at 204% of 2014 personal income. Net tax-supported debt as of Aug.
1, 2016, at about $2 billion, equated to 90% of 2014 personal
income, while unfunded pension liabilities of $2.58 billion equaled
about 114% of personal income. Under the GASB 67 standard for
pension systems, GERS maintains assets sufficient to cover only
19.6% of projected liabilities as of Sept. 30, 2015 and reports a
depletion date in fiscal 2023.
Fitch views the depletion of GERS's pension assets as becoming an
increasingly likely scenario over the intermediate term. All else
being equal, asset depletion would expose the USVI's budget to the
additional burden of covering current retiree benefits from
operating resources. Based on fiscal 2015 GERS figures, Fitch
estimates this additional burden (net of current contributions) at
$145 million, a figure likely to rise over time.
Operating Performance
The USVI's financial resilience is very limited. It carries an
unrestricted fund deficit of $74 million that equated to 10.8% of
revenues in fiscal 2015, leveraging of significant revenue streams
reduces resources available for operations, and the high fixed
costs for debt service and pensions noted earlier reduce its
ability to respond to cyclical weakness. At present, the USVI does
not carry a budget reserve.
The USVI has been unable to materially strengthen its fiscal
position during the current economic expansion given ongoing fiscal
uncertainty, economic and revenue setbacks such as the sudden
closure of HOVENSA, and the limitations posed by its stressed
fiscal operations. While Fitch believes the current administration
is committed to improving fiscal sustainability, challenges abound
and budgetary balance remains many years away despite plans to
enhance revenues and implement austerity.
Current Developments
Fiscal 2016 benefitted from a $220 million windfall from the sale
of the dormant HOVENSA refinery. Positively, the USVI applied a
portion to paying delayed tax refund liabilities, lines of credit,
revenue anticipation notes, and balances owed to the Water and
Power Authority (WAPA; senior lien bonds rated 'B+'/Negative
Outlook). However, a portion of the payment was applied to
restoring agency cuts.
For fiscal 2017, which began on Oct. 1, the enacted budget factors
in a structural deficit estimated at $170 million that is expected
to be addressed through use of proceeds from the current matching
fund bond issue and funds from lines of credit to be secured by a
pledge of the GRT.
DEDICATED TAX BONDS
Gross Receipts Tax Bonds
Senior lien debt service coverage from fiscal 2015 collections
certified by an independent auditor was 3.9x; when including
unrated, junior lien obligations, combined debt service coverage
was 3.5x that year. Coverage of maximum annual debt service (MADS)
on all GRT-secured debt is almost 2.5x by fiscal 2015 revenues.
The average annual growth rate in GRT collections since fiscal
2012, when the USVI increased the rate to 5%, has been an
essentially flat 0.3%, reflecting marginal growth in the USVI's
economy. Unaudited information for fiscal 2016 indicates GRT
revenue declined a modest 0.1% from fiscal 2015, leaving debt
service coverage essentially unchanged from the prior year.
GRT revenue collections are deposited daily to a special escrow
account. With the exception of a small required payment for
housing, all revenues are allocated to the trustee for the benefit
of bondholders, only after which are remaining receipts available
for general purposes. In addition to the statutory lien, security
features include an additional bonds test requiring 1.5x MADS
coverage by historical and prospective revenues, a debt service
reserve funded at MADS, and covenants precluding tax rate
reductions or the granting of excessive tax incentives.
Additionally, should a 1.5x MADS coverage level be reached in any
12-month period, the USVI has covenanted to seek out additional
revenue to pledge to the bonds. With the GRT rate increase to 5%
in March 2012, the USVI amended the bond resolution to permit the
GRT rate to fall back to 4.5% should corporate income tax receipts
reach $185 million in any fiscal year; CIT receipts were $76.6
million in fiscal 2015.
The Fitch Analytical Sensitivity Tool (FAST) output indicates a
possible 7% drop in revenue in a moderate U.S. recession scenario
(1% U.S. GDP decline). The largest consecutive decline in GRT
revenues since 2006 was a two-year 18.4% drop during the recession.
Matching Fund Bonds
Matching funds are an established revenue stream based on federal
law derived from substantially all excise taxes imposed and
collected on certain products produced and exported to the U.S.,
primarily rum. Pledged revenues are based on proof (alcohol
content) gallons, with a higher proof per gallon subject to a
higher tax. The federal excise tax rate has provided revenue to
the USVI since 1954 at a $10.50 base "cover-over" rate that has
been periodically increased to $13.25. The higher $13.25 rate was
last approved by Congress in December 2015 and extends through
calendar 2016. Payment on the VIPFA bonds, particularly the
subordinate indentures linked to specific facilities, is ultimately
dependent on ongoing rum production at the facilities and sales in
the U.S. Production of rum in the territory itself is tied to
continuation of the federal matching fund program and the
availability of incentives and subsidies to producers from the
USVI.
Matching fund bonds have been issued under a senior indenture (1998
indenture) and two subordinate, parallel project indentures
associated with the USVI's two distilleries (Cruzan indenture and
Diageo indenture). The project indentures, each established in
2009, funded facility improvements at the longstanding Cruzan
distillery and financed the construction of the new Diageo
distillery. The two project indentures are part of broader 30-year
incentive agreements reached between the USVI and local affiliates
of Suntory Holdings Ltd. (not rated), owner of the Cruzan facility,
and Diageo plc (rated 'A-'/Stable Outlook), owner of the Diageo
facility. A debt service reserve funded at MADS provides
additional protection.
An annual, advanced payment is made to the USVI, calculated from
projected sales of USVI-produced rum in the U.S. in the following
fiscal year (Oct. 1 fiscal year start), adjusted by an amount
reflecting the difference between estimated and actual sales two
fiscal years prior. The U.S. Treasury transfers all matching fund
revenue directly to a special escrow agent, who deposits the funds
for payment of annual debt service requirements. The bonds include
a covenant that if matching fund revenues are replaced with another
federal funding stream, the USVI will use its best efforts to use
the substitute revenues for bond repayment. Actual and forecast
sales of USVI-produced rum are determined by market forces as well
as the production capabilities of the two facilities. The advance
payment made to the USVI for fiscal 2016 totaled $213.3 million and
was based on the higher $13.25 rate. The USVI requested, and was
granted, an advance of $202.7 million for fiscal 2017 that was
received in September 2016.
Actual matching fund revenue received in fiscal 2015 totaled $187
million, above the $177.9 million federal advance for that year
that was initially based on the lower $10.50 rate. Revenue
received in fiscal 2015 covered 1998 indenture senior and
subordinate debt service by 2.3x, down sharply from 4x coverage in
fiscal 2014 based on a decline in rum shipments due to competitive
pressures and the full-year effect of Cruzan's loss of two large
bulk rum customers. Coverage of all debt service including both
Cruzan and Diageo-related debt service was 1.76x. Including debt
service for the current bond issue, fiscal 2015 pledged revenue
provides MADS coverage of 1.9x on 1998 indenture debt and 1.56x
coverage on all new outstanding debt.
Shipments for fiscal 2016, according to the USVI, were up 12%
year-over-year and were 8.7% ahead of earlier USVI expectations for
the fiscal year. Matching fund revenue for the entire fiscal 2016
year is not yet available, but through the first three quarters of
fiscal 2016, revenue had improved 2.5% YOY from fiscal 2015. While
matching fund revenue collections appear to be on target for fiscal
2016, Fitch believes MADS coverage on the bonds could become
stressed under a moderate recession scenario or a drop in revenue
equivalent to the largest prior decrease. The FAST output
indicates a possible 6% drop in revenue in the moderate U.S.
recession scenario. The largest consecutive decline in matching
fund revenues since 1999 was a two-year 33% drop that occurred in
fiscal years 2014 and 2015 when the USVI received a partial year of
payments at the lower $10.50 matching rate concurrent with the loss
of two large bulk rum customers to Puerto Rico.
Issuing Entity Exposure
Fitch believes that GRT and matching fund bondholders are exposed
to the USVI's operating risks as expressed in its IDR. As such,
the bond ratings are limited to the IDR enhanced by the benefit of
a statutory lien.
UTSTARCOM HOLDINGS: Shah Capital Has 21.1% Stake as of Nov. 10
--------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Shah Capital Management, Shah Capital Opportunity Fund
LP and Himanshu H. Shah disclosed that as of Nov. 10, 2016, they
beneficially own 7,500,000 shares of common stock of UTStarcom
Holding Corp which represents 21.13 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/I16aNa
About UTStarcom Holdings Corp.
UTStarcom (NASDAQ:UTSI) is a global telecom infrastructure provider
dedicated to developing technology that will serve the rapidly
growing demand for bandwidth from cloud-based services, mobile,
streaming and other applications. The Company works with carriers
globally, from Asia to the Americas, to meet this demand through a
range of innovative broadband packet optical transport and
wireless/fixed-line access products and solutions. The Company's
end-to-end broadband product portfolio, enhanced through in-house
Software Defined Networking (SDN)-based orchestration, enables
mobile and fixed-line network operators and enterprises worldwide
to build highly efficient and resilient future-proof networks for a
range of applications, including mobile backhaul, metro
aggregation, broadband access and Wi-Fi data offload. The
Company's strategic investments in media operational support
service providers expand UTStarcom's capabilities in the field of
next generation video platforms. UTStarcom was founded in 1991,
started trading on NASDAQ in 2000, and has operating entities in
Tokyo, Japan; San Jose, USA; Hangzhou, China; Delhi and Bangalore,
India. For more information about UTStarcom, please visit
http://www.utstar.com.
UTStarcom reported a net loss of $20.7 million on $117 million of
net sales for the year ended Dec. 31, 2015, compared to a net loss
of $30.3 million on $129 million of net sales for the year ended
Dec. 31, 2014.
* * *
This concludes the Troubled Company Reporter's coverage of
UTStarcom Holdings until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
VEREIT INC: Fitch Assigns 'BB' Preferred Stock Rating
-----------------------------------------------------
Fitch Ratings has assigned first-time ratings to VEREIT, Inc.
(NYSE: VER) including an Issuer Default Rating (IDR) of 'BBB-'. The
Rating Outlook is Stable.
KEY RATING DRIVERS
VER's ratings are based on the company's improving credit metrics,
strong management team, well diversified portfolio of predominantly
single-tenant, net leased assets that generate consistent cash flow
growth, and good recent and expected access to capital. Fitch
expects asset quality to improve over the next several years as a
result of VER's capital repositioning strategy of disposing of
select non-core single tenant assets, and culling non-controlled
joint ventures, as well as assets with underlying flat leases.
These strengths are balanced by potential negative implications of
ongoing litigation against the company, the extent and timeline of
which are uncertain. Negative momentum for the ratings and/or
Outlook could result if Fitch expects leverage to exceed 7.0x,
which could be driven by a debt-funded settlement, deterioration in
property-level fundamentals, changes in capital allocation
strategies, or a combination thereof.
IMPROVING CREDIT PROFILE BEFORE POTENTIAL SETTLEMENT PAYOUTS
Since mid-2015 VER has focused on deleveraging and maintaining
strong fixed charge coverage as part of management's push towards
improving the company's credit profile. VER has reduced leverage to
5.5x for the annualized quarter ended Sept. 30, 2016 from 7.9x for
the year ended Dec. 31, 2014. Additionally, fixed charge coverage
(FCC) has improved to 2.8x for the year ended Sept. 30, 2016 from
2.3x for the year ended Dec. 31, 2014. When including 50% of the
company's preferred stock as debt, leverage increases by
approximately 0.4x, which remains strong for the 'BBB-' rating.
Fitch expects leverage and FCC to center at about 6x and 3x,
respectively, during our forecast horizon. The role of asset sales,
as well as equity issuances and accessing low-cost debt, play key
roles in driving Fitch's assumptions.
GRANULAR PORTFOLIO
As of Sept. 30, 2016 VER owned a diversified portfolio across 49
states, as well as Puerto Rico and Canada comprised of 4,213
retail, restaurant, office and industrial real estate properties
with an aggregate of 96.9 million square feet. The portfolio was
98% leased, the vast majority under triple-net leases to single
tenants. VER's largest market, Chicago, represents 5.7% of annual
base rents, followed by Dallas (4.7%) and Houston (2.6%). The
portfolio is well diversified across over 700 different tenants and
many industry classifications, and key tenant risk is moderate with
the largest tenant (Red Lobster) accounting for 8.6% of revenues at
Sept. 30, 2016.
The company's portfolio generates predictable cash flows, absent
tenant bankruptcies and lease rejections, as evidenced by annual
rent bumps of 1% to 2% over a 10- to 20-year lease term at the
onset and consistent occupancy. From 2011 to 2016, occupancy did
not fall below 97% and stood at 98% as of Sept. 30, 2016. VER's
weighted average remaining lease term is in line with the net lease
peer average at 10.0 years. Fitch expects this may increase
slightly as the company completes its asset repositioning plans.
ADEQUATE LIQUIDITY BEFORE POTENTIAL SETTLEMENT PAYOUTS
Fitch calculates that VER's liquidity coverage ratio is 1.8x for
the period Oct. 1, 2016 to Dec. 31, 2018. Fitch defines liquidity
coverage as sources of liquidity (unrestricted cash, availability
under the unsecured revolving credit facility, expected retained
cash flows from operating activities after dividend payments)
divided by uses of liquidity (debt maturities, development
expenditures and capital expenditures).
VER maintains a conservative payout ratio, paying out 67.2% of its
adjusted funds from operations (AFFO) in dividends in 3Q16,
compared with 71.1% in the previous quarter and 65.4% in 2015.
Fitch expects the company's payout ratio will sustain in the mid to
high 60% range on a long-term basis, a credit positive allowing for
internally generated liquidity.
GOOD UNENCUMBERED ASSET COVERAGE
As of Sept. 30, 2016, VER's unencumbered assets (defined as
unencumbered NOI divided by a stressed 9% capitalization rate)
covered net unsecured debt by 2.3x, which is good for the 'BBB-'
rating. Unencumbered asset coverage has improved from 1.1x in
1Q'14.
CAPITAL REPOSITIONING IMPROVES ASSET QUALITY
After joining VER as CEO in 2015, Glenn Rufrano implemented a
portfolio enhancement strategy focused on culling the portfolio of
non-core and lower growth assets, and reducing exposure to
restaurant, office and non-controlled joint ventures. The first
stage initially called for dispositions of $1.8 to 2.2 billion by
the end of 2016, but has subsequently been raised to $2.2 to $2.4
billion. The company has since disposed of over $2 billion in
assets, reducing Red Lobster tenant concentration to 8.6% of
revenues in 3Q16 from 11.9% in 2Q15 and office exposure to 23% of
revenue, close to VER's target of 15 to 20%. The continued targeted
reduction of office assets will make the portfolio less capital
intensive over time, which Fitch views positively. Fitch expects
the company to acquire select retail and industrial assets in 2017
and 2018, as the next phase of repositioning.
ONGOING LITIGATION REPRESENTS THE LARGEST DOWNSIDE RISK
VER is currently subject to government investigations and
litigation relating to overstatements of AFFO in certain of its
2014 financial statements. Fitch has made no assumption regarding
the timing, course of litigation or potential settlement amounts.
The company could preserve or increase liquidity ahead of any
potential payout, given the duration of legal matters.
PREFERRED STOCK NOTCHING
The two-notch differential between VEREIT's IDR and its preferred
stock rating is consistent with Fitch's criteria for corporate
entities with an IDR of 'BBB-'. Based on Fitch's criteria report,
'Treatment and Notching of Hybrids in Nonfinancial Corporate and
REIT Credit Analysis,' dated Feb. 29, 2016, the company's preferred
stock is deeply subordinated and has loss absorption elements that
would likely result in poor recoveries in the event of a corporate
default.
STABLE OUTLOOK
The Stable Outlook reflects Fitch's expectation that VER will
operate within its targeted leverage metric of 6.0 to 6.5x through
the rating horizon and the company will have sufficient liquidity
and access to capital to address a litigation payout while
maintaining investment grade, albeit weaker, metrics and any
potential tenant credit issues.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for VER include:
-- Annual same-store NOI growth of 1.5% in 2016-2018. These
increases reflect contractual rent escalations;
-- $1 billion, $600 million and $1 billion of unsecured bond
issuances in 2016, 2017 and 2018, respectively;
-- Equity issuances of $700 million and $250 million in 2016
and 2018, respectively;
-- Acquisitions of $20 million, $1.5 billion and $1.5 billion
in 2016, 2017 and 2018, respectively;
-- Divestments of $900 million, $1 billion and $500 million in
2016, 2017 and 2018, respectively.
RATING SENSITIVITIES
Fitch does not expect any positive near-term momentum for the
ratings and/or Outlook given the current litigation risk overhang.
In the absence of such overhang, Fitch would consider the following
as potential positive rating and/or Outlook drivers:
-- Fitch's expectation of leverage sustaining below 6.0x
(leverage was at 5.5x at Sept. 30, 2016);
-- Fitch's expectation of FCC sustaining above 3.5x (FCC was
2.8x for the LTM ended Sept. 30, 2016);
-- Fitch's expectation of a 2.5x UA/UD ratio at a 9% stressed
cap rate (UA/UD was 2.3x as of Sept. 30, 2016).
The following factors could result in negative momentum on the
ratings and/or Outlook:
-- Fitch's expectation of leverage sustaining above 7.0x.
-- Fitch's expectation of FCC sustaining below 2.5x;
-- Fitch's expectation of a liquidity shortfall;
-- A significant debt-funded litigation settlement that places
pressure on liquidity and/or leverage.
FULL LIST OF RATING ACTIONS
Fitch has assigned the following ratings:
VEREIT, Inc.
-- IDR 'BBB-';
-- Preferred stock 'BB'.
VEREIT Operating Partnership, L.P.:
-- Unsecured revolving credit facility 'BBB-';
-- Senior unsecured term loan 'BBB-';
-- Senior unsecured notes 'BBB-';
-- Senior unsecured convertible notes 'BBB-'.
The Rating Outlook is Stable.
VILLAGE AT LAKERIDGE: Taps Stris & Maher as Special Counsel
-----------------------------------------------------------
The Village at Lakeridge LLC seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire Stris & Maher,
LLP as special counsel.
The firm will provide legal advice to the Debtor in connection with
the petition for writ of certiorari filed by U.S. Bank National
Association with the U.S. Supreme Court.
U.S. Bank filed the petition after its request for rehearing was
denied by the U.S. Court of Appeals for the Ninth Circuit, which
affirmed a ruling issued by the U.S. Bankruptcy Appellate Panel in
favor with the Debtor.
The Debtor in 2012 appealed an order by the bankruptcy court that
designated the claim of Robert Rabkin as an "insider claim." In
its order, the court ruled that Mr. Rabkin "stepped into the shoes"
of MBP, an insider of the Debtor, and acquired its status as
insider when he purchased the claim.
Stris & Maher will not bill the Debtor for its legal fees. The
Debtor is not also obligated to reimburse the firm if there is no
recovery. If the Debtor, however, prevails in the case, a portion
of recovered attorney's fees will be assigned to the firm.
Moreover, if the Debtor terminates its agreement with Stris &
Maher, it will compensate the firm at its current rate, which is
$700 per hour.
Daniel Geyser, Esq., a partner at Stris & Maher, disclosed in a
court filing that he and his firm do not hold or represent any
interest adverse to the Debtor or its bankruptcy estate.
Stris & Maher can be reached through:
Daniel L. Geyser, Esq.
Stris & Maher, LLP
725 South Figueroa Street, Suite 1830
Los Angeles, CA 90017
Tel: 213-995-6800
Fax: 213-261-0299
About The Village at Lakeridge
The Village at Lakeridge LLC, fka Magnolia Village LLC, in Reno,
Nevada, filed for Chapter 11 bankruptcy (Bankr. D. Nev. Case No.
11-51994) on June 16, 2011. Judge Bruce T. Beesley oversaw the
case. The Law Offices of Alan R. Smith, served as the Debtor's
counsel. In its petition, the Debtor scheduled $9,480,180 in
assets and $18,957,268 in debts. A list of the Company's three
largest unsecured creditors filed together with the petition is
available for free at http://bankrupt.com/misc/nvb11-51994.pdf.
The petition was signed by Kathie Bartlett.
VILLAS DEL MAR: Disclosures OK'd; Plan Hearing on Jan. 24
---------------------------------------------------------
The Hon. Enrique S. Lamoutte Inclan of the U.S. Bankruptcy Court
for the District of Puerto Rico has approved Villas Del Mar Hau,
Inc.'s disclosure statement dated July 5, 2016, referring to the
Debtor's Chapter 11 plan dated July 5, 2016.
A hearing for the consideration of confirmation of the Plan will be
held on Jan. 24, 2017, at 10:00 a.m.
Objections to claims must be filed 45 days prior to the hearing on
confirmation.
Acceptances or rejections of the Plan may be filed in writing by
the holders of all claims on or before 14 days prior to the date of
the hearing on confirmation of the Plan.
Any objection to confirmation of the Plan will be filed on or
before 21 days prior to the date of the hearing on confirmation of
the Plan.
About Villas Del Mar Hau, Inc.
Villas Del Mar Hau, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D.P.R. Case No.: 15-10146) on Dec. 22, 2015.
The petition was Myrna Hau Rodriguez, president/owner. The Debtor
is represented by Victor Gratacos Diaz, Esq., at Gratacos Law Firm.
The case is assigned to Judge Enrique S. Lamoutte Inclan. The
Debtor disclosed total assets of $3.80 million and estimated total
debts of $4.46 million at the time of the filing.
W&T OFFSHORE: FMR LLC Reports 0.42% Stake as of Nov. 9
------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, FMR LLC and Abigail P. Johnson disclosed that as of
Nov. 9, 2016, they beneficially own 571,175 shares of common stock
of W&T Offshore Inc. which represents 0.416% of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/hsIFhn
About UTStarcom Holdings Corp.
UTStarcom (NASDAQ:UTSI) is a global telecom infrastructure provider
dedicated to developing technology that will serve the rapidly
growing demand for bandwidth from cloud-based services, mobile,
streaming and other applications. The Company works with carriers
globally, from Asia to the Americas, to meet this demand through a
range of innovative broadband packet optical transport and
wireless/fixed-line access products and solutions. The Company's
end-to-end broadband product portfolio, enhanced through in-house
Software Defined Networking (SDN)-based orchestration, enables
mobile and fixed-line network operators and enterprises worldwide
to build highly efficient and resilient future-proof networks for a
range of applications, including mobile backhaul, metro
aggregation, broadband access and Wi-Fi data offload. The
Company's strategic investments in media operational support
service providers expand UTStarcom's capabilities in the field of
next generation video platforms. UTStarcom was founded in 1991,
started trading on NASDAQ in 2000, and has operating entities in
Tokyo, Japan; San Jose, USA; Hangzhou, China; Delhi and Bangalore,
India. For more information about UTStarcom, please visit
http://www.utstar.com.
UTStarcom reported a net loss of $20.7 million on $117 million of
net sales for the year ended Dec. 31, 2015, compared to a net loss
of $30.3 million on $129 million of net sales for the year ended
Dec. 31, 2014.
* * *
This concludes the Troubled Company Reporter's coverage of
UTStarcom Holdings until facts and circumstances, if any, emerge
that demonstrate financial or operational strain or difficulty at a
level sufficient to warrant renewed coverage.
WATERPROOF UNLIMITED: Unsecureds To Get Payments For 5 Yrs
----------------------------------------------------------
Waterproofing Unlimited, Inc., filed with the U.S. Bankruptcy Court
for the Northern District of Florida a motion to conditionally
approve the Debtor's disclosure statement referring to the Debtor's
plan of reorganization.
The Debtor has also filed a motion to extend time to object to
claims and requests that the Court hear both motions on an
expedited basis and has filed a consolidated statement of need for
the hearing contemporaneously with the filing of this motion.
Class 2 consists of Claims of Unsecured Creditors Holding Allowed
Claims in excess of $1,000. Each holder of an Allowed Class 4
Claim will receive pro rata payments for five years from the
Unsecured Creditors' Fund. No Class 4 Unsecured Claim will be
allowed to the extent that it is for interest or other similar
charges other than as specifically and expressly provided for
herein.
The Debtor had approximately $8,000 in cash on hand as of the date
of filing of the Plan. These funds will be used for ongoing
operations of the Debtor and this amount may not be on hand as of
the Effective Date. Any cash on hand as of the Effective Date will
be used to satisfy any confirmation payments, including any allowed
administrative claims, to the extent any exist.
Projections demonstrate net available revenue in the approximate
amount of $7,000 annually. The Plan proposes to fund the Unsecured
Creditors' Fund in the amount of the net available revenue
(determined as of Dec. 31 of each year following the confirmation
of the Plan). The net available revenue will be transferred to the
Unsecured Creditors' Fund no later than Jan. 20th of each year,
commencing in 2018 and continuing until Jan. 20, 2022. To the
extent the net available revenue for any calendar
year is less than $7,000, 100% of the net available revenue will be
transferred to the Unsecured Creditors' Fund and distributed as set
forth in the Plan. To the extent the net available revenue exceeds
$7,000, the amount that exceeds $7,000 but is less than $14,000
will be retained by the Debtor and used for capital improvements
and the replacement of vehicles, equipment and tools. To the
extent the net available revenue exceeds $14,000, the amount that
exceeds $14,000 will be transferred to the Unsecured Creditors'
Fund and distributed as set forth in the Plan.
Funding of the Unsecured Creditors' Fund will come from the net
operating revenue generated by the operations of the Reorganized
Debtor. Pro rata payments will be made on an annual basis starting
on Jan. 31, 2018, and then on Jan. 31 each year for four additional
years. The Debtor estimates that the unsecured claims to be paid
are in the aggregate of $39,406.91. The Debtor anticipates that
the payments made to the unsecured creditors will be in the range
of 75% to 100%. The Plan also provides that to the extent that net
operating revenue exceeds $14,000 in any calendar year, the amount
by which the net operating revenue exceeds $14,000 will be added to
the Unsecured Creditors' Fund and will be distributed, pro rata the
holders of Class 2 Claims in which case the distribution percentage
would exceed the 75% estimate, or the claims may be paid in full
sooner than five years. Each holder of a Class 3 convenience claim
will receive a payment equal to 100% of its allowed claim, without
interest on or before April 31, 2017.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flnb16-50218-57.pdf
The Plan was filed by the Debtor's counsel:
Natasha Z. Revell, Esq.
Teresa M. Dorr, Esq.
ZALKIN REVELL, PLLC
2441 US Highway 98W, Suite 109
Santa Rosa Beach, FL 32459
Tel: (850) 267-2111
Fax: (866) 560-7111
E-mail: tasha@zalkinrevell.com
About Waterproofing Unlimited, Inc.
Waterproofing Unlimited, Inc., is an S Corporation organized under
the laws of the State of Florida with its principal place of
business located at 103 Bass Ave, Fort Walton Beach, Florida. It
filed for Chapter 11 bankruptcy protection (Bankr. N.D. Fla. Case
No. 16-30441) on May 11, 2016. Teresa M. Dorr, Esq., at Zalkin
Revell, PLLC, serves as the Debtor's bankruptcy counsel.
WEATHERFORD INT'L: Fitch Cuts LT Issuer Default Ratings to 'CCC'
----------------------------------------------------------------
Fitch Ratings has downgraded the ratings for Weatherford
International plc (Weatherford; NYSE: WFT) and its subsidiaries,
including the companies' Long-Term Issuer Default Ratings (IDRs) to
'CCC' from 'B+'.
Weatherford International Ltd. (Weatherford Bermuda), a wholly
owned subsidiary of Weatherford International plc. (Weatherford,
NYSE: WFT) expects to issue $500 million senior unsecured notes due
2024, under Rule 144A. Fitch does not expect the issue to be
upsized. The notes will be fully and unconditionally guaranteed by
Weatherford and Weatherford International, LLC. (Weatherford
Delaware) making the notes pari passu with existing senior
unsecured debt such as the 7.75% senior unsecured notes due 2021
and the 8.25% senior unsecured notes due 2023. The company expects
to use the proceeds to pay down borrowings under the revolving
credit facility. Fitch expects to rate the new unsecured notes
'CCC-(EXP)/RR5'.
The downgrade reflects the potential further tightening of the
company's specified leverage and L/C ratio covenant following the
fourth quarter (4Q) 2016 calculation, and with the expected 0.5x
step-down in 1Q 2017 per the Credit Agreement. Fitch believes that
while the bond deal provides some near-term cushion, use of
proceeds to repay revolver borrowings may also signal more limited
through the cycle accommodation on the part of the bank group.
The rating also considers the weaker than expected metrics,
worsening outlook for free cash flow (FCF) generation, and more
challenged than previously expected industry trends. A $140 million
SEC penalty payment will be spread out through the next four
quarters, which places additional stress on an already weak
financial profile. Fitch expects that these payments will be funded
with drawings under the revolving credit facility. Finally, the
recent consolidation in the oilfield services sector is likely to
weaken WFT's competitive position in an evolving industry that may
favor larger players.
Fitch also considers the potential that persistently low oil & gas
prices could extend the oilfield services down cycle beyond Fitch's
current expectations and further heighten Weatherford's liquidity
risk. Fitch currently forecasts that FCF will be negative for the
next few quarters, driven by weaker EBITDA expectations. Asset
sales are not factored in our forecasts.
Approximately $7 billion of debt, excluding short-term borrowings,
is affected by the rating action.
KEY RATING DRIVERS
Weatherford's ratings consider its position as the fourth largest
international oil & gas services company, geographic
diversification (North America has historically contributed 45% to
50% of consolidated revenues), returns-focused strategic
initiatives, and projected FCF profile leading to limited FCF
driven debt reduction over the rating horizon. These considerations
are offset by the company's mixed asset quality, covenant pressures
and weaker than forecast through-the-cycle leverage and FCF
metrics.
NEGATIVE 2016 FCF, ELEVATED METRICS FORECAST
Fitch's rating case projects that Weatherford will burn
approximately $200 million FCF in 2016. This FCF estimate considers
a Zubair settlement, full year of operating cost savings,
maintenance capex levels, weaker working capital expectations, and
further reductions in oilfield services demand. Debt/EBITDA metrics
are currently forecast to increase further in 2016 to 22.8x at the
end of 2016, reflecting much weaker than initially expected EBITDA
in the third and fourth quarters of 2016 and in the forecast
period. Absent a material turn around in demand expectations, Fitch
believes there is limited room for Weatherford to remain in
compliance with the specified debt/EBITDA covenant due to the step
downs in 1Q 2017 and Fitch's forecasted year over year decline in
4Q 2016 adjusted EBITDA.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for Weatherford
include:
-- WTI oil price that trends up from $42/barrel in 2016 to a
long-term price of $65/barrel;
-- Henry Hub gas that trends up from $2.35/mcf in 2016 to a
long-term price of $3.25/mcf;
-- Consolidated revenue decline of over 40% in 2016 with
greater declines in North America relative to international
regions on average due to further global E&P capital
spending reductions with a moderate recovery thereafter;
-- Margins that exhibit a full year of cost improvements in
2016 with some moderate additional cost reductions assumed
thereafter;
-- Capital expenditures of $200 million in 2016 followed by
similarly low levels of capex until operating cash flows
exhibit meaningful growth;
-- Retention of international rig fleet;
-- $140 million in SEC penalty payments over the next four
quarters starting in 4Q 2016.
RATING SENSITIVITIES
Positive: No positive rating actions are currently contemplated
over the near term given the continued weakness in the oilfield
services outlook and Fitch's projections for leverage that exceeds
through-the-cycle levels. However, future developments that may,
individually or collectively, lead to a positive rating action
include:
For an upgrade to 'B-':
-- Demonstrated commitment by management to lower gross debt
levels;
-- Track record by management of achieving operational and
financial targets;
-- Demonstrated ability to effectively manage forecasted cash
burn and covenant violation risks;
-- Improved oilfield services outlook supported by pricing
and/or activity level improvements such as additional
contracts from credit worthy customers;
Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:
-- Failure to manage covenant issues, and FCF burn that further
heighten liquidity risks;
-- Further material, sustained declines in oilfield services
demand.
CAPITAL MARKET TRANSACTIONS ALLEVIATE NEAR-TERM LIQUIDITY CONCERNS
Weatherford had cash and equivalents of $440 million, as of Sept.
30, 2016. The majority of cash has historically been held by
foreign subsidiaries with $122 million denominated in
exchange-restricted Angolan kwanza. Supplemental liquidity is
principally provided by the company's recently amended $1.15
billion unsecured guaranteed credit facility due July 2019, which
is subject to periodic reductions to a minimum commitment of $1
billion. Fitch notes, however, that the company will have access to
an additional $229 million in non-extending bank credit facility
commitments until July 2017. There is an accordion feature, which
allows for existing lenders to commit to an additional $250
million.
MATURITY PROFILE
Weatherford has pro-actively refinanced its up-coming maturities
through a series of capital market transactions in the last few
months. As such, the company has a very manageable maturity
schedule. Over the next five years, Weatherford has $89 million in
6.35% senior notes due June 2017, $66 million in 6% senior notes
due in March 2018, $490 million in 9.625% senior notes due March
2019, and $363 million in 5.125% senior notes due September 2020.
The recently issued $500 million secured term loan is due July
2020, is subject to quarterly amortization payments of $12.5
million that began on Sept. 30, 2016. Following the pay down of
approximately half of the 9.625% senior notes due March 2019, the
amended credit facility is no longer subject to the initial Nov.
28, 2018 springing maturity date. Management has indicated that
they expect to meet the upcoming maturities with a combination of
cash on hand, and still pending land rig sale proceeds (management
estimate of $500 million to $1 billion), and debt proceeds.
COVENANT LEVELS
The company's main financial covenants, as defined in the term loan
and credit agreement, are a maximum specified senior debt-to-EBITDA
ratio of 3x and, maximum specified senior debt and letter of
credit-to-EBITDA ratio of 4x, and minimum asset coverage ratio of
4x. Specified senior debt, as per the covenants, represents the
secured term loan and unsecured debt enhanced by a guarantee. As of
Sept. 30, 2016, Weatherford was in compliance with all the
covenants under the Credit Agreement. The specified senior
debt-to-EBITDA calculation was 1.94x, Specified Asset Coverage was
12.7x and the Specified Leverage and L/C ratio was 3.18x. However,
given the weakened outlook for EBITDA and cash flow, Weatherford
may face tightened covenant headroom when the covenants step down
in 1Q 2017, with the specified senior debt-to-EBITDA covenant and
the specified senior debt and letter of credit to EBITDA ratio each
decline by half a turn. Other customary covenants contained in the
indentures governing the senior unsecured notes restrict the
ability to incur additional liens, engage in sale and leaseback
transactions, and merge, consolidate, or sell assets, as well as
change in control provisions.
SECURITY AND GUARANTEES
The term loan security package is a first lien on Weatherford
International Ltd. (Weatherford Bermuda) with guarantees from the
parent and Weatherford International, LLC (Weatherford Delaware),
as well as guarantees from WOFS International Finance GmbH (Swiss)
and Weatherford Worldwide Holdings GmbH, among others. The amended
unsecured guaranteed credit facility is guaranteed by substantially
all material HoldCos and all material OpCos in certain
jurisdictions that directly or indirectly represent approximately
100% of EBITDA. Guarantees have also been provided by and between
Weatherford Bermuda and Weatherford Delaware for all senior
unsecured notes, including the proposed $500 million new offering,
effectively making the notes pari passu and establishing
cross-guarantees. Additionally, Weatherford International plc has
guaranteed all obligations of its affiliates.
Fitch believes that the term loan's first-lien security gives it
priority over the unsecured guaranteed credit facility and senior
unsecured notes. Further, Fitch views the guarantees provided by
the material HoldCos and OpCos structurally subordinate the senior
unsecured notes.
OTHER CONTINGENT LIABILITIES
Weatherford's pension obligations were underfunded by $124 million
for the year ended 2015. Fitch believes that pension funding
requirements are manageable relative to mid-cycle funds from
operations and pension contributions. The company had nearly $1.6
billion in other contingent obligations on a multi-year,
undiscounted basis as of Dec. 31, 2015. These obligations consisted
of non-cancellable operating lease payments ($1.2 billion) and
purchase obligations ($383 million).
FULL LIST OF RATING ACTIONS
Fitch has downgraded the following ratings:
Weatherford International plc.
-- Long-Term IDR to 'CCC' from 'B+'.
Weatherford International Ltd. (Bermuda)
-- Long-Term IDR to 'CCC' from 'B+';
-- Senior secured term loan A to 'B/RR1'from 'BB+/RR1';
-- Senior unsecured guaranteed bank facility to 'B-/RR2' from
'BB/RR2';
-- Senior unsecured notes to 'CCC-/RR5' from 'B+/RR4';
-- Short-Term IDR to 'C' from 'B';
-- Commercial paper program to 'C' from 'B'.
Weatherford International, LLC. (Delaware)
-- Long-Term IDR to 'CCC' from 'B+';
-- Senior unsecured notes to 'CCC-/RR5' from 'B+/RR4.'
Fitch has also assigned the following expected rating:
Weatherford International Ltd. (Bermuda)
-- Senior unsecured notes 'CCC-(EXP)/RR5'.
ZUCKER GOLDBERG: Could Sue Insiders Over 4S, Examiner Says
----------------------------------------------------------
Donald H. Steckroth, the Chapter 11 Examiner for Zucker Goldberg &
Ackerman, LLC, has filed a report on November 8, 2016, before the
United States Bankruptcy Court for the District of New Jersey.
Following investigation, the Chapter 11 Examiner concluded that the
Debtor's estate has actionable legal claims against related third
parties. He reported that the claims are of varying strength and
subject to potential defenses and findings of fact. The claims,
principally, consist of causes of action concerning the estate's
and Michael Ackerman's interests in and relationship to the
Debtor's affiliate, 4S Technologies, LLC.
The Chapter 11 Examiner added that the value of the claims is
related to the assets, including patents, of 4S Technologies, LLC.,
and the entity's going concern value. Potential recoveries are
also available through preference actions under section 547 of the
Bankruptcy Code.
The Examiner also noted that:
-- The Debtor and 4S are parties to several agreements
governing their relationship;
-- The Debtor's and 4S's finances are intricately intertwined,
the
-- The Debtor and 4S are affiliates;
-- Over 2011 and into 2012, as 4S became profitable, 4S paid
back its debt to ZGA with interest and thereafter began lending
money to ZGA through the Petition Date; and
-- 4S is listed in the Debtor's Schedules as holding an
undisputed general unsecured claim in the amount of $4,426,317.
The report also noted that "Michael Ackerman argues that his
ownership of a majority interest in both 4S and ZGA while the
companies shared some employees and resources, and had common
clients, does not make the companies alter egos. 4S further points
out that corporate "affiliates" routinely have some owners in
common and share employees and other resources, and thereafter
allocate the costs of the resources between or among them. Mr.
Ackerman argues further that ZGA and 4S operated as separate and
distinct entities and that none of the creditors challenged or
objected to that procedure. He points to the fact that other than
Chase, the secured lender, no creditor of ZGA or 4S sought a
guarantee or other assurance from ZGA that 4S fund and repay ZGA's
creditor debt."
According to the Examiner, those arguments are not persuasive in
light of the totality of the circumstances and the control
maintained by Michael Ackerman over both entities.
A full-text copy of the Examiner Report is available at
http://bankrupt.com/misc/njb15-24585-0688.pdf
The Ch. 11 Examiner is represented by:
Felice R. Yudkin, Esq.
Jacob S. Frumkin, Esq.
Court Plaza North
25 Main Street
Hackensack, NJ 07602-0800
Tel.: (201) 489-3000
Fax: (201) 489-1536
Emails: fyudkin@coleschotz.com
jfrumkin@coleschotz.com
About Zucker, Goldberg &
Ackerman
Formed in 1923 as Zucker & Goldberg, the law firm Zucker, Goldberg
& Ackerman, LLC, was primarily engaged in the representation of
lenders and secured parties in foreclosure matters, insolvency
proceedings and related matters. The sole members of ZGA are
Michael S. Ackerman, Esq. and Joel Ackerman, Esq. Michael S.
Ackerman is the managing member of the firm. ZGA's primary offices
are in Mountainside, New Jersey.
Zucker, Goldberg & Ackerman, LLC, sought Chapter 11 protection
(Bankr. D.N.J. Case No. 15-24585) in Newark, New Jersey, on Aug. 3,
2015, to complete the orderly liquidation of the business.
The case is assigned to Judge Christine M. Gravelle.
The Debtor disclosed total assets of $11.5 million and total
liabilities of $53.3 million as of June 30, 2015.
ZGA tapped Wasserman, Jurista & Stolz, P.C. as bankruptcy counsel;
Brown, Moskowitz & Kallen, P.C., as special litigation counsel;
Genova Burns as labor counsel; and BMC Group, Inc., as noticing
and balloting agent.
On Aug. 17, 2015, an Official Committee of Unsecured Creditors was
appointed by the Office of the United States Trustee. The Committee
on Oct. 15, 2015, won approval to retain McCarter & English, LLP
("McCarter") to serve as Committee counsel, effective as Aug. 14,
2015.
* * *
The Debtor in December 2015 filed a "Plan of Orderly Liquidation"
which provides for the wind down of the firm's business. The Plan
was put on hold pending the issuance of a report by the examiner.
The Court on Feb. 8, 2016, entered an order approving the Acting
U.S. Trustee's appointment of former bankruptcy judge Donald H.
Steckroth, Esq., as examiner. The Creditors Committee sought
an examiner to investigate possible claims against current and
former members of the bankrupt foreclosure law firm and related
"insiders."
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Yamile Castro
Bankr. C.D. Cal. Case No. 16-24642
Chapter 11 Petition filed November 4, 2016
represented by: Anthony Obehi Egbase, Esq.
LAW OFFICES OF ANTHONY O EGBASE & ASSOC
E-mail: info@aoelaw.com
In re Jacob Winding
Bankr. E.D. Cal. Case No. 16-27349
Chapter 11 Petition filed November 4, 2016
Filed Pro Se
In re UNIVE Inc.
Bankr. N.D. Cal. Case No. 16-43098
Chapter 11 Petition filed November 4, 2016
See http://bankrupt.com/misc/canb16-43098.pdf
represented by: Mufthiha Sabaratnam, Esq.
SABARATNAM AND ASSOCIATES
E-mail: mufti@taxandbklaw.com
In re Andrew Wells Moulton
Bankr. M.D. Fla. Case No. 16-09525
Chapter 11 Petition filed November 4, 2016
represented by: R. John Cole, II, Esq.
COLE & COLE LAW, P.A.
E-mail: rjc@colecolelaw.com
In re Ken's Custom Upholstery Inc.
Bankr. N.D. Ill. Case No. 16-35268
Chapter 11 Petition filed November 4, 2016
See http://bankrupt.com/misc/ilnb16-35268.pdf
represented by: David P. Lloyd, Esq.
DAVID P. LLOYD, LTD.
E-mail: courtdocs@davidlloydlaw.com
In re Diane L. Thomas
Bankr. N.D. Ill. Case No. 16-35311
Chapter 11 Petition filed November 4, 2016
represented by: John C. Ruddy, Esq.
RUDDY, KING & PETERSEN LAW GROUP, LLC
E-mail: jruddy@ruddyking.com
In re Holdings Group LLC - Monroe 1 Holdings Group LLC
Bankr. N.D. Ill. Case No. 16-35348
Chapter 11 Petition filed November 4, 2016
See http://bankrupt.com/misc/ilnb16-35348.pdf
represented by: Jason Van Van Hemert, Esq.
VAN HEMERT LAW GROUP
E-mail: vanhemertlaw@gmail.com
In re Rita B. Patel and Bharakumar T. Patel
Bankr. D.N.J. Case No. 16-31214
Chapter 11 Petition filed November 4, 2016
represented by: Harrison Ross Byck, Esq.
KASURI BYCK, LLC
E-mail: lawfirm@kasuribyck.com
In re PJK Family Trust
Bankr. D. Or. Case No. 16-34214
Chapter 11 Petition filed November 4, 2016
See http://bankrupt.com/misc/orb16-34214.pdf
represented by: James Ray Streinz, Esq.
STREINZ LAW OFFICE
E-mail: ray@streinzlaw.com
In re Patricia Lynn Hayden
Bankr. D. Or. Case No. 16-34221
Chapter 11 Petition filed November 4, 2016
Filed Pro Se
In re Robert Charles Stanley
Bankr. S.D.W. Va. Case No. 16-20620
Chapter 11 Petition filed November 4, 2016
represented by: George L. Lemon, Esq.
E-mail: georgelemon@frontier.com
In re Nahid M F International, Inc.
Bankr. S.D. Fla. Case No. 16-24969
Chapter 11 Petition filed November 5, 2016
See http://bankrupt.com/misc/flsb16-24969.pdf
represented by: Elias Leonard Dsouza, Esq.
ELIAS LEONARD DSOUZA, PA
E-mail: dtdlaw@aol.com
In re Alexis Torres
Bankr. D.P.R. Case No. 16-08903
Chapter 11 Petition filed November 5, 2016
represented by: Carlos Rodriguez Quesada, Esq.
LAW OFFICE OF CARLOS RODRIGUEZ QUESADA
E-mail: cerqlaw@gmail.com
In re Jessica Mercado Quinonez
Bankr. D.P.R. Case No. 16-08908
Chapter 11 Petition filed November 5, 2016
represented by: Jesus Enrique Batista Sanchez, Esq.
THE BATISTA LAW GROUP, PSC
E-mail: jesus.batista@batistalawgroup.com
In re 1126 N. NEMA, LLC
Bankr. D. Ariz. Case No. 16-12752
Chapter 11 Petition filed November 6, 2016
See http://bankrupt.com/misc/azb16-12752.pdf
represented by: Kasey C. Nye, Esq.
KASEY C. NYE, LAWYER, PLLC
E-mail: knye@kcnyelaw.com
In re David I. Turok
Bankr. N.D. Ill. Case No. 16-35413
Chapter 11 Petition filed November 6, 2016
represented by: Joseph E. Cohen, Esq.
COHEN & KROL
E-mail: jcohen@cohenandkrol.com
In re Joan Kathryn Livdahl
Bankr. D. Ariz. Case No. 16-12768
Chapter 11 Petition filed November 7, 2016
represented by: Richard A. Drake, Esq.
DRAKE LAW FIRM PLC
E-mail: rdrake@bdlawyers.com
In re Beverly Sesson
Bankr. C.D. Cal. Case No. 16-24726
Chapter 11 Petition filed November 7, 2016
represented by: Daniel King, Esq.
GENESIS LAW GROUP
E-mail: dking@TheGenesisLaw.com
In re Evangelina A Melchor
Bankr. N.D. Cal. Case No. 16-53171
Chapter 11 Petition filed November 7, 2016
represented by: Dana M. Douglas, Esq.
LAW OFFICES OF DANA M DOUGLAS
E-mail: dmddouglas@hotmail.com
In re B Fischer Industries, LLC
Bankr. D. Colo. Case No. 16-20863
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/cob16-20863.pdf
represented by: Arthur Lindquist-Kleissler, Esq.
LINDQUIST-KLEISSLER & COMPANY, LLC
E-mail: Arthuralklaw@gmail.com
In re The Table, LLC
Bankr. M.D. Fla. Case No. 16-07294
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/flmb16-07294.pdf
represented by: Jeffrey Ainsworth, Esq.
BRANSONLAW PLLC
E-mail: jeff@bransonlaw.com
In re George Nicovic and Fiorella Nicovic
Bankr. M.D. Fla. Case No. 16-09563
Chapter 11 Petition filed November 7, 2016
represented by: Buddy D. Ford, Esq.
BUDDY D. FORD, P.A.
Email: Buddy@TampaEsq.com
In re Slayton Family Beef O'Bradys LLC
Bankr. N.D. Fla. Case No. 16-40484
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/flnb16-40484.pdf
represented by: Robert C. Bruner, Esq.
E-mail: RobertCBruner@hotmail.com
In re F & R Equipment & Wholesale, LLC
Bankr. S.D. Fla. Case No. 16-24976
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/flsb16-24976.pdf
represented by: Michael P Borell, Esq.
MICHAEL BORELL PA
E-mail: ana@michaelborellpa.com
In re The BrainWare Company
Bankr. N.D. Ill. Case No. 16-35539
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/ilnb16-35539.pdf
represented by: Matthew E. McClintock, Esq.
GOLDSTEIN & MCCLINTOCK LLLP
E-mail: mattm@restructuringshop.com
In re Robert Jesse Hyde and Brigette Delatte Hyde
Bankr. E.D. La. Case No. 16-12744
Chapter 11 Petition filed November 7, 2016
represented by: Eugene B. Gerdes, III, Esq.
E-mail: angel@gerdeslaw.net
In re Keith P. Martin and Deana M. Martin
Bankr. D. Mass. Case No. 16-14269
Chapter 11 Petition filed November 7, 2016
represented by: Gary W. Cruickshank, Esq.
LAW OFFICE OF GARY W. CRUICKSHANK
E-mail: gwc@cruickshank-law.com
In re Lawrence K. Mace
Bankr. D. Md. Case No. 16-24730
Chapter 11 Petition filed November 7, 2016
represented by: Jeffrey M. Sirody, Esq.
JEFFREY M. SIRODY AND ASSOCIATES, P.A.
E-mail: smeyers5@hotmail.com
In re Creative Presentations Foods, LLC
Bankr. D.N.J. Case No. 16-31361
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/njb16-31361.pdf
represented by: Eric S. Medina, Esq.
MEDINA LAW FIRM LLC
E-mail: emedina@medinafirm.com
In re Leonora O. Baldoza
Bankr. D. Nev. Case No. 16-15977
Chapter 11 Petition filed November 7, 2016
represented by: Micheal J. Brock, Esq.
MICHEAL J. BROCK, LLC
E-mail: jpl.brock@gmail.com
In re Eric James De Weerd and Danielle Marie Sirianni-De Weerd
Bankr. D.S.C. Case No. 16-05655
Chapter 11 Petition filed November 7, 2016
Filed Pro Se
In re William Theodore Minkoff, Jr.
Bankr. M.D. Tenn. Case No. 16-08013
Chapter 11 Petition filed November 7, 2016
represented by: Timothy G. Niarhos, Esq.
E-mail: tim@niarhos.com
In re Cobb & Associates Corp.
Bankr. W.D. Tex. Case No. 16-52575
Chapter 11 Petition filed November 7, 2016
See http://bankrupt.com/misc/txwb16-52575.pdf
represented by: H. Anthony Hervol, Esq.
LAW OFFICE OF H. ANTHONY HERVOL
E-mail: hervol@sbcglobal.net
In re Paul Andrew Leitner-Wise
Bankr. E.D. Va. Case No. 16-13784
Chapter 11 Petition filed November 7, 2016
Filed Pro Se
In re Philip Joseph Jaurigui
Bankr. C.D. Cal. Case No. 16-24760
Chapter 11 Petition filed November 8, 2016
represented by: Leonard Pena, Esq.
E-mail: lpena@penalaw.com
In re Mark Shawn McFadden
Bankr. M.D. Fla. Case No. 16-09621
Chapter 11 Petition filed November 8, 2016
represented by: John M Brunson, Esq.
E-mail: jmb@jmbesquire.com
In re The Upper Room Bible Church, Inc.
Bankr. E.D. La. Case No. 16-12757
Chapter 11 Petition filed November 8, 2016
See http://bankrupt.com/misc/laeb16-12757.pdf
represented by: Brandon A. Brown, Esq.
STEWART ROBBINS & BROWN, LLC
E-mail: bbrown@stewartrobbins.com
In re Marion P. Taylor and John D. Taylor, Jr.
Bankr. D.N.J. Case No. 16-31451
Chapter 11 Petition filed November 8, 2016
represented by: Harrison Ross Byck, Esq.
KASURI BYCK, LLC
E-mail: lawfirm@kasuribyck.com
In re Brighton Medical Plaza, P.C.
Bankr. E.D.N.Y. Case No. 16-45056
Chapter 11 Petition filed November 8, 2016
See http://bankrupt.com/misc/nyeb16-45056.pdf
represented by: Michael A. King, Esq.
E-mail: Romeo1860@aol.com
In re Thomas S. Walls
Bankr. E.D. Pa. Case No. 16-17837
Chapter 11 Petition filed November 8, 2016
represented by: Joseph R. Viola, Esq.
E-mail: jrviola@comcast.net
In re Michael C. Cyrilla
Bankr. W.D. Pa. Case No. 16-24175
Chapter 11 Petition filed November 8, 2016
represented by: Donald R. Calaiaro, Esq.
CALAIARO VALENCIK
E-mail: dcalaiaro@c-vlaw.com
In re RedRock Well Service, LLC
Bankr. D. Utah Case No. 16-29891
Chapter 11 Petition filed November 8, 2016
See http://bankrupt.com/misc/utb16-29891.pdf
represented by: Andres Diaz, Esq.
DIAZ & LARSEN
E-mail: courtmail@adexpresslaw.com
In re Santa Rosa Animal Hospital, P.A.
Bankr. N.D. Fla. Case No. 16-31051
Chapter 11 Petition filed November 9, 2016
See http://bankrupt.com/misc/flnb16-31051.pdf
represented by: Natasha Z. Revell, Esq.
ZALKIN REVELL, PLLC
E-mail: tasha@zalkinrevell.com
In re Gallop Phedro Franklin, Sr. and Kristal Parris Franklin
Bankr. N.D. Fla. Case No. 16-40487
Chapter 11 Petition filed November 9, 2016
represented by: Allen Turnage, Esq.
ALLEN TURNAGE, P.A.
E-mail: service@turnagelaw.com
In re A+ Quality Home Health Care Inc.
Bankr. S.D. Fla. Case No. 16-25080
Chapter 11 Petition filed November 9, 2016
See http://bankrupt.com/misc/flsb16-25080.pdf
represented by: David W. Langley, Esq.
E-mail: dave@flalawyer.com
In re Shawni S. Moshiri
Bankr. N.D. Ill. Case No. 16-35721
Chapter 11 Petition filed November 9, 2016
represented by: J Kevin Benjamin, Esq.
BENJAMIN & BRAND LLP
E-mail: attorneys@benjaminlaw.com
In re Pink Transportation, LLC
Bankr. N.D. Ill. Case No. 16-35730
Chapter 11 Petition filed November 9, 2016
See http://bankrupt.com/misc/ilnb16-35730.pdf
represented by: William E. Jamison, Jr., Esq.
LAW OFFICE OF WILLIAM E. JAMISON, JR. &
ASSOCIATES
E-mail: wjami39246@aol.com
In re Marvin Russell Minney
Bankr. D.N.J. Case No. 16-31503
Chapter 11 Petition filed November 9, 2016
represented by: Kareem J Crawford, Esq.
THE LAW OFFICES OF KAREEM J. CRAWFORD
E-mail: kareemjcrawford91@gmail.com
In re Eliezer Constantino Rodriguez and Marietta S Rodriguez
Bankr. D. Nev. Case No. 16-15994
Chapter 11 Petition filed November 9, 2016
represented by: Michael J. Harker, Esq.
E-mail: notices@harkerlawfirm.com
In re Children's Garden One, Inc.
Bankr. E.D. Pa. Case No. 16-17875
Chapter 11 Petition filed November 9, 2016
See http://bankrupt.com/misc/paeb16-17875.pdf
represented by: Timothy Zearfoss, Esq.
LAW OFFICE OF TIMOTHY ZEARFOSS
E-mail: tzearfoss@aol.com
In re 21 WEST CORP.
Bankr. E.D. Pa. Case No. 16-17876
Chapter 11 Petition filed November 9, 2016
See http://bankrupt.com/misc/paeb16-17876.pdf
represented by: Timothy Zearfoss, Esq.
LAW OFFICE OF TIMOTHY ZEARFOSS
E-mail: tzearfoss@aol.com
In re Christopher Ibhawo and Grace Ibhawo
Bankr. N.D. Cal. Case No. 16-43128
Chapter 11 Petition filed November 10, 2016
represented by: Mufthiha Sabaratnam, Esq.
SABARATNAM AND ASSOCIATES
E-mail: mufti@taxandbklaw.com
In re John Steven Wilson
Bankr. M.D. Fla. Case No. 16-04143
Chapter 11 Petition filed November 10, 2016
represented by: Donald M. DuFresne, Esq.
PARKER & DUFRESNE
E-mail: dufresne@jaxlawcenter.com
In re Faracas Finest Family Trust John Briggs Faraca Trustee
Bankr. M.D. Fla. Case No. 16-09682
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/flmb16-09682.pdf
Filed Pro Se
In re Gary Ambro
Bankr. E.D. Mich. Case No. 16-55307
Chapter 11 Petition filed November 10, 2016
represented by: Kimberly Ross Clayson, Esq.
E-mail: kclayson@schneidermiller.com
In re Stages, Inc.
Bankr. D. Nev. Case No. 16-16019
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/nvb16-16019.pdf
represented by: Seth D. Ballstaedt, Esq.
THE BALLSTAEDT LAW FIRM
E-mail: seth@ballstaedtlaw.com
In re Baltic Property Solutions, Inc.
Bankr. W.D.N.Y. Case No. 16-12276
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/nywb16-12276.pdf
Filed Pro Se
In re Reshetar Realty, Inc.
Bankr. E.D. Pa. Case No. 16-17899
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/paeb16-17899.pdf
represented by: Edmond M. George, Esq.
OBERMAYER REBMANN MAXWELL & HIPPEL, LLP
E-mail: edmond.george@obermayer.com
In re Lifeline Sleep Center, LLC
Bankr. W.D. Pa. Case No. 16-24201
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/pawb16-24201.pdf
represented by: Brian C. Thompson, Esq.
THOMPSON LAW GROUP, P.C.
E-mail: bthompson@ThompsonAttorney.com
In re Tempest Group, LLC
Bankr. W.D. Pa. Case No. 16-24204
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/pawb16-24204.pdf
represented by: Donald R. Calaiaro, Esq.
CALAIARO VALENCIK
E-mail: dcalaiaro@c-vlaw.com
In re Jae Moo Choi and Jung Choi
Bankr. E.D. Tex. Case No. 16-42066
Chapter 11 Petition filed November 10, 2016
represented by: Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
E-mail: eric@ealpc.com
In re Dwight E. Avis, Jr. and Judith C. Stover
Bankr. E.D. Va. Case No. 16-13857
Chapter 11 Petition filed November 10, 2016
represented by: John W. Bevis, Esq.
JOHN W. BEVIS, P.C.
E-mail: johnbevis@bevislawoffices.com
In re Tyga Barber Jennings
Bankr. W.D. Va. Case No. 16-71486
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/vaeb16-71486.pdf
Filed Pro Se
In re Alaska Harvest Seafood LLC
Bankr. W.D. Wash. Case No. 16-15664
Chapter 11 Petition filed November 10, 2016
See http://bankrupt.com/misc/wawb16-15664.pdf
Filed Pro Se
In re Henry Danpour
Bankr. C.D. Cal. Case No. 16-24956
Chapter 11 Petition filed November 11, 2016
represented by: Alan G Tippie, Esq.
E-mail: atippie@sulmeyerlaw.com
In re Raymond Halais Kareh
Bankr. D.P.R. Case No. 16-08974
Chapter 11 Petition filed November 11, 2016
represented by: Manolo R Santiago, Esq.
RIVERA VELEZ & SANTIAGO LLC
E-mail: mrsmanolo@gmail.com
In re Woodhaven Townhouse Association, Inc.
Bankr. N.D. Tex. Case No. 16-34424
Chapter 11 Petition filed November 11, 2016
See http://bankrupt.com/misc/txnb16-34424.pdf
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re K&H Restaurant, Inc.
Bankr. S.D.N.Y. Case No. 16-13151
Chapter 11 Petition filed November 13, 2016
See http://bankrupt.com/misc/nysb16-13151.pdf
represented by: Gabriel Del Virginia, Esq.
LAW OFFICES OF GABRIEL DEL VIRGINIA
E-mail: gabriel.delvirginia@verizon.net
In re R.J. Hyland's Sports Page Pub, Inc.
Bankr. S.D.N.Y. Case No. 16-23567
Chapter 11 Petition filed November 13, 2016
See http://bankrupt.com/misc/nysb16-23567.pdf
represented by: Anne J. Penachio, Esq.
PENACHIO MALARA LLP
E-mail: apenachio@pmlawllp.com
In re Paws and Claws Pet Inn, LLC
Bankr. M.D.N.C. Case No. 16-81010
Chapter 11 Petition filed November 14, 2016
See http://bankrupt.com/misc/ncmb16-81010.pdf
represented by: James C. White, Esq.
PARRY TYNDALL WHITE
E-mail: jwhite@ptwfirm.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
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share in public markets. At first glance, this list may look like
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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 ***