/raid1/www/Hosts/bankrupt/TCR_Public/170209.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, February 9, 2017, Vol. 21, No. 39
Headlines
2319 PENMAR: Case Summary & 3 Unsecured Creditors
2424 ESSE: Hires NAI Mertz as Realtor
900 RETAIL: Brickell Bank Wants to Prohibit Cash Collateral Use
A ROANOKE: Hires Richard D. Scott as Bankruptcy Counsel
ACELITY LP: Moody's Raises Corporate Family Rating to B2
ACOSTA INC: Moody's Lowers CFR to B3; Outlook Stable
ACTIVECARE INC: CEO Reports 30.4% Equity Stake as of Jan. 31
ACTIVECARE INC: Justin Keener Reports 9.99% Stake as of Feb. 1
ADVANCED MICRO: Moody's Raises Corporate Family Rating to B3
ALLEN CONSTRUCTION: Disclosures OK'd; Plan Hearing on March 9
AMERICAN POWER: Completes $2.6M Placement; New Chairman Named
APPROACH RESOURCES: Moody's Hikes CFR to Caa1; Outlook Stable
ARAMARK SERVICES: Share Repurchase Program No Impact on Moody's CFR
AUDIENCE RESEARCH: Unsecureds to Recover 91% Under Plan
AURA SYSTEMS: Inks JV Agreement with Jiangsu AoLunTe
AVAYA INC: More Infos Needed on Bonus, Severance Plan, Trustee Says
BAILEY HILL: Hires Maltz Auctions as Broker & Auctioneer
BAILEY RIDGE: Can Use Dubuque Bank Cash on Interim Basis
BALL CORP: Fitch Affirms 'BB+' Issuer Default Rating
BEST ROAD VIEW: Taps CBRE-Albany as Real Estate Broker
BIBHU LLC: Hires Alla Kachan P.C. as Bankruptcy Counsel
BIBHU LLC: Hires Wisdom Professional Services as Accountant
BLACK ELK: Former CEO Fights Discovery Freeze Proposed by Gov't
BOISE GUN: Can Continue Using Cash Collateral Until June 30
BONANZA CREEK: Equity Holders, Some Noteholders Object to Plan
BROWN MEDICAL: Drops Lawsuit Against Greenberg Over $2.2M in Fees
BURCON NUTRASCIENCE: Ace Way Global Reports 22.3% Equity Stake
BURCON NUTRASCIENCE: Charles Chan Ceases to Be Shareholder
CAL DIVE: Asks For Conversion of Ch. 11 Case to Ch. 7 Liquidation
CATASYS INC: Inks $1.3-Mil. Subscription Agreement with Acuitas
CCH JOHN: Court Allows Cash Collateral Use Until April 30
CHIEFTAIN STEEL: Floyd Industries Can Continue Cash Collateral Use
CHRYSLER LLC: Former Executives' Appeal on Retirement Trust Junked
CLARKE PROJECT: Wants to Pay Prepetition Payroll by Feb. 10
COMSTOCK RESOURCES: MacKay Shields Holds 12.2% Stake as of Jan. 31
CONSOLIDATED ALLOYS: U.S. Trustee Unable to Appoint Committee
COO COO'S NEST: Plan Sets Aside $2K to Pay Unsecured Claims
CRISPY DELIGHT: Hires Law Offices of Alla Kachan P.C. as Counsel
CRITICAL CAR: Court Allows Cash Collateral Use on Final Basis
CUI GLOBAL: Marathon Capital Holds 6.9% Stake as of Dec. 31
CYRUS WAY HOLDINGS: Disclosures OK'd; Plan Hearing on March 10
DABIN TRUCKING: Hires Scott M. Itzkowitz as Attorney
DEER MEADOWS: Court Allows Cash Collateral Use Until March 31
DEWEY & LEBOEUF: Mistrial Motion in Former Executives' Case Junked
DEWEY & LEBOEUF: Two Former Executives' Retrial on Fraud Delayed
DIFFUSION PHARMACEUTICALS: David Smith Reports 1.05% Stake
DIRECTBUY HOLDINGS: U.S. Trustee Tries to Block Asset Sale
DIRECTORY DISTRIBUTING: Hires Lewis Brisbois as Special Counsel
DRAFT BARS: U.S. Trustee Unable to Appoint Committee
DUNDEE ENERGY: Has Forbearance From Lenders Until May 15
EMERALD GRANDE: Hires Woomer Nistendirk as Accountants
EMERALD OIL: Disclosures OK'd; Plan Hearing Is on March 22
ENERGY FUTURE: U.S. Trustee Tries to Block Plan Okay
ERICKSON INC: Capstone Equities Tries to Block Disclosures OK
ESSAR STEEL: Hearing on Plan Outline Approval Set for March 16
FAMILIA FLORES: Hires Harris Law Firm as Counsel
FISKER AUTOMOTIVE: Court Denies Plea to Dismiss Shareholder Lawsuit
FRESH & EASY: Asks Court to OK Plan Outline; Hearing on Feb. 22
GARDEN FRESH: Court Extends Exclusive Plan Filing Period to May 1
GARDENS REGIONAL: Facility Gets Officially Closed, PCO Reports
GENON ENERGY: GenMa Inks $130-Mil. Payment Agreement With NFC
GLOBALLOGIC HOLDINGS: Upsized Loan No Impact on Moody's B2 Rating
HANCOCK FABRICS: Needs Until May 12 to Solicit Plan Acceptances
HEALTH DIAGNOSTIC: Court OKs Settlement With Randox Laboratories
HEALTH REPUBLIC INSURANCE: New Jersey Court Orders Liquidation
HEARTLAND DAIRY: Seeks Additional $2,250,000 United Dairy DIP Loan
HIS GRACE: Wants to Use M&T Bank Cash Collateral
HOUSTON AMERICAN: Sells $1.2 Million of Preferred Stock
J CREW GROUP: Takes Legal Action Against Term Loan Lenders
J. CREW: Sues Lenders to Block Potential Default Declaration
K.M. VILLAS: Hires Jonathan Kline as Litigation Counsel
K.M. VILLAS: Hires Leiderman Shelomith Alexander as Attorney
K.M. VILLAS: Hires Trump Appraisal as Real Estate Valuation Expert
KEMET CORP: Invesco Ltd. Ceases to Be 5% Shareholder
KEMET CORP: Posts $12.3 Million Net Income for Third Quarter 2017
KHWY INC: Case Summary & 20 Largest Unsecured Creditors
L.L. BALLANCE: Hires Ward and Smith as Tax Professional
LATITUDE 360: Ch.11 Trustee Hires Michael Moecker as Fin'l Advisor
LES CHEVEUX: Hearing on Plan Outline Approval Set For March 6
LIBERAL COMMONS: Court Allows Cash Use for 30 Days
LONG BEACH HOMEMAKERS: Asks Court to Approve Disclosure Statement
LOUISIANA MEDICAL: Planning to Shut Down By Feb. 15
LOUISIANA MEDICAL: Sued For Not Properly Giving Layoff Notification
MARINA BIOTECH: Joseph Ramelli Retains CEO Post
MCCLATCHY CO: Contrarius Investment Holds 12.7% of Class A Shares
MF GLOBAL: Agrees To Put Trial Against PwC On Hold for Talks
MF GLOBAL: Allied World Wants Do-Over in $25M Lawsuit
MF GLOBAL: Court Denies Entwistle, Berger Request for Fees
NEWBURY COMMON: Seeks March 8 Extension of Plan Filing Period
NIELSEN FINANCE: S&P Puts 'BB+' Issue Level Rating on Watch Neg.
NUTRITION RUSH: U.S. Trustee Unable to Appoint Committee
OPEXA THERAPEUTICS: Assigns Facility Lease to KBI Biopharma
PARKER DEVELOPMENT: Wants to Use SummitBridge Cash Collateral
PEABODY ENERGY: Rebel Creditors File Emergency Appeal
PEAK WEB: Hires Acme Financial as Valuation Consultant
PERFORMANCE SPORTS: Court Okays $575 Million Sale of Assets
PERFORMANCE SPORTS: Wants $575M Sale to Sagard, Fairfax OK'd
PHILADELPHIA HEALTH: Creditors' Panel Hires Obermayer as Counsel
PLANDAI BIOTECHNOLOGY: EMA Financial Holds 9.9% Stake as of Dec. 31
POST EAST: Unsecureds to Be Paid 10% Under Connect REO Plan
POWELL VALLEY HEALTH: Plan Exclusivity Extended Thru Feb. 10
PRO RAILING METAL: Taps A.O.E. Law & Associates as Special Counsel
QUANTUM CORP: Posts $5 Million Net Income for Third Quarter
RALSTON-LIPPINCOTT: Hires KKB&N CPA's as Accountant
RAMUNDSEN INTERMEDIATE: S&P Assigns 'B' CCR; Outlook Stable
RELIABLE RACING: Disclosure Statement Hearing Set for March 8
RENNOVA HEALTH: Steven Sramowicz Reports 23% Stake as of May 2
RFD DELI: Hires Berger Fischoff & Shumer as Bankr. Counsel
ROMA'S STEAK: ADR to Receive $1,140 Per Month at 3% Over 5 Years
ROOSTER ENERGY: Gets Forbearance From Lenders Until March 3
ROSETTA GENOMICS: Extraordinary Meeting Set for March 16
ROZEL JEWELER'S: Disclosure Statement Hearing Set for March 9
RXI PHARMACEUTICALS: May Issue 500,000 Shares Under ESPP
RXI PHARMACEUTICALS: May Issue 750,000 Shares Under 2012 LTIP
SALIENT CRGT: Moody's Affirms B3 CFR; Outlook Remains Negative
SALIENT CRGT: S&P Revises Outlook to Negative & Affirms 'B' CCR
SAMSON RESOURCES: ExxonMobil, Et Al., Try to Block Plan OK
SILGAN HOLDINGS: Moody's Lowers CFR to Ba2 & Rates New Notes Ba3
SOUTHERN SANDBLASTING: Voluntary Chapter 11 Case Summary
STATE DRIVE-IN: Unsecureds to Get $312 Per Month for 68 Months
STONE ENERGY: Auction of Appalachia Properties Nets $527 Million
SUBURBAN PROPANE: Moody's Rates New $350MM Sr. Notes 'Ba3'
SUBURBAN PROPANE: S&P Rates New $350MM Sr. Unsecured Notes 'BB-'
SUNSHINE OILSANDS: Enters Into Long-Term Forbearance Agreements
SUPREME CEILING: Seeks Approval for Use of Suntrust Bank Cash
TANNER COMPANIES: Hires Finley Group's Rudisill as CRO
TANNER COMPANIES: Hires Grier Furr & Crisp as Attorneys
TAYLOR-WHARTON: Attorney Fees & Expenses Reimbursement OK'd
TEMPLE OF HOPE: Taps McDonald & Associates for Legal Advice
TEMPLE OF HOPE: Taps Spain & Gillon as Counsel
TO & FRO TRANSPORTATION: Seeks Approval to Use IRS Cash Collateral
TPP ACQUISITION: Unsecured Creditors' Recovery Unknown
TRUMP ENTERTAINMENT: Icahn to Sell Taj Mahal Casino
TSALECH HOLDINGS: Can Use Trident Realty Investment Cash
TURNING LEAF: Case Summary & 20 Largest Unsecured Creditors
UNCAS LLC: Unsecureds to Be Paid 10% Under Connect REO Plan
UNITED ROAD: OK'd to Tap $12.5M of DIP Financing From Wells Fargo
USA DISCOUNTERS: Needs Until March 17 to Solicit Plan Acceptances
VC GB: Moody's Affirms 'B2' CFR & Rates 1st Lien Loan 'B1'
VC GB: S&P Affirms 'B' CCR Following Visual Comfort Acquisition
VIRGIN ISLANDS WAPA: Fitch Lowers Sr. & Sub. Lien Bonds to 'CCC'
WESTMORELAND COAL: Mangrove Partners Has 8.69% Stake as of Dec. 31
WET SEAL: Court OKs Plans on Shutdown Sales & Closing of Stores
WHITE MOUNTAIN: Executives Resign; Defaults on Loan Agreement
ZWO ENTERPRISES: Hires Grafstein & Arcaro as Attorney
[*] AlixPartners Announces 24 Promotions to Managing Director
[*] Berger Singerman Among Winners at M&A Advisor Turnaround Awards
[*] EisnerAmper's Forensic Litigation Practice Wins 10 Awards
[^] Recent Small-Dollar & Individual Chapter 11 Filings
*********
2319 PENMAR: Case Summary & 3 Unsecured Creditors
-------------------------------------------------
Debtor: 2319 Penmar, LLC
1027 South Rainbow Blvd., 282
Las Vegas, NV 89145
Case No.: 17-11464
Chapter 11 Petition Date: February 7, 2017
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Robert N. Kwan
Debtor's Counsel: Moises S Bardavid, Esq.
LAW OFFICES OF MOSES S. BARADVID
16133 Ventura Blvd 7th Fl
Encino, CA 91436
Tel: 818-377-7454
Fax: 818-377-7455
E-mail: mbardavid@hotmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Josef Guttmann, managing member.
A copy of the Debtor's list of three unsecured creditors is
available for free at:
http://bankrupt.com/misc/cacb17-11464.pdf
2424 ESSE: Hires NAI Mertz as Realtor
-------------------------------------
2424 Esse, LLC seeks authorization from the U.S. Bankruptcy Court
for the District of New Jersey to employ NAI Mertz Corporation as
realtor.
The Debtor requires NAI Mertz to market the Debtor's commercial
real estate for sale, subject to higher and better offers, on
non-exclusive basis and manage the property information exchange to
interested bidders.
The Debtor will pay NAI Mertz a commission of 5% of sales price.
Fred A. Meyer, director of corporate services of NAI Mertz
Corporation, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
NAI Mertz may be reached at:
Fred A. Meyer
NAI Mertz Corporation
21 Roland Ave.
Mt Laurel, NJ 08054
Tel: +1 856.234.9600 ext 216
Fax: +1 856.234.4957
E-mail: fred.meyer@maimertz.com
About 2424 ESSE LLC
2424 ESSE, LLC filed a Chapter 11 petition (Bankr. D.N.J. Case No.
16-34422), on December 27, 2016. The petition was signed by Tammy
Alvarez-Olmeda, owner. The case is assigned to Judge Kathryn C.
Ferguson. The Debtor is represented by William Mackin, Esq., at
Sherman Silverstein Kohl Rose & Podolsky of Moorestown, New
Jersey.
The Debtor disclosed total assets of $4.37 million and total
liabilities of $2.96 million.
No trustee or examiner has been appointed in this case. No official
committee of unsecured creditors has been appointed in the case.
900 RETAIL: Brickell Bank Wants to Prohibit Cash Collateral Use
---------------------------------------------------------------
Brickell Bank, f/k/a Espirito Santo Bank, asks the U.S. Bankruptcy
Court for the Southern District of Florida to prohibit 900 Retail
101, LLC and its affiliated debtors from using cash collateral.
Brickell Bank relates that the Debtors are indebted to it in the
original amount of $4,260,000 pursuant to a promissory note.
Brickell Bank further relates that it has a first priority lien in
the Debtors' real property located at 900 Biscayne Boulevard, Unit
101, Miami Florida. Brickell Bank contends that the State Court
had entered a Partial Judgement of Foreclosure in the amount of
$2,808,669.29, and had scheduled the foreclosure sale of the Real
Property for January 27, 2017.
Brickell Bank tells the Court that the rents from the Real Property
are its cash collateral. Brickell Bank further tells the Court
that the Debtor has neither contacted the Bank with respect to the
use of its cash collateral nor has it filed any motion requesting
the Court to approve the use of its cash collateral.
Brickell Bank says that it has reason to believe that the Debtor
has not segregated its cash collateral as required by Section 363
of the Bankruptcy Code and, rather, is collecting Brickell Bank's
Rents and using the Rents without Brickell Bank or the Court's
authorization.
Brickell Bank asserts that it is entitled to an order prohibiting
the Debtor's use of its cash collateral. Brickell Bank says that
should the Court determine that the Debtor is authorized to use any
of Brickell Bank's cash collateral, the Debtor should be required
to make monthly adequate protection payments to Brickell Bank and
provide weekly reports on its use of cash collateral, in addition
to any other forms of adequate protection that may be appropriate
under the circumstances.
A full-text copy of Brickell Bank's Motion, dated February 1, 2017,
is available at
http://bankrupt.com/misc/900Retail2017_1710942ram_7.pdf
Brickell Bank is represented by:
Gary M. Freedman, Esq.
BROAD AND CASSEL
One Biscayne Tower, 21st Floor
2 South Biscayne Boulevard
Miami, FL 33131
Telephone: (305) 373-9449
Facsimile: (305) 373-6397
E-mail: Gfreedman@BroadandCassel.com
Golivares@BroadandCassel.com
About 900 Retail 101, LLC.
900 Retail 101, LLC, a single asset real estate business based in
Miami, Florida, filed a chapter 11 petition (Bankr. S.D. Fla. Case
No. 17-10942) on Jan. 26, 2017. The petition was signed by Jose F.
Fena, manager. The case is assigned to Judge Robert A. Mark. The
Debtor is represented by Alberto M. Cardet, Esq., at Alberto M.
Cardet, P.A. The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.
A ROANOKE: Hires Richard D. Scott as Bankruptcy Counsel
-------------------------------------------------------
A Roanoke Development Corporation seeks authorization from the U.S.
Bankruptcy Court for the Western District of Virginia to employ the
Law Office of Richard D. Scott as counsel for the Debtor.
The Debtor requires Scott to:
a. advise the Debtor with respect to its powers and duties as
a debtor-in-possession in the continued management of its affairs;
b. advise and consult on the conduct of the Bankruptcy Case,
including all of the legal and administrative requirements of
operating in Chapter 11;
c. attend meetings and negotiate with representatives of the
Debtor's creditors and other parties in interest;
d. take all necessary actions to protect and preserve the
estate of the Debtor, including the prosecution of actions on the
Debtor's behalf, the defense of any actions commenced against the
Debtor, the negotiation of disputes in which the Debtor is involved
and the preparation of objections to claims filed against the
Debtor's estate;
e. prepare on behalf of the Debtor, as Debtor-in-Possession,
all necessary motions, applications, answers, orders, reports, and
other papers in connection with the administration of the Debtor's
estate;
f. negotiate and prepare on behalf of the Debtor and plan of
reorganization and all related documents;
g. appear before the Court to represent the interests of the
Debtor's estate before the Court; and
h. perform other necessary legal services in connection with
the prosecution of this Chapter 11 case, as necessary and
appropriate.
The Debtor will compensate Scott at $230 per hour.
Prior to the filing of the Petition, on January 5, 2017, through
its sole shareholder, Richard Hamlet, provided funds in the amount
of $1,717 to pay the filing fee.
Scott will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Richard D. Scott, Esq., Law Office of Richard D. Scott, 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.
Scott may be reached at:
Richard D. Scott, Esq.
Law Office of Richard D. Scott
302 Washington Avenue, SW
Roanoke, VA 24016
Tel: (540) 400-7997
Fax: (540) 491-9465
E-mail: richard@rscottlawoffice.com
About A Roanoke Development Corporation
A Roanoke Development Corporation filed a Chapter 11 bankruptcy
petition (Bankr. W.D.Va. Case No. 16-71316) on October 5, 2016.
Richard D. Scott, Esq., at the Law Office of Richard D. Scott
serves as bankruptcy counsel. The Debtor's assets and liabilities
are both below $1 million.
ACELITY LP: Moody's Raises Corporate Family Rating to B2
--------------------------------------------------------
Moody's Investors Service upgraded Acelity L.P., Inc.'s Corporate
Family Rating to B2 from B3, Probability of Default Rating to B2-PD
from B3-PD, and senior secured third lien notes to Caa1 from Caa2.
Concurrently, Moody's affirmed the B1 ratings on Acelity's new
senior secured bank revolving credit facility and term loans.
Moody's also downgraded Acelity's senior secured first lien notes
to B1 from Ba3. Lastly, Moody's withdrew all ratings on debt
instruments not part of Acelity's new capital structure. The
outlook on all remaining ratings is stable.
The upgrade of the Corporate Family Rating reflects a substantial
reduction in Acelity's financial leverage and interest expense
burden following the recent divestiture. The downgrade of the first
lien notes is due to the significant loss of cushion provided by
more junior debt in the new capital structure following that junior
debt's repayment.
Proceeds from the new senior secured credit facilities and
divestiture of Acelity's LifeCell business were together used to
refinance and repay existing debt, pay transaction fees, and fund a
$100 million special dividend. Acelity's $2.9 billion sale of
LifeCell to Allergan, Inc. (Baa3 stable) was completed on February
1, 2017.
"Acelity's sale of LifeCell along with the recent refinancing
results in a substantial deleveraging that will more than offset
the loss of scale and business diversification," stated Moody's
Vice President - Senior Analyst Jonathan Kanarek. Moody's estimates
that Acelity's pro forma adjusted debt to EBITDA will decline to
5.6 times from 7.4 times.
Ratings upgraded that were previously on review:
Acelity L.P., Inc.
Corporate Family Rating to B2 from B3
Probability of Default Rating to B2-PD from B3-PD
Senior secured third lien notes due 2021 to Caa1
(LGD 6) from Caa2 (LGD 6)
Ratings downgraded that were previously on review:
Acelity L.P., Inc.
Senior secured first lien notes due 2021 to B1 (LGD 3)
from Ba3 (LGD 2)
Ratings affirmed:
Acelity L.P., Inc.
Senior secured revolving credit facility expiring
2022 at B1 (LGD 3)
Senior secured USD first lien term loan due 2024
at B1 (LGD 3)
Senior secured EUR first lien term loan due 2024
at B1 (LGD 3)
Outlook change:
Acelity L.P., Inc.
The outlook, previously on review, has been changed to stable.
Ratings withdrawn that were previously on review:
Acelity L.P., Inc.
Senior secured first lien extended revolving credit
facility expiring 2019 at Ba3 (LGD 2)
Senior secured USD first lien term loan due 2020
at Ba3 (LGD 2)
Senior secured EUR first lien term loan due 2020
at Ba3 (LGD 2)
Senior secured second lien notes due 2021 at Caa1
(LGD 5)
Senior unsecured notes due 2019 at Caa2 (LGD 6)
RATINGS RATIONALE
The B2 Corporate Family Rating reflects Acelity's high financial
leverage, modest interest coverage, and high business
concentration. Moody's expects Acelity's debt to EBITDA to
gradually moderate towards 5.0 times by mid-2018. The firm's sale
of its regenerative medicine business (LifeCell) elevated Acelity's
business risk by leaving it significantly concentrated within
advanced wound care. Acelity will also continue to face competitive
challenges in its core negative pressure wound therapy franchise.
The B2 rating is supported by Acelity's considerable scale and the
strong market presence of its Vacuum Assisted Closure (V.A.C.)
products. The ratings are also supported by the company's healthy
margins and Moody's expectation that growth in newer product
offerings such as incision management will help offset headwinds in
the V.A.C. business.
The stable outlook reflects Moody's expectation that Acelity will
be able to maintain earnings levels despite headwinds from
reimbursement issues and competitive pressures.
Moody's could upgrade Acelity's ratings if the firm can achieve
greater scale and business diversification while demonstrating a
pattern of sustaining consistently positive free cash flow.
Furthermore, Acelity would need to reduce its debt to EBITDA below
5.0 times before Moody's would consider an upgrade.
Moody's could downgrade the ratings if the company suffers material
top-line deterioration or margin degradation. The ratings could
also be downgraded if financial leverage rises above 6.0 times.
The principal methodology used in these ratings was that for the
Global Medical Product and Device Industry published in October
2012.
Headquartered in San Antonio, Texas, Acelity is a global medical
technology company with leadership positions in advanced wound care
and regenerative medicine. Revenues are approximately $1.4 billion
pro forma for the LifeCell divestiture. Acelity is owned by a
private equity consortium, including Apax Partners and affiliates
of the Canada Pension Plan Investment Board and Public Sector
Pension Investment Board.
ACOSTA INC: Moody's Lowers CFR to B3; Outlook Stable
----------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating
for Acosta, Inc.'s to B3 from B2 and its Probability of Default
Rating to B3-PD from B2-PD. At the same time, Moody's downgraded
the ratings of Acosta's senior secured credit facilities to B2 from
B1, as well as the company's senior notes due 2022, to Caa2 from
Caa1. The rating outlook is stable.
According to Moody's analyst David Berge, "As Acosta's operating
performance has declined, its leverage has increased to levels no
longer supporting the B2 rating. This is particularly concerning
considering significant headwinds the company faces in terms of
market conditions, while undertaking important and operational
changes."
Rating Actions:
-- Corporate Family Rating, Downgraded to B3 from B2
-- Probability of Default Rating, Downgraded to B3-PD from B2-PD
-- Senior Secured First Lien Revolving Credit Facility due 2019,
Downgraded to B2 (LGD3) from B1 (LGD3)
-- Senior Secured First Lien Term Loan due 2021, Downgraded
to B2 (LGD3) from B1 (LGD3)
-- Senior Unsecured Notes due 2022, Downgraded to Caa2 (LGD5)
from Caa1 (LGD5)
-- Outlook, Maintained at Stable
RATINGS RATIONALE
The downgrade reflects recent weakening in operating performance
owing to demand headwinds the company faces from key clients.
Although the company showed a modest improvement in Q4 2016
financial results, Moody's nonetheless expects that further
substantial improvements in operating performance will be slow to
materialize over the near term. On total debt of over $3 billion
(including Moody's standard adjustments) as of the fiscal year
ending October 31, 2016, Moody's estimates debt to EBITDA at
approximately 8.1 times, pro forma for recent acquisitions and
certain non-recurring charges. Such a leverage measure is higher
than typical for B3 rated companies in this sector, and is above
Moody's downgrade trigger. Leverage, which has been elevated since
the 2014 LBO, has increased from recent levels (7.8 times in FY
2015), as industry headwinds relating to changing spending patterns
by key clients led to declining sales and lower margins over the
past year. Moody's notes that the higher leverage is negatively
affected by sizeable expenditures relating to initiatives designed
to improve operating efficiencies and reduce costs. If successful,
the ensuing growth in profitability will likely result in the
resumption of a deleveraging trend. Nonetheless, leverage is
expected to remain above levels supporting a higher rating for at
least two years.
However, other credit metrics such as interest coverage at
approximately 1.7 times EBITA to interest and free cash flow to
debt at nearly 5% are in line with higher-rated companies. Ratings
are further supported by Acosta's strong market position as one of
two leading sales and marketing agencies ("SMA") in the US,
material barriers to entry in this sector, and high customer
retention rates attributable to high switching costs and
restrictions on SMAs representing competing clients or brands due
to conflict of interest concerns.
Moody's assesses Acosta's liquidity condition as adequate. The
company carries a modest cash balance ($50 million as of October
31, 2016), and generates moderate levels of free cash flow for a
company of its size ($109 million in FY 2016), representing
approximately 5% of revenue. With capital expenditures expected at
approximately $25 million in FY 2017, Moody's estimates that free
cash flow will not change materially from 2016 levels. Although
none of the current debt outstanding matures until the term note is
due in 2021, the company faces sizeable payments of acquisition
notes and scheduled term loan amortization (approximately $60
million in 2017 and $48 million in 2018), which will consume a
considerable portion of free cash flow generated, limiting the
potential for substantial improvement in liquidity. The company
maintains a $225 million revolving credit facility due September
2019, under which it has $196 million of remaining availability
after $29 million of outstanding letters of credit as of October
31, 2016. There were no drawings under this facility as of October
31, 2016, and Moody's does not expect the company to have
significant amounts outstanding over the near term. The company has
a covenant-light debt structure.
The stable outlook reflects Moody's expectations for gradual
improvement in operating results through 2017, with an eventual
resumption of revenue growth and the realization of margin
improvement attributable to cost savings initiatives currently
underway.
Ratings could be lowered if Acosta continues to experience
declining revenue trends or if the company's cost savings programs
do not yield material improvements in operating efficiencies,
resulting in weaker margins or free cash flow falling below $50
million. Weaker liquidity could also trigger a downgrade,
especially if the company were to rely heavily on use of its
revolver to cover operating shortfalls or required debt payments.
Ratings could upgraded if the company can report steady revenue
growth, demonstrating strong organic growth and client retention
capabilities, while margins improve due to the successful
implementation of cost-savings initiatives. Credit metrics
sustained at the following levels would support higher rating
consideration: debt to EBITDA sustained below 7.0 times, EBITA to
interest in excess of 1.75 times, while maintaining free cash flow
to debt in excess of 5%..
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
Acosta, Inc., headquartered in Jacksonville, FL, is a leading sales
and marketing agency (SMA) in the US, providing outsourced
marketing and merchandising services to manufacturers, suppliers,
and producers of, primarily, food-related consumer packaged goods.
For the fiscal year ended October 31, 2016, the company generated
close to $2.0 billion in revenues.
ACTIVECARE INC: CEO Reports 30.4% Equity Stake as of Jan. 31
------------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Jeff S. Peterson disclosed that as of Jan. 31, 2017, he
is the beneficial owner of 82,084 shares of common stock,
representing approximately 30.4% of ActiveCare, Inc.'s outstanding
common stock based on the Issuer's reported 230,258 outstanding
shares of Common Stock as reported following the Issuer's reverse
stock split effective Jan. 27, 2017.
Mr. Peterson, chief executive officer of ActiveCare, is deemed to
be the owner of 250 shares of Common Stock that are issuable upon
conversion of 25,000 shares of Series D Preferred Stock. Mr.
Peterson is also deemed to be a beneficial owner of the following
number of shares of Common Stock held by the following entities:
25,849 shares held by Tyumen Holdings, LLC, 1,958 shares by
Wynnman's Hill, LLC, 12,639 shares by Bluestone Advisors, LLC, 756
shares by Keystone Partners, LLC, 590 shares by Rimrock Capital,
LLC, 41 shares by Banyan Investment Company, LLC and 1 share by
Blackhawk, LLC. Further, the Peterson Entities are able to obtain
40,000 shares of common stock issuable under a convertible
promissory note. The foregoing does not include 32,415 shares of
Series G stock that is held by Mr. Peterson. The Series G
automatically converts upon the happening of specified events. Each
share of Series G has a stated value of $500. The Series G
converts into common stock at the stated value at the time of
conversion.
Tyumen Holdings, LLC is the beneficial owner of 25,849 shares of
Common Stock, representing proximately 11.2% of the Issuer's
outstanding Common Stock based on the Issuer's reported 230,258
outstanding shares of Common Stock as reported following the
Issuer's reverse stock split effective Jan. 27, 2017. These
figures do not include 40,000 shares of common stock issuable under
a convertible promissory note to the Peterson Entities which shares
are reported as being beneficially owed by Mr. Peterson in this
Schedule 13D.
Bluestone Advisors, LLC is the beneficial owner of 12,639 shares of
Common Stock, representing proximately 5.5% of the Issuer's
outstanding Common Stock based on the Issuer's reported 230,258
outstanding shares of Common Stock as reported following the
Issuer's reverse stock split effective Jan. 27, 2017. These
figures do not include 40,000 shares of common stock issuable under
a convertible promissory note to the Peterson Entities which shares
are reported as being beneficially owed by Mr. Peterson in this
Schedule 13D.
A full-text copy of the regulatory filing is available at:
https://is.gd/kqjKf0
About ActiveCare
South West Valley City, Utah-based ActiveCare, Inc., develops and
markets products for monitoring the health of and providing
assistance to mobile and homebound seniors and the chronically
ill.
ActiveCare is organized into three business. The Stains and
Reagents segment is engaged in the business of manufacturing and
marketing medical diagnostic stains, solutions and related
equipment to hospitals and medical testing labs. The CareServices
segment is engaged in the business of developing, distributing and
marketing mobile health monitoring and concierge services to
distributors and customers. The Chronic Illness Monitoring segment
is primarily engaged in the monitoring of diabetic patients on a
real time basis.
ActiveCare reported a net loss of $12.8 million on $6.59 million of
chronic illness monitoring revenues for the year ended
Sept. 30, 2015, compared with a net loss of $16.4 million on $6.10
million of chronic illness monitoring revenues for the year ended
Sept. 30, 2014.
As of June 30, 2016, ActiveCare had $1.91 million in total assets,
$21.01 million in total liabilities and a total stockholders'
deficit of $19.10 million.
Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2015, citing that the Company has recurring losses,
negative cash flows from operating activities, negative working
capital, negative total equity, and certain debt that is in
default. These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.
ACTIVECARE INC: Justin Keener Reports 9.99% Stake as of Feb. 1
--------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Justin Keener disclosed that as of Feb. 1, 2017,
he is the beneficial owner of 25,552 shares of common stock of
ActiveCare Inc. Those shares of Common Stock are issuable upon
exercise of certain warrants held by Mr. Keener and upon the Issuer
consummating a public offering.
Mr. Keener beneficially holds 9.99% of ActiveCare's issued and
outstanding Common Stock (based on 115,112,802 shares of Common
Stock issued and outstanding, as stated by the Issuer in its Annual
Report for the period ended Sept. 30, 2016, as filed on January 13,
2017 with the SEC, subsequently reduced to 230,225 shares issued
and outstanding by a 1-for-500 reverse split of the Issuer's common
stock effective on January 27, 2017, plus the 25,552 shares of
Common Stock issuable to Mr. Keener upon exercise of certain
warrants issued to Mr. Keener on Sept. 19, 2016,
Nov. 3, 2016, Dec. 28, 2016, Jan. 3, 2017, and Jan. 30, 2017.
The Warrants are convertible into 60,000 shares of Common Stock,
however, the aggregate number of shares of Common Stock into which
the Warrants are exercisable and which Mr. Keener has the right to
acquire beneficial ownership, is limited to the number of shares of
Common Stock that, together with all other shares of Common Stock
beneficially owned by Mr. Keener, including the shares of Common
Stock subject to this Schedule 13G, does not exceed 9.99% of the
total outstanding shares of Common Stock. Mr. Keener also holds a
promissory note, which is convertible into shares of Common Stock
upon an event of default, but such potential conversion right is
subject to a beneficial ownership limitation of 9.99% of the total
outstanding shares of Common Stock. In addition, the Issuer is
required to deliver to Mr. Keener, within five days of the Issuer
consummating a public offering, $300,000 of shares of Common Stock
of the Issuer. The number of Origination Shares issuable to Mr.
Keener upon consummating the public offering is currently 14,925
shares and the maximum number of Origination Shares issuable to Mr.
Keener is limited to the number of shares of Common Stock that,
together with all other shares of Common Stock beneficially owned
by Mr. Keener, including the shares of Common Stock subject to this
Schedule 13G, does not exceed 9.99% of the total outstanding shares
of Common Stock.
A full-text copy of the regulatory filing is available at:
https://is.gd/40IAJp
About ActiveCare
South West Valley City, Utah-based ActiveCare, Inc., develops and
markets products for monitoring the health of and providing
assistance to mobile and homebound seniors and the chronically
ill.
ActiveCare is organized into three business. The Stains and
Reagents segment is engaged in the business of manufacturing and
marketing medical diagnostic stains, solutions and related
equipment to hospitals and medical testing labs. The CareServices
segment is engaged in the business of developing, distributing and
marketing mobile health monitoring and concierge services to
distributors and customers. The Chronic Illness Monitoring segment
is primarily engaged in the monitoring of diabetic patients on a
real time basis.
ActiveCare reported a net loss of $12.8 million on $6.59 million of
chronic illness monitoring revenues for the year ended
Sept. 30, 2015, compared with a net loss of $16.4 million on $6.10
million of chronic illness monitoring revenues for the year ended
Sept. 30, 2014.
As of June 30, 2016, ActiveCare had $1.91 million in total assets,
$21.01 million in total liabilities and a total stockholders'
deficit of $19.10 million.
Tanner LLC, in Salt Lake City, Utah, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Sept. 30, 2015, citing that the Company has recurring losses,
negative cash flows from operating activities, negative working
capital, negative total equity, and certain debt that is in
default. These conditions, among others, raise substantial doubt
about its ability to continue as a going concern.
ADVANCED MICRO: Moody's Raises Corporate Family Rating to B3
------------------------------------------------------------
Moody's Investors Service upgraded Advanced Micro Devices, Inc.'s
corporate family rating to B3, senior unsecured rating to Caa1, and
speculative grade liquidity rating to SGL-1. The outlook is
stable.
RATINGS RATIONALE
The upgrade of the corporate family rating to B3 reflects AMD's
improved performance outlook, driven by design wins, modest market
share gains, and an expanded set of product offerings. As a result,
Moody's expects mid-single digit revenue growth, stable to higher
gross margins, operating profitability in the second half of 2017,
and positive free cash flow for the year. AMD's new Polaris
graphics family for the mid-range high volume segment should help
it compete in the growing PC gaming market against Nvidia and the
company's upcoming Vega family and Zen processors should strengthen
AMD's position in the high end graphics and server markets.
Moody's expects declining operating losses over the near term in
its PC-related business (microprocessors and graphics chips) and
profitability in the second half of 2017 as new products with
higher average selling prices begin to ramp. The growing
enterprise, embedded, and semi-custom business is supported by very
strong positions in game consoles (including xBox and PlayStation),
and Moody's projects low double-digit operating margins in 2017.
While AMD's balance sheet and product positioning have
significantly improved, the ability to consistently execute product
and technology transitions, as well as competition from strong
competitors such as Intel and Nvidia remain key challenges.
AMD's SGL-1 rating reflects the company's improved liquidity
profile. AMD reported $1.26 billion of cash and marketable
securities as of December 2016 (over 95% held domestically), up
from $785 million at December 26, 2015.
The increase in cash primarily reflects the proceeds of $342
million from the sale of the equity interests in the ATMP JV, and
the formation of the China JV with Tianjin Haiguang Advanced
Technology Investment Co., Ltd. (THATIC), in which AMD licensed
certain IP to the JV for approximately $293 million in license fees
over several years. AMD also maintains a $500 million asset based
revolving credit facility (ABL) under which there were no
borrowings as of December 2016. With cash balances, access to the
ABL, and no debt maturities until May 2019, AMD has very good
liquidity. As part of the Wafer Supply Agreement with
GLOBALFOUNDRIES announced in August 2016, AMD will make four $25
million payments beginning in the fourth quarter of 2016 through
third quarter of 2017.
Ratings upgraded:
Corporate family rating to B3 from Caa1
Probability of default rating at B3-PD from Caa1
$196 million (outstanding) senior unsecured notes
due 2019 at Caa1 (LGD4) from Caa2 (LGD4)
$350 million (outstanding) senior unsecured notes
due 2022 at Caa1 (LGD4) from Caa2 (LGD4)
$416 million (outstanding) senior unsecured notes
due 2024 at Caa1 (LGD4) from Caa2 (LGD4)
Speculative grade liquidity rating to SGL-1 from SGL-2
Outlook changed to stable from positive
The stable outlook reflects AMD's prospects for improved operating
performance and cash generation as well as the company's improved
capital structure and debt maturity profile following the equity
offering and debt repayment in September 2016.
The rating could be raised if AMD is able to sustain revenue growth
with improving operating profitability while sustaining positive
free cash flow and maintaining cash and liquid investments in
excess of $1 billion.
The rating could be lowered if AMD's cash and liquid investments
are likely to drop below $600 million (without raising additional
debt) or if the company is unlikely to achieve breakeven operating
profit and free cash flow over the next year.
The principal methodology used in these ratings was Semiconductor
Industry Methodology published in December 2015.
Advanced Micro Devices, Inc. (AMD) is a fabless semiconductor
company that specializes in microprocessors, graphics processing
units and semi-custom and embedded processors. Moody's expects AMD
will generate about $4.6 billion of revenue over the next year.
ALLEN CONSTRUCTION: Disclosures OK'd; Plan Hearing on March 9
-------------------------------------------------------------
The Hon. Catherine J. Furay of the U.S. Bankruptcy Court for the
Western District of Wisconsin has granted final approval of Allen
Construction Services, Inc.'s second amended disclosure statement
dated Jan. 30, 2017, referring to the Debtor's third amended plan
of reorganization.
The final hearing on the confirmation of the Plan will be held on
March 9, 2017, at 10:30 a.m.
Objections to the plan confirmation must be filed at least seven
days prior to the confirmation hearing.
The Debtor will file its tabulation of ballots with the Court by
March 7, 2017, at 4:00 p.m., Central Standard Time.
As reported by the Troubled Company Reporter on Feb. 6, 2017, the
Debtor filed with the Court the Second Amended Disclosure
statement, which states that the Plan provides for treatment of the
secured claim of the City of Madison Treasurer in the amount of
$4,049.59 for delinquent personal property taxes and the priority
unsecured claim and administrative claim of the Department of
Workforce Development - Worker's Compensation Division in the total
aggregate amount of $94,220.12. These claims will be paid through
the Chapter 11 Plan.
About Allen Construction
Headquartered in Madison, Wisconsin, Allen Construction Services,
Inc., dba Allen Kitchen and Bath was founded in 1980. Allen
Kitchen & Bath provides home remodeling products and services and
offers remodeling services, including planning, designing, product
selection, installation and custom fabrication. It offers
full-line of granite, quartz and solid surface countertops. It
currently employs approximately 21 employees, who include the two
principals of the Debtor, Gary Allen and Laree Allen. The Debtor
is a member of the National Association of the Remodeling industry,
the Madison Area Builders Association, and the National Association
of Home Builders.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
Wis. Case No. 15-10033) on Jan. 6, 2015, estimating its assets at
between $100,000 and $500,000 and its liabilities between $1
million and $10 million. The petition was signed by Gary E. Allen,
president.
Judge Robert D. Martin presides over the case.
Eliza M. Reyes, Esq., at Krekeler Strother, S.C., serves as the
Debtor's bankruptcy counsel.
AMERICAN POWER: Completes $2.6M Placement; New Chairman Named
-------------------------------------------------------------
American Power Group Corporation announced the completion of the
initial round of a $3 million private placement of Subordinated
Contingent Convertible Promissory Notes with several existing
shareholders, members of management and investors affiliated with
members of its Board of Directors.
The unsecured Notes bear interest at the rate of 10% per annum and
will become due and payable on July 27, 2017. The principal amount
of the Notes, together with all accrued but unpaid interest
thereon, will automatically be convertible into shares of Series E
12.5% Convertible Preferred Stock at a conversion price of $100,000
per share, immediately upon the effectiveness of the filing of a
Certificate of Designation of Preferences, Rights and Limitations
of Series E Convertible Preferred Stock with the Secretary of State
of Delaware. Each share of Series E Convertible Preferred Stock
will be convertible to the Company's common stock at a conversion
price of $0.10 per share. Upon the conversion of the Notes into
shares of Series E Preferred Stock, the Company will issue to each
investor a ten-year warrant to purchase a number of shares of
common stock equal to ten times the number of shares issuable upon
conversion of the Series E Preferred Stock, exercisable at $0.10
per share. The Company has have agreed, however, not to file the
Certificate of Designation until certain conditions are met, the
details of which and other details of the transaction are set forth
in a Current Report on Form 8-K, which the Company filed with the
Securities and Exchange Commission, a copy of which is available at
https://is.gd/SZ9c1R
Concurrent with the closing of the financing, Neil Braverman became
the Company's new Chairman of the Board of Directors replacing
Maurice Needham who will remain as a director. Mr. Braverman is a
major investor in the company and has been a director since April
30, 2012. He is the founder of Associated Private Equity and
previously founded and was co-Chairman of Safeskin Corporation, the
leading manufacturer of latex/synthetic gloves to the healthcare
and electronic markets.
Matthew Van Steenwyk was appointed by the Board of Directors as
lead strategic director with more direct focus on helping to
optimize the strategic marketing initiatives for the Company. Mr.
Van Steenwyk has been a Director since July 21, 2015, and is the
lead investor in the Company. Mr. Van Steenwyk has been Managing
Director of Longbow Technology Ventures since 2010. He has over
twenty-five years of investing and operating experience across
multiple industries with a strong focus on energy related
industries.
About American Power Group
American Power Group's alternative energy subsidiary, American
Power Group, Inc. -- http://www.americanpowergroupinc.com/--
provides a cost-effective patented Turbocharged Natural Gas
conversion technology for vehicular, stationary and off-road mobile
diesel engines. American Power Group's dual fuel technology is a
unique non-invasive energy enhancement system that converts
existing diesel engines into more efficient and
environmentally friendly engines that have the flexibility to run
on: (1) diesel fuel and liquefied natural gas; (2) diesel fuel and
compressed natural gas; (3) diesel fuel and pipeline or well-head
gas; and (4) diesel fuel and bio-methane, with the flexibility to
return to 100 percent diesel fuel operation at any time. The
proprietary technology seamlessly displaces up to 80% of the
normal diesel fuel consumption with the average displacement
ranging from 40 percent to 65 percent. The energized fuel balance
is maintained with a proprietary read-only electronic controller
system ensuring the engines operate at original equipment
manufacturers' specified temperatures and pressures. Installation
on a wide variety of engine models and end-market applications
require no engine modifications unlike the more expensive invasive
fuel-injected systems in the market.
American Power reported a net loss available to common stockholders
of $10.40 million on $1.86 million of net sales for the year ended
Sept. 30, 2016, compared to a net loss available to common
stockholders of $1.04 million on $2.95 million of net sales for the
year ended Sept. 30, 2015.
As of Sept. 30, 2016, American Power had $9.79 million in total
assets, $8.16 million in total liabilities and $1.62 million in
total stockholders' equity.
Schechter Dokken Kanter Andrews & Selcer, Ltd., in Minneapolis,
Minnesota, issued a "going concern" qualification on the
consolidated financial statements for the year ended Sept. 30,
2016, citing that the Company has suffered recurring losses from
operations and has a net capital deficiency that raises substantial
doubt about its ability to continue as a going concern.
APPROACH RESOURCES: Moody's Hikes CFR to Caa1; Outlook Stable
-------------------------------------------------------------
Moody's Investors Service upgraded Approach Resources Inc's
Corporate Family Rating (CFR) to Caa1 from Caa2 and its Probability
of Default Rating (PDR) to Caa1-PD from Caa2-PD. Moody's appended
the Caa1-PD PDR with a "/LD" designation indicating limited default
resulting from the recent debt for equity exchange. Moody's also
affirmed Approach's Caa3 senior unsecured notes ratings. The
Speculative Grade Liquidity (SGL) Rating was changed to SGL-3 from
SGL-4. The outlook is stable.
"Approach's debt for equity exchange has substantially reduced its
financial leverage and improved its credit metrics. However its
reduced production profile due to significant reductions in its
2016 capital spend and low likelihood of growing production through
2017 constrain its ratings" said Sreedhar Kona, Moody's Senior
Analyst. "The stable outlook reflects Approach's improved cost
structure and reduced interest expense which will provide the
company with modest positive free cash flow and liquidity to
maintain production."
On January 27 2017, Approach announced the closing of the exchange
transaction with Wilks Brothers, LLC and SDW Investments, LLC
(collectively "Wilks"), to exchange $130,552,000 principal amount
of the Company's 7.00% senior notes due 2021 for 39,165,600 new
shares of common stock at an implied issue price of $3.33 per
share.
Moody's considers Approach's debt for equity exchange as a
distressed exchange for its senior notes and it is an event of
default under Moody's definition of default. As noted above,
Moody's appended the Caa1-PD PDR with a "/LD" designation
indicating limited default. The "/LD" designation will be removed
three business days hereafter.
Upgrades:
Issuer: Approach Resources Inc.
-- Corporate Family Rating, Upgraded to Caa1 from Caa2
-- Probability of Default Rating, Upgraded to Caa1-PD from
Caa2-PD
-- Speculative Grade Liquidity Rating, Upgraded to SGL-3 from
SGL-4
"/LD" Designations:
Issuer: Approach Resources Inc.
-- Probability of Default Rating, Caa1-PD/LD
Affirmations:
Issuer: Approach Resources Inc.
-- Senior Unsecured Notes, Affirmed at Caa3 (LGD6) from (LGD5)
Outlook Actions:
Issuer: Approach Resources Inc.
-- Outlook changed to Stable from Negative
RATINGS RATIONALE
Approach's debt for equity exchange reduced the company's
outstanding senior notes to approximately $100 million from
approximately $230 million. This reduction in debt reduced the
company's annual interest burden by about $9 million and
significantly improved the credit metrics. Approach's Caa1 CFR
considers the company's reduced total outstanding debt, improved
leverage metrics and the cash flow metrics. The total debt
(including revolver borrowings) was reduced from about $500 million
to $375 million, resulting in a substantial improvement of debt to
average daily production ratio. The modest improvement in commodity
price environment and the improved cost structure will help the
company increase its retained cash flow to debt ratio to
approximately 10% by the end of 2017. Although the company's free
cash flow will be higher in 2017 than in 2016, the company's
limited ability to spend capital to grow production, constrains its
ratings. The company's very modest capital spend through 2016
resulted in over 20% reduction in its average daily production.
The outstanding $100 million (approximately) senior notes are rated
Caa3, two notches below the Caa1 CFR, in accordance with Moody's
Loss Given Default Methodology, reflecting the notes effective
subordination to the $325 million senior secured revolving credit
facility (unrated) which has a first-lien priority claim to
substantially all of Approach's assets, and its large size in
comparison to the unsecured notes.
The SGL-3 Speculative Grade Liquidity Rating reflects Moody's
expectations that Approach will have adequate liquidity through
2017. As of September 30, 2016, Approach had approximately $3
million of cash on the balance sheet and $52 million of
availability under the revolving credit facility due 2019 with a
borrowing base of $325 million. Moody's understands Approach will
only use the cash flow from operations to fund its capital spend
for 2016 and not draw under the revolver. The credit facility
contains two financial covenant requirements: a minimum current
ratio of 1.0x and a minimum consolidated interest coverage ratio of
1.25x through December 2017 and stepping up to 1.5x through 2018.
Moody' expects the company to remain in compliance with these
covenants through 2017.
The stable outlook reflects Approach's adequate liquidity and
ability to maintain its credit metrics through 2017.
For Approach to be considered for an upgrade, the company's
production would have to exceed 20,000 boe per day while
maintaining low leverage, adequate liquidity and a Leveraged Full
Cycle Ratio (LFCR) above 1.5x.
The ratings could be downgraded if Approach's RCF to debt declines
to below 5% on a sustained basis.
Approach Resources Inc. is a publicly traded independent oil and
gas exploration and production company, which is headquartered in
Fort Worth, Texas.
The principal methodology used in these ratings was Global
Independent Exploration and Production Industry published in
December 2011.
ARAMARK SERVICES: Share Repurchase Program No Impact on Moody's CFR
-------------------------------------------------------------------
Moody's Investors Service said it considers Aramark Services,
Inc.'s announced share repurchase program a negative credit
development as it will reduce the amount of cash available for debt
reduction, but ratings, including the Ba2 Corporate Family rating,
and stable rating outlook remain unchanged at this time.
Aramark is a provider of food and related services to a broad range
of institutions and the second largest provider of uniform and
career apparel in the United States. Moody's expects fiscal 2017
(ends September) revenue to approach $15 billion.
AUDIENCE RESEARCH: Unsecureds to Recover 91% Under Plan
-------------------------------------------------------
Audience Research Analysis, Inc., filed with the U.S. Bankruptcy
Court for the District of Maryland a disclosure statement for its
chapter 11 plan of reorganization, which proposes to pay unsecured
creditors 91% of their allowed claims.
Class 3 under the plan consists of the Unsecured Claims of Bank of
America and Funding Circle. This class is comprised of the
aggregate balances of all unsecured claims not entitled to
priority. The aggregate balances of the claims are $240,211.50.
Payment to this class will be made by monthly payments under the
Plan following the payoff of the Class 2 claim. This class will
receive no interest beyond the Petition Date on filed claims, and
will receive approximately 91% of the amounts owed by the Debtor.
This class is impaired.
The Debtor proposes to use net monthly cash flow and cash reserves
which will be set aside to cover expenses during the seasonal
slowdown in contract income to make Plan payments. The Debtor has
been making adequate protection payments of $5,329.53 for the past
3 months and reasonably believes that a monthly Plan payment of
$5,210.38 will not create an undue burden or hardship upon the
Debtor, its cash flow, or its business operations.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/mdb16-16988-57.pdf
Attorneys for Debtor:
Edward M. Miller, Esq.
MILLER & MILLER, LLP
39 N. Court St.
Westminster, MD 21157
410-751-5444
E-mail: mmllplawyers @verizon.net
Audience Research Analysis, Inc., filed for chapter 11 bankruptcy
protection (Bankr. D. Md. Case No. 16-16988) on May 21, 2016.
AURA SYSTEMS: Inks JV Agreement with Jiangsu AoLunTe
----------------------------------------------------
Aura Systems, Inc., entered into a Sino-Foreign Cooperative Joint
Venture Contract with Jiangsu AoLunTe Electrical Machinery
Industrial Co., Ltd. pursuant to which the parties will establish a
joint venture company for the purposes of manufacturing and
distributing certain mobile power products based on the Company's
patented, integrated, mobile power generator and power management
system that installs in a motor vehicle and deliver, on-location,
both AC and DC electricity for any end user, as well as such other
products as may be agreed upon from time to time between Registrant
and the JV, in the People's Republic of China. The business of the
JV is limited to the manufacturing, marketing and sale, repair and
maintenance of Selected Mobile Power Products for commercial and
military use.
Pursuant to the JV Agreement, AoLunTe will own 51% of the JV and
the Company will own 49%, and profits will be distributed based on
the ownership interest of each party. AoLunTe will contribute the
RMB equivalent of $500,000 in cash within 30 days after the
Establishment Date, as well as tangible and intangible assets
(including but not limited to equipment, land and facilities of the
site for the JV) not later than 180 days after the Establishment
Date valued at 9.25 million in US dollars. The "Establishment
Date" is the first business day after receive of the certificate of
approval issued by the PRC governmental authority responsible for
approving the JV Agreement and the Articles of Association of the
JV. The Company will contribute the RMB equivalent of $250,000 in
US dollars within 45 days after the Establishment Date, as well as
an exclusive, non-assignable, and royalty-free license in the PRC
to use the Company's intellectual property with respect to the
Selected Mobile Power Products in the form attached to the JV
Agreement.
Contributions by the Company and AoLunTe to the JV are conditioned
upon the issuance of approval for the establishment of the JV by
the applicable PRC governmental authorities and the issuance of a
business license to the JV which authorizes the full business scope
of the JV, and in each instance the approval by the Company and
AoLunTe of any changes required to the JV Agreement, Articles of
Association of business scope of the JV.
The JV will be governed by a Board of Directors, consisting of
three directors nominated by AoLunTe and three directors nominated
by the Compan. All "Major Decisions" of the Board, which are
specified in a schedule to the JV Agreement, require the vote of
two-thirds of the directors, including at least one director
nominated by the Company and one director nominated by AoLunTe.
All other decisions of the Board require the approval of a simple
majority of directors. A general manager appointed by the Board
upon the nomination of AoLunTe shall be responsible for the
day-to-day operation and management of the JV, while a financial
controller to be appointed by the Board upon the nomination of
Registrant shall be responsible for the financial management of the
JV, under the supervision of the Board.
The term of the JV Agreement is 30 years from the Establishment
Date, subject to extension by mutual written agreement of the
parties. The JV Agreement may be terminated sooner by the written
agreement of the parties or in the event of certain specified
events, including without limitation a material breach of the JV
Agreement which is not remedied (if capable of remedy) within 30
days after written notice of such breach is provided to the other
party.
Pursuant to the JV Agreement, AoLunTe will purchase from the
Company $1,250,000 of product, payable in four payments after the
Establishment Date in the amounts of $500,000, $250,000, $250,000,
and $250,000. The fourth payment will be offset against a prior
advance for products paid by AoLunTe to Aura.
The Technology Licensing Agreement must be signed by both parties
within 15 days after the Establishment Date, but will not become
effective until AoLunTe's first instalment of its capital
contribution to the JV. Any improvements to the Company's licensed
technology will belong to Registrant. The Technology Licensing
Agreement will continue until the JV Agreement expires or is
terminated, unless earlier terminated as provided therein. The
Technology Licensing Agreement may be terminated early by a party
in the event of a breach of the agreement which is not cured (if
capable of cure) within 30 days after service of written notice of
such default, or a force majeure event that significantly
interferes with the normal functioning of either party and no
solution has been found for at least six months. In addition, the
Technology Licensing Agreement will terminate immediately if the JV
becomes insolvent, a termination application is filed by the JV to
liquidate the JV, or the JV has filed against it a petition under
any bankruptcy code or similar petition under any insolvency law of
any jurisdiction.
AoLunTe is required by the JV Agreement to purchase 10 million
shares of the Company's Common Stock (such number prior to a
contemplated 1-for-7 reverse stock split by Registrant) for an
aggregate of $2,000,000 pursuant to a Securities Purchase
Agreement, the form of which is attached to the JV Agreement. The
Securities Purchase Agreement contemplates that the first
installment of $1,000,000 will be paid into a mutually-agreed
escrow account no later than Feb. 22, 2017, and be released from
escrow to the Company on the first business day of the later of (i)
delivery by the Company to AoLunTe of a certificate for the 5
million shares or (ii) receipt of the certificate of approval
issued by the applicable PRC governmental authority approving the
JV Agreement and the Articles of Association of the JV, subject in
either case to satisfaction or waiver of the conditions to closing
set forth in the Securities Purchase Agreement, namely the
execution of all applicable documents, the payment of the purchase
price, the delivering of the stock certificate for the applicable
shares of common stock, and the representations and warranties of
the parties in the Securities Purchase Agreement being true and
correct in all material respects. The sale of the second
installment of 5 million shares will close on the third business
day following approval by the stockholders of the Company of
resolutions electing a new board of directors of at least seven
directors and approving an amendment to the Certificate of
Incorporation of Registrant to effect up to a 1-for-7 reverse stock
split of the Company's Common Stock. The shares of Common Stock to
be sold to AoLunTe will be sold pursuant to Regulation S under the
Securities Act of 1933, as amended, and will not be offered or sold
to a U.S. person or for the account or benefit of a U.S. person
prior to the end of the restricted period provided by Regulation S
and any other applicable law.
Aura Systems currently is delinquent in filing its Annual Reports
on Form 10-K and Quarterly Reports on Form 10-Q, and consequently
neither the narrative nor the financial information contained in
the most recent such reports should be relied upon as presenting a
materially accurate description of the current business or
financial condition of the Company. The Company will seek to
become current in its filings with the Securities and Exchange
Commission as soon as reasonably practicable, according to a Form
8-K report filed with the Securities and Exchange Commission.
About Aura Systems
El Segundo, Calif.-based Aura Systems, Inc., designs, assembles
and sells the AuraGen(R), its patented mobile power generator that
uses a prime mover such as the engine of a vehicle to generate
power.
Aura Systems incurred a net loss of $13.9 million for the year
ended Feb. 28, 2014, as compared with a net loss of $15.1 million
for the year ended Feb. 28, 2013.
The Company's balance sheet as of Aug. 31, 2014, showed $1.45
million in total assets, $35.07 million in total liabilities and
$33.6 million in total stockholders' deficit.
Kabani & Company, Inc., in Los Angeles, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Feb. 28, 2014. The independent
auditors noted that the Company has historically incurred
substantial losses from operations, and may not have sufficient
working capital or outside financing available to meet its planned
operating activities over the next twelve months. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
AVAYA INC: More Infos Needed on Bonus, Severance Plan, Trustee Says
-------------------------------------------------------------------
Cara Mannion, writing for Bankruptcy Law360, reports that a federal
trustee argued in New York federal court that Avaya Inc. shouldn't
pay employees up to $50 million in bonus and severance payments
without providing more information to determine if the payments are
appropriate.
Law360 relates that the U.S. Bankruptcy Court for the Southern
District of New York doesn't have the requisite information to
consider whether the Debtor can continue the payment programs,
including how many workers are eligible to receive payments, the
total amount that may be liable to pay under each program and the
applicable laws.
About Avaya
Avaya Inc., together with its affiliates, is a multinational
company that provides communications products and services,
including, telephone communications, internet telephony, wireless
data communications, real-time video collaboration, contact
centers, and customer relationship software to companies of various
sizes. The Avaya Enterprise serves over 200,000 customers,
consisting of multinational enterprises, small- and medium-sized
businesses, and 911 services as well as government organizations
operating in a diverse range of industries. It has approximately
9,700 employees worldwide as of Dec. 31, 2016.
Avaya sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. S.D.N.Y. Case No. 17-10089) on Jan. 19, 2017. Seventeen
Avaya affiliates also filed separate petitions, signed by Eric S.
Koza, CFA, chief restructuring officer, on Jan. 19, 2017. Judge
Stuart M. Bernstein presides over the cases.
The Debtors have hired Kirkland & Ellis LLP as legal counsel,
Centerview Partners LLC as investment banker, Zolfo Cooper LLC as
restructuring advisor, PricewaterhouseCoopers LLP as auditor, KPMG
LLP as tax and accountancy advisor, The Siegfried Group, LLP as
financial services consultant.
The Debtors reported assets of $5.52 billion and debts of $6.35
billion as of Sept. 30, 2016.
BAILEY HILL: Hires Maltz Auctions as Broker & Auctioneer
--------------------------------------------------------
Bailey Hill Management, LLC seeks authorization from the U.S.
Bankruptcy Court for the District of Connecticut to employ Maltz
Auctions as real estate broker/auctioneer to the Debtor and Debtor
in Possession.
The Debtor requires Maltz to market and sell by public auction the
real properties located at 963 Bailey Hill Road, East Killingly, CT
and 291 Slater Hill Road, East Killingly, CT (the "Properties").
The Debtor have agreed to pay Maltz pursuant to the parties'
Marketing & Exclusive Sales Agreement:
a. Compensation-Commission: The successful bidder at the
Auction shall pay Maltz a buyer's premium on the high bid of the
Properties sold at Auction, representing Maltz's sole compensation
hereunder, which shall be a six (6%) percent buyer's premium, to be
paid by the successful bidder, subject to the terms of paragraphs
c, d and e below (the "Buyer's Premium"). The Buyer's Premium shall
be payable to Maltz at closing and without further order of the
Bankruptcy Court.
b. Minimum Acceptable Price: The Debtor agrees to accept the
highest bid at the public auction.
c. Bankruptcy Court Approval: In accordance with the
applicable provisions of the Bankruptcy Code, any contract of sale
for the Properties shall be subject to the approval of the
Bankruptcy Court, shall be subject to "higher and better offers,"
which shall take place at the public auction and the closing shall
be subject to an order of the Bankruptcy Court approving the
highest and best offer and underlying contract of sale.
d. Buyer Broker Participation: If the successful bidder for
the Property is registered by a Buyer's Broker ("Co-Broker") in
accordance with the Broker Participation Guidelines, then such
Co-Broker shall be entitled to 2% of the high bid at auction (the
"Buyer Broker Commission"). The distribution of the Buyer Broker
Commission will be disbursed to the Co-Broker from Maltz's Buyer's
Premium, upon the closing of the sale of the Property, and without
further order of the Bankruptcy Court.
e. Marketing Costs: On or before the Effective Date, Maltz
shall advance the actual cost of advertising, promotion, and other
expenses incident to the sale of the Real Property. If the Property
sells without a Co-Broker as set forth in Paragraph 11 of the
Marketing Agreement, then Maltz shall not seek reimbursement from
the Estate for the marketing costs.
f. Sole and Exclusive Right to Sell: Debtor grants Maltz the
sole and exclusive right to sell the Property. In the event that
the Property is withdrawn from the auction for any cause (excluding
the mutual withdrawal of Maltz and Seller), or is sold at private
sale before the auction by or on the behalf of Seller or Maltz,
Seller shall pay to Maltz an amount equal to the greater of, 6% of
the reserve price of the Property withdrawn, or 6% of the selling
price of the Property sold privately. Furthermore, if the Property
is sold within the 180 days following the auction to any party who
was in contact with Maltz at any inspection, auction, or otherwise,
Seller shall pay Maltz an amount equal to 6% of the selling price
of the Property.
Richard B. Maltz, president of Maltz Auction, Inc., b/d/a Maltz
Auction, 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.
Maltz can be reached at:
Richard B. Maltz
Maltz Auction, Inc., d/b/a Maltz Auction
39 Windsor Place
Central Islip, NY 11722
Phone: 516.349.7022
Fax: 516.349.0105
About Bailey Hill Management
Bailey Hill Management, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. D. Conn. Case No. 16-20005) on Jan. 4, 2016. The Hon. Ann
M. Nevins presides over the case. Groob Ressler & Mulqueen, P.C.
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 Edward R. Eramian, managing member of
the Debtor.
BAILEY RIDGE: Can Use Dubuque Bank Cash on Interim Basis
--------------------------------------------------------
The U.S. Bankruptcy Court for the Southern District of Iowa
authorized Bailey Ridge Partners LLC to use cash collateral on an
interim basis.
The Debtor was authorized to use $29,753 to make payments to Chad
Utsech, in the amount of $3,154; Dale Pike, in the amount of
$1,080; Dale Pike, in the amount of $19.15; and Kyle Medearis, in
the amount of $500, among others.
Dubuque Bank and Trust Company is granted a substitute replacement
lien on the post petition account receivables and inventory
acquired by the Debtor post-petition.
A full-text copy of the Interim Order, dated Feb. 3, 2017, is
available at
http://bankrupt.com/misc/BaileyRidge2017_1700033_53.pdf
About Bailey Ridge Partners, LLC
Bailey Ridge Partners LLC, based in Kingsley, Iowa, filed a chapter
11 petition (Bankr. N.D. Iowa Case No. 17-00033) on Jan. 11, 2017.
The petition was signed by Floyd Davis, managing member. The
Debtor is represented by Donald H. Molstad, Esq., at Molstad Law
Firm. The Debtor estimated assets at $0 to $50,000 and liabilities
at $10 million to $50 million at the time of the filing.
BALL CORP: Fitch Affirms 'BB+' Issuer Default Rating
----------------------------------------------------
Fitch Ratings has affirmed the 'BB+' Issuer Default Rating (IDR)
and all outstanding debt ratings of the Ball Corporation. The
ratings apply to more than $7 billion of total outstanding debt.
The Rating Outlook is Stable.
KEY RATING DRIVERS
Improved Scale, Leading Global Position
Ball Corp's ratings reflect its globally diversified sources of
cash flow and leading market positions in the majority of its
product categories and market segments. Following the Rexam PLC
acquisition and related divestitures, according to the company
based on 2015 market share data, Ball controls roughly 30% of the
global market share for metal beverage cans with leading market
share positions in North & Central America at 43%, Europe at 38%
and Brazil at 60% along with increased presence in other emerging
market regions. Ball also has leading global market share in
higher-margin, higher-growth specialty cans of approximately 30%.
Fitch believes the transaction will allow Ball to further improve
its business risk profile, profitability and financial flexibility
owing to the synergies that will leverage scale, capabilities and
production efficiencies. The transaction also provides access to
additional geographies and new customers that should increase
Ball's exposure to growing beverage segments, along with the
ability to better leverage specialty package technology and
streamline plant efficiencies.
Relatively Positive Industry Fundamentals
The global beverage industry does have some structural challenges
within certain sub-segments, like declining carbonated soft drink
and mainstream beer consumption in developed markets. However,
longer-term expectations are for modestly increasing global
beverage-can volume driven by on-going global pack mix
substitution, growth in specialty cans, as well as growth in
emerging and developing markets. The craft beer industry is an
important driver of specialty cans growth in the U.S. along with
opportunities in sparkling water, juices, teas, energy and other
emerging alternative beverages. Certain regions, like Brazil and
Russia, have recently experienced economic contractions; however,
both are expected to show further recovery in 2017 with positive
GDP growth supported by increased consumer spending according to
Fitch's Global Economic Outlook.
Leverage High, Material Deleveraging Expected
The ratings consider the material increase in Ball's leverage due
to debt financing from the Rexam acquisition. Fitch estimates
Ball's pro forma leverage (adjusted debt to EBITDA), inclusive of
debt factoring, at roughly 5x for the end of 2016. Fitch
anticipates material deleveraging to the lower 4x range by the end
of 2017 due to increased EBITDA as synergies begin to ramp up
throughout the year and as debt is repaid through FCF generation in
the second half of 2017. Further deleveraging improvement is
expected to the upper 3x range in 2018. Ball has a strong track
record for deleveraging following large transactions, which is an
important rating consideration. Rating concerns would increase if
Ball's leverage (as defined by Fitch) is not below 4x by the end of
2018. Fitch does not expect Ball will repurchase a material level
of shares until early 2018, as share repurchases are dependent on
the company's confidence with the earnings ramp-up to operate
within its net leverage target range of 3.0x to 3.5x.
Expected Synergies Drive Earnings Improvement
Ball expects to generate at least $300 million in total synergies
by the end of the third year following acquisition, with close to
$150 million realized by the end of 2017. A material portion of
those synergies were related to the closure of Rexam's London
headquarters in late 2016. Cash restructuring costs related to the
Rexam acquisition are expected to be approximately $280 million.
Overall cost synergies are expected primarily from lower G&A
expenses and improved sourcing and purchasing power combined with
savings from best practices and optimization of production
capabilities and lower freight, logistics and warehousing costs.
Fitch shares Ball's confidence with synergy benefits and forecasts
Ball's EBITDA in the low $1.7 billion range in 2017 then increasing
to the mid-to-upper $1.8 billion range in 2018. A key area for
margin improvement is the European business, as Ball's new beverage
footprint generates lower margins than Ball's legacy operations.
Other factors that will drive earnings improvement for Ball include
expected growth from can volumes/mix, the ramp-up in new production
capacity from past investments and closure of its three-line
Reidsville plant in mid-2017. Additionally, improved earnings are
expected in the food and aerosol segment, due to past aerosol
capital investments and realignment of manufacturing capacity and
in the Aerospace segment, that should begin to realize benefits
from the significant increase in its backlog that has more than
doubled to $1.4 billion at the end of 2016. Ball has also indicated
further opportunities are potentially present with some excess
capacity related to the manufacturing footprint that could allow
the company to remove further capacity, thus generating additional
cost saving opportunities.
Minimal Near-term Maturities
Ball's nearest-term maturity, excluding the term loan amortizations
and uncommitted lines of credit, are the senior notes due in 2020.
As part of the financing for the Rexam transaction in December
2015, Ball issued three-tranche senior notes offering of $1
billion, Euro400 million and Euro700 million due 2020, 2020, and
2023, respectively. Additionally, Ball issued term loan debt of
$1.4 billion and Euro1.1 billion. The European debt gives the
company flexibility to repay debt as cash builds globally and
minimizes foreign exchange translation exposure versus legacy Ball
prior to the transaction.
Receivables Factoring Expected to Grow
During the past several years, Ball has increased the use of
factoring receivables likely due to pressure from key customers
trying to optimize their working capital requirements. To manage
the higher level of receivables, Ball has entered into committed
and uncommitted accounts receivable factoring programs with
multiple financial institutions for certain company receivables.
The combined limits of the factoring program were $679 million at
Sept. 30, 2016. A total of $465 million and $479 million were sold
under these programs as of Sept. 30, 2016 and Dec. 31, 2015,
respectively. Fitch expects Ball will expand its use of the
factoring program to drive further working capital benefits during
the next couple of years. This could increase outstanding factoring
receivables into the range of $700 million to $800 million.
Ball's factoring program is accounted for as a true sale of the
receivables without recourse to Ball. However, Fitch views the
practice of receivables factoring as a form of debt, recognizing
the core ongoing nature of Ball's receivables and the potential for
any required replacement funding being on balance sheet. Therefore,
as part of Fitch adjustments, FCF has been reduced based on changes
in the facility and total debt has been increased to reflect
amounts outstanding under the receivables program.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case in 2017 for the
issuer include:
-- Revenues in the mid $10.6 billion range;
-- EBITDA in the low $1.7 billion range in 2017 increasing to the
mid-to-upper $1.8 billion range in 2018;
-- Net debt of $6.25 billion;
-- Capital spending of $500 million;
-- FCF (cash from operations less capital spending less dividends
less receivables factoring adjustment) within the range of $600
million to $650 million;
-- No material level of share repurchases;
-- Leverage at the end of 2017 in the lower 4x range, decreasing
to the upper 3x range during 2018.
Fitch expects Ball will meaningfully increase share repurchases in
2018 and 2019 which allows the company to effectively manage its
net leverage target of 3.0x to 3.5x.
RATING SENSITIVITIES
Negative: Future developments that may, individually or
collectively, lead to negative rating include:
-- Sustained gross leverage greater than 4.0x resulting from lack
of deleveraging due to challenges and lower synergies related with
the Rexam integration;
-- Adoption of a more aggressive financial policy;
-- Material increase in the use of the receivables factoring
program and/or significant revenue decline/pressure on EBITDA
causing a material drop in profitability and lower cash
generation.
Rating concerns would increase if Ball is not below 4x leverage (as
defined by Fitch) by the end of 2018.
Positive: Positive rating actions are not anticipated in the
intermediate term given the material increase in gross leverage due
to the Rexam transaction and management's current financial
leverage targets. Over the longer-term, future developments that
may, individually or collectively, lead to positive rating
include:
-- Sustained leverage in the low 3.0x range, including debt
factoring receivables;
-- Margin expansion sustained in the upper-teens range;
-- FCF margin sustained in the mid-single-digit range.
LIQUIDITY
Ball has good liquidity provided by the company's free cash flow,
availability under its credit agreement, balance sheet cash and
other sources. Fitch expects Ball will generate free cash flow in
2017 within the range of $600 million to $650 million. At Sept. 30,
2016, Ball's $1.5 billion multi-currency revolving credit facility,
that matures March 18, 2021, had approximately $1.2 billion
available. Cash at the end of the third quarter 2016 was $645
million with $588 million held outside of the U.S. Following steps
taken by Egypt's central bank to devalue their currency, Ball
reported a $95 million reduction in the U.S. Dollar value of the
Egyptian Pound cash in November 2016. Ball has material
inter-company loans in Europe, Brazil and China that allows the
company to transfer cash efficiently, if needed. At the end of
2016, Ball had $597 million in cash.
As mentioned earlier, Ball maintains availability from several
regional committed and uncommitted accounts receivable factoring
programs. The company also has uncommitted, unsecured credit
facilities, which Fitch views as a weaker form of liquidity. Ball
had approximately $502 million of uncommitted lines available, of
which $294 million was outstanding and due on demand at the end of
the third quarter 2016.
Covenants and Guarantees: Ball's current credit agreement requires
the company to maintain net leverage below 5.0x as of Dec. 31,
2016, stepping down to 4.0x at Dec. 31, 2017. The senior notes and
senior credit facilities are guaranteed on a full, unconditional
and joint and several basis by certain of Ball's wholly owned
domestic subsidiaries with certain foreign denominated senior
credit facilities tranches similarly guaranteed by certain Ball
wholly owned foreign subsidiaries.
All obligations under the guarantees of the senior credit
facilities are secured by a first priority perfected secured pledge
on 100% of the capital stock of Ball's material wholly owned
domestic subsidiaries and 65% of the capital stock of Ball's
material wholly owned first-tier foreign subsidiaries. In addition,
the obligations of the Euro term loan A are secured by a first
priority perfected secured pledge on 100% of the capital stock of
Ball's material wholly owned foreign subsidiaries and material
wholly-owned U.S. domiciled foreign subsidiaries or any of its
wholly-owned material domestic subsidiaries.
Fitch believes the stock pledge and guarantees reflect a superior
recovery prospect at 'RR1' for the secured credit facilities. The
senior debt has 'RR4' recovery representing average recovery
prospects.
FULL LIST OF RATING ACTIONS
Fitch has affirmed the following ratings:
-- IDR at 'BB+';
-- Senior unsecured debt at 'BB+/RR4';
-- $1.5 billion five-year secured revolving facility at
'BBB-/RR1';
-- $1.4 billion (USD) secured term loan at 'BBB-/RR1';
-- EUR1.1 billion secured term loan at 'BBB-/RR1'.
The Rating Outlook is Stable.
BEST ROAD VIEW: Taps CBRE-Albany as Real Estate Broker
------------------------------------------------------
Best Road View, LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of New York to employ CBRE-Albany as Real
Estate Broker for Debtor.
Services to be rendered by CBRE are:
a. Examining of the Debtor's real property.
b. Marketing of the Debtor's real property.
c. Disposing of real property.
d. Examining of liens against the Debtor's real property.
e. Examining of the validity and perfection of secured claims
against the Debtor's real property.
Tom Savino, a real-estate broker employed with CBRE-Albany, attests
that he is a disinterested professional as contemplated by 11
U.S.C. Sections 101(14) and 327(a).
Mr. Savina understands that payment of his fees will on a
commission basis at 6% of the sales price of the real estate and
that payment of these fees will be subject to Bankruptcy Court
approval pursuant to 11 U.S.C. Section 330.
The firm can be reached through:
Tom Savino
CBRE-ALBANY
100 Great Oaks Boulevard, Suite 14
Albany, NY 12203
Tel: +1 518 4522700
Fax: +1 518 4527037
About Best Road View, LLC
Best Road View, LLC filed a voluntary petition for relief under
Chapter 11 of the Bankruptcy Code (Bankr. N.D.N.Y. Case No.
16-11968) on October 28, 2016. The Debtor is represented by
Michael Leo Boyle, Esq. -- mboyle@tullylegal.com -- at Tully
Rinckey PLLC.
BIBHU LLC: Hires Alla Kachan P.C. as Bankruptcy Counsel
-------------------------------------------------------
Bibhu LLC seeks authorization from the U.S. Bankruptcy Court for
the Southern District of New York to retain the Law Offices of Alla
Kachan P.C. as counsel for the Debtor.
The Debtor requires Kachan Law Office to:
a. assist the Debtor in administering this case;
b. make motions or take action as may be appropriate or
necessary under the Bankruptcy Code;
c. represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate and other actions as the Debtor
deem appropriate;
d. take steps as may be necessary for the Debtor to marshal
and protect the estate's assets;
e. negotiate with the Debtor's creditors in formulating a plan
of reorganization;
f. draft and prosecute the confirmation of the Debtor's plan
of reorganization in this case; and
g. render additional services as the Debtor may require in
this case.
Kachan Law Office will be paid at these hourly rates:
Attorney $300
Paraprofessionals $150
Kachan Law Office received initial retainer of $15,000 on January
4, 2017.
Kachan Law Office will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alla Kachan, Esq., member of the law firm of the Law Offices of
Alla Kachan, PC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Kachan Law Office may be reached at:
Alla Kachan, Esq.
Law Offices of Alla Kachan, PC
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
Tel: (718)513-3145
About Bibhu LLC
Bibhu, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y.
Case No. 17-10042) on January 10, 2017. Alla Kachan, Esq., at the
Law Offices of Alla Kachan P.C. serves as bankruptcy counsel. The
Debtor's assets and liabilities are both below $1 million.
BIBHU LLC: Hires Wisdom Professional Services as Accountant
-----------------------------------------------------------
Bibhu LLC seeks authorization from the U.S. Bankruptcy Court for
the Southern District of New York to retain Wisdom Professional
Services Inc., as accountant for the Debtor.
The Debtor requires Wisdom Professional Services to:
a. gather and verify all pertinent information required to
compile and prepare monthly operating reports;
b. prepare monthly operating reports for the the Debtor in
Bankruptcy case.
The Debtor will compensate Wisdom Professional Services at $300 per
hour.
Wisdom Professional Services received an initial retainer in the
amount of $2,000 prior to filing.
Michael Shtarkman, CPA, accountant with Wisdom Professional
Services Inc., assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code, and does not represent any interest adverse to the Debtor and
its estates.
Wisdom Professional Services can be reached at:
Michael Shtarkman, CPA
Wisdom Professional Services Inc.
2546 East 17th Street, 2nd Floor
Brooklyn, NY 11235
Tel: 718-554-6672
About Bibhu LLC
Bibhu, LLC filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y.
Case No. 17-10042) on January 10, 2017. Alla Kachan, Esq., at Law
Offices of Alla Kachan P.C. serves as bankruptcy counsel. The
Debtor's assets and liabilities are both below $1 million.
BLACK ELK: Former CEO Fights Discovery Freeze Proposed by Gov't
---------------------------------------------------------------
Cara Mannion, writing for Bankruptcy Law360, reports that former
Black Elk Energy Offshore Operations LLC CEO Jeffrey Shulse and
three former Platinum Partners executives asked a New York federal
court on Friday to reject the government's proposed "blanket and
indefinite" discovery freeze in the civil case.
Law360 relates that Mr. Shulse and the three former Platinum
Partners executives are facing parallel civil and criminal cases
for allegedly inflating the value of Black Elk investments and
duping its bondholders.
About Black Elk
Black Elk Energy Offshore Operations, LLC, is a Houston, Texas
based privately held limited liability company engaged in the
acquisition, exploitation, development and production of oil and
natural gas properties primarily in the shallow waters of the Gulf
of Mexico near the coast of Louisiana and Texas.
Black Elk had total assets of $339.7 million and total debt of
$432.3 million as of Sept. 30, 2014.
Judge Letitia Z. Paul of the U.S. Bankruptcy Court in the Southern
District of Texas placed Black Elk under Chapter 11 bankruptcy
protection on Sept. 1, 2015, converting an involuntary Chapter 7
bankruptcy petition by its creditors. Thereafter, the Company
filed with the Court a voluntary Chapter 11 petition (Bankr. S.D.
Tex. Case No. 15-34287) on Sept. 10, 2015.
Judge Paul later recused herself from the case and the matter was
given to Judge Marvin Isgur, according to information posted on
the case docket on Sept. 14.
The Debtor was represented by Elizabeth E. Green, Esq., of Baker &
Hostetler. Blackhill Partners' Jeff Jones served as the Debtor's
Chief Restructuring Officer. The Debtors hired Ryan LLC as tax
research consultant and Williamson, Sears & Rusnak, LLP as special
counsel.
Judy A. Robbins, U.S. Trustee for Region 7, appointed five
creditors to serve in the Official Committee of Unsecured
Creditors in the Chapter 11 case of Black Elk Energy Offshore
Operations, LLC. Okin & Adams LLP is counsel to the Committee.
* * *
Black Elk Energy Offshore Operations' Third Amended Plan of
Liquidation became effective, and the Company emerged from Chapter
11 protection, according to a report by The Troubled Company
Reporter on July 28, 2016. The Court confirmed the Plan on July
13, 2016.
BOISE GUN: Can Continue Using Cash Collateral Until June 30
-----------------------------------------------------------
Judge Terry L. Myers of the U.S. Bankruptcy Court for the District
of Idaho authorized Boise Gun Company, Inc. to continue using cash
collateral until the earlier of June 30, 2017, or the confirmation
of the Debtor's Chapter 11 Plan.
Judge Myers held that Zions First National Bank, Sports Inc., and
CAN Capital will maintain their adequate protection liens on all
postpetition collateral to the same extent as existed prepetition
to the extent of cash collateral actually used by the Debtor.
The Debtor was directed to make monthly adequate protection
payments to:
(a) Zions Bank, in the amount of $25,000;
(b) Sports, Inc., in the amount of $12,500;
(c) CAN Capital, in the amount of $2,000.
A full-text copy of the Order, dated Feb. 1, 2017, is available at
http://bankrupt.com/misc/BoiseGun2015_1501389tlm_176.pdf
About Boise Gun Company, Inc.
Boise Gun Company, Inc., based in Garden City, Idaho, filed a
chapter 11 petition (Bankr. D. Idaho Case No. 15-01389) on Oct. 23,
2015. The petition was signed by Jason Hopper, vice president.
The case is assigned to Judge Terry L. Myers. The Debtor is
represented by Matthew T. Christensen, Esq., at Angstman Johnson,
PLLC. The Debtor disclosed $3.85 million in assets and $4.14
million in liabilities at the time of the filing.
BONANZA CREEK: Equity Holders, Some Noteholders Object to Plan
--------------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reports that equity
holders and some noteholders objected to key provisions of the
Bonanza Creek Resources Inc.'s prepackaged Chapter 11 plan on
Friday. According to Law360, the equity holders and noteholders
complained that the proposals undervalue the Debtor and wrongly
reward select creditors.
Law360 relates that the Debtor plans to shed $850 million of its $1
billion debt through note-to-equity swaps and also calls for a $200
million rights offering, with a subset of noteholders receiving
extra shares.
About Bonanza Creek Energy
Bonanza Creek Energy, Inc. (NYSE: BCEI) --
http://www.bonanzacrk.com/-- is an independent oil and Natural Gas
Company engaged in the acquisition, exploration, development and
production of onshore oil and associated liquids-rich natural gas
in the U.S. The Company's assets and operations are concentrated
primarily in the Rocky Mountain region in the Wattenberg Field,
focused on the Niobrara and Codell formations, and in southern
Arkansas, focused on oily Cotton Valley sands.
As of Sept. 30, 2016, Bonanza had $1.22 billion in total assets,
$1.13 billion in total liabilities, and $84.75 million in total
stockholders' equity.
On Jan. 4, 2017 Bonanza Creek Energy, Inc., and six affiliated
debtors each filed a voluntary petition for relief under Chapter 11
of the U.S. Bankruptcy Code (Bankr. D. Del. Lead Case No. Case No.
17-10015). The cases are pending before the Hon. Kevin J. Carey,
and the Debtors have requested joint administration of the cases.
Davis, Polk & Wardwell LLP is acting as legal counsel to the
Debtors, Richards, Layton & Finger, P.A., is acting as co-counsel,
Perella Weinberg Partners LP is acting as financial advisor,
Alvarez & Marsal LLC is acting as restructuring advisor and Prime
Clerk LLC is acting as notice, claims and solicitation agent to the
Company in connection with its restructuring efforts.
Kirkland & Ellis LLP serves as legal counsel and Evercore Group
L.L.C. serves as financial advisor to the ad hoc committee of
holders of the Senior Notes.
The Chapter 11 Plan
Bonanza Creek Energy on Dec. 23, 2016, filed a Joint Prepackaged
Plan of Reorganization and Disclosure Statement after reaching a
deal with (i) certain holders that own or manage with the authority
to act on behalf of the beneficial owners of 51.1% in aggregate
principal amount of Bonanza Creek's approximately $800 million in
aggregate principal amount of outstanding 5.75% Senior Notes and
6.75% Senior Notes; and (ii) NGL Energy Partners LP and NGL Crude
Logistics, LLC, the counterparties to one of the Debtors' crude oil
purchase and sale agreements.
Under the Plan, holders of Class 1D General Unsecured Claims
against Bonanza Creek -- estimated at $868,836,998 -- will be
entitled to receive its Ratable Share of: (a) 29.4% of the New
Common Stock subject to dilution and (b) 37.8% of the subscription
Rights. They are expected to recover 17.7%.
Holders of Class 2D General Unsecured Claims against Bonanza Creek
Operating -- estimated at $1,025,691,139 -- will be entitled to
receive its ratable share of 17.6% of the new common stock.
Recovery is estimated at 3.6%.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/deb17-10015-21.pdf
BROWN MEDICAL: Drops Lawsuit Against Greenberg Over $2.2M in Fees
-----------------------------------------------------------------
Cara Mannion, writing for Bankruptcy Law360, reports that Elizabeth
Guffy, the bankruptcy estate agent for Brown Medical Center Inc.,
and Greenberg Traurig LLP have settled for an undisclosed amount a
lawsuit on the return of $2.2 million in legal fees the law firm
received for representing the now-deceased owner of Brown Medical.
Law360 says that Ms. Guffy, who alleged in May 2016 that the fees
are technically fraudulent transfers because they were made after
its insolvency, agreed to dismiss her suit with prejudice.
About Brown Medical
Houston, Texas-based Brown Medical Center, Inc., is a management
company that historically served as the epicenter of the operating
business enterprise directly or indirectly owned or controlled by
Michael Glyn Brown, including six surgery centers and related
facilities. The Company sought protection under Chapter 11 of the
Bankruptcy Code on Oct. 15, 2013 (Case No. 13-36405, Bankr.
S.D.Tex.). The case is assigned to Judge Marvin Isgur.
Brown Medical Center is represented by Spencer D. Solomon, Esq.,
at Nathan Sommers Jacobs, P.C., in Houston, Texas.
In November 2013, the Bankruptcy Court approved the appointment of
Elizabeth M. Guffy as Chapter 11 trustee. The trustee hired
Porter Hedges LLP, led by Joshua W. Wolfshohl, Esq., John F.
Higgins, Esq., and James Matthew Vaughn, Esq., Nick D. Nicholas,
Esq., J. Patrick LaRue, Esq., and Craig M. Bergez, as counsel.
The trustee tapped The Claro Group, LLC, as financial advisor and
consultant.
In its schedules, Brown Medical listed $13,807,746 in assets and
$27,716,168 in liabilities. Brown Medical owes Crown Financial
Funding, LP, the primary secured creditor, pursuant to a pre-
bankruptcy promissory note in the original principal amount of
$2 million, which indebtedness is secured by a security agreement
from Allied Center for Special Surgery, Scottsdale, LLC covering
accounts and accounts receivable which the Debtor has the right to
collect.
The plan of liquidation filed by the Chapter 11 trustee became
effective on Oct. 1, 2014. Under the Plan, the remaining assets,
including cash and the right to receive a portion of the net
proceeds from ongoing collection of accounts receivable, will vest
in the "liquidating debtor" -- the company after the effective
date of the plan.
BURCON NUTRASCIENCE: Ace Way Global Reports 22.3% Equity Stake
--------------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Paul Suen Cho Hung, Ace Way Global Limited and Ace
Pride Holdings Limited disclosed that as of Jan. 24, 2017, they
beneficially own 8,592,937 common shares of Burcon NutraScience
representing 22.3 percent of the shares outstanding.
Ace Pride is a wholly-owned subsidiary of Ace Way and Ace Way is
wholly-owned by Mr. Suen. On Jan. 24, 2017, via Ace Way and Ace
Pride, Mr. Suen acquired a total of 1,147,366,967 shares of ITC
Corporation Limited for an aggregate consideration of
HK$596,630,822 at HK$0.52 per ITC Share.
Upon completion of the ITC Shares Acquisition, the aggregate direct
and indirect shareholding in ITC held by Mr. Suen amounted to
67.96% of the total issued share capital of ITC.
ITC owns 100% of the issued share capital of Large Scale
Investments Limited and Great Intelligence Limited, which owns
certain securities interests in Burcon Nutrascience.
Mr. Suen intends that the ITC Group will continue to operate its
existing business. The principal activities of the ITC Group
comprise investment holding, the provision of finance, property
investment and treasury investment.
"Mr. Suen will in due course conduct a review of the existing
principal businesses and financial position of the ITC Group for
the purpose of formulating business plans and strategies for the
future business development of the ITC Group. No time frame has
been set for the completion of such review," as disclosed in the
regulatory filing.
A full-text copy of the Schedule 13D is available for free at:
https://is.gd/I5aimp
About Burcon NutraScience
Headquartered in Vancouver, Canada, Burcon NutraScience
Corporation has developed a portfolio of composition, application,
and process patents originating from its core protein extraction
and purification technology. The Company's patented processes
utilize inexpensive oilseed meals and other plant-based sources
for the production of purified plant proteins that exhibit certain
nutritional, functional and nutraceutical profiles.
Burcon NutraScience reported a net loss of C$6.56 million on
C$106,390 of revenue for the year ended March 31, 2016, compared to
a net loss of C$6.57 million on C$105,387 of revenue for the year
ended March 31, 2015.
As of Sept. 30, 2016, Burcon Nutrascience had C$3.86 million in
total assets, C$2.48 million in total liabilities and C$1.38
million in shareholders' equity.
In its annual report on Form 20-F for the fiscal year ended
March 31, 2016, the Company said that as at March 31, 2016, it had
minimal revenues from its technology, had an accumulated deficit of
$77,550,164 (2015 - $70,980,388). During the year ended
March 31, 2016, the Company incurred a loss of $6,569,776 (2015 -
$6,579,424; 2014 - $5,961,545) and had negative cash flow from
operations of $4,883,575 (2015 - $4,819,743; 2014 - $4,952,221).
The Company has relied on equity financings, private placements,
rights offerings and other equity transactions to provide the
financing necessary to undertake its research and development
activities. As at March 31, 2016, the Company had cash and cash
equivalents of $2,479,862 (2015 - $2,400,965) and short-term
investments of $nil (2015 - $1,266,600). These conditions
indicate existence of a material uncertainty that casts substantial
doubt about the ability of the Company to meet its obligations as
they become due and, accordingly, its ability to continue as a
going concern.
The Company said its ability to continue as a going concern is
dependent upon the Company raising additional capital. On May 12,
2016, the Company completed a convertible note financing for
$2,000,000, with net proceeds of approximately $1,934,000.
Although the Company expects to receive royalty revenues from its
license and production agreement (Soy Agreement) with Archer
Daniels Midland Company from the sales of CLARISOY(TM), the amount
of royalty revenues cannot be ascertained at this time. Burcon
expects the amount of royalty revenues from the sales of
CLARISOY(TM) will not reach its full potential until such time
production is expanded to one or more full-scale commercial
facilities.
BURCON NUTRASCIENCE: Charles Chan Ceases to Be Shareholder
----------------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Charles Chan Kwok Keung disclosed that as of Jan. 24,
2017, he has ceased to beneficially own shares of common stock of
Burcon NutraScience Corporation.
Dr. Chan is the chairman of ITC Corporation Limited and the
chairman and a non-executive director of Television Broadcasts
Limited. Dr. Chan is the sole director of Galaxyway Investments
Limited and Chinaview International Limited.
On Jan. 24, 2017, Dr. Chan disposed of his entire direct and
indirect shareholding in ITC, totaling 1,147,366,967 shares,
representing approximately 67.96% of the total issued share capital
of ITC, for an aggregate consideration of HK$596,630,822. Upon
completion of the ITC Shares Disposal, Dr. Chan did not own,
whether directly or indirectly, any interest in ITC.
As a result of the transactions, on Jan. 24, 2017, Dr. Chan ceased
to be a beneficial owner of more than five percent of the Shares.
A full-text copy of the regulatory filing is available at:
https://is.gd/vaWNtj
About Burcon NutraScience
Headquartered in Vancouver, Canada, Burcon NutraScience
Corporation has developed a portfolio of composition, application,
and process patents originating from its core protein extraction
and purification technology. The Company's patented processes
utilize inexpensive oilseed meals and other plant-based sources
for the production of purified plant proteins that exhibit certain
nutritional, functional and nutraceutical profiles.
Burcon NutraScience reported a net loss of C$6.56 million on
C$106,390 of revenue for the year ended March 31, 2016, compared to
a net loss of C$6.57 million on C$105,387 of revenue for the year
ended March 31, 2015.
As of Sept. 30, 2016, Burcon Nutrascience had C$3.86 million in
total assets, C$2.48 million in total liabilities and C$1.38
million in shareholders' equity.
In its annual report on Form 20-F for the fiscal year ended
March 31, 2016, the Company said that as at March 31, 2016, it had
minimal revenues from its technology, had an accumulated deficit of
$77,550,164 (2015 - $70,980,388). During the year ended
March 31, 2016, the Company incurred a loss of $6,569,776 (2015 -
$6,579,424; 2014 - $5,961,545) and had negative cash flow from
operations of $4,883,575 (2015 - $4,819,743; 2014 - $4,952,221).
The Company has relied on equity financings, private placements,
rights offerings and other equity transactions to provide the
financing necessary to undertake its research and development
activities. As at March 31, 2016, the Company had cash and cash
equivalents of $2,479,862 (2015 - $2,400,965) and short-term
investments of $nil (2015 - $1,266,600). These conditions
indicate existence of a material uncertainty that casts substantial
doubt about the ability of the Company to meet its obligations as
they become due and, accordingly, its ability to continue as a
going concern.
The Company said its ability to continue as a going concern is
dependent upon the Company raising additional capital. On May 12,
2016, the Company completed a convertible note financing for
$2,000,000, with net proceeds of approximately $1,934,000.
Although the Company expects to receive royalty revenues from its
license and production agreement (Soy Agreement) with Archer
Daniels Midland Company from the sales of CLARISOY(TM), the amount
of royalty revenues cannot be ascertained at this time. Burcon
expects the amount of royalty revenues from the sales of
CLARISOY(TM) will not reach its full potential until such time
production is expanded to one or more full-scale commercial
facilities.
CAL DIVE: Asks For Conversion of Ch. 11 Case to Ch. 7 Liquidation
-----------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that Cal
Dive International Inc. filed on Monday a motion asking the U.S.
Bankruptcy Court for the District of Delaware to convert its case
to Chapter 7 liquidations because it has no remaining assets and
wants to wind down the business. The Debtor says that it has no
further business purposes in operating as it has sold off its
assets and is left only to administer some lingering litigation
claims and the final stages of its closure, Law360 relates.
About Cal Dive
Houston, Texas-based marine contractor Cal Dive International,
Inc., provides manned diving, pipelay and pipe burial, platform
installation and salvage, and light well intervention services to
the offshore oil and natural gas industry on the Gulf of Mexico
OCS, Northeastern U.S., Latin America, Southeast Asia, China,
Australia, West Africa, the Middle East, and Europe. Cal Dive and
its U.S. subsidiaries filed simultaneous voluntary petitions
(Bankr. D. Del. Lead Case No. 15-10458) on March 3, 2015.
Through the Chapter 11 process, the Company intends to sell
non-core assets and intends to reorganize or sell as a going
concern its core subsea contracting business.
Cal Dive disclosed total assets of $571 million and total debt of
$411 million as of Sept. 30, 2015.
The Debtors tapped Richards, Layton & Finger, P.A., as counsel,
O'Melveny & Myers LLP, as co-counsel; Jones Walker Jones Walker LLP
as corporate counsel; and Kurtzman Carson Consultants, LLC, as
claims and noticing agent. The Debtors also tapped Carl Marks
Advisory Group LLC as crisis managers and appoint F. Duffield
Meyercord as chief restructuring officer.
The U.S. Trustee for Region 3 amended the committee of unsecured
creditors in the case from five-member committee to four members.
The Committee retained Akin Gump Strauss Hauer & Feld LLP and
Pepper Hamilton LLP as co-counsel; and Guggenheim Securities, LLC
as exclusive investment banker.
Cal Dive Offshore Contractors, Inc., disclosed total assets of
$233,273,806 and $311,339,932 in liabilities as of the Chapter 11
filing.
CATASYS INC: Inks $1.3-Mil. Subscription Agreement with Acuitas
---------------------------------------------------------------
Catasys, Inc. entered into a Subscription Agreement with Acuitas
Group Holdings, LLC (100% owned by Terren S. Peizer, chairman and
chief executive officer of the Company), pursuant to which the
Company will receive aggregate gross proceeds of $1,300,000 in
consideration of the issuance of (i) an 8% Series B Convertible
Debenture due March 31, 2017, and (ii) five-year warrants to
purchase shares of the Company's common stock in an amount equal to
100% of the initial number of shares of common stock issuable upon
the conversion of the Convertible Debenture, at an exercise price
of $0.85 per share. The Loan Amount is payable in tranches through
March 2017. In addition, any warrants issued in conjunction with
the bridge notes currently outstanding with Acuitas have been
increased by an additional 25% warrant coverage.
The January 2017 Warrants include, among other things, a mechanism
pursuant to which, subject to certain exempt issuances, the
exercise price of the January 2017 Warrants will be adjusted if the
Company issues shares of common stock at a price that is less than
the exercise price of the January 2017 Warrants. Such mechanism
will remain in effect until the earliest of (i) the termination
date of the January 2017 Warrants, (ii) such time as the January
2017 Warrants are exercised, or (iii) contemporaneously with the
listing of the Company's shares of common stock on a registered
national securities exchange.
In connection with the transaction, the number of warrants to
purchase shares of the Company's common stock previously issued in
December 2016 to Shamus, LLC, a company owned by David E. Smith, a
member of the Company's board of directors, have been increased
from 75% to 100% warrant coverage, now exercisable for an aggregate
of 352,941 shares of the Company's common stock.
About Catasys Inc.
Based in Los Angeles, California, Hythiam, Inc., n/k/a Catasys,
Inc., is a healthcare services management company, providing
through its Catasys(R) subsidiary specialized behavioral health
management services for substance abuse to health plans.
Catasys reported a net loss of $7.22 million on $2.70 million of
revenues for the year ended Dec. 31, 2015, compared with a net
loss of $27.3 million on $2.03 million of revenues for the year
ended Dec. 31, 2014.
Rose, Snyder & Jacobs LLP, in Encino, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has continued
to incur significant operating losses and negative cash flows from
operations during the year ended Dec. 31, 2015, and continues to
have negative working capital at Dec. 31, 2015. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
CCH JOHN: Court Allows Cash Collateral Use Until April 30
---------------------------------------------------------
Judge Erik P. Kimball of the U.S. Bankruptcy Court for the Southern
District of Florida authorized CCH John Eagan II Homes, L.P., to
use cash collateral on an interim basis, through April 30, 2017.
The approved 90-day Budget provided for total operating expenses in
the amount of $113,636 for February, $113,688 for March, and
$118,630 for April. The Budget includes monthly adequate
protection payments to Fannie Mae in the amount of $3,780, and AHA,
in the amount of $4,950.
The Debtor is directed to provide Fannie Mae, AHA, and the United
States Trustee, with any new proposed cash collateral budget on or
before April 20, 2017.
A final hearing on the Debtor's use of cash collateral is scheduled
on April 26, 2017 at 2:00 p.m.
About CCH John Eagan II Homes, L.P.
Headquartered in Palm Beach Gardens, Florida, CCH John Eagan II
Homes, L.P., owns and operates a 180 unit multifamily apartment
complex in Atlanta, Georgia commonly known as Magnolia Park
Apartments Phase II. It filed for Chapter 11 bankruptcy protection
(Bankr. S.D. Fla. Case No. 15-31082) on Dec. 1, 2015. The petition
was signed by Yashpal Kakkar, managing member, CCH John Eagan II
Partners, LLC, GP. Judge Erik P. Kimball presides over the case.
At the time of the filing, the Debtor estimated its assets at
between $1 million and $10 million and liabilities at between $10
million and $50 million.
The Debtor is represented by Eric A. Rosen, Esq., at Fowler White
Burnett, P.A. Robert P. Hein, Esq., of Robert P. Hein, P.C. And
Fowler, Hein, Cheatwood & Williams, P.A., serve as the Debtor's
special counsel evictions attorney. The Debtor employs Robert Ryan,
MAI, of Meridian Advisors, as appraiser.
No official committee of unsecured creditors has been appointed in
the case.
CHIEFTAIN STEEL: Floyd Industries Can Continue Cash Collateral Use
------------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Kentucky
authorized debtor Floyd Industries, LLC, to use the cash collateral
of United Cumberland Bank and Axis Capital, Inc.
The Debtor owes United Cumberland Bank:
Loan #75110: $2,390,281
Loan #75441: $753,551
Loan#755803: $548,346
United Cumberland Bank holds, among other things, a properly filed
and perfected first priority lien on the United Cumberland
Prepetition Collateral, subject to valid, perfected, enforceable,
and non-avoidable liens and security interests in the Debtor's
assets held by parties other than United Cumberland as of the
Petition Date.
The Debtor said it is in the best interests of the Debtor, its
estate and its creditors for the Debtor to have continued access to
United Cumberland's cash collateral. Without the use of United
Cumberland's cash collateral, the Debtor said it would not be able
to operate.
United Cumberland Bank is granted first priority postpetition
replacement security interests and liens upon all of the
postpetition property of the Debtor that is similar to the property
on which it held its prepetition liens, subject to the Carve-Out.
United Cumberland Bank is also granted an administrative expense
claim which will have priority over any and all administrative
expenses, subject to the Carve-Out.
The Debtor's authorization to use the cash collateral of United
Cumberland Bank will terminate:
(1) upon seven business days' written notice to the Debtor in
the event that the Debtor will fail to make any payment to United
Cumberland Bank; or
(2) upon 14 business days' written notice to the Debtor in the
event that the Debtor breaches any non-payment term, condition or
covenant set forth in the Court's Order; or
(3) upon the entry of a final order dismissing the Chapter 11
case, appointing a trustee in the Chapter 11 case, converting the
Chapter 11 case to a case under Chapter 7 of the Bankruptcy Code or
transfer of value of the Chapter 11 case to another district.
The Carve-Out consists of any fees, costs, disbursements, charges
and expenses of attorneys, accountants and other professionals of
the Debtor retained in the Chapter 11 case.
The Debtor is directed to make interest only payments to United
Cumberland Bank under Loan #75110 and Loan #75441, in the amount of
$9,250 per month, as well as principal payments under Loan #755803
in the amount of $3,500 per month.
The Debtor is further directed to maintain a collateral base
consisting of cash collateral in an amount not less than $750,000.
The Debtor will automatically be in default under the Court's Order
if the sum of the Borrowing Base is less than or equal to
$750,000.
A full-text copy of the Order, dated Feb. 1, 2017, is available at
http://bankrupt.com/misc/ChieftainSteel2016_1610407jal_198.pdf
United Cumberland Bank is represented by:
Scott A. Bachert, Esq.
KERRICK BACHERT PSC
1025 State Street
Bowling Green KY 42102-1270
Telephone: (270) 782-8160
Facsimile: (270) 782-5856
E-mail: sbachert@kerricklaw.com
Axis Capital Inc. is represented by:
Arlene N. Gelman, Esq.
VEDDER PRICE
222 North LaSalle Street
Chicago, IL 60601
Telephone: (312) 609-7833
E-mail: agelman@vedderprice.com
About Chieftain Steel, LLC
Chieftain Steel, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. W.D. Ky. Case No. 16-10407) on May 2, 2016.
The Debtor tapped Constance G. Grayson, Esq., at Gullette &
Grayson, PSC, and Dinsmore & Shohl LLP as bankruptcy attorneys.
The Official Committee of Unsecured Creditors retained Fox
Rothschild LLP as its legal counsel, Bingham Greenebaum Doll LLP as
its local counsel, and Phoenix Management Services, LLC as its
financial advisor.
Floyd Industries, LLC, filed a Chapter 11 petition (Bankr. W.D. Ky.
Case No. 16-10837) on Sept. 19, 2016, and is represented by Travis
Kent Barber, Esq., at Barber Law PLLC, in Lexington, Kentucky. At
the time of filing, Floyd Industries had estimated assets and
liabilities of $1 million to $10 million.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Floyd Industries, an affiliate
of Chieftain Steel, as of Nov. 25, 2016, according to the court
docket.
The Chapter 11 cases of Chieftain Steel and Floyd Industries are
jointly administered.
The Debtors employed Kerbaugh & Rodes, CPAs as accountant and
advisor.
CHRYSLER LLC: Former Executives' Appeal on Retirement Trust Junked
------------------------------------------------------------------
Jack Newsham, writing for Bankruptcy Law360, reports that the Sixth
Circuit has declined to reconsider a three-judge panel's decision
to reject the appeal filed by John Loffredo and more than 500 other
retired senior Chrysler employees who sued Daimler AG over the
alleged mismanagement of a $200 million retirement benefits trust
ahead of the Debtor's bankruptcy. According to Law360, the group
of former Chrysler executives sought redress for losses from a
benefit trust fund during the Debtor's bankruptcy and claimed that
the judges incorrectly ruled on the employee retirement income.
About Chrysler LLC
Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter
11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case
No. 09-50002). Chrysler hired Jones Day, as lead counsel; Togut
Segal & Segal LLP, as conflicts counsel; Capstone Advisory
Group LLC, and Greenhill & Co. LLC, for financial advisory
services; and Epiq Bankruptcy Solutions LLC, as its claims agent.
Chrysler changed its corporate name to Old CarCo following its sale
to a Fiat-owned company. As of Dec. 31, 2008, Chrysler had
$39,336,000,000 in assets and $55,233,000,000 in debts. Chrysler
had $1.9 billion in cash at that time.
In connection with the bankruptcy filing, Chrysler reached an
agreement with Fiat SpA, the U.S. and Canadian governments and
other key constituents regarding a transaction under Section 363
of the Bankruptcy Code that would effect an alliance between
Chrysler and Italian automobile manufacturer Fiat. As part of that
deal, Fiat acquired a 20% equity interest in Chrysler Group.
Under the terms approved by the Bankruptcy Court, the company
formerly known as Chrysler LLC on June 10, 2009, formally sold
substantially all of its assets, without certain debts and
liabilities, to a new company that will operate as Chrysler Group
LLC. The U.S. and Canadian governments provided Chrysler with $4.5
billion to finance its bankruptcy case. Those loans are to be
repaid with the proceeds of the bankruptcy estate's liquidation.
Old Carco's Second Amendment Joint Plan of Liquidation was
confirmed by the Bankruptcy Court on April 23, 2010.
CLARKE PROJECT: Wants to Pay Prepetition Payroll by Feb. 10
-----------------------------------------------------------
Clarke Project Solutions, Inc., asks the U.S. Bankruptcy Court for
the Central District of California for authorization to pay
prepetition payroll obligations.
The payroll obligations include prepetition payroll, wages,
salaries, federal, state and local payroll taxes, deductions and
withholdings, payroll deductions relating to various benefits,
reimbursement of business expenses, and miscellaneous other claims
asserted by current employees, among others.
The Debtor says it is requesting authority to fund the prepetition
payroll for services rendered by its employees from January 20,
2017 through February 3, 2017.
The Debtor's employees are paid every two weeks and the estimated
amount of each payroll, including taxes, is $130,000. The payroll
is scheduled for payment primarily by direct deposit for
approximately 42 employees on February 10, 2017.
The Debtor relates that it is in the business of providing labor
under government contracts. The Debtor further relates that if its
employees are not paid, they will cease working and seek employment
elsewhere. The Debtor adds that such disruption would have a
devastating effect upon its business and its reputation in the
government contracting market.
Cumming Construction Management, Inc. asserts claims against the
Debtor in excess of $500,000. Cumming Construction Management
performed all management, administrative, accounting, financing and
other business functions of the Debtor, using its own employees,
and without participation by the Debtor's principal, Christopher
Clarke.
The Debtor contends that its bankruptcy case was filed to stop
aggressive collection actions by the Cumming Construction
Management, which operates business under the guise of and in the
name of the Debtor. The Debtor asserts that Cumming Construction
Management holds no claims against the Debtor, and that it holds no
valid interest in the cash collateral or other collateral in the
case.
A full-text copy of the Debtor's Motion, dated February 3, 2017, is
available at
http://bankrupt.com/misc/ClarkeProject2017_817bk10402ta_2.pdf
About Clarke Project Solutions
Clarke Project Solutions, Inc., f/k/a Cumming Clarke, based in
Mission Viejo, California, filed a Chapter 11 petition (Bankr. C.D.
Cal. Case No. 17-10402) on Feb. 2, 2017. The petition was signed
by Chris Clarke, president. The Debtor is represented by Pamela
Jan Zylstra, Esq., at Pamela Jan Zylstra: A Professional
Corporation. The case is assigned to Judge Theodor Albert. The
Debtor estimated assets at $1 million to $10 million, and
liabilities at $500,000 to $1 million at the time of the filing.
COMSTOCK RESOURCES: MacKay Shields Holds 12.2% Stake as of Jan. 31
------------------------------------------------------------------
MacKay Shields LLC, an investment adviser registered under Section
203 of the Investment Advisers Act of 1940, disclosed in an amended
Schedule 13G filed with the Securities and Exchange Commission that
it is deemed to be the beneficial owner of 6,165,782 shares of
common stock of Comstock Resources Inc. or 12.23% of the Common
Stock believed to be outstanding as a result of acting as
investment adviser to various clients. The percentage ownership is
based on a total of 13,455,559 shares of Common Stock issued and
outstanding as of Jan. 31, 2017, as disclosed on the Company's Form
10-Q filed with the Securities and Exchange Commission on Nov. 9,
2016, plus 35,753,172 shares issuable upon conversion of the
outstanding convertible notes.
The MainStay High Yield Corporate Bond Fund, a registered
investment Company for which Mackay Shields acts as sub-investment
adviser, may be deemed to beneficially own 7.28% of the outstanding
common stock of the Company. New York Life Investment Management
LLC, an indirect wholly owned subsidiary of New York Life and an
affiliate of Mackay Shields LLC, is the manager of MainStay High
Yield Corporate Bond Fund.
A full-text copy of the regulatory filing is available at:
https://is.gd/qySbRy
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 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.
CONSOLIDATED ALLOYS: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Consolidated Alloys, LLC, as of
Feb. 7, 2017.
About Consolidated Alloys
Consolidated Alloys, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. N.D.Ga. Case No. 16-73201) on Dec. 30, 2016. Tyler A.
Moore, Esq., at Daniels & Taylor, PC serves as bankruptcy counsel.
The Debtor's assets and liabilities are both below $1 million.
COO COO'S NEST: Plan Sets Aside $2K to Pay Unsecured Claims
-----------------------------------------------------------
Coo Coo's Nest LLC has filed a Chapter 11 plan that proposes to set
aside $2,233 to pay claims of its unsecured creditors.
Under the proposed plan filed on Feb. 2, Class 2 general unsecured
creditors will be paid, without interest, by receiving a pro rata
share of equal quarterly installments totaling $2,233 beginning
Dec. 31, 2017, and continuing until the final installment is paid
on or before Sept. 30, 2019.
Unsecured creditors include Advanced Disposal Services, which
asserts a $3,000 claim; Blockbusters Textiles, $1,909.14; DirecTV,
$3,896.90; and Performance Food Group Inc., $9,050.97.
Steve and Patty Sayer waive their right to participate as Class 2
creditors in any distributions on account of their $2.35 million
general unsecure claim.
Upon confirmation of the plan, the stay will be lifted to allow Ann
Marie Held to pursue her personal injury claim against any
insurance policy available but will not participate as a Class 2
creditor.
On the effective date of the plan, the reorganized company and
Brian Tam, owner and operator of Tam's Backstage and Tam's Tupelo
Cajun Restaurant and Bar in Cumming, Georgia, will enter into a
lease agreement.
Under the agreement, Mr. Tam will lease Coo Coo's Nest's real
property in Cumming to create a start-up restaurant and bar
business. As part of the deal, Coo Coo's Nest will be provided up
to 50% of the equity interests in any entity formed by Mr. Tam
related to the deal in exchange for an equal percentage of
interests in the company.
Funding of the plan will be from rent payments under the lease and
distributions to Coo Coo's Nest on account of its equity interests
in the Tam entity, according to its disclosure statement filed on
Feb. 2 with the U.S. Bankruptcy Court for the Northern District of
Georgia.
A copy of the disclosure statement is available for free at
https://is.gd/ar1V8B
In a separate filing, Coo Coo's Nest asked the court to
conditionally approve the disclosure statement, subject to final
approval at the hearing on confirmation of the plan.
Under U.S. bankruptcy law, a debtor must get court approval of its
disclosure statement to begin soliciting votes from creditors. The
document must contain adequate information to enable creditors to
make an informed decision about the bankruptcy plan.
About Coo Coo's Nest
Coo Coo's Nest, LLC is a limited liability company with its
principal place of business in Cumming, Forsyth County, Georgia.
The Debtor owns real property located at 1920 Freedom Parkway,
Cumming.
The Debtor filed a Chapter 11 bankruptcy petition (Bankr. N.D. Ga.
Case No. 16-21483) on July 29, 2016, disclosing under $1 million in
both assets and liabilities. Lamberth, Cifelli, Ellis & Nason,
P.A. serves as the Debtor's legal counsel.
CRISPY DELIGHT: Hires Law Offices of Alla Kachan P.C. as Counsel
----------------------------------------------------------------
Crispy Delight Corp., seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of New York to retain the Law
Offices of Alla Kachan P.C. as counsel for the Debtor.
The Debtor requires Kachan Law Office to:
The Debtor requires Kachan Law Office to:
a. assist the Debtor in administering this case;
b. make motions or take action as may be appropriate or
necessary under the Bankruptcy Code;
c. represent the Debtor in prosecuting adversary proceedings
to collect assets of the estate and other actions as the Debtor
deem appropriate;
d. take steps as may be necessary for the Debtor to marshal
and protect the estate's assets;
e. negotiate with the Debtor's creditors in formulating a plan
of reorganization;
f. draft and prosecute the confirmation of Debtor's plan of
reorganization in this case; and
g. render additional services as Debtor may require in this
case.
Kachan Law Office will be paid at these hourly rates:
Attorney $300
Paraprofessionals $150
Kachan Law Office received initial retainer of $15,000 on November
29, 2016.
Kachan Law Office will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Alla Kachan, Esq., member of the law firm of the Law Offices of
Alla Kachan, PC, assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Kachan Law Office may be reached at:
Alla Kachan, Esq.
Law Offices of Alla Kachan, PC
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
Tel: (718)513-3145
About Crispy Delight Corp.
Crispy Delight Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. E.D.N.Y. Case No. 17-40061) on January 6,
2017. The petition was signed by Olga Normatova, president.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.
No committee of unsecured creditors has been appointed in the
Debtor's case.
CRITICAL CAR: Court Allows Cash Collateral Use on Final Basis
-------------------------------------------------------------
Judge Sheri Bluebond of the U.S. Bankruptcy Court for the Central
District of California authorized Critical Car Care, Inc., to use
cash collateral on a final basis through confirmation of a plan of
reorganization.
The Debtor identified American Security Bank and the U.S. Small
Business Administration as entities which may assert interests in
cash collateral. The Debtor stated that it did not owe any monies
to American Security Bank, which has not opposed the Debtor's
Motion.
The Debtor was directed to make monthly payments to the SBA in the
amount of $500, through April 2017, for the months of January
through April, 2017.
The Secured Creditors were granted replacement liens in all
post-petition assets of the Debtor, other than avoidance power
actions and recoveries, of the same extent, validity and priority
as were their respective liens and security interests in
prepetition collateral.
A full-text copy of the Order, dated Feb. 1, 2017, is available at
http://bankrupt.com/misc/CriticalCar2016_216bk25072bb_73.pdf
About Critical Car Care
Critical Car Care, Inc., owns and operates two collision repair
centers in Lancaster and Quartz Hills, California. As of the
bankruptcy filing, the Company employed some 15 employees and
generated gross revenues in $1 million to $1.5 million range
annually.
Critical Car Care filed a voluntary Chapter 11 petition (Bankr.
C.D. Cal. Case No. 16-25072) on Nov. 14, 2016. The petition was
signed by David G. Stark, president & C.E.O. The Debtor estimated
assets at $100,001 to $500,000 and liabilities at $500,001 to $1
million at the time of the filing.
The Debtor tapped Steven R. Fox, Esq., at the Law Offices of Steven
R. Fox, as bankruptcy counsel. The Debtor also engaged Howard Fox,
CPA as its accountant.
CUI GLOBAL: Marathon Capital Holds 6.9% Stake as of Dec. 31
-----------------------------------------------------------
Marathon Capital Management, LLC disclosed in an amended Schedule
13G filed with the Securities and Exchange Commission that as of
Dec. 31, 2016, it beneficially owns 1,436,887 shares of common
stock of CUI Global, Inc. representing 6.9 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/3OoAT4
About CUI Global
Tualatin, Ore.-based CUI Global, Inc., formerly known as Waytronx,
Inc., is a platform company dedicated to maximizing shareholder
value through the acquisition, development and commercialization
of new, innovative technologies.
CUI Global reported a net loss of $5.98 million on $86.7 million
of total revenues for the year ended Dec. 31, 2015, compared to a
net loss of $2.80 million on $76.04 million of total revenues for
the year ended Dec. 31, 2014.
As of Sept. 30, 2016, CUI Global had $84.02 million in total
assets, $31.58 million in total liabilities and $52.44 million in
total stockholders' equity.
* * *
This concludes the Troubled Company Reporter's coverage of CUI
Global, Inc. until facts and circumstances, if any, emerge that
demonstrate financial or operational strain or difficulty at
a level sufficient to warrant renewed coverage.
CYRUS WAY HOLDINGS: Disclosures OK'd; Plan Hearing on March 10
--------------------------------------------------------------
The Hon. Timothy W. Dore of the U.S. Bankruptcy Court for the
Western District of Washington has approved Cyrus Way Holdings,
LLC's first amended disclosure statement referring to the Debtor's
plan of reorganization filed on Dec. 21, 2016.
A hearing on the confirmation of Debtor's Plan will be held on
March 10, 2017, at 9:30 a.m.
Objections to the confirmation of the Debtor's Plan must be filed
by March 3, 2017.
March 3, 2017, is the last day for filing written acceptances or
rejections of the Plan. Ballots should be returned by 5:00 p.m. on
that date to the Debtor's counsel.
As reported by the Troubled Company Reporter on Jan. 5, 2017, the
Debtor filed with the Court the first amended disclosure statement
referring to the Debtor's plan of reorganization filed on Dec. 21,
2016. Under the Plan, Class 4.05 General Unsecured Class is
impaired. The Debtor listed no other unsecured claims in its
schedules and no proofs of claim have been filed. However, if any
general unsecured claims are asserted, if allowed, those claims
will be paid in full, 100%, in equal monthly payments over 60
months, commencing on the first day of the first full month
following confirmation. Accordingly, the Debtor reserves the right
to amend this document up until the time of the hearing on
Confirmation of the Plan to address any.
About Cyrus Way Holdings
Cyrus Way Holdings LLC, based in Mukilteo, Washington, owned and
managed the real property located at 11709 Cyrus Way, Mukilteo,
Washington.
The Debtor filed a Chapter 11 petition (Bankr. W.D. Wash. Case No.
16-13356) on June 24, 2016. The Hon. Timothy W. Dore presides over
the case. Larry B. Feinstein, Esq., of Vortman & Fenstein, P.S.,
serves as bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million
both in assets and liabilities. The petition was signed by Mark
L. Jackson, owner.
DABIN TRUCKING: Hires Scott M. Itzkowitz as Attorney
----------------------------------------------------
Dabin Trucking Inc., seeks authorization from the U.S. Bankruptcy
Court for the District of New Jersey to employ Scott M. Itzkowitz
as attorney for the Debtor-in-Possession.
The Debtor requires Scott M. Itzkowitz to represent the Debtor in
this Chapter 11 case. The Debtor will pay Scott M. Itzkowitz at
$350 per hour or a flat rate for some routine services.
Scott M. Itzkowitz received initial retainer in the amount of
$28,000.
Scott M. Itzkowitz, Esq., assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estates.
Scott M. Itzkowitz may be reached at:
Scott M. Itzkowitz, Esq.
115 Route 46, Suite G-50
Mountain Lakes, NJ 07046
Tel: (973)331-9922
Fax: (973)331-9947
E-mail: ScottItzkowitz@aol.com
About Dabin Trucking, Inc.
Dabin Trucking, Inc. filed a Chapter 11 bankruptcy petition (Bankr.
D.N.J. Case No. 16-33969) on December 16, 2016. Scott M. Itzkowitz,
Esq., serves as bankruptcy counsel. The Debtor's assets and
liabilities are both below $1 million.
DEER MEADOWS: Court Allows Cash Collateral Use Until March 31
-------------------------------------------------------------
Judge Peter C. McKittrick of the U.S. Bankruptcy Court for the
District of Oregon authorized Deer Meadows, LLC to use cash
collateral on an interim basis, through March 31, 2017.
Other than Fred and Ruth Harder, no other parties hold an interest
in or lien on the rents and other income of real property owned by
the Debtor.
The Debtor said that a need exists for it to use cash collateral to
make payments in connection with its ownership of real property and
operation of its assisted living facility, known as the Deer
Meadows Facility.
The approved Budget provided for total expenses in the amount of
$136,798 for each of the months of February and March.
DCR Mortgage IV, Sub IV, LLC and the Harders are granted
replacement liens on the Debtor's property of the same nature,
kind, and priority as secured the Debtor's debt to DCR Mortgage and
the Harders on the Petititon Date, specifically including all rents
of the Deer Meadows Facility and all products, proceeds, issues, or
profits that were either subject to DCR Mortgage's or the Harders'
prepetition liens or acquired as a result of Debtor's use of cash
collateral.
The Debtor is directed to continue making adequate protection
payments to DCR Mortgage in the amount of $11,581 per month.
The Debtor is further directed to:
(1) at all times keep DCR Mortgage's and the Harders'
prepetition collateral and the Replacement Collateral free and
clear of all other liens, encumbrances and security interests,
other than those in existence on the Petition Date or granted by
Court order;
(2) continue to provide to DCR Mortgage and the Harders a
Budget Reconciliation form, that compares the Debtor's actual cash
receipts and disbursements to the Budget for the calendar month
immediately preceding the month in which the report is due;
(3) at all times cause to be maintained policies of insurance
with respect to the Deer Meadows Facility as were in effect on the
Petition Date; and
(4) at all times reasonably manage and preserve the Deer
Meadows Facility and Debtor's other assets.
A full-text copy of the Interim Order, dated Feb. 1, 2017, is
available at
http://bankrupt.com/misc/DeerMeadows2016_1633768pcm11_110.pdf
DCR Mortgage IV, Sub IV, LLC can be reached at:
DCR MORTGAGE IV, SUB IV, LLC
c/o DCR Loan Servicing, LLC
333 Third Avenue North, Suite 400
St. Petersburg, FL 33701
Fred and Ruth Harder can be reached at:
FRED AND RUTH HARDER
PO Box 724
Canyonville, OR 97417
About Deer Meadows, LLC
Deer Meadows filed a Chapter 11 petition (Bankr. D. Ore. Case No.
16-33768) on Sept. 30, 2016. The petition was signed by Kristin
Harder, manager. The case is assigned to Judge Peter C.
McKittrick. The Debtor estimated assets and liabilities at $1
million to $10 million at the time of the filing.
The Debtor is represented by Stephen T. Boyke, Esq., at the Law
Office of Stephen T. Boyke. The Debtor hires JCH Consulting Group,
Inc. as real estate broker; and Ogden Murphy Wallace PLLC as
special counsel.
Gail Brehm Geiger, the Acting United States Trustee for the
District of Oregon, appointed Suzanne Koenig, as the Patient Care
Ombudsman for Deer Meadows, LLC.
DEWEY & LEBOEUF: Mistrial Motion in Former Executives' Case Junked
------------------------------------------------------------------
A Manhattan criminal court judge has rejected a motion by former
Dewey & LeBoeuf LLP Executive Director Stephen DiCarmine and Chief
Financial Officer Joel Sanders for a mistrial prompted by a
prosecutor's mention of the Debtor's bankruptcy, Jody Godoy,
writing for Bankruptcy Law360, reports.
Law360 relates that Debtor's former executives are being accused of
defrauding the Debtor's lenders and investors. The trial started
on Feb. 7, the report states.
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) in 2012 to complete the wind-down of its
operations. The firm had struggled with high debt and partner
defections. Dewey disclosed debt of $245 million and assets of
$193 million in its chapter 11 filing late evening on May 29,
2012.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP — originally founded
in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.
Dewey's offices in Hong Kong and Beijing are being wound down. The
partners of the separate partnership in England are in process of
winding down the business in London and Paris, and administration
proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure. The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate. The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million. The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.
Judge Martin Glenn oversees the case. Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy
Solutions LLC serves as claims and notice agent. The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors. The Noteholders hired
Bingham McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc., was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.
DEWEY & LEBOEUF: Two Former Executives' Retrial on Fraud Delayed
----------------------------------------------------------------
Stewart Bishop, writing for Bankruptcy Law360, reports that the
second trial for former Dewey & LeBoeuf LLP Executive Director
Stephen DiCarmine and Chief Financial Officer Joel Sanders on
charges of defrauding the law firm's lenders and investors was put
on hold after two jurors requested to be excused from service,
while a third was hours late to court.
Law360 relates that the two former executives of the Firm allegedly
committed a multimillion-dollar accounting fraud in a bid to keep
the Firm afloat following the financial crisis.
According to Law360, jury selection in the second trial wrapped up
on Feb. 3, with a BigLaw attorney making it onto the panel. A
retrial was set for Feb. 6, over 15 months after the first trial
ended, Law360 states. Law360 says that the retrial will differ
from the original in some important ways, as the most serious
charges are gone and former Dewey Chairperson Steven Davis is off
the hook. However, many of the cooperating witnesses and other
familiar faces are expected to reprise, the report adds. Manhattan
District Attorney Cyrus Vance attempted to prove in the first trial
a slew of charges against the former execuvites of the Firm.
Cara Mannion at Law360 relates that a former Dewey & LeBoeuf client
who lost multiple malpractice cases against the Firm has demanded
in New York bankruptcy court the return of his client records to
support his defense against an $8 million tax bill, while the
Firm's trust disputed accusations that it misled him about the
documents' existence. The report says that the liquidation trust
has asked the court for permission to destroy records and hard
drives that were "of inconsequential value and burdensome to the
estate."
About Dewey & LeBoeuf
Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 12-12321) in 2012 to complete the wind-down of its
operations.
The firm had struggled with high debt and partner defections.
Dewey disclosed debt of $245 million and assets of $193 million in
its chapter 11 filing late evening on May 29, 2012.
Dewey & LeBoeuf LLP operated as a prestigious, New York City-
based, law firm that traced its roots to the 2007 merger of Dewey
Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird
-- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in
1929. In recent years, more than 1,400 lawyers worked at the firm
in numerous domestic and foreign offices.
At its peak, Dewey employed about 2,000 people with 1,300 lawyers
in 25 offices across the globe. When it filed for bankruptcy,
only 150 employees were left to complete the wind-down of the
business.
Dewey's offices in Hong Kong and Beijing are being wound down.
The partners of the separate partnership in England are in process
of winding down the business in London and Paris, and
administration proceedings in England were commenced May 28. All
lawyers in the Madrid and Brussels offices have departed. Nearly
all of the lawyers and staff of the Frankfurt office have
departed, and the remaining personnel are preparing for the
closure. The firm's office in Sao Paulo, Brazil, is being
prepared for closure and the liquidation of the firm's local
affiliate. The partners of the firm in the Johannesburg office,
South Africa, are planning to wind down the practice.
The firm's ownership interest in its practice in Warsaw, Poland,
was sold to the firm of Greenberg Traurig PA on May 11 for
$6 million. The Pension Benefit Guaranty Corp. took $2 million of
the proceeds as part of a settlement.
Judge Martin Glenn oversees the case. Albert Togut, Esq., at
Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy
Solutions LLC serves as claims and notice agent. The petition was
signed by Jonathan A. Mitchell, chief restructuring officer.
JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the
lenders under the Revolver Agreement, hired Kramer Levin Naftalis
& Frankel LLP. JPMorgan, as Collateral Agent for the Revolver
Lenders and the Noteholders, hired FTI Consulting and Gulf
Atlantic Capital, as financial advisors. The Noteholders hired
Bingham McCutchen LLP as counsel.
The U.S. Trustee formed two committees -- one to represent
unsecured creditors and the second to represent former Dewey
partners. The creditors committee hired Brown Rudnick LLP led by
Edward S. Weisfelner, Esq., as counsel. The Former Partners hired
Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt &
Winters, LLP, as counsel.
FTI Consulting, Inc. was appointed secured lender trustee for the
Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named
Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A.
Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at
Togut, Segal & Segal LLP, serve as counsel to the Liquidation
Trustee.
Dewey's liquidating Chapter 11 plan was approved by the bankruptcy
court in February 2013 and implemented in March. The plan created
a trust to collect and distribute remaining assets. The firm
estimated that midpoint recoveries for secured and unsecured
creditors under the plan would be 58.4 percent and 9.1 percent,
respectively.
DIFFUSION PHARMACEUTICALS: David Smith Reports 1.05% Stake
----------------------------------------------------------
David E. Smith, Shamus, LLC, The Coast Fund L.P., and Coast
Offshore Management (Cayman), Ltd. disclosed in an amended Schedule
13G filed with the Securities and Exchange Commission that as of
Aug. 17, 2016, they beneficially own 108,500 shares of
common stock, par value $0.001 per share, of Diffusion
Pharmaceuticals Inc., representing 1.05 percent of the shares
outstanding.
The percentage is based on (i) approximately 10,345,637 shares of
Common Stock of the Company outstanding as of Nov. 23, 2016, as
reported in the Issuer's Schedule 14A filed with the Securities and
Exchange Commission on Dec. 8, 2016, and (ii) an estimated 22,500
shares of Common Stock of the Issuer issuable upon exercise of all
warrants beneficially owned by the Reporting Person.
A full-text copy of the regulatory filing is available at:
https://is.gd/GvTcTj
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals, as surviving entity in its merger with
RestorGenex, is a clinical stage biotechnology company focused on
extending the life expectancy of cancer patients by improving the
effectiveness of current standard-of-care treatments including
radiation therapy and chemotherapy. Diffusion is developing its
lead drug, trans sodium crocetinate (TSC), for use in the many
cancer types in which tumor hypoxia (oxygen deprivation) is known
to diminish the effectiveness of current treatments. TSC targets
the cancer's hypoxic micro-environment, re-oxygenating
treatment-resistant tissue and making the cancer cells more
vulnerable to the therapeutic effects of treatments such as
radiation therapy and chemotherapy, without the apparent addition
of any serious side effects. TSC has potential application in
other indications involving hypoxia, such as stroke and
neurodegenerative diseases.
Diffusion reported a net loss of $23.8 million on $0 of revenues
for the year ended Dec. 31, 2015, compared to a net loss of $14.4
million on $0 of revenues for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Diffusion had $19.04 million in total assets,
$7.56 million in total liabilities and $11.48 million in total
stockholders' equity.
Deloitte & Touche LLP, in Chicago, Illinois, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's recurring
losses from operations and its present financial resources raise
substantial doubt about its ability to continue as a going concern.
DIRECTBUY HOLDINGS: U.S. Trustee Tries to Block Asset Sale
----------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that the U.S.
trustee filed with the U.S. Bankruptcy Court for the District of
Delaware on Feb. 6 an objection to DirectBuy Holdings Inc.'s sales
plan, asking that the asset sale to the stalking horse bidder be
blocked.
According to Law360, the U.S. Trustee claims that the Debtor has
kept too much information confidential. The U.S. Trustee says that
the proposed sale improperly included down payments made by
customers and that the Debtor filed information on bonus payments
in the asset purchase agreement late and failed to file information
on payments to company insiders.
About DirectBuy Holdings
DirectBuy Holdings Inc., headquartered in Merrillville, Indiana, is
a membership buying club that operates under a franchise business
model. 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 Nov. 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. Prime Clerk LLC serves as
their claims and noticing agent. Carl Marks & Co. serves as their
financial advisor.
Judge Christopher S. Sontchi has been assigned the cases.
DirectBuy Holdings estimated $100 million to $500 million in both
assets and liabilities. The petitions were signed by Michael P.
Bornhorst, chief executive officer.
The Company's Canadian subsidiaries were slated on Nov. 2, 2016, to
commence proposal proceedings under the Bankruptcy and Insolvency
Act to obtain an Order from the Ontario Superior Court of Justice
approving proposals to be made by the Canadian Subsidiaries to
their respective creditors under Part III of the BIA.
Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed five
creditors of DirectBuy Holdings, Inc., to serve on the official
committee of unsecured creditors.
DIRECTORY DISTRIBUTING: Hires Lewis Brisbois as Special Counsel
---------------------------------------------------------------
Directory Distributing Associates, Inc., seeks authorization from
the U.S. Bankruptcy Court for the Eastern District of Missouri to
employ the law firm of Lewis Brisbois as special counsel for the
Debtor.
The Debtor requires LB to assist the Debtor in any necessary or
required filings in the Lawsuit and any related hearings.
LB lawyers who will work on the Debtor's case and their hourly
rates are:
Jeffrey Ranen $400
William Sung $350
On the Petition Date, the Debtor owed LB $1,075 for pre-petition
services. LB has agreed to waived the LB pre-petition claim. In the
90 days prior to the filing date, LB was Paid $2,347.12 by the
Debtor.
Jeffrey Ranen, Esq., partner in the law firm of Lewis Brisbois,
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.
LB may be reached at:
Jeffrey Ranen, Esq.
Lewis Brisbois
633 West 5th Street, Suite 4000
Los Angeles, CA 90071
Phone: 213.580.3921
Fax: 213.250.7900
Email: jeffrey.Ranen@lewisbrisbois.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. The Debtor
is represented by Carmody MacDonald P.C.
At the time of the bankruptcy filing, the Debtor estimated assets
of $1 million to $10 million, and liabilities of less than
$500,000.
The Debtors have hired McCarthy Leonard & Kaemmerer L.C. as special
counsel for labor and employment class action matters, Carr Allison
as special counsel for works compensation, Gold Weems as special
counsel for workers compensation and subrogation litigation matters
in Louisiana.
DRAFT BARS: U.S. Trustee Unable to Appoint Committee
----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Draft Bars LLC as of Feb. 7,
2017.
About Draft Bars LLC
Draft Bars LLC sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 16-16656) on Dec. 15, 2016. The
petition was signed by Michael Manion, managing member.
The case is assigned to Judge Mike K. Nakagawa
At the time of the filing, the Debtor estimated assets of less than
$50,000 and liabilities of $1 million to $10 million.
Christine A Roberts, Esq., at The Furnier Muzzo Group LLC serves as
the Debtor's legal counsel.
DUNDEE ENERGY: Has Forbearance From Lenders Until May 15
--------------------------------------------------------
Dundee Energy Limited on Feb. 1, 2017, disclosed that as a result
of ongoing discussions between Dundee Energy Limited Partnership
("DELP") and its lenders (the "Lenders") under DELP's credit
facilities (the "Credit Facilities"), DELP has entered into a
forbearance agreement with such Lenders and with National Bank of
Canada, as agent (the "Forbearance Agreement").
Under the terms of the Forbearance Agreement, the Lenders have
agreed to forbear from exercising their enforcement rights and
remedies in respect of the Credit Facilities until May 15, 2017
(the "Outside Date"), subject to customary conditions and provided
that DELP and the guarantor parties thereunder (the "Guarantors")
shall use commercially reasonably efforts to close one or more
restructuring transactions pursuant to the restructuring plan set
forth in the Forbearance Agreement (the "Restructuring Plan") as
soon as possible and in any event by no later than the Outside
Date. DELP intends, and is obligated under the Forbearance
Agreement, to continue to operate its business in the ordinary
course while pursuing the Restructuring Plan.
The Forbearance Agreement also provides an operating facility of
$58 million and that the maturity date for the Credit Facilities
shall be May 15, 2017, or such earlier date on which a termination
event or a demand for repayment occurs, and that any settlement or
compensation on account of DELP's interest in the Castor Project,
and any proceeds of disposition from Windiga Energy Inc., shall be
used by DELP to repay outstanding principal under the Credit
Facilities. The Forbearance Agreement also requires DELP to take
certain actions with respect to the previously announced strategic
review (or sale and investment solicitation process (the "SISP")),
as described in more detail in the Forbearance Agreement that will
be filed under the Corporation's profile on SEDAR at
www.sedar.com.
About Dundee Energy
Dundee Energy Limited (TSX:DEN) is a Canadian-based oil and natural
gas company with a mandate to create long-term value for its
shareholders through the exploration, development, production and
marketing of oil and natural gas, and through other high impact
energy projects. Dundee Energy holds interests, both directly and
indirectly, in the largest accumulation of producing oil and gas
assets in Ontario and, through a preferred share investment, in
certain exploration and evaluation programs for oil and natural gas
offshore Tunisia. The Corporation's common shares trade on the
Toronto Stock Exchange under the symbol "DEN".
EMERALD GRANDE: Hires Woomer Nistendirk as Accountants
------------------------------------------------------
Emerald Grande, LLC seeks authorization from the U.S. Bankruptcy
Court for the Northern District of West Virginia to employ Woomer,
Nistendirk & Associates PLLC as accountants for the Debtor, nunc
pro tunc to January 11, 2017.
The Debtor requires Woomer Nistendirk to:
a. give accounting advice with respect to the Debtor's duties
in this case and the management of assets;
b. prepare, on behalf of the Debtor, all requested reports and
tax returns in connection with the administration of the Debtor's
estate;
c. perform any and all other accounting services for the
Debtor in connection with this chapter 11 case, including the
formulation and implementation of a plan of reorganization;
d. assist the Debtor in the preparation of and the filing of a
plan of reorganization at the earliest possible date; and
e. perform accounting service as the Debtor may request with
respect to any matter appropriate to assisting the Debtor in its
efforts to reorganize.
Woomer Nistendirk lawyers who will work on the Debtor's case and
their hourly rates are:
Robert L. Nistendirk $200
Jane E. Ghareeb $185
Samuel L. Parkins $125
Kimberly T.Foster $110
Woomer Nistendirk professionals hourly rates:
Members $170-$200
Associates $80-$165
Paraprofessionals $50-$75
Woomer Nistendirk will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Robert L. Nistendirk, CPA, member of the accounting firm of Woomer
Nistendirk & Associates PLLC, 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.
Woomer Nistendirk can be reached at:
Robert L. Nistendirk, CPA
Woomer Nistendirk & Associates PLLC
231 Capitol Street Ste 400
Charleston, WV 25301
Phone: (304)342-2006
Fax: (304)342-2007
About Emerald Grande, LLC
Emerald Grande, LLC, owns and operates two hotel properties, the La
Quinta Inn and Suites adjacent to the Elkview Crossings Shopping
Mall, Elkview, West Virginia and the La Quinta Inn and Suites
adjacent to the Merchants Walk Shopping Mall, Summersville, West
Virginia. It also owns a real estate development in Charleston
(Kanawha City), West Virginia.
Emerald Grande filed a chapter 11 petition (Bankr. N.D. W.Va. Case
No. 17-00021) on Jan. 11, 2017. The petition was signed by William
A. Abruzzino, managing member. The case is assigned to Judge
Patrick M. Flatley.
The Debtor estimated assets and liabilities at $10 million to $50
million at the time of the filing. The Debtor is represented by
Steven L. Thomas, Esq., at Kay, Casto & Chaney PLLC.
EMERALD OIL: Disclosures OK'd; Plan Hearing Is on March 22
----------------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware has approved the Emerald Oil, Inc., et al.'s disclosure
statement referring to the Debtors' liquidating plan.
The hearing to consider the confirmation of the Plan will be held
on March 22, 2017, at 10:00 a.m.
Vince Sullivan, writing for Bankruptcy Law360, reports that all
objections to the Debtor's Disclosure Statement have been resolved.
Travis M. Bayer, Esq., at Kirkland & Ellis LLP, the Debtor's
bankruptcy counsel, told the Court during a hearing that his client
had been working with other constituents in the case to get to a
consensual agreement on the Disclosure Statement, Law360 relates.
The deadline for:
(a) solicitation votes for the Plan is Feb. 14, 2017;
(b) publication is Feb. 23, 2017;
(c) filing of plan supplement is March 8, 2017;
(d) voting is March 13, 2014, at 4:00 p.m.;
(e) filing of plan objections is March 13, 2017, at
4:00 p.m.;
(f) filing of confirmation brief is March 17, 2017, at
12:00 p.m.;
(g) filing of response to plan objections is March 17, 2017,
at 12:00 p.m.; and
(h) filing of voting report is March 17, 2017, at 4:00 p.m.
About Emerald Oil
Emerald Oil, Inc., 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.
ENERGY FUTURE: U.S. Trustee Tries to Block Plan Okay
----------------------------------------------------
Andrew R. Vara, the Acting U.S. Trustee for Region 3, filed with
the U.S. Bankruptcy court for the District of Delaware an objection
to Energy Future Holdings Corp., et al.'s seventh amended joint
plan of reorganization, saying that the Plan cannot be confirmed to
the extent that it seeks approval of the payment of the reasonable
fees and expenses of both the EFH and EFIH Indenture Trustees
without those payments being authorized by the Bankruptcy Code and
which payment would otherwise be inconsistent with prior rulings by
this Court in these Chapter 11 cases.
Among others, the U.S. Trustee complains that the Plan provides for
the payment of the fees and expenses of the EFIH and EFH Notes
Indenture Trustees. But, the E-Side Plan does not provide
sufficient legal justification or information concerning the
statutory requirements imposed by the Bankruptcy Code that
authorizes such payments.
The Objection is available at:
http://bankrupt.com/misc/deb14-10979-10750.pdf
Matt Chiappardi, writing for Bankruptcy Law360, reports that the
U.S. Trustee argued that he aims to pay the professional fees for
unsecured noteholders without laying out the justification for why
the compensation should come out of the Chapter 11 estate.
About Energy Future
Energy Future Holdings Corp., formerly known as TXU Corp., is a
privately held diversified energy holding company with a Portfolio
of competitive and regulated energy businesses in Texas.
Oncor, an 80 percent-owned entity within the EFH group, is the
largest regulated transmission and distribution utility in Texas.
The Company delivers electricity to roughly three million delivery
points in and around Dallas-Fort Worth. EFH Corp. was created in
October 2007 in a $45 billion leverage buyout of Texas power
company TXU in a deal led by private-equity companies Kohlberg
Kravis Roberts & Co. and TPG Inc.
On April 29, 2014, Energy Future Holdings and 70 affiliated
companies sought Chapter 11 bankruptcy protection (Bankr. D. Del.
Lead Case No. 14-10979) after reaching a deal with some key
financial stakeholders to keep its businesses operating while
reducing its roughly $40 billion in debt.
The Debtors' cases have been assigned to Judge Christopher S.
Sontchi (CSS).
As of Dec. 31, 2013, EFH Corp. reported assets of $36.4 billion in
book value and liabilities of $49.7 billion. The Debtors have $42
billion of funded indebtedness.
EFH's legal advisor for the Chapter 11 proceedings is Kirkland &
Ellis LLP, its financial advisor is Evercore Partners and its
restructuring advisor is Alvarez & Marsal. The TCEH first lien
lenders supporting the restructuring agreement are represented by
Paul, Weiss, Rifkind, Wharton & Garrison, LLP as legal advisor,
and Millstein & Co., LLC, as financial advisor.
The EFIH unsecured creditors supporting the restructuring
agreement
are represented by Akin Gump Strauss Hauer & Feld LLP, as legal
advisor, and Centerview Partners, as financial advisor. The EFH
equity holders supporting the restructuring agreement are
represented by Wachtell, Lipton, Rosen & Katz, as legal advisor,
and Blackstone Advisory Partners LP, as financial advisor. Epiq
Systems is the claims agent.
Wilmington Savings Fund Society, FSB, the successor trustee for
the
second-lien noteholders owed about $1.6 billion, is represented by
Ashby & Geddes, P.A.'s William P. Bowden, Esq., and Gregory A.
Taylor, Esq., and Brown Rudnick LLP's Edward S. Weisfelner, Esq.,
Jeffrey L. Jonas, Esq., Andrew P. Strehle, Esq., Jeremy B. Coffey,
Esq., and Howard L. Siegel, Esq. An Official Committee of
Unsecured Creditors has been appointed in the case. The Committee
represents the interests of the unsecured creditors of only Energy
Future Competitive Holdings Company LLC; EFCH's direct subsidiary,
Texas Competitive Electric Holdings Company LLC; and EFH Corporate
Services Company, and of no other debtors. The Committee has
selected Morrison & Foerster LLP and Polsinelli PC for
representation in this high-profile energy restructuring. The
lawyers working on the case are James M. Peck, Esq., Brett H.
Miller, Esq., and Lorenzo Marinuzzi, Esq., at Morrison & Foerster
LLP; and Christopher A. Ward, Esq., Justin K. Edelson, Esq.,
Shanti
M. Katona, Esq., and Edward Fox, Esq., at Polsinelli PC.
* * *
In December 2015, the Bankruptcy Court confirmed the Debtors'
reorganization plan, which contemplated a tax-free spin of the
company's competitive businesses, including Luminant and TXU
Energy, and the $20 billion sale of its holdings in non-debtor
electricity transaction unit Oncor Electric Delivery Co. to a
consortium of investors. But the Plan became null and void after
certain first lien creditors notified the occurrence of a "plan
support termination event."
The Debtors filed a new plan of reorganization on May 1, 2016, as
subsequently amended. The new Chapter 11 plan features
alternative options for dealing with the Company's stake in
electricity transmission unit Oncor.
On Aug. 29, 2016, Judge Sontchi confirmed the Chapter 11 exit
plans
of two of Energy Future Holdings Corp.'s subsidiaries, power
generator Luminant and retail electricity provider TXU Energy Inc.
(the "T-Side Debtors"). The Plan became effective on Oct. 3,
2016.
On Sept. 21, 2016, the Debtors filed the E-Side Plan and the
Disclosure Statement for the Fourth Amended Joint Plan of
Reorganization of Energy Future Holdings Corp., et al., Pursuant
to
Chapter 11 of the Bankruptcy Code as it Applies to the EFH Debtors
and EFIH Debtors.
ERICKSON INC: Capstone Equities Tries to Block Disclosures OK
-------------------------------------------------------------
Capstone Equities Manager, LLC, filed with the U.S Bankruptcy Court
for the Northern District of Texas an objection to Erickson Inc, et
al.'s motion for approval of the Debtors' disclosure statement.
Capstone Equities says that the Debtors' request should not be
granted because:
a. the Disclosure Statement fails to provide adequate
information to creditors and describes a plan that is
patently un-confirmable. The Disclosure Statement motion
filed by the Debtors contains incorrect and confusing
definitions, and lacks basic information needed by
investors to make an informed judgment about the Plan.
Among other things, the liquidation analysis attached to
the Disclosure Statement indicates that the majority of
the Debtors' liquidation value is attributable to "owned
aircraft" which it states have a liquidation value of $98
million. However, the liquidation analysis disclaims
making any "representations or warranties regarding the
accuracy of the estimates" and does not say what the
estimate was based on or even who made it. As far any
holder of a claim is concerned, the estimates underlying
the liquidation analysis, and therefore the analysis
itself, are pulled out of thin air, providing absolutely
no basis to understand the figures or even consider them
when making a voting decision. While the Debtors
doubtless will contend that the estimates are valid and
credible, there is no basis for a creditor to evaluate the
liquidation analysis and therefore to make a decision
whether to cast a ballot for the Plan. All holders of a
claim have, on which to base their critical decision, is a
disclaimer renouncing the Debtors' responsibility for the
accuracy of the estimates and a bare number. This is
obviously not enough for a "hypothetical reasonable
investor typical of holders of claims or interests of the
relevant class to make an informed judgment about the
Plan"; and
b. the Disclosure Statement Motion should not be granted
because it contains an illegal "deathtrap" provision,
which demotes members of Class 5 (Existing Second Lien
Secured Claims) to Class 6 (General Unsecured Claims) if
Class 5 does not vote to confirm the Plan. Unlike in a
normal deathtrap provision, the proposed Plan does not
just change the treatment of the non-accepting class;
instead, it actually eliminates the class altogether and
merges it into a lower class. The deathtrap is illegal
and violates the absolute priority rule. Additionally,
the existence of the deathtrap makes the Disclosure
Statement inherently flawed because: (1) many claimholders
cannot know what Class they will ultimately be in, which
is the most basic information necessary to assess the
merits of a plan, (2) General Unsecured Creditors already
in Class 6 cannot assess their recovery under the Plan,
because it depends on whether they will ultimately be
diluted by members of Class 5 falling into the deathtrap,
and (3) the Disclosure Statement is highly misleading,
because it states that holders of Claims in Class 5 will
fall into Class 6, when in fact the result of rejection by
Class 5 is that the Plan fails the absolute priority rule
and cannot be confirmed.
The Objection is available at:
http://bankrupt.com/misc/txnb16-34393-361.pdf
As reported by the Troubled Company Reporter on Jan. 27, 2017, the
Debtors filed with the Court an amended disclosure statement dated
Jan. 19, 2017, explaining their joint plan of reorganization.
Under the Plan, Class 4 - Existing First Lien Credit Facility
Claims are impaired. On the Effective Date, each holder of an
Allowed Existing First Lien Credit Facility Claim will receive
payment in full, in cash, of its Allowed Class 4 Claim; provided,
however, there will be no distribution for or on account of the
refinancing accommodation fee to the extent not payable pursuant to
the creditor support agreement. Upon the indefeasible payment in
full of the Allowed Existing First Lien Credit Facility Claims in
accordance with the terms of the Plan, on the Effective Date, all
liens and security interests granted to secure the Allowed Existing
First Lien Credit Facility Claims will be terminated and of no
further force and effect.
Capstone Equities is represented by:
Samuel A. Newman, Esq.
J. Eric Wise, Esq.
GIBSON, DUNN & CRUTCHER LLP
333 South Grand Avenue
Los Angeles, CA 90071-3197
Tel: (213) 229-7000
Fax: (213) 229-7520
E-mail: snewman@gibsondunn.com
ewise@gibsondunn.com
About Erickson
Founded in 1971, Erickson Incorporated --
http://www.ericksoninc.com/-- is a vertically-integrated
manufacturer and operator of the powerful heavy-lift Erickson S-64
Aircrane helicopter, and is a leading global provider of aviation
services.
Erickson Incorporated, based in Portland, OR, and its affiliates
each filed a Chapter 11 petition (Bankr. N.D. Tex.; Erickson
Incorporated, Case No. 16-34393; Evergreen Helicopters
International, Inc., Case No. 16-34392; EAC Acquisition
Corporation, Case No. 16-34394; Erickson Helicopters, Inc., Case
No. 16-34395; Erickson Transport, Inc., Case No. 16-34396;
Evergreen Equity, Inc., Case No. 16-34397; Evergreen Unmanned
Systems, Inc., Case No. 16-34398) on Nov. 8, 2016. The Hon.
Barbara J. Houser presides over the cases. In its petition,
Erickson estimated $942.8 million in assets and $881.5 million in
liabilities.
The Debtors have hired Haynes and Boone, LLP as counsel; Imperial
Capital LLC, as investment banker; Alvarez & Marsal as financial
and restructuring advisor; and Kurtzman Carson Consultants as
claims and noticing agent.
ESSAR STEEL: Hearing on Plan Outline Approval Set for March 16
--------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware will hold a
hearing on March 16, 2017, at 10:00 a.m. (Prevailing Eastern Time)
to consider the approval of Essar Steel Minnesota LLC and ESML
Holdings Inc.'s disclosure statement dated Feb. 2, 2017, referring
to the Debtors' plan of reorganization.
Objections to the Disclosure Statement must be filed by before 4:00
p.m. (Prevailing Eastern Time) on March 3, 2017.
Under the Plan, Class 8 General Unsecured Claims -- estimated at
$2.06 billion -- are impaired. Each holder of an Allowed General
Unsecured Claim will receive on the plan distribution date its Pro
Rata Share of the Class B-4 Beneficial Trust Interests.
On Aug. 10, 2016, the Court entered the final order authorizing the
Debtors to obtain postpetition financing. The Court's final DIP
order approved the DIP facility, by and among ESML, as borrower,
and the DIP lender, providing for a debtor-in-possession facility
in an amount up to $35 million to fund the Debtors' operations
during the Chapter 11 cases. The final DIP order also approved the
other related documents, including the DIP guaranty.
Jeff Montgomery, writing for Bankruptcy Law360, relates that the
Debtor told the Court on Thursday it would pay "enhanced" Chapter
11 recoveries to project contractors and mechanics' lienholders if
state officials agree to keep public land mineral leases in effect
after reorganization of the $1.9 billion project. Lawyers for
Essar Steel Minnesota said in the Disclosure Statement and Plan
documents that the proposal was developed to encourage the state's
Department of Natural Resources to end its effort to yank the
leases.
The Disclosure Statement is available at:
http://bankrupt.com/misc/deb16-11626-691.pdf
About Essar Steel Minnesota
Essar Steel Minnesota LLC and ESML Holdings Inc. filed for Chapter
11 bankruptcy protection (Bankr. D. Del. Case Nos. 16-11627 and
16-11626) on July 8, 2016. The bankruptcy petition was signed by
Madhu Vuppuluri, president and chief executive officer.
The Debtors are represented by Craig H. Averich, Esq., at White &
Case LLP and John L. Bird, Esq., and Jeffrey M. Schlerf, Esq., at
Fox Rothschild LLP. Epic Bankruptcy Solutions, LLC, serves as
claims and noticing agent.
The cases are assigned to Judge Brendan Linehan Shannon.
ESML Holdings Inc. estimated assets at $1 billion to $10 billion
and debts at $500 million to $1 billion. Essar Steel Minnesota
LLC estimated assets and debts at $1 billion to $10 billion.
Andrew Vara, acting U.S. trustee for Region 3, on July 20, 2016,
appointed the official committee of unsecured creditors of ESML
Holdings, Inc., and its affiliates. The Committee hired Andrew K.
Glenn, at Kasowitz Benson Torres & Friedman LLP, to act as counsel.
David MacGreevey, at Zolfo Cooper, LLC., to serve as financial
advisor. Garvan F. McDaniel, at Hogan McDaniel, to act as Delaware
counsel.
FAMILIA FLORES: Hires Harris Law Firm as Counsel
------------------------------------------------
Familia Flores Inc., seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of California to employ Harris Law
Firm as counsel.
The Debtor requires HLF to:
a. take all necessary action to protect and preserve the
estate, including, if required by the facts and circumstances, the
prosecution of actions and adversary or other proceedings on the
estate's behalf; the defense of any actions and adversary or other
proceedings against the estate; negotiations concerning all
disputes and litigation in which the estate is involved, and, where
appropriate, the filing and prosecution of objections to claims
filed against the estate;
b. prepare, on behalf of the estate, all necessary
applications, motions, answers, orders, briefs, reports and other
papers in connection with the administration of the estate;
c. develop, negotiate and promulgate a plan; and
d. perform all other legal services requested.
HLF lawyer and professional who will work on the Debtor's case and
their hourly rates are:
Justin D. Harris, attorney $375
Andrew Peerson, paralegal $125
HLF received retainer in the amount of $20,000. $6,517 of the
retainer was used to pay for fees and costs incurred in rendering
pre-petition services prior to the commencement of the case.
HLF will also be reimbursed for reasonable out-of-pocket expenses
incurred except for photocopies and travel expenses. The photocopy
charge to the Debtor will be $0.17 per page. The travel expenses
charge to Debtor for outside Fresno area will be such amount as is
allowed by the Internal Revenue Service as a deductible business
expense at the time the travel expense is incurred.
Justin D. Harris, Esq., of Harris Law Firm, assured the Court that
the firm does not represent any interest adverse to the Debtor and
its estates.
HLF may be reached at:
Justin D. Harris, Esq.
Harris Law Firm
7110 N. Fresno St., Suite 400
Fresno, CA 93720
Phone: +1 559-272-5700
E-mail: jdh@harrislawfirm.net
About Familia Flores Inc.
Familia Flores Inc. filed a Chapter 11 bankruptcy petition (Bankr.
E.D.Cal. Case No. 17-10131) on January 17, 2017. Hon. Rene Lastreto
II presides over the case. Harris Law Firm represents the Debtor as
counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by David E.
Flores, president.
FISKER AUTOMOTIVE: Court Denies Plea to Dismiss Shareholder Lawsuit
-------------------------------------------------------------------
John Kennedy, writing for Bankruptcy Law360, reports that a
Delaware federal judge refused on Feb. 7, 2017, to dismiss a
shareholder suit against Fisker Automotive Holdings, Inc., that
accuses the Debtor of lying about its shaky financial footing prior
to its 2013 bankruptcy.
According to Law360, the court found that the investors had made a
sufficient case for common law fraud. Law360 relates that for each
misstatement or omission alleged by the plaintiffs, the Debtor and
the other defendants sought to persuade the court that the
investors were warned "repeatedly and extensively" about the
risks.
About Fisker Automotive
Fisker Automotive Holdings, Inc., developer of the Karma plug-in
hybrid electric sedan, filed a petition for Chapter 11 protection
(Bankr. D. Del. Case No. 13-13087) on Nov. 22, 2013.
Fisker estimated assets of more than $100 million and listed debt
of $500 million in its bankruptcy petition. The assets include an
assembly plant purchased for $21 million from General Motors Corp.
The plant never operated. The cars were assembled in Finland.
Fisker received a $529 million loan from the Department of
Energy's Advanced Technology Vehicles Manufacturing Loan Program
and drew down about $192 million before the department froze the
loan after Fisker failed to hit several development targets. The
company defaulted on its loan in April 2013.
Bankruptcy Judge Kevin Gross presides over the case. The Debtors
have tapped James H.M. Sprayregen, P.C., Esq., Anup Sathy, P.C.,
Esq., and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP, in
Chicago, Illinois, as co-counsel; Laura Davis Jones, Esq., James
E. O'Neill, Esq., and Peter J. Keane, Esq., at Pachulski Stang
Ziehl & Jones LLP, in Wilmington, Delaware, as co-counsel;
Beilinson Advisory Group as restructuring advisors; and Rust
Consulting/Omni Bankruptcy, as notice and claims agent and
administrative advisor.
On Nov. 5, 2013, the Official Committee of Unsecured Creditors
was appointed. The members are: (a) David M. Cohen; (b) Sven
Etzelsberger; (c) Kuster Automotive Door Systems GmbH; (d) Magna
E-Car USA, LLC; (e) Supercars & More SRL; and (f) TK Holdings Inc.
The Committee is represented by William R. Baldiga, Esq., and
Sunni P. Beville, Esq., at Brown Rudnick LLP; and Mark Minuti,
Esq., at Saul Ewing LLP. Emerald Capital Advisors Corp. is the
financial advisors for the Committee.
Fisker sought bankruptcy protection to pursue a private sale of
its business to Hybrid Tech Holdings, LLC. The Committee,
however, wants a sale public sale, and has identified Wanxiang
America Corporation as stalking horse bidder.
Hybrid was initially under contract to buy Fisker in exchange for
$75 million of the $168.5 million government loan it acquired
immediately before the Debtor's Chapter 11 filing. Hybrid later
raised its offer by adding an additional $1 million cash and
agreeing to share proceeds from the sale of a facility in Delaware
it doesn't intend to operate. Hybrid also offered to pay real
estate taxes on the Delaware plant. Hybrid also will waive $90
million in deficiency claims that otherwise would dilute unsecured
creditors' recovery.
Wanxiang, as stalking horse bidder, initially offered $25.8
million in cash. However, Wanxiang has said it has raised its
offer by $10 million and is willing to go higher.
After the hearings on Jan. 10 and 13, the Court directed a public
auction, and capped Hybrid's credit bid to $25 million.
In response, Hybrid raised its offer to $55 million.
Hybrid is represented by Tobias Keller, Esq., and Peter
Benvenutti, Esq., at Keller & Benvenutti LLP, in San Francisco,
California.
Wanxiang, which bought A123 Systems, Inc., a manufacturer of
lithium-ion batteries used in electric vehicles such as the Fisker
Karma, in a bankruptcy auction early in 2013 for $256.6 million,
is represented in Fisker's case by Sidley Austin LLP's Bojan
Guzina, Esq., and Andrew F. O'Neill, Esq.; and Young Conaway
Stargatt & Taylor, LLP's Edmon L. Morton, Esq., Robert S. Brady,
Esq., and Kenneth J. Enos, Esq.
On Feb. 19, 2014, the Bankruptcy Court approved the sale of
Fisker's assets to Wanxiang America Corporation. The sale closed
on March 24. The sale to Wanxiang is valued at approximately $150
million, Fisker said in a news statement.
On March 27, 2014, the Court authorized Fisker Automotive Holdings
to change its name to FAH Liquidating Corp. and its affiliate,
Fisker Automotive Inc., to FA Liquidating Corp., following the
sale.
FA Liquidating Corp. fka Fisker Automotive, Inc., and FAH
Liquidating Corp. fka Fisker Automotive Holdings, Inc., notified
the U.S. Bankruptcy Court for the District of Delaware that their
Second Amended Chapter 11 Plan of Liquidation became effective as
of Aug. 13, 2014.
FRESH & EASY: Asks Court to OK Plan Outline; Hearing on Feb. 22
---------------------------------------------------------------
Fresh & Easy, LLC, filed with the U.S. Bankruptcy Court for the
District of Delaware on Feb. 1, 2017, a motion for approval of the
disclosure statement on an interim basis.
A hearing on the approval of the Disclosure Statement and
confirmation of the joint Chapter 11 plan of liquidation is set for
Feb. 22, 2017, at 10:00 a.m. (ET). Objections to the Disclosure
Statement and plan confirmation must be filed by Feb. 15, 2017, at
4:00 p.m. (ET).
The Debtor and the Official Committee of Unsecured Creditors filed
the Plan. Jeff Montgomery, writing for Bankruptcy Law360, reports
that the Debtor proposed a streamlined review for a newly filed,
combined Chapter 11 disclosure and liquidation plan, with much of
the proposal built around a $21.5 million settlement of creditor
and company disputes.
The Plan Proponents seek to proceed to Local Rule 3017-2 because:
a. substantially all of the Debtor's assets were sold during
the course of this case and the Plan provides for the
Debtor's remaining assets to be liquidated over time and
for the proceeds of any assets already liquidated, or to
be liquidated, to be distributed to holders of allowed
claims in accordance with the terms of the Combined Plan
and Disclosure Statement and the priority of claims
provisions of the Bankruptcy Code;
b. the Plan proposes to comply with section 1129(a)(9) of the
Bankruptcy Code;
c. the Plan seeks consensual third party releases with
respect to claims creditors may hold against non-debtor
parties; (i) creditors holding claims in Class 4 (General
Unsecured Creditors) are entitled to vote on the Plan and
entitled to affirmatively elect to opt-out of the releases
by completing the opt-out election included in the
proposed ballot; (ii) creditors holding claims in Class 1
(Wells Fargo Secured Claim), Class 2 (Other Miscellaneous
Secured Claims), and Class 3 (Priority Non-Tax Claims)
under the Plan are unimpaired, deemed to have accepted the
Plan, are not entitled to vote, and are deemed to have
granted the releases; (iii) holders in Class 6 (Equity
Interest) under the Plan are impaired, are deemed to have
rejected the Plan and are not entitled to vote, however,
the 100% equity interest holder in Class 6 is a released
party; and (iv) the Debtor does not believe any claims
exist in Class 5 but has included the Class in an
abundance of caution; and
d. the Debtor's combined assets to be distributed pursuant to
the Plan are estimated, in good faith to be less than $25
million. More specifically, although the Debtor's value
of combined assets is estimated to be approximately $27-30
million (excluding causes of action and assuming approval
of the proposed global settlement outlined in the Combined
Plan and Disclosure Statement), this amount is subject to
an approximate $5 million contingency fee, thus resulting
in a good faith estimate of $22-25 million in assets to be
distributed pursuant to the Plan.
Under the Plan, Class 4 General Unsecured Claims -- estimated at
$103-115 million -- are impaired. Holders are expected to recover
14-26%.
On the Effective Date, or as soon as reasonably practicable
thereafter, the Debtor will transfer and assign to a liquidating
trust all of its right, title and interest in and to all of the
liquidating trust assets, and all the assets will automatically
vest in the Liquidating Trust free and clear of all claims and
liens, subject only to the allowed claims of the holders of
liquidating trust interests as set forth in the Plan and the
expenses of the Liquidating Trust. The Debtor will not have any
interest in or with respect to the liquidating trust assets.
The Disclosure Statement is available at:
http://bankrupt.com/misc/deb15-12220-1831.pdf
The plan confirmation hearing and hearing on Rule 3018(a) motions
is on April 27, 2017, at 11:00 a.m.
The deadline to: (a) serve notices and the solicitation package is
March 1, 2017 (or within 5 business days after entry of interim
approval and procedures order); (b) object to claims for voting
purposes only is March 16, 2017, at 4:00 p.m.; (c) file Rule
3018(a) motion is March 30, 2017, at 4:00 p.m.; (d) file plan
supplement is April 12, 2017 (15 days prior to Confirmation
Hearing); (e) vote and opt-out election is April 17, 2017, at 5:00
p.m. (Pacific Time) or 10 days prior to the Confirmation Hearing;
(f) object to final approval of the Disclosure Statement and
confirmation of the Plan is April 17, 2017, at 4:00 p.m. (10 days
prior to the Confirmation Hearing); (g) file voting certification
is April 20, 2017 (7 days prior to Confirmation Hearing); (h) to
reply to objections is April 25, 2017 (two business days prior to
Confirmation hearing).
About Fresh & Easy
Fresh & Easy, LLC, a chain of grocery stores in the Southwest
United States, filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 15-12220) on Oct. 30, 2015. The petition was signed
by Peter McPhee, the CFO. The Debtor estimated assets of $10
million to $50 million and liabilities of at least $100 million.
Judge Christopher S. Sontchi is assigned to the case.
The Debtor has engaged Norman L. Pernick, Esq., Kate J. Stickles,
Esq., and David W. Giattino, Esq., at Cole Schotz P.C. as counsel;
Epiq Bankruptcy Solutions, LLC, as claims and noticing agent; DJM
Realty Services, LLC; and CBRE Group, Inc., as real estate
consultants; and FTI Consulting, Inc., as restructuring advisors.
The Official Committee of Unsecured Creditors hired Fox Rothschild
LLP and ASK LLP as counsel.
* * *
The Debtor has undertaken the process of liquidating the estate's
assets located at its retail locations and distribution center
with the assistance of Hilco Merchant Resources, LLC, and
Industrial Assets Corp., respectively, has engaged DJM Realty
Services, LLC, and CBRE, Inc., to market its leasehold interests,
and has recently engaged Hilco Streambank to assist with the
disposition of its intellectual property.
As part of the claims process, a bar date of Feb. 19, 2016, was
established by the Court for creditor claims.
GARDEN FRESH: Court Extends Exclusive Plan Filing Period to May 1
-----------------------------------------------------------------
Alex Wolf, writing for Bankruptcy Law360, reports that the Hon.
Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware has extended, at the behest of Garden Fresh
Restaurant Intermediate Holding LLC, exclusive period for the
Debtor to file a plan of reorganization for an extra 90 days or
until May 1, 2017.
The Debtor said there were no objections to its bid for a time
extension, Law360 relates.
About Garden Fresh Restaurant
Founded in 1978 and headquartered in San Diego, CA, Garden Fresh
owns of 123 Souplantation and Sweet Tomatoes restaurants across 15
states. Garden Fresh has 5,500 employees, approximately 5,000 of
whom are employed on an hourly basis.
Garden Fresh Restaurant Intermediate Holding, LLC, and its
affiliates filed Chapter 11 petitions (Bankr. D. Del. Case
Nos.16-12174 to 16-12178) on Oct. 3, 2016. The petitions were
signed by John D. Morberg, chief executive officer.
The Debtors have hired Morgan, Lewis & Bockius LLP as general
counsel; Young, Conaway, Stargatt & Taylor, LLP as local counsel;
Piper Jaffray Companies as financial advisor; and Epiq Bankruptcy
Solutions, LLC, as claims and noticing agent.
At the time of the filing, Garden Fresh Restaurant Intermediate
Holdings estimated assets and debts at $0 to $50,000.
Andrew R. Vara, Acting U.S. Trustee for Region 3, on Oct. 13, 2016,
appointed five creditors of Garden Fresh Restaurant Intermediate
Holdings, LLC, et al., to serve on the official committee of
unsecured creditors.
GARDENS REGIONAL: Facility Gets Officially Closed, PCO Reports
--------------------------------------------------------------
Constance Doyle, the Patient Care Ombudsman for Gardens Regional
Hospital and Medical Center, Inc., filed a Final Report for the
period of January 31, 2017 through February 2, 2017.
The PCO finds that the car provided to the patients of the Debtor
was within the standard of care, and the plans, steps taken and the
records, are also within the standard.
The PCO further reported that the facility was officially closed
last February 1, 2017. The last few staff remaining are there to
finalize the closure with record storage, food distribution,
medication returns and/or disposal, etc. The PCO added that the
hospital signage was covered.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/cacb16-17463-658.pdf
About the Hospital
Gardens Regional Hospital and Medical Center, Inc., fka Tri-City
Regional Medical Center, dba Gardens Regional Hospital and Medical
Center leases a 137- bed, acute care hospital doing business at
21530 South Pioneer Boulevard, Hawaiian Gardens, Los Angeles,
California. It provides a full range of inpatient and outpatient
services, including, but not limited to, medical acute care,
general surgical services, bariatric surgery services (for weight
loss), spine surgery services, orthopedic and sports medicine and
joint replacement services, wound care and pain management
services, physical therapy, respiratory therapy, outpatient
ambulatory services, diagnostic services, radiology and
inpatient/outpatient imaging services, laboratory and pathology
services, geriatric services, and community wellness and education
programs.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. C.D.
Calif. Case No. 16-17463) on June 6, 2016, estimating its assets at
between $1 million and $10 million, and liabilities at between $10
million and $50 million. The petition was signed by Brian Walton,
chairman of the Board. Judge Ernest M. Robles presides over the
case. Samuel R Maizel, Esq., and John A Moe, Esq., at Dentons US
LLP serves as the Debtor's bankruptcy counsel.
GENON ENERGY: GenMa Inks $130-Mil. Payment Agreement With NFC
-------------------------------------------------------------
GenOn Mid-Atlantic, LLC, an indirect wholly owned subsidiary of
GenOn Americas Generation, LLC and GenOn Energy, Inc., entered into
the Payment Agreement, dated as of Jan. 27, 2017, with Natixis
Funding Corp. whereby NFC will procure payment and credit support
for the payment of certain lease payments owed pursuant to certain
leases entered into in respect of the Dickerson and Morgantown
facilities between GenMa and certain lessors.
Under the Payment Agreement, GenMa will make an irrevocable payment
to NFC of approximately $130 million, plus fees, as consideration
for NFC applying for the issuance of, and obtaining, letters of
credit from Natixis, New York Branch, a branch of Natixis, a public
limited corporation with a board of directors (societe anonyme a
conseil d'administration) organized under the laws of France, to
support the Lease Payments. NFC will be solely responsible for (i)
obtaining such letters of credit from the LC Provider, (ii) causing
such letters of credit to be issued to the applicable lessors to
support the Lease Payments on behalf of GenMa, (iii) making under
certain circumstances the Lease Payments in accordance with the
schedules as set forth in the Payment Agreement and (iv) satisfying
any reimbursement obligations payable to the LC Provider as a
result of any disbursement under such letters of credit. GenMa
retains no residual interest or claim to the Payment Amount.
Lessors may make draws on their respective letters of credit in the
event Natixis is downgraded by a national rating agency pursuant to
the applicable terms and conditions of the Leases.
Generally, NFC will be liable to GenMa in the event the letters of
credit are not issued under the Payment Agreement pursuant to the
terms and conditions thereof.
NFC's payment obligations due under the Payment Agreement with
respect to the Lease Payments are guaranteed by Natixis, NFC's
parent company. Neither GenOn nor GAG are parties under the
Payment Agreement and have no liability thereunder.
The Payment Agreement contains customary closing conditions,
representations and warranties and events of default.
About Genon
GenOn Energy, Inc. and its affiliates are wholesale power
generation subsidiaries of NRG, which is a competitive power
company that produces, sells and delivers energy and energy
services, primarily in major competitive power markets in the U.S.
GenOn is an indirect wholly-owned subsidiary of NRG. GenOn was
incorporated as a Delaware corporation on Aug. 9, 2000, under the
name Reliant Energy Unregco, Inc. GenOn Americas Generation and
GenOn Mid-Atlantic are indirect wholly owned subsidiaries of GenOn.
GenOn Americas Generation was formed as a Delaware limited
liability company on Nov. 1, 2001, under the name Mirant Americas
Generation, LLC. GenOn Mid-Atlantic was formed as a Delaware
limited liability company on July 12, 2000, under the name Southern
Energy Mid-Atlantic, LLC. GenOn Mid-Atlantic is a wholly-owned
subsidiary of NRG North America and an indirect wholly owned
subsidiary of GenOn Americas Generation. The Registrants are
engaged in the ownership and operation of power generation
facilities; the trading of energy, capacity and related products;
and the transacting in and trading of fuel and transportation
services.
GenOn Energy reported a net loss of $115 million in 2015 following
net income of $192 million in 2014.
As of Sept. 30, 2016, Genon Energy had $5.23 billion in total
assets, $4.71 billion in total liabilities and $520 million in
total stockholders' equity.
* * *
As reported by the TCR on Jan. 13, 2017, S&P Global Ratings lowered
its corporate credit ratings to 'CCC-' from 'CCC' on GenOn Energy
Inc. and its affiliates: GenOn Energy Holdings Inc., GenOn Americas
LLC, GenOn Mid-Atlantic LLC, and GenOn REMA LLC. The outlook is
negative. "The negative outlook reflects the continuing pressure
on financial measures. And, while we did not expect a default in
2016 because of significant cash balances, it reflects the
prospects that GenOn might consider distressed exchange offers over
the next six months," said S&P Global Ratings credit analyst Aneesh
Prabhu.
In October 2016, Moody's Investors Service downgraded GenOn Energy,
Inc.'s corporate family rating and probability of default (PD)
rating to Caa3 from Caa2, and Caa3-PD from Caa2-PD, respectively.
GLOBALLOGIC HOLDINGS: Upsized Loan No Impact on Moody's B2 Rating
-----------------------------------------------------------------
Moody's Investors Service said GlobalLogic Holdings, Inc.'s (B2;
stable outlook) proposed $35 million upsize to its first lien term
loan B to partially pay down its PIK Note is slightly credit
positive because it lowers GlobalLogic's interest expense. The
ratings and stable outlook remain unchanged.
HANCOCK FABRICS: Needs Until May 12 to Solicit Plan Acceptances
---------------------------------------------------------------
Hancock Fabrics, Inc. and its affiliated debtors request the U.S.
Bankruptcy Court for the District of Delaware to extend the period
during which the Debtors have the exclusive right to solicit
acceptances of a Chapter 11 plan by approximately two months
through and including May 12, 2017.
The Debtors relate that during the first year of these large and
complex chapter 11 cases, they have sold all or substantially all
of their assets, closed all of their retail locations and the
distribution center, reduced total headcount from more than 4000
employees to fewer than 15, terminated their pension plan,
commenced four adversary proceedings to protect estate assets,
filed thirteen extensive claims objections, and filed their chapter
11 plan of liquidation and related disclosure statement.
In addition, the Debtors have filed their Joint Chapter 11 Plan of
Liquidation and Disclosure Statement on December 2, 2016. The
Debtors relate that since filing the Plan and Disclosure Statement,
the Debtors and their advisors have been in discussions with the
Creditors' Committee's advisors regarding certain aspects of the
Plan. The Parties anticipate continuing and completing these
discussions in the near term.
Accordingly, the Debtors submit that the extension of the Exclusive
Solicitation Period will provide the Debtors the time needed to
work with the Creditors' Committee regarding certain Plan
provisions, finalize amended versions of the Plan and Disclosure
Statement and facilitate the means to expeditiously and
consensually conclude these chapter 11 cases.
About Hancock Fabrics
Hancock Fabrics, Inc., is a specialty fabric retailer operating
stores under the name "Hancock Fabrics". Hancock has 4,500
full-time and part time employees. The Baldwyn, Mississippi-based
company is one of the largest fabric retailers in the United
States, operating 260 stores in 37 states as of October 31, 2015
and an internet store under the domain name
http://www.hancockfabrics.com/
Hancock Fabrics, Inc. and six of its affiliates, retailer of
fabric, sewing and accessories, filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Case Nos. 16-10296 to 16-10302) on Feb.
2, 2016. Dennis Lyons, the senior vice president and chief
administrative officer, signed the petitions. Judge Brendan
Linehan Shannon is assigned to the jointly administered cases.
The Debtors have engaged O'Melveny & Myers LLP as general counsel,
Richards, Layton & Finger, P.A., as local counsel, Clear Thinking
Group LLC as financial advisor, Retail Consulting Services, Inc.
d/b/a Real Estate Advisors as real estate advisors and Kurtzman
Carson Consultants, LLC as claims and noticing agent.
The Debtors disclosed total assets of $151.4 million and total
debts of $182.1 million. The Debtors owe its trade vendors
approximately $21.2 million as of Jan. 31, 2016.
Lawyers at Klehr Harrison Harvey Branzburg LLP and Hahn & Hessen
LLP serve as counsel to the Official Committee of Unsecured
Creditors.
HEALTH DIAGNOSTIC: Court OKs Settlement With Randox Laboratories
----------------------------------------------------------------
Fola Akinnibi, writing for Bankruptcy Law360, reports that U.S.
Bankruptcy Judge Kevin Huennekens has signed off on a settlement
between Health Diagnostic Laboratory Inc. and Randox Laboratories
Ltd. that will cut the diagnostic company's unsecured claim to $3.8
million from $4.58 million. Law360 adds that under the settlement,
Randox Laboratories will pay the bankruptcy estate $47,134.
About Health Diagnostic
Health Diagnostic Laboratory, Inc., Central Medical Laboratory,
LLC, and Integrated Health Leaders, LLC, are health care
businesses based in Richmond, Virginia. HDL is a blood testing
company.
Health Diagnostic Laboratory, Inc. (Bankr. E.D. Va. Case No.
15-32919) and affiliates Central Medical Laboratory, LLC (Bankr.
E.D. Va. Case No. 15-32920) and Integrated Health Leaders, LLC
(Bankr. E.D. Va. Case No. 15-32921) filed separate Chapter 11
bankruptcy petitions on June 7, 2015. The petitions were signed
by Martin McGahan, chief restructuring officer.
HDL disclosed $96,130,468 in assets and $108,328,110 in
liabilities as of the Chapter 11 filing.
Justin F. Paget, Esq., Tyler P. Brown, Esq., Jason W. Harbour,
Esq., and Henry P. (Toby) Long, III, Esq. at Hunton & Williams LLP
serve as the Debtors' bankruptcy counsel.
Alvarez & Marsal is the Debtors' financial advisor. Robert S.
Westermann, Esq., at Hirshler Fleisher, P.C., serve as the
Debtors' conflicts counsel. American Legal Claims Services, LLC,
is the Debtors' claims, noticing and balloting agent. Ettin
Group, LLC, will market and sell the miscellaneous equipment and
other assets.
MTS Health Partners, L.P., serves as investment banker.
To assist them with their restructuring efforts and to help
maximize the value of their estates, the Debtors filed with the
Court an application seeking entry of an order authorizing the
Debtors to retain Alvarez & Marsal Healthcare Industry Group, LLC
("A&M") to provide the Debtors with a Chief Restructuring Officer
and certain additional personnel. Richard Arrowsmith is presently
the CRO.
On June 16, 2015, the Office of the United States Trustee for the
Eastern District of Virginia appointed the Committee, consisting
of the following seven members: (i) Oncimmune (USA) LLC; (ii)
Aetna, Inc.; (iii) Pietragallo Gordon Alfano Bosick & Raspanti,
LLP; (iv) Mercodia, Inc.; (v) Numares GROUP Corporation; (vi)
Kansas Bioscience Authority; and (vii) Diadexus, Inc. On Sept. 23,
2015, Oncimmune (USA) LLC resigned from the Committee and, on Nov.
3, 2015, the U.S. Trustee appointed Cleveland Heart Lab, Inc. to
the Committee.
The Creditors Committee retained Cooley LLP as its counsel and
Protiviti Inc. as its financial advisor.
* * *
On Nov. 5, 2015, the Court entered an order setting Dec. 22, 2015,
as the Bar Date for the filing of all proofs of claim.
The Debtors have sold substantially all of their operating assets
pursuant to two separate sales approved by the Court.
On Jan. 4, 2016, the Debtors filed a proposed Plan of Liquidation
and Disclosure Statement.
The Troubled Company Reporter on May 20, 2016, reported that Judge
Kevin R. Huennekens of the U.S. Bankruptcy Court for the Eastern
District of Virginia, Richmond Division, overruled the objections
to Health Diagnostic Laboratory, Inc., et al.'s Modified Second
Amended Plan of Liquidation and approved the Liquidating Plan and
approved the Plan.
HEALTH REPUBLIC INSURANCE: New Jersey Court Orders Liquidation
--------------------------------------------------------------
Bill Wichert, writing for Bankruptcy Law360, reports that Superior
Court Judge Paul Innes has granted the state's application to put
Freelancers Consumer Operated and Oriented Program of New Jersey
dba Health Republic Insurance of New Jersey into liquidation, as a
result of its deteriorating financial condition.
Judge Innes, Law360 relates, ordered the liquidation of Health
Republic Insurance to ensure that medical providers will be paid
for services rendered under the company's policies.
Freelancers Consumer Operated and Oriented Program of New Jersey,
d/b/a Health Republic Insurance of New Jersey, is a health
insurance co-op established under the Affordable Care Act.
HEARTLAND DAIRY: Seeks Additional $2,250,000 United Dairy DIP Loan
------------------------------------------------------------------
Heartland Dairy Holdings, LLC, asks the U.S. Bankruptcy Court for
the Northern District of Indiana for authorization to obtain
additional post-petition secured debt.
The Debtor is engaged primarily in the business of operating a
dairy farm facility located in Mercer County, Ohio.
The Debtor was previously authorized to incur secured debt from
United Dairy Group, LLC, in the amount of up to $3,000,000 for the
purpose of operating the dairy and purchasing cows ans certain bulk
products such as feed, corn silage and straw silage.
The Debtor tells the Court that the additional secured debt is
necessary to the Debtor's reorganization in that it will provide
funds to the Debtor to satisfy the terms of the Adequate Protection
Stipulation and Plan treatment of the Debtor's major secured
creditor, First Farmers Bank and Trust Company, and also the funds
to acquire additional cows needed to begin to full the dairy's
capacity and to satisfy ongoing operational expenses.
The Debtor further tells the Court that it has negotiated with
United Dairy Group for an additional $2,250,000 DIP Loan, which is
to be secured by the cattle, feed, supplies and other materials to
be acquired by the Debtor using such loan proceeds.
The additional DIP Loan contains the following relevant terms:
(1) An increase in the DIP Loan Amount from $3,000,000 to
$5,250,000.
(2) Interest at the rate of five percent per annum, with a
default rate of 10% per annum.
(3) All provisions of the original DIP Promissory Note and
Security Agreement not modified by the Amendment remain the same,
including the maturity date, the collateral, Events of Default and
remedies, inspections, administrative super-priority, and Plan
provisions, among others.
A full-text copy of the Debtors' Motion, dated Feb. 2, 2017, is
available at
http://bankrupt.com/misc/HeartlandDairy2016_1611273reg_133.pdf
About Heartland Dairy Holdings
Heartland Diary Holdings, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. C.D. Cal. Case No. 16-11273) on June 17, 2016.
The petition was signed by John W. Glessner, member. The case is
assigned to Judge Robert E. Grant. The Debtor is represented by
Daniel J. Skekloff, Esq., at Haller & Colvin. The Debtor estimated
both assets and liabilities at $1 million to $10 million at the
time of the filing.
HIS GRACE: Wants to Use M&T Bank Cash Collateral
------------------------------------------------
His Grace Outreach International asks the U.S. Bankruptcy Court for
the Eastern District of New York for authorization to use the cash
collateral of M&T Bank.
The Debtor is a religious non-for-profit corporation and operates
as a church on property it owns, located at 1390 Flatbush Avenue,
Brooklyn, New York. The property contains two residential
apartments which generate on a month to month tenancy, rents of
$3,800 per month. The Debtor has valued the Real Property at
$900,000.
The Debtor's proposed six-month Budget provides for total expenses
in the amount of $3,026 for January, $3,046 for February, $3,056
for March, $3,041 for April, $3,056 for May, and $3,066 for June.
M&T Bank has obtained a Judgment of Foreclosure and alleges that it
is owed the amount of $637,702.
The Debtor asserts that even if the Court were to rule that the
Rents constitute cash collateral, the Chapter 11 filing reflects
that the loan balance to A&T Bank of $637,702 is more than
sufficiently covered by the collateral value of $900,000. The
Debtor further asserts that A&T Bank is still more than adequately
protected by the collateral value.
The Debtor proposes to grant A&T Bank with a replacement lien in
the Real Property and the Rents to the same extent and validity
that such liens held prior to the Petition Date. The Debtor
further proposes to pay A&T Bank the net balance amounts reflected
in its projections.
A full-text copy of the Debtor's Application, dated Feb. 1, 2017,
is available at
http://bankrupt.com/misc/HisGrace2017+11740203ess_13.pdf
About His Grace Outreach International
His Grace Outreach International, based in Brooklyn, NY, filed a
Chapter 11 petition (Bankr. E.D.N.Y. Case No. 17-40203) on January
18, 2017. The petition was signed by George Mungai, president.
Judge Elizabeth S. Stong presides over the case. The Debtor is
represented by Robert M. Fox, Esq., at the Law Office of Robert M.
Fox. At the time of the filing, the Debtor estimated assets and
liabilities at $500 million to $1 billion.
HOUSTON AMERICAN: Sells $1.2 Million of Preferred Stock
-------------------------------------------------------
Houston American Energy Corp. entered into Securities Purchase
Agreements with multiple investors on Jan. 31, 2017, pursuant to
which the Company sold 1,200 shares of 12.0% Series A Convertible
Preferred Stock for $1,000 per share, or an aggregate of
$1,200,000.
Dividends accrue, commencing July 1, 2017, at an annual rate of 12%
of the Purchase Price. The Stated Dividend is payable on a
quarterly basis in cash (i) from funds legally available for such
payment, (ii) when and as declared by the Board of Directors of the
Company, and (iii) subject to restrictions, if any, imposed under
existing debt obligations of the Company (no debt obligations
presently exist). Dividends on the Series A Preferred Stock are
cumulative. No dividends may be paid on Common Stock so long as
Series A Preferred Stock remains outstanding unless said dividend
is also paid to holders of Series A Preferred Stock on an as
converted basis.
The holders will have the right, at their sole option, to convert
the face amount of the Series A Preferred Shares (but not accrued
and unpaid dividends) into shares of Common Stock at a conversion
price of $0.20 per share. The Conversion Price is subject to
standard adjustments to reflect stock splits, reverse stock splits,
stock dividends, certain non-cash distributions to holders of
Common Stock and certain issuance of stock at less than market
value.
The Series A Preferred Shares are redeemable by the Company at its
sole option (subject to the right of the holders to convert the
Series A Preferred Shares prior to redemption) beginning on the
second anniversary of the Original Issue Date at a price per share
equal to (i) $1,000 multiplied by the applicable percentage from
the table below, plus (ii) all accrued and unpaid dividends:
For the period below Percentage
-------------------- ----------
On or after the second anniversary of the Original 112%
Issue Date to the day prior to the third anniversary
On or after the third anniversary to the day prior 108%
to the fourth anniversary
On or after the fourth anniversary to the day prior 104%
to the fifth anniversary
On or after the fifth anniversary 100%
The Series A Preferred Shares vote on an as converted basis on all
matters submitted to a vote of shareholders and, separately, vote
as a class with respect to certain matters that could potentially
adversely affect the Series A Preferred Shares.
The Series A Preferred Shares are entitled to a preference upon
liquidation of $1,000 per share plus all accrued and unpaid
dividends.
Proceeds from the sale of the Series A Preferred Shares will be
used to pay the acquisition price of a 25% working interest in two
oil and gas leases covering approximately 800 acres in Reeves
County, Texas.
The Series A Preferred Shares were offered and sold in a private
placement transaction pursuant to the exemption from registration
provided by Section 4(a)(2) of the Securities Act of 1933 and Rule
506 promulgated thereunder.
No placement agents, underwriters or finders participated in the
Offering and no commissions or similar fees were paid in connection
with the Offering.
About Houston American Energy Corp.
Based in Houston, Texas, Houston American Energy Corp.
(NYSEMKT:HUSA) -- http://www.HoustonAmericanEnergy.com/-- is an
independent energy company with interests in oil and natural gas
wells, minerals and prospects. The Company's business strategy
includes a property mix of producing and non-producing assets with
a focus on Texas, Louisiana and
Colombia.
As of Sept. 30, 2016, Houston American had $4.30 million in total
assets, $45,176 in total liabilities and $4.25 million in total
shareholders' equity.
Houston American reported a net loss of $3.83 million for the year
ended Dec. 31, 2015, compared to a net loss of $4.35 million for
the year ended Dec. 31, 2014.
GBH CPAs, PC, in Houston, Texas, 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, which raises substantial doubt about its
ability to continue as a going concern.
J CREW GROUP: Takes Legal Action Against Term Loan Lenders
----------------------------------------------------------
J.Crew Group, Inc., announced that it has filed a lawsuit in the
New York State Supreme Court, Commercial Division against
Wilmington Savings Fund Society, FSB, as successor agent under the
Term Loan Agreement, based on actions taken by an ad hoc group of
term loan lenders to disrupt the Company's evaluation of
opportunities to enhance its capital structure. The Company is
seeking a declaration from the Court that its actions are in full
compliance under the Company's Term Loan Agreement.
J.Crew has been proactively exploring opportunities to enhance its
capital structure. On Dec. 5, 2016, the Company exercised its
rights under the Term Loan Agreement to invest certain intellectual
property in the Company's wholly owned unrestricted subsidiary,
J.Crew Domestic Brand, LLC. The purpose of this action was to
provide the Company flexibility in connection with its capital
structure evaluation to strengthen the position of the entire
corporate enterprise. The recent investment fully complied with
the Company's Term Loan Agreement.
The Company believes that any attempt to challenge its actions is
invalid and that the litigation will be resolved promptly in its
favor.
"The legal actions we are taking today are aligned with our ongoing
efforts to evaluate and pursue opportunities to strengthen our
balance sheet as we position J.Crew for long-term growth," said
Mike Nicholson, president, COO and CFO, J.Crew Group, Inc.
Neither the transactions at issue nor the lawsuit impact the
Company's ongoing use of its intellectual property or its business
operations. With more than $400MM of cash and ABL availability and
no near term debt maturities, the Company believes it is
financially stable and focused on all opportunities to best
position the business for long-term growth and success.
About J. Crew Group
J.Crew Group, Inc. is an internationally recognized omni-channel
retailer of women's, men's and children's apparel, shoes and
accessories. As of Nov. 22, 2016, the Company operates 287 J.Crew
retail stores, 110 Madewell stores, jcrew.com, jcrewfactory.com,
the J.Crew catalog, madewell.com, the Madewell catalog, and 181
factory stores (including 37 J.Crew Mercantile stores).
As of Oct. 29, 2016, J. Crew had $1.49 billion in total assets,
$2.29 billion in total liabilities and a total stockholders'
deficit of $792.60 million.
J. Crew reported a net loss of $1.24 billion for the year ended
Jan. 30, 2016, compared to a net loss of $657.77 million for the
year ended Jan. 31, 2015.
* * *
As reported by the TCR on Dec. 16, 2016, S&P Global Ratings lowered
its corporate credit rating on the New York-based specialty
retailer J. Crew Group Inc. to 'CCC-' from 'B-'. "The downgrade
reflects our view that the company's suppressed debt trading prices
could culminate in a distressed debt buyback or debt exchange,"
said credit analyst Helena Song.
J. CREW: Sues Lenders to Block Potential Default Declaration
------------------------------------------------------------
Stephanie Gleason, writing for The Wall Street Journal Pro
Bankruptcy, reported that J.Crew Group Inc. is suing its lenders,
attempting to block the group from reacting to the troubled
company's transfer of intellectual property to an offshore
subsidiary and out of their grasp.
According to the report, the clothing retailer filed the complaint
in New York State Supreme Court, claiming its lender group is
gearing up to declare an event of default over the transfer, which
J. Crew says is "expressly permitted" under the terms of the loan.
In December, J.Crew moved $250 million worth of intellectual
property to J.Crew Cayman, an unrestricted subsidiary that isn't
party to a loan agreement with its lenders, the report related.
The move essentially placed the assets out of the lenders' reach,
the report further related.
J.Crew said that the loan agreement allows it to invest up to $277
million in unrestricted subsidiaries, and added that it is working
on strategic opportunities that will benefit all of its
stakeholders, including the lenders, the report added.
The lender group hasn't formally taken any action as a result of
the transfer by J. Crew, the report said. However, in its
complaint, J.Crew's lawyers said that they have formed an ad hoc
group and hired the law firm Jones Day and replaced Bank of America
NA as the loan agent with Wilmington Savings Fund Society FSB, the
report noted. These steps are common when companies and investors
are gearing up to do battle over the terms of a debt restructuring,
the report pointed out.
About J. Crew Group
J.Crew Group, Inc. is an internationally recognized omni-channel
retailer of women's, men's and children's apparel, shoes and
accessories. As of Nov. 22, 2016, the Company operates 287 J.Crew
retail stores, 110 Madewell stores, jcrew.com, jcrewfactory.com,
the J.Crew catalog, madewell.com, the Madewell catalog, and 181
factory stores (including 37 J.Crew Mercantile stores).
As of Oct. 29, 2016, J. Crew had $1.49 billion in total assets,
$2.29 billion in total liabilities and a total stockholders'
deficit of $792.60 million.
J. Crew reported a net loss of $1.24 billion for the year ended
Jan. 30, 2016, compared to a net loss of $657.77 million for the
year ended Jan. 31, 2015.
* * *
As reported by the TCR on Dec. 16, 2016, S&P Global Ratings
lowered
its corporate credit rating on the New York-based specialty
retailer J. Crew Group Inc. to 'CCC-' from 'B-'. "The downgrade
reflects our view that the company's suppressed debt trading
prices
could culminate in a distressed debt buyback or debt exchange,"
said credit analyst Helena Song.
K.M. VILLAS: Hires Jonathan Kline as Litigation Counsel
-------------------------------------------------------
K.M. Villas LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Jonathan Kline, PA
as special litigation counsel to the Debtor-in-Possession, nunc pro
tunc to December 8, 2016.
The Debtor requires JKPA to:
a. investigate the Debtor's potential objection to the HSBC
Bank Claim;
b. file an adversary proceeding to determine the validity,
extent and priority of the HSBC Bank Claim;
c. file an objection to the HSBC Bank Claim;
d. represent the Debtor in all matters pertaining to whether
under applicable law, the title to the Property is properly vested
in the Debtor, both in this main bankruptcy proceeding and any
adversary proceeding;
e. represent the Debtor in all matters pertaining to the
validity, extent and priority of the HSBC Bank Claim, both in this
main bankruptcy proceeding and any adversary proceeding;
f. conduct discovery, both in this main bankruptcy proceeding
and any adversary proceeding, relating to the issues referenced
above; and
g.represent the Debtor in any and all other ancillary matters
related to the issues referenced above.
JKPA will be paid at these hourly rates:
Senior Attorney $350
Junior Attorney $250
Paralegal $150
The Debtor will pay JKPA a post-petition retainer in the amount of
$7,500.00, to be held in trust as a deposit against unpaid fees.
JKPA will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Jonathan Kline, Esq., partner of the law firm of Jonathan Kline,
PA, 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.
JKPA may be reached at:
Jonathan Kline, Esq.
Jonathan Kline, PA
2761 Executive Park Drive
Weston, FL 33331
Phone: (954) 888-4646
About K.M. Villas
K.M. Villas LLC, based in Miami, Florida, owns a four-unit
residential building located at 930-934 N. Harper Avenue, West
Hollywood, California. The Debtor has valued the property at
$1.30 million.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 15-14807) on March 16, 2015. Judge Robert A. Mark
presides over the case. The Debtor listed $1.3 million in assets
and $2.76 million in liabilities. The petition was signed by Kevin
Hinds, member.
K.M. VILLAS: Hires Leiderman Shelomith Alexander as Attorney
------------------------------------------------------------
K.M. Villas LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Leiderman Shelomith
Alexander + Somodevilla, PLLC as attorney, nunc pro tunc to June 1,
2016.
Shelomith and LSPA were previously employed by the Debtor in this
proceeding. Due to the merger between the law firms LSPA and
Alexander + Somodevilla, PLLC, effective June 1, 2016, the merged
law firm is now operating as LSAS, which is a newly created law
firm entity.
As a result, it is necessary that the Debtor employ LSAS as the
Debtor's counsel in this proceeding, in place of LSPA, to perform
all of the services described in Shelomith's and LSPA's Application
for Employment.
LSAS have agreed to be compensated in accordance with 11 U.S.C.
sec. 330.
Zach B. Shelomith, Esq., employed by the firm of Leiderman
Shelomith Alexander + Somodevilla, PLLC, assured the Court that the
firm does not represent any interest adverse to the Debtor and its
estates.
LSAS may be reached at:
Zach B. Shelomith
Leiderman Shelomith Alexander + Somodevilla, PLLC
2699 Stirling Road, Suite C401
Ft. Lauderdale, FL 33312
Telephone: (954) 920-5355
Facsimile: (954) 920-5371
About K.M. Villas
K.M. Villas LLC, based in Miami, Florida, owns a four-unit
residential building located at 930-934 N. Harper Avenue, West
Hollywood, California. The Debtor has valued the property at
$1.30 million.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 15-14807) on March 16, 2015. Judge Robert A. Mark
presides over the case. The Debtor listed $1.3 million in assets
and $2.76 million in liabilities. The petition was signed by Kevin
Hinds, member.
K.M. VILLAS: Hires Trump Appraisal as Real Estate Valuation Expert
------------------------------------------------------------------
K.M. Villas LLC seeks authorization from the U.S. Bankruptcy Court
for the Southern District of Florida to employ Trump Appraisal Co.,
as appraiser & real estate valuation expert.
The Debtor is the owner of a four-unit residential building located
at 930 – 934 N Harper Ave, West Hollywood, CA 90046.
HSBC Bank USA, N.A. claims to have a first deed of trust against
the Property, in the amount of $2,115,335.04. The Debtor is
disputing the HSBC Bank Claim and alleges, among other allegations,
that HSBC Bank lacks standing as a creditor.
The Debtor requires Trump Appraisal to prepare an updated appraisal
of the Property, review HSBC Bank's appraisal(s) and testify as an
expert witness at deposition(s) or evidentiary hearing(s).
The Debtor will compensate Trump Appraisal at $300 per hour for
testimony.
Regla Vera of Trump Appraisal Co., 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.
Trump Appraisal may be reached at:
Regla Vera
Trump Appraisal Co.
133351-D Riverside Dr. #595
Sherman Oaks, CA 91423
Phone: (818) 989-0102
About K.M. Villas
K.M. Villas LLC, based in Miami, Florida, owns a four-unit
residential building located at 930-934 N. Harper Avenue, West
Hollywood, California. The Debtor has valued the property at
$1.30 million.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. S.D.
Fla. Case No. 15-14807) on March 16, 2015. Judge Robert A. Mark
presides over the case. The Debtor listed $1.3 million in assets
and $2.76 million in liabilities. The petition was signed by Kevin
Hinds, member.
KEMET CORP: Invesco Ltd. Ceases to Be 5% Shareholder
----------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Invesco Ltd., in its capacity as investment adviser,
may be deemed to beneficially own 323,961 shares of Kemet Corp.
which are held of record by its clients. The amount represent 0.7
percent of the shares outstanding.
The amended Schedule 13G was filed to report that Invesco ceased to
be the beneficial owner of more than five percent of the shares.
A full-text copy of the regulatory filing is available for free at
https://is.gd/ERxs7F
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
KEMET reported a net loss of $53.6 million on $735 million of net
sales for the fiscal year ended March 31, 2016, compared with a
net loss of $14.1 million on $823 million of net sales for the
fiscal year ended March 31, 2015.
As of Sept. 30, 2016, Kemet Corp had $677.0 million in total
assets, $594.1 million in total liabilities and $82.88 million in
total stockholders' equity.
* * *
KEMET carries a 'Caa1' corporate family rating, with stable
outlook, from Moody's and a 'B-' issuer credit rating with stable
outlook from Standard and Poor's.
KEMET CORP: Posts $12.3 Million Net Income for Third Quarter 2017
-----------------------------------------------------------------
KEMET Corporation filed with the Securities and Exchange Commission
its quarterly report on Form 10-Q disclosing net income of $12.27
million on $188.02 million of net sales for the quarter ended Dec.
31, 2016, compared with a net loss of $8.60 million on $177.18
million of net sales for the quarter ended Dec. 31, 2015.
For the nine months ended Dec. 31, 2016, the Company reported a net
loss of $4.92 million on $560.3 million of net sales compared to a
net loss of $38.45 million on $550.89 million of net sales for the
nine month period ended Dec. 31, 2015.
As of Dec. 31, 2016, Kemet Corporation had $662.5 million in total
assets, $572.1 million in total liabilities and $90.44 million in
total stockholders' equity.
"This quarter is the fourth quarter of sequential growth and the
highest revenue since our first quarter in fiscal 2016," stated Per
Loof KEMET's chief executive officer. "Global initiatives in the
sales development process that targeted specific segments and
product technologies supported this growth. These initiatives,
coupled with a defined strategy and a target market that was shared
across Sales, Business Groups and Technical Marketing boosted the
overall quarter performance," continued Loof.
The Company said in the Quarterly Report that, "Based on our
current operating plans, we believe domestic cash and cash
equivalents are sufficient to fund our operating requirements for
the next twelve months, including $38.5 million in interest
payments, $20.0 million to $25.0 million in expected capital
expenditures and $2.3 million in restructuring payments. As of
December 31, 2016, our borrowing capacity under the revolving line
of credit was $31.1 million. The revolving line of credit expires
on December 19, 2019."
"Should we require more capital than is generated by our operations
or available through our revolving line of credit, we could attempt
to raise capital through debt issuances or the sale of certain
non-core assets. However, due to market conditions beyond our
control, there can be no assurance that we would be able to
complete such an offering or sale transaction. The incurrence of
additional debt may result in increased interest expense."
Cash and cash equivalents increased $22.4 million for the
nine-month period ended Dec. 31, 2016, as compared to a decrease of
$13.2 million during the nine-month period ended Dec. 31, 2015.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/NKdvxg
About KEMET
KEMET, based in Greenville, South Carolina, is a manufacturer and
supplier of passive electronic components, specializing in
tantalum, multilayer ceramic, film, solid aluminum, electrolytic,
and paper capacitors. KEMET's common stock is listed on the NYSE
under the symbol "KEM."
KEMET reported a net loss of $53.6 million on $735 million of net
sales for the fiscal year ended March 31, 2016, compared with a
net loss of $14.1 million on $823 million of net sales for the
fiscal year ended March 31, 2015.
* * *
KEMET carries a 'Caa1' corporate family rating, with stable
outlook, from Moody's and a 'B-' issuer credit rating with stable
outlook from Standard and Poor's.
KHWY INC: Case Summary & 20 Largest Unsecured Creditors
-------------------------------------------------------
Debtor: KHWY Inc.
101 Convention Center Dr Suite P109
Las Vegas, NV 89119
Case No.: 17-10530
Chapter 11 Petition Date: February 7, 2017
Court: United States Bankruptcy Court
District of Nevada (Las Vegas)
Judge: Hon. Mike K. Nakagawa
Debtor's Counsel: Matthew L. Johnson, Esq.
JOHNSON & GUBLER, P.C.
8831 West Sahara Avenue
Las Vegas, NV 89117
Tel: (702) 471-0065
Fax: (702) 471-0075
E-mail: annabelle@mjohnsonlaw.com
mjohnson@mjohnsonlaw.com
Total Assets: $645,000
Total Liabilities: $1.79 million
The petition was signed by Kirk Anderson, managing member.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/nvb17-10530.pdf
L.L. BALLANCE: Hires Ward and Smith as Tax Professional
-------------------------------------------------------
L.L. Ballance D.D.S., PLLC, seeks authorization from the U.S.
Bankruptcy Court for the Western District of North Carolina to
employ Ward and Smith, PA as tax professional.
The Debtor requires Ward and Smith to provide specialized tax
advice and expertise for certain disputes with the Internal Revenue
Services.
The Debtor will compensate Ward and Smith on an hourly basis after
approval by the Court.
Zachary F. Lamb, Esq., of Ward and Smith, PA, 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.
Ward and Smith may be reached at:
Zachary F. Lamb, Esq.
Ward and Smith, PA
82 Patton Avenue, Suite 300
Asheville, NC 28801
Phone: 828.348.6015
Fax: 828.348.6077
About L.L. Ballance
L.L. Ballance D.D.S., PLLC sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. W. D. N.C. Case No. 16-10388) on
September 16, 2016, listing under $1 million in assets and
liabilities.
LATITUDE 360: Ch.11 Trustee Hires Michael Moecker as Fin'l Advisor
------------------------------------------------------------------
Mark C. Healy, the Chapter 11 Trustee for Latitude 360, Inc. f/k/a
Latitude Global Inc., successor in interest to Latitude Global
Acquisition Corp. through merger, asks the U.S. Bankruptcy Court
for the Middle District of Florida for permission to employ Michael
Moecker and Associates, Inc. as his financial advisors.
The Chapter 11 Trustee is a director with the firm of Michael
Moecker and Associates, Inc.
The Chapter 11 Trustee requires MMA to:
a. review of the books and records of the alleged Debtor and
analyze and verify accounts with regard to the assets, liabilities,
financial affairs, and financial obligations of the alleged
Debtor;
b. advise and assist the Trustee in connection with the
investigation, analysis, and compilation of data relating to
financial and accounting matters or issues in connection with any
proceeding in this case, and to prepare such reports, summaries,
documents and exhibits as may be required in connection therewith;
c. advise and assist the Trustee in connection with an
investigation into the affairs of the alleged Debtor;
d. advise and assist the Trustee with regard to the
preparation and filing of any and all tax returns and the impact of
any state and federal taxes on the liquidation of assets;
e. provide assistance and advice with regard to the former
business operations of the alleged Debtor;
f. provide support and assistance with regard to the proper
receipt, disbursement, and accounting of funds and other property
of the estate; and
g. provide forensic accounting services to assist the Trustee
in the investigation of recoveries and to provide digital forensic
accounting services in the investigation and recovery of electronic
data.
MMA has agreed to accept compensation on a contingency basis at the
rate of ten percent (10%) of the assets recovered by the estate due
to the estate's lack of liquid assets
Mark C. Healy, director with the firm of Michael Moecker and
Associates, Inc., assured the Court that his firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtors and their estates.
MMA can be reached at:
Mark C. Healy
Michael Moecker and Associates, Inc.
1883 Marina Mile Blvd, Ste 106
Fort Lauderdale, FL 33315
Phone: (954) 252-156
About Latitude 360, Inc.
Three creditors of Latitude 360, Inc. -- fka Latitude Global, Inc.
and fka Latitude Global Acquisition Corp. -- filed an involuntary
Chapter 11 bankruptcy petition against the Jacksonville,
Fla.-based
company (Bankr. M.D. Fla. Case No. 17-00086) on January 10, 2017.
The petitioning creditors are TBF Financial, LLC, which listed a
$68,955 judgment claim; Dex Imaging, Inc., which asserts a
$207,291
judgment claim; and N. Robert Elson, Trustee of the N. Robert
Elson
Trust of 1996, dated March 18, 1996, which listed a $33,697
judgment claim. The petitioning creditors are represented by
Catrina Humphrey Markwalter, Esq., at Gillis Way & Campbell LLP as
counsel.
At the behest of the petitioning creditors, the Court entered an
order appointing Mark C. Healy as Chapter 11 counsel. The Chapter
11 Trustee has retained Gillis Way & Campbell as counsel; and
Michael Moecker and Associates, Inc. as financial advisors.
LES CHEVEUX: Hearing on Plan Outline Approval Set For March 6
-------------------------------------------------------------
The Hon. Paul M. Black of the U.S. Bankruptcy Court for the Western
District of Virginia has scheduled for March 6, 2017, at 2:00 p.m.
the hearing to consider Les Cheveux Salon, Inc.'s disclosure
statement and plan of reorganization filed on Jan. 31, 2017.
Feb. 27, 2017, is the last date for filing written objections to
the Disclosure Statement.
About Les Cheveux
Les Cheveux Salon, Inc., based in Roanoke, Virginia, filed a
Chapter 11 petition (Bankr. W.D. Va. Case No. Case No.: 16-71058)
on Aug. 10, 2016. The Hon. Paul M. Black presides over the case.
Andrew S. Goldstein, Esq., at Magee Goldstein Lasky & Sayers, P.C.,
serves 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 Sherman D. Argenbright, president.
No official committee of unsecured creditors has been appointed in
the case.
LIBERAL COMMONS: Court Allows Cash Use for 30 Days
--------------------------------------------------
Judge Robert E. Nugent of the U.S. Bankruptcy Court for the
District of Kansas authorized Liberal Commons, LLC, to use the cash
collateral of Sayeeda Kibria on a 30-day interim basis, or until
March 2, 2017.
The Debtor is directed to provide proof of, and continuously
maintain throughout the pendency of the proceeding, adequate
insurance on 15 duplexes located at 1101-1233 Krause Court,
Liberal, Kansas with financially sound and reputable insurance
companies protecting Kibria's interest, and with Kibria named as
loss payee as and to the extent required by the lending documents
evidencing Kibria's claim.
Kibria is granted a replacement lien in postpetition rents,
accounts receivable, and financial accounts, to the extent and with
the same priority as existed prepetition.
Judge Nugent acknowledged that the Debtor anticipates generating
sufficient post-petition revenues from its postpetition operations
to maintain Kibria's cash collateral position. Judge Nugent
further acknowledged that the postpetition grant of a security
interest in the post-petition receipts, combined with the equity
cushion, will provide adequate protection to Kibria, subject to the
Court's later determination of the value of the Debtor's assets.
The Debtor was authorized to pay its counsel $7,717 in order to
cover the retainer that the Debtor did not fund prepetition.
The Debtor was ordered to provide Kibria with a comprehensive
cash-flow projection for the months of January 2017 through June
2017, and submit a copy to the Court for approval and use upon the
expiration of the Court's First Interim Order.
A final hearing on the Debtor's Motion is scheduled on Feb. 9, 2017
at 10:30 a.m.
A full-text copy of the Interim Order, dated Feb. 1, 2017, is
available at
http://bankrupt.com/misc/LiberalCommons2017_1710044_35.pdf
Sayeeda Kibria is represented by:
W. Thomas Gilman, Esq.
HINKLE LAW FIRM LLC
301 N. Main, Suite 2000
Wichita, KS 67202-4820
Telephone: (316) 267-2000
E-mail: tgilman@hinklaw.com
About Liberal Commons, LLC
Liberal Commons, LLC, based in Liberal, Kansas, filed a chapter 11
petition (Bankr. D. Kan. Case No. 17-10044) on Jan. 16, 2017. The
petition was signed by Ernest Wilkie, managing member. The Debtor
is represented by David P. Eron, Esq., at Eron Law, P.A. The
Debtor estimated assets at $500,001 to $1 million and liabilities
at $100,001 to $500,000 at the time of the filing.
LONG BEACH HOMEMAKERS: Asks Court to Approve Disclosure Statement
-----------------------------------------------------------------
Long Beach Homemakers, Inc., and Long Beach Oxford Services Inc.
asked the U.S. Bankruptcy Court for the Central District of
California to approve the disclosure statement, which explains
their proposed Chapter 11 plan of reorganization.
The request, if granted by the court, would allow the companies to
start soliciting votes for their plan.
Under U.S. bankruptcy law, a debtor must get court approval of its
disclosure statement to start soliciting votes from creditors. The
document must contain adequate information to enable creditors to
make an informed decision about the bankruptcy plan.
The court is set to hold a hearing on March 2, at 11:00 a.m. The
hearing will be held at Roybal Federal Building, Room 1368, 255 E.
Temple Street, Los Angeles, California.
About Long Beach Homemakers
Long Beach Homemakers Inc., d/b/a Oxford Healthcare, and Long Beach
Oxford Services Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Cal. Lead Case No. 16-21788) on Sept.
2, 2016. The petitions were signed by Robert Sobel, CEO.
At the time of the 2016 filing, Long Beach Homemakers disclosed
$577,000 in assets and $50.5 million in liabilities. Meanwhile,
Long Beach Oxford disclosed $93,400 in assets and $50.5 million in
liabilities. Both are represented by Jason Wallach, Esq., at
Gipson Hoffman & Pancione, APC, in Los Angeles, California.
Long Beach Homemakers previously filed a Chapter 11 petition
(Bankr. C.D. Cal. Case No. 15-20670) on July 3, 2015, and was
represented by Jeffrey B. Smith, Esq., at Curd, Galindo & Smith,
LLP, in Long Beach, California. At the time of the 2015 filing,
the Debtor had $773,568 in total assets and $1.2 million in total
liabilities.
On October 6, 2016, the court issued an order declining to appoint
a patient care ombudsman for Long Beach Oxford.
LOUISIANA MEDICAL: Planning to Shut Down By Feb. 15
---------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, reports that Neil
F. Luria, Chief Restructuring Officer of Louisiana Medical Center
and Heart Hospital LLC, told the U.S. Bankruptcy Court for the
District of Delaware during a hearing that the Debtor plans to seek
approval from Louisiana regulators to close by Feb. 15, 2017.
However, the Debtor has left the door open for that date to be
pushed back if any emergencies or complications emerge in the
facility, Law360 relates, citing Mr. Luria.
According to Law360, Louisiana Medical also said that it is already
planning to shut down its emergency room.
About Louisiana Medical
LMCHH PCP LLC and Louisiana Medical Center and Heart Hospital, LLC
currently operate a state-of-the-art 213,000 square facility and
two medical office buildings.
Originally licensed for 58 beds in 2003, as a result of its
physical and strategic expansion in 2007, the Hospital is now a
full-service 132-bed acute care hospital with seven operating
rooms, three catheterization laboratories, and a 24-hour heart
attack intervention center dedicated to providing advanced medical
treatment and compassionate care to patients and families
throughout the North Shore area.
LMCHH PCP and LHH sought bankruptcy protection in the U.S.
Bankruptcy Court for the District of Delaware on Jan. 30, 2017.
The Debtors are currently seeking joint administration of their
Chapter 11 cases under the main case, 17-10201. The cases have
been assigned to the Hon. Judge Laurie Selber Silverstein.
LMCHH estimated assets in the range of $1 million to $10 million
and liabilities of up to $500 million. LHH estimated assets in the
range of $10 million to $50 million and liabilities of $100 million
to $500 million.
The Debtors have hired Young, Conaway, Stargatt & Taylor LLP as
local counsel, Alston & Bird LLP as legal counsel, Solic Capital
Advisors, LLC, as financial advisor and The Garden City Group,
Inc., as claims and noticing agent.
LOUISIANA MEDICAL: Sued For Not Properly Giving Layoff Notification
-------------------------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, reports that
Barbara Kusnick, a project planner and data analyst, filed a
lawsuit against Louisiana Medical Center and Heart Hospital LLC,
accusing the Company of violating the Worker Adjustment and
Retraining Notification Act by not giving employees proper
notification of layoffs, just days after it filed for Chapter 11
bankruptcy protection and said it will shut down operations at its
facility in suburban New Orleans.
About Louisiana Medical
LMCHH PCP LLC and Louisiana Medical Center and Heart Hospital, LLC
currently operate a state-of-the-art 213,000 square facility and
two medical office buildings.
Originally licensed for 58 beds in 2003, as a result of its
physical and strategic expansion in 2007, the Hospital is now a
full-service 132-bed acute care hospital with seven operating
rooms, three catheterization laboratories, and a 24-hour heart
attack intervention center dedicated to providing advanced medical
treatment and compassionate care to patients and families
throughout the North Shore area.
LMCHH PCP and LHH sought bankruptcy protection in the U.S.
Bankruptcy Court for the District of Delaware on Jan. 30, 2017.
The Debtors are currently seeking joint administration of their
Chapter 11 cases under the main case, 17-10201. The cases have
been assigned to the Hon. Judge Laurie Selber Silverstein.
LMCHH estimated assets in the range of $1 million to $10 million
and liabilities of up to $500 million. LHH estimated assets in the
range of $10 million to $50 million and liabilities of $100 million
to $500 million.
The Debtors have hired Young, Conaway, Stargatt & Taylor LLP as
local counsel, Alston & Bird LLP as legal counsel, Solic Capital
Advisors, LLC as financial advisor and The Garden City Group, Inc.
as claims and noticing agent.
MARINA BIOTECH: Joseph Ramelli Retains CEO Post
-----------------------------------------------
Marina Biotech, Inc., entered into an employment letter with Joseph
W. Ramelli, the chief executive officer of the Company, on Feb. 2,
2017, pursuant to which Mr. Ramelli will continue to serve as the
chief executive officer of the Company. As compensation for such
service, Mr. Ramelli will receive a monthly base salary of $10,000,
and he also will be entitled to receive a discretionary bonus as
determined by the Board of Directors of the Company in its sole
discretion.
In connection with the Employment Letter, the Company granted to
Mr. Ramelli 100,000 restricted shares of common stock under the
Company's 2014 Long-Term Incentive Plan, with the vesting of such
restricted shares to occur upon the first execution and delivery by
the Company following the date of the Employment Letter of a
definitive agreement involving the licensing by the Company of its
Smarticles-based liposomal delivery technology.
In connection with the Employment Letter, Mr. Ramelli agreed: (i)
to a non-solicitation covenant regarding the employees, independent
contractors, customers, vendors and clients of the Company; and
(ii) not to provide services to certain clients, customers or
business partners (and prospective clients, customers and business
partners) of the Company, in each case, during such time as Mr.
Ramelli is employed by the Company and for a period of 12 months
immediately thereafter.
About Marina Biotech
Marina Biotech, Inc., headquartered in Bothell, Washington, is a
biotechnology company focused on the discovery, development and
commercialization of nucleic acid-based therapies utilizing gene
silencing approaches such as RNA interference ("RNAi") and
blocking messenger RNA ("mRNA") translation. The Company's goal
is to improve human health through the development, either through
its own efforts or those of its collaboration partners and
licensees, of these nucleic acid-based therapeutics as well as the
delivery technologies that together provide superior treatment
options for patients. The Company has multiple proprietary
technologies integrated into a broad nucleic acid-based drug
discovery platform, with the capability to deliver novel nucleic
acid-based therapeutics via systemic, local and oral
administration to target a wide range of human diseases, based on
the unique characteristics of the cells and organs involved in
each disease.
On June 1, 2012, the Company announced that, due to its financial
condition, it had implemented a furlough of approximately 90% of
its employees and ceased substantially all day-to-day operations.
Since that time substantially all of the furloughed employees have
been terminated. As of Sept. 30, 2012, the Company had
approximately 11 remaining employees, including all of its
executive officers, all of whom are either furloughed or working
on reduced salary. As a result, since June 1, 2012, its internal
research and development efforts have been minimal, pending
receipt of adequate funding.
Marina Biotech reported net income applicable to common
stockholders of $2.64 million for the year ended Dec. 31, 2015,
compared to a net loss applicable to common stockholders of $12.47
million for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Marina Biotech had $6.88 million in total
assets, $5.47 million in total liabilities and $1.40 million in
total stockholders' equity.
Wolf & Company, P.C., in Boston, Massachusetts, 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 a significant
accumulated deficit and does not have sufficient capital to fund
its operations. This raises substantial doubt about the Company's
ability to continue as a going concern.
MCCLATCHY CO: Contrarius Investment Holds 12.7% of Class A Shares
-----------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, Contrarius Investment Management Limited and Contrarius
Investment Management (Bermuda) Limited disclosed that as of Dec.
31, 2016, they beneficially own 649,342 shares of
Class A common stock of The McClatchy Company representing 12.7
percent of the shares outstanding. A full-text copy of the
regulatory filing is available for free at https://is.gd/RHiiUA
About The McClatchy Company
Sacramento, Cal.-based The McClatchy Company (NYSE: MNI)
-- http://www.mcclatchy.com/-- is a media company that provides
both print and digital news and advertising services. Its
operations include 30 daily newspapers, community newspapers,
websites, mobile news and advertising, niche publications, direct
marketing and direct mail services. Its owned newspapers include,
among others, the (Fort Worth) Star-Telegram, The Sacramento Bee,
The Kansas City Star, the Miami Herald, The Charlotte Observer,
and The (Raleigh) News & Observer. The Company holds interest in
digital assets which include CareerBuilder, LLC, Classified
Ventures, LLC, HomeFinder, LLC, and Wanderful Media.
McClatchy reported a net loss of $300 million on $1.05 billion of
net revenues for the year ended Dec. 27, 2015, compared to net
income of $374 million on $1.14 billion of net revenues for the
year ended Dec. 28, 2014.
As of Sept. 25, 2016, McClathcy Co had $1.83 billion in total
assets, $1.68 billion in total liabilities and $155.5 million in
stockholders' equity.
* * *
McClatchy carries a 'Caa1' corporate family rating from Moody's
Investors Service. In May 2011, Moody's changed the rating
outlook from stable to positive following the company's
announcement that it closed on the sale of land in Miami for
$236 million. The outlook change reflects Moody's expectation
that McClatchy will utilize the net proceeds to reduce debt,
including its underfunded pension position, which will reduce
leverage by approximately half a turn and lower required
contributions to the pension plan over the next few years.
As reported by the TCR on April 2, 2014, Standard & Poor's Ratings
Services affirmed all ratings on U.S. newspaper company The
McClatchy Co., including the 'B-' corporate credit rating, and
revised the rating outlook to stable from positive. The outlook
revision to stable reflects S&P's expectation that the
timeframe for a potential upgrade lies beyond the next 12 months,
and could also depend on the company realizing value from its
digital minority interests.
MF GLOBAL: Agrees To Put Trial Against PwC On Hold for Talks
------------------------------------------------------------
Court documents say that MF Global Holdings Ltd. and
PricewaterhouseCoopers, at the behest of U.S District Court Judge
Victor Marrero, have agreed to try to settle a $1 billion-plus
professional malpractice case through a private negotiation.
William Gorta, writing for Bankruptcy Law360, relates that MF
Global filed the lawsuit against PwC in the wake of MF Global's
collapse. The trial had been due to start on Feb. 13, Law360
says.
About MF Global
New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world. The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York. MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.
On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.
On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases. At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.
On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810). On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.
On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.
Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel. The Garden City Group, Inc., serves as
claims and noticing agent. The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.
The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.
The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.
The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers. James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act. He is a partner at Hughes
Hubbard & Reed LLP in New York.
Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.
In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets. Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan. As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%. Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company. As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee. Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.
MF GLOBAL: Allied World Wants Do-Over in $25M Lawsuit
-----------------------------------------------------
William Gorta, writing for Bankruptcy Law360, reports that Allied
World Assurance Company Ltd., along with three other Bermudan
insurance companies found in contempt by a New York bankruptcy
judge and ordered to dismiss parallel proceedings in the British
territory, is asking U.S. District Judge Robert W. Sweet to order a
do-over in a lawsuit by MF Global Holdings Ltd. seeking at least
$25 million on errors and omissions policies. Mr. Slifkin,
according to Law360, told Judge Sweet that his client was willing
to make a fresh start.
About MF Global
New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world. The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York. MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.
On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.
On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases. At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.
On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810). On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.
On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.
Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel. The Garden City Group, Inc., serves as
claims and noticing agent. The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.
The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.
The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.
The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers. James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act. He is a partner at Hughes
Hubbard & Reed LLP in New York.
Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.
In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets. Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan. As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%. Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company. As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee. Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.
MF GLOBAL: Court Denies Entwistle, Berger Request for Fees
----------------------------------------------------------
Carmen Germaine, writing for Bankruptcy Law360, reports that U.S.
Magistrate Judge James C. Francis IV told Entwistle & Cappucci LLP
and Berger & Montague PC, co-lead counsel for former customers of
MF Global Holdings Ltd., that they aren't entitled to a slice of
fees from settlements for which they were already paid as they seek
a final fee award from a global settlement. Entwistle and Berger,
Law360 relates filed the request for $45.8 million in fees and $1.5
million in expenses.
In a separate report by William Gorta, writing for Law360, U.S
District Court Judge Victor Marrero in New York is seeking deal to
settle a $1 billion-plus professional malpractice suit against
PricewaterhouseCoopers in the wake of the collapse of MF Global.
According to Law360, Judge Marrero said that given all the motions
in limine had been decided, the attorneys should have a clearer
sense of what the evidence would be. Law360 relates that the trial
is set to start on Feb. 13, 2017.
About MF Global
New York-based MF Global -- http://www.mfglobal.com/-- was one of
the world's leading brokers of commodities and listed derivatives.
MF Global provides access to more than 70 exchanges around the
world. The firm also was one of 22 primary dealers authorized to
trade U.S. government securities with the Federal Reserve Bank of
New York. MF Global's roots go back nearly 230 years to a sugar
brokerage on the banks of the Thames River in London.
On Oct. 31, 2011, MF Global Holdings Ltd. and MF Global Finance
USA Inc. filed voluntary Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 11-15059 and 11-5058), after a planned sale to
Interactive Brokers Group collapsed. As of Sept. 30, 2011, MF
Global had $41,046,594,000 in total assets and $39,683,915,000 in
total liabilities.
On Nov. 7, 2011, the United States Trustee appointed the statutory
creditors' committee in the Debtors' cases. At the behest of the
Statutory Creditor's Committee, the Court directed the U.S.
Trustee to appoint a chapter 11 trustee. On Nov. 28, 2011, the
Bankruptcy Court entered an order approving the appointment of
Louis J. Freeh, Esq., of Freeh Group International Solutions, LLC,
as Chapter 11 trustee.
On Dec. 19, 2011, MF Global Capital LLC, MF Global Market Services
LLC and MF Global FX Clear LLC filed voluntary Chapter 11
petitions (Bankr. S.D.N.Y. Case Nos. 11-15808, 11-15809 and
11-15810). On Dec. 27, the Court entered an order installing Mr.
Freeh as Chapter 11 Trustee of the New Debtors.
On March 2, 2012, MF Global Holdings USA Inc. filed a voluntary
Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-10863), and Mr.
Freeh also was installed as its Chapter 11 Trustee.
Judge Honorable Martin Glenn presides over the Chapter 11 case.
J. Gregory Milmoe, Esq., Kenneth S. Ziman, Esq., and J. Eric
Ivester, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, serve
as bankruptcy counsel. The Garden City Group, Inc., serves as
claims and noticing agent. The petition was signed by Bradley I.
Abelow, Executive Vice President and Chief Executive Officer of MF
Global Finance USA Inc.
The Chapter 11 Trustee has tapped (i) Freeh Sporkin & Sullivan
LLP, as investigative counsel; (ii) FTI Consulting Inc., as
restructuring advisors; (iii) Morrison & Foerster LLP, as
bankruptcy counsel; and (iv) Pepper Hamilton as special counsel.
The Official Committee of Unsecured Creditors has retained
Capstone Advisory Group LLC as financial advisor, while lawyers at
Proskauer Rose LLP serve as counsel.
The Securities Investor Protection Corporation commenced
liquidation proceedings against MF Global Inc. to protect
customers. James W. Giddens was appointed as trustee pursuant to
the Securities Investor Protection Act. He is a partner at Hughes
Hubbard & Reed LLP in New York.
Jon Corzine, the former New Jersey governor and co-CEO of
Goldman Sachs Group Inc., stepped down as chairman and chief
executive officer of MF Global just days after the bankruptcy
filing.
In April 2013, the Bankruptcy Court approved MF Global Holdings'
plan to liquidate its assets. Bloomberg News reported that the
court-approved disclosure statement initially told
creditors with $1.134 billion in unsecured claims against the
parent holding company why they could expect a recovery of 13.4%
to 39.1% from the plan. As a consequence of a settlement with
JPMorgan, supplemental materials informed unsecured creditors
their recovery was reduced to the range of 11.4% to 34.4%. Bank
lenders will have the same recovery on their $1.174 billion claim
against the holding company. As a consequence of the settlement,
the predicted recovery became 18% to 41.5% for holders of $1.19
billion in unsecured claims against the finance subsidiary,
one of the companies under the umbrella of the holding company
trustee. Previously, the predicted recovery was 14.7% to 34% on
bank lenders' claims against the finance subsidiary.
NEWBURY COMMON: Seeks March 8 Extension of Plan Filing Period
-------------------------------------------------------------
Newbury Common Associates, LLC and certain of its affiliates
request the U.S. Bankruptcy Court for the District of Delaware to
extend their exclusive periods for filing a chapter 11 plan and
soliciting acceptances to the plan by 30 days to March 8, 2017 and
May 8, 2017, respectively.
The Debtors relate that the Court has granted them several
extensions their Exclusive Periods and the most recent of which
extended the Debtors' Plan Period to February 6, 2017, and the
Debtors' Solicitation Period to April 7, 2017.
The Debtors also relate that since the Court last extended their
Exclusive Periods, the Debtors' management and professional
advisors have devoted a significant amount of time and effort
towards a number of critical matters, which includes, closing of
the sales of all of the real estate in their real estate portfolio,
except the still uncompleted Residence Inn property, and
transitioned the Properties to the respective purchasers.
The Debtors contend that after the completion of the contentious
and difficult sale process, the Debtors moved to the second phase
of the cases and proposed a work plan which set forth the steps the
Debtors needed to take in order to negotiate a consensual
resolution of their chapter 11 cases.
Among other things, the Work Plan contemplates these steps: (1)
re-engaging the forensic accounting process; (2) commencing claims
review and reconciliation; (3) evaluating potential causes of
action; (4) identifying and recording receivable balances; (5)
formally deposing John DiMenna, Jr.; (6) identifying working group
parties; and (7) holding one or more plan settlement conferences
with parties in interest.
In furtherance of their goal of developing a consensual chapter 11
plan, the Debtors and their professionals expedited an extensive
review of potential intercompany claims, and developed and prepared
other critical information necessary for parties in interest to
evaluate potential plan structures. Among other things, the Debtors
have amended their schedules and have convened several settlement
conferences with participants from UCF I Trust 1, CPR Money, LLC,
Cedar Hill Capital, LLC, and many investors.
As a result of these settlement conferences and continuing
negotiations with the Debtors' substantial stakeholders, the
Debtors have reached a resolution with UCF I Trust 1, one of the
largest stakeholders in its cases, regarding the economics and
general mechanics of a plan.
The Debtors remain optimistic that they will be in a position to
file a largely consensual plan within the next two weeks. However,
they are seeking for exclusivity extension out of an abundance of
caution, in order to continue their negotiations with other large
stakeholders and finalize a plan with as much consensus as
possible.
Additionally, to the extent the Court determines that any Debtor is
subject to the "Single Asset Real Estate" provisions of the
Bankruptcy Code, the Debtors also request that the Court further
extend the deadline for filing a plan or commencing monthly
payments under Section 362(d)(3) to March 8, 2017.
A hearing will be held on March 21, 2017 at 2:00 p.m. to consider
the Debtor's further exclusivity extension. Deadline for any
objections will be on February 17, 2017.
About Newbury Common Associates, LLC.
Newbury Common Associates, LLC, et al., comprise a corporate
enterprise that owns a diverse portfolio of high quality,
distinctive commercial, hospitality and residential properties with
an aggregate of approximately 800,000 square feet located primarily
in Stamford, Connecticut.
On Dec. 13, 2015, Newbury Common Associates, LLC, and 13 affiliates
each commenced a voluntary case (Bankr. D. Del. Lead Case No.
15-12507) under chapter 11 of the Bankruptcy Code, and on Dec. 14,
Tag Forest LLC commenced a Chapter 11 case (collectively, "Original
Debtors"). On Feb. 3, 2016, Newbury Common Member Associates, LLC
and 8 affiliates commenced a voluntary case under chapter 11 of the
Bankruptcy Code; and then on Feb. 4, 88 Hamilton Avenue Associates,
LLC filed a Chapter 11 petition (collectively "Additional
Debtors"). The petitions were signed by Marc Beilinson, chief
restructuring officer. At the time of the filing, the Debtors
estimated assets and liabilities at $100 million to $500 million.
Seaboard Realty, LLC, its principals or entities it manages serve
as the manager under the operating agreements for each of the
Debtors and is owned 50% by John J. DiMenna, Jr., 25% by Thomas L.
Kelly, Jr. and 25% by William A. Merritt, Jr. The Original Debtors
other than Seaboard Residential, LLC, Tag, and Newbury Common
Associates, LLC, are holding companies whose assets are
substantially comprised of the equity of the Property Owner
Debtors. The Debtors' eight operating property are owned by the
"Property Owner Debtors", namely Century Plaza Investor Associates,
LLC; Seaboard Hotel Associates, LLC; Seaboard Hotel LTS Associates,
LLC; Park Square West Associates, LLC; Clocktower Close Associates,
LLC; One Atlantic Investor Associates, LLC; 88 Hamilton Avenue
Associates, LLC; 220 Elm Street I, LLC; 300 Main Street Associates,
LLC; and Seaboard Residential, LLC.
The Original Debtors' chapter 11 cases are being jointly
administered pursuant to an order entered Dec. 18, 2015. The
Debtors later won approval of a supplemental motion seeking joint
administration of the Additional Debtors' Chapter 11 cases with the
cases of the Original Debtors for procedural purposes only.
As of Jan. 7, 2016, the Debtors had incurred purported aggregate
funded secured indebtedness of approximately $177.2 million in
principal, including approximately $150.4 million of property-level
secured debt and approximately $26.8 million of purported and
allegedly unauthorized mezzanine debt.
The Debtors are represented by Robert S. Brady, Esq., at Young
Conaway Stargatt & Taylor, LLP, and Dechert LLP. They retained
Donlin Recano as claims and noticing agent, and Anchin, Block &
Anchin as their Forensic Accounting Services Provider.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Debtors' cases.
NIELSEN FINANCE: S&P Puts 'BB+' Issue Level Rating on Watch Neg.
----------------------------------------------------------------
S&P Global Ratings corrected and revised its recovery rating on
Nielsen Finance LLC's $2.3 billion 5% senior unsecured notes due
2022 to '4' from '3'. At the same time, S&P placed its 'BB+'
issue-level rating on the notes on CreditWatch with negative
implications. The '4' recovery rating indicates S&P's expectation
for average (30%-50%; lower half of the range) recovery of
principal in the event of a payment default.
S&P had erroneously excluded the 2022 notes from its rating actions
on Jan. 25, 2017, which included the CreditWatch placement.
Nielsen Finance is a wholly owned subsidiary of New York City-based
global information and measurement company Nielsen Holdings PLC.
RATINGS LIST
Nielsen Holdings PLC
The Nielsen Co. B.V.
Corporate Credit Rating BB+/Watch Neg/--
Ratings Corrected; CreditWatch Action; Recovery Rating Revised
To From
Nielsen Finance LLC
Senior Unsecured
$2.3 bil 5% notes due 2022 BB+/Watch Neg BB+
Recovery Rating 4L 3L
NUTRITION RUSH: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Nutrition Rush, LLC, as of Feb.
7, 2017.
About Nutrition Rush
Nutrition Rush, LLC, filed a Chapter 11 petition (Bankr. D. Nev.
Case No. 16-16771), on Dec. 22, 2016. The Petition was signed by
Laura Kuveke, managing member. The case is assigned to Judge
Laurel E. Davis. The Debtor is represented by Bryan A. Lindsey,
Esq., and Samuel A. Schwartz, Esq., at Schwartz Flansburg PLLC. At
the time of filing, the Debtor estimated $500,000 to $1 million in
assets and $1 million to $10 million in liabilities.
OPEXA THERAPEUTICS: Assigns Facility Lease to KBI Biopharma
-----------------------------------------------------------
Opexa Therapeutics, Inc., had assigned its facility lease to KBI
Biopharma, Inc., a global contract development and manufacturing
company, thereby establishing a cellular therapy contract
development and manufacturing organization (CDMO) in the Houston
area. Opexa had leased the facility for over a decade to support
GMP manufacturing for its proprietary cellular therapy platform.
The assignment of Opexa's facility lease and the related assignment
of a lease on a major piece of equipment to KBI should eliminate
key liabilities for Opexa. The annual lease obligations on the
facility, including property tax and insurance, totaled
approximately $1 million. In addition to assuming the remaining
lease term for the facility and the piece of equipment, KBI paid
Opexa a lump sum for Opexa's manufacturing and laboratory
equipment.
Resulting from this, the employment contract for Donald Healey,
Ph.D., Opexa's chief scientific officer, has been terminated as he
becomes the senior VP of operations and Site Head for KBI. KBI
intends to transition the facility into a world class manufacturing
and development operation, providing contract services to
biopharmaceutical companies developing cellular therapy products.
"I am pleased with this transaction for two strategic reasons,"
said Neil K. Warma, president and chief executive officer of Opexa.
"First, it enabled us to eliminate our two major liabilities for
Opexa shareholders, as we continue to assess strategic
opportunities. Opexa had almost four years left on a five-year
building lease, plus over two years remaining on an equipment
lease, so being able to exit from those two leases and the related
future obligations was a priority for us. Second, with an esteemed
group such as KBI assuming the leases and taking over the facility,
we are pleased to see that Opexa's legacy in cellular therapy
manufacturing will continue under such an experienced group with a
solid history of success. Dr. Healey's expertise in managing the
operations of the local facility should result in a smooth
transition and provide a solid foundation from which KBI can build
and offer services to cell therapy companies across the country."
As part of its continuing efforts to reduce operating expenses and
conserve cash following the release of data from the Company's
Abili-T clinical trial, the Company further reduced its workforce
by terminating the employment of seven full-time employees
effective as of Jan. 31, 2017. The Company estimates that it will
incur incremental aggregate cash charges of approximately $200,000
associated with this workforce reduction.
In connection with the above assignment of its corporate
headquarters lease and sale of certain assets effective as of
Feb. 1, 2017, and based on the consideration received being less
than the current carrying value of the assets, the Company expects
to write-down the value of property and equipment from
approximately $600,000 to $50,000. The Company expects to report
the final impact of these impairment charges when it releases its
audited financial statements for the fiscal year ended Dec. 31,
2016.
About Opexa
Opexa Therapeutics, Inc. is a biopharmaceutical company developing
a personalized immunotherapy with the potential to treat major
illnesses, including multiple sclerosis (MS) as well as other
autoimmune diseases such as neuromyelitis optica (NMO). These
therapies are based on its proprietary T-cell technology. The
Company's mission is to lead the field of Precision Immunotherapy
by aligning the interests of patients, employees and shareholders.
Opexa reported a net loss of $12.02 million in 2015 following a net
loss of $15.05 million in 2014. As of Sept. 30, 2016, the Company
had $7.17 million in total assets, $2.84 million in total
liabilities and $4.33 million in total stockholders' equity.
"As of September 30, 2016, the Company had cash and cash
equivalents of $5.8 million as well as accounts payable and accrued
expenses aggregating $2.1 million. While the Company recognizes
revenue related to the $5 million and $3 million payments from
Merck received in February 2013 and March 2015 in connection with
the Option and License Agreement and the Amendment over the
exclusive option period based on the expected completion term of
the Company's Phase IIb clinical trial ("Abili-T") of Tcelna in
patients with secondary progressive multiple sclerosis ("SPMS"),
the Company does not currently generate any commercial revenues
resulting in cash receipts, nor does it expect to generate revenues
during the remainder of 2016 resulting in cash receipts. The
Company's burn rate during the nine months ended September 30, 2016
was approximately $765,000 per month, thereby creating substantial
doubt about the Company's ability to continue as a going concern,"
the Company said in its quarterly report on Form 10-Q for the
period ended Sept. 30, 2016.
PARKER DEVELOPMENT: Wants to Use SummitBridge Cash Collateral
-------------------------------------------------------------
Parker Development, LLC asks the U.S. Bankruptcy Court for the
Eastern District of Virginia for authorization to use SummitBridge
National Investments III LLC's cash collateral.
The Debtor owns the properties located at 1130 Tabb Street, 850
Tidewater Drive and 852 Tidewater Drive, Norfolk, Virginia.
The Debtor is indebted to SummitBridge National Investments in the
amount of approximately $1,345,439. The debt is secured by a
first-priority duly perfected lien and security interest in the
Property.
The Debtor contends that without the use of cash collateral, it
will not be able to pay ordinary and necessary business expenses,
such as utilities, insurance, and costs associated with the
maintenance of the property, among others.
The Debtor's proposed Budget, covering the months of October 2016
through March 2017, provides for total operating expenses in the
amount of $43,363.
The Debtor proposes to grant SummitBridge Investments the following
adequate protection for the use of cash collateral:
(1) monthly payments of $5,510.89;
(2) a replacement lien on and to all of the Property, of the
same kind and nature that currently secures the obligation owed to
it by the Debtor; and
(3) deposits of all monies collected or derived from the
Property or from the use of cash collateral and the Property into
the debtor-in-possession bank accounts.
A full-text copy of the Debtor's Motion, dated Feb. 1, 2017, is
available at
http://bankrupt.com/misc/ParkerDevelopment2016_1673359scs_52.pdf
A full-text copy of the Debtor's proposed Budget, dated Feb. 1,
2017, is available at
http://bankrupt.com/misc/ParkerDevelopment2016_1673359scs_52_2.pdf
About Parker Development, LLC
Parker Development, LLC, also known as Parker Development I, LLC,
based in Norfolk, Va. filed a Chapter 11 petition (Bankr. E.D. Va.
Case No. 16-73359) on Sept. 28, 2016. The petition was signed by
George G. Parker, president. Judge Stephen C. St. John presides
over the case. Greer W. McCreedy, II, Esq., at The McCreedy Law
Group, PLLC, serves as bankruptcy counsel.
At the time of filing, the Debtor estimated assets and liabilities
at $1 million to $10 million.
The Debtor listed the treasurer of the City of Norfolk as its
largest unsecured creditor holding a claim of $33,000.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/vaeb16-73359.pdf
PEABODY ENERGY: Rebel Creditors File Emergency Appeal
-----------------------------------------------------
The American Bankruptcy Institute, citing Tracy Rucinski of
Reuters, reported that opponents of Peabody Energy Corp's
reorganization plan have filed an emergency appeal against a key
piece of the coal producer's proposal they say violates U.S.
bankruptcy law by prematurely requiring creditors to promise
support it.
According to the report, at the heart of creditors' complaints are
the terms of a $1.5 billion private recapitalization that Peabody
has proposed as part of a plan to slash $5 billion of debt and exit
Chapter 11 protection.
The plan by Peabody could provide lucrative returns for early
subscribers, the report related. In order to sign up for the
private offering, creditors had to support Peabody's broader
reorganization plan, a complex and lengthy document, within days of
its publication on Dec. 22, 2016, and almost a month before it went
to bankruptcy court for approval, the report further related.
U.S. Bankruptcy Judge Barry Schermer blessed the plan on Jan. 26,
2017, overruling objections from a range of parties and opening the
door for Peabody to officially begin seeking creditor votes, the
report said.
In a filing with the U.S. Court of Appeals for the 8th Circuit on
Feb. 3, 2017, an ad hoc committee of dissenting creditors said
Peabody "improperly" forced the majority of creditors to commit
their votes in favor of the plan well before it received court
approval, the report related.
"The choice was to support the plan or suffer severe economic
loss," they said in a motion to expedite the appeal, adding that
the move undermined "the creditor democracy at the core of Chapter
11," the report added.
The select group included Aurelius Capital Management and Elliott
Management Corp, some of Wall Street's most litigious investment
funds, the report noted.
About Peabody Energy Corporation
Headquartered in St. Louis, Missouri, Peabody Energy Corporation
claims to be the world's largest private-sector coal company. As
of Dec. 31, 2014, the Company owned interests in 26 active coal
mining operations located in the United States (U.S.) and
Australia. The Company has a majority interest in 25 of those
mining operations and a 50% equity interest in the Middlemount
Mine in Australia. In addition to its mining operations, the
Company markets and brokers coal from other coal producers,
both as principal and agent, and trade coal and freight-related
contracts through trading and business offices in Australia,
China, Germany, India, Indonesia, Singapore, the United Kingdom
and the U.S.
Peabody posted a net loss of $1.988 billion for 2015, wider from
the net loss of $777 million in 2014 and the $513 million net loss
in 2013.
At Dec. 31, 2015, the Company had total assets of $11.02 billion
against $10.1 billion in total liabilities, and stockholders'
equity of $919 million.
On April 13, 2016, Peabody Energy Corp. and 153 affiliates filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code. The 154 cases are pending joint
administration before the Honorable Judge Barry S. Schermer under
(Bankr. E.D. Mo. Case No. 16-42529).
As of the Petition Date, PEC has approximately $4.3 billion in
outstanding secured debt obligations and $4.5 billion in
outstanding unsecured debt obligations.
The Debtors tapped Jones Day as general counsel; Armstrong,
Teasdale LLP as local counsel; Lazard Freres & Co. LLC and
investment banker Lazard PTY Limited as investment banker; FTI
Consulting, Inc., as financial advisors; and Kurtzman Carson
Consultants, LLC, as claims, ballot and noticing agent.
The Office of the U.S. Trustee on April 29, 2016, appointed seven
creditors of Peabody Energy Corp. to serve on the official
committee of unsecured creditors. The Committee retained Morrison
& Foerster LLP as counsel, Spencer Fane LLP as local counsel,
Curtis, Mallet-Prevost, Colt & Mosle LLP as conflicts counsel,
Blackacre LLC as its independent expert, and Berkeley Research
Group, LLC, as financial advisor.
* * *
Judge Barry S. Schermer of the U.S. Bankruptcy Court for the
Eastern District of Missouri on Jan. 27, 2017, approved the
second amended disclosure statement explaining Peabody Energy
Corporation, et al.'s joint plan of reorganization and scheduled
the confirmation hearing for March 16, 2017, at 10:00 A.M., Central
Time. Objections to confirmation of the Plan must be filed on or
before March 9.
PEAK WEB: Hires Acme Financial as Valuation Consultant
------------------------------------------------------
Peak Web LLC seeks authorization from the U.S. Bankruptcy Court for
the District of Oregon to employ Acme Financial LLC as valuation
consultant.
The Debtor intends to employ Acme as valuation consultant in this
Chapter 11 case, pursuant to 327(a) of the Bankruptcy Code, to
value the ownership interests in the reorganized company on a
discounted cash flow basis, and related services. Acme will also
prepare for and provide testimony at hearings in this bankruptcy
case, to the extent necessary.
The Debtor has agreed to compensate Acme's Mr. Mazer for its
valuation work at $175/hour, and as expert witness at $250/hour.
Jeffrey Mazer, CFA, JD, principal of Acme Financial LLC, assured
the Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Acme may be reached at:
Jeffrey Mazer, CFA, JD
Acme Financial LLC
311 NW 12th Ave.
Portland, OR 97209
Phone: +1 503.430.4740
About Peak Web
Headquartered in Oregon, Peak Web, LLC, doing business as Peak
Hosting, is a managed-service company that provides the servers,
storage, network, datacenter, and staff for some of the largest
online businesses. Peak's operations and engineering teams
currently support 26 customers in industries spanning online and
mobile gaming, finance, real estate, consulting, and big data
companies. Peak has 50% of its data center pre-built and ready for
new customers. This equates to about 100 racks of space, which can
accommodate approximately 2,000 additional servers for the
expansion of new and existing customers.
Peak Web sought Chapter 11 creditor protection (Bankr. D. Ore. Case
No. 16-32311) on June 13, 2016. The petition was signed by Jeffrey
E. Papen as CEO. The case is assigned to Judge Peter C.
McKittrick. The Debtor estimated assets in the range of $100
million to $500 million and liabilities of up to $100 million.
The Debtor has engaged Tonkon Torp LLP as general counsel; Ropers
Majeski Kohn Bentley PC as its special counsel; and Susman Godfrey
LLP as its litigation counsel. The Debtor retained Cascade Capital
Group, LLC as consultant and Mark Calvert as chief restructuring
officer.
Gail Brehm Geiger, acting U.S. trustee for Region 18, on June 24,
2016, appointed four creditors of Peak Web LLC to serve on the
official committee of unsecured creditors. Lightower Fiber
Networks was appointed on June 28 to serve on the official
committee. The Committee retained Ball Janik LLP as counsel.
PERFORMANCE SPORTS: Court Okays $575 Million Sale of Assets
-----------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that the
U.S. Bankruptcy Court for the District of Delaware has approved
Performance Sports Group Ltd.'s $575 million sale of its assets to
a joint venture that made the only offer for the Company.
Law360 relates that Alice Eaton, Esq., at Paul Weis Rifkind Wharton
& Garrison LLP, the attorney for the Company, told the Court during
a hearing that the Company had resolved most of the objections
filed opposing the sale and that the results represent a fair price
for the Company's assets.
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.
Ernst & Young Inc., serves as monitor to the Company in the
Canadian Proceedings.
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.
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
three creditors of BPS US Holdings, Inc., parent of Performance
Sports, to serve on the official committee of unsecured creditors.
The Creditors' Committee retained by Blank Rome LLP as counsel,
Cassels Brock & Blackwell LLP as Canadian co-counsel, and Province
Inc. as financial advisor.
The U.S. Trustee also has appointed a official committee of equity
security holders. The equity committee is represented by Natalie
D. Ramsey, Esq., and Mark A. Fink, Esq., at Montgomery, McCracken,
Walker & Rhoads, LLP; and Robert J. Stark, Esq., Steven B. Levine,
Esq., James W. Stoll, Esq., and Andrew M. Carty, Esq., at Brown
Rudnick LLP.
PERFORMANCE SPORTS: Wants $575M Sale to Sagard, Fairfax OK'd
------------------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, asked the U.S.
Bankruptcy Court for the District of Delaware on Feb. 1, 2017, to
approve its $575 million sale to Sagard Capital Partners LP and
Fairfax Financial Holdings Ltd.
Law360 relates that the Debtor claims the deal is enough to pay
secured creditors in full and describes the sale results as
"outstanding" for its stakeholders.
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.
Ernst & Young Inc., serves as monitor to the Company in the
Canadian Proceedings.
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.
Andrew R. Vara, Acting U.S. Trustee for Region 3, has appointed
three creditors of BPS US Holdings, Inc., parent of Performance
Sports, to serve on the official committee of unsecured creditors.
The Creditors' Committee retained by Blank Rome LLP as counsel,
Cassels Brock & Blackwell LLP as Canadian co-counsel, and Province
Inc. as financial advisor.
The U.S. Trustee also has appointed a official committee of equity
security holders. The equity committee is represented by Natalie
D. Ramsey, Esq., and Mark A. Fink, Esq., at Montgomery, McCracken,
Walker & Rhoads, LLP; and Robert J. Stark, Esq., Steven B. Levine,
Esq., James W. Stoll, Esq., and Andrew M. Carty, Esq., at Brown
Rudnick LLP.
PHILADELPHIA HEALTH: Creditors' Panel Hires Obermayer as Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors of North Philadelphia
Health System seeks authorization from the U.S. Bankruptcy Court
for the Eastern District of Pennsylvania to employ Obermayer
Rebmann Maxwell & Hippel LLP as counsel.
The Committee requires Obermayer to:
a. provide the Committee with legal advice respecting to its
powers and duties;
b. assist in the preparation of any legal papers for the
Committee; and
c. perform other legal services for the Committee which may be
necessary.
Obermayer will be paid at these hourly rates:
Attorneys $400
Paralegals $100
Edmond George, Esq., partner of Obermayer Rebmann Maxwell & Hippel
LLP, assured the Court that the firm does not represent any
interest adverse to the Debtors and their estates.
Obermayer can be reached at:
Edmond George, Esq.
Obermayer Rebmann Maxwell & Hippel LLP
Centre Square West
1500 Market Street, Suite 3400
Philadelphia, PA 19102
Phone: 215-665-3140
Fax: 215-665-3165
E-mail: edmond.george@obermayer.com
About North Philadelphia Health System
North Philadelphia Health System, a Pennsylvania non-profit,
non-stock, non-member corporation, operates the Girard Medical
Center, a state-licensed 65-person private psychiatric hospital,
and the Goldman Clinic, a medically assisted treatment center,
located Philadelphia, Pennsylvania.
North Philadelphia Health System sought protection under Chapter 11
of the Bankruptcy Code (Bankr. E. D. Pa. Case No. 16-18931) on
December 30, 2016. The petition was signed by George Walmsley III,
president & CEO.
The case is assigned to Judge Magdeline D. Coleman.
At the time of the filing, the Debtor estimated its assets and
liabilities at $10 million to $50 million.
The Debtor have hired Dilworth Paxson LLP as counsel and Buzby &
Kutzler, Attorneys at Law as special counsel
The Office of the U.S. Trustee on January 23, 201, appointed four
creditors of North Philadelphia Health System to serve on the
official committee of unsecured creditors.
PLANDAI BIOTECHNOLOGY: EMA Financial Holds 9.9% Stake as of Dec. 31
-------------------------------------------------------------------
EMA Financial, LLC, disclosed in a regulatory filing with the
Securities and Exchange Commission that as of Dec. 31, 2016, it
beneficially owns 20,495,663 shares of common stock of Plandai
Biotechnology, Inc., representing 9.9 percent (based upon
186,531,236 shares of Common Stock outstanding as of Aug. 17, 2016,
as reported by the Company's in its most recent quarterly report).
A full-text copy of the Schedule 13G/A is available for free at
https://is.gd/SP2dZZ
About Plandai
Based in Goodyear, Arizona, Plandai Biotechnology, Inc., through
its recent acquisition of Global Energy Solutions, Ltd., and its
subsidiaries, focuses on the farming of whole fruits, vegetables
and live plant material and the production of proprietary
functional foods and botanical extracts for the health and
wellness industry. Its principle holdings consist of land, farms
and infrastructure in South Africa.
Plandai reported a net loss of $10.07 million on $92,900 of
revenues for the year ended June 30, 2015, compared to a net loss
of $16.04 million on $266,000 of revenues for the year ended June
30, 2014.
As of March 31, 2016, Plandai had $6.62 million in total assets,
$17.1 million in total liabilities, and a stockholders' deficit of
$10.4 million.
Pritchett, Siler & Hardy P.C., in Farmington, Utah, issued a "going
concern" qualification on the consolidated financial statements for
the year ended June 30, 2015, citing that the Company Company
suffered a loss from operations during the years ended June 30,
2015 and 2014, has yet to establish a reliable, consistent and
proven source of revenue to meet its operating costs on an ongoing
basis and currently does not have sufficient available funding to
fully implement its business plan. These factors raise substantial
doubt about its ability to continue as a going concern.
POST EAST: Unsecureds to Be Paid 10% Under Connect REO Plan
-----------------------------------------------------------
Unsecured creditors of Post East, LLC, will get 10% of their claims
under a Chapter 11 plan of reorganization proposed by the company's
secured creditor.
The plan filed on Feb. 2 by Connect REO, LLC, proposes to pay Class
5 general unsecured creditors 10% of their claims over 10 years.
Payments will be made from Post East's income.
Class 5 claims are impaired and general unsecured creditors are
entitled to vote to accept or reject the plan.
The restructuring plan proposes to pay Connect REO's Class 2 claim
from the net proceeds generated from a sale of Post East's
commercial building located in Westport, Connecticut.
According to the plan, the Westport property will be listed for
sale at its current market value of $1.25 million.
In case no qualified bid is received during the listing period, an
auction will be conducted where Connect REO will be allowed to make
a credit bid.
If no bid is made over and above Connect REO's credit bid, the
secured creditor will take title to the property upon court
approval wherein the amount of its total debt will be reduced by
the credit bid, according to Connect REO's disclosure statement
filed on Feb. 2 with the U.S. Bankruptcy Court in Connecticut.
A copy of the disclosure statement is available for free at
https://is.gd/hgeJsL
About Post East LLC
Post East, LLC, owns real estate at 740-748 Post Road East,
Westport, Connecticut. The property is a commercial real estate
which presently has seven leased spaces. The secured creditor is
Connect REO, LLC, which is owed $1,043,000.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. D.
Conn. Case No. 16-50848) on June 27, 2016. The petition was signed
by Michael F. Calise, member. The Debtor estimated assets and
liabilities at $1 million to $10 million at the time of the
filing.
The Debtor is represented by Carl T. Gulliver, Esq., at Coan
Lewendon Gulliver & Miltenberger LLC. The Debtor employed Chappo
LLC as mortgage broker.
POWELL VALLEY HEALTH: Plan Exclusivity Extended Thru Feb. 10
------------------------------------------------------------
Judge Tim J. Ellis of the U.S. Bankruptcy Court for the District of
Wyoming extended Powell Valley Health Care, Inc.'s exclusive period
to file a plan through and including February 10, 2017, as well as
the exclusive period to obtain acceptance of its plan through and
including to April 10, 2017.
The Troubled Company Reporter had earlier reported that the Debtor
sought for an extension of its exclusivity periods contending that
it requires additional time to complete negotiations of the plan
term sheet, and thereafter draft and finalize the terms of a
consensual plan of reorganization. The Debtor still had to continue
to negotiate terms of a consensual plan with the Creditor
Committee. The Debtor also contended that there were multiple plan
term sheets that were being circulated between the parties and it
appears that all but a few key provisions of the plan were agreed
upon.
About Powell Valley Health Care, Inc.
Powell Valley Health Care, Inc. provides healthcare services to the
greater-Powell, Wyoming community. The Company filed for Chapter
11 bankruptcy protection (Bankr. D. Wyo. Case No. 16-20326) on May
16, 2016. The petition was signed by Michael L. Long, CFO. The
case is assigned to Judge Cathleen D. Parker. The Debtor estimated
assets and debts at $10 million to $50 million at the time of the
filing.
The Debtor is represented by Bradley T. Hunsicker, Esq., at Markus
Williams Young & Zimmermann LLC. The Debtor has retained Hammond
Hanlon Camp, LLC as its financial advisor and investment banker.
The United States Trustee appointed Larry Heiser, Veronica
Sommerville, Michelle Oliver, and Joetta Johnson to serve on the
Official Committee of Unsecured Creditors. The Creditors' Committee
tapped Spencer Fane LLP as counsel and EisnerAmper LLP as its
Accountant.
No trustee or examiner has been appointed in the case.
PRO RAILING METAL: Taps A.O.E. Law & Associates as Special Counsel
------------------------------------------------------------------
Pro Railing Metal Works Inc seeks approval from the U.S. Bankruptcy
Court for the Central District of California to employ professional
other than general bankruptcy counsel.
The Debtor seeks to employ A.O.E. Law & Associates, APC as special
counsel.
As special counsel, AOE Law will assist the Debtor and general
bankruptcy counsel with special legal matters that may arise during
the pendency of the case, including:
1. Research of possible claims of action and initiation of an
adversary proceeding regarding the estate's claims against
non-debtor affiliates;
2. Represent Debtor who is defendant in the civil matter of
Construction Laborers Trust Funds for Southern California
Administrative Company, LLC v. Pro Railing Metal Works, Inc., et
al., (Case No. 8:16-cv-00244) and prosecute a Motion to Vacate
Default Judgment; and
3. Oppose a related claim by Construction Laborers Trust
Funds for Southern California Administrative Company in Debtor's
Chapter 11 Bankruptcy.
Sedoo Manu, Associate Attorney at A.O.E. Law, attests that he and
the firm are "disinterested persons" within the meaning of 11
U.S.C. Section 101.
The Professional's compensation rates are:
Anthony O. Egbase Principal Associate $450 per hour
Adam Apollo Senior Associate $350 per hour
Crystle Lindsey Senior Associate $350 per hour
Sedoo Manu Associate $300 per hour
Ebahi Ehichioya Legal Assistant $150 per hour
Sandy Segovia Legal Assistant $150 per hour
Kristy Lozoya Legal Assistant $150 per hour
Samantha Hernandez Legal Assistant $150 per hour
Guadalupe Avila Legal Assistant $150 per hour
Fassilatu Lawal Legal Assistant $150 per hour
The Firm can be reached through:
Anthony O. Egbase, Esq.
Crystle J. Linsey, Esq.
Sedoo Manu, Esq.
A.O.E. LAW & ASSOCIATES APLC
350 S. Figueroa Street, Suite 189
Los Angeles, CA 90071
Tel: 213-620-7070
Fax: 213-620-1200
Email: tony@aoelaw.com
Crystle@aoelaw.com
sedoo@aoelaw.com
About Pro Railing Metal Works
Pro Railing Metal Works, Inc. sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 16-14358) on October
21, 2016. The petition was signed by Jason Sarafin, president.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $500,000.
QUANTUM CORP: Posts $5 Million Net Income for Third Quarter
-----------------------------------------------------------
Quantum Corporation filed with the Securities and Exchange
Commission its quarterly report on Form 10-Q disclosing net income
of $5 million on $133.5 million of total revenue for the three
months ended Dec. 31, 2016, compared to a net loss of $821,000 on
$128.04 million of total revenue for the three months ended
Dec. 31, 2015.
For the nine months ended Dec. 31, 2016, the Company reported net
income of $5.55 million on $384.51 million of total revenue
compared to a net loss of $23.51 million on $355.92 million of
total revenue for the same period a year ago.
As of Dec. 31, 2016, Quantum Corp had $229.66 million in total
assets, $346.21 million in total liabilities and a total
stockholders' deficit of $116.55 million.
As of Dec. 31, 2016, the Company had $22.6 million of cash and cash
equivalents, which is comprised of cash deposits.
"We continue to focus on improving our operating performance,
including efforts to increase revenue and to control costs in order
to improve margins, return to consistent profitability and generate
positive cash flows from operating activities. We believe that our
existing cash and capital resources will be sufficient to meet all
currently planned expenditures, debt service and contractual
obligations and to sustain operations for at least the next 12
months. This belief is dependent upon our ability to achieve gross
margin projections and to control operating expenses in order to
provide positive cash flow from operating activities. Should we be
unable to meet our gross margin or expense objectives, it would
likely have a material negative effect on our cash balances and
capital resources," the Company stated in the report.
A full-text copy of the Form 10-Q is available for free at:
https://is.gd/POMavT
About Quantum Corp.
Based in San Jose, California, Quantum Corp. (NYSE:QTM) --
http://www.quantum.com/-- is a storage company specializing in
backup, recovery and archive. Quantum provides a comprehensive,
integrated range of disk, tape, and software solutions supported
by a world-class sales and service organization.
For the year ended March 31, 2016, Quantum Corp reported a net loss
of $74.68 million following net income of $16.76 million for the
year ended March 31, 2015.
RALSTON-LIPPINCOTT: Hires KKB&N CPA's as Accountant
---------------------------------------------------
Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home, Inc., and its
debtor-affiliates seek permission from the U.S. Bankruptcy Court
for the Southern District of New York to employ KKB&N CPA as
accountant.
The Debtors require KKB&N to:
a. assist the Debtors with preparation of monthly operating
reports and other reporting requirements in connection with the
chapter 11 process;
b. prepare the Debtors' tax returns;
c. assist in the development of a Plan of Reorganization and
Disclosure Statement;
d. assist in the preparation of other financial information to
be provided to the Bankruptcy Court; and
e. other bankruptcy related accounting duties as requested by
the Debtors or Debtors' counsel.
KKB&N will be paid at these hourly rates:
Edward M. Behrens, CPA $225
Staff Accounts $125
Administrative Personnel $50
KKB&N will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Edward M. Behrens, CPA, partner of KKB&N CPA's, 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.
KKB&N may be reached at:
Edward M. Behrens, CPA
KKB&N CPA's
20 Grove Street
Middletown, NY 10940
Tel: 845-342-5818
Fax: 845-342-5820
About Ralston-Lippincott-Hasbrouck-Ingrassia Funeral Home
Ralston-Lippincott-Hasbrouck-Ingrassia, Lippincott-Ingrassia
Funeral Home, Inc., Lippincott Funeral Chapel, Inc. and CKI, LLC
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y.. Case Nos.
17-35114, 17-35115, 17-35116, 17-35117) on January 26, 2017. Hon.
Cecelia G. Morris presides over the case. Hayward, Parker, O'Leary
& Pinsky represents the Debtor as counsel.
The Debtor Ralston-Lippincott-Hasbrouck-Ingrassia disclosed total
assets of $1.280 million and total liabilities of $1.11 million and
Lippincot-Ingrassia funeral disclosed total assets of $557,600 and
total liabilities of $422,138. The petition was signed by Anthony
Ingrassia, president.
RAMUNDSEN INTERMEDIATE: S&P Assigns 'B' CCR; Outlook Stable
-----------------------------------------------------------
S&P Global Ratings said that it assigned its 'B' corporate credit
rating to Lake Mary, Fla.-based Ramundsen Intermediate Holdings
LLC. The outlook is stable.
Vista Equity Partners has acquired the businesses of SunGard Public
Sector, a provider of public safety and public administration
software solutions, from Fidelity National Information Services
Inc. (FIS).
At the same time, S&P assigned a 'B+' issue-level rating and '2'
recovery rating to the company's $40 million senior secured
revolving credit facility due in 2022 and $290 million senior
secured term loan B due in 2024. The '2' recovery rating indicates
S&P's expectation of substantial (70%-90%; lower half of the range)
recovery in the event of a payment default. All ratings are based
on terms and conditions.
S&P also assigned its 'CCC+' issue-level rating and '6' recovery
rating to the $120 million second-lien term loan due 2025. The '6'
recovery rating indicates S&P's expectation for negligible (0%-10%)
recovery in the event of payment default.
The borrowers of the first lien credit facilities and the second
lien term loan are Ramundsen Holdings LLC and Ramundsen Public
Sector LLC.
The rating is based on Ramundsen's small scale, narrow market
focus, and slow-growing addressable market, which limit operating
flexibility. These factors are partly offset by its solid position
in local government and municipal markets, stable operating track
record, and meaningful recurring revenue base. S&P's rating also
reflects leverage pro forma for this transaction in the low-7x
area, although it expects the company will reduce leverage to below
7x by the end of 2017 through organic EBITDA growth driven by cost
reductions and increased operating efficiencies.
The company provides software and services for local governments
and municipalities, public safety and justice agencies, and
non-profit organizations. It has two operating segments--Public
Safety and Public Administration. Its integrated software
solutions include ONESolution: a software suite with applications
that address public safety and public administration customer
needs; NaviLine, a legacy suite of applications that address public
administration and public safety customer needs; PLUS Series, a
public administration solution suite that includes applications to
meet the needs of running local governments; and TRAKiT, a
community development solution to enhance local government
operations through flexibility in automating permitting, managing
inspections, and regulating land use. The company's services
include implementation, configuration, installation and project
management, turnkey solution delivery, training, assessment, custom
reporting, and managed services.
The company has a smaller market presence as a government solutions
provider when compared to larger players like Motorola Solutions
Inc. and Tyler Technologies. Additionally, given the company's
comparatively small scale and EBITDA base, it is potentially
vulnerable to macroeconomic shocks, although historical business
cycles have not appreciably affected profitability. Ramundsen also
competes in a slow growing addressable market with competitive
market conditions. These factors are partially offset by the
company's long-standing customer relationships, which average about
15 years, its low customer concentration, and revenue retention of
approximately 95%. It should be noted that the company observes
long customer acquisition timelines of approximately 24 months that
speak to the stickiness of customers once acquired, but also points
to the high switching costs for prospective clients.
S&P's view of Ramundsen Intermediate Holdings' financial risk
reflects its adjusted leverage in the low-7x area immediately
following the transaction. S&P projects leverage to fall modestly
in 2017 to below 7x, primarily through organic EBITDA growth and
margin expansion through the realization of enhanced operating
efficiencies to be aided by Vista Equity Partners. S&P expects the
company to continue to operate with a modest need for capital
expenditures while generating positive free operating cash flow
(FOCF) of around $20 million. There is little capacity at the
current rating for the company to pursue large debt-financed
acquisitions.
S&P's base-case forecast includes these factors and assumptions:
-- Real U.S. GDP growth of 1.5% in 2016 and 2.4% in 2017.
-- Low-single-digit software industry growth.
-- Revenue growth expected to be in the low-single digits, in
line with S&P's macroeconomic and industry expectations.
-- S&P expects public safety revenue to grow in the low- to
mid-single-digit percentage range in fiscal 2017 and fiscal
2018, reflecting greater focus on public safety issues and
higher community and local government spending on public
safety solutions.
-- S&P expects public administration revenue to grow in the
low-single-digit percentages in fiscal 2017 and fiscal 2018,
reflecting traction of the ONESolution and TRAKit products,
offset by migrations and attrition from the legacy NaviLine
platform.
-- S&P expects the company to generate consistent positive
FOCF.
-- S&P also expects an increase in cash flow from operations
because of increases in total revenue and cost improvements
as post-close operating synergies are realized.
-- S&P do not incorporate assumptions about uncommitted
acquisitions or accelerated debt repayment into S&P's
forecast given the uncertainty around timing and sizing.
Based on these assumptions, S&P arrives at these credit measures
over the next 12 months:
-- Debt to EBITDA below 7x at the end of 2017; and
-- FOCF to debt above 5% in 2017.
In S&P's view, Ramundsen Intermediate Holdings LLC has adequate
liquidity. S&P anticipates coverage of uses of approximately 1.24x
over the next 12 months and positive net sources in the near term,
even with a 15% decline in EBITDA.
Principal Liquidity Sources:
-- Pro forma for the transaction cash and cash equivalents will
be $25 million;
-- Full availability under the $40 million revolving credit
facility due 2022; and
-- FOCF of around $20 million for fiscal year 2017.
Principal Liquidity Uses:
-- Annual capital expenditures in the mid- to high-single-digit
millions of dollars;
-- Low working capital needs; and
-- No material debt reduction other than scheduled amortization
of $2.75 million in fiscal 2017 and fiscal 2018,
respectively.
The revolving credit facility is subject to a springing leverage
covenant of 6.9x that is triggered when the facility is drawn 35%
or more. The company's other instruments are not subject to
financial covenants. Covenant information is based on terms and
conditions.
Despite measureable liquidity sources and uses that may suggest a
higher liquidity assessment, S&P limits its assessment to adequate
due to qualitative factors. S&P believes that to absorb a
high-impact, low-probability event, the company would require some
refinancing. S&P also views the company as having satisfactory but
not high standing in credit markets, evidenced by the
speculative-grade credit spreads on its debt.
The stable outlook reflects S&P's expectation that the company's
solid recurring revenue base and disciplined cost management will
support consistent profitability and FOCF over the next year.
S&P's base case assumes adjusted debt to EBITDA above 7x at
transaction close.
S&P could lower the rating over the next year if large city and
county budget cuts or competitive pressure lead to sharp declines
in revenues and cash flows that result in less-than-adequate
liquidity, FOCF to debt sustained below 3%, or adjusted debt to
EBITDA sustained above 7x without prospects for near-term
improvement.
An upgrade is unlikely over the coming year, given high leverage
and S&P's expectation that private equity ownership precludes
sustained deleveraging. If S&P observes leverage below 5x, as well
as a commitment from management to maintain leverage at or below
that level, S&P would consider an upgrade.
RELIABLE RACING: Disclosure Statement Hearing Set for March 8
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of New York is
set to hold a hearing on March 8, 10:30 a.m., to consider approval
of the disclosure statement explaining the Chapter 11 plan of
liquidation of Reliable Racing Supply, Inc.
The hearing will take place at James T. Foley Courthouse, 445
Broadway, Suite 306, Albany, New York. Objections must be filed no
later than seven days prior to the hearing.
Under the liquidating plan, general unsecured creditors are
expected to recover 1.5% of their claims. Each creditor will
receive from Reliable Racing a pro rata cash distribution from the
remaining carve-out after payment of administrative expense claims
and priority tax claims.
About Reliable Racing Supply
Reliable Racing Supply, Inc., doing business as Inside Edge Ski &
Bike, sells ski, bike and snowboard equipment through its store
Inside Edge Ski, Board & Bike located at 643 Upper Glen Street,
Queensbury, New York. It also sells ski racing products to its
consumers through its Wintersports online catalog.
The Debtor, now known as RR Lquidation Inc., filed a chapter 11
petition (Bankr. N.D.N.Y. Case No. 16-10619) on April 7, 2016. The
petition was signed by John Jacobs, president. The case is
assigned to Judge Robert E. Littlefield, Jr. The Debtor is
represented by Meghan M. Breen, Esq., at Lemery Greisler, LLC.
The Debtor disclosed assets of $2.98 million and liabilities of
$2.55 million as of Feb. 29, 2016.
On January 30, 2017, the Debtor filed its Chapter 11 plan of
liquidation and disclosure statement.
RENNOVA HEALTH: Steven Sramowicz Reports 23% Stake as of May 2
--------------------------------------------------------------
Steven Sramowicz disclosed in an amended Schedule 13D filed with
the Securities and Exchange Commission that as of May 2, 2016, he
beneficially owns 3,855,659 shares of common stock, $.01 par value,
of Rennova Health, Inc., representing 23 percent of the shares
outstanding.
The amendment was filed to report the grant to Mr. Sramowicz on May
2, 2016, of an aggregate 2,000,000 options to purchase a like
number of Shares of the Company. With respect to those options,
1,000,000 options are currently exercisable through Dec. 31, 2017,
at an exercise price of $5.00 per Share, and 1,000,000 options are
currently exercisable through Dec. 31, 2022, at an exercise price
of $10.00 per Share.
A full-text copy of the regulatory filing is available at:
https://is.gd/KO1qyD
About Rennova
Rennova Health, Inc., is a vertically integrated provider of a
suite of healthcare related products and services. Its principal
lines of business are diagnostic laboratory services, and
supportive software solutions and decision support and informatics
operations services.
The Company reported a net loss attributable to the Company's
common shareholders of $36.4 million for the year ended Dec. 31,
2015, following net income attributable to the Company's common
shareholders of $2.81 million for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Rennova Health had $10.19 million in total
assets, $20.23 million in total liabilities and a total
stockholders' deficit of $10.03 million.
The Company said in its annual report for the year ended Dec. 31,
2015, that "Although our financial statements have been prepared on
a going concern basis, we have recently accumulated significant
losses and have negative cash flows from operations, which raise
substantial doubt about our ability to continue as a going
concern.
"If we are unable to improve our liquidity position we may not be
able to continue as a going concern. The accompanying consolidated
financial statements do not include any adjustments that might
result if we are unable to continue as a going concern and,
therefore, be required to realize our assets and discharge our
liabilities other than in the normal course of business which could
cause investors to suffer the loss of all or a substantial portion
of their investment."
RFD DELI: Hires Berger Fischoff & Shumer as Bankr. Counsel
----------------------------------------------------------
RFD Deli & Grocery, Inc., seeks authorization from the U.S.
Bankruptcy Court for the Eastern District of New York to employ
Berger, Fischoff & Shumer, LLP as counsel.
The Debtor requires BF&S to:
a. give legal advice with respect to the powers and duties of
the Debtor-in-Possession in the continued management of its
business and property.
b. represent the Debtor before the Bankruptcy Court and at all
hearings on matters pertaining to its affairs, as
Debtor-in-Possession, including prosecuting and defending litigated
matters as they may arise during the Chapter 11 case;
c. advise and assist the Debtor in the preparation and
negotiation of a Plan of Reorganization with its creditors;
d. prepare all necessary or desirable applications, answers,
orders, reports, documents and other legal papers; and
e. perform all other legal services for the Debtor which may
be desirable and necessary.
BF&S will be paid at these hourly rates:
Partners $425-$525
Associates $315-$400
Paralegals $185
BF&S will receive a retainer in the amount of $11,283 plus $1,717
for the filing fee.
BF&S will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Gary C. Bischoff, Esq., member of the law firm of Berger, Fischoff
& Shumer, LLP, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estates.
BF&S may be reached at:
Gary C. Bischoff, Esq.
Berger, Fischoff & Shumer, LLP
6901 Jericho Turnpike, Suite 230
Syosset, NY 11791
Phone: (516)747-1136
About RFD Deli & Grocery, Inc.
RFD Deli & Grocery, Inc. filed a Chapter 11 bankruptcy petition
(Bankr. E.D.N.Y. Case No. 17-70151) on January 10, 2017. Gary C.
Bischoff, Esq., at Berger, Fischoff & Shumer, LLP serves as
bankruptcy counsel. The Debtor's assets and liabilities are both
below $1 million.
ROMA'S STEAK: ADR to Receive $1,140 Per Month at 3% Over 5 Years
----------------------------------------------------------------
Roma's Steak and Pizzeria, Inc., filed with the U.S. Bankruptcy
Court for the Northern District of Alabama an amended disclosure
statement to accompany its plan of reorganization, dated Feb. 3,
2017.
The Debtor proposes to pay the Alabama Department of Revenue its
priority claim with 3% per annum interest over 5 years in monthly
installments estimated to be $1,140.00 per month.
The initial plan only proposed to pay the department $24 per month.
The Alabama Department of Revenue filed proofs of claims claiming
to hold priority status in the amount of $578.44, $20,368.95, and
$42,483.64. The amount of priority claims filed by the Alabama
Department of Revenue total $63,431.03.
The Debtor estimates that the unsecured claims total an estimated
$62,491.37. To this amount shall have to be added any unsecured
portion of the claims alleged to be secured. The Debtor proposes to
pay each of the unsecured claim holders the allowed amount of their
claim with 3% per annum interest over 10 years in monthly
installments estimated to be $603.00 per month.
All property of the estate shall vest in the Debtor upon
confirmation of the Plan.
A full-text copy of the Amended Disclosure Statement is available
at:
http://bankrupt.com/misc/alnb16-40260-11-125.pdf
About Roma's Steak
Roma's Steak and Pizzeria, Inc., owns one of the oldest family
restaurants in Jacksonville, Alabama, serving good food, steaks
and
pizzas.
The Debtor filed for Chapter 11 protection (Bankr. N.D. Ala. Case
No. 16-40260) on Feb. 17, 2016. The petition was signed by
Zaharias J. Limberis, president. The Debtor estimated assets of
$0
to $50,000 and estimated debts of $50,000 to $100,000. Harry P.
Long, who has an office in Anniston, Alabama, is the Debtor's
bankruptcy counsel.
ROOSTER ENERGY: Gets Forbearance From Lenders Until March 3
-----------------------------------------------------------
Rooster Energy Ltd. on Feb. 6, 2017, disclosed that effective Feb.
3, 2017, it entered into a Limited Forbearance and Reservation of
Rights Agreement (the "Forbearance Agreement") with the holders of
the senior secured notes (the "Notes") issued pursuant to the
Amended and Restated Note Purchase Agreement dated as of Nov. 17,
2014 as amended and restated as of June 25, 2015 (the "Second
Amendment"). The Notes are secured by a first priority security
interest, lien and mortgage on all of the assets of the Company.
As previously reported, the Company received a notice of default
for non-compliance with certain covenants of the Second Amendment
and that it was operating under a waiver of same that expired on
December 31, 2016.
Pursuant to the Forbearance Agreement, the holders of the Notes
have agreed to forbear from exercising certain of their rights and
remedies under the Second Amendment during a standstill period that
terminates on March 3, 2017, or earlier if there is a default of
the terms of the Forbearance Agreement or if an acceptable
restructuring agreement of the obligations of the Company under the
Second Amendment is reached with the holders of the Notes. In
consideration of the Forbearance Agreement, among other things, the
Company agreed that from January 1, 2017, until termination of the
Forbearance Agreement, in addition to the applicable rate of
interest due on the Notes, additional interest at 8% per annum
shall be payable in kind and a forbearance fee in an amount equal
to 50 basis points of the aggregate principal amount of the Notes
outstanding shall be payable in kind. To the extent that an
acceptable restructuring agreement is reached prior to the
expiration of the standstill period, both the additional interest
and the forbearance fee shall be waived. Additionally, upon
execution of the Forbearance Agreement, the Company paid the sum of
US$2.5 million that has been applied to reduce the principal amount
of the Notes. As of this date, the principal balance due under the
Notes is approximately US$54.7 million.
During the standstill period, the Company will conduct business as
usual and intends to continue in negotiations with the holders to
restructure the terms and conditions of the Second Amendment and
its obligations thereunder. However, if the Company is unable to
restructure the financial and performance covenants of the credit
facility or extend the term of the standstill period before
expiration, then the holders of the Notes may exercise their
remedies against the Company. In that event, the Company will in
all likelihood seek relief under applicable bankruptcy or
reorganization laws to preserve the going concern value of the
Company.
About Rooster Energy Ltd.
Rooster Energy Ltd. -- http://www.roosterenergyltd.com-- is a
Houston, Texas, based vertically integrated oil and gas production
company combined with a well service intervention/plugging and
abandonment subsidiary focused in the shallow waters of the U.S.
Gulf of Mexico. Its primary business is a service company whose
assets consist of rigless well plugging and
abandonment/intervention units and its oil and gas assets consist
of producing oil and gas wells located on US federal oil and gas
leases.
ROSETTA GENOMICS: Extraordinary Meeting Set for March 16
--------------------------------------------------------
Rosetta Genomics Ltd. notified shareholders that an extraordinary
general meeting will be held at the Philadelphia offices of the
Company at 3711 Market St., Suite 740, Philadelphia, PA 19104, on
March 16 at 10:00 am (ET).
The agenda of the meeting will be as follows:
1. To approve the consolidation of the Company's ordinary
shares into a smaller number of shares with a greater
nominal (par) value per share and the corresponding
amendment to the Company's articles of association;
2. To approve an increase of the Company's registered
(authorized) share capital and the corresponding amendment
to the Articles.
The approval of each of Items 1 and 2 requires the affirmative vote
of the holders of a majority of the voting power represented at the
meeting, in person or by proxy, and voting on the matter.
Only shareholders of record at the close of trading on Feb. 8,
2017, will be entitled to notice of, and to vote at, the
Extraordinary Meeting. All shareholders are cordially invited to
attend the Extraordinary Meeting in person. Discussion at the
Extraordinary Meeting will be commenced if a quorum is present. Two
or more shareholders present, personally or by proxy, who hold or
represent together more than 25% of the voting rights of the
Company's issued share capital will constitute a quorum for the
Extraordinary Meeting. If within half an hour from the time
scheduled for the Extraordinary Meeting a quorum is not present,
the Extraordinary Meeting will be adjourned to March 23, 2017 at
the same time and place. At any such adjourned meeting, any two
shareholders present in person or by proxy shall constitute a
quorum.
A full-text copy of the Notice is available for free at:
https://is.gd/jFjvlW
About Rosetta Genomics
Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs. MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies. The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.
Rosetta Genomics reported a loss from continuing operations of
US$17.34 million on US$8.26 million of total revenues for the year
ended Dec. 31, 2015, compared to a loss from continuing operations
of US$14.52 million on US$1.32 million of total revenues for the
year ended Dec. 31, 2014.
As of Sept. 30, 2016, Rosetta had $12.62 million in total assets,
$3.70 million in total liabilities and $8.92 million in total
shareholders' equity.
As reported by the TCR on Oct. 18, 2016, Rosetta received a staff
deficiency letter from The Nasdaq Stock Market notifying the
Company that for the past 30 consecutive business days, the closing
bid price per share of its ordinary shares was below the $1.00
minimum bid price requirement for continued listing on The Nasdaq
Capital Market, as required by Nasdaq Listing Rule 5550(a)(2).
ROZEL JEWELER'S: Disclosure Statement Hearing Set for March 9
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Pennsylvania
is set to hold a hearing on March 9, at 10:00 a.m., to consider
approval of the disclosure statement explaining the Chapter 11 plan
of reorganization of Rozel Jeweler's Inc.
The deadline for filing objections to the disclosure statement is
March 2.
Rozel Jeweler's on Jan. 25 filed a restructuring plan that proposes
to pay general unsecured creditors approximately 17% of their
claims or $17,188.33. Payments will be made from the company's
monthly retail profits.
About Rozel Jeweler's
Headquartered in Conneaut Lake, Pennsylvania, Rozel Jeweler's,
Inc., sought protection under Chapter 11 of the Bankruptcy Code
(Bankr. W.D. Pa. Case No. 16-10291) on March 31, 2016. The Debtor
is represented by Daniel P. Foster, Esq., at Foster Law Offices.
On January 25, 2017, the Debtor filed its Chapter 11 plan of
reorganization and disclosure statement.
No official committee of unsecured creditors has been appointed in
the case.
RXI PHARMACEUTICALS: May Issue 500,000 Shares Under ESPP
--------------------------------------------------------
RXi Pharmaceuticals Corporation filed a Form S-8 registration
statement with the Securities and Exchange Commission to register
500,000 additional shares of common stock to be offered pursuant to
the Employee Stock Purchase Plan. A full-text copy of the
regulatory filing is available for free at https://is.gd/bvJ9q5
About RXi
RXi Pharmaceuticals Corporation, a biotechnology company, focuses
on discovering and developing therapies primarily in the areas of
dermatology and ophthalmology. The company develops therapies
based on siRNA technology and immunotherapy agents. Its clinical
development programs include RXI-109, a self-delivering RNAi
compound, which is in Phase IIa clinical trial that is used to
prevent or reduce dermal scarring following surgery or trauma, as
well as for the management of hypertrophic scars and keloids; and
Samcyprone, an immunomodulation agent, which is in Phase IIa
clinical trial for the treatment of various disorders, such as
alopecia areata, warts, and cutaneous metastases of melanoma. The
company's preclinical program includes the development of products
for ocular indications with RXI-109, including retinal and corneal
scarring. Its discovery stage development programs include a
dermatology franchise for the discovery of collagenase and
tyrosinase targets for its RNAi platform; and ophthalmology
franchise, a program for the discovery of sd-rxRNA compounds for
oncology indications, including retinoblastoma. The company was
incorporated in 2011 and is headquartered in Marlborough, Mass.
RXi reported a net loss of $10.22 million in 2015 following a net
loss of $8.80 million in 2014. As of Sept. 30, 2016, RXi
Pharmaceuticals had $4.90 million in total assets, $1.86 million in
total liabilities and $3.03 million in total stockholders' equity.
"The Company has limited cash resources, has reported recurring
losses from operations since inception and has not yet received
revenues from sales of products. These factors raise substantial
doubt regarding the Company's ability to continue as a going
concern, and the Company's current cash resources may not provide
sufficient capital to fund operations for at least the next twelve
months. Historically, the Company's primary source of financing
has been through the sale of its securities. The continuation of
the Company as a going concern depends upon the Company's ability
to raise additional capital through an equity offering, debt
offering or strategic opportunity to fund its operations. There
can be no assurance that the Company will be successful in
accomplishing these plans in order to continue as a going concern,"
the Company stated in its quarterly report for the period ended
Sept. 30, 2016.
RXI PHARMACEUTICALS: May Issue 750,000 Shares Under 2012 LTIP
-------------------------------------------------------------
RXi Pharmaceuticals Corporation filed with the Securities and
Exchange Commission a Form S-8 registration statement to register
750,000 additional shares of common stock to be offered pursuant to
the 2012 Long Term Incentive Plan. A full-text copy of the
prospectus is available for free at https://is.gd/b30HfZ
About RXi
RXi Pharmaceuticals Corporation, a biotechnology company, focuses
on discovering and developing therapies primarily in the areas of
dermatology and ophthalmology. The company develops therapies
based on siRNA technology and immunotherapy agents. Its clinical
development programs include RXI-109, a self-delivering RNAi
compound, which is in Phase IIa clinical trial that is used to
prevent or reduce dermal scarring following surgery or trauma, as
well as for the management of hypertrophic scars and keloids; and
Samcyprone, an immunomodulation agent, which is in Phase IIa
clinical trial for the treatment of various disorders, such as
alopecia areata, warts, and cutaneous metastases of melanoma. The
company's preclinical program includes the development of products
for ocular indications with RXI-109, including retinal and corneal
scarring. Its discovery stage development programs include a
dermatology franchise for the discovery of collagenase and
tyrosinase targets for its RNAi platform; and ophthalmology
franchise, a program for the discovery of sd-rxRNA compounds for
oncology indications, including retinoblastoma. The company was
incorporated in 2011 and is headquartered in Marlborough, Mass.
RXi reported a net loss of $10.22 million in 2015 following a net
loss of $8.80 million in 2014. As of Sept. 30, 2016, RXi
Pharmaceuticals had $4.90 million in total assets, $1.86 million in
total liabilities and $3.03 million in total stockholders' equity.
"The Company has limited cash resources, has reported recurring
losses from operations since inception and has not yet received
revenues from sales of products. These factors raise substantial
doubt regarding the Company's ability to continue as a going
concern, and the Company's current cash resources may not provide
sufficient capital to fund operations for at least the next twelve
months. Historically, the Company's primary source of financing
has been through the sale of its securities. The continuation of
the Company as a going concern depends upon the Company's ability
to raise additional capital through an equity offering, debt
offering or strategic opportunity to fund its operations. There
can be no assurance that the Company will be successful in
accomplishing these plans in order to continue as a going concern,"
the Company stated in its quarterly report for the period ended
Sept. 30, 2016.
SALIENT CRGT: Moody's Affirms B3 CFR; Outlook Remains Negative
--------------------------------------------------------------
Moody's Investors Service affirmed Salient CRGT Inc.'s B3 Corporate
Family Rating (CFR) and B3-PD Probability of Default Rating (PDR).
In addition, Moody's assigned B3 ratings to the company's proposed
$455 million proposed senior secured revolver and term loan. The
proceeds of the proposed $420 million term loan due 2022 will be
used to pay for the acquisition of Information Innovators, Inc.
("Triple-i") as well as to refinance the outstanding amount
remaining on the company's existing term loan (originally $180
million) due December 19, 2020. The rating outlook remains
negative.
Moody's affirmed Salient CRGT's ratings because its stable
profitability and positive projected free cash flow provide
capacity to execute its strategies to stabilize revenue and reduce
debt following the leveraging Triple-i acquisition. Moody's also
recognizes the operational benefits of the Triple-I acquisition,
which increases Salient CRGT's scale and meaningfully expands the
company's capabilities in federal health agencies that will provide
more opportunities to bid on future contracts. However, pro-forma
for the acquisition of Triple-i, Salient CRGT's debt-to-EBITDA
leverage will increase to 6.6x (LTM 9/30/2016 incorporating Moody's
standard adjustments). Moody's believes that EBITDA (pro-forma for
the Triple-i acquisition) will increase modestly in 2017 through
the addition of Triple-i's growing operations, realization of
acquisition synergies, and better contract performance by Salient
CRGT. EBITDA growth along with anticipated debt reduction funded
from free cash flow would reduce Salient CRGT's Moody's adjusted
debt-to-EBITDA leverage to the mid 5x range. The outlook remains
negative because contract losses and client spending reductions
that accelerated quarterly revenue declines in 2016 will create a
lingering drag on revenue into 2017. Recent new contract wins
provide an opportunity to stabilize and grow revenue in 2017
despite the headwinds. However, certain contracts have yet to be
awarded and this creates uncertainty regarding the company's
ability to stabilize and grow revenue in 2017.
Moody's took the following rating actions on Salient CRGT Inc.:
Corporate Family Rating, Affirmed at B3
Probability of Default Rating, Affirmed at B3-PD
$35 million Senior Secured First Lien Revolving Credit Facility
due 2022, Assigned at B3 (LGD3)
$420 million Senior Secured First Lien Term Loan due 2022,
Assigned at B3 (LGD3)
Outlook remains Negative
The B2 ratings Salient CRGT's existing $20 million revolver and
$180 million term loan are not affected and Moody's expects to
withdraw these ratings if the facilities are repaid as part of the
proposed financing.
RATINGS RATIONALE
Salient CRGT's B3 CFR reflects high customer concentration, strong
competition, high leverage and focus on growth through debt-funded
acquisitions. These weaknesses are tempered by the company's
experience managing complicated, multi-year, mid-sized IT projects
that support federal government operations, partial exposure to the
improving defense services contracting environment and positive
projected free cash flow. With the acquisition of Triple-i, Salient
CRGT will gain access to federal health agencies, which recently
have experienced higher allocation of capital from the federal
government than other federal agencies. Moody's expect that high
debt-to-EBITDA leverage (6.6x LTM 9/30/16 incorporating Moody's
standard adjustments and pro forma for Triple-i acquisition) will
decline over the next 12 months assuming successful execution of
new contract wins. However, the company's revenue has been under
pressure and there are risks to the turnaround. Event risks under
private equity ownership also creates uncertainty regarding the
company's ability to sustain lower leverage.
Salient CRGT's liquidity is supported by positive projected free
cash flow of over $25 million in the next 12 months and full access
to the $35 million new revolving credit facility.
The ratings could be upgraded if the company exhibits consistent
organic revenue growth, follows more conservative financial
policies and produces consistent free cash flow, while sustaining
its debt to EBITDA leverage at less than 5x and funds from
operation to debt above 10%.
The ratings could be downgraded with expectation of debt to EBITDA
above 7x, revenue contraction, or a weak covenant cushion.
Debt-funded acquisitions or deterioration of cash flow or liquidity
could also result in a downgrade.
The principal methodology used in these ratings was Global
Aerospace and Defense Industry published in April 2014.
Salient CRGT, headquartered in Fairfax, Virginia, is a provider of
custom software development, data analytics, and other technology
services to US government agencies. Salient CRGT is a portfolio
company of Bridge Growth Partners and Frontenac Company (equally
split ownership). The company is currently in the process of
acquiring Information Innovators, Inc. ("Triple-i"). Pro forma for
the acquisition, revenue for 12 months ended September 2016 was
approximately $520 million.
SALIENT CRGT: S&P Revises Outlook to Negative & Affirms 'B' CCR
---------------------------------------------------------------
S&P Global Ratings said that it revised its outlook on Fairfax,
Va.-based Salient CRGT Inc. to negative from stable and affirmed
the 'B' corporate credit rating.
Salient CRGT has entered into a definitive agreement to acquire
Triple-i, a provider of information technology (IT) and engineering
services. The transaction funding will consist of a new $420
million first-lien term loan, $35 million revolving credit
facility, an incremental $10 million of mezzanine debt, and $10
million in cash from the balance sheet. The company's previous
$180 million first-lien term loan will be refinanced with proceeds
from the transaction.
At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's senior secured credit facility,
which consists of a $35 million revolving credit facility due 2022
and a $420 million first-lien term loan due 2022. The '3' recovery
rating reflects S&P's expectation for meaningful (50%-70%; higher
end of the range) recovery in the event of a payment default.
The outlook revision is based on S&P's view of Salient CRGT's
weakened financial risk profile, reflecting S&P Global Ratings'
adjusted pro forma leverage near the mid-6x area, given the
addition of $285 million in total debt to the capital structure to
fund the Triple-i acquisition. S&P's expectation is for leverage
to fall below 6x in the next 12 months due to debt repayment and
operating growth, though the company has a limited track record for
organic operating growth. The outlook revision also reflects S&P's
view of CRGT's weakened liquidity position and covenant cushion of
less than 20% on the financial maintenance covenants under the
first-lien credit facilities and mezzanine debt agreements.
Salient CRGT, with revenues of about $322 million for the 12 months
ended Dec. 31, 2016 and about $524 million pro forma for Triple-i,
has expanded from two years ago as a result of the merger with
Salient and CRGT, but remains a relatively small player in the
consolidating but still fragmented U.S. government IT contracting
industry. Salient CRGT has experienced revenue declines for 2016
of roughly 6% due primarily to lost re-competed contracts that were
awarded to small businesses. S&P expects Salient CRGT will
experience low-single-digit organic revenue growth over the next 12
months, as S&P expects new policy initiatives will in general
benefit government IT contractors.
Triple-i is a leading provider of software development, data
analytics, cloud migration, and hosting to federal health,
civilian, and defense agencies. The company provides Salient CRGT
entry into the health IT marketplace, and gives access to customer
relationships with the Veterans Administration, Department of
Health and Human Services, and the Defense Health Agency. Triple-i
gets 60% of its revenue from the health segment, and generates
about 85% of its revenues from contracts under which it is the
prime contractor. For 2016, S&P estimates it will have revenues of
$203 million, with adjusted EBITDA margins in the low- to
mid-teens.
Salient CRGT provides software development, data analytics, and
other technology services to civilian, Department of Defense, and
intelligence agencies of the federal government. The merger with
Triple-i somewhat improves client diversification, with no single
client accounting for more than 10% of pro-forma 2016 estimated
total revenues. A large number of individual contracts with each
customer also improves revenue diversification. The company
generates about 80% of its revenues from contracts under which it
either is the prime contractor, or in the case of the U.S. Postal
Service, functions as a subcontractor but with direct customer
relationships. The company also has long-standing client
relationships and has a historical contract re-compete win rate of
about 89% as a percentage of dollar value of contracts. S&P
believes the company's increase in scale pro forma for Triple-i
will allow it to gain access to new customers and contract vehicles
while improving competitiveness for larger contracts. Given Salient
CRGT's focus on higher-margin software development and data
analytics services, S&P expects the company will maintain
relatively strong EBITDA margins, in the mid- to high-teens, over
the next 12 months.
S&P's base case assumes:
-- Real U.S. GDP growth of 1.5% in 2016 and 2.4% in 2017.
-- Global IT spending growth in the low-single-digit
percentage area.
-- Low-single-digit revenue growth over the coming year to
roughly $515 million, reflecting modest growth from existing
and re-compete contracts.
-- EBITDA margins to remain stable at about 17%.
-- Capital expenditures of about $2 million, steady as a
percentage of revenues compared to 2016.
-- Acquisition costs of about $20 million.
-- No significant operating cash flow movement related to
working capital.
Based on these assumptions, S&P arrives at these credit measures
for 2017:
-- Debt to EBITDA around 6x by the end of 2017, and in the mid-
5x area by the end of 2018.
-- Free cash flow of approximately $45 million.
-- EBITDA interest coverage around 3.0x.
S&P views Salient CRGT to have adequate liquidity, with sources of
cash that are likely to exceed uses for the next 12 months. S&P
expects net sources to be positive in the next 12 months even with
a 15% decline in EBITDA.
Principal Liquidity Sources:
-- Cash and cash equivalents of about $11 million as of
Sept. 30, 2016.
-- Full availability of its $35 million revolving credit
facility expiring in February 2022.
-- Operating cash flow of about $50 million over the next 12
months.
Principal Liquidity Uses:
-- Moderate working capital uses.
-- Capital expenditures of about $2 million over the next
12 months.
-- Debt amortization payments of $10.5 million over the next 12
months.
S&P expects the first-lien credit facility to contain a total net
leverage covenant initially set at 6x with step-downs to 4.25x
after Sept. 30, 2019. Additionally, S&P expects the mezzanine debt
to contain a maximum total net leverage covenant initially set at
6.75x with step-downs to 6.25x after Sept. 30, 2019. S&P expects
the revolver will remain undrawn and covenant cushion will exceed
15% in 2017.
The negative outlook reflects the increased leverage from the
acquisition of Triple-i, and the company's limited track record for
organic operating growth.
S&P could lower the rating to 'B-' if leverage stays above 6x or
the covenant cushion drops below 10%. Under this scenario, weak
operating performance would result from integration issues or the
loss of key contracts.
S&P could revise the outlook to stable if the company executes on
deleveraging, and revives organic growth such that leverage stays
below 6x.
SAMSON RESOURCES: ExxonMobil, Et Al., Try to Block Plan OK
----------------------------------------------------------
ExxonMobil Corporation, XTO Energy Inc., Mobil Exploration and
Producing North America, Mobil Oil Co., Mobil Oil Corp., Mobil Oil
Producing Texas & New Mexico, Inc., Exxon Corporation and certain
affiliated companies filed with the U.S. Bankruptcy Court for the
District of Delaware an objection to Samson Resources Corporation,
et al.'s global settlement joint Chapter 11 plan of
reorganization.
The Exxon Entities are parties to approximately 220 executory
contracts to be assumed under the Plan, many of which are joint
operating agreements. Jeff Montgomery, writing for Bankruptcy
Law360, relates that the Exxon Entities objected Friday to the
Debtor's Chapter 11 reorganization plan, citing unanswered
questions about the company's Delaware bankruptcy court provisions
for the handoff of hundreds of jointly operated mineral leases.
The Exxon Entities say they do not oppose assumption of these
executory contracts, but object to the specific terms for
assumption under the Plan:
a. the effective date of assumption is not clear under the
Plan, so the Exxon Entities cannot determine whether and
to what extent the Debtors are in default and what cure
payments are required; and
b. the Plan proposes to release all claims under the assumed
contracts, as the term is broadly used in section 101(5)
of the Bankruptcy Code. This result goes well beyond the
intent of section 365, which allows assumption if, among
other things, monetary defaults are cured, but which does
not purport to insulate the Debtors from continuing
obligations under the assumed contracts. It is also
unclear under the Plan whether setoff and recoupment
rights will be preserved with respect to the assumed
contracts.
A copy of the Objection is available at:
http://bankrupt.com/misc/deb15-11934-1961.pdf
Exxon Entities are available at:
Gregory W. Hauswirth, Esq.
LEECH TISHMAN FUSCALDO & LAMPL, LLC
1000 N. West Street, Suite 1200
Wilmington, DE 19801
Tel: (302) 421.9379
Fax: (412) 227.5551
E-mail: ghauswirth@leechtishman.com
-- and --
J. Robert Forshey, Esq.
FORSHEY & PROSTOK LLP
777 Main Street, Suite 1290
Ft. Worth, TX 76102
Tel: (817) 877-8855
Fax: (817) 877-4151
E-mail: bforshey@forsheyprostok.com
About Samson Resources Corporation
Samson Resources Corporation, et al., filed Chapter 11 bankruptcy
petitions (Bankr. D. Del. Lead Case No. 15-11934) on Sept. 16,
2015. Philip W. Cook, the executive vice president and CFO,
signed the petition. The Debtors estimated assets and liabilities
Of more than $1 billion.
Samson is an onshore oil and gas exploration and production
company with interests in various oil and gas leases primarily
located in Colorado, Louisiana, North Dakota, Oklahoma, Texas, and
Wyoming. The Operating Companies operate, or have royalty or
working interests in, approximately 8,700 oil and gas production
sites.
Samson was acquired by KKR and Crestview from Charles Schusterman
in December 2011 for approximately $7.2 billion. The investor
group provided approximately $4.1 billion in equity investments as
part of the purchase price.
Kirkland & Ellis LLP represents the Debtors as general counsel.
Klehr Harrison Harvey Branzburg LLP is the Debtors' local counsel.
Alvarez & Marsal LLC acts as the Debtors' financial advisor.
Blackstone Advisory Partners L.P. serves as the Debtors'
Investment banker. Garden City Group, LLC, serves as claims and
noticing agent to the Debtors.
Andrew Vara, acting U.S. trustee for Region 3, appointed three
creditors of Samson Resources Corp. and its affiliated debtors to
serve on the official committee of unsecured creditors. The
Committee has tapped White & Case LLP as counsel and Farnan LLP as
local counsel.
* * *
In September 2016, Judge Sontchi denied Samson Resources' Motion
for extension of their exclusive periods to file and solicit
acceptances of their Chapter 11 plan. Samson sought an extension
of its exclusivity period by another six months through March
2017.
The Debtors have filed a plan of reorganization. The Creditors'
Committee has filed a competing plan of liquidation.
SILGAN HOLDINGS: Moody's Lowers CFR to Ba2 & Rates New Notes Ba3
----------------------------------------------------------------
Moody's Investors Service downgraded the Corporate Family Rating of
Silgan Holdings, Inc to Ba2 from Ba1 and the Probability of Default
Rating to Ba2-PD from Ba1-PD. Moody's also confirmed the senior
secured bank credit facility at Ba1 and downgraded the senior
unsecured rating to Ba3 from Ba2. Moody's assigned a Ba3 rating to
the proposed $300 million USD Senior Notes due 2025 as well as a
Ba3 rating to the proposed EUR450 million EUR Senior Notes due
2025. Moody's also assigned a Speculative Grade Liquidity Rating of
SGL-2 to Silgan reflecting good liquidity. The ratings outlook is
stable.
The proceeds from the new notes will be used to pay the revolver
balance, partially repay existing term loan debts, and repay
certain foreign bank revovling and term loans of certain non U.S.
subsidiaries as well as pay related fees and expenses for the
transaction. The downgrade concludes the review initiated on
January 24, 2017 when the company announced that it has entered
into a definitive agreement with WestRock Company to acquire its
specialty closures and dispensing systems business for $1,025
billion in an all cash transaction. The acquisition is subject to
regulatory approval.
Moody's took the following actions:
Downgrades:
Issuer: Silgan Holdings Inc.
-- Probability of Default Rating, Downgraded to Ba2-PD from
Ba1-PD, on review for downgrade
-- Corporate Family Rating, Downgraded to Ba2 from Ba1, on review
for downgrade
-- Senior Unsecured Regular Bond/Debenture, Downgraded to Ba3 (LGD
5) from Ba2 (LGD 5), on review for downgrade
Assignments:
Issuer: Silgan Holdings Inc.
-- Speculative Grade Liquidity Rating, Assigned SGL-2
-- Senior Unsecured Regular Bond/Debenture, Assigned Ba3 (LGD 5)
Outlook Actions:
Issuer: Silgan Holdings Inc.
-- Outlook, Changed To Stable From Rating Under Review
Confirmations:
Issuer: Silgan Holdings Inc.
-- Senior Secured Bank Credit Facility, Confirmed at Ba1 (LGD 2
from LGD 3)
The ratings are subject the transaction closing as proposed and the
receipt and review of the final documentation.
RATINGS RATIONALE
The downgrade of the corporate family rating to Ba2 from Ba1
reflects an increase in pro forma leverage well above the specified
rating triggers and a projection that leverage will not return to a
level commensurate with the rating category within the next 24
months. Silgan's pro forma leverage is well over 4.5 times and is
not expected to decline below 3.8 times over the next 24 months.
While credit metrics are expected to improve over the next 12
months as Silgan benefits from completed efficiency initiatives and
a focus on debt reduction, they are expected to remain stretched.
Additionally, the integration and operating risk associated with
the acquisition as well as the potential increase in operating risk
from the increased exposure to the plastic industry segment may
cause negative variance around projected operating results.
Silgan's Ba2 Corporate Family Rating reflects the consolidated
industry structure in the company's metals segment (food can and
metal closures) and strong market shares and contract structures in
food cans. The rating also reflects the significant onsite presence
with customers in the food can segment and the significant
percentage of custom products in the plastics segment. The company
remains focused on cost cutting and productivity. Silgan also
maintains good liquidity.
The Corporate Family Rating is constrained by the company's
acquisitiveness, primarily commoditized product line and
concentration of sales. Additionally, the rating is constrained by
the elevated leverage pro forma for the acquisition as well as the
integration and operating risk associated with the acquisition. The
rating is also constrained by the low growth in the food can market
and the potential for increased business, operating and ratings
risk over time due to the company's acquisition strategy. Contracts
in the closures and plastics industry segments, which will increase
pro forma for the acquisition, have relatively weaker terms than
the food can segment (including a lack of cost pass-throughs for
costs other than raw materials) and resin prices have been volatile
historically. Moreover, the industry structure for the plastic and
plastic closures segments is fragmented with significant
competitive pressures.
The ratings outlook is stable. The stable outlook reflects an
expectation that Silgan's credit metrics will improve as the
company benefits from completed efficiency initiative and a focus
on debt reduction.
The rating could be upgraded if Silgan sustainably improves credit
metrics within the context of continued stability in the operating
and competitive environment. Specifically, the ratings could be
upgraded if debt to EBITDA improves to below 3.8 times, EBITDA to
interest expense improves to over 5.5 times, and/or funds from
operation to debt improves to over 18.0%.
Silgan's pro forma credit metrics are weakly positioned in the
rating category and a failure to execute on its operating and
integration plan and use its free cash flow accordingly to improve
credit metrics to a level commensurate with the rating category.
Additionally, continued acquisitions that alter the company's
business and operating profile or significant debt financed
acquisitions would result in further downgrades. The ratings could
also be downgraded if there is deterioration in the operating and
competitive environment. Specifically, the ratings could be
downgraded if adjusted debt to EBITDA remains above 4.2 times,
funds from operation to debt declines below 15.5%, and/or EBITDA to
interest expense declines to below 5.0 times.
The principal methodology used in these ratings was Packaging
Manufacturers: Metal, Glass, and Plastic Containers published in
September 2015.
Headquartered in Stamford, Connecticut, Silgan Holdings Inc.
(Silgan) is a manufacturer of metal and plastic consumer goods
packaging products including food cans, closures for food and
beverage products (both metal and plastic), and plastic containers
for the personal care, health care, shelf-stable food,
pharmaceutical, household and industrial chemicals industries. Pro
forma for the acquisition, consolidated net revenue for the 12
months ended December 2016 was approximately $4.2 billion.
Approximately 30% of the outstanding stock is owned by the two
founders of the company.
SOUTHERN SANDBLASTING: Voluntary Chapter 11 Case Summary
--------------------------------------------------------
Debtor: Southern Sandblasting & Coatings, Inc.
6942 FM 1960 E #188
Humble, TX 77346-2706
Case No.: 17-30823
Chapter 11 Petition Date: February 7, 2017
Court: United States Bankruptcy Court
Southern District of Texas (Houston)
Judge: Hon. Jeff Bohm
Debtor's Counsel: Hon. Reese W Baker
BAKER & ASSOCIATES
5151 Katy Freeway Ste 200
Houston, TX 77007
Tel: 713-869-9200
Fax: 713-869-9100
E-mail: courtdocs@bakerassociates.net
Estimated Assets: $500,000 to $1 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Ernest W. Watson, Jr., president.
The Debtor did not include a list of its largest unsecured
creditors when it filed the petition.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/txsb17-30823.pdf
STATE DRIVE-IN: Unsecureds to Get $312 Per Month for 68 Months
--------------------------------------------------------------
State Drive-In Cleaners, Inc., filed with the U.S. Bankruptcy Court
for the District of Connecticut a disclosure statement together
with its proposed plan of reorganization.
Class 4 under the plan consists of:
-- the unsecured portion of Sovereign Bank's claim in the amount
of $111,279.13;
-- the unsecured portion of Glen Thornhill's Claim in the amount
of $1800;
-- the unsecured claims of Evans Feldman & Ainsworth LLC in the
amount of $5,356.10;
-- Eversource in the amount of $941.69;
-- Petro Inc. in the amount of $23,999.75;
-- Anita Frigo in the amount of $30,000;
-- Baldwin Pearson in the amount of $1,100;
-- Bank of America in the amount of $24,000;
-- HiHO Oil Co. in the amount of $4799.52;
-- Lutz & Carr CPA in the amount of $162;
-- Minda Supply in the amount of $4737.34;
-- Pay USA in the amount of $3,640.62; and
-- Safety Kleen Systems Inc in the amount of $657.47.
General unsecured claims total $212,473.62.
This class will receive a pro-rata share of $312.46 per month for
68 months, which will result in not less than a 10% dividend on
said claims pro-rata.
The Debtor proposes to fund payment of the plan with ordinary
business income. The Debtor believes that moving forward the
income from business operations will be sufficient to provide
revenue to support a successful Plan of Reorganization as well as
afford the Debtor the ability to pay all other current expenses as
they may become due.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/ctb16-50502-69.pdf
State Drive-In Cleaners, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Conn. Case No. 16-50502) on April 12, 2016.
Thomas V. Battaglia Jr., Esq., at the Law Office of Thomas V.
Battaglia, Jr., serves as the Debtor's bankruptcy counsel.
STONE ENERGY: Auction of Appalachia Properties Nets $527 Million
----------------------------------------------------------------
Stone Energy Corporation on Feb. 8, 2017, announced the results of
the auction for the sale of all of its approximately 86,000 net
acres in the Appalachia regions of Pennsylvania and West Virginia,
including approximately 53,000 core net Marcellus acres and
drilling rights on approximately 44,000 net acres in the Utica, to
EQT Corporation, through its wholly-owned subsidiary EQT Production
Company ("EQT"), for a sales price of $527 million, subject to the
purchase price adjustments described below and approval by the
United States Bankruptcy Court for the Southern District of Texas
(the "Bankruptcy Court").
As previously disclosed, on Oct. 20, 2016, the Company entered into
a purchase and sale agreement (as amended on Dec. 9, 2016, the
"PSA") with TH Exploration III, LLC, an affiliate of Tug Hill, Inc.
("Tug Hill"). Pursuant to the terms of the PSA, Stone agreed to
sell the Properties to Tug Hill for $360 million in cash, subject
to customary purchase price adjustments. Stone entered into the
PSA in conjunction with previously announced comprehensive balance
sheet restructuring efforts that include the execution of a
restructuring support agreement, as amended, (the "A&R RSA"), to
support a restructuring on the terms of a pre-packaged plan of
reorganization as described therein (the "Plan").
On Dec. 14, 2016, Stone and its domestic subsidiaries filed
voluntary petitions under chapter 11 of title 11 of the United
States Code (the "Bankruptcy Code") in the Bankruptcy Court.
Pursuant to Bankruptcy Court orders dated Jan. 11, 2017 and Jan.
31, 2017, two additional bidders were allowed to participate in
competitive bidding on the Properties, with the Tug Hill PSA bid
serving as the stalking horse bid. On January 18, 2017, the
Bankruptcy Court approved certain bidding procedures (the "Bidding
Procedures") in connection with the sale of the Properties. In
accordance with the Bidding Procedures, on February 8, 2017, Stone
conducted an auction for the sale of the Properties and upon
conclusion selected the final bid submitted by EQT, with a final
purchase price of $527 million, subject to customary purchase price
adjustments, with an upward adjustment to the purchase price of up
to $16 million in an amount equal to certain downward adjustments
(the "Purchase Price"), as the prevailing bid (the "Prevailing
Purchaser"). A portion of the Purchase Price will be used to pay
the break-up fee and expense reimbursement in the PSA. Further, in
accordance with the Bidding Procedures, American Petroleum Partners
Operating, LLC, who submitted a bid including a final purchase
price of $526 million and otherwise on the same terms as the bid of
the Prevailing Purchaser, was selected as the back-up bidder (the
"Back-up Bidder"). The terms of the prevailing bid will be filed
as an exhibit to a Current Report on Form 8-K that the Company
expects to file in connection with the Sale Hearing, discussed
below.
The hearing to consider approval of the sale of the Properties to
the Prevailing Purchaser will be held on February 10, 2017 at 9:00
a.m. CST (the "Sale Hearing") in the Bankruptcy Court. The Company
expects to close the sale of the Properties by February 28, 2017,
subject to customary closing conditions and approval by the
Bankruptcy Court.
Chairman, President and Chief Executive Officer David H. Welch
stated, "With the successful conclusion of the auction, we are now
poised to move forward with our pre-packaged Plan, with Stone, its
noteholders and the bank group all in agreement on a plan of
action. This should allow Stone to emerge as a much stronger,
healthier company with significant debt reduction, a solid balance
sheet, and a focused portfolio of deep water producing assets and
near-term drilling opportunities.
I would like to acknowledge the enormous efforts of the Stone
employees, our Board of Directors, and, in particular, the
exemplary service of our board member David Lawrence, who agreed to
serve as the Special Liaison of the Independent Directors during
the months prior to filing. Dr. Lawrence is widely recognized for
his industry leadership and extensive global experience across the
energy business. His contributions have been invaluable."
Lead Director, Richard Pattarozzi, echoed Welch's comments and went
on to say, "The Board would like to express its thanks to David
Lawrence for having taken on this task in a challenging environment
and is grateful for his consistent delivery of excellent guidance
and sage advice throughout this process."
Latham & Watkins LLP is acting as lead counsel to the Debtors in
connection with the sale of the Properties and the bankruptcy
proceedings. Porter Hedges LLP is acting as the Debtors'
bankruptcy co-counsel. Tudor, Pickering, Holt & Co. is acting as
the Debtors' investment banker in connection with the sale of the
Properties. Lazard is acting as the Debtors' investment banker in
connection with the bankruptcy proceedings. Alvarez & Marsal North
America, LLC is acting as the Debtors' restructuring advisors.
Andrews Kurth Kenyon LLP is acting as counsel to the independent
directors of the board. Kirkland & Ellis LLP is acting as legal
counsel to EQT in connection with the acquisition of the
Properties.
About Stone Energy
Stone Energy Corp. is an independent oil and natural gas
exploration and production company headquartered in Lafayette,
Louisiana with additional offices in New Orleans, Houston and
Morgantown, West Virginia. Stone is engaged in the acquisition,
exploration, development and production of properties in the Gulf
of Mexico and Appalachian basins. Stone Energy had 247 employees
as of the bankruptcy filing.
Stone Energy Corp. and two affiliates sought Chapter 11 protection
(Bankr. S.D. Tex. Case Nos. 16-36390, 16-36391 and 16-36392) on
Dec. 14, 2016, to pursue a prepackaged plan of reorganization.
Judge Marvin Isgur is assigned to the cases.
The Debtors hired Latham & Watkins LLP as general counsel, Porter
Hedges LLP as local counsel; Vinson & Elkins LLP as special
counsel; Alvarez & Marsal North America, LLC as financial advisor;
Lazard Freres & Co. LLC, as investment banker; and Epiq Bankruptcy
Solutions, LLC as claims, noticing, solicitation and balloting
agent.
SUBURBAN PROPANE: Moody's Rates New $350MM Sr. Notes 'Ba3'
----------------------------------------------------------
Moody's Investors Service assigned a Ba3 rating to Suburban Propane
Partners, L.P.'s proposed $350 million senior notes due 2027.
Proceeds of the new notes will be used to tender for the existing
$346 million 7.375% senior notes due 2021, and pay transaction
related fees and expenses. All existing ratings, including the Ba2
Corporate Family Rating (CFR), are unchanged and the outlook
remains stable.
Assignments:
Issuer: Suburban Propane Partners, L.P.
-- NEW $350 million Senior Notes due 2027: Ba3, LGD4
To be withdrawn upon full redemption:
Issuer: Suburban Propane Partners, L.P.
-- EXISTING $346 million 7.375% Senior Notes due 2021: Ba3, LGD4
RATINGS RATIONALE
The new $350 million senior notes will have identical terms and
conditions as the existing 5.75% senior notes due 2025. The new
senior notes as well as the existing $525 million 5.5% senior notes
due 2024 and $250 million 5.75% senior notes due 2025 are each
rated Ba3 or one notch below the Ba2 CFR, reflecting their
effective subordination to the (unrated) secured $500 million
revolving credit facility due 2017 ($103.4 million outstanding as
of December 24, 2016).
The Ba2 CFR is supported by Suburban's significant scale and market
position in the propane industry, its strong track record of
successful cost reduction efforts, and management's historically
conservative financial policies. The rating is tempered by
characteristics of the propane sector, which include a high degree
of sensitivity to unpredictable external factors such as weather, a
trend of secularly declining volumes, the highly competitive and
fragmented nature of the sector, and growth opportunities that are
mostly limited to acquisitions as opposed to organic growth.
The stable outlook reflects Moody's expectations for leverage
approaching 4.5x or lower in 2017. The outlook does not incorporate
any debt funded acquisitions or debt funded distributions to common
unit holders.
An upgrade is unlikely in the near to medium term, however, Moody's
could consider an upgrade if debt/EBITDA approaches 2.5x, liquidity
remains good, and future acquisitions are both accretive to the
company's cash flow and mainly equity funded. The rating could be
downgraded if debt/EBITDA increases and is sustained above 5x or if
the cushion to the financial maintenance covenants deteriorates.
Higher leverage could be tolerated temporarily in the event of a
debt funded acquisition that materially improves Suburban's
business profile and if the company has a clear plan to bring
leverage below 4.5x in a reasonable timeframe.
Suburban, based in Whippany, NJ, is a master limited partnership
(MLP), which conducts operations through three primary business
segments: Propane (roughly 83% of revenues), Fuel Oil and Refined
Fuels (10%), and Natural Gas and Electricity (5%).
The principal methodology used in this rating was Global Midstream
Energy published in December 2010.
SUBURBAN PROPANE: S&P Rates New $350MM Sr. Unsecured Notes 'BB-'
----------------------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' issue-level rating
and '4' recovery rating to Suburban Propane Partners L.P.'s
proposed $350 million senior unsecured notes due 2027. The '4'
recovery rating indicates S&P's expectation of average (30% to 50%;
lower half of the range) recovery if a payment default occurs. The
partnership intends to use net proceeds of the offering to
refinance the 7.375% senior unsecured notes due 2021. Reported
outstanding debt is $1.23 billion as of Dec. 24, 2016.
Whippany, N.J.-based Suburban Propane Partners specializes in the
propane distribution business. S&P's corporate credit rating on
Suburban is 'BB-', and the outlook is stable.
Ratings list
Suburban Propane Partners L.P.
Corporate Credit Rating BB-/Stable/--
New Rating
Suburban Propane Partners L.P.
Suburban Energy Finance Corp.
$350 mil sr unsec nts due 2027 BB-
Recovery Rating 4L
SUNSHINE OILSANDS: Enters Into Long-Term Forbearance Agreements
---------------------------------------------------------------
The Board of Directors of Sunshine Oilsands Ltd. on Jan. 31, 2017,
announced the following:
Reference is made to the announcements of the Corporation dated
August 5, 2014, August 8, 2014 and February 5, 2016 (all Hong Kong
time) in relation to, among other things, the offering of US$200
million principal amount of senior secured notes (the "Notes").
Reference is also made to the announcements of the Corporation
dated August 1, 2016, August 12, 2016, August 17, 2016, August 29,
2016, September 1, 2016, September 12, 2016 and 31 October, 2016
(all Hong Kong time) in relation to, among other things, the
forbearance agreements the Corporation has entered into with the
holders of the Notes (the "Noteholders").
According to the long-term forbearance agreement in respect of the
Notes (the "Agreement"), the Corporation is required to make
payment of the coupon interest accruing on the Notes and repurchase
of US$22.5 million in principal amount of the Notes on February 1,
2017. As at the date of this announcement, the Corporation is
still in negotiation with the bondholders in relation to the
payment commitment. The Corporation will provide further updates
to the negotiation as necessary.
About Sunshine Oilsands Ltd.
Sunshine Oilsands Ltd. is a Calgary based public corporation listed
on the Hong Kong Stock Exchange since March 1, 2012. The
Corporation is focused on the development of its significant
holdings of oil sands leases in the Athabasca oil sands region of
Alberta, Canada. The Corporation owns interests in approximately
one million acres of oil sands and petroleum and natural gas leases
in the Athabasca region. The Corporation is currently focused on
executing milestone undertakings in the West Ells project area.
West Ells has an initial production target rate of 5,000 barrels
per day.
SUPREME CEILING: Seeks Approval for Use of Suntrust Bank Cash
-------------------------------------------------------------
Supreme Ceiling & Interiors, Inc., asks the U.S. Bankruptcy Court
for the Southern District of Florida for authorization to use
Suntrust Bank's cash collateral.
The Debtor owns and operates real property that is a warehouse for
its business at 5941 NW 176 Street, Unit 4, Miami, Florida.
Suntrust Bank has asserted a claim in the Debtor's case for
approximately $465,670, which is secured by a blanket lien on the
Debtor's assets and cash.
The Debtor relates that it needs to use cash collateral to fund the
necessary operating expenses of its business.
The Debtor tells the Court that the adequate protection provided to
Suntrust Bank includes the anticipated cash flow positive position
and the escrowing of taxes and insurance payments. The Debtor
further tells the Court that the continued operation of its
business will preserve its going concern value, enable the Debtor
to capitalize on that value through a reorganization strategy, and
ultimately facilitate the Debtor's ability to confirm a chapter 11
plan. The Debtor adds, however, that if it is not allowed to use
cash collateral, it will be unable to operate.
A full-text copy of the Debtor's Motion, dated Feb. 1, 2017, is
available at
http://bankrupt.com/misc/SupremeCeiling2017_1710506ram_40.pdf
Suntrust Bank can be reached at:
SUNTRUST BANK
2231 Indian River Blvd.
Vero Beach, FL 32960
About Supreme Ceiling & Interiors
Supreme Ceiling & Interiors, Inc., filed a Chapter 11 petition
(Bankr. S.D. Fla. Case No. 17-10506) on Jan. 17, 2017. The
petition was signed by its President, Herbert Williamson. The
Debtor is represented by Mitchell J. Nowack, Esq. at Nowack &
Olson, PLLC. At the time of filing, the Debtor estimated assets at
$100,000 to $500,000 and liabilities at $500,000 to $1 million.
TANNER COMPANIES: Hires Finley Group's Rudisill as CRO
------------------------------------------------------
Tanner Companies, LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of North Carolina to employ Elaine
T. Rudisill of The Finley Group, Inc., as their Chief Restructuring
Officer.
The Debtor requires Ms. Rudisill with the assistance of TGF to:
a. perform management services as the Debtor's chief
restructuring officer, with an emphasis on (i) bringing credibility
and objectivity to the restructuring process, (ii) driving and
creating stability to the restructuring process, and (iii) building
a consensus among the stakeholders about the direction of the
restructuring;
b. assist the Debtor on various short-term objectives,
including (i) meeting with the then current CRO regarding status of
the Debtor and arranging for a smooth transition, (ii) meeting with
management and other team members to discuss and promote the
positive aspects of change, (iii) reviewing and revising the
Debtor's cash flow projection model, (iv) evaluating and revising
the Debtor's then-current restructuring plan, and (v) meeting with
the Debtor's Board of Directors to discuss results and determine
path forward; and
c. assist the Debtor on various long-term objectives,
including (i) managing and directing the Debtor consistently with
overall strategic goals and restructuring initiatives,
(ii)directing and overseeing communications and / or negotiations
with outside constituents, stakeholders, governmental agencies, and
their respective representatives, (iii) working with the Debtor's
lenders related to the continued extension of existing credit
facilities, (iv) managing and directing the Debtor’s cash
receipts and disbursements systems, (v) managing and directing
overall business and financial plans, (vi) analyzing performance
improvement and cash enhancement opportunities, (vii) leading the
continued assessment of the organizational and operational
structure of the Debtor and implementing any necessary changes, and
(viii) assisting with such other matters as may be requested that
fall within TFG's expertise, as mutually agreed to by TFG.
TGF will be paid at these hourly rates:
Managing Directors $375
Directors $325
Managers $275
Associates $200
For these daily services, TFG has been compensated $160,767.88 as
of the Petition Date. Although TFG's engagement letter provides TFG
with a right to maintain a retainer, TFG is waiving that right at
this time.
Elaine T. Rudisill, managing director of The Finley Group, Inc.,
assured the Court that the firm is a "disinterested person" as the
term is defined in Section 101(14) of the Bankruptcy Code and does
not represent any interest adverse to the Debtor and its estates.
TGF may be reached at:
Elaine T. Rudisill
The Finley Group, Inc.
212 South Tryon Street, Suite 1050
Charlotte, NC 28202
Telephone: 704-375-7542
Cell: 704-576-1452
Email: elaine@finleygroup.com
About Tanner Companies, LLC
Tanner Companies, LLC filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.C. Case No. 17-40029) on January 27, 2017. Hon. Craig
J. Whitley presides over the case. Grier Furr & Crisp, PA
represents the Debtor as counsel.
The Debtor disclosed total assets of $4.30 million and total
liabilities of $18.12 million. The petition was signed by Elaine T.
Rudisill, chief restructuring officer.
TANNER COMPANIES: Hires Grier Furr & Crisp as Attorneys
-------------------------------------------------------
Tanner Companies, LLC seeks authorization from the U.S. Bankruptcy
Court for the Western District of North Carolina to employ Grier
Furr & Crisp, PA as attorneys for the Debtor.
The Debtor requires Grier to:
a. advise and consult with respect to the Debtor's powers and
duties as debtor-in-possession;
b. take all necessary action to protect and preserve the
Debtors estate, including the prosecution of actions on behalf of
the Debtor, the defense of any actions commenced against the
Debtor, negotiations concerning all litigation in which the Debtor
is involved, and the objection to claims filed against the Debtor's
estate;
c. prepare on behalf of the Debtor all necessary motions,
answers, orders, reports, and other legal papers in connection with
the administration of the Debtor's estate;
d. perform any and all other legal services for the Debtor in
connection with this Case and with the formulation and
implementation of the Debtor's plan of reorganization;
e. advise and assist the Debtor regarding all aspects of the
plan confirmation process, including, without limitation, securing
the approval of a disclosure statement by the Court and the
confirmation of the plan at the earliest possible date; and
f. provide legal advice and perform legal services regarding
other issues incidental or related to the foregoing.
Grier lawyers who will work on the Debtor's case and their hourly
rates are:
Joseph W. Grier, III, partner $550
A. Cotten Wright, partner $360
Anna S. Gorman, associate $340
Michael L. Martinez, associate $250
Grier professionals' hourly rates:
Partners $360-$550
Associates $225-$340
Paraprofessionals $165
Grier represented the Debtor pre-petition in preparing the Debtor's
petition for relief pursuant to chapter 11 and other related
pleadings and other documents. For that representation the Debtor
paid Grier the sum of $30,000.
Grier currently holds a retainer in the amount of $25,000.
Grier will also be reimbursed for reasonable out-of-pocket expenses
incurred.
Joseph W. Grier, III, Esq., member of the law firm of Grier Furr &
Crisp, PA, 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.
Grier may be reached at:
Joseph W. Grier, III, Esq.
Grier Furr & Crisp, PA
101 North Tryon Street, Suite 1240
Charlotte, NC
Phone: +1 704-375-3720
About Tanner Companies, LLC
Tanner Companies, LLC filed a Chapter 11 bankruptcy petition
(Bankr. W.D.N.C. Case No. 17-40029) on January 27, 2017. Hon. Craig
J. Whitley presides over the case. Grier Furr & Crisp, PA
represents the Debtor as counsel. The Debtor disclosed total
assets of $4.30 million and total liabilities of $18.12 million.
The petition was signed by Elaine T. Rudisill, chief restructuring
officer.
TAYLOR-WHARTON: Attorney Fees & Expenses Reimbursement OK'd
-----------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that the
U.S. Bankruptcy Court for the District of Delaware has approved the
final applications allowing the law firms and financial advisers
who worked on the Chapter 11 case of Taylor-Wharton International
LLC to be paid $4 million in fees and expenses.
Law360 relates that Reed Smith LLP, the Debtor's counsel, got the
biggest share of the fees and expenses and will receive $2.85
million for its work in October and November. Lowenstein Sandler
LLP, the counsel for the official committee of unsecured creditors,
will be paid over $1 million, Law360 states.
About Taylor-Wharton
Taylor-Wharton International LLC and Taylor-Wharton Cryogenics LLC
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Lead Case No.
15-12075) on Oct. 7, 2015. The petitions were signed by Thomas
Doherty as chief restructuring officer.
Cryogenics is a leading designer, engineer and manufacturer of
cryogenic equipment designed to transport and store liquefied
atmospheric and hydrocarbon gases. Cryogenics has a single United
States operation in Theodore, Alabama. Cryogenics is the direct or
indirect parent of several foreign non-debtor subsidiaries which
have manufacturing operations in China, Malaysia, Slovakia, and
warehousing operations in Germany and Australia.
The Debtors have engaged Reed Smith LLP as general bankruptcy
counsel, Nixon Peabody LLP as special counsel, Argus Management
Corporation as interim management services provider, Stifel,
Nicolaus & Company, Incorporated and Miller Buckfire & Company LLC
as investment banker and Logan & Company, Inc., as noticing and
claims agent. Argus Management Corporation is authorized to
provide interim management services, and designate Thomas Doherty
as chief restructuring officer.
Taylor-Wharton International LLC disclosed total assets of
$14,463,438 and total liabilities of $47,978,923. O'Neal Steel
Inc. is listed as the largest unsecured creditor holding a trade
claim of $788,815.
Judge Brendan Linehan Shannon is assigned to the case.
The Office of the U.S. Trustee appointed the Committee pursuant to
Section 1102(a)(1) of the Bankruptcy Code. The Committee is
comprised of three members: (a) Pension Benefit Guaranty
Corporation, (b) O'Neal Steel, Inc., and (c) Harsco Corporation. On
the same day, the Committee selected Lowenstein Sandler LLP and The
Rosner Law Group LLC to serve as its co-counsel and EisnerAmper LLP
to serve as its financial advisor in the Chapter 11 cases.
TEMPLE OF HOPE: Taps McDonald & Associates for Legal Advice
-----------------------------------------------------------
Temple of Hope Baptist Church, LLC seeks permission from the U.S.
Bankruptcy Court for the Northern District of Alabama, Southern
Division, to employ Gina H. McDonald, Esq. of McDonald &
Associates, LLC to:
a. Provide the Debtor legal advice with respect to its powers
and duties as Debtor-In-Possession in the continued management of
the Debtor's financial affairs.
b. Prepare on behalf of Debtor necessary schedules, lists,
applications, motions, answers, orders, and reorganization papers
as is or may be necessary.
c. Review all leases and other corporate papers and prepare
any necessary motions to assume unexpired leases or executory
contracts and assist in preparation of corporate authorizations and
resolutions regarding Chapter 11 case.
d. perform any and all other legal services for
Debtor-In-Possession as may be necessary to achieve confirmation of
Chapter 11 Plan of Reorganization.
Gina H. McDonald, Esq. will receive compensation of $250.00 per
hour for all work and services performed. All actual and necessary
expenses will be reimbursed subject to court approval.
McDonald & Associates received a retainer fee of 4,717.00 total
payment consisting of full Chapter 11 Filing Fee and $3,000.00
Chapter 11 attorney fee for Gina H. McDonald, Esq., all of which
was paid by Mr. Oliver L. Jones.
McDonald & Associates is a disinterested person as that term is
defined in Section 101(13) of the Bankruptcy Code.
The Firm can be reached through:
Gina H. McDonald, Esq.
MCDONALD & ASSOCIATES LLC
2057 Valleydale Road, Suite 202
Birmingham, AL 35244
Phone: 205-982-3325
Fax: 205-982-7070
About Temple of Hope Baptist Church, LLC
Temple of Hope Baptist Church is located at 3800 3rd Ave S in
Birmingham AL and has been in the business of Baptist Church since
1999. Bishop Oliver Jones and Pastor Kennetta Jones started the
church in 1999.
The Church sought Chapter 11 for protection (Bankr. N.D. Ala. Case
No. 17-00415-DSC11) in Alabama on February 1, 2017.
The Debtor tapped Frederick M. Garfield, Esq. --
fmg@spain-gillon.com -- at Spain & Gillon LLC as counsel.
TEMPLE OF HOPE: Taps Spain & Gillon as Counsel
----------------------------------------------
Temple of Hope Baptist Church, LLC seeks permission from the U.S.
Bankruptcy Court for the Northern District of Alabama, Southern
Division, to employ Frederick M. Garfield, Esq. of Spain & Gillon,
LLC as attorney.
Professional services to be rendered by Mr. Garfield are:
a. Provide the Debtor legal advice with respect to its powers
and duties as Debtor-In-Possession in the continued management of
Debtor's financial affairs.
b. Prepare on behalf of Debtor necessary schedules, lists,
applications, motions, answers, orders, and reorganization papers
as is or may be necessary.
c. Review all leases and other corporate papers and prepare
any necessary motions to assume unexpired leases or executory
contracts and assist in preparation of corporate authorizations and
resolutions regarding Chapter 11 case.
d. perform any and all other legal services for
Debtor-In-Possession as may be necessary to achieve confirmation of
Chapter 11 Plan of Reorganization.
Mr. Garfield will receive compensation of $250.00 per hour for all
work and services performed. All actual and necessary expenses will
be reimbursed subject to court approval.
Spain & Gillon received a retainer fee of $3,717.00 total payment
consisting of full Chapter 11 Filing Fee and $2,000.00 Chapter 11
attorney fee for Mr. Garfield, all of which was paid by Mr. Oliver
L. Jones.
Mr. Garfield is a disinterested person as that term is defined in
Section 101(13) of the Bankruptcy Code.
The Firm can be reached through:
Frederick M. Garfield, Esq.
SPAIN & GILLON, LLC
The Zinszer Building
2117 Second Avenue North
Birmingham, AL 35203
Phone: (205) 581-6259
Fax:(205) 324-8866
Email: fmg@spain-gillon.com
About Temple of Hope Baptist Church, LLC
Temple of Hope Baptist Church is located at 3800 3rd Ave S in
Birmingham AL and has been in the business of Baptist Church since
1999. Bishop Oliver Jones and Pastor Kennetta Jones started the
church in 1999.
The Church sought Chapter 11 for protection (Bankr. N.D. Ala. Case
No. 17-00415-DSC11) in Alabama on February 1, 2017.
The Debtor tapped Frederick M. Garfield, Esq. --
fmg@spain-gillon.com -- at Spain & Gillon LLC as counsel.
TO & FRO TRANSPORTATION: Seeks Approval to Use IRS Cash Collateral
------------------------------------------------------------------
To & Fro Transportation, Inc., sought the U.S. Bankruptcy Court for
the District of New Jersey's authorization to use the Internal
Revenue Service's cash collateral.
The Debtor operates its patient transport business from a single
location at 427 Walnut Street, Camden, New Jersey.
The United States, Department of Treasury/Internal Revenue Service,
has asserted a secured claim against the Debtor in the approximate
principal amount of $104,188 as of the Petition Date.
Rodney L. Bush-Rowland, President of To & Fro Transportation,
contends that the Debtor needs continued access to its accounts to
obtain funds in order to continue its operations as
Debtor-in-Possession. He further contends that the Debtor is
unable to obtain working capital from any other source.
Mr. Bush-Rowland tells the Court that the IRS has consented to the
Debtor's use of the cash collateral. He further tells the Court
that the Debtor proposes to grant the IRS a replacement lien on all
the Debtor's unencumbered postpetition assets, as well as monthly
payments in the amount of $2,000.
The Debtor's Motion is scheduled for hearing on Feb. 21, 2017 at
10:00 a.m. The deadline for the filing of objections is set on
Feb. 14, 2017.
A full-text copy of the Debtor's Notice, dated Feb. 1, 2017, is
available at http://bankrupt.com/misc/To&Fro2016_1630270jnp_34.pdf
A full-text copy of Rodney L. Bush-Rowland's Certification, dated
Feb. 1, 2017, is available at
http://bankrupt.com/misc/To&Fro2016_1630270jnp_34_1.pdf
About To & Fro Transportation
To & Fro Transportation, Inc., filed a chapter 11 petition (Bankr.
D.N.J. Case No. 16-30270) on Oct. 24, 2016. The petition was
signed by Rodney L. Bush-Rowland, president. The Debtor is
represented by Ira Deiches, Esq., at Deiches & Freschmann. The
Debtor estimated assets and liabilities at $100,001 to $500,000 at
the time of the filing.
TPP ACQUISITION: Unsecured Creditors' Recovery Unknown
------------------------------------------------------
TPP Acquisition, Inc., and the Official Committee of Unsecured
Creditors filed with the U.S. Bankruptcy Court for the Northern
District of Texas a first amended disclosure statement in support
of the Debtor's joint plan of liquidation.
Under the Plan, each holder of Class 5 - Allowed General Unsecured
Claims will receive a beneficial interest in the liquidation trust
that will entitle the holder to receive its pro rata share of any
cash distribution from the Liquidation Trust. For the avoidance of
doubt, holders of Allowed General Unsecured Claims will not receive
any distributions unless and until all allowed secured claims,
allowed administrative claims (including allowed professional fee
claims), allowed secured and priority tax claims and allowed
priority nontax claims have been paid in full as provided in the
Plan. The holder of an Allowed General Unsecured Claim may receive
other less favorable treatment as may be agreed to by such Holder
and the Liquidation Trustee. Estimated recovery for this class is
unknown.
The Disclosure Statement is available at:
http://bankrupt.com/misc/txnb16-33437-453.pdf
As reported by the Troubled Company Reporter on Jan. 24, 2017, the
Debtor and the Committee filed with the Court a disclosure
statement in support of the Debtor's joint plan of liquidation.
That plan provided that the Debtor's remaining assets, consisting
primarily of various causes of actions, will be transferred to the
Liquidation Trust. The Liquidation Trustee would oversee the
liquidation of the remaining assets, including the litigation of
causes of action transferred to the Liquidation Trust. The net
proceeds generated by the liquidation of all such assets will be
distributed to Creditors pursuant to the Plan.
About TPP Acquisition
TPP Acquisition, Inc., doing business as The Picture People, filed
a Chapter 11 petition (Bankr. N.D. Tex. Case No. 16-33437-hdh-11)
on Sept. 2, 2016. The Debtor is represented by Robert D.
Albergotti, Esq., Ian T. Peck, Esq., and Jarom J. Yates, Esq., at
Haynes and Boone, LLP.
The petition was signed by Stuart Noyes, chief restructuring
officer. The case is assigned to Judge Harlin DeWayne Hale. At
the time of filing, the Debtor estimated assets at $10 million to
$50 million and liabilities at $50 million to $100 million.
The Debtor's Restructuring Advisor is Winter Harbor LLC; the
Debtor's Investment Banker is SSG Advisors, LLC; and its Claims &
Noticing Agent is Kurtzman Carson Consultants LLC.
U.S. Trustee William T. Neary on Sept. 13, 2016, appointed nine
creditors to serve on the official committee of unsecured creditors
of TPP Acquisition, Inc. The committee members are: (1) W. B.
Mason Company, Inc.; (2) Identity Management Consultants, LLC; (3)
AAA Imaging Solutions; (4) Noritsu America Corporation; (5) Urban
Retail Properties, LLC; (6) GGP Limited Partnership; (7) MFA
Contemporary Atelier, Inc. dba Gemline Frame Company; (8) DFM Print
Pak; and (9) Simon Property Group, Inc.
The Committee is represented by Gruber Elrod Johansen Hail Shank
LLP.
TRUMP ENTERTAINMENT: Icahn to Sell Taj Mahal Casino
---------------------------------------------------
The American Bankruptcy Institute, citing Reuters, reported that
billionaire activist investor Carl Icahn said on Feb. 6, 2017, he
planned to sell his shuttered Trump Taj Mahal casino in Atlantic
City, New Jersey, after New Jersey Governor Chris Christie, a
Republican, vetoed a legislation that would disqualify individuals
who closed a casino since January 2016 from holding a gambling
license in the state for five years.
According to the report, citing the billionaire's Web site, Icahn,
a special adviser to U.S. President Donald Trump, the original
owner of the casino, will sell the Taj Mahal -- possibly at a loss
-- instead of investing the $100 million to $200 million it needs
to keep going.
The report noted that Icahn closed the 26-year-old Taj Mahal in
October 2016 after failing to reach a new contract with union
employees.
New Jersey legislators accused him of planning to close the casino
only briefly in order to reopen it shortly after with lower wages
and benefits for employees, and, in an attempt to prevent that, the
state's legislature last year passed that legislation that was
vetoed by the governor, the report related.
About Trump Entertainment Resorts
Trump Entertainment Resorts Inc., owner of the Atlantic City
Boardwalk casinos that bear the name of Donald Trump, returned to
Chapter 11 bankruptcy (Bankr. D. Del. Case No. 14-12103) on Sept.
9, 2014, with plans to shutter its casinos. TER and its
affiliated
debtors owned and operated two casino hotels located in Atlantic
City, New Jersey. At the time of the filing, TER said it would
close the Trump Taj Mahal Casino Resort by Sept. 16, 2014, and,
absent union concessions, the Trump Plaza Hotel and Casino by Nov.
13, 2104.
Judge Kevin Gross presides over the Chapter 11 cases. The Debtors
tapped Young, Conaway, Stargatt & Taylor, LLP, as counsel; Stroock
& Stroock & Lavan LLP, as co-counsel; Houlihan Lokey Capital,
Inc.,
as financial advisor; and Prime Clerk LLC, as noticing and claims
agent.
TER estimated $100 million to $500 million in assets as of the
bankruptcy filing. The Debtors as of Sept. 9, 2014, owed $285.6
million in principal plus accrued but unpaid interest of $6.6
million under a first lien debt issued under their 2010
bankruptcy-exit plan. The Debtors also had trade debt in the
amount of $13.5 million.
In March 2015, Judge Gross confirmed Trump Entertainment Resorts'
Third Amended Joint Plan of Reorganization and Disclosure
Statement
pursuant to Section 1129 of the Bankruptcy Code. The Plan
converted $292.3 million in debt owed to lenders affiliated with
Carl Icahn and Icahn Enterprises into 100% of newly issued common
stock in the reorganized company, while general unsecured
creditors
would get $3.5 million. The Disclosure Statement said general
unsecured creditors were estimated to recover 0.47% to 0.43% of
their total allowed claim amount.
Trump Entertainment Resorts, TCI 2 Holdings, LLC, and other
affiliates filed for Chapter 11 protection on Feb. 17, 2009
(Bankr.
D.N.J. Lead Case No. 09-13654). The Company tapped Charles A.
Stanziale, Jr., Esq., at McCarter & English, LLP, as lead counsel,
and Weil Gotshal & Manges as co-counsel. Ernst & Young LLP served
as the Company's auditor and accountant and Lazard Freres & Co.
LLC
was the financial advisor. Garden City Group was the claims
agent.
The Company disclosed assets of $2,055,555,000 and debts of
$1,737,726,000 as of Dec. 31, 2008.
Trump Hotels & Casino Resorts, Inc., filed for Chapter 11
protection on Nov. 21, 2004 (Bankr. D.N.J. Case No. 04-46898
through 04-46925). Trump Hotels obtained the Court's confirmation
of its Chapter 11 plan on April 5, 2005, and in May 2005, it
exited
from bankruptcy under the name Trump Entertainment Resorts Inc.
TSALECH HOLDINGS: Can Use Trident Realty Investment Cash
--------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Dallas
authorized tSalech Holdings, LLC, to use Trident Realty Investment,
LLC's cash collateral on an interim basis.
The Debtor claimed that an immediate and critical need exists for
the Debtor to obtain funds in order to continue the operation of
its business. Without such funds, the Debtor said it will not be
able to pay its direct operating expenses on its business in a
manner that will avoid irreparable harm to the Debtor's estate.
The Debtor's one-month Budget, provides for total expenses in the
amount of $11,916.
Trident Realty Investment was granted replacement liens and
security interests, co-extensive with their prepetition liens.
The Debtor is directed to make monthly payments to Trident Realty
Investment in the amount of $7,996.
The final hearing on the Debtor's Motion is scheduled on Feb. 27,
2017 at 1:30 p.m. The deadline for the filing of objections is set
on Feb. 20, 2017.
A full-text copy of the Interim Order, dated Feb. 1, 2017, is
available at
http://bankrupt.com/misc/TsalechHoldings2016_1634659sgj11_29.pdf
About tSalech Holdings, LLC
tSalech Holdings, LLC, based in Rowlett, Texas, filed a chapter 11
petition (Bankr. N.D. Tex. Case No. 16-34659. The petition was
signed by Jason Shaw, manager. The Debtor is represented by Joyce
W. Lindauer, Esq., at Joyce W. Lindauer Attorney, PLLC. The case
is assigned to Judge Stacey G. Jernigan. The Debtor estimated
assets and liabilities at $1 million to $10 million at the time of
the filing.
TURNING LEAF: Case Summary & 20 Largest Unsecured Creditors
-----------------------------------------------------------
Debtor: Turning Leaf Homes IV, LLC
1701 SE Oak Shore LN
Portland, OR 97267
Case No.: 17-30353
Chapter 11 Petition Date: February 6, 2017
Court: United States Bankruptcy Court
District of Oregon
Judge: Hon. Trish M Brown
Debtor's Counsel: Theodore J Piteo, Esq.
MICHAEL D. O'BRIEN & ASSOCIATES, P.C.
12909 SW 68th Pkwy, Suite 160
Portland, OR 97223
Tel: (503) 786-3800
E-mail: ted@pdxlegal.com
enc@pdxlegal.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Tracey Baron, manager.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/orb17-30353.pdf
UNCAS LLC: Unsecureds to Be Paid 10% Under Connect REO Plan
-----------------------------------------------------------
Connect REO, LLC, has filed a Chapter 11 plan of reorganization for
Uncas, LLC, which proposes to pay unsecured creditors 10% of their
claims.
The plan filed on Feb. 2 proposes to pay Class 5 general unsecured
creditors 10% of their claims over 10 years from Uncas' income.
Class 5 claims are impaired and general unsecured creditors are
entitled to vote to accept or reject the plan.
Under the plan, Uncas' real property located at 2A Owenoke Park,
Westport, Connecticut, will be listed for sale at its current
market value of $800,000. The property will be sold according to a
bidding process and Connect REO's Class 2 claim will be paid from
the net proceeds.
In case no qualified bid is received during the listing period, an
auction will be conducted where Connect REO will be allowed to make
a credit bid.
If no bid is made over and above the credit bid, Connect REO will
take title to the property upon court approval wherein the amount
of its total debt will be reduced by the credit bid, according to
its disclosure statement filed on Feb. 2 with the U.S. Bankruptcy
Court in Connecticut.
A copy of the disclosure statement is available for free at
https://is.gd/BYuLem
About Uncas LLC
Uncas, LLC owns real estate located at 2A Owenoke Park, Westport,
Connecticut. The property is a vacant piece of raw land.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Conn. Case No. 16-50849) on June 28, 2016. The
petition was signed by Michael F. Calise, member. At the time of
the filing, the Debtor estimated its assets and liabilities at $1
million to $10 million.
The Debtor is represented by Coan, Lewendon, Gulliver &
Miltenberger LLC.
UNITED ROAD: OK'd to Tap $12.5M of DIP Financing From Wells Fargo
-----------------------------------------------------------------
Matt Chiappardi, writing for Bankruptcy Law360, reports that the
Hon. Laurie Selber Silverstein of the U.S. Bankruptcy court for the
District of Delaware authorized United Road Towing, Inc., on
Tuesday to tap $12.5 million of the $35 million post-petition
financing package from Wells Fargo Bank NA.
Law360 relates that Judge Silverstein removed provisions that
granted the lender liability releases and credit bidding rights.
About United Road Towing
Headquartered in Mokena, Illinois, United Road Towing, Inc. -- dba
Good Buy Auto Auction, UR Vehicle Management Solutions, Quality
Towing, United Road Vehicle Management Solutions, and dba United
Road Towing-San Antonio -- and its affiliates provide towing,
recovery, impound, and vehicle management solutions services to
both the private and public sector. Through a portfolio of local
and regional brands operating across 10 different regions in eight
different states, the Debtors dispatch approximately 500,000 tows,
manage over 200,000 impounds and sell over 38,000 vehicles annually
across the U.S.
United Road Towing, Inc., filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 17-10249) on Feb. 6, 2017.
These affiliates filed separate Chapter 11 bankruptcy petitions on
the same day: URT Holdings, Inc. (Bankr. D. Del. Case No.
17-10250), City Towing, Inc. (Bankr. D. Del. Case No. 17-10251),
URS West, Inc. (Bankr. D. Del. Case No. 17-10252), Bill & Wag's,
Inc. (Bankr. D. Del. Case No. 17-10253), Export Enterprises of
Massachusetts, Inc. (Bankr. D. Del. Case No. 17-10254), Pat's
Towing, Inc. (Bankr. D. Del. Case No. 17-10255), Keystone Towing,
Inc. (Bankr. D. Del. Case No. 17-10256), Ross Baker Towing, Inc.
(Bankr. D. Del. Case No. 17-10257), URT Texas, Inc. (Bankr. D. Del.
Case No. 17-10258), Mart Caudle Corporation (Bankr. D. Del. Case
No. 17-10259), Signature Towing, Inc. (Bankr. D. Del. Case No.
17-10260), WHW Transport, Inc. (Bankr. D. Del. Case No. 17-10261),
URS Southeast, Inc. (Bankr. D. Del. Case No. 17-10262), URS
Northeast, Inc. (Bankr. D. Del. Case No. 17-10263), URS Southwest,
Inc. (Bankr. D. Del. Case No. 17-10264), Fast Towing, Inc. (Bankr.
D. Del. Case No. 17-10265), E&R Towing and Garage, Inc. (Bankr. D.
Del. Case No. 17-10266), Sunrise Towing, Inc. (Bankr. D. Del. Case
No. 17-10267), Ken Lehman Enterprises, Inc. (Bankr. D. Del. Case
No. 17-10268), United Road Towing of South Florida, Inc. (Bankr. D.
Del. Case No. 17-10269), Rapid Recovery Incorporated (Bankr. D.
Del. Case No. 17-10270), United Road Towing Services, Inc. (Bankr.
D. Del. Case No. 17-10271), Arri Brothers, Inc. (Bankr. D. Del.
Case No. 17-10272), Rancho Del Oro Companies, Inc. (Bankr. D. Del.
Case No. 17-10273), CSCBD, Inc. (Bankr. D. Del. Case No. 17-10274),
UR VMS, LLC (Bankr. D. Del. Case No. 17-10275), URS Leasing, Inc.
(Bankr. D. Del. Case No. 17-10276), and UR Vehicle Management
Solutions, Inc. (Bankr. D. Del. Case No. 17-10277).
The petitions were signed by Michael Mahar, chief financial
officer.
Judge Laurie Selber Silverstein presides over the case.
Daniel J. McGuire, Esq., Grace D. D'Arcy, Esq., and Carrie V.
Hardman, Esq., at Winston & Strawn LLP serve as Debtors' general
counsel.
M. Blake Cleary, Esq., Ryan M. Bartley, Esq., and Andrew Magaziner,
Esq., at Young Conaway Stargatt & Taylor, LLP, serve as the
Debtors' Delaware counsel.
Getzler Henrich & Associates LLC is the Debtors' financial
advisor.
SSG Advisors LLC is the Debtors' investment banker.
Rust Consulting/Omni Bankruptcy is the Debtors' noticing, claims
and balloting agent.
The Debtors estimated assets of between $10 million and $50 million
and debts of between $50 million and $100 million.
USA DISCOUNTERS: Needs Until March 17 to Solicit Plan Acceptances
-----------------------------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended the exclusive period during which
only USA Discounters, Ltd. and its affiliated debtors can solicit
acceptances of its Chapter 11 plan for additional two months
through and including March 17, 2017.
The Troubled Company Reporter had earlier reported that the Debtors
requested for an extension of their exclusive periods contending
that they had filed a Joint Chapter 11 Plan of Liquidation and
Disclosure Statement on November 21, 2016, which was recently
approved by the Court. The Confirmation Hearing had been set for
February 27, 2017.
The Debtors told the Court that they were only seeking an extension
of the Solicitation Period out of an abundance of caution to ensure
sufficient time to successfully pursue confirmation. The Debtors
also told the Court that the requested extension was reasonably
limited insofar as it provides a window in which the Plan could be
confirmed by the Court at or after the February 27 Confirmation
Hearing and then go effective before the Solicitation Period would
potentially lapse.
In addition, the Debtors related that the final cash collateral
order imposes a deadline for them to confirm a chapter 11 plan
acceptable to the prepetition secured lenders, and that the
Prepetition Agent agreed to extend that deadline through and
including March 1, 2017.
About USA Discounters Ltd.
USA Discounters, Ltd. was founded in May 1991 in the City of
Norfolk, Virginia, under the name USA Furniture Discounters, Ltd.
It sold goods through two groups of stores -- one group of
specialty retail stores operating under the "USA Living" brand,
typically in standalone locations, and seven additional retail
stores operating under the "Fletcher's Jewelers" brand, typically
in major shopping malls.
USA Discounters, Ltd., and two affiliates sought Chapter 11
bankruptcy protection (Bankr. D. Del. Lead Case No. 15-11755) on
Aug. 24, 2015, to wind down the business. The Debtors tapped
Pachulski Stang Ziehl & Jones LLP and Klee, Tuchin, Bogdanoff &
Stern LLP as attorneys, and Kurtzman Carson Consultants, LLC, as
claims and noticing agent. USA Discounters Ltd. disclosed total
assets of $97,490,455 plus an undetermined amount and total
liabilities of $63,011,206 plus an undetermined amount.
The official committee of unsecured creditors is represented by
Kelly Drye & Warren LLP as lead counsel, Khler Harrison Harvey
Branzburg LLP as its Delaware co-counsel. FTI Consulting, Inc.,
serves as its financial advisor.
VC GB: Moody's Affirms 'B2' CFR & Rates 1st Lien Loan 'B1'
----------------------------------------------------------
Moody's Investors Service affirmed VC GB Holdings, Inc.'s B2
Corporate Family Rating ("CFR") and B2-PD Probability of Default
Rating ("PDR"). In the same rating action, Moody's assigned a B1
rating to the company's proposed $490 million first lien senior
secured term loan due 2024 and a Caa1 rating to its proposed $160
million second lien senior secured term loan due 2025. The rating
outlook is stable. VC GB Holdings, Inc. is formerly known as
Generation Brands Holdings, Inc.
In January 2017, AEA Investors LP (the sponsor) has entered into a
definitive agreement to acquire Visual Comfort & Co. ("Visual
Comfort") for $630 million alongside its existing investment in
Generation Brands. Visual Comfort is a decorative lighting company
focusing on a premium-priced designer product with annual revenues
of over $200 million. The combination of Generation Brands and
Visual Comfort will create a decorative lighting company with $500
million in annual revenues. The transaction will be financed with
proposed $490 million first lien term loan due 2024, proposed $160
million second lien term loan due 2025, $10 million of borrowings
under a new $85 million ABL revolving credit facility expiring in
2022, as well as the additional $147 million of equity contribution
from AEA Investors LP, and cash from the balance sheet. Existing
$180 million first lien term loan due 2022 and $80 million second
lien term loan due 2022 will be repaid with the proceeds of this
transaction.
The transaction results in a significant increase in debt in order
to finance a transformative acquisition, which presents integration
risks, as well as risks related to any potential strategy changes
of a combined company, however, improves the company's business
profile, including nearly doubling of its revenue. Moody's-adjusted
debt to EBITDA leverage rises to about 6.1x pro forma for the
transaction from 4.9x estimated at December 31, 2016. The
affirmation of VC GB Holdings, Inc.'s B2 CFR reflects Moody's
expectations for continued revenue and earnings growth, supported
by favorable conditions in residential and repair & remodeling
markets, to result in the company's de-leveraging towards 5.0x over
the next 12 to 18 months. The combined company will benefit from
the increased scale, additional brands and product price points,
improved end market diversification, and higher overall operating
margins. Additionally, the rating is supported by Moody's
expectations of solid free cash flow generation characteristics,
pro forma EBITA to interest coverage of 2.3x, which is in line with
the rating category, and the additional flexibility from the
perspective of liquidity provided by the elimination of financial
maintenance covenants.
The following rating actions were taken:
Issuer: VC GB Holdings, Inc.:
Corporate Family Rating, affirmed at B2;
Probability of Default Rating, affirmed at B2-PD;
Proposed $490 million first lien term loan due 2024, assigned a B1
(LGD3) rating;
Proposed $160 million second lien term loan due 2025, assigned a
Caa1 (LGD5) rating;
The rating outlook is stable.
The existing ratings on the company's $180 million first lien term
loan due 2022 and $80 million second lien term loan due 2022 have
not been changed and will be withdrawn upon closing of the
transaction.
All ratings are subject to the execution of the transaction as
currently proposed and Moody's review of final documentation. The
instrument ratings are subject to change if the proposed capital
structure is modified.
RATINGS RATIONALE
The B2 CFR reflects the company's high debt leverage, the highly
competitive nature of the lighting industry, and the cyclicality of
the residential and commercial end markets served. The rating also
reflects the company's aggressive financial policies in its
willingness to increase leverage, and acquisition integration
risks, as well as risks related to any potential future changes in
philosophy and product strategy of the combined company.
Additionally, the rating incorporates long-term risks associated
with potential shareholder-friendly activities given the private
equity ownership. Notwithstanding these concerns, the rating is
supported by VC GB Holdings, Inc.'s positive operating trends and
Moody's expectations that favorable residential and commercial
market conditions and new product introductions will drive modest
revenue and earnings growth for the company and, along with cost
savings efforts, will contribute to improvement in its credit
metrics. The rating also incorporates the company's good EBITDA
margins, which are further enhanced by the acquisition; nearly 2x
increased revenue size and scale, although it remains modest
compared to rated consumer durable peers; improved end market
diversification towards a higher percentage of more stable repair &
remodeling segment; solid position in the niche and fragmented
lighting markets; and a good liquidity profile, supported by
Moody's expectations of positive free cash flow generation and an
expanded ABL revolving credit facility (unrated).
The stable rating outlook reflects Moody's expectations that over
the next 12 to 18 months the company will demonstrate revenue and
earnings growth and will de-lever towards 5.0x debt to EBITDA,
while maintaining good liquidity and successfully integrating the
transformative acquisition.
VC GB Holdings, Inc. has a good liquidity profile, supported by
Moody's expectations that the company will maintain ample
availability under its $85 million ABL credit facility, the
flexibility provided by the springing financial covenant in the
proposed credit agreement, extended debt maturity profile, and
Moody's expectations of positive free cash flow generation.
However, liquidity is constrained by potential volatility of cash
flows due to working capital needs and new product introductions.
Although not expected in the intermediate term, the ratings could
be considered for an upgrade if the company reduces its leverage
sustainably below 3.5x, increases interest coverage above 3.0x, and
further improves its size and scale. Maintenance of conservative
financial policies and a good liquidity profile would also be
required for a higher rating.
The ratings could be downgraded if operating performance were to
weaken through revenue or earnings declines, if leverage does not
decline towards 5.0x over the next 12 to 18 months, or if interest
coverage weakens below 2.0x. A liquidity deterioration, including
negative free cash flow generation or acquisition integration
challenges, could also result in a negative rating pressure.
The principal methodology used in these ratings was "Consumer
Durables Industry" published in September 2014.
VC GB Holdings, Inc., headquartered in Skokie, IL and Houston, TX,
is a designer and manufacturer of decorative and functional
lighting fixtures and ceiling fans under the brands of Tech
Lighting, LBL, Visual Comfort, Feiss, Sea Gull, Ambiance and Monte
Carlo. The company's customer base includes lighting showrooms,
which serve primarily the home remodeling market, and electrical
distributors, which sell to the homebuilding and commercial
markets, as well as interior designers. The company was acquired by
AEA Investors, LP in June 2016. In 2016, VC GB Holdings, Inc.
generated approximately $500 million in pro forma revenues.
VC GB: S&P Affirms 'B' CCR Following Visual Comfort Acquisition
---------------------------------------------------------------
S&P Global Ratings said that it affirmed its 'B' corporate credit
rating on Skokie, Ill.-based VC GB Holdings Inc. (formerly known as
Generation Brands Holdings Inc.). The outlook is stable.
AEA Investors L.P. is acquiring Texas-based lighting company Visual
Comfort & Co. for $630 million alongside its existing investment in
Generation Brands Holdings Inc. Following the transaction, the
issuer name will be changed to VC GB Holdings Inc., which is also
the borrower of the proposed credit facilities.
At the same time, S&P assigned a 'B' issue-level rating to the
company's proposed $490 million senior secured first-lien term loan
maturing in 2024 and a '3' recovery rating, indicating S&P's
expectation for meaningful recovery (50%-70%, lower half of the
range) in the event of a payment default. S&P also assigned a
'CCC+' issue-level rating to the company's proposed $160 million
senior secured second-lien term loan maturing in 2025 and a '6'
recovery rating, indicating S&P's expectation for negligible
recovery (0%-10%) in the event of a payment default.
The company expects to use proceeds from the debt offering along
with about $147 million of common equity contributed by AEA
Investors LP to fund the acquisition of Visual Comfort. S&P
estimates the company will have $695 million of adjusted debt at
close.
All ratings are based on preliminary terms and are subject to
review upon receipt of final documentation. S&P will withdraw its
existing issue-level and recovery ratings at the close of the
transaction.
The rating affirmation reflects leverage of about 6x at transaction
close as compared to about 5x estimated for the year ended Dec. 31,
2016. The cash flow contribution from the transformational Visual
Comfort & Co. acquisition, in addition to the carry-forward of the
legacy Generation Brands net operating losses, will allow for
significantly higher free cash flow that can be used towards debt
prepayment. While S&P expects the company to delever over the next
few quarters, it believes leverage will remain above 5x at fiscal
year-end 2017. S&P believes its financial sponsor majority owner
will largely shape the company's financial policies, which is
likely to prevent the company from permanently reducing leverage to
levels commensurate with a better financial risk profile assessment
over the next 12 months. S&P also believes the company could
continue to make acquisitions to increase its scale in the highly
fragmented lighting industry.
"The stable outlook reflects our expectation for positive trends in
the U.S. housing market and residential remodeling trends leading
to pro forma revenue growth of mid-to-high single digits in 2017
and 2018. We expect debt to EBITDA at close to be near 6x and to
be managed above 5x over the next 12 months," said S&P Global
Ratings credit analyst Stephanie Harter.
S&P could lower the ratings if the U.S. housing market deteriorates
and consumer demand for the company's products declines, or if
competition increases, leading to declining revenues and EBITDA
contraction to the low-teens area. S&P would also consider a lower
rating if a sizeable debt-funded acquisition or
shareholder-friendly transaction occurred, whereby debt to EBITDA
were to increase to over 7x or the company sustained negative free
operating cash flow.
While unlikely in the next 12 months, S&P could raise the ratings
if the company's owners demonstrate a more conservative financial
policy that would support leverage to be sustained below 5x. This
could occur if the company does not make large debt-financed
acquisitions or dividends and applies excess cash flow beyond S&P's
expectation to debt reduction.
VIRGIN ISLANDS WAPA: Fitch Lowers Sr. & Sub. Lien Bonds to 'CCC'
----------------------------------------------------------------
Fitch Ratings has downgraded the ratings on the following U.S.
Virgin Islands (USVI) Water and Power Authority (WAPA) revenue
bonds:
-- $118,850,000 electric system revenue bonds, series 2012A,
2010A, 2010B, 2010C, 2003 to 'CCC' from 'B+';
-- $96,800,000 electric system subordinated revenue bonds, series
2007A, 2012B, 2012C to 'CCC' from 'B'.
The Rating Outlook remains Negative.
SECURITY
The electric system revenue bonds are secured by a pledge of net
electric revenues and certain other funds established under the
bond resolution. The electric system subordinated revenue bonds are
secured by a pledge of net revenues that are subordinate to the
pledge securing the electric system revenue bonds. A default on the
subordinate lien bonds does not trigger a cross default on the
senior revenue bonds.
Outstanding senior and subordinate lien bonds are also secured by
cash funded debt service funds and fully debt service reserve
funds. Combined, the funds had a total balance of approximately
$36.4 million at the close of fiscal 2015 (the latest information
available), equal to approximately 1.6x the scheduled annual debt
service obligation due in fiscal 2018.
KEY RATING DRIVERS
INCREASED RISK OF DEFAULT: The rating downgrade reflects the
heightened credit risk as a consequence of WAPA's continued
inability to gain regulatory approval of rate relief needed to
address its exceptionally weak cash flow and liquidity. A rate
increase that was authorized in January 2017 but then subsequently
rescinded by the Virgin Islands Public Service Commission (PSC)
evidences an unsupportive relationship that compounds the
authority's consistently low unrestricted cash reserves (estimated
at five days of cash on hand), exceptionally high government
receivables and fully depleted borrowing capacity under its lines
of credit.
LIQUIDITY CHALLENGES REMAIN: The Negative Outlook reflects Fitch's
concern that WAPA's capacity for timely repayment of outstanding
service obligations remains challenged. Exacerbating WAPA's
operating pressures is a lawsuit initiated in 2015 by the
authority's former fuel supplier alleging failure to pay almost $25
million in fuel delivery charges. Moreover, Fitch does not believe
any meaningful progress towards reducing receivables attributable
the USVI government (Issuer Default Rating 'B'/Rating Watch
Negative) is likely given the significant financial and economic
pressures confronting the USVI.
CHALLENGED SERVICE TERRITORY: The authority serves a geographically
and economically challenged territory largely dependent on tourism
and government employment. Strains related to the USVI's narrow
economy are compounded by the authority's exceptionally high
electric rates, declining sales, and per capita personal income
levels that approximate just half of the U.S. average.
RATING SENSITIVITIES
EVIDENCE OF RESTRUCTURING OR DEFAULT: Any evidence that a
restructuring of, or default on, outstanding debt of the U.S.
Virgin Islands Water and Power Authority (WAPA) is probable,
including the passage of enabling legislation or an inability to
meet near-term liquidity demands, could result in further negative
rating action.
NEGOTIATED RESOLUTION TO LIQUIDITY CHALLENGES: Any negotiated
resolution to the near term liquidity challenges facing WAPA,
including long-term rate relief, reinstatement of bank borrowing
capacity or repayment of overdue governmental receivables would be
evaluated for commercial reasonableness and sustainability, and
could lead to consideration of a higher rating.
CREDIT PROFILE
STRAINED RELATIONSHIP WITH PSC - RATE RELIEF IN QUESTION
The authority was finally granted an interim rate increase of
roughly 18% (for residential users) on Jan. 12, 2017 after having
rate cases for WAPA's electric and water utilities that would have
taken effect at the start of fiscal 2016 initially denied by the
PSC in June 2016. The rate increase was scheduled to take effect on
Feb. 1, 2017, seven months into the current fiscal year and almost
a full year beyond when the initial request for rate relief was
made to the PSC. Authority officials estimated the higher rates
would yield approximately $14.5 million annually (according to news
accounts) needed to stabilize WAPA's financial position, provide
funding for operating and capital investment needs including new
generation, and avoid technical defaults on bond covenants.
Just two weeks later, the PSC rescinded the interim rate increase.
In response, WAPA stated publicly that the PSC action was taken
without notice to the authority, that the PSC exceeded its
authority and that it would move forward with implementing the
higher rates. Even with the rate increase implemented, Fitch
believes the highly strained relationship with the PSC is likely to
further impede WAPA's ability to recover costs and restore
liquidity to a sufficient level.
WESTMORELAND COAL: Mangrove Partners Has 8.69% Stake as of Dec. 31
------------------------------------------------------------------
In an amended Schedule 13G filed with the Securities and Exchange
Commission, The Mangrove Partners Master Fund, Ltd., The Mangrove
Partners Fund, L.P., The Mangrove Partners Fund (Cayman), Ltd.,
Mangrove Partners, Mangrove Capital and Nathaniel August disclosed
that as of Dec. 31, 2016, they beneficially own 1,613,967 shares of
common stock of Westmoreland Coal Company representing 8.69 percent
of the shares outstanding.
The principal business office of each of the US Feeder, Mangrove
Partners, Mangrove Capital and Nathaniel August is 645 Madison
Avenue, 14th Floor, New York, New York 10022.
The principal business address of each of the Cayman Feeder and the
Master Fund is c/o Maples Corporate Services, Ltd., PO Box 309,
Ugland House, South Church Street, George Town, Grand Cayman,
Cayman Islands KY1-1104.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/LCUusx
About Westmoreland Coal
Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE
AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest
independent coal company in the United States. The Company's coal
operations include coal mining in the Powder River Basin in
Montana and lignite mining operations in Montana, North Dakota and
Texas. Its power operations include ownership of the two-unit
ROVA coal-fired power plant in North Carolina.
Westmoreland reported a net loss applicable to common shareholders
of $203 million on $1.41 billion of revenues for the year ended
Dec. 31, 2015, compared to a net loss applicable to common
shareholders of $173 million on $1.11 billion of revenues for
the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Westmoreland Coal had $1.71 billion in total
assets, $2.30 billion in total liabilities and a total deficit of
$581.2 million.
* * *
Moody's Investors Service at the end of February 2016 downgraded
the ratings of Westmoreland, including its corporate family rating
to 'Caa1' from 'B3'.
Standard & Poor's Ratings Services in March 2016 affirmed its 'B'
corporate credit rating on Westmoreland and revised the rating
outlook to "negative" from "stable". "The negative outlook
reflects weaker-than-expected liquidity as a result of a
combination of exposure to a lower price environment and
difficult-to-secure favorable new volume commitments," said
Standard & Poor's credit analyst Vania Dimova.
WET SEAL: Court OKs Plans on Shutdown Sales & Closing of Stores
---------------------------------------------------------------
Jeff Montgomery, writing for Bankruptcy Law360, reports that the
U.S. Bankruptcy Court for the District of Delaware has approved The
Wet Seal LLC's plans that include shutdown sales and the closing of
all stores by the end of February. Law360 says that the Debtor
secured the early approvals for a fast-tracked Chapter 11
liquidation Friday.
About The Wet Seal
The Wet Seal, LLC, and its affiliates are a national multi-channel
specialty retailer selling fashion apparel and accessory items
designed for female customers aged 18 to 24 years old. They are
currently comprised of two primary units: the retail store business
and an e-commerce business. Through their retail store business,
they operate approximately 142 retail locations in 37 states,
principally in lease-based mall locations. They also have
historically sold gift cards, which business has been primarily
operated through The Wet Seal Gift Card, LLC.
The Wet Seal, LLC, also known as The Wet Seal (2015), LLC, sought
Chapter 11 protection (Bankr. D. Del. Case No. 17-10229) on Feb. 2,
2017. The case is assigned to Judge Christopher S. Sontchi.
The Debtor tapped Robert S. Brady, Esq., Michael R. Nestor, Esq.,
Jaime Luton Chapman, Esq., Andrew L. Magaziner, Esq., of the Young
Conaway Stargatt & Taylor, LLP as counsel.
The Debtor estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The petitions were signed by Judd P. Tirnauer, executive vice
president and chief financial officer.
WHITE MOUNTAIN: Executives Resign; Defaults on Loan Agreement
-------------------------------------------------------------
White Mountain Titanium Corporation, by the disinterested members
of its Board of Directors, reports that in order to further cut
overhead costs, the Company is filing a Form 15 with the Securities
and Exchange Commission to terminate its reporting obligations with
the Commission under the Exchange Act. As a result, management
anticipates that the quotation for the Company's common stock will
be removed from the OTCQB platform but will remain on the OTC Pink
platform. Management intends to continue to provide information on
the OTC Markets website on a periodic basis.
Management Changes:
There have been several recent changes of management within the
Company. Andrew G. Sloop has resigned from all of his offices with
the Company (i.e., Interim CEO, director, and non-executive
Chairman). In addition, Bobby Cooper resigned as a Director, and
Eric Gan, the Company's Chief Financial Officer, has also resigned
from his office effective immediately following the filing of the
Form 15 with the Commission. Further, pursuant to its voting
rights as the holder of the Company's Series A Preferred Stock,
NEXO WMTM Holdings, LLC, also the Company's only major creditor
(the "Lender"), has appointed Joshua T. Tandy as its
receiver-appointee to serve as a director and non-executive
Chairman of the Company during the workout period discussed below.
On December 30, 2016, as the Company's $2,000,000 note holder, the
Lender and NEXO Water Ventures, LLC, the holder of the development
rights to the desalination plant (the "Developer") for the Cerro
Blanco mining project (the "Mining Project") delivered to the
Company a notice of default (the "Default Notice") under the terms
of the Company's Loan Agreement dated March 16, 2016, as amended,
with the Lender. Following the inability of the Company and the
Lender to reach a mutually agreeable workout solution and upon the
expiration of the timeline within the Default Notice, on February
3, 2017, the Lender triggered an increase in the interest rate to
25% and accelerated the immediate repayment of the $2,000,000 loan
pursuant to the terms of the Loan Agreement. The parties are now
in the final stages of good faith negotiations to reach a binding
workout solution whereby the Developer obtains all of the Material
Permits, easements, and other necessary Appurtenant rights to
independently develop the desalination plant pursuant to the Loan
Agreement and in exchange for the elimination of the $2,000,000
debt and the Mining Project's ability to obtain water from the
Developer. The disinterested members of the Board of Directors
continue to review the Company's options in regard to the Default
Notice, future funding, and further operations of the Company,
including seeking interim funds.
Headquartered in Las Condes, Chile, White Mountain Titanium
Corporation -- http://www.wmtcorp.com-- is a mineral exploration
company. The Company is engaged in the search for mineral deposits
or reserves. Its principal business is to explore for and develop
natural rutile deposits on its Cerro Blanco mining concessions.
The Company holds mining concessions covering approximately two
rutile properties located in the Atacama region (Region III) of
northern Chile, which include Cerro Blanco and the La Martina. The
Cerro Blanco project is the Company's principal project. It has
identified approximately nine natural rutile prospects designated
as the Las Carolinas, La Cantera, Eli, Chascones, Hororio's Creek,
Hippo Ear, Quartz Creek, Algodon and Bono prospects. The Company
holds over 40 registered mining exploitation concessions and
approximately 36 exploration concessions over an area of
approximately 17,040 hectares. La Martina consists of
approximately six registered exploration concessions, covering an
area of approximately 1,290 hectares.
ZWO ENTERPRISES: Hires Grafstein & Arcaro as Attorney
-----------------------------------------------------
ZWO Enterprises, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Connecticut to employ Grafstein & Arcaro,
LLC as attorney for the Debtor in Possession.
The Debtor requires Grafstein & Arcaro to:
a. advice with respect to the powers and duties of the Debtor
within the Chapter 11 Proceeding;
b. represent the Debtor before the Bankruptcy Court at all
hearings, and in all matters pertaining to its affairs as
Debtors-in-Possession;
c. advise and assist the Debtor in the preparation of a
disclosure statement and plan of reorganization;
d. prepare all necessary and desirable applications,
statements, schedules, answers, orders, reports, documents, and
other legal papers; and
e. perform other legal services for the Debtor which may be
desirable or necessary herein.
Grafstein & Arcaro will be paid at these hourly rates:
Attorneys $300
Paralegals $100
Grafstein & Arcaro received retainer in the amount of $8,283.
Grafstein & Arcaro will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Gregory F. Arcaro, Esq., of Grafstein & Arcaro, LLC, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estates.
Grafstein & Arcaro may be reached at:
Gregory F. Arcaro, Esq.
Grafstein & Arcaro, LLC
10 Melrose Drive
Farmington, CT 06032
Tel: (860)674-8003
Fax: (860)676-9186
E-mail: garcaro@gratsteinlaw.com
About ZWO Enterprises, LLC
ZWO Enterprises, LLC filed a Chapter 11 bankruptcy petition (Bankr.
D.CT. Case No. 17-20101) on January 27, 2017. Hon. James J.
Tancredi presides over the case. Grafstein & Arcaro, LLC
represents the Debtor as counsel. The Debtor disclosed total
assets of $760,132 and total liabilities of $1.22 million. The
petition was signed by Robert Zwolinski, member.
[*] AlixPartners Announces 24 Promotions to Managing Director
-------------------------------------------------------------
AlixPartners, the global business advisory firm, on Feb. 7, 2017,
announced 24 promotions to Managing Director.
Simon Freakley, Chief Executive Officer at AlixPartners, said: "I
am delighted to announce the promotion of 24 of our high performing
Directors to Managing Directors of the firm. They personify our
core values through their professionalism, dedication and
leadership in their work, both with clients and with colleagues.
As a group, they exemplify our firm's unique ability to deliver and
implement high impact solutions for our clients quickly, across
geographies, industries and service offerings."
All promotions are listed below, by city:
Boston
Apratim Sarkar has more than 20 years of consulting and industry
experience, with a particular focus on procurement transformation,
strategic sourcing, product design and value engineering, and
operational cost improvement in the retail and consumer packaged
goods sectors across North America. Prior to AlixPartners, he was
an associate principal at McKinsey & Company, where he coordinated
the North American consumer packaged goods procurement practice.
Mr. Apratim's hands-on experience includes serving in a virtual
chief procurement officer role at a retail client under
bankruptcy/restructuring and in product design and development at
Oracle. Mr. Apratim has an MBA from the Wharton School at the
University of Pennsylvania.
Greg Sward helps large companies drive profitability and go to
market, primarily in the technology and related services
industries. He has directly led growth and broad cost
transformations, both directly at companies and in private-equity
portfolio environments. With almost 25 years of experience,
Mr. Sward brings a balance of consulting and operating knowledge to
benefit his clients. In addition to many years in consulting
roles, Mr. Sward has held operating roles in sales, product
marketing, product management, strategy, and as general manager.
His revenue and profit-and-loss-ownership experience has been in
higher-growth environments starting from zero, and in businesses
with annual revenues of more than $500 million. He has an MBA in
general management from Harvard Business School.
Chicago
Andrew Csicsila has over 22 years of consulting and industry
experience, and works at the top level of organizations to help
executives to create a competitive advantage through world-class
operations. Since joining AlixPartners in 2009, Mr. Csicsila has
worked extensively with global consumer products and private equity
clients on a variety of strategic and operational topics. He has
also worked with automotive and diversified manufacturing companies
and has expertise in manufacturing strategy, supply chain
management, strategic due-diligence, and profit improvement. Mr.
Csicsila has an MBA with distinction from the University of
Michigan's Ross School of Business.
David Willetts works with manufacturers in consumer products
industries, particularly packaging and food & beverage
manufacturers, to rapidly drive EBITDA growth. His 15 years of
executive experience in industry and private equity help him
provide pragmatic solutions for clients who want to quickly achieve
sustainable change. Mr. Willetts specializes in driving cost
efficiencies, improving customer and product profitability,
optimizing factory networks, and building digital information
solutions for clients. Prior to AlixPartners, Mr. Willetts has
held progressive senior executive roles, including CFO, CRO, GM,
and CEO in both Fortune 100 and private equity settings.
Houston
Robert Albergotti is an experienced finance executive with more
than 15 years of experience working with senior management teams,
attorneys, creditors, and private-equity sponsors at all levels to
identify process improvements, spot business trends, assist in
complex financial restructurings, and take advantage of financial
opportunities. In addition to his core focus on North
America-based companies, he has extensive operating experience in
Europe, Latin America and Asia negotiating the complexities of
cross-border restructurings and developing and implementing complex
restructuring solutions to maximize value through internal
reorganizations, asset dispositions, divisional shutdowns, and
Chapter 11 restructurings. Mr. Albergotti has served as a chief
restructuring officer and as a restructuring advisor to both
debtors and creditors. Prior to AlixPartners, Mr. Albergotti was
in Amsterdam with Akzo Nobel, where he was controller of a global
product and manufacturing business delivering specialty chemicals
to semiconductor producers.
Michael Chiock brings close to 20 years of experience in consulting
and industry to his clients, and primarily serves companies in
energy and energy-related equipment, service, and process
industries. His strategic and practical solutions help companies
achieve new levels of efficiency and profitability. Mr. Chiock
focuses on total company improvement including operations
(field/service), manufacturing, pricing, sales, supply chain,
sourcing, and general and administrative expenses. Before his
consulting career, Mr. Chiock managed various functions in supply
chain and power generation operations with one of the largest
electric utility companies in the world. He has a Bachelor of Arts
in economics and education leadership from the University of San
Diego and is a member of the international economics honor society
Omicron Delta Epsilon.
London
Mark Hawken supports companies to successfully navigate through
significant change events. He has more than 20 years of experience
in complex turnarounds, cost rationalization exercises, debt
capital raising and renegotiation, and M&A. He has been engaged by
public- and private-sector clients, companies, owners, and
individuals, both as an advisor and as an interim executive. Mr.
Hawken has significant expertise in the financial services,
telecommunications, media, and technology sectors. He has a Master
of Arts in chemistry from the Queen's College of the University of
Oxford and is a member of the Institute of Chartered Accountants in
England and Wales.
Matt Hunt has more than 15 years' experience in the
telecommunications and media sectors, specialising in the
application of economics in the areas of competition/anti-trust,
litigation, regulation and strategy. Mr. Hunt has represented many
telecommunication clients in Europe on regulatory, commercial, and
competition issues as well as related litigation, and regularly
submits expert reports to courts, regulatory authorities, and
competition authorities. Mr. Hunt has a Master of Science in
economics with distinction from the London School of Economics and
a Master of Physics in physics (1st Class) from the University of
Oxford.
Paul Kelly works with private equity and corporate organizations
across different industries, guiding companies through digital and
technology transformations. He has nearly 25 years of experience
that he primarily gained leading large strategic, digitally-enabled
transformation projects, as both an advisor and as a senior
industry practitioner or an interim executive. Mr. Kelly's most
recent experience has been exclusively within the fintech
(payments) sector, where he has engaged with a number of
private-equity-owned organizations, which benefit from his use of
technology as a means to protect and enhance enterprise value in
challenging conditions.
Serge Lupas has 25 years' hands-on experience in CEO, interim CEO,
and operational roles, as well as advisory assignments. He has
extensive expertise in improving, building, and transforming
businesses to deliver results, with particular experience in
technology, media, and telecommunications and digital-heavy
businesses. Mr. Lupas previously held top management positions,
e.g., with Tiscali A/S as CEO leading a critical turnaround, with
Abraaj Capital as operating partner and with McKinsey & Company as
senior engagement manager/associate principal. Mr. Lupas has a
master's degree in economics and finance from the Institut d'Etudes
Politiques de Paris and a master's degree in industrial engineering
from the Ecole Centrale de Paris.
Mark Veldon works extensively in private equity, guiding companies
through M&A transactions and operational transformations. He has
20 years' experience in advising both private-equity and corporate
clients in due diligence; postmerger integration and carve-out;
restructuring and operational performance improvement in
manufacturing; procurement; selling, general, and administrative
expenses; along with undertaking interim management roles. He has
a particular focus on large cross-border companies across a range
of sectors such as pharmaceuticals, oil & gas, consumer goods, and
industrial products. Mr. Veldon holds a Master of Arts from
Princeton University and degrees in business studies and operations
management from Aberdeen University.
Los Angeles
Andy He helps clients resolve complex challenges and deliver
financial and operational results.
Mr. He specializes in large-scale holistic performance improvement
programs, typically in urgent and high-impact situations. His
clients range from healthy to underperforming to distressed
companies. Mr. He has more than 10 years of consulting experience
across many industries, with a strong focus on high-tech. His
functional expertise lies in the areas of holistic value creation
programs, workforce management, cost optimization, strategic
sourcing, outsourcing, postmerger integration, and innovative
analytics. He has a PhD in electrical engineering with a minor in
social science from the California Institute of Technology.
Milan
Dario Duse supports industrial and high-tech companies and
shareholders in achieving tangible and breakthrough operational
improvements after complex and turnaround situations. He has 20
years of experience as an advisor, business leader, and
shareholder. Mr. Duse takes a pragmatic approach to drive quick
and tangible results in complex situations. He has led a number of
critical mergers and acquisitions, postmerger integrations, and
profitability improvement projects at multinational and midcap
companies, acting in CEO and chief operating officer, and advisory
roles. He focuses mainly on the automotive, aerospace,
manufacturing, and luxury goods industries.
Munich
Kai Schumacher uses the facts and financial analysis to quantify
damages in international arbitrations and litigations, perform
forensic investigations, evaluate assets and businesses, facilitate
M&A transactions, and conduct monitorships. With more than 20
years' experience, Mr. Schumacher has led more than 150 complex
engagements involving entities from 53 different countries. He has
been recognized as a leading expert in commercial arbitration in
the International Who's Who of Commercial Arbitration, and has won
awards for his work in this field. He has an MBA from HEC Paris
School of Management, a CPA designation, and CFA certification.
New York
Giuseppe Gasparro has experience in full-scale business
transformation, sales and marketing, IT and cloud migration,
organizational design, and postmerger integration with a focus on
hardware and software companies. He combines leadership skills
with his deep technical knowledge in advanced data analytics,
financial modeling, and capital budgeting. Has worked and studied
in the United States, Europe, and Asia. Before AlixPartners, he
was with Opera Solutions.
Tarek Ghalayini prepares and guides clients in large, cross-border
matters involving data mining, document review, and other
electronic discovery issues. A licensed attorney with a strong
background in accounting and finance, Mr. Ghalayini also works
closely with counsel, corporate clients, and financial advisors to
quickly and efficiently tackle complex electronic data problems in
far-reaching litigation, financial investigations, and
restructuring cases. Based on his experience in complex, global
cases spanning North America, Europe, and across the Asia Pacific
region, develops and executes effective and straightforward
solutions that bring clarity and consistency to cross-border and
local matters alike.
Murali Gokki has more than 15 years of experience in delivering
high-impact strategic and business transformational solutions for
global retail and consumer product companies. His expertise in
global sourcing, and selling, general, and administrative expenses
optimization has been used by retail and wholesale clients to
achieve sustainable reductions in cost of goods sold and corporate
overheads. Mr. Gokki also has significant experience in helping
clients improve their innovation pipeline and product life-cycle
management. Prior to AlixPartners, Mr. Gokki managed consulting
engagements at Dassault Systèmes and Kurt Salmon Associates. He
has an MBA from Duke University's Fuqua School of Business and a
master's in textile technology management from North Carolina State
University.
Matthew Kelly identifies and drives cost optimization in complex
and large-scale transformations. With a particular focus on
software portfolio analysis and R&D optimization, his data-driven
approach helps clients to make better strategic decisions and drive
operational improvements to the bottom line. Joining AlixPartners
in 2005 from a business intelligence consultancy, Mr. Kelly's
background in big-data analytics has translated to a deep command
of detail, providing the foundation for his expertise across a
number of technologies, media, and telecom industry and functional
areas.
Sonia Lapinsky applies nearly two decades of global operational
experience to guide retail and fashion clients in achieving margin
enhancements, cost reductions, operational streamlining, and
enablement of speed and flexibility. She applies experience in
global sourcing, product development, merchandising, and
organizational design to assist clients in achieving operational
goals. Ms. Lapinsky works across apparel, accessories, footwear,
and hardlines, with both wholesalers and retailers. Prior to
AlixPartners, she was in Asia, South Asia, and Europe, directing
sourcing, manufacturing, and product development, including as an
expatriate in Shenzhen, China. She has a mechanical engineering
degree from Queen's University in Canada.
Meaghan Schmidt brings close to 15 years of experience as a
forensic accountant, specializing in corporate accounting and
financial reporting investigations. She has conducted independent
internal investigations into some of the most complex and
high-profile corporate accounting, financial reporting, and
anticorruption matters for global companies in the United States as
well as in Latin America, Europe, and Asia. Mr. Schmidt assists
clients with restatements, internal control, and compliance
assessments and reports to the SEC, DOJ, FBI, corporate executives,
audit committees, boards of directors, internal and external
counsel, and auditors. Prior to AlixPartners, Mr. Schmidt was in
the forensic services practice of PricewaterhouseCoopers. She
holds a degree in finance from Villanova University and a Master of
Accountancy from Baruch College. She is a Certified Public
Accountant and Certified Fraud Examiner.
Steven Spitzer is a results-driven executive with more than 20
years of operational and consulting experience. His operational
experience includes acting as the senior financial executive for a
division of a multibillion dollar media company, interim treasurer
for a publicly traded manufacturing company, and CFO of a
private-equity backed magazine publishing company. Mr. Spitzer has
spent the last 12 years as a consultant providing restructuring
leadership and investment banking services for companies in the
media, direct marketing, entertainment, manufacturing, and
telecommunications industries. He has experience navigating both
debtors and creditors through the challenges of an operational and
financial restructuring process.
Sven Stumbauer serves financial institutions globally in the areas
of anti-money laundering (AML) and sanctions. Mr. Stumbauer's
industry experience includes helping US and international banks,
broker/dealers, insurance companies, gaming companies, trust
companies, hedge funds, and multinational corporations. He focuses
on regulatory compliance, fraud issues, AML, the Office of Foreign
Assets Control, anti-bribery and anti-corruption (Foreign Corrupt
Practices Act and UK Bribery Act), and the Foreign Account Tax
Compliance Act. Mr. Stumbauer has experience in leading complex,
high-profile global projects, and advising clients and regulatory
bodies in more than 40 countries globally. He has provided reports
for various government agencies such as the DOJ, the SEC, FINRA,
the Federal Reserve, the OCC, and the FDIC.
Clifton Wessels-Yen has nearly 20 years of experience in
accelerated cost transformations. He creates strategies that
deliver significant performance improvement and leads
implementation programs that achieve rapid, tangible results. His
functional expertise includes driving measurable cost structure
transformation by achieving procurement excellence and cost
reduction through organizational restructuring. He works in
people-centric and service-centric companies in business and
consumer services, and education and development. He also brings
deep experience in financial services, with a particular focus on
asset management and investment banking.
Paris
Pascal Fabre has almost 20 years of experience in performance
improvement and operational restructuring, particularly in
operations ranging from product development and program management
to manufacturing, customer support and services, and digital
transformation. He has strong expertise in the aerospace and
defense, automotive, high-tech, and airline sectors. Prior to
AlixPartners, Pascal worked in industry as a line manager in
automotive manufacturing at Sagem, and in product development in
the high-tech sector at Schlumberger. Mr. Fabre has a Master of
Science in industrial engineering and operations research from the
University of California, Berkeley.
[*] Berger Singerman Among Winners at M&A Advisor Turnaround Awards
-------------------------------------------------------------------
Berger Singerman, Florida's business law firm, on Feb. 1, 2017,
disclosed that the firm is a winner of two awards by the M&A
Advisor at its 11th Annual Turnaround Awards to be held on March
22-23 at The Colony Hotel in Palm Beach. The firm was recognized
as a winner in the categories of Refinancing Deal of the Year (Over
$250MM) for its work on the restructuring and sale of Peninsula
Papagayo Resort, and as a winner in the category of Consumer
Discretionary Deal of the Year (Over $25MM to $50MM) for its work
in the chapter 11 case of Simply Fashion Stores, Ltd.
Berger Singerman and financial advisors, REH Capital Partners and
Algon Group, represented the former owner of the Peninsula Papagayo
Resort ("Resort") in Costa Rica with respect to the refinancing and
sale of a majority interest in the Resort which is a 1,400-acre
luxury master development in Costa Rica, anchored by the 182-key
Four Seasons Papagayo, an 18-hole Arnold Palmer-designed golf
course, a clubhouse, the 180-slip Marina Papagayo and the 38,000
square foot Prieta Beach Club. "This multi-year deal was a
complex, cross-border transaction involving various sophisticated
business entities who faced multiple, difficult challenges
requiring collaboration amongst the professionals in several
jurisdictions," said Robert W. Barron, a partner on Berger
Singerman's Business, Finance & Tax Team. "The initial challenge
was the resolution of disputes with the lender holding the mortgage
indebtedness secured by the Resort," continued Jordi Guso, a
partner on the firm's Business Reorganization Team. The Peninsula
Papagayo Resort deal team included Barron, Guso, Phyllis S. Bean
and Iryna Ivashchuk of Berger Singerman; Francis J. Nardozza,
Andrew Wharton, Paul Garity and Alina Cauce of REH Capital
Partners; and Troy Taylor and Paul Rubin of Algon Group.
The Simply Fashion Stores bankruptcy team included firm attorneys
Paul Steven Singerman, Christopher Andrew Jarvinen, Paul Avron and
Debi Galler. "The achievements attained during the chapter 11 case
of Simply Fashion Stores, including distributing hundreds of
thousands of dollars under the confirmed plan to hundreds of the
retailer's former, mostly urban, employees for accrued 'paid time
off', resulted from the combination of the leadership of the
company's management prior to the filing, the practical guidance
provided by the company's Chief Restructuring Officer and other
professionals during the case, and the global settlement of a
dispute approved by the Bankruptcy Court that involved several
creative and unique features and paved the way for confirmation of
the liquidating plan," stated Christopher Andrew Jarvinen.
"The award winners represent the best of the distressed investing
and reorganization industry in 2016 and earned these honors by
standing out in a group of very impressive candidates," said David
Fergusson, Co-CEO and President of The M&A Advisor. "In an
environment that is increasingly demanding of its professionals we
have recognized the leading transactions, firms and individuals
that represent the highest levels of performance."
The nominations, representing over 300 participating companies,
were judged by an independent jury of industry experts.
The M&A Advisor was founded in 1998 to offer insights and
intelligence on M&A activities. Over the past nineteen years, the
M&A Advisor has established the premier global network of M&A,
Turnaround and Finance professionals, and today, the M&A Advisor
has the privilege of presenting, recognizing the achievements of,
and facilitating connections between the industry's top performers
throughout the world with a comprehensive range of services.
[*] EisnerAmper's Forensic Litigation Practice Wins 10 Awards
-------------------------------------------------------------
The New Jersey Law Journal readers have spoken. From more than 120
categories, and with several hundred eligible companies competing,
EisnerAmper LLP swept the Forensic Accounting, Litigation &
Valuation categories in "The Best of 2016 New Jersey Law Journal
Awards."
EisnerAmper's Forensic Litigation and Valuation Services (FLVS)
practice won 10 awards overall, placing first in seven categories
and Top 3 in the remaining.
"We are honored to have been chosen by the readers of the New
Jersey Law Journal as the best in so many categories," said Hubert
Klein, Partner-in-Charge of EisnerAmper's New Jersey FLVS practice.
"Winning these awards is a testament to the importance our clients
tell us they place on our service and professionalism; and we
remind ourselves every day to keep the trust they put in us at the
center of everything we do."
EisnerAmper won first place in the following categories:
-- Best Bankruptcy Valuation Provider
-- Best Business Accounting Provider
-- Best Economic Damages Valuation Provider
-- Best Forensic Accounting Provider
-- Best Litigation Valuation Provider
-- Best Matrimonial Valuation Provider
-- Best Corporate Investigations Provider
The firm placed in the Top 3 in the remaining categories:
-- Best End-to-End Litigation Consulting Firm
-- Best Overall Expert Witness Provider
-- Best Wealth Management Advisor
About EisnerAmper LLP's Forensic, Litigation
and Valuation Services Group
EisnerAmper's Forensic, Litigation and Valuation Services ("FLVS")
Group provides forensic accounting, valuation services, economic
damages calculations and expert testimony in complex disputes.
FLVS professionals work with in-house and outside counsels, public
and private companies, and governmental agencies to gather,
interpret, analyze and evaluate economic and financial records,
presenting clear and supportable findings and expert opinions to
courts, arbitration panels or boards of directors.
About EisnerAmper
EisnerAmper LLP is a premier accounting and business advisory
services firm, and is among the largest in the United States.
EisnerAmper provides audit, accounting, and tax services as well as
valuation, due diligence, internal audit and risk management,
litigation consulting and forensic accounting and technology,
compliance and regulatory, operational consulting and other
professional services to a broad range of clients, including
services to more than 200 public companies. The firm features 180
partners and principals and 1,400 professionals.
[^] Recent Small-Dollar & Individual Chapter 11 Filings
-------------------------------------------------------
In re Extreme Outdoor Adventures, LLC
Bankr. E.D. Cal. Case No. 17-20204
Chapter 11 Petition filed January 12, 2017
See http://bankrupt.com/misc/caeb17-20204.pdf
represented by: Stephen M. Reynolds, Esq.
REYNOLDS LAW CORPORATION
E-mail: sreynolds@lr-law.net
In re Paul D. Hayes and Kathy C. Hayes
Bankr. E.D.N.C. Case No. 17-00452
Chapter 11 Petition filed January 30, 2017
represented by: Danny Bradford, Esq.
PAUL D. BRADFORD, PLLC
E-mail: dbradford@bradford-law.com
In re Theodora Hart
Bankr. D. Nev. Case No. 17-10384
Chapter 11 Petition filed January 30, 2017
represented by: Steven L. Yarmy, Esq.
E-mail: sly@stevenyarmylaw.com
In re Linden 829 Corp
Bankr. E.D.N.Y. Case No. 17-40380
Chapter 11 Petition filed January 30, 2017
See http://bankrupt.com/misc/nyeb17-40380.pdf
Filed Pro Se
In re Haleyville Lumber & Supply Company, Inc.
Bankr. N.D. Ala. Case No. 17-70176
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/alnb17-70176.pdf
represented by: C Taylor Crockett, Esq.
C. TAYLOR CROCKETT, P.C.
E-mail: taylor@taylorcrockett.com
In re DJD-038 TRUST
Bankr. D. Ariz. Case No. 17-00928
Chapter 11 Petition filed January 31, 2017
Filed Pro Se
In re Titans of Mavericks, LLC
Bankr. C.D. Cal. Case No. 17-11181
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/cacb17-11181.pdf
represented by: David L. Neale, Esq.
LEVENE NEALE BENDER YOO & BRILL LLP
E-mail: dln@lnbyb.com
In re Ruben S Velasquez M.D., Inc.
Bankr. E.D. Cal. Case No. 17-20604
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/caeb17-20604.pdf
Filed Pro Se
In re Kimberly Karen Thorpe
Bankr. N.D. Cal. Case No. 17-50205
Chapter 11 Petition filed January 31, 2017
Filed Pro Se
In re Betty Jean Thigpen
Bankr. E.D. Mich. Case No. 17-41255
Chapter 11 Petition filed January 31, 2017
Filed Pro Se
In re Brinkley Restaurant Group, Inc.
Bankr. E.D.N.C. Case No. 17-00463
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/nceb17-00463.pdf
represented by: Richard Preston Cook, Esq.
RICHARD P. COOK, PLLC
E-mail: capefeardebtrelief@gmail.com
In re Gagon Oil, LLC
Bankr. D.N.J. Case No. 17-11895
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/njb17-11895.pdf
represented by: Timothy P. Neumann, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER
E-mail: timothy.neumann25@gmail.com
In re One Realty, LLC
Bankr. D. Nev. Case No. 17-10387
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/nvb17-10387.pdf
represented by: Michael J. Harker, Esq.
LAW OFFICES OF MICHAEL J. HARKER
E-mail: notices@harkerlawfirm.com
In re AARC, Inc.
Bankr. E.D.N.Y. Case No. 17-70540
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/nyeb17-70540.pdf
Filed Pro Se
In re Spoon Prime Properties, LLC
Bankr. S.D.N.Y. Case No. 17-35154
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/nysb17-35154.pdf
represented by: Michelle L. Trier, Esq.
GENOVA & MALIN
E-mail: michelle_genmal@optonline.net
In re Lolas Cafe Bakery & Deli, Corporacion
Bankr. D.P.R. Case No. 17-00554
Chapter 11 Petition filed January 31, 2017
See http://bankrupt.com/misc/prb17-00554.pdf
represented by: Juan A. Santos Berrios, Esq.
SANTOS BERRIOS LAW OFFICES LLC
E-mail: santosberriosbk@gmail.com
In re Stephen M. Carpenter
Bankr. E.D. Tex. Case No. 17-40175
Chapter 11 Petition filed January 31, 2017
represented by: Christopher J. Moser, Esq.
QUILLING SELANDER LOWNDS WINSLETT MOSER
E-mail: cmoser@qslwm.com
In re Jennifer Brownlee Keating
Bankr. N.D. Tex. Case No. 17-30353
Chapter 11 Petition filed January 31, 2017
represented by: Joyce W. Lindauer, Esq.
JOYCE W. LINDAUER ATTORNEY, PLLC
E-mail: joyce@joycelindauer.com
In re Temple of Hope Baptist Church, Inc.
Bankr. N.D. Ala. Case No. 17-00415
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/alnb17-00415.pdf
represented by: Frederick Mott Garfield, Esq.
SPAIN & GILLON
E-mail: fmg@spain-gillon.com
In re Randel W Jacob and Tamberly WF Jacob
Bankr. D. Ariz. Case No. 17-00959
Chapter 11 Petition filed February 1, 2017
represented by: Eric Slocum Sparks, Esq.
ERIC SLOCUM SPARKS PC
E-mail: law@ericslocumsparkspc.com
In re Kirk Tyr Edwards
Bankr. S.D. Cal. Case No. 17-00606
Chapter 11 Petition filed February 1, 2017
Filed Pro Se
In re Reliant Contracting, Inc., a Florida Corporation
Bankr. M.D. Fla. Case No. 17-00866
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/flmb17-00866.pdf
represented by: Curran K. Porto, Esq.
CURRAN K. PORTO, PA
E-mail: curran@portolegalcenter.com
In re R&B Receivables Management Corporation
Bankr. N.D. Ill. Case No. 17-02946
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/ilnb17-02946.pdf
represented by: Dennis A. Brebner, Esq.
DENNIS BREBNER & ASSOCIATES
E-mail: mcarr@randbreceivables.com
In re Maqsood Hamid Mir
Bankr. D. Md. Case No. 17-11419
Chapter 11 Petition filed February 1, 2017
represented by: Francis H. Koh, Esq.
KOH LAW FIRM, LLC
E-mail: fkohmail@gmail.com
In re Bella Havana Inc.
Bankr. S.D.N.Y. Case No. 17-10255
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/nysb17-10255.pdf
represented by: Wayne M. Greenwald, Esq.
WAYNE M. GREENWALD, P.C.
E-mail: grimlawyers@aol.com
In re Rogers & Son Lawn Care & Landscaping, LLC
Bankr. M.D. Pa. Case No. 17-00367
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/pamb17-00367.pdf
represented by: Lawrence V. Young, Esq.
CGA LAW FIRM
E-mail: lyoung@cgalaw.com
In re IN Q ENTERPRISES LLC
Bankr. D.P.R. Case No. 17-00650
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/prb17-00650.pdf
represented by: Alexis Fuentes Hernandez, Esq.
FUENTES LAW OFFICES, LLC
E-mail: alex@fuentes-law.com
In re Transport Dry Freight, LLC
Bankr. S.D. Tex. Case No. 17-30551
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/txsb17-30551.pdf
represented by: Reese W Baker, Esq.
BAKER & ASSOCIATES
E-mail: courtdocs@bakerassociates.net
In re Moin, LLC
Bankr. W.D. Tex. Case No. 17-60065
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/txwb17-60065.pdf
represented by: John A. Montez, Esq.
MONTEZ & WILLIAMS, P.C.
E-mail: johna.montez@yahoo.com
In re Yarborough & Rocke Funeral Home, Inc.
Bankr. E.D. Pa. Case No. 17-10752
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/paeb17-10752.pdf
represented by: Maggie S. Soboleski, Esq.
CENTER CITY LAW OFFICES LLC
E-mail: msoboles@yahoo.com
In re C&S Mobile Truck Repair Inc.
Bankr. N.D. Cal. Case No. 17-50249
Chapter 11 Petition filed February 1, 2017
See http://bankrupt.com/misc/canb17-50249.pdf
represented by: Drew Henwood, Esq.
LAW OFFICES OF DREW HENWOOD
E-mail: dfhenwood@aol.com
In re Four Points LLC
Bankr. S.D. Cal. Case No. 17-00621
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/casb17-00621.pdf
represented by: Dolores Contreras, Esq.
CONTRERAS LAW
E-mail: dc@contreraslawfirm.com
In re Santiago Figuereo, M.D., P.A.
Bankr. S.D. Fla. Case No. 17-11363
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/flsb17-11363.pdf
represented by: Brett A. Elam, Esq.
FARBER + ELAM, LLC
E-mail: belam@brettelamlaw.com
In re Miami Neurological Institute at Aventura, LLC
Bankr. S.D. Fla. Case No. 17-11365
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/flsb17-11365.pdf
represented by: Brett A. Elam, Esq.
FARBER + ELAM, LLC
E-mail: belam@brettelamlaw.com
In re 585 MHB Investments, LLC
Bankr. N.D. Ga. Case No. 17-51985
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/ganb17-51985.pdf
represented by: Howard P. Slomka, Esq.
SLOMKA LAW FIRM
E-mail: shawn@slomkalawfirm.com
In re Primus Wheeler, Jr.
Bankr. S.D. Miss. Case No. 17-00354
Chapter 11 Petition filed February 2, 2017
represented by: J. Walter Newman, IV, Esq.
NEWMAN & NEWMAN
E-mail: wnewman95@msn.com
In re 186-14 Williamson Ave Corp
Bankr. E.D.N.Y. Case No. 17-70603
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/nyeb17-70603.pdf
represented by: Alan Stein, Esq.
LAW OFFICE OF ALAN c. STEIN PC
E-mail: alan@alanstein.net
In re Petroleum Kings, LLC
Bankr. S.D.N.Y. Case No. 17-22154
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/nysb17-22154.pdf
represented by: Anne J. Penachio, Esq.
PENACHIO MALARA LLP
E-mail: apenachio@pmlawllp.com
In re Ralph Mirarchi, Jr.
Bankr. E.D. Pa. Case No. 17-10774
Chapter 11 Petition filed February 2, 2017
represented by: Thomas Daniel Bielli, Esq.
BIELLI & KLAUDER, LLC
E-mail: tbielli@bk-legal.com
In re Robert W. Gastel, Jr. and Martella P. Gastel
Bankr. W.D. Pa. Case No. 17-20376
Chapter 11 Petition filed February 2, 2017
represented by: Christopher M. Frye, Esq.
STEIDL & STEINBERG
E-mail: chris.frye@steidl-steinberg.com
In re Snack Shack, LLC
Bankr. W.D. Tex. Case No. 17-50238
Chapter 11 Petition filed February 2, 2017
See http://bankrupt.com/misc/txwb17-50238.pdf
represented by: David T. Cain, Esq.
LAW OFFICE OF DAVID T. CAIN
E-mail: caindt@swbell.net
In re Evelyn Angelo
Bankr. E.D. Va. Case No. 17-10340
Chapter 11 Petition filed February 2, 2017
represented by: Jonathan Baird Vivona, Esq.
JONATHAN B. VIVONA, PLC
E-mail: vivonalaw@gmail.com
In re Patty JoAnne DeWitt
Bankr. N.D.W. Va. Case No. 17-00120
Chapter 11 Petition filed February 2, 2017
represented by: Todd Johnson, Esq.
JOHNSON LAW, PLLC
E-mail: todd@jlawpllc.com
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
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 2017. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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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
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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 ***