/raid1/www/Hosts/bankrupt/TCR_Public/170410.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Monday, April 10, 2017, Vol. 21, No. 99
Headlines
275 OLD GRIFFIN: Seeks to Hire Coker James as Accountant
305 GREEN VALLEY: Seeks to Hire Coker James as Accountant
ACTIVECARE INC: Amends S-1 Prospectus
AEP INDUSTRIES: Egan-Jones Withdraws B+ Sr. Unsec. Debt Ratings
AEROSPACE HOLDINGS: U.S. Trustee Forms 5-Member Committee
AFTOKINITO RALLY: Trustee Can Use Up To $19.5K Cash Collateral
AIR CANADA: Egan-Jones Hikes Sr. Unsecured Ratings to BB
ALGODON WINES: Incurs $10.04 Million Net Loss for 2016
ALPHA NURSING: Names Johnny Thomas as Attorney
ALPHATEC HOLDINGS: May Issue Additional 658K Shares Under Plans
ALPHATEC HOLDINGS: Reports $30 Million Net Loss for 2016
ANGELICA CORP: April 12 Meeting Set to Form Creditors' Panel
ARLINGTON CLASSICS: S&P Affirms 'BB+' Rating on 2016 Revenue Bonds
ARMSTRONG ENERGY: Incurs $58.8 Million Net Loss in 2016
ATHENS INTERESTS: Hires Eric Liepins as Counsel
AZURE MIDSTREAM: Wampanoag Holds 9.88% Stake as of March 31
AZURE MIDSTREAM: Will No Longer File Periodic Reports with SEC
BINGHAM COUNTY SD 55: Moody's Lowers GO Bonds Rating to Ba1
BISTRO AT CHERRY: Hires Dimitri Karapelou as Counsel
BLACK MOUNTAIN GOLF: Seeks to Hire Morris Polich as Legal Counsel
BLUCORA INC: S&P Assigns 'BB-' ICR; Outlook Positive
BOART LONGYEAR: S&P Lowers CCR to 'CC', On CreditWatch Negative
BOSTWICK LABORATORIES: Court Okays Bidding Procedures
BOSTWICK LABORATORIES: May Obtain $3.32M From Popular Healthcare
BRAZIL MINERALS: Needs More Time to File Form 10-K
BRETHREN VILLAGE: Fitch Rates $9.8MM 2015 Revenue Bonds 'BB+'
BRIDGESTREAM MANAGEMENT: Taps Coldwell as Real Estate Broker
BRIDGEVIEW, IL: S&P Lowers Rating on UTGO Bonds to 'BB-'
BRIGHT MOUNTAIN: Incurs $2.94 Million Net Loss in 2016
BROADVIEW NETWORKS: Will File Form 10-K Within Extension Period
C&D COAL: Panel Hires Albert's Capital as Financial Advisors
CALATLANTIC GROUP: Fitch Rates New Unsec. Notes Due 2024 & 2026 BB
CALIFORNIA PROTON: Ombudsman Taps Otterbourg as Legal Counsel
CANNABIS SCIENCE: Will File Form 10-K Within Extension Period
CATCH 22 LINY: Has Final Approval to Utilize Cash Collateral
CATCH 22 LINY: Wants Exclusivity Extended Through Aug. 1
CHANNEL TECHNOLOGIES: U.S. Trustee Forms 3-Member Committee
CHARLES WALKER: Trustee Wants to Proceed With Auction of Properties
CHINA COMMERCIAL: Requires More Time to File Form 10-K
CLEAR LAKE: Adamses Buying McHenry Property for $33K
CLEAR LAKE: Zar Buying McHenry Property for $245K
CNH INDUSTRIAL: S&P Assigns 'BB' Rating on Proposed Sr. Notes
CONSOL ENERGY: Egan-Jones Hikes Commercial Paper Rating to B
CRAIG WALKER: Examiner's Sale of 13817 Pastel Road Interest Okayed
CWP CONTRACTING: Case Summary & 20 Largest Unsecured Creditors
CYCLONE POWER: Chad Tendrich Reports 9.8% Stake as of Feb. 13
DART MUSIC: Hires Nelson Mullins as Bankruptcy Counsel
DIAMOND OFFSHORE: Egan-Jones Cuts Unsec. Debt Rating to BB-
DIOCESE OF NEW ULM: U.S. Trustee Forms 3-Member Committee
DOLPHIN DIGITAL: Delays Filing of Fiscal 2016 Form 10-K
DORADO COMMUNITY: Taps Julio Borges-Alvarado as Accountant
EAGAN AVENATTI: Gerald Tobin Puts Firm Into Involuntary Ch 11
EASTERN OUTFITTERS: Has Final OK to Obtain Up to $85M Financing
EASTERN OUTFITTERS: Hearing on Sale Procedures Set for April 19
ECOSPHERE TECHNOLOGIES: Delays Filing of Fiscal 2016 Form 10-K
EDGEWOOD PARTNERS: Moody's Affirms B3 CFR on Loan Refinancing
EDGEWOOD PARTNERS: S&P Affirms 'B' CCR; Outlook Stable
ELITE ENTERPRISES: U.S. Trustee Unable to Appoint Committee
EMERALD OIL: Court Confirms Amended Liquidating Plan
EMMAUS LIFE: Reports 2016 Net Loss of $21.2 Million
EOS PETRO: Will File Form 10-K Within Extension Period
ESSEX CONSTRUCTION: Court Allows Trustee to Use Cash Collateral
FIELDPOINT PETROLEUM: Incurs $2.47 Million Net Loss in 2016
FINJAN HOLDINGS: Enters Confidential Master Agreement with Sophos
FOREVERGREEN WORLDWIDE: Has Difficulty Completing Form 10-K
FTE NETWORKS: Delays Filing of Fiscal 2016 Form 10-K
FUNCTION(X) INC: Updates March Financial and Revenue Information
GARLOCK SEALING: Asbestos Panel Hires Moon as Local Co-counsel
GATEWAY ENTERTAINMENT: April 13 Hearing on Plan, Ch.11 Trustee Bid
GATEWAY ENTERTAINMENT: Hires Colliers as Real Estate Broker
GAWKER MEDIA: Objection to NYC's $1.2M Claim Granted
GEK REALTY: Names Arlene Gordon-Oliver as Attorney
GEORGE STREET: Case Summary & 4 Unsecured Creditors
GLYECO INC: Delays Filing of Fiscal 2016 Form 10-K
GREEN JANE: U.S. Trustee Forms 2-Member Committee
GUIDED THERAPEUTICS: Amends $5 Million Prospectus with SEC
HARKEY OPERATING: Administrator Taps Pressel as Special Counsel
HATCH ENTERPRISE: Wants Interim Authority to Use Cash Collateral
HILLCREST INC: U.S. Trustee Unable to Appoint Committee
ICAGEN INC: Delays Form 10-K to Complete Review
IFA INSURANCE: Court Issues Show Cause Order on Liquidation
III EXPLORATION: Sale of City Ranch Property for $30K Approved
IMAGEWARE SYSTEMS: Amends $15 Million Prospectus with SEC
IMAGEWARE SYSTEMS: Incurs $10.9 Million Net Loss in 2016
IMH FINANCIAL: Delays Filing of Fiscal 2016 Form 10-K
INTERLEUKIN GENETICS: Expects to Report $7.4M Loss for 2016
INTERPACE DIAGNOSTICS: Incurs $8.33 Million Net Loss in 2016
J. CIOFFI LEASING: Seeks to Hire Van Duyne as Accountant
JACK COOPER: S&P Puts $375MM Sr. Notes' 'C' Rating on Watch Neg.
JACOBY ENTERPRISES: Taps Clinton Block as Legal Counsel
JORDAN BUILDERS: U.S. Trustee Unable to Appoint Committee
KIWA BIO-TECH: Will File Annual Report Within Extension Period
LADERA PARENT: Taps Cushman Wakefield as Real Estate Broker
LAKEVIEW VILLAGE: Fitch Gives 'BB+' Rating on 2 Tranches
LEO MOTORS: Delays Filing of Form 10-K
LIFE PARTNERS: Reorganization Bags Turnaround Atlas Awards
LINA REAL ESTATE: Taps Anthony Salvitti as Appraiser
LOUISIANA-PACIFIC CORP: Egan-Jones Hikes Unsec. Debt Rating to BB+
LYNEIL MITCHELL: Taps Cathleen Christy as Accountant
MAGNOLIA BREWING: Has Immediate Need to Use Cash Collateral
MANITOWOC CO: Egan-Jones Cuts Unsec. Debt Ratings to B
METRO-GOLDWYN-MAYER: Moody's Puts Ba1 CFR on Review for Downgrade
MF GLOBAL: Settles $3 Billion Negligence Suit Against PwC
MHVC ACQUISITION: S&P Assigns 'B' CCR; Outlook Stable
MID CITY TOWER: Latest Plan to Pay Unsecureds in Full Over 12 Mos.
MOSAIC MANAGEMENT: Had Until April 7 to File Chapter 11 Plan
MOUNTAIN WEST VALVE: Plan Confirmation Hearing on April 28
NETSCOUT SYSTEMS: Egan-Jones Hikes Sr. Unsecured Ratings to BB-
NEW YORK CRANE: Committee Taps RE/MAX Elite as Real Estate Broker
OAKS OF PRAIRIE: Court Allows Interim Use of Cash Until April 30
OLIVE BRANCH: Can Continue Using Cash Collateral Until May 31
ONSITE TEMP: Disclosure Statement Hearing Continued to April 20
P10 INDUSTRIES: Court Grants Motion to Retain Special Counsel
PAYLESS HOLDINGS: Seeks to Hire Kirkland as Legal Counsel
PAYLESS HOLDINGS: Seeks to Hire Prime Clerk as Claims Agent
PAYLESS HOLDINGS: Taps Armstrong Teasdale as Local Counsel
PAYLESS HOLDINGS: Taps Munger Tolles as Conflicts Counsel
PAYLESS INC: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy Filing
PHILADELPHIA HEALTH: Taps SSG Advisors as Investment Banker
PLASTIC2OIL INC: Delays Form 10-K Filing for Review
PLASTIC2OIL INC: Further Extends MOU Term Until May 24
POSITRON CORP: April 26 Plan, Disclosures Hearing
POTLATCH CORP: Egan-Jones Hikes Sr. Unsec. Rating to BB+
PRATT WELL: Property Auction on May 3 by Evenson
PRECISION DRILLING: Egan-Jones Cuts Sr. Unsecured Rating to B
PRIME METALS: Committee Taps Fox Rothschild as Legal Counsel
PRINCESS POLLY: U.S. Trustee Unable to Appoint Committee
PROSPECT HOLDING: S&P Affirms Then Withdraws 'CCC-' ICR
QUANTUM CORP: Stockholders Approve Employee Stock Purchase Plan
QUEST SOLUTION: Will File Form 10-K Within Grace Period
RESOLUTE FOREST: Egan-Jones Hikes Sr. Unsec. Debt Ratings to CCC+
REVEREND C.T. WALKER: Sale of New York Property for $9M Denied
RGIS HOLDINGS: S&P Raises CCR to 'B-', Off CreditWatch Positive
ROBINSON OUTDOOR: Allowed to Use Associated Bank Cash Collateral
ROBISON TIRE: Wants Plan Filing Extended Through April 21
SCOUT MEDIA: Seeks More Time to File Plan Through June 30
SHEFFIELD AVENUE: Case Summary & 8 Unsecured Creditors
SPD LLC: Hearing on Plan Outline Approval Set for May 9
SPECTRUM HEALTHCARE: Allowed to Further Use of Cash Collateral
SPENCER GIFTS: Moody's Lowers CFR to B3; Outlook Stable
SPRINT INDUSTRIAL: Moody's Affirms Caa2-PD/LD Default Rating
SQUARETWO FINANCIAL: U.S. Trustee Forms 5-Member Committee
STRIKEFORCE TECHNOLOGIES: Will File Form 10-K Within Grace Period
SUCCESS INC: Allowed to Continue Using AS Peleus Cash Collateral
SUNEDISON INC: Sale of Equity Interests in Minnesota Projects OK'd
SUNOCO LP: Preferred Units Issue Neutral to Ratings, Fitch Says
SUNVALLEY SOLAR: Will File 2016 Form 10-K Within Extension Period
TERESA GIUDICE: Ex-Counsel Fights Ruling Allowing Malpractice Suit
TERMA-PRAXIS: U.S. Trustee Unable to Appoint Committee
TEXAS ROAD: Disclosure Statement Hearing Set for April 27
TRANSDIGM INC: S&P Raises CCR to 'B+' on Strong Operating Results
TRIANGLE USA: Plan Filing Date Extended Until April 30
TTM TECHNOLOGIES: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB-
U.S. EDGE: Withdraws Bid to Hire Taylor as Business Appraiser
UFC HOLDINGS: S&P Affirms 'B' CCR Following $100MM Add-On
V-BLOX CORP: U.S. Trustee Unable to Appoint Committee
VB TAXI: Case Summary & Unsecured Creditor
VERITEQ CORP: Delays Filing of Fiscal 2016 Form 10-K
VIA NIZA: Seeks to Hire MRO Attorneys as New Legal Counsel
VYCOR MEDICAL: Incurs $1.65 Million Net Loss in 2016
WESTINGHOUSE ELECTRIC: Affiliate Taps Togut Segal as Legal Counsel
WESTINGHOUSE ELECTRIC: Taps AP Services' Donahue for Transition
WESTINGHOUSE ELECTRIC: Taps Kurtzman as Administrative Agent
WESTINGHOUSE ELECTRIC: Taps PJT Partners as Investment Banker
WESTINGHOUSE ELECTRIC: Taps Weil Gotshal as Legal Counsel
WESTINGHOUSE ELECTRIC: U.S. Trustee Forms 7-Member Committee
WORLDS ONLINE: Delays Filing of Fiscal 2016 Form 10-K
YELLOW CAB: Appellate Court Upholds Verdict in Favor of Marc Jacobs
YELLOWSTONE MOUNTAIN: Stephen Brown Insists on Immunity From Claims
YINGHUA ACADEMY: S&P Affirms BB Rating on 2013 Bonds; Outlook Pos.
YOGA SMOGA: Seeks Extension of Exclusivity Through July 19
[^] BOND PRICING: For the Week from April 3 to 7, 2017
*********
275 OLD GRIFFIN: Seeks to Hire Coker James as Accountant
--------------------------------------------------------
275 Old Griffin LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire an accountant.
The Debtor proposes to hire Coker James & Company, P.C., to provide
accounting services, including bookkeeping and the preparation of
financial reports and income tax returns.
Dale Eich, the CJC accountant designated to provide the services,
will charge an hourly rate of $180.
Mr. Eich disclosed in a court filing that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Dale G. Eich
270 Constitution Blvd.
Lawrenceville, GA 30046
Phone: (770) 963-6521 ext 126
Fax: (770) 955-0594
Email: dge@cokerjames.com
About 275 Old Griffin Road
275 Old Griffin Road LLC is a limited liability company that runs a
daycare business providing childcare for children 6 weeks to 12
years of age. It does not own the underlying real estate.
275 Old Griffin Road filed a Chapter 11 petition Bankr. N.D. Ga.
Case No. 17-53182) on Feb. 21, 2017. The petition was signed by
Andrea H. Bishop, member. The Debtor is represented by Kevin J.
Cowart, Esq. at Cowart Law Firm P.C.
At the time of filing, the Debtor had $133,890 in total assets and
$55 million in total liabilities. The Debtor listed the Bank of
the Ozarks c/o Howick, Westfall & Kaplan as its unsecured creditor
holding a claim of $54,991,609.
305 GREEN VALLEY: Seeks to Hire Coker James as Accountant
---------------------------------------------------------
305 Green Valley LLC seeks approval from the U.S. Bankruptcy Court
for the Northern District of Georgia to hire Coker James & Company,
P.C.
The firm will provide accounting services to the Debtor, including
bookkeeping and the preparation of financial reports and income tax
returns.
Dale Eich, the CJC accountant designated to provide the services,
will charge an hourly rate of $180.
In a court filing, Mr. Eich disclosed that he is a "disinterested
person" as defined in section 101(14) of the Bankruptcy Code.
CJC can be reached through:
Dale G. Eich
270 Constitution Blvd.
Lawrenceville, GA 30046
Phone: (770) 963-6521 ext 126
Fax: (770) 955-0594
Email: dge@cokerjames.com
About 305 Green Valley LLC
305 Green Valley LLC is a limited liability company that runs a
daycare business providing childcare for children 6 weeks to 12
years of age. The Debtor does not own the underlying real estate.
The Debtor filed a Chapter 11 petition (Bankr. N.D. Ga. Case No.
17-53074) on Feb. 21, 2017. The petition was signed by Andrea H.
Bishop, officer. The Debtor is represented by Kevin J. Cowart,
Esq. at Cowart Law Firm P.C. At the time of filing, the Debtor had
$41,029 in total assets and $55 million in total liabilities.
ACTIVECARE INC: Amends S-1 Prospectus
-------------------------------------
ActiveCare, Inc. filed with the Securities and Exchange Commission
an amendment to its Form S-1 registration statement relating to its
securities offering.
The Company is offering up to [__] units, each unit consisting of
one share of the Company's common stock, $0.00001 par value per
share, and one warrant to purchase one share of common stock. The
Company anticipates a public offering price between $5.00 and $6.00
per Class A unit. The warrants included within a Class A unit are
exercisable immediately and have an exercise price of $6.88 per
share (125% of the public offering price based on an assumed
initial offering price of $5.50 per Class A Unit, the mid-point of
the estimated offering price range) and expire five years from the
date of issuance. The Class A units will not be issued or
certificated. Purchasers will receive only shares of common stock
and warrants. The shares of common stock and warrants may be
transferred separately, immediately upon issuance. The offering
also includes the shares of common stock issuable from time to time
upon exercise of the warrants.
The company is also offering to those purchasers, whose purchase of
Class A units in this offering would result in the purchaser,
together with its affiliates and certain related parties,
beneficially owning more than 4.99% of their outstanding common
stock following the consummation of this offering, the opportunity
to purchase, in lieu of the number of Class A units that would
result in ownership in excess of 4.99% of the outstanding common
stock, a unit (Class B unit) consisting of (i) one share of Series
H convertible preferred stock, par value $.00001 per share,
convertible at any time at the holder's option into a number of
shares of common stock equal to $1,000 divided by $_____, the
public offering price per Class A unit and (ii) warrants to
purchase a number of shares of common stock equal to the number of
shares of common stock issuable upon conversion of one share of
Series H Preferred Stock at a public offering price of $1,000 per
Class B unit. The warrants included in the Class B units will have
the same terms as the warrants included in the Class A units.
ActiveCare, Inc.'s common stock is quoted on OTC Markets Group
Inc.
The 7,109,954 shares of common stock to be outstanding after this
offering is based on 232,100 shares outstanding as of March 30,
2017, plus the shares to be issued at the closing of the offering,
based upon an estimated public offering price of $5.50 per share,
the mid-point of the estimated offering price range:
• 154,546 shares issuable to JMJ Financial;
• 10,800 shares issuable upon cancellation of warrants held
by PFG and its affiliates;
• 11,364 additional shares issuable to PFG and its
affiliates;
• 1,284,639 shares of common stock issuable upon the
conversion of the aggregate principal amount plus accrued interest
calculated through December 31, 2016 on unsecured convertible and
non-convertible promissory notes;
• 1,454,549 shares of common stock issuable upon the
conversion of the aggregate principal amount plus accrued interest
calculated through December 31, 2016 on unsecured convertible
debentures;
• 66,364 shares of common stock issuable upon the conversion
of Series D Preferred Stock;
• 10,233 shares of common stock issuable upon the conversion
of Series E Preferred Stock;
• 960,445 shares of common stock issuable upon the
conversion of Series G Preferred Stock;
• 15,823 shares of common stock issuable upon the conversion
of certain accounts payable and other obligations.
A full-text copy of the Form S-1/A is available for free at:
https://is.gd/4u5bOj
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 businesses. 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.
AEP INDUSTRIES: Egan-Jones Withdraws B+ Sr. Unsec. Debt Ratings
---------------------------------------------------------------
Egan-Jones Ratings, on January 31, 2017, withdrew B+ senior
unsecured ratings on debt issued by AEP Industries Inc.
AEP Industries Inc. manufactures and markets flexible plastic
packaging films in North America. The company was founded in 1970
and is headquartered in Montvale, New Jersey.
AEROSPACE HOLDINGS: U.S. Trustee Forms 5-Member Committee
---------------------------------------------------------
Andrew R. Vara, Acting U.S. Trustee for Region 3, on April 7
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 case of Aerospace Holdings,
Inc., and affiliates.
The committee members are:
(1) Thyssenkrupp Materials
Attn: Amber Dennis
13338 Orden Drive
Santa Fe Springs, CA 90670
Tel: (562) 215-4326
Fax: (562) 229-1599
(2) Brookside Mezzanine Fund II, L.P.
Attn: Corey Sclar
201 Tresser Boulevard, Suite 330
Stamford, CT 06901-3435
Tel: (203) 595-4532
Fax: (203) 595-4220
(3) Catalus Capital Management
Attn: Saif Qazi
45 East Putnam Avenue, Suite 129
Greenwich, CT 06830
Tel: (203) 816-0762
(4) The Boeing Company
Attn: Charles Adams
P.O. Box 3707 MC 09-49
Seattle, WA 98124-2207
Tel: (425) 266-4178
Fax: (206) 766-5576
(5) Cygnus, Inc.
Attn: Jack Ambrosiani
P.O. Box 466: 122 Emerald Industrial Park Drive
Ponderay, ID 83852
Tel: (208) 263-4761
Fax: (208) 263-9217
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Aerospace Holdings
Aerospace Holdings, Inc., designs and manufactures a wide variety
of products, including machined parts, fabricated components, and
tooling for the commercial aerospace and defense markets. The
company encompasses a full spectrum of precision manufacturing
capabilities for any scale, from individual prototypes to large lot
production.
Aerospace Holdings, Inc., sought Chapter 11 protection (Bankr. D.
Del. Case No. 17-10635) on March 27, 2017.
The Debtor estimated assets in the range of $10 million to $50
million and $50 million to $100 million in debt.
The Debtor tapped Dennis A. Meloro, Esq., and Nancy A. Mitchell,
Esq., at Greenberg Traurig, LLP as counsel.
The petition was signed by Matthew Sedigh, chief restructuring
officer.
AFTOKINITO RALLY: Trustee Can Use Up To $19.5K Cash Collateral
--------------------------------------------------------------
U.S. Bankruptcy Judge Bruce A. Harwood for the District of New
Hampshire authorized the Chapter 11 Trustee for Aftokinito Rally,
Inc., to use cash collateral.
The Trustee is allowed to use and expend up to $19,500 of cash
collateral to pay the payroll and related taxes for the period
beginning March 11, 2017 and ending March 24, 2017 due on March 31,
2017, as well as any and all related bank fees.
The Trustee is directed to grant each Record Lienholder a
replacement lien in, to and on the Debtor's postpetition personal
property of the same kinds and types as the collateral in, to and
on which it held valid and enforceable, perfected liens on the
Petition Date. The replacement liens granted will be:
(a) deemed valid and perfected notwithstanding any requirements
of nonbankruptcy law with respect to perfection;
(b) supplemental, and in addition, to any liens held on the
Petition Date;
(c) effective as of the Petition Date and will maintain the same
priority, validity and enforceability as the liens held by each
record lienholder on such date and will be senior to any liens or
any allowed super-priority claim subsequently granted to any other
person or entity with Court approval; and
(d) be recognized only to the extent of any diminution in the
value of the collateral held on the Petition Date resulting from
the use of cash collateral pursuant to the Order.
In addition, the Trustee is directed report any and all
post-petition sales of automobiles to the Senior Assistant Attorney
General, Peter Roth. The report will:
(a) Identify the year, make and model of the automobile sold;
(b) Identify the consignor or the owner of the automobile
sold;
(c) Identify the buyer of the automobile sold;
(d) State the gross sales price of the automobile sold;
(e) Detail in nature and amount, any and all fees, expenses
and/or charges deducted by the Debtor against the gross sales price
of the automobile sold, including any repairs; and,
(f) State the net sales price of the automobile sold.
Furthermore, the net sale proceeds from any sales of consigned
automobiles and/or net sales contracts from March 24, 2017 forward
will be held in escrow by the Trustee or Trustee's proposed
attorney, Ford & McPartlin, PA, until such time that there is
further order of the Court.
A full-text copy of the Order, dated March 31, 2017, is available
at https://is.gd/j08vW6
About Aftokinito Rally
Based in Nashua, New Hampshire, Aftokinito Rally, Inc., sought
protection under Chapter 11 of the Bankruptcy Code (Bankr. D.N.H.
Case No. 17-10184) on Feb. 16, 2017. The petition was signed by
Stephan Condodemetraky, president. At the time of the filing, the
Debtor estimated assets of $1 million to $10 million and
liabilities of less than $1 million.
The Debtor is represented by James S. LaMontagne, Esq. at Sheehan
Phinney Bass & Green PA.
On March 24, 2017, Michael S. Askenaizer was appointed as Chapter
11 trustee for the Debtor. The Trustee tapped Richard K.
McPartlin, Esq. at Ford & McPartlin, P.A. as counsel, and BCM
Advisory Group as financial advisor.
AIR CANADA: Egan-Jones Hikes Sr. Unsecured Ratings to BB
--------------------------------------------------------
Egan-Jones Ratings, on February 1, 2017, raised the senior
unsecured ratings on debt issued by Old Air Canada to BB from BB-.
Air Canada is the flag carrier and largest airline of Canada. The
airline, founded in 1937, provides scheduled and charter air
transport for passengers and cargo to 182 destinations worldwide.
ALGODON WINES: Incurs $10.04 Million Net Loss for 2016
------------------------------------------------------
Algodon Wines & Luxury Development Group, Inc., filed with the
Securities and Exchange Commission its annual report on Form 10-K
disclosing a net loss of $10.04 million on $1.52 million of sales
for the year ended Dec. 31, 2016, compared to a net loss of $8.27
million on $1.86 million of sales for the year ended Dec. 31,
2015.
As of Dec. 31, 2015, Algodon Wines had $6.94 million in total
assets, $4.52 million in total liabilities and $2.42 million in
total stockholders' equity.
The Company said it needs to raise additional capital in order to
expand its business objectives. The Company funded its operations
for the years ended Dec. 31, 2016, and 2015, primarily through the
sale of common stock for net proceeds of $7,097,862 and $6,331,034,
respectively, and proceeds from loans payable of $68,001 and $0,
respectively. During the years ended Dec. 31, 2016, and 2015, the
Company repaid debt obligations of $75,000 and $50,000,
respectively, and notes payable of $35,128 and $100,000,
respectively.
The Company presently has enough cash on hand to sustain its
operations on a month to month basis. Historically, the Company
has been successful in raising funds to support its capital needs.
Management believes that it will be successful in obtaining
additional financing; however, no assurance can be provided that
the Company will be able to do so. Further, there is no assurance
that these funds will be sufficient to enable the Company to attain
profitable operations or continue as a going concern. To the
extent that the Company is unsuccessful, the Company may need to
curtail its operations and implement a plan to extend payables and
reduce overhead until sufficient additional capital is raised to
support further operations. There can be no assurance that such a
plan will be successful. Such a plan could have a material adverse
effect on the Company's business, financial condition and results
of operations, and ultimately the Company could be forced to
discontinue its operations, liquidate and/or seek reorganization in
bankruptcy.
Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2016, citing that the Company has incurred significant losses
and needs to raise additional funds to meet its obligations and
sustain its operations. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/6j536y
About Algodon Wines
New York-based Algodon Wines & Luxury Development Group, Inc.,
operates Algodon Mansion, a Buenos Aires-based luxury boutique
hotel property. This lifestyle related real estate development
company has also redeveloped, expanded and repositioned a winery
and golf resort property called Algodon Wine Estates for
subdivision of a portion of this property for residential
development.
ALPHA NURSING: Names Johnny Thomas as Attorney
----------------------------------------------
Alpha Nursing & Therapy, LLC seeks authorization from the U.S.
Bankruptcy Court for the Western District of Texas to employ Johnny
W. Thomas as attorney.
The Debtor requires Mr. Thomas to:
(a) advise the Debtor as to its rights, duties and powers as a
debtor in possession;
(b) prepare and file any statements, schedules, plans and other
documents or pleadings to be filed by the Debtor in this
case;
(c) represent the Debtor at all hearings, meetings of
creditors, conferences, trials and other proceedings in
this case; and
(d) perform other legal services as may be necessary in
connection with this case.
Mr. Thomas will be compensated at the rate of $310 per hour to be
applied against a retainer of $8,000, subject to the approval of
the Court.
Mr. Thomas will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Johnny W. Thomas assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.
Mr. Thomas can be reached at:
Johnny W. Thomas, Esq.
JOHNNY W. THOMAS, LAW OFFICE, P.C.
1153 E. Commerce St.
St. Paul Square
San Antonio, TX 78205
Tel: (210) 226-5888
Fax: (210) 226-6085
E-mail: jtlo0815@gmail.com
Alpha Nursing & Therapy, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. W.D. Tex. Case No. 17-50668) on March 24, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Johnny W. Thomas, Esq.
ALPHATEC HOLDINGS: May Issue Additional 658K Shares Under Plans
---------------------------------------------------------------
Alphatec Holdings, Inc., filed with the Securities and Exchange
Commission a Form S-8 registration statement to register an
additional (i) 600,000 shares of common stock of the Company for
issuance under the Alphatec Holdings, Inc. 2016 Employment
Inducement Award Plan and (ii) 58,333 shares of common stock of
Alphatec reserved under the Amended 2007 Employee Stock Purchase
Plan, consisting of an increase of 58,333 shares reserved under the
2007 Plan by operation of the 2007 Plan's "evergreen" provision. A
full-text copy of the prospectus is available for free at
https://is.gd/Naaf0t
About Alphatec Holdings
Alphatec Holdings, Inc., the parent company of Alphatec Spine, Inc.
-- http://www.alphatecspine.com/-- is a medical technology company
focused on the design, development and promotion of products for
the surgical treatment of spine disorders. The Company has a
comprehensive product portfolio and pipeline that addresses the
cervical, thoracolumbar and intervertebral regions of the spine and
covers a variety of spinal disorders and surgical procedures. Its
principal product offerings are focused on the global market for
fusion-based spinal disorder solutions. The Company believes that
its products and systems are attractive to surgeons and patients
due to enhanced product features and benefits that are designed to
simplify surgical procedures and improve patient outcomes.
Alphatec reported a net loss of $29.92 million on $120.24 million
of revenues for the year ended Dec. 31, 2016, compared to a net
loss of $178.67 million on $134.38 million of revenues for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Alphatec had $94.18
million in total assets, $112.08 million in total liabilities,
$23.60 million in redeemable preferred stock and a total
stockholders' deficit of $41.50 million.
ALPHATEC HOLDINGS: Reports $30 Million Net Loss for 2016
--------------------------------------------------------
Alphatec Holdings, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$29.92 million on $120.24 million of revenues for the year ended
Dec. 31, 2016, compared to a net loss of $178.7 million on $134.4
million of revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Alphatec had $94.18 million in total assets,
$112.1 million in total liabilities, $23.60 million in redeemable
preferred stock and a total stockholders' deficit of $41.50
million.
The Company said that its announced workforce reduction may cause
undesirable consequences and its results of operations may be
harmed.
"Since September 2016, we have reduced our workforce by
approximately 30%. This workforce reduction may yield unintended
consequences, such as attrition beyond our intended reduction in
workforce and reduced employee morale, which may cause our
employees who were not affected by the reduction in workforce to
seek alternate employment. Additional attrition could impede our
ability to meet our operational goals, which could have a material
adverse effect on our financial performance. In addition, as a
result of the reductions in our workforce, we may face an increased
risk of employment litigation. Furthermore, employees whose
positions will be eliminated in connection with these trends may
seek future employment with our competitors. Although all our
employees are required to sign a confidentiality agreement with us
at the time of hire, we cannot assure you that the confidential
nature of our proprietary information will be maintained in the
course of such future employment. We cannot assure you that we
will not undertake additional reduction activities, that any of our
efforts will be successful, or that we will be able to realize the
cost savings and other anticipated benefits from our previous or
any future reduction plans. In addition, if we continue to reduce
our workforce, it may adversely impact our ability to respond
rapidly to any new product, growth or revenue opportunities," the
Company said in the report.
At Dec. 31, 2016, the Company's principal sources of liquidity
consisted of cash of $19.6 million and accounts receivable, net of
$18.5 million. Together with the proceeds of its approximately
$18.9 million private placement in March 2017, the Company
currently estimates this will provide sufficient capital to fund
its operations through at least the next 12 months.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/NmmmDq
About Alphatec Holdings
Alphatec Holdings, Inc., the parent company of Alphatec Spine, Inc.
-- http://www.alphatecspine.com/-- is a medical technology company
focused on the design, development and promotion of products for
the surgical treatment of spine disorders. The Company has a
comprehensive product portfolio and pipeline that addresses the
cervical, thoracolumbar and intervertebral regions of the spine and
covers a variety of spinal disorders and surgical procedures. Its
principal product offerings are focused on the global market for
fusion-based spinal disorder solutions. The Company believes that
its products and systems are attractive to surgeons and patients
due to enhanced product features and benefits that are designed to
simplify surgical procedures and improve patient outcomes.
ANGELICA CORP: April 12 Meeting Set to Form Creditors' Panel
------------------------------------------------------------
Andy Vara, Acting United States Trustee for Region 3, will hold an
organizational meeting on April 12, 2017, at 11:00 a.m. in the
bankruptcy case of Angelica Corporation, et al.
The meeting will be held at:
US Bankruptcy Court
Southern District of New York
One Bowling Green, Room 511
New York, NY 10004
The sole purpose of the meeting will be to form a committee or
committees of unsecured creditors in the Debtors' case.
The organizational meeting is not the meeting of creditors pursuant
to Section 341 of the Bankruptcy Code. A representative of the
Debtor, however, may attend the Organizational Meeting, and provide
background information regarding the bankruptcy cases.
To increase participation in the Chapter 11 proceeding, Section
1102 of the Bankruptcy Code requires that the United States Trustee
appoint a committee of unsecured creditors as soon as practicable.
The Committee ordinarily consists of the persons, willing to serve,
that hold the seven largest unsecured claims against the debtor of
the kinds represented on the committee.
Section 1103 of the Bankruptcy Code provides that the Committee may
consult with the debtor, investigate the debtor and its business
operations and participate in the formulation of a plan of
reorganization. The Committee may also perform other services as
are in the interests of the unsecured creditors whom it
represents.
About Angelica Corp.
Angelica Corp., headquartered in Alpharetta, Georgia, is a
national
provider of medical laundry and linen management services,
supplying approximately 3,800 healthcare providers in 25 states,
including approximately 850 hospitals, 350 long-term care
facilities, and 2,600 outpatient medical practices. Angelica
provides its laundry and linen management services through a
network of over 30 laundry plants and depots located across the
nation and a fleet of over 220 delivery vehicles. Angelica
currently employs approximately 3,900 employees, roughly 69% of
whom are unionized.
Angelica Corp., formerly known as Angelica, Angelica Healthcare,
and Angelica Image Apparel, sought Chapter 11 protection (Bankr.
S.D.N.Y. Case No. 17-10870) on April 3, 2017. The petition was
signed by John Makuch, interim chief financial officer.
The Debtor disclosed assets at $208 million and liabilities at
$216.8 million as of Dec. 24, 2016.
Judge James L. Garrity Jr. is assigned to the case.
The Debtor tapped Jill Frizzley, Esq., Kevin Bostel, Esq., and
Matthew S. Barr, Esq., at Weil, Gotshal & Magnes LLP as counsel.
Houlihan Lokey Capital, Inc. serves as the Debtor's investment
banker, while Alvarez & Marshal North America, LLC serves as its
financial advisor.
ARLINGTON CLASSICS: S&P Affirms 'BB+' Rating on 2016 Revenue Bonds
------------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable and
affirmed its 'BB+' rating on Anson Education Facilities Corp.,
Texas' series 2016A education revenue bonds and series 2016B
taxable education revenue bonds issued for Arlington Classics
Academy (ACA), as well as the series 2010 A, B, and C bonds.
"The positive outlook reflects our view of ACA's completed
construction for its third to fifth grade building, which
eliminates construction risk and allows capacity for enrollment to
increase, coupled with growth in days' cash on hand, as a
standalone metric, to levels that are more commensurate with a
higher rating," said S&P Global Ratings credit analyst Kaiti Wang.
In S&P's opinion, the 'BB+' rating on the school's bonds better
reflects the combined strength of its above average liquidity for
the rating and upward trends in its demand profile with a student
size that enables the school to generate sufficient debt service
coverage.
ACA currently operates two facilities: Arkansas Lane Campus, which
serves students from kindergarten through second grade, and Bowen
Road Campus, which serves grades three to eight. The new facility,
which is expected to house grades three to five will allow ACA to
move students into the high school grades at the Bowen Road
facility starting in fall 2017.
ARMSTRONG ENERGY: Incurs $58.8 Million Net Loss in 2016
-------------------------------------------------------
Armstrong Energy, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss of
$58.83 million on $253.9 million of revenue for the year ended Dec.
31, 2016, compared to a net loss of $162.14 million on $360.90
million of revenue for the year ended Dec. 31, 2015.
For the quarter ended Dec. 31, 2016, Armstrong Energy reported a
net loss of $20.66 million on $67.76 million of revenue compared to
a net loss of $1.99 million on $82.22 million of revenue for the
quarter ended Dec. 31, 2015.
Revenue from coal sales of $67.8 million and $253.9 million for the
three and twelve months ended Dec. 31, 2016, respectively, are
17.6% and 29.6% lower than the comparable periods of the prior year
primarily attributable to an unfavorable volume variance. The
volume variance experienced for the three and twelve months ended
Dec. 31, 2016, of $11.5 million and $84.9 million, respectively, is
due to a decline in customer demand resulting in lower contracted
amounts in the current year. In addition, the Company experienced
an unfavorable price variance of $2.9 million and $22.0 million for
the three and twelve months ended Dec. 31, 2016, respectively,
driven primarily by lower overall contract pricing and unfavorable
transportation adjustments, which are included as a component of
the price in certain of its long-term coal supply agreements as a
result of declining diesel prices, during 2016, when compared to
2015.
Costs of coal sales of $52.0 million and $207.6 million for the
three and twelve months ended Dec. 31, 2016, respectively, are
18.9% and 26.6% lower than the comparable periods of the prior year
due to both the decrease in volume and improved operating
efficiency. On a per ton basis, cost of coal sales for the three
and twelve months ended Dec. 31, 2016, totaled $32.54 and $34.85,
respectively, which represents a decrease of $1.97 per ton and a
decrease of $1.46 per ton, as compared to the same periods in 2015.
The decrease in the cost of coal sales per ton, as compared to the
same periods of 2015, is due to lower repairs, maintenance and
supplies costs at our underground mines, lower diesel fuel costs,
favorable equipment lease and rental expenses, and lower blasting
expenses at its surface operations due to a higher amount of
unconsolidated overburden.
Asset impairment and restructuring charges totaled $1.1 million and
$4.4 million for the three and twelve month periods ended Dec. 31,
2016, respectively, as compared to zero and $138.7 million for the
same periods of 2015. The current year charges related to the
write-off of certain advance royalties that could no longer be
recouped. The prior year charge was primarily associated with the
write-down of the carrying value of its long-lived assets to their
estimated fair value.
Non-cash charge on settlement with Thoroughbred totaled $10.5
million for the quarter and year ended Dec. 31, 2016, which related
to the resolution of a dispute with Thoroughbred involving certain
related-party transactions.
General and administrative (G&A) expenses were $4.0 million and
$13.5 million for the three and twelve months ended Dec. 31, 2016,
respectively, which were $0.8 million higher and $2.3 million lower
than the comparable periods in 2015. The increase in the fourth
quarter of this year is primarily due to an increase in legal and
professional fees and non-income related taxes. The decrease
year-over-year is due primarily to lower labor and benefits expense
and insurance costs.
As of Dec. 31, 2016, Armstrong Energy had $334.2 million in total
assets, $428.0 million in total liabilities and a total
stockholders' deficit of $93.80 million.
Ernst & Young LLP, in St. Louis, Missouri, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company incurred a substantial
loss from operations and has a net capital deficit as of and for
the year ended Dec. 31, 2016. The Company's operating plan
indicates that it will continue to incur losses from operations,
and generate negative cash flows from operating activities during
the year ended Dec. 31, 2017. These projections and certain
liquidity risks raise substantial doubt about the Company's ability
to meet its obligations as they become due within one year after
March 31, 2017, and continue as a going concern.
Liquidity
The principal indicators of the Company's liquidity are its cash on
hand and, prior to its termination, availability under its
asset-based revolving credit facility (Revolving Credit Facility),
which was terminated effective Nov. 14, 2016. The Company's
available liquidity as of Dec. 31, 2016, was $57.5 million, which
was comprised solely of cash on hand.
"We have experienced recurring losses from operations, which has
led to a substantial decline in cash flows from operating
activities for the year ended December 31, 2016. Our current
operating plan indicates that we will continue to incur losses from
operations and generate negative cash flows from operating
activities. In addition, we entered into a settlement agreement
with Thoroughbred, effective March 29, 2017, whereby we agreed,
among other things, to begin paying Thoroughbred all production
royalties earned on or after January 1, 2017 in cash ... Our
continuing operating losses, negative cash flow projections and
other liquidity risks raise substantial doubt regarding our ability
to continue as a going concern.
"Due to our current financial outlook, we have undertaken steps to
preserve our liquidity and manage operating costs, including
controlling capital expenditures. Beginning in 2015, we undertook
steps to enhance our financial flexibility and reduce cash outflows
in the near term, including a streamlining of our cost structure
and anticipated reductions in production volumes and capital
expenditures. In addition, we are actively negotiating a
restructuring with advisers to certain holders of our 11.75% Senior
Secured Notes due 2019 (the Notes), who collectively beneficially
own or manage in excess of 75% of the aggregate principal amount of
the Notes.
"We have engaged financial and legal advisers to assist us in
restructuring our capital structure and evaluate other potential
alternatives to address the impending liquidity constraints.
However, there can be no assurance that any restructuring will be
possible on acceptable terms, if at all. It may be difficult to
come to an agreement that is acceptable to all of our creditors.
Our failure to reach an agreement on the terms of a restructuring
with our creditors would have a material adverse effect on our
liquidity, financial condition and results of operations. In
addition, if a successful restructuring with the holders of the
Notes is not achieved, it may be necessary for us to file a
voluntary petition for relief under Chapter 11 of the United States
Bankruptcy Code in order to implement a restructuring, or our
creditors could force us into an involuntary bankruptcy or
liquidation.
Settlement Agreement with Thoroughbred
On Dec. 16, 2016, the Company received notification from legal
counsel for Thoroughbred Holdings, the general partner of
Thoroughbred, disputing the calculation of deferred royalties and
valuation of certain jointly-owned land and mineral reserves in
Muhlenberg and Ohio Counties, Kentucky (the Jointly-Owned Property)
pursuant to the First Amended and Restated Royalty Deferment and
Option Agreement (the Royalty Agreement). In the December 16th
correspondence, counsel for Thoroughbred Holdings asserted that
certain third-party valuations prepared in order to ascertain the
amount of the Jointly-Owned Property to be transferred from the
Company to Thoroughbred pursuant to the Royalty Agreement to
satisfy production royalties due to Thoroughbred were inaccurate
for fiscal year 2016 and prior years. Therefore, according to
Thoroughbred, its ownership in the Jointly-Owned Property would
have reached 100% during or prior to fiscal year 2016.
The Company promptly notified Thoroughbred that it disputed these
assertions and requested information supporting Thoroughbred's
arguments. Following its request, in a letter dated Jan. 6, 2017,
Thoroughbred Holding's CEO advised the Company that Thoroughbred,
based on its analysis, concluded that its valuation of the
remaining Jointly-Owned Property was significantly overstated, and
using its valuation methodology, Thoroughbred would have been
entitled to 100% ownership of the Jointly-Owned Property during the
first half of 2016. Therefore, according to Thoroughbred's
calculations, cash payment of production royalties was required for
a portion of the royalties incurred during 2016 and thereafter. In
addition, Thoroughbred questioned several of the inputs utilized in
the valuation by the Company during prior years, therefore
challenging the validity of the prior land and reserve transfers.
By subsequent letter dated Feb. 15, 2017, Thoroughbred clarified
that its valuation analysis ascertained that the fair market value
of the entirety of the Jointly-Owned Property as of Dec. 31, 2016,
was not more than $35 million. In addition, Thoroughbred insisted
that applying more conservative inputs to the valuations of prior
periods resulted in the underpayment of production royalties by not
less than $26 million and potentially in excess of $40 million
through Dec. 31, 2016. Thoroughbred's counsel, by separate letter
dated Feb. 15, 2017, also took exception to our calculation of the
amount of deferred royalties for the year ended Dec. 31, 2016, the
amount of certain offsets from these deferred royalties by amounts
due from Thoroughbred to us pursuant to an Administrative Services
Agreement, and the offset of certain production royalties that it
has overpaid to Thoroughbred on properties other than the
Jointly-Owned Property. The Company subsequently notified
Thoroughbred of our continued disagreement with their claims.
Following a series of negotiations, Armstrong and certain of its
affiliates, and Thoroughbred Holdings and certain of its
affiliates, entered into a settlement agreement effective
March 29, 2017 (the Settlement Agreement) to resolve all of these
claims and to avoid the uncertainties of a potential lengthy
arbitration. Under the terms of the Settlement Agreement, in
exchange for our transfer of a 20.81% undivided interest in the
transferable Jointly-Owned Property, the Company and Thoroughbred
Holdings agreed to mutual waivers and releases related to the
Royalty Agreement, the payment of production royalties or any other
sums due under the leases prior to Jan. 1, 2017, and the
Administrative Services Agreement. Thoroughbred also waived and
released any prior claims against the Company for lost or wasted
coal or mining practices and operational decisions made by the
Company; any other demands, claims, or assertions set forth in the
various communications from Thoroughbred Holdings and its legal
counsel to the Company; and any other claims arising from our
administration of the leases prior to Jan. 1, 2017. In addition,
the Company agreed to begin paying Thoroughbred all production
royalties earned on or after Jan. 1, 2017, in cash pursuant to the
existing lease terms, with royalties earned for January and
February 2017 totaling $2.7 million being paid on March 31, 2017.
As a result of the Settlement Agreement, the Company recognized a
non-cash charge in the year ending Dec. 31, 2016, totaling $10.5
million related to the 9.86% increase in the Jointly-Owned Property
transferred to resolve the aforementioned disputes. The 9.86%
interest in the Jointly-Owned Property represents production
royalties that were expected to be earned by Thoroughbred in the
first half of 2017, which would have resulted in Thoroughbred's
interest in the Jointly-Owned Property reaching 100.0%. Effective
with the execution of the Settlement Agreement, amounts accrued to
Thoroughbred totaling $11.7 million as of Dec. 31, 2016, were
forgiven as consideration for the transfer of the remaining
interest in the Jointly-Owned Property. In addition, the
Jointly-Owned Property that was the subject of the dispute has been
leased and/or subleased by Thoroughbred to the Company in exchange
for a production royalty effective Jan. 1, 2017. As a result of
the Company's continuing involvement in the land and mineral
reserves transferred to Thoroughbred, this transaction is accounted
for as a financing arrangement, and, therefore, will result in an
increase to the long-term obligation to Thoroughbred totaling $22.2
million during the first quarter of 2017.
Short-term Outlook
Armstrong currently has approximately 5.3 million tons committed
and priced for 2017. Capital expenditures for 2017 are expected to
be in the range of $9.0 million to $13.0 million. With respect to
any significant development projects, the Company plans to defer
them to time periods beyond 2017 and will continue to evaluate the
timing associated with those projects based on changes in overall
coal supply and demand.
Retirement of Executive Officer
By letter dated March 29, 2017, Kenneth E. Allen, the Company's
executive vice president and chief operating officer, informed the
Company of his intention to retire effective June 1, 2017. Upon
his retirement, Mr. Allen will continue as a consultant to the
Company to help support its operations.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/3HaZIw
About Armstrong
Armstrong Energy, Inc. is a diversified producer of low chlorine,
high sulfur thermal coal from the Illinois Basin, with both surface
and underground mines. The Company markets its coal primarily to
proximate and investment grade electric utility companies as fuel
for their steam-powered generators. Based on 2015 production, the
Company is the fifth largest producer in the Illinois Basin and the
second largest in Western Kentucky.
* * *
As reported by the TCR on Oct. 27, 2016, S&P Global Ratings said it
lowered its corporate credit rating on Armstrong Energy Inc. to
'CCC-' from 'CCC+' and placed the rating on CreditWatch with
developing implications.
In March 2016, Moody's Investors Service downgraded the ratings of
Armstrong Energy, Inc., including its corporate family rating to
'Caa1' from 'B3', probability of default rating (PDR) to 'Caa1-PD'
from 'B3-PD', and the rating on the senior secured notes to 'Caa2'
from 'B3'. The outlook is negative.
ATHENS INTERESTS: Hires Eric Liepins as Counsel
-----------------------------------------------
Athens Interests, LLC seeks authorization from the U.S. Bankruptcy
Court for the Eastern District of Texas to employ Eric A. Liepins,
P.C. as counsel, effective April 3, 2017.
The Debtor believes it is necessary to retain the law firm for the
purpose of orderly liquidating the assets, reorganizing the claims
of the Estate and determining the validity of claims asserted in
the Estate.
The law firm will be paid at these hourly rates:
Eric A. Liepins $275
Paralegals and
Legal Assistants $30-$50
The law firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm has received a retainer of $5,000 plus the filing fee.
Eric A. Liepins, sole shareholder of the law firm, assured the
Court that the firm is a "disinterested person" as the term is
defined in Section 101(14) of the Bankruptcy Code and does not
represent any interest adverse to the Debtor and its estate.
The firm can be reached at:
Eric A. Liepins, Esq.
ERIC A. LIEPINS, P.C.
12770 Coit Road, Suite 1100
Dallas, TX 75251
Tel: (972) 991-5591
Fax: (972) 991-5788
Athens Interests, LLC filed a Chapter 11 bankruptcy petition
(Bankr. E.D. Tex. Case No. 17-40693) on April 3, 2017, listing
under $1 million in both assets and liabilities.
AZURE MIDSTREAM: Wampanoag Holds 9.88% Stake as of March 31
-----------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Wampanoag Capital LLC, Wampanoag Capital Partners Fund
LP and Richard Tosi disclosed that as of March 31, 2017, they
beneficially own 1,115,292 Common Units Representing Limited
Partner Interests of Azure Midstream Partners, LP representing 9.88
percent based upon 11,284,341 Common Units reported to be
outstanding in the Company's Quarterly Report on Form 10-Q on
Nov. 2, 2016. A full-textx copy of the regulatory filing is
available for free at https://is.gd/mTQMhR
About Azure Midstream Partners
Azure Midstream Partners, LP, is a publicly traded Delaware master
limited partnership that was formed by NuDevco Partners, LLC, and
its affiliates to develop, own, operate and acquire midstream
energy assets.
Azure Midstream and 11 of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-30461) on Jan. 30, 2017. The petitions were signed by I.J.
Berthelot, II, president. The cases are assigned to Judge David R
Jones.
Azure disclosed $375.53 million in assets and $179.38 million in
liabilities as of as of Sept. 30, 2016.
Vinson & Elkins LLP is serving as corporate counsel to the Debtors;
Evercore Group LLC is serving as as financial advisor; Alvarez &
Marsal North America LLC is serving as restructuring advisor; and
Kurtzman Carson Consultants LLC is serving as claims, noticing &
balloting agent.
AZURE MIDSTREAM: Will No Longer File Periodic Reports with SEC
--------------------------------------------------------------
Azure Midstream Partners, LP, filed a Form 15 with the U.S.
Securities and Exchange Commission to terminate the registration of
its Common Units representing limited partner interests and to
suspend its duty to file reports under the Securities Exchange Act
of 1934, as amended. As a result of the Form 15 filing, the
Partnership does not expect to make further filings of reports with
the SEC, such as Form 8-K, Form 10-Q and Form 10-K. However, the
Partnership expects to continue communicating with the public, from
time to time, through press releases and/or its website
(http://www.azuremidstreampartners.com/home2). In addition, Court
filings and other information related to the Chapter 11 case are
available at a website administered by the Partnership's claims
agent at http://www.kccllc.net/azuremlp.
As previously disclosed, on March 15, 2017, the Partnership and
certain of its direct and indirect subsidiaries entered into a
purchase and sale agreement with BTA Gathering LLC, pursuant to
which BTA agreed to purchase substantially all of Seller's assets.
On the same date, the Court accepted the fully executed PSA and
incorporated it into the Court's sale order also dated March 15,
2017.
As previously disclosed, on March 20, 2017, the Debtors filed a
Joint Plan of Liquidation.
On or before the Effective Date of the Plan, the General Partner
will form a subsidiary limited liability company to serve as the
Azure Custodian. Pursuant to the Plan, if confirmed by the Court,
all of the Existing Azure Interests will be deemed cancelled and
the Azure Plan Interest will be issued to the Azure Custodian,
which will hold such share for the benefit of the holders of such
former Existing Azure Interests consistent with their relative
priority and economic entitlements.
About Azure Midstream Partners
Azure Midstream Partners, LP, is a publicly traded Delaware master
limited partnership that was formed by NuDevco Partners, LLC, and
its affiliates to develop, own, operate and acquire midstream
energy assets.
Azure Midstream and 11 of its affiliates sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. S.D. Tex. Lead Case No.
17-30461) on Jan. 30, 2017. The petitions were signed by I.J.
Berthelot, II, president. The cases are assigned to Judge David R
Jones.
Azure disclosed $375.5 million in assets and $179.4 million in
liabilities as of as of Sept. 30, 2016.
Vinson & Elkins LLP is serving as corporate counsel to the Debtors;
Evercore Group LLC is serving as as financial advisor; Alvarez &
Marsal North America LLC is serving as restructuring advisor; and
Kurtzman Carson Consultants LLC is serving as claims, noticing &
balloting agent.
BINGHAM COUNTY SD 55: Moody's Lowers GO Bonds Rating to Ba1
-----------------------------------------------------------
Moody's Investors Service has downgraded to Ba1 from Baa3 the
rating on Bingham County School District 55 (Blackfoot), Idaho's
general obligation (G.O.) debt. The rating action affects $4.4
million of debt. The outlook on the rating is stable. Moody's also
maintains a Aaa enhanced rating on the district's rated debt.
The downgrade to Ba1 from Baa3 reflects the districts continued
failure to keep pace with rated peers; driving credit factors
include a weak operating position, negative fund balance, and
extremely narrow liquidity. The district continues to rely on
cash-flow borrowing, which would not be a credit weakness on its
own, however the district relies on the cash-flow borrowing to make
debt service payments due to the lack of segregation of debt
service funds, which is a credit weakness. Additionally, the
district recently sought, and received, voter approval for a 17%
reduction in the district's supplemental levy. Though this was part
of a strategy to maintain roughly level overall tax collections,
reductions to General Fund revenue while still at a narrow
operating position is a credit weakness. The rating further
reflects evidence of financial stability in fiscal 2016 and 2017
due to more conservative budgeting, enrollment that is not expected
to decline for the first time since 2011, and improved per-pupil
state funding. The rating also considers the modestly sized, rural
tax base with below-average wealth levels, and a low debt burden
with rapid amortization of principal.
The Aaa enhancement rating reflects the guaranty of the Idaho
School Bond Credit Enhancement Program, which pledges the State of
Idaho's (Aa1 issuer rating with stable outlook) sales tax revenues
for debt service when due on qualified school districts'
voter-approved general obligation bonds. The Credit Enhancement
Program also has an additional source of liquidity to pay debt
service on bonds, provided by the Idaho Public School Endowment
Fund. The program rating reflects the markedly strong layers of
protections for bondholders, the solid mechanics of the program,
the state's strong credit profile, and ample sales tax revenue
coverage for guaranteed debt service payments. The enhancement
rating also incorporates the PSEF's satisfactory investment policy
and portfolio, available liquidity, and strong limits on the
endowment funds. For more detailed information on the credit
enhancement program, please refer to Moody's credit opinion on the
program dated April 15, 2016.
Rating Outlook
The revision to a stable outlook reflects a slight improvement to
the district's very weak financial position, which is not expected
to improve significantly over the near term. The reduction in the
district's supplemental levy, along with increased state funding
and decreased capital spending from the general fund, is expected
to maintain the district's now-balanced budget. The district's
finances are not expected to improve substantially over the outlook
horizon, and the district is likely to continue to use cash-flow
borrowing for debt service payments in the medium-term.
Factors that Could Lead to an Upgrade
Significant improvement in reserves and liquidity levels
Demonstrated multi-year trend of structural balance
Factors that Could Lead to a Downgrade
Further decline in reserves or liquidity
Failure to maintain structural balance
Legal Security
The bonds are secured by the district's full faith, credit and
unlimited property tax pledge.
Use of Proceeds
Not applicable.
Obligor Profile
The district encompasses 5.5 square miles and is located in
southeastern portion of the state in the Snake River Valley and is
bounded by the Snake River and US Highways 91 and 191, and
Interstate 15 and serves the residents of Bingham County along with
five other school districts. The district operates one early
childhood center, one kindergarten center, seven elementary
schools, one middle school, one alternative junior high school and
one traditional junior high school and has approximately 4,000
students.
Methodology
The principal methodology used in this rating was US Local
Government General Obligation Debt published in December 2016.
BISTRO AT CHERRY: Hires Dimitri Karapelou as Counsel
----------------------------------------------------
Bistro at Cherry Hill, Inc. seeks authorization from the U.S.
Bankruptcy Court for the District of New Jersey to employ the Law
Offices of Dimitri L. Karapelou, Esq., LLC as counsel.
The Debtor requires the law firm to provide general legal
representation to the Debtor regarding all phases of the proper
administration of the estate, including:
-- advising the Debtor with respect to its powers and duties
as debtor-in-possession;
-- preparing applications, motions, pleadings, briefs,
memoranda, and other documents and reports as may be
required;
-- representing the Debtor in Court;
-- representing the Debtor in its dealings with creditors;
-- representing the Debtor in negotiating, drafting,
confirming and consummating a plan of reorganization; and
-- representing the Debtor in the investigation of potential
causes of action.
The law firm will be paid at these hourly rates:
Dimitri Karapelou $350
Associate $225
The law firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The Debtor paid the firm $750 for pre-petition services, $1,717
filing fee and provided $2,583 to be held as a retainer.
Dimitri L. Karapelou assured the Court that the firm is a
"disinterested person" as the term is defined in Section 101(14) of
the Bankruptcy Code and does not represent any interest adverse to
the Debtor and its estate.
The firm can be reached at:
Dimitri L. Karapelou, Esq.
LAW OFFICES OF DIMITRI L. KARAPELOU, LLC
Two Penn Center
1500 JFK Blvd., Suite 920
Philadelphia, PA 19102
Tel: (215) 391-4312
Fax: (215) 701-8707
E-mail: dkarapelou@karapeloulaw.com
About Bistro at Cherry Hill Inc
Headquartered in Cherry Hill, New Jersey, Bistro at Cherry Hill is
a casual dining restaurant offering American cuisines. It is a
small business debtor as defined in 11 U.S.C. Section 101(51D).
Bistro at Cherry Hill, Inc. filed a Chapter 11 petition (Bankr. D.
N.J. Case No. 17-16167) on March 29, 2017. The Hon. Andrew B.
Altenburg Jr. presides over the case. Dimitri L. Karapelou, Esq.
serves as bankruptcy counsel.
In its petition, the Debtor estimates $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The petition
was signed by Andrew Cosenza, president.
BLACK MOUNTAIN GOLF: Seeks to Hire Morris Polich as Legal Counsel
-----------------------------------------------------------------
Black Mountain Golf & Country Club seeks approval from the U.S.
Bankruptcy Court for the District of Nevada to hire legal counsel
in connection with its Chapter 11 case.
The Debtor proposes to hire Morris Polich & Purdy LLP to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case.
The hourly rates charged by the firm range from $350 to $575 for
partners, and $250 to $350 for associates. Paraprofessionals
charge lower rates. Candace Carlyon, Esq., the attorney expected
to represent the Debtor, will charge $575 per hour.
Prior to the Debtor's bankruptcy filing, Morris received a retainer
of $51,717, which was funded by Rancris Inc. The firm incurred
$12,628 in fees and expenses, which were drawn down from the
retainer. As of March 30, the balance of the retainer is $39,089.
Ms. Carlyon disclosed in a court filing that her firm is
"disinterested" as defined in section 101(14) of the Bankruptcy
Code.
The firm can be reached through:
Candace C Carlyon, Esq.
Morris Polich & Purdy LLP
3800 Howard Hughes Pkwy, Ste 500
Las Vegas, NV 89169
Tel: (702) 862-8300
Fax: (702) 862-8400
Email: ccarlyon@mpplaw.com
About Black Mountain Golf & Country Club
Based in Henderson, Nevada, Black Mountain Golf & Country Club is a
member-owned golf facility open to the public. The Debtor is
non-profit corporation and a tax-exempt entity.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Nev. Case No. 17-11540) on March 30, 2017. The
petition was signed by Larry Tindall, president. The case is
assigned to Judge Bruce T. Beesley.
At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and debts at $1 million to $10 million.
BLUCORA INC: S&P Assigns 'BB-' ICR; Outlook Positive
----------------------------------------------------
S&P Global Ratings said it assigned its 'BB-' issuer credit rating
on Blucora Inc. The outlook is positive. S&P also assigned a
'BB-' issue rating and '3' recovery rating--indicating its
expectation for 50%-55% recovery for lenders in the event of a
payment default--on Blucora's new senior secured term loan B and
revolving credit facilities. S&P also affirmed its ratings on
subsidiaries TaxACT and HDV and revised their outlooks to
positive.
Blucora is issuing a new senior secured credit facility, including
a $375 million term loan B and a $50 million revolver, and is
repaying its unrated convertible notes as well as its
subsidiaries', TaxACT and H.D. Vest (HDV), rated term loan B.
"Our ratings on Blucora and its subsidiaries reflect its two
operating businesses' fair positions in competitive markets,
improved--but still significant--consolidated leverage, and some
uncertainty as to financial policy in the out years of the forecast
as the firm nears its stated 3x leverage target," said S&P Global
Ratings credit analyst Robert Hoban. S&P views the firm's
relatively stable profits, product diversification, and adequate
liquidity as countervailing strengths to the rating.
Blucora, the holding company for TaxACT and HDV, is completing its
transition into a financial services company after it recently sold
off noncore businesses and brought in new senior management with
financial services experience. TaxACT is the third-largest online
tax preparation service provider and, despite its small relative
market share, has a history of solid profit margins and good
customer retention. HDV is a relatively small retail brokerage and
investment adviser serving independent financial advisers who are
also tax professionals. Despite its relatively modest market
position, S&P believes HDV's leadership in the more stable tax
adviser niche boosts its pricing power and financial adviser
loyalty.
The rating reflects S&P's expectation that debt to adjusted EBITDA
will remain above 3x over the next 12 months. Blucora is repaying
the debt coissued by its operating subsidiaries, as well as its own
$175 million convertible notes from the proceeds of the new $375
million term loan B plus balance sheet cash. As a result, pro
forma year-end 2016 debt to EBITDA decreases to 4x from 4.2x. S&P
believes management will remain focused on paying down debt to
reach its 3x leverage target. S&P believes, however, that as
leverage approaches this level, the firm's financial priorities
become less clear. At that point, shareholder returns and modest
acquisitions may take precedence over further deleveraging.
Liquidity
S&P expects that despite further debt paydowns, liquidity will
remain relatively stable, with liquidity sources exceeding uses by
about 1.3x in the next 12 months. Further improvements depend
largely on the pace of voluntary debt reduction and any strategic
or shareholder spending.
Principal liquidity sources:
-- S&P expects Blucora to generate approximately $62 million in
operating cash flow in 2017. As the firm completes its
transition to a financial services company and corporate
relocation, S&P expects this to rise to about $80 million in
2018.
-- The firm will also have access to a new $50 million
revolving credit facility.
Principal liquidity uses:
-- S&P expects debt reduction to be the biggest use of
liquidity over the next two years.
-- S&P expects capital expenditures to remain modest.
The positive outlook reflects S&P's view that the firm's
deleveraging, if sustained, could reduce leverage, as measured by
debt to EBITDA, below 3x. It also reflects S&P's expectation that
the firm's businesses and cash flows should remain fairly stable,
with modest revenue growth and a reduction in corporate overhead,
as the firm finishes its transition to a financial services
company.
Over the next 12 months, S&P could raise the ratings if Blucora
reduces weighted average debt to EBITDA leverage below 3x and
demonstrates its commitment to keeping leverage below this level
while maintaining its liquidity and business performance.
Over the same time horizon, S&P could revise the outlook to stable
if it expects weighted average debt to EBITDA to remain above 3x,
or if liquidity, the company's market position, or profitability
deteriorates. More specifically, if HDV's financial adviser
retention or total client assets substantially decline, or if
TaxACT sees a meaningful decline in customer activity or revenue,
we could revise the outlook to stable.
Key analytical factors
S&P's simulated default scenario contemplates a payment default in
2021, reflecting a decline in cash flow as a result of reputational
issues, linked to faulty technology or breach of confidential
information at either TaxACT or HDV, which would cause customers to
lose confidence in the firms. S&P assumes a reorganization
following the default, using an emergence EBITDA multiple of 5x to
value the company.
Simulated default assumptions
-- Simulated year of default: 2021
-- EBITDA at emergence: $46.4 million
-- EBITDA multiple: 5x
Simplified waterfall
-- Net enterprise value/collateral value available to secured
creditors (after 5% administrative costs): $221 million
-- Senior secured debt: $406 million
-- Recovery expectations: 50%-55%
Note: All debt amounts include six months of prepetition interest.
BOART LONGYEAR: S&P Lowers CCR to 'CC', On CreditWatch Negative
---------------------------------------------------------------
S&P Global Ratings said that it lowered its corporate credit rating
on Salt Lake City, Utah-based Boart Longyear Ltd to 'CC' from
'CCC-' and placed it on CreditWatch with negative implications.
At the same time, S&P lowered its senior secured issue-level rating
on the company to 'CCC-' from 'CCC' and S&P's senior unsecured
issue-level rating on the company to 'C' from 'CC'. S&P's '2'
recovery rating on the senior secured notes reflects its
expectation for substantial (70% to 90%; rounded estimate: 70%)
recovery in the event of payment default. S&P's '5' recovery
rating on the senior unsecured notes reflects its expectation for
modest (10% to 30%; rounded estimate: 10%) recovery in the event of
a payment default.
S&P lowered its rating on Boart Longyear after the company
announced a distressed exchange offer for $196 million of its 7%
senior unsecured notes for 42% of the company's post
recapitalization common equity. The remaining $88 million of its
senior unsecured notes will pay a 1.5% interest rate, which is
payable in kind, and have an amended maturity of Dec. 31, 2022.
S&P views the company's intention to undertake this exchange offer
to amend its credit agreements as distressed because Boart Longyear
would not be able to meet its financial obligations under the terms
of its existing secured and unsecured notes.
The 10% senior secured notes will be reinstated at $199.875 million
plus accredited interest with a maturity date of Dec. 31, 2022.
These notes will pay 12% payment in kind for the first four
payments (at the company's option) and will pay interest in cash at
a rate of 10% thereafter. The change of control put was waived,
and the restricted payment and permitted investment baskets was
minimized or waived.
CREDITWATCH
S&P is placing its ratings on CreditWatch with negative
implications because S&P expects to lower the corporate credit
rating to 'SD' and the rating on the affected debt facilities to
'D' upon completion of the exchange offer.
Following the consummation of the exchange and downgrade to
default, S&P plans to reassess the company's capital structure,
liquidity assessment, and earnings profile and update the recovery
ratings profile.
-- S&P's '2' recovery rating on Boart's $300 million 10% senior
secured notes due in 2018 ($195 million outstanding) and '5'
recovery rating on its $300 million 7% senior unsecured
notes due in 2021 ($284 million outstanding) are unchanged.
-- The issue-level rating on the senior secured notes is
'CCC-', in line with S&P's notching guidelines for a '2'
recovery rating, indicating S&P's expectation for
substantial (70% to 90%; rounded estimate: 70%) recovery
prospects in the event of a payment default.
-- The issue-level rating on the senior unsecured notes is 'C',
in line with S&P's notching guidelines for a '5' recovery
rating, indicating its expectation for modest (10% to 30%;
rounded estimate: 10%) recovery prospects in the event of a
payment default.
-- S&P continues to assess recovery prospects on the basis of a
reorganization value of approximately $500 million,
reflecting about $91 million of emergence EBITDA and a 5.5x
multiple. The $91 million emergence EBITDA incorporates
S&P's recovery assumption for minimum capex(3% of sales
based on historical evidence), S&P's standard 15%
cyclicality adjustment for issuers in the metals and mining
downstream sector, a 15% operational adjustment (based on
proximity to default). Meanwhile the 5.5x multiple is in
line with the multiple S&P assigns to other companies in the
metals and mining downstream sector. S&P's recovery
analysis assumes that, in a hypothetical bankruptcy
scenario, Boart's asset-based lending (ABL) revolving
facility would be fully covered. Although the ABL
commitment is currently $40 million, S&P assumed borrowings
of about $15 million (65% drawn, net of $12 million in
outstanding but undrawn letters of credit), because of
potential borrowing base constraints.
-- Year of default: 2017
-- Distressed EBITDA at emergence: $91 million
-- Implied EBITDA multiple: 5.5x
-- Implied stressed valuation: $501 million
-- Net enterprise value (after 7% administrative costs):$466
million
-- Estimated collateral/noncollateral valuation split: $396
million/$70 million
-- Priority claims (ABL revolving facility and tranche A term
loan principal): $143 million
-- Total unencumbered value: $47 million
-- Remaining collateral value: $253 million
-- Estimated senior secured debt claim: $364 million
-- Secured deficiency claim: $111 million (ranks pari passu
with unsecured debt claims)
-- Total value available to secured debt holders ($253 million,
plus pro rata share of $47 million unencumbered value for
deficiency claim: $11 million): $264 million
-- Expected recovery range for senior secured notes: 70%-90%
(70%)
-- Recovery rating: '2'
-- Estimated senior unsecured debt claims: $347 million
-- Total value available to unsecured debt claims (pro rata
share of $47 million unencumbered value): $36 million
-- Expected recovery range for senior unsecured notes:
10%-30% (10%)
-- Recovery rating: '5'
* Senior secured debt consists of $205 million of senior secured
notes and $105 million of tranche B term loan principal. Senior
unsecured debt consists of $294 million of senior unsecured notes
and $53 million of payment in kind interest of tranche A and
tranche B term loans not covered by guarantor value.
Note: All debt amounts at default include six months accrued
prepetition interest.
BOSTWICK LABORATORIES: Court Okays Bidding Procedures
-----------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware has approved Bostwick Laboratories, Inc., et
al.'s proposed bidding procedures, break-up fee and expense
reimbursement.
The Court has approved the Bostwick's $6.3 million stalking horse
agreement with Poplar Healthcare PLLC, Vince Sullivan at Bankruptcy
Law360 relates. According to the report, Bostwick said that said
that it would remove some language from the bid procedures order
governing the remainder of Bostwick's accelerated sale process to
placate the U.S. government, unsecured creditors and stalking horse
bidder.
Law360 recalls that the government's Centers for Medicare &
Medicaid Services had objected to a revised bid procedures order,
saying the now-removed paragraph was not appropriate for the order
at issue, but should be reserved for a hearing on the final
debtor-in-possession financing approval. Law360 shares that the
language set a deadline by which Bostwick and CMS would set the
amount of the government's claim and created an extended period
during which the official unsecured creditors committee could
challenge that claim. The report quoted Evelyn J. Meltzer, Esq.,
at Pepper Hamilton LLP, the attorney for the Debtor, as saying,
"The good news for today is we believe the issues relating to the
committee challenge and the deadline for liquidating the CMS claims
can be adjourned to the April 13 final DIP hearing."
Objections to the proposed assumption and assignment of any lease
or contract, or to the cure amount must be filed by April 21, 2017,
at 4:00 p.m. (Eastern Time).
If the stalking bidder is not the successful bidder for the
Debtors' assets, counterparties to the leases and contracts will
have until April 27, 2017, at 4:00 p.m. to object to the assumption
and assignment of a lease or contract solely on the issue of
whether the successful bidder or back-up bidder can provide
adequate assurance of future performance.
Any qualified bid will provide for a purchase price with a minimum
cash or cash equivalent component payable at closing equal to the
sum of (i) the purchase price, $6,355,000 plus (ii) the amount
necessary to pay the government claim amount in full pursuant to
the interim DIP financing court order plus (iii) $450,000.
Any qualified bid must be submitted before 12:00 noon (Prevailing
Eastern Time) on April 24, 2017, and must be accompanied by (i) a
deposit in the amount of 10% of the initial bid, delivered to an
escrow agent by April 25, 2017.
If more than one qualified bid is received, an auction will be held
on April 26, 2017, at 10:00 a.m. (Prevailing Eastern Time).
A hearing to consider the approval of the sale to the purchaser
will be held on April 28, 2017, at 10:00 a.m. (Prevailing Eastern
Time).
A copy of the court order and the bidding procedures is available
at http://bankrupt.com/misc/deb17-10570-114.pdf
About Bostwick Laboratories
Founded in 1999, Bostwick Laboratories, Inc., and Bostwick
Laboratories Holdings, Inc. -- http://www.bostwicklaboratories.com/
-- operate an independent, full-service anatomic pathology
laboratory and are a specialty provider of diagnostic testing
services for urologists and gynecologists in the U.S. The Debtors
operate a reference laboratory offering a comprehensive suite of
anatomic pathology and molecular testing services to independent
physicians nationally.
BLI is a wholly owned subsidiary of BLHI. BLHI has no business
operations of its own.
BLI provides laboratory services to the approximately $1.3 billion
urology market, with over 15 years of experience in the field of
diagnostic and prognostic testing for the approximately 7,500
non-hospital based urologists practicing in the United States. BLI
also has testing capabilities to serve other select subspecialty
markets outside of urology, including women's health / OBGYN,
gastroenterology, nephrology, and dermatology.
BLI has 193 employees, with 125 employees located at the laboratory
facility in Uniondale, New York. The employees perform a variety
of critical functions relating to the business, including billing
and registration, sales and marketing, and laboratory operations.
As of the bankruptcy filing, the Debtors estimated assets in the
range of $1 million to $10 million and liabilities of up to $100
million.
In August 2014, BLI entered into a settlement agreement with the
Department of Justice, under which BLI agreed to pay the DOJ
$7,000,000. The agreement resulted in a $3,200,000 unsecured
installment note, payable in seventeen quarterly installments,
starting June 2016 with interest at 2.25%. The note matures in
June 2020. As of the Petition Date, the amount owed to the DOJ is
$2,702,020.
Bostwick Laboratories, Inc., and Bostwick Laboratories Holdings,
Inc., based in Uniondale, NY, filed separate Chapter 11 petitions
(Bankr. D. Del. Case Nos. 17-10570 and 17-10572) on March 15, 2017.
The petition was signed by Tommy Hunt, CFO.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $50 million to $100 million in liabilities.
The Hon. Brendan Linehan Shannon presides over the case.
David B. Stratton, Esq., Evelyn J. Meltzer, Esq., and John H.
Schanne, II, Esq., at Pepper Hamilton LLP, serve as bankruptcy
counsel to the Debtors. Donlin Recano & Company is the claims and
noticing agent.
Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed on
March 23, 2017, three creditors to serve on the official committee
of unsecured creditors.
BOSTWICK LABORATORIES: May Obtain $3.32M From Popular Healthcare
----------------------------------------------------------------
The Hon. Brendan L. Shannon of the U.S. Bankruptcy Court for the
District of Delaware has granted Bostwick Laboratories, Inc., et
al., on an interim basis, to obtain the initial credit advance
under the DIP credit agreement of up to an aggregate principal
amount of $3,323,000 from Popular Healthcare, PLLC, and use cash
collateral.
A final hearing on the postpetition financing will be held on April
13, 2017, at 9:00 a.m. (ET).
A copy of the court order is available at:
http://bankrupt.com/misc/deb17-10570-60.pdf
The Debtor is authorized to obtain the initial credit advance to be
used to satisfy the Capital One obligations and to fund the
Debtor's normal business operations. From the initial credit
advance, the full amount of the Healthcare Financial Solutions, LLC
obligations.
The Debtors are indebted to HFS, as successor to General Electric
Capital Corporation, as agent and a lender, pursuant to that
certain credit agremeent dated Sept. 17, 2012, in the aggregate
principal amount of at least $1,605,133.38, plus accrued and
accruing interest, fees, expenses, attorneys' fees and costs, and
other amounts owing under the terms of the HFS loan documents. The
amount of the HFS obligations as of March 21, 2107, total
$1,824,276.63. HFS was granted and has valid and perfected first
priority liens on and security interests in, among other things,
substantially all of the Debtors' assets.
Bostwick has an immediate need to obtain the postpetition financing
in order to, among other things, fund the Debtor's normal business
operations during the case pending the Section 363 sale of
substantially all of its assets and the wind down of the business,
to fund the administrative cost of the case, and to satisfy the
Capital One obligations. The Debtor's incurrence of the
postpetition financing is necessary to ensure that the Debtor has
sufficient working capital and liquidity to preserve and maintain
the going concern value of the Debtor's estate and to avoid
irreparable harm to the Debtor's estate and creditors.
The postpetition obligations will bear interest at 8% per annum
payable as provided in the postpetition note. After an event of
default, the interest will accrue at the interest rate plus 2% per
annum, along with costs and expenses as provided in the
postpetition note.
The Postpetition Lender's agreement to provide postpetition
financing and the Debtor's authorization to use cash collateral
will immediately and automatically terminate on May 30, 2017.
All of the postpetition obligations will constitue allowed senior
administrative expense claims against the Debtor with priority over
any and all administrative expenses, adequate protection claims,
diminution claims and all other claims against the Debtor.
As security for the postpetition funding obligations, the
Postpetition Lender is granted: (i) senior liens on unencumbered
property; (ii) priming liens on collateral securing second lien
notes; (iii) liens senior to certain other liens; and (iv)
avoidance actions.
The Postpetition Lender will have the right to credit bid the full
amount of the postpetition obligations then outstanding in
connection with the asset sale or any sale of all or any portion of
the Debtor's assets.
Vince Sullivan, writing for Bankruptcy Law360, quoted David B.
Stratton, Esq., at Pepper Hamilton LLP, the attorney for Bostwick,
as saying, "We have worked all weekend to get to a deal with CMS
and [DIP lender and stalking horse bidder] Poplar Healthcare PLLC.
Thanks to a lot of hard work by a lot of people . . . I think we're
at a deal."
According to Law360, the resolution alleviates what Mr. Stratton
called a crisis for the Debtors caused by CMS' administrative
freeze on the deposit into which CMS places reimbursements for
services provided by Bostwick. That move would prevent Bostwick
from receiving Medicare payments that amount to about 40% of its
total revenues and potentially cause company shutdown and immediate
liquidation, the report states. The report explains that CMS
enacted the freeze as a way to ensure the agency would be able to
recoup overpayments it has made to Bostwick.
Matt Chiappardi at Law360 relates that the U.S. government
instituted a temporary administrative freeze connected to Medicare
payments which Bostwick calls catastrophic both to its business and
to patient samples awaiting testing.
The move would jeopardize the business as a going concern, said the
situation was generating "frustration to the point of anger," and
that patients relying on the company for their cancer test
information would be the ones affected, Law360 states, citing Mr.
Stratton.
About Bostwick Laboratories
Founded in 1999, Bostwick Laboratories, Inc., and Bostwick
Laboratories Holdings, Inc. -- http://www.bostwicklaboratories.com/
-- operate an independent, full-service anatomic pathology
laboratory and are a specialty provider of diagnostic testing
services for urologists and gynecologists in the U.S. The Debtors
operate a reference laboratory offering a comprehensive suite of
anatomic pathology and molecular testing services to independent
physicians nationally.
BLI is a wholly owned subsidiary of BLHI. BLHI has no business
operations of its own.
BLI provides laboratory services to the approximately $1.3 billion
urology market, with over 15 years of experience in the field of
diagnostic and prognostic testing for the approximately 7,500
non-hospital based urologists practicing in the United States. BLI
also has testing capabilities to serve other select subspecialty
markets outside of urology, including women's health / OBGYN,
gastroenterology, nephrology, and dermatology.
BLI has 193 employees, with 125 employees located at the laboratory
facility in Uniondale, New York. The employees perform a variety
of critical functions relating to the business, including billing
and registration, sales and marketing, and laboratory operations.
As of the bankruptcy filing, the Debtors estimated assets in the
range of $1 million to $10 million and liabilities of up to $100
million.
In August 2014, BLI entered into a settlement agreement with the
Department of Justice, under which BLI agreed to pay the DOJ
$7,000,000. The agreement resulted in a $3,200,000 unsecured
installment note, payable in seventeen quarterly installments,
starting June 2016 with interest at 2.25%. The note matures in
June 2020. As of the Petition Date, the amount owed to the DOJ is
$2,702,020.
Bostwick Laboratories, Inc., and Bostwick Laboratories Holdings,
Inc., based in Uniondale, NY, filed separate Chapter 11 petitions
(Bankr. D. Del. Case Nos. 17-10570 and 17-10572) on March 15, 2017.
The Hon. Brendan Linehan Shannon presides over the case. David B.
Stratton, Esq., Evelyn J. Meltzer, Esq., and John H. Schanne, II,
Esq., at Pepper Hamilton LLP, serve as bankruptcy counsel. The
Debtors hired Donlin Recano & Company as claims and noticing
agent.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $50 million to $100 million in liabilities. The
petition was signed by Tommy Hunt, CFO.
Andrew R. Vara, Acting U.S. Trustee for Region 3, appointed on
March 23, 2017, three creditors to serve on the official committee
of unsecured creditors.
BRAZIL MINERALS: Needs More Time to File Form 10-K
--------------------------------------------------
Brazil Minerals, Inc., notified the Securities and Exchange
Commission it requires additional time to prepare, substantiate and
verify the accuracy of its financial reports. The Company is in
the process of preparing and reviewing its financial information.
According to the Company, the process of compiling and
disseminating the information required to be included in the Form
10-K for the fiscal year ended Dec. 31, 2016, as well as the
completion of the required audit of its financial information,
could not be completed within the prescribed time period without
incurring undue hardship and expenses.
About Brazil Minerals
Brazil Minerals, Inc., through subsidiaries, mines and sells
diamonds, gold, sand and mortar. The Company, through
subsidiaries, outright or jointly owns 11 mining concessions and 20
other mineral rights in Brazil, almost all for diamonds and gold.
The Company, through subsidiaries, owns a large alluvial diamond
and gold processing and recovery plant, a sand processing and
mortar plant, and several pieces of earth-moving capital equipment
used for mining as well as machines for sand processing and
preparation of mortar.
Brazil Minerals reported a net loss of $1.87 million for the year
ended Dec. 31, 2015, following a net loss of $3.42 million for the
year ended Dec. 31, 2014. As of Sept. 30, 2016, Brazil Minerals
had $1.27 million in total assets, $1.31 million in total
liabilities and a total stockholders' deficit of $38,307.
B F Borgers CPA PC, in Lakewood, CO, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered recurring
losses from operations and has a significant accumulated deficit.
In addition, the Company continues to experience negative cash
flows from operations. These factors raise substantial doubt about
the Company's ability to continue as a going concern.
BRETHREN VILLAGE: Fitch Rates $9.8MM 2015 Revenue Bonds 'BB+'
-------------------------------------------------------------
Fitch Ratings has assigned a 'BB+' rating to the following bonds
issued by Lancaster County Hospital Authority on behalf of Brethren
Village (BV):
-- $9.8 million revenue bonds, series 2015.
In addition, Fitch has affirmed the 'BB+' rating on the following
bonds issued by Lancaster County Hospital Authority on behalf of
BV:
-- $98.4 million revenue bonds, series 2017.
The Rating Outlook is Stable.
SECURITY
The bonds are secured by a mortgage on BV's main campus, security
interest in pledged assets (including gross receipts) and a debt
service reserve fund.
KEY RATING DRIVERS
HIGH DEBT POSITION: BV's debt burden is high with maximum annual
debt service (MADS) of $8.69 million amounting to 21.9% of fiscal
2016 total operating revenues. Additionally as of fiscal 2016, debt
to net available (9.0x) and adjusted debt to capital (87.8%) are in
line with Fitch's respective non-investment grade medians of 8.4x
and 79.5%.
MODEST LIQUIDITY METRICS: As of Dec. 31, 2016, BV's $29.75 million
of unrestricted cash and investments amounted to 287 days cash on
hand (DCOH) and 26.6% of long-term debt. Both of these ratios are
somewhat comparable to Fitch's non-investment grade medians of 256
DCOH and 34.9% cash to debt. However, BV benefits financially from
its $12 million of restricted funds that are used to support
operations.
EXPANSION PLANS: BV is embarking on an expansion project that
consists of 72 new ILUs and costs about $28.2 million. The project
will be partially funded by a bank loan consisting of $15 million
of permanent debt and $5 million of temporary debt that is expected
to be repaid with initial entrance fees.
CONSISTENTLY STRONG DEMAND: Driven by favorable service area
demographics, a very long operating history, attractive facilities
and expansive service offerings, demand trends are strong. Average
occupancy in BV's ILUs (95.8%), assisted living units (ALU: 96.8%)
and skilled nursing facility (SNF: 98.1%) all exhibited healthy
levels from fiscal 2014 through the six month period ending Dec.
31, 2016.
GOOD OPERATING PROFITABILITY: Partially as a result of BV's strong
demand and enhanced pricing flexibility, profitability is good with
the net operating margin (NOM) and net operating margin-adjusted
(NOMA) averaging a healthy 17.9% and 27.7%, respectively, from
fiscal 2013 to fiscal 2016. These metrics compare favorably to
Fitch's respective non-investment grade medians of 5.7% and 20%.
RATING SENSITIVITIES
MAINTENANCE OF OPERATING PROFILE: The 'BB+' rating assumes that
Brethren Village's current operating profile, characterized by high
occupancy across all levels of care, strong operating margins and
modest liquidity, remains stable. Should any of these weaken during
the construction and fill-up period or debt service coverage
declines, there could be negative rating pressure.
EXPANSION PLAN PROJECT MANAGEMENT: The 'BB+' rating incorporates
the appropriate management of the construction project and fill-up
of the new ILUs according to forecasts. Significant cost overruns
or occupancy and fill-up levels that hamper financial performance
or position could result in negative rating action.
CREDIT PROFILE
BV operates a life plan community (LPC) with 505 ILUs, 141 ALUs,
120 SNF beds, and a 20-bed short-stay rehabilitation center, on a
96-acre campus in Manheim Township, PA that is located about four
miles north of the city of Lancaster, PA. BV currently offers 90%
refundable or non-refundable entrance fee residency agreements,
with three types of contracts for its ILU residents,
fee-for-service, modified lifecare, and lifecare. Non-refundable
entrance fees are approximately 37.5% lower than the refundable
entrance fees. While the entrance fee amounts for the three
contract types are the same, monthly service fees are increased for
both the modified lifecare and lifecare arrangements. Approximately
62% of ILU residents have non-refundable entrance fee agreements,
and about 86% are on fee-for-service contracts.
In addition to BV, the limited liability company, Rehabilitation
Center at Brethren Village, which is owned by BV and operates the
short-stay rehabilitation center, is a member of the obligated
group. Three other BV affiliates that operate an affordable housing
complex and own real estate are not obligated group members. The
obligated group represents about 95.8% of total system assets and
97% of total system revenues in fiscal 2016 (June 30 year-end).
Fitch used the obligated group financial statements for fiscal 2016
and the consolidated financial statements for fiscal 2012 to 2015
in its analysis and figures cited in this press release.
BRIDGESTREAM MANAGEMENT: Taps Coldwell as Real Estate Broker
------------------------------------------------------------
Bridgestream Management LLC seeks approval from the U.S. Bankruptcy
Court for the Central District of California to hire a real estate
broker.
The Debtor proposes to hire Coldwell Banker George Realty Inc. in
connection with the sale of its interest in a real property located
at 3218 East Holt Avenue, West Covina, California.
The firm will receive a commission of 6% of the listing price upon
consummation of the sale. The proposed listing price for the
property is $2.08 million.
Shumei Kam, a real estate agent associated with Coldwell, disclosed
in a court filing that the firm is "disinterested" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Shumei Kam
Coldwell Banker George Realty Inc.
660 W. Huntington Drive
Arcadia, CA 91007-3424
Tel: (626) 202-6446
Fax: (626) 445-1100
About Bridgestream Management
Bridgestream Management LLC owns the commercial real property
building located at 3218 East Holt Ave., in West Covina,
California. The property is valued at $2.1 million in the Debtor's
schedules. Lucy Gao has a 100% member interest in the Debtor.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. C.D. Calif. Case No. 17-12631) on March 6, 2017. The
petition was signed by Lucy Gao, manager. At the time of the
filing, the Debtor disclosed $2.1 million in assets and $1.6
million in liabilities.
The case is assigned to Judge Julia W. Brand. The Debtor is
represented by W. Derek May, Esq., at the Law Office of W. Derek
May.
BRIDGEVIEW, IL: S&P Lowers Rating on UTGO Bonds to 'BB-'
--------------------------------------------------------
S&P Global Ratings lowered its long-term rating and underlying
rating (SPUR) on Bridgeview, Ill.'s outstanding unlimited-tax
general obligation (GO) bonds four notches to 'BB-' from 'BBB'.
S&P also placed the rating on CreditWatch with negative
implications due to potentially reduced market access and weakened
liquidity.
"The downgrade reflects our view that the village will continue to
face acute business, financial, and economic uncertainties related
to its debt burden, particularly the debt issued for its Toyota
Park stadium," said S&P Global Ratings credit analyst Blake Yocom.
The downgrade further reflects S&P's view of the village's:
-- Increasing and unsustainable debt burden, including
extremely high debt as a percentage of market value and very
high fixed costs;
-- Reliance on sustained market access in the short and long
term for liquidity and debt service through restructurings;
and
-- Very weak performance, coupled with very weak budgetary
flexibility and liquidity that will remain pressured by its
extremely high debt burden.
"In addition, the downgrade reflects a materially weaker financial
position stemming from very weak performance and our expectation
that additional debt restructurings will be necessary; without
them, the village's credit quality would deteriorate," added
Mr. Yocom. The village's liquidity is very weak, coupled with weak
management conditions due to high fixed costs as a result of the
construction and financing of Toyota Park, an underperforming
stadium. The restructurings resulted in very slow debt
amortization and a declining tax base has contributed to an
extremely high overall debt burden as a percentage of market value.
The village's overall debt burden is extremely high due to the
construction and operation of the stadium. Multiple restructurings
have been necessary to cover debt service and minimize property tax
increases for taxpayers in the near term. Through restructurings,
debt service has been extended to 2047 and very likely additional
restructurings will extend it even further, possibly to
2056—beyond the useful life of the stadium, in S&P's view. The
city's extremely high debt burden will likely continue to pressure
its finances and taxing flexibility.
The outstanding bonds are a full faith and credit obligation of the
village, payable from ad valorem property taxes levied against all
taxable property, without limitation as to rate or amount.
Bridgeview, with an estimated population of 16,995, is a mature
community 15 miles southwest of downtown Chicago and about four
miles southwest of Midway Airport in Cook County. It is in the
Chicago-Naperville-Elgin metropolitan area.
"The CreditWatch reflects our view that there is at least a
one-in-two likelihood of a rating change within the next 90 days,"
added Mr. Yocom. Credit quality could deteriorate further due to
liquidity concerns if the village can't access the market in a
timely manner, or negotiate favorably with its lenders, to pay or
remarket $25 million it owes to a bank. To be clear, the timing of
a bond sale in and of itself is not a credit factor and
transactions are often delayed due to changes in market conditions
that affect pricing and other factors; however, the village relies
on market access to restructure its debt and to pay existing bank
loans. Without the ability to restructure, S&P believes its
financial position would materially weaken and the effect on
taxpayers would be substantial and unsustainable, which would
likely lead to further deterioration in credit quality.
BRIGHT MOUNTAIN: Incurs $2.94 Million Net Loss in 2016
------------------------------------------------------
Bright Mountain Media, Inc., filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
attributable to common shareholders of $2.94 million on $1.49
million of product sales for the year ended Dec. 31, 2016, compared
to a net loss attributable to common shareholders of $2.01 million
on $1.41 million of product sales for the year ended Dec. 31,
2015.
As of Dec. 31, 2016, Bright Mountain had $2.98 million in total
assets, $1.41 million in total liabilities and $1.56 million in
total shareholders' equity.
Liggett & Webb, P.A., in Boynton Beach, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has a net
loss of $2,667,051 and used cash in operations of $1,860,515 and an
accumulated deficit of $8,824,806 at Dec. 31, 2016. These matters
raise substantial doubt about the Company's ability to continue as
a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/7hufVE
About Bright Mountain
Based in Boca Raton, Fla., Bright Mountain Media, Inc., a media
holding company, owns and manages Websites in the United States.
It operates through two segments, Product Sales and Services. The
company develops Websites, which provide information and news to
military, law enforcement, first responders, and other public
sector employees; and information, including originally written
news content, blogs, forums, career information, and videos.
BROADVIEW NETWORKS: Will File Form 10-K Within Extension Period
---------------------------------------------------------------
Management of Broadview Networks Holdings, Inc., and its advisors
have been actively pursuing its various strategic and financing
alternatives and do not have sufficient available resources to file
the Company's annual report on Form 10-K for the year ended Dec.
31, 2016, within the prescribed time period without unreasonable
effort or expense. The Company's Annual Report on Form 10-K for
the year ended Dec. 31, 2016, will be filed on or prior to the
prescribed extended date.
About Broadview Networks
Rye Brook, N.Y.-based Broadview Networks Holdings, Inc., is a
communications and IT solutions provider to small and medium sized
business ("SMB") and large business, or enterprise, customers
nationwide, with a historical focus on markets across 10 states
throughout the Northeast and Mid-Atlantic United States, including
the major metropolitan markets of New York, Boston, Philadelphia,
Baltimore and Washington, D.C.
Broadview Networks reported a net loss of $9.79 million in 2015, a
net loss of $9.22 million in 2014 and a net loss of $8.48 million
in 2013.
As of Sept. 30, 2016, Broadview had $207.6 million in total assets,
$217.1 million in total liabilities and a total stockholders'
deficiency of $9.48 million.
C&D COAL: Panel Hires Albert's Capital as Financial Advisors
------------------------------------------------------------
The Official Committee of Unsecured Creditors of C&D Coal Company,
LLC seeks authorization from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to retain Albert's Capital
Services, LLC as financial advisors to the Committee, nunc pro tunc
to March 22, 2017.
The Committee requires Albert's Capital to provide:
(a) advisory services relating to the Debtor's operations,
including, without limitation, analysis of the Debtor's
coal reserves, mining plans, permits, environmental
compliance and other matters associated with the production
and sale of coal, gas or oil;
(b) analysis of coal leases, override agreements and related
mineral interests, including, the financial terms contained
therein;
(c) analysis of restructuring options, including, without
limitation, reorganization and/or sale opportunities as
well as analysis of any plan proposed by the Debtor;
(d) analysis of any pleadings filed by the Debtor, as well as
all monthly operating reports and other documentation
provided by or on behalf of the Debtor;
(e) accounting and related analysis of any transactions
involving the Debtor;
(f) reporting to the Committee relating to the Debtor's
operations, financial performance and other matters
relating to property of the estate;
(g) litigation support in furtherance of the Committee's goals;
(h) assistance in identifying and/or introducing Potential
Participants to a Possible Transaction and developing a
strategy in furtherance of a Possible Transaction,
including, without limitation, contacting and eliciting
interest from those Potential Participants;
(i) participation in negotiations with Potential Participants
in furtherance of a Possible Transaction;
(j) participation in meetings and conferences with the Debtor,
Kingston Coal and/or its professionals as requested by the
Committee;
(k) assistance in any other reasonable manner with efforts to
advance the interests of the Committee;
(l) development of strategies to maximize recoveries from the
Debtor's assets and advise and assist the Committee with
respect to such strategies;
(m) review and provide analysis of any plan of reorganization
and disclosure statement relating to the Debtor and, if
appropriate and applicable, assist with the development
and analysis of a plan of reorganization to be proposed by
the Committee; and
(n) attendance at Committee meetings, court hearings, and
auctions as may be required.
The current standard hourly rates for the Albert's Capital staff
and professionals to be involved in the case range from $100 to
$320 per hour.
In addition, the Albert's Capital retention involves a fee
associated with its efforts in conjunction with a "Possible
Transaction." A Possible Transaction shall involve any transaction
or series of transactions involving (a) an acquisition, merger,
consolidation or other transaction with another party through which
any portion of the business or assets of the Debtor are, directly
or indirectly, combined with or transferred to another party; (b)
the acquisition, directly or indirectly, by a buyer or buyers of
equity interests or options, or any combination thereof
constituting a majority or controlling portion of the equity
interests of the Debtor or possessing a majority or controlling
portion of the voting power of the Debtor; (c) any other purchase
or acquisition, directly or indirectly, by a buyer or buyers of a
majority or controlling portion of the assets, securities or other
interests of the Debtor; or (d) formation of a joint venture or
partnership with the Debtor or direct investment in the Debtor for
the purposes of effectuating a transfer of a majority or
controlling interest in the Debtor to a third party.
In the event Albert's Capital is able to identify a Potential
Participant who is willing to close on a Possible Transaction,
Albert's Capital has requested a fee payable pursuant to section
328(a) of the Bankruptcy Code (the "Transaction Fee"). The
Transaction Fee shall be calculated as a cash fee equal to 5% of
the Aggregate Consideration received by the Debtor, its creditors,
the equity holders and the bankruptcy estate as a result of the
consummation of the Possible Transaction.
Albert's Capital will also be reimbursed for reasonable
out-of-pocket expenses incurred.
Edward T. Albert, II, principal and managing director of Albert's
Capital, assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
The Court will hold a hearing on the application on April 27, 2017,
at 10:00 a.m. Objections, if any, are due April 20, 2017, at 4:00
p.m.
Albert's Capital can be reached at:
Edwart T. Albert, II
ALBERT'S CAPITAL SERVICES, LLC
200 Dinsmore Ave.
Pittsburgh, PA 15205
Tel: (412) 376-4747
E-mail: ealbert@albertcapitalmgmt.com
About C&D Coal Company and Derry Coal Company
C&D Coal Company, LLC, and Derry Coal Company, LLC, both based in
Derry, PA, filed a Chapter 11 petition (Bankr. W.D Pa. Case Nos.
16-24726 and 16-24727) on Dec. 22, 2016. The Hon. Gregory L.
Taddonio presides over the case for Case No. 16-24726; the Hon.
Thomas P. Agresti for 16-24727. Robert O Lampl, Esq., at Robert O.
Lampl, Attorney at Law, to serve as bankruptcy counsel for both
Debtors' cases.
The petitions was signed by Jimmy Edward Cooper, managing member.
C&D Coal Company listed $10 million to $50 million in both assets
and liabilities. Derry Coal listed $1 million to $10 million in
both assets and liabilities.
CALATLANTIC GROUP: Fitch Rates New Unsec. Notes Due 2024 & 2026 BB
------------------------------------------------------------------
Fitch Ratings rates CalAtlantic Group, Inc.'s (NYSE: CAA) proposed
issuances of senior unsecured notes due 2024 and 2026 'BB'. The
$225 million of new notes are comprised of a $125 million add-on to
the company's existing $300 million of 5.875% senior unsecured
notes due 2024 and a $100 million add-on to its $300 million of
5.25% senior unsecured notes due 2026. CAA intends to use the
proceeds to repurchase or repay its $230 million of outstanding
8.40% senior unsecured notes due May 2017, and, pending the use of
the net proceeds for such purpose, for general corporate purposes.
While the issuance of the add-on notes will be neutral from an
overall debt perspective, it further extends the company's maturity
profile as well as improves CAA's cash flow generation. The
refinancing of the 2017 notes is expected to lower interest expense
by about $7.4 million annually and is consistent with Fitch's
expectation of continued improvement in CAA's credit metrics.
KEY RATING DRIVERS
Ratings for CAA reflect the company's execution of its business
model in the current moderately recovering housing environment, its
land policies, and geographic diversity. The ratings are also
supported by the company's improving financial results and credit
metrics following the merger with The Ryland Group (Ryland) in
October 2015.
Risk factors include the cyclical nature of the homebuilding
industry. The ratings also take into account CAA's recently
implemented share repurchase program. In July 2016, CAA's board
authorized a $500 million share repurchase program, replacing the
previous $200 million authorization put in place in February 2016.
For the year ended Dec. 31, 2016, CAA repurchased about $233
million of its stock, funded primarily with free cash flow. The
company has about $367 million remaining under its repurchase
authorization.
IMPROVING FINANCIAL RESULTS AND CREDIT METRICS
The company completed its merger with The Ryland Group on Oct. 1,
2015. The integration of the two companies has proceeded well and
management has achieved its targeted annual synergy run rate of $80
million. CAA's homebuilding revenues for the year ended Dec. 31,
2016, and increased 20% on a proforma basis to $6.4 billion as home
deliveries grew 13% and the average selling price advanced 6%.
CAA's net debt (homebuilding debt less unrestricted homebuilding
cash) to capitalization declined from 53.7% at the end of 2014 to
46.4% at the conclusion of 2015 and 43.4% at the end of 2016. Debt
to EBITDA improved from 4.5x at the end of 2014 to 3.5x at the end
of 2016. Interest coverage rose from 3.1x during 2014 to 3.4x in
2015 and 4.2x for the year ended 2016. Fitch expects further
improvement in these credit metrics, including debt to EBITDA at or
below 3.5x and interest coverage approaching 5x by the end of 2017.
Additionally, net debt to capitalization is projected to be below
45% by the end of 2017.
LAND POSITION AND SPENDING
As of Dec. 31, 2016, the company controlled roughly 65,424 lots, of
which 77.5% were owned and the remaining lots controlled through
options and joint ventures. Total lots controlled declined 7.2% YOY
as the owned land position fell 3.5% and its lots under option fell
17.7%.
Based on 2016 closings, CAA's total lots controlled declined from
about 5.6 years at the conclusion of 2015 to 4.6 years currently
while owned lots fell from 4.2 years to 3.6 years currently. The
company's current lot position is roughly in line with the average
lot positions of issuers in Fitch's homebuilding coverage. The
company ultimately wants to reduce its total controlled lots to
about four years based on a trailing-12-months basis.
CAA's land and development spending totalled $1.6 billion on a
proforma basis during 2015. In 2016, the company invested
approximately $1.6 billion in land and development spending. During
2017, the company is targeting about $500 million on land
acquisitions and an estimated $800 million for development
expenditures. At this level of spending, Fitch expects CAA will be
modestly cash flow positive for the year.
Fitch is comfortable with this real estate strategy given the
company's strong liquidity position and management's demonstrated
ability to manage its spending. Management reiterated that land and
development spending will remain a priority, but the company will
adhere to its strict underwriting guidelines. Additionally, Fitch
expects management will pull back on spending if the current
recovery in housing stalls or dissipates.
LIQUIDITY AND CASH FLOW
As of Dec. 31, 2016, CAA had unrestricted cash of $191.1 million
and $637.9 million of availability under its $750 million revolving
credit facility that matures in October 2019.
The company generated positive cash flow from operations (CFFO) of
$322.3 million during 2016 after reporting negative CFFO of $362.4
million during 2014 and negative $271.5 million during 2015. Fitch
expects CAA will continue to generate positive CFFO, perhaps a
similar amount in 2017 as it was in 2016.
CAA has meaningful debt coming due in the next 18 months, including
the $230 million of senior notes maturing in May 2017 which CAA
plans to repay with proceeds primarily from the add-on issuances,
$575 million of senior notes coming due in May 2018 and $225
million of convertible senior notes maturing in May 2018.
Additionally, holders of the company's $253 million 1.25%
convertible senior notes due 2032 may require the company to
purchase all or any portion of their notes for cash on Aug. 1,
2017. CAA has shown the ability to access the capital markets,
issuing $300 million of 5.25% 10-year senior unsecured notes in May
2016 and the $225 million add-on issuances (which was upsized from
$200 million). Fitch expects the company will access the capital
markets to refinance its next series of debt maturities.
GEOGRAPHIC DIVERSITY
CAA was the 5th largest U.S. homebuilder in 2016 based on home
closings. More importantly, according to management, CAA has a top
10 market share in 25 metropolitan statistical areas (MSAs),
including a top five market share in 11 of the 25 largest MSAs. It
is one of the most geographically diverse builders with operations
in 41 markets across 17 states. Management estimates that about 22%
of its 2016 deliveries were from entry-level buyers and 78% were
directed to move-up, luxury and active adult buyers.
HOUSING CONTINUES MODERATE RECOVERY
Housing activity continued to experience growth in 2016 with the
support of a steadily growing, relatively robust economy throughout
the year. Total housing starts grew 5.6% versus 2015, while
existing home sales and new home sales were up 3.8% and 12.4%,
respectively.
The year 2017 could prove to be almost a mirror image of 2016.
Economic growth should be somewhat stronger in 2017, although
overall inflation may be more pronounced. Interest rates will rise
further but demographics and employment growth should be at least
as positive in 2017. First-time buyers will continue to gradually
represent a higher portion of housing purchases as qualification
standards loosen further. Housing starts should increase 7.0% to
1.26 million, with single-family volume advancing 10.0% to 860,000,
and multifamily starts growing 1% to 397,000. New home sales should
reach 619,000, up 10.0%. Existing home sales are forecast to
improve 1.7% to 5.5 million
Longer term, there are regulatory risks, including uncertainty over
the incoming administration's housing policies.
SOME EROSION IN AFFORDABILITY
The most recent Freddie Mac 30 year average mortgage rate increased
approximately 60 bps from 3.54% before the elections to 4.14% based
in the most current survey. Of course, current rates are still well
below historical averages and help moderate the effect of much
higher home prices during the past few years. Income growth has
been (and may continue to be) relatively modest. Nevertheless,
there has been some lessening of affordability as the upcycle in
housing has matured. The Realtor Association's composite
affordability index peaked at 207.3 in the first quarter of 2012,
averaged 176.9 in 2013, 165.7 in 2015, 164.8 in 2016 and was 162.1
in December 2016.
Affordability in the U.S. remains very good by historical
standards, despite the increase in home prices. The home
price/income ratio is at the lowest level in over 25 years and
mortgage rates remain near historical lows. However, the abrupt
increase in interest rates following the November 2016 elections
could meaningfully erode affordability and trigger a temporary
slowdown in demand. Such was the case in 2013 when interest rates
increased from an average of 3.45% in April to 4.49% in September
2013. During the last two months of 2013 existing home sales (on a
seasonally-adjusted basis) fell almost 10% compared with the level
reported in July 2013. Fitch expects mortgage rates will be 40
bps-50 bps higher, on average, during 2017 compared with 2016.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for CAA include:
-- Fitch expects the housing upcycle to continue in 2017, with
single-family housing starts advancing 10% while new and
existing home sales improve 10% and 1.7%, respectively;
-- CAA's homebuilding revenues increase about 7% - 10% in 2017;
-- The company's net debt to capitalization ratio settles below
45% at year-end 2017;
-- CAA continues to generate positive cash flow from operations,
perhaps a similar amount in 2017 as it was in 2016;
-- The company makes moderate share repurchases, funded primarily
with FCF;
-- CAA maintains an adequate liquidity position (above $500
million) with a combination of unrestricted cash and revolver
availability.
RATING SENSITIVITIES
Positive rating actions may be considered if CAA shows further
steady improvement in credit metrics (such as net debt to
capitalization ratio consistently approaching 40%), while
maintaining a healthy liquidity position (in excess of $700 million
in a combination of cash and revolver availability) and continues
generating consistent positive cash flow from operations as it
manages its land and development spending.
Negative rating actions may be considered if there is sustained
erosion of profits due to either weak housing activity, meaningful
and continued loss of market share, and/or ongoing land, materials
and labor cost pressures (resulting in margin contraction and
weakened credit metrics, including net debt to capitalization
sustained at or above 50%) and CAA maintains an overly aggressive
land and development spending program that leads to consistent
negative cash flow from operations, higher debt levels and
diminished liquidity position. In particular, Fitch will be focused
on assessing the company's ability to repay debt maturities with
available liquidity and internally generated cash flow.
Negative rating actions may also be considered if the company
executes on a meaningful share repurchase program that is funded
primarily by debt, leading to weaker credit metrics and diminished
liquidity position
Fitch currently rates CAA as follows:
-- Long-Term IDR 'BB';
-- Senior unsecured notes 'BB/RR4';
-- Unsecured revolving credit facility 'BB/RR4'.
The Recovery Rating of '4' for CAA's unsecured debt and revolving
credit facility support a rating of 'BB', and reflects average
recovery prospects in a distressed scenario.
The Rating Outlook is Stable.
CALIFORNIA PROTON: Ombudsman Taps Otterbourg as Legal Counsel
-------------------------------------------------------------
The patient care ombudsman appointed in California Proton Treatment
Center LLC's Chapter 11 case seeks court approval to hire her own
firm as her legal counsel.
In a filing with the U.S. Bankruptcy Court in Delaware, Melanie
Cyganowski proposes to hire Otterbourg P.C. to, among other things,
give legal advice regarding her duties under the Bankruptcy Code,
represent her in court proceedings where the rights of patients may
be affected, and advise her on potential health law-related
issues.
The hourly rates charged by the firm are:
Partner/Counsel $695 - $995
Associate $295 - $725
Paralegal $275
Ms. Cyganowski disclosed in a court filing that her firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
The firm can be reached through:
Melanie Cyganowski, Esq.
Otterbourg P.C.
230 Park Avenue
New York, NY 10169-0075
Tel: 212-661-9100
Fax: 212-682-6104
Email: info@otterbourg.com
About California Proton Treatment Center
California Proton Treatment Center filed for Chapter 11 bankruptcy
protection (Bankr. D. Del. Case No. 17-10477) on March 1, 2017,
estimating its assets and debt at $100 million to $500 million.
The petition was signed by Jette Campbell, chief restructuring
officer. Judge Selber Silverstein presides over the case.
Locke Lord LLP serves as the Debtor's general counsel. The Debtor
hired Polsinelli PC as co-counsel with Locke Lord; Cain Brothers &
Company, LLC as investment banker; and Carl Marks Advisory Group
LLC as financial advisor.
On March 16, 2017, the Office of the U.S. Trustee appointed Melanie
L. Cyganowski as patient care ombudsman.
CANNABIS SCIENCE: Will File Form 10-K Within Extension Period
-------------------------------------------------------------
Cannabis Science, Inc., was unable to file, without unreasonable
effort and expense, its Form 10-K Annual Report for the year ended
Dec. 31, 2016, in a timely manner because of unanticipated delays,
it is anticipated that the Form 10-K, along with the audited
financial statements, will be filed on or before the 15th calendar
day following the prescribed due date of the Company's Form 10-K,
according to a Form 12b-25 filed with the Securities and Exchange
Commission.
About Cannabis
Cannabis Science, Inc., was incorporated under the laws of the
State of Colorado, on Feb. 29, 1996, as Patriot Holdings, Inc. On
Aug. 26, 1999, the Company changed its name to National Healthcare
Technology, Inc. On June 6, 2007, the Company changed its name
from National Healthcare Technology, Inc., to Brighton Oil & Gas,
Inc., and converted to a Nevada corporation. On March 25, 2008 the
Company changed its name to Gulf Onshore, Inc. On April 6, 2009,
the Company changed its name to Cannabis Science, Inc., and
obtained a new CUSIP number.
Cannabis is at the forefront of medical marijuana research and
development. The Company works with world authorities on
phytocannabinoid science targeting critical illnesses, and adheres
to scientific methodologies to develop, produce, and commercialize
phytocannabinoid-based pharmaceutical products. In sum, the
Company is dedicated to the creation of cannabis-based medicines,
both with and without psychoactive properties, to treat disease and
the symptoms of disease, as well as for general health
maintenance.
The Company reported a net comprehensive loss of $18.6 million in
2015, following a net comprehensive loss of $16.9 million in 2014.
As of Sept. 30, 2016, Cannabis had $1.08 million in total assets,
$5.42 million in total liabilities and a total stockholders'
deficit of $4.34 million.
Turner, Stone & Company, L.L.P., Certified Public Accountants,
issued a "going concern" opinion on the Company's consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has suffered recurring losses from operations since
inception, has a working capital deficiency and will need to raise
additional capital to fund its business operations and plans.
Furthermore, there is no assurance that any capital raise will be
sufficient to complete the Company's business plans. These
conditions raise substantial doubt about its ability to continue as
a going concern, the auditors said.
CATCH 22 LINY: Has Final Approval to Utilize Cash Collateral
------------------------------------------------------------
Judge Robert E. Grossman of the U.S. Bankruptcy Court for the
Eastern District of New York authorized Catch 22 LINY Corp. d/b/a
Reel, to utilize cash collateral on a final basis.
The updated Budget for April until July 2017 projects total cash
disbursements of approximately $559,565.
AMEX, Two Cousins, NYS and Sysco are granted replacement liens in
the Debtor's postpetition collateral and cash collateral, to the
same extent, validity and priority as existed prepetition. Such
replacement liens, however, will not attach to any actions
commenced pursuant to Sections 544, 547, 548 and 550 of the
Bankruptcy Code.
The replacement liens will be subject and subordinate to a carve
out for the payment of:
(a) allowed professional fees and disbursements incurred by
counsel and other professionals retained by the Debtor, pursuant to
sections 327(a) and 363(b) of the Bankruptcy Code, in an aggregate
amount not to exceed $30,000;
(b) quarterly fees required to be paid pursuant to 28 U.S.C.
Section 1930(a)(6); and
(c) any fees payable to the Clerk of the Court.
The Debtor is directed to pay to AMEX the sum of $2,500 on or
before May 31, 2017, and $3,500 per month by the last day of the
month for June, July and August 2017, which amount will be applied
only to AMEX's allowed secured claim in the Debtor's case and will
be subject to prompt disgorgement by AMEX to the extent that the
aggregate amount of such payments exceeds the amount of AMEX's
allowed secured claim.
A full-text copy of the Order, dated March 31, 2017, is available
at https://is.gd/hEVeZ1
A copy of the Debtor's Budget is available at https://is.gd/gZCwle
About Catch 22 LINY Corp.
Catch 22 LINY Corp. is a corporation incorporated under the laws of
the State of New York with a restaurant business located at 1 Main
Street and 99 Ocean Avenue, East Rockaway, NY.
An involuntary petition (Bankr. E.D.N.Y. Case No. 16-75160) was
filed against Catch 22 LINY Corp., d/b/a Reel, under Chapter 11 of
Title 11 of the Bankruptcy Code on Nov. 5, 2016. The petition was
filed by petitioners Anthony Chiodi, Willys Fish Corporation and
Westbury Fish Co., Inc. The case is assigned to Judge Robert E.
Grossman.
The Debtor is represented by Robert J. Spence, Esq., at Spence Law
Office, P.C.
The petitioners are represented by Joseph M. Mattone, Esq., at
Mattone, Mattone, Mattone, LLP.
CATCH 22 LINY: Wants Exclusivity Extended Through Aug. 1
--------------------------------------------------------
Catch 22 LINY Corp. dba Reel, asks the U.S. Bankruptcy Court for
the Eastern District of New York to extend its exclusive plan
filing period through August 1, 2017, and its exclusive
solicitation period through September 30, 2017.
The Debtor seeks an extension of the current exclusive periods to
avoid the premature formulation of a Chapter 11 plan at this time.
The Debtor explains that the claims bar date has just recently
passed and there were several claims filed that the Debtor needs to
review. The claims need to be reviewed 34 to properly formulate a
Plan of Reorganization. The Debtor is also reviewing its cash flow
projections, management options going forward and speaking with
creditors and parties in interest to try to reach a consensus on
the terms of a Plan.
The Debtor believes it is essential and therefore beneficial to the
estate and its creditors it be afforded the time necessary in an
environment where it is not distracted with the concomitant threat
of competing plans, unproductive confrontations and the increasing
administrative costs associated therewith.
Finally, the Debtor believes that the proposed extension of the
current exclusive periods will not prejudice creditors of its
estate or other parties-in-interest.
About Catch 22 LINY Corp.
Catch 22 LINY Corp. is a corporation incorporated under the laws of
the State of New York with a restaurant business located at 1 Main
Street and 99 Ocean Avenue, East Rockaway, NY.
An involuntary petition (Bankr. E.D.N.Y. Case No. 16-75160) was
filed against Catch 22 LINY Corp. dba Reel under Chapter 11 of
Title 11 of the Bankruptcy Code on November 5, 2016. The Petition
was filed by petitioners Anthony Chiodi, Willys Fish Corporation
and Westbury Fish Co., Inc. The case is assigned to Judge Robert
E. Grossman.
The Debtor is represented by Robert J. Spence, Esq., at Spence Law
Office, P.C.
The Petitioners are represented by Joseph M. Mattone, Esq., at
Mattone, Mattone, Mattone, LLP.
CHANNEL TECHNOLOGIES: U.S. Trustee Forms 3-Member Committee
-----------------------------------------------------------
U.S. Trustee Peter C. Anderson on April 7 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Channel Technologies Group, LLC.
The committee members are:
(1) Lockheed Martin Corporation
Attn: Patricia Hanson
7 Barnabas Road
Marion, Massachusetts 02738
Tel: (774) 553-6303
Fax: (508) 748-9574
E-mail: patricia.hanson@lmco.com
Other Contacts:
Lockheed Martin Corporation
Attn: Jon Mellis, Esq.
Rotary and Mission Systems
9500 Godwin Drive
Manassas, Virginia 20110
Tel: (703) 367-1836
Fax: (703) 367-3328
E-mail: jon.mellis@lmco.com
Christopher Donoho, III, Esq.
M. Shane Johnson, Esq.
Hogan Lovells US LLP
875 Third Avenue
New York, New York 10022
Tel: (212) 918-3000
Fax: (212) 918-3100
E-mail: chris.donoho@hoganlovells.com
shane.johnson@hoganlovells.com
(2) Water Store
Attn: William Risser, President
94 Frederick Lopez
Goleta, California 93117
Tel: (805) 683-9600
Fax: (805) 967-4649
E-mail: h20hobo@cox.net
(3) CEC, Inc.
Attn: Jason Carlton, President
P.O. Box 23245
Santa Barbara, California 93121
Tel: (805) 637-5340
E-mail: carltonjason0@gmail.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Channel Technologies Group
Headquartered in Santa Barbara, California, Channel Technologies
Group, LLC, designs and manufactures piezoelectric ceramics,
transducers, sonar equipment and other related products sold
primarily to military, commercial, and industrial customers in the
United States and internationally.
CTG is a privately owned California limited liability company
founded in 1959. In 2011, CTG was acquired by BW Piezo Holdings,
LLC, a Delaware limited liability company, from Alta Properties,
Inc., f.k.a. Channel Technologies, Inc. BWP now owns 100% of CTG's
member interests. BWP is majority-owned by Blue Wolf Capital Fund
II, L.P. (the Company's pre-petition lender), which is an
investment fund managed by Blue Wolf Capital Advisors, L.P. CTG is
a member-managed LLC. Charles Miller is the manager.
CTG filed a Chapter 11 petition (Bankr. C.D. Cal. Case No.
16-11912) on Oct. 14, 2016. The case is assigned to Judge Peter
Carroll.
The Debtor estimated $10 million to $50 million in assets and
debt.
The Debtor has engaged Jeffrey W. Dulberg, Esq., at Pachulski
Stang Ziehl & Jones LLP as bankruptcy counsel, CR3 Partners, LLC
as restructuring advisor, and Prime Clerk LLC as noticing, claims
and balloting agent.
CHARLES WALKER: Trustee Wants to Proceed With Auction of Properties
-------------------------------------------------------------------
John C. McLemore, Trustee for Charles E. Walker, asks the U.S.
Bankruptcy Court for the Middle District of Tennessee to authorize
him to proceed with the sale at auction of five Nashville
properties.
A hearing on the Motion is set for May 2, 2017 at 9:00 a.m. The
objection deadline is April 25, 2017.
The Trustee proposes to proceed with the auction of these
properties at the time and location indicated:
a. Sale No. 1:
i. Property Description: 3 Condos at 2929 Selena Drive
(Units 27, 118 and 138), Nashville, Tennessee
ii. Date: May 24, 2017 at 10:30 a.m.
iii. Location: On Site
iv. Terms of real Estate Sale: 20% earnest money to be
paid at the auction; balance at closing to be held within 30 days
of the auction.
v. 1st Lienholder: On July 12, 2016, First Freedom Bank
filed claims for $847,825 cross collateralized with other
properties. After the payment of the costs of sale, the net
proceeds will be paid to First Freedom Bank up to balance on note.
The Trustee paid January monthly adequate protection payments to
First Freedom Bank which will reduce the amount of the payoff. The
Trustee has requested an itemized payoff from the lender.
vi. Debtor(s) Statutory Exemption: None
vii. Unit 27 will be sold subject to a residential lease.
The monthly rental payment of $850 is current. The lease expires
July 20, 2017.
b. Sale No. 2:
i. Property Description: House and lot at 917 Stockell
St., Nashville, Tennessee
ii. Date: May 25, 2017 at 10:30 a.m.
iii. Location: On Site
iv. 1st Lienholder: On July 12, 2016, First Freedom Bank
filed claims for $847,825 cross collateralized with other
properties. After the payment of the costs of sale, the net
proceeds will be paid to First Freedom Bank up to balance on note.
The Trustee paid January monthly adequate protection payments to
First Freedom Bank which will reduce the amount of the payoff. The
Trustee has requested an itemized payoff from the lender.
v. Terms of real Estate Sale: 20% earnest money to be
paid at the auction; balance at closing to be held within 30 days
of the auction.
vi. Debtor(s) Statutory Exemption: None
vii. The property will be sold subject to a residential
lease. The monthly rental payment of $1,395 is current. The lease
expires Nov. 15, 2017.
c. Sale No. 3
i. Property Description: Duplex at 811 A Sylvan Street,
Nashville, Tennessee
ii. Date: May 25, 2017 at 1:00 p.m.
iii. Location: On Site
iv. Terms of real Estate Sale: 20% earnest money to be
paid at the auction; balance at closing to be held within 30 days
of the auction.
v. 1st Lienholder: On July 12, 2016, First Freedom Bank
filed claims for $847,825 cross collateralized with other
properties. After the payment of the costs of sale, the net
proceeds will be paid to First Freedom Bank up to balance on note.
The Trustee paid January monthly adequate protection payments to
First Freedom Bank which will reduce the amount of the payoff. The
Trustee has requested an itemized payoff from the lender.
vi. The property will be sold subject to a residential
lease. The monthly rental payment of $1,095 is current. The lease
expires May 21, 2017.
vii. Debtor(s) Statutory Exemption: None
d. Sale No. 4
i. Property Description: Unimproved lot at 3218 Glencliff
Rd., Nashville, Tennessee
ii. Date: May 26, 2017 at 10:30 a.m.
iii. Location: On Site
iv. Terms of real Estate Sale: 20% earnest money to be
paid at the auction; balance at closing to be held within 30 days
of the auction.
v. 1st Lienholder: On July 6, 2016 Judy Ann Cothran filed
a claim for $6,297.
vi. Debtor(s) Statutory Exemption: None
e. Sale No. 5
i. Property Description: Unimproved Lot at 0 Joplin
Drive, Nashville, Tennessee; and House and Lot at 2615 Joplin
Drive, Nashville, Tennessee
ii. Date: May 26, 2017 at 1:30 p.m.
iii. Location: On Site
iv. Terms of real Estate Sale: 20% earnest money to be
paid at the auction; balance at closing to be held within 30 days
of the auction.
v. 1st Lienholder: None
vi. Debtor(s) Statutory Exemption: None
The Properties are to be sold "as is, where is," and free and clear
of any liens. Proceeds of the sale will be subject to auctioneer's
fees and expenses, all real taxes due will be paid from the
proceeds of the sale at closing. Current year taxes will be
prorated to date of deed. The sale does not include Personal
Identifiable Information (PII). It is anticipated that there is
sufficient equity in the properties to pay all 506(c) expenses and
that the sale will result in a distribution being made to secured
creditors.
The law office of Mudter & Patterson conducted title searches and
found no liens filed by Tennessee Department of Revenue or the
Internal Revenue Service on these properties.
Simultaneous with the publication of the Notice, the Trustee has
made application to the Court for the appointment of Bill Colson
Auction & Realty Co. as auctioneer for the sale. The auctioneer
will be paid in accordance with Local Rule 6005-1 which provides as
follows: (i) 10% of gross proceeds for real property and
vehicles−including cars, trucks, trailers, all-terrain vehicles,
boats, aircraft, farm machinery and implements, and earth moving
equipment; or (ii) 25% of the first $40,000 of gross proceeds for
other personal property and 15% thereafter.
No expenses will be reimbursed. Upon receipt of the auctioneer's
report of sale, the payment of Bill Colson Auctions' commission
will be paid. If the sale includes personal property, pursuant to
Local Rule 6005-1(e), the auctioneer may charge a buyers' premium
of 2.5% to offset credit card processing fees.
The Trustee asks the Court to authorize him to proceed with the
sale of these properties free and clear of all liens.
The Trustee further asks that the 14-day stay of the sale of these
properties following the entry of the Order as provided for in FRBP
6004(h) be waived.
The Trustee can be reached at:
John C. McLemore, Esq.
2000 Richard Jones Rd., Ste. 250
Nashville, TN 37215
Telephone: (615) 383-9495
Facsimile: (615) 292-9848
E-mail: jmclemore@gmylaw.com
Charles E Walker sought Chapter 11 protection (Bankr. W.D. Tenn.
Case No. 16-10413) on Feb. 29, 2016.
CHINA COMMERCIAL: Requires More Time to File Form 10-K
------------------------------------------------------
China Commercial Credit, Inc. said it was unable to file its Annual
Report on Form 10-K for the period ended Dec. 31, 2016, on a timely
basis because the Company requires additional time to work with its
auditors and legal counsel to prepare and finalize the Form 10-K.
The Company anticipates that it will file the Form 10-K no later
than the fifteenth calendar day following the prescribed filing
date, according to a Form 12b-25 filed with the Securities and
Exchange Commission.
About China Commercial Credit
China Commercial Credit, Inc., offers financial services in China.
It provides direct loans, loan guarantees and financial leasing
services to small-to-medium sized businesses, farmers and
individuals in the city of Wujiang, Jiangsu Province.
China Commercial reported a net loss of $55.83 million in 2015
following a net loss of $23.37 million in 2014.
As of Sept. 30, 2016, China Commercial had $22.45 million in total
assets, $19.74 million in total liabilities and $2.70 million in
total shareholders' equity.
Marcum Bernstein & Pinchuk LLP, in New York, New York, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has accumulated deficit that raises substantial doubt
about its ability to continue as a going concern.
CLEAR LAKE: Adamses Buying McHenry Property for $33K
----------------------------------------------------
Clear Lake Development, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to authorize the sale of a parcel
of real property located in 0 East McHenry Road, McHenry, Stone
County, Mississippi, consisting of 15 acres, to Jonathan and Heidi
Adams for $33,000.
At the time of the filing of the Petition the Debtor was the owner
of Property. Said Property being a part of Stone County Tax Parcel
No. 095-15-001.006.
The Debtor has entered into a Contract for the Sale and Purchase of
Real Estate as to the Property, with the Buyers for a sale price of
$33,000.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Clear_Lake_42_Sales.pdf
Whitney Bank, doing business as Hancock Bank, holds a promissory
note and first deed of trust secured by the Property as part of a
larger tract now or formerly consisting of over 200 acres. Said
Note and Deed of Trust are dated Nov. 17, 2015 and the Deed of
Trust is recorded in land records of Stone County at Deed of Trust
Book 393, Page 296.
The Debtor proposes to pay all of the net proceeds of the sale of
the Property to Hancock Bank to pay down the amount due on the
Note.
All Property taxes are due to Stone County for tax years prior to
2017 have been paid in full. Property taxes are projected to be
due to Stone County for the tax year 2017 for the time prior to
closing that the Property is owned by the Debtor during 2017, which
are estimated to be in the approximate amount of $200.
The Debtor has agreed that these expenses, charges and fees should
be paid from the proceeds of the sale:
a. Proration of the County ad valorem taxes for the
current year of approximately $200, with the exact amount
determined immediately prior to closing.
b. Estimated fees due to the U.S. Trustee as quarterly
fees pursuant to 28 USC 1930 as a result of the completion of the
sale of $1,000.
c. Payment to Hancock Bank of 100% of the Net Proceeds of
sale. Net Proceeds will be defined, for the purpose of the
Application to Sell Real Prope1ty Free and Clear of Liens to mean:
the purchase price, less real estate commissions, ad valorem taxes
paid by Seller; proration's; title curative costs required by the
Contract; cost of survey; and any title insurance premium and/or
binders required to be paid by the Seller; and an estimated amount
that will become due to the U.S. Trustee as quarterly fees pursuant
to 28 USC 1930 as a result of completion of the sale.
d. Real Estate Commissions to be paid to J. Carter Real
Estate, LLC, doing business as J. Carter & Co. Real Estate &
Development.
e. Paydown of the Note in amount of the Net Proceeds to
Hancock Bank.
f. The Debtor will not receive any of the proceeds of
sale.
Hancock Bank will be required to execute a partial release of the
Deed of Trust describing the property upon receipt of the Net
Proceeds as set.
The sale contemplated should release the Property from all existing
liens and transfer such lien to the proceeds of sale.
The Debtor asks the Court to approve the sale of the Property to
the Buyers free and clear of all liens and encumbrances pursuant to
the Contract, provided that payment is to be made in the following
manner: (i) proration of the County ad valorem taxes for the
current year of approximately $200, with the exact amount herein
determined immediately prior to closing; (ii) reserve to the Debtor
the sum of $3,000 to be applied to the quarterly fees that will
become due to the U.S. Trustee, to be deposited in a separate
account and to be used only to pay said U.S. Trustee fees absent
further order of the Court; (iii) Real Estate Commissions to be
paid to J. Carter Real Estate; (iv) paydown of the Note in amount
of the Net Proceeds to Hancock Bank.
The Debtor asks the Court to enter an Order that the Net Proceeds
of sale be substituted as collateral for the Property pursuant to
11 U.S.C. Section 363(f).
About Clear Lake Development
Clear Lake Development, LLC of Biloxi, MS, filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. MS
Case No. 17-50392) on March 6, 2017. The petition was signed by
Bernard Favret, member.
The Debtor is represented by Patrick A. Sheehan, Esq, of Sheehan
Law Firm, PLLC. Judge Katharine M. Samson presides over the case.
As of date of the bankruptcy filing, the Debtor disclosed $500,000
to $1 million in estimated assets and $1 million to $10 million in
estimated liabilities.
CLEAR LAKE: Zar Buying McHenry Property for $245K
-------------------------------------------------
Clear Lake Development, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to authorize the sale of a parcel
of real property located in 0 East McHenry Road, McHenry, Stone
County, Mississippi, consisting of 15 acres, to Penny Vardin Zar
for $245,000.
At the time of the filing of the Petition, the Debtor was the owner
of the Property. Said Property being Stone County Tax Parcel No.
092-09-016.000, and part of Stone County Tax Parcel No.
092-10-001.006.
The Debtor has entered into a Contract for the Sale and Purchase of
Real Estate as to the Property with the Buyer for a sale price of
$245,000.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Clear_Lake_44_Sales.pdf
Whitney Bank, doing business as Hancock Bank, holds a promissory
note and first deed of trust secured by the Property. Said Note
and Deed of Trust are dated Nov. 17, 2015, and the Deed of Trust is
recorded in land records of Stone County at Deed of Trust Book 393,
Page 296.
The Debtor proposes to pay all of the net proceeds of the sale of
the Property to Hancock Bank to pay down the amount due on the
Note.
Property taxes are due to Stone County for tax year 2015 in amount
of approximately $650 which will be paid at closing. Property
taxes are due to Stone County for tax year 2016 in amount of
approximately $550 which will be paid at closing. Property taxes
are projected to be due to Stone County for the tax year 2017 for
the time prior to closing that the Property is owned by the Debtor
during 2017, which are estimated to be in the approximate amount of
$200.
The Debtor has agreed that these expenses, charges and fees should
be paid from the proceeds of the sale:
a. Proration of the County ad valorem taxes for the
current year of approximately $200, with the exact amount
determined immediately prior to closing.
b. Payment of county ad valorem taxes for tax year 2016,
in the amount of approximately $550, with the exact amount being
determined immediately prior to closing.
c. Payment or redemption of county ad valorem taxes for
tax year 2015, in the amount of approximately $650, with the exact
amount being determined immediately prior to closing.
d. Estimated fees due to the U.S. Trustee as quarterly
fees pursuant to 28 USC 1930 as a result of completion of the sale
of $3,000.
e. Payment to Hancock Bank of 100% of the Net Proceeds of
sale. Net Proceeds will be defined, for the purpose of the
Application to Sell Real Property Free and Clear of Liens to mean:
the purchase price, less real estate commissions; ad valorem taxes
paid by Seller; proration's, title curative costs required by the
Contract, cost of survey, any title insurance premium and/or
binders required to be paid by the Seller, and an estimated amount
that will become due to the U.S. Trustee as quarterly fees pursuant
to 28 USC 1930 as a result of completion of the sale.
f. No Real Estate Commissions or brokerage fees will be
paid in connection with the transaction.
g. Paydown of the Note in amount of the Net Proceeds to
Hancock Bank.
Hancock Bank will be required to execute a partial release of the
Deed of Trust describing the property upon receipt of the Net
Proceeds as set out.
The sale contemplated should release the Property from all existing
liens and transfer such lien to the proceeds of sale.
The Debtor asks the Court to approve the sale of the Property to
the Buyer free and clear of all liens and encumbrances pursuant to
the Contract, provided that payment is to be made in the following
manner: (i) proration of the County ad valorem taxes for the
current year of approximately $200, with the exact amount
determined immediately prior to closing; (ii) payment of county ad
valorem taxes for tax year 2016, in the amount of approximately
$550, with the exact amount being determined immediately prior to
closing; (iii) payment of county ad valorem taxes for tax year
2015, in the amount of approximately $650, with the exact amount
being determined immediately prior to closing; (iv) reserve to the
Debtor the sum of $3,000 to be applied to the quarterly fees that
will become due to the U.S. Trustee pursuant to 28 USC 1930, as a
result of this transaction, to be deposited in a separate account
and to be used only to pay said U.S. Trustee fees absent further
order of the Court; and (v) paydown of the Note in amount ofthe Net
Proceeds to Hancock Bank.
The Debtor asks the Court to enter an Order that the Net Proceeds
of sale be substituted as collateral for the Property pursuant to
11 U.S.C. Section 363(f).
The Purchaser can be reached at:
Penny Vardin Zar
4911 Evida Street
Lafitte, LA 70067
Telephone: (504) 583-8526
About Clear Lake Development
Clear Lake Development, LLC of Biloxi, MS, filed a voluntary
petition under Chapter 11 of the Bankruptcy Code (Bankr. S.D. MS
Case No. 17-50392) on March 6, 2017. The petition was signed by
Bernard Favret, member.
The Debtor is represented by Patrick A. Sheehan, Esq, of Sheehan
Law Firm, PLLC. Judge Katharine M. Samson presides over the case.
As of date of the bankruptcy filing, the Debtor disclosed $500,000
to $1 million in estimated assets and $1 million to $10 million in
estimated liabilities.
CNH INDUSTRIAL: S&P Assigns 'BB' Rating on Proposed Sr. Notes
-------------------------------------------------------------
S&P Global Ratings assigned its 'BB' issue-level rating to
U.S.-based CNH Industrial Capital LLC's proposed senior unsecured
notes. CNH Industrial Capital's wholly owned subsidiaries CNH
Industrial Capital America LLC and New Holland Credit Co. LLC will
guarantee the notes. S&P understands that the company expects to
use the proceeds from this issuance for working capital and other
general corporate purposes, which may include the purchase of
receivables or other assets or the repayment of its outstanding
debt.
S&P rated the unsecured notes one notch lower than its corporate
credit rating on the company because S&P estimates that CNH
Industrial Capital's amount of unencumbered assets will remain
close to or less than its amount of unsecured debt. The company's
heavy reliance on secured debt, through asset-backed security
transactions, encumbers a significant majority of its balance sheet
assets.
CNH Industrial Capital is a wholly owned subsidiary of CNH
Industrial N.V. (CNHI), which is a public company organized under
the laws of the Netherlands with its principal office in the U.K.
CNH Industrial Capital is a captive finance company that provides
financial services for CNHI's customers in the U.S. and Canada.
S&P's 'BB+' corporate credit rating on CNH Industrial Capital
reflects S&P's long-term corporate credit rating on its parent,
CNHI. S&P views the subsidiary as a core holding of CNHI, given
its strategic importance to the parent (financial services are a
key offering that facilitates the sale of CNHI's equipment), CNHI's
ability to influence its actions, and S&P's expectation that CNHI
would provide the company with financial support in times of need.
There is a support agreement between the two companies and CNH
Industrial Capital's receivables account for slightly over half of
the total managed portfolio of CNHI's financial services
organization globally.
RATINGS LIST
CNH Industrial Capital LLC
Corporate Credit Rating BB+/Stable/--
New Rating
CNH Industrial Capital LLC
Prpsd Senior Unsecured Notes BB
CONSOL ENERGY: Egan-Jones Hikes Commercial Paper Rating to B
------------------------------------------------------------
Egan-Jones Ratings, on February 3, 2017, raised the rating on
commercial paper issued by Consol Energy Inc. to B from C.
Consol Energy Inc. is an American energy company with interests in
coal and natural gas production headquartered in the suburb of
Cecil Township, in the Southpointe complex, just outside
Pittsburgh, Pennsylvania.
CRAIG WALKER: Examiner's Sale of 13817 Pastel Road Interest Okayed
------------------------------------------------------------------
Judge Elizabeth E. Brown of the U.S. Bankruptcy Court for the
District of Colorado authorized the sale by C. Randel Lewis, the
Examiner for the Craig J. and Susan Ann Walker, of the Debtors'
membership interest in 13817 Pastel Road, LLC, to Jeffrey A.
Walker, as modified by the terms of the Stipulation and Request for
Entry of Order Approving 13817 Pastel Road, LLC Sale.
The sale is free and clear of liens, claims, and interests.
The hearing set for May 12, 2017 on the Motion is vacated.
The Walker III - Voss, LLC case, Case No. 15-19428 EEB, is jointly
administered with the Debtors' bankruptcy case under Case No.
15-18281 EEB.
Craig J. Walker and Susan Ann Walker sought Chapter 11 protection
(Bankr. D. Colo. Case No. 15-18281) on July 24, 2015.
CWP CONTRACTING: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Affiliated Debtors that filed separate Chapter 11 bankruptcy
petitions:
Debtor Case No.
------ --------
17-11558
(a California corporation)
1380 112th Avenue, N.E., Suite 200
Bellevue, WA 98004
CWP Contracting, Inc. 17-11560
(a Washington corporation)
1380 112th Avenue, N.E., Suite 200
Bellevue, WA 98004
About the Debtors: CWP Contracting --
http://www.cwpcontracting.com/-- is a turnkey provider offering
construction services for the residential, commercial and
multi-family housing industry.
Chapter 11 Petition Date: April 5, 2017
Court: United States Bankruptcy Court
Western District of Washington (Seattle)
Judge: Hon. Marc Barreca
Debtor's Counsel: Richard L Pope, Jr., Esq.
ATTORNEY AT LAW
1839 151st Ave SE
Bellevue, WA 98007
Tel: 425-829-5305
E-mail: rp98007@gmail.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Timothy H. Peacock, president.
A copy of CWP Contracting, Inc. (a California corporation)'s list
of 20 largest unsecured creditors is available for free at:
http://bankrupt.com/misc/wawb17-11558.pdf
A copy of CWP Contracting, Inc. (a Washington corporation)'s list
of 20 largest unsecured creditors is available for free at:
http://bankrupt.com/misc/wawb17-11560.pdf
CYCLONE POWER: Chad Tendrich Reports 9.8% Stake as of Feb. 13
-------------------------------------------------------------
In a Schedule 13G filed with the Securities and Exchange
Commission, Chad Kevin Tendrich disclosed that as of Feb. 13, 2017,
he beneficially owns 148,730,741 shares of common stock of Cyclone
Power Technologies Inc. representing 9.8 percent of the shares
outstanding. A full-text copy of the regulatory filing is
available for free at https://is.gd/TvPOql
About Cyclone Power
Pompano Beach, Fla.-based Cyclone Power Technologies, Inc. (Pink
Sheets: CYPW) is a clean-tech engineering company, whose business
is to develop, commercialize and license its patented Rankine
cycle engine technology for applications ranging from renewable
power generation to transportation. The Company is the successor
entity to the business of Cyclone Technologies LLLP, a limited
liability limited partnership formed in Florida in June 2004.
Cyclone Technologies LLLP was the original developer and
intellectual property holder of the Cyclone engine technology.
As of June 30, 2016, the Company had $747,703 in total assets,
$3,137,239 in total liabilities, and a $2,389,536 total
stockholders' deficit. Cyclone Power reported a net loss of
$1,470,303 for the year ended Dec. 31, 2015 compared with a net
loss of $4,954,425 for the year ended Dec. 31, 2014.
Anton & Chia, LLP, in Newport Beach, California, issued a going
concern qualification on the financial statements for 2015. It
said, "[T]he Company has recurring losses from operations, negative
cash flows from operations, and a stockholders' deficit. These
conditions, among others, raise substantial doubt about the
Company's ability to continue as a going concern."
DART MUSIC: Hires Nelson Mullins as Bankruptcy Counsel
------------------------------------------------------
Dart Music, Inc. seeks authorization from the U.S. Bankruptcy Court
for the Middle District of Tennessee to employ Nelson Mullins Riley
& Scarborough, LLP as bankruptcy counsel and general corporate
counsel, nunc pro tunc to the February 27, 2017 petition date.
The Debtor requires Nelson Mullins to:
(a) advise the Debtor with respect to its powers and duties as
debtor-in-possession in the continued management and
operation of its business;
(b) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(c) take all necessary action to protect and preserve the
Debtor's estate, including prosecuting actions on the
Debtor's behalf, defending any action commenced against the
Debtor and representing the Debtor's interests in
negotiations concerning all litigation in which the Debtor
is involved, including, but not limited to, objections to
claims filed against the estate;
(d) prepare on the Debtor's behalf all motions, applications,
answers, orders, reports and papers necessary to the
administration of the estate;
(e) negotiate and prepare on the Debtor's behalf a plan of
reorganization, disclosure statement, and all related
agreements and/or documents, and take any necessary action
on behalf of the Debtor to obtain confirmation of such
plan;
(f) represent the Debtor in connection with obtaining post-
petition financing;
(g) advise the Debtor in connection with any potential sale of
assets;
(h) appear before this Court, any appellate courts and the
Office of the United States Trustee and protect the
interests of the Debtor's estate before those Courts and
the United States Trustee;
(i) perform all other necessary legal services and provide all
other necessary legal advice to the Debtor in connection
with the Chapter 11 Case;
(j) represent the Debtor in existing corporate matters as
generally handled by NMRS in its pre-petition
representation of the Debtor.
Currently, Nelson Mullins rates vary from $300 to $470 per hour for
bankruptcy attorneys and from $115 to $190 per hour for bankruptcy
paralegals and project assistants. More specifically, the following
individuals will work on the Chapter 11 Case at the following
hourly rates:
Shane G. Ramsey, Partner $470
Keith Poston, Partner $410
Graham Mitchell, Associate $335
John T. Baxter, Associate $300
Linnea Hann, Paralegal $190
Savannah Raymond,
Project Assistant $115
For general non-bankruptcy and corporate matters, Nelson Mullins
rates vary from $190 to $1,000 per hour for attorneys and from $110
to $255 per hour for paralegals and project assistants. More
specifically, the following individuals will work on the Debtor's
general non-bankruptcy matters at the following hourly rates:
Jason I. Epstein, Partner $570
Geof P. Vickers, Partner $425
Cathy Rhame,
Administrative Assistant $110
Nelson Mullins will also be reimbursed for reasonable out-of-pocket
expenses incurred.
Shane G. Ramsey, partner of Nelson Mullins, assured the Court that
the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.
The Court will hold a hearing on the application on May 2, 2017.
Objections, if any, are due April 24, 2017.
Nelson Mullins can be reached at:
Shane G. Ramsey, Esq.
Jason I. Epstein, Esq.
John T. Baxter, Esq.
NELSON, MULLINS, RILEY &
SCARBOROUGH LLP
150 Fourth Avenue, North, Suite 1100
Nashville, TN 37219
Tel: (615) 664-5355
E-Mail: shane.ramsey@nelsonmullins.com
jason.epstein@nelsonmullins.com
john.baxter@nelsonmullins.com
Dart Music, Inc. sought Chapter 11 protection (Bankr. M.D. Tenn.
Case No. 17-01300) on Feb. 27, 2017. The petition was signed by
Chris McMurtry, chief executive officer. The Debtor estimated
assets in the range of $50,000 to $100,000 and $1 million to $10
million in debt.
The case is assigned to Judge Randal S. Mashburn. The Debtor
tapped Shane Gibson Ramsey, Esq., at Nelson Mullins Riley &
Scarborough LLP, as counsel.
DIAMOND OFFSHORE: Egan-Jones Cuts Unsec. Debt Rating to BB-
-----------------------------------------------------------
Egan-Jones Ratings, on February 10, 2017, lowered the senior
unsecured rating on debt issue by Diamond Offshore Drilling Inc. to
BB- from BB.
Headquartered in Houston, Texas, Diamond Offshore Drilling Inc. is
a deepwater drilling contractor.
DIOCESE OF NEW ULM: U.S. Trustee Forms 3-Member Committee
---------------------------------------------------------
Daniel M. McDermott, the U.S. Trustee for Region 12, on April 6,
2017, appointed three creditors to serve on the official committee
of unsecured creditors in the Chapter 11 case of The Diocese of New
Ulm.
The committee members are:
(1) Mary Nelson
Jeff Anderson & Associates, PA
366 Jackson Street, Suite 100
St. Paul, MN 55101
Attn: Mike Finnegan
Tel: (651) 227-9990
E-mail: Mike@andersonadvocates.com
(2) Stephen Condon
Jeff Anderson & Associates, PA
366 Jackson Street, Suite 100
St. Paul, MN 55101
Attn: Mike Finnegan
Tel: (651) 227-9990
E-mail: Mike@andersonadvocates.com
(3) Bruce Doney
Jeff Anderson & Associates, PA
366 Jackson Street, Suite 1000
St. Paul, MN 55101
Attn: Mike Finnegan
Tel: (651) 227-9990
E-mail: Mike@andersonadvocates.com
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Diocese of New Ulm
The Diocese of New Ulm sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 17-30601) on March 3,
2017. The petition was signed by Monsignor Douglas L. Grams, vice
general. The case is assigned to Judge Robert J. Kressel.
At the time of the filing, the Debtor estimated assets of $10
million to $50 million and liabilities of less than $50,000.
James L. Baillie, Esq., at Fredrikson & Byron, P.A., serves as the
Debtor's legal counsel.
DOLPHIN DIGITAL: Delays Filing of Fiscal 2016 Form 10-K
-------------------------------------------------------
Dolphin Digital Media, Inc., filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2016.
During the year ended Dec. 31, 2016, the Company incurred loss on
extinguishment of debt of approximately $7.4 million as compared to
$0 in the prior year. This was the results of the Company entering
into agreements with certain noteholders, including Dolphin
Entertainment, Inc., an entity wholly owned by its Chief Executive
Officer, to convert an aggregate of approximately, $33.4 million of
debt outstanding into (i) approximately 5 million shares of the
Company's common stock and (ii) Warrants J and K that entitles the
holder to purchase up to 2,340,000 shares of the Company's common
stock at $0.015 per share. The conversions occurred on days where
the market price per share of Common Stock was between $6.00 and
$6.99 per share.
In addition to Warrants J and K, during 2016, the Company issued
Warrants G, H and I, collectively with Warrants J and K, for which
the Company determined that the Warrants should be accounted for as
derivatives, for which a liability is recorded in the aggregate and
measured at fair value in the consolidated balance sheets on a
recurring basis, and the change in fair value from one reporting
period to the next is reported as income or expense in the
consolidated statements of operations. During 2016, the Company
recorded a gain from the change in fair value of approximately $2.9
million and recorded a warrant issuance expense of approximately
$7.4 million. During the year ended December 31, 2015, the Company
did not record any gain or loss from the change in fair value of
warrants or record any expense related to issuances of warrants.
During the year ended Dec. 31, 2016, the Company released a feature
film and recorded revenues of approximately $9.5 million, direct
costs of approximately $9.8 million and distribution costs of
approximately $10.9 million. During the year ended Dec. 31, 2015,
the Company recorded revenues from production of approximately $3
million and direct costs related to these productions of $2.6
million. No distribution expenses were recorded during the year
ended Dec. 31, 2015.
The Company incurred net losses of approximately $36.3 million and
$8.8 million respectively, for the years ended Dec. 31, 2016 and
2015, primarily related to the factors discussed above.
About Dolphin Digital
Coral Gables, Florida-based Dolphin Digital Media, Inc., is
dedicated to the twin causes of online safety for children and high
quality digital entertainment. By creating and managing
child-friendly social networking websites utilizing state-of
the-art fingerprint identification technology, Dolphin Digital
Media, Inc. has taken an industry-leading position with respect to
internet safety, as well as digital entertainment.
Dolphin Digital reported a net loss of $4.05 million on $2.99
million of total revenue for the year ended Dec. 31, 2015, compared
to a net loss of $1.87 million on $2.07 million of total revenue
for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Dolphin Digital had $22.68 million in total
assets, $39.61 million in total liabilities and a total
stockholders' deficit of $16.92 million.
BDO USA, LLP, in Miami, Florida, 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, negative cash flows from operations, and
does not have sufficient working capital. These events raise
substantial doubt about the Company's ability to continue as a
going concern.
DORADO COMMUNITY: Taps Julio Borges-Alvarado as Accountant
----------------------------------------------------------
Dorado Community Health, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of Puerto Rico to hire an
accountant.
The Debtor proposes to hire Julio Borges-Alvarado, a certified
public accountant, to supervise its accounting affairs; prepare or
review its monthly operating reports and tax returns; and prepare
the projection and all other analysis required for the proposal and
confirmation of a Chapter 11 plan.
Mr. Borges-Alvarado will charge $100 per hour while his support
staff will charge $25 per hour.
In a court filing, Mr. Borges-Alvarado disclosed that he is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Mr. Borges-Alvarado maintains an office at:
Julio E. Borges-Alvarado
P.O. Box 361002
San Juan, PR 00936
Tel: 787-825-0275
Email: jborges@cpajulioborges.com
About Dorado Community Health Inc
Dorado Community Health Inc., filed a Chapter 11 bankruptcy
petition (Bankr. D.P.R. Case No. 17-01565) on March 7, 2017,
disclosing under $1 million in both assets and liabilities. The
Debtor is represented by Jaime Rodriguez Perez, Esq. at Hatillo Law
Office.
EAGAN AVENATTI: Gerald Tobin Puts Firm Into Involuntary Ch 11
-------------------------------------------------------------
Carolina Bolado, writing for Bankruptcy Law360, reports that Gerald
Tobin filed an involuntary petition to put Eagan Avenatti LLP into
Chapter 11 bankruptcy in March over a claim for payment worth
$28,700 for services rendered. According to the report, the Firm
consented to the bankruptcy just before noon on March 10.
Law360 relates that since that filing, Mr. Tobin has been nowhere
to be found and his whereabouts is one of many unanswered questions
in a bitter fight between attorneys who were once colleagues, is
one of many unanswered questions in a bitter fight between
attorneys who were once colleagues.
Law360 states that Elizabeth Green, Esq., at BakerHostetler, the
counsel for the Debtor, told the court at a March 8 hearing that
Mr. Tobin is an investigator who helped on one of the Firm's cases,
but "isn't related to the law firm. It is an independent third
person."
According to Law360, there's no Gerald Tobin licensed as a private
investigator in Florida, where licenses are mandatory for any
independent private investigators, and the address Mr. Tobin gave
to the court is a UPS Store mailbox.
Jason Frank, a former attorney at the Firm who claims that the Firm
owes him $14 million, hinted in court filings that Michael
Avenatti, the Firm's founding partner, may have orchestrated the
bankruptcy filing to get out of the arbitration. Mr. Frank says in
the filing, "It is telling that the alleged debtor did not seek
bankruptcy protection itself. Indeed, given the sanctions the
alleged debtor is facing, it is possible that the bankruptcy
proceeding was commenced solely to stay the arbitration hearing
from proceeding as scheduled."
According to Law360, Mr. Frank is in the middle of a
multimillion-dollar dispute with the Firm over allegedly unpaid
fees owed under a contract and is represented by Isaac Marcushamer,
Esq., at Berger Singerman LLP. Law360 relates that Mr. Avenatti
says he has more than $30 million in cross-claims filed against Mr.
Frank and Mr. Frank's law partners. The report quoted Mr. Avenatti
as saying, "Mr. Frank committed fraud against our law firm. Any
allegation that he's owed anything is absurd." Law360 states that
Mr. Frank and the Firm were set to start an arbitration March 13,
but now that the Firm is in bankruptcy, the proceeding has been
postponed indefinitely.
Law360 shares that at a hearing March 8 on Mr. Frank's motion for
relief from the automatic stay, U.S. Bankruptcy Judge Karen S.
Jennemann said that the case had a "stench of impropriety" and gave
the Firm a choice -- either go ahead with the arbitration and get
additional time to dispute the bankruptcy filing from what she
called "a screwy small creditor" who couldn't independently start
an involuntary case, or consent to becoming a Chapter 11 debtor and
postpone the arbitration.
The Firm's bankruptcy would "absolutely not" affect the Firm's
representation of surgery centers in their lawsuit against
Kimberly-Clark, Law360 reports, citing a spokesperson of the Firm.
Gerald Tobin filed an involuntary Chapter 11 petition against New
Port Beach, California-based class-action law firm Eagan Avenatti
LLP (Bankr. M.D. Fla. Case No. 17-01329) on March 1, 2017, for lack
of payment of $28,700.
Judge Karen S. Jennemann presides over the case.
EASTERN OUTFITTERS: Has Final OK to Obtain Up to $85M Financing
---------------------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware entered a final order authorizing Eastern
Outfitters, LLC, et al., to obtain up to $85 million in secured
postpetition financing from Sportsdirect.com Retail Ltd. and use
cash collateral.
A copy of the final court order and the budget is available at:
http://bankrupt.com/misc/deb17-10243-260.pdf
As security for the DIP obligations, the DIP Lender is granted
continuing, valid, binding, enforceable, non-avoidable, and
automatically and properly perfected security interests in and
liens on the DIP collateral -- all assets and properties of the
Debtors and any domestic and foreign subsidiary whether now owned
by or owing to, or hereafter acquired by, or arising in favor of,
the Debtors.
The DIP Lender is granted an allowed superpriority administrative
expense claim in each of the Chapter 11 cases or any successor
cases for all of the DIP obligations, (a) subject to the carve out
and the PNC indemnity adequate protection claim.
The Debtors will be permitted to make withdrawals from the DIP
collateral deposit priority account, and the proceeds of the DIP
facility will be used only for: (i) payment in full in cash of the
prepetition senior secured obligatins and the funding of the payoff
indemnity account; (ii) for payment of prepetition amounts as
authorized by the Court; (iii) in accordance with the terms of the
DIP loan documents and this court order, (a) for general corporate
and working capital purposes in the ordinary course of the
business; (b) for costs and expenses of administration of the
Chapter 11 cases; (c) for the payment of restructuring costs in
connection with the Chapter 11 cases; (iv) to make adequate
protection payments; and (v) for the payment of the fees, costs and
expenses related to the DIP facility, and pursuant to the
prepetition senior credit documents and prepetition subordinate
credit documents.
In consideration for the Debtors' use of the prepetition
collateral, prepetition subordinate agent and prepetition
subordinate lenders will receive, solely to the extent the
diminution in value of their interests in the prepetition
subordinate collateral (a) subordinate lender adequate protection
liens, (b) subordinate lender superpriority claims, and (c)
interest, fees, and payments, among others.
The DIP financing previously met objections from (a) the Official
Committee of Unsecured Creditors, and landlords (b) Charles River
Realty, as agent for Nashua 281 Realty Ventures, LLC, Levin
Management Corporation, as agent for Somerset County Shopping
Center, a New Jersey partnership, 145 Great Road, LLC, Brixmor
Property Group, Inc., GGP Limited Partnership, Eddy Plaza
Associates, LLC, PGIM Real Estate, The Macerich Company, and Valley
Square Owner, LLC.
The Committee had, among other things, asked that
SportsDirect.com's creit bid be limited, and had worried that the
bid protections would chill bidding. Jeff Montgomery, writing for
Bankruptcy Law360, reports that the Commitee said that protections
for SportsDirect in the bidding and DIP agreement are
inappropriate, and argued for limiting the stalking horse bid to
the value of SportsDirect.com's DIP obligations plus the $10
million bridge loan value and the price SportsDirect.com paid to
Versa for a portion of the Debtors' pre-bankruptcy debt. "The
Court should not allow the bankruptcy process to exclusively
benefit secured creditors," the report quoted the Committee as
saying.
According to Law360, the Committee proposed several changes to
agreements with SportsDirect.com, including an increase in the
currently proposed $500,000 set-aside for case wind-down expenses
and distributions to unsecured creditors and SportsDirect.com's
commitment regarding the number of stores it will operate after
exit from bankruptcy and full payment of supplier and vendor claims
and committee consultation rights.
A copy of the Committee's objection is available at:
http://bankrupt.com/misc/deb17-10243-222.pdf
Sportsdirect.com replied to the Committee's objection, saying,
"Many of the issues raised in the objection are premature because,
as the Committee correctly states in the Objection, at this
juncture, the matter at issue is the approval of the bidding
procedures not the approval of the stalking horse agreement.
Despite the Committee's recognition of this fact, and the
Committee's reservation of rights to assert these issues at the
sale hearing, the objection nevertheless is primarily an attack on
the transaction set forth in the stalking horse agreement not to
the bid procedures. Those objections and concerns are
inappropriate at this time, and should be addressed at the sale
hearing. The only objections relevant to the proposed bidding
procedures order, and not otherwise resolved or moot, are the
Committee's objections to: (i) Sportsdirect's ability to credit bid
and (ii) the bid protections." A copy of the response is available
at http://bankrupt.com/misc/deb17-10243-225.pdf
The Landlords, in their objections, had asked, among other things,
that the Debtors should be required to pay stub rent and should not
be permitted to conduct business outside of the ordinary course,
including disruptive closing sales, for the benefit of the DIP and
prepetition secured lenders, without also timely paying stub rent.
Copies of the Objections are available at:
http://bankrupt.com/misc/deb17-10243-217.pdf
http://bankrupt.com/misc/deb17-10243-218.pdf
http://bankrupt.com/misc/deb17-10243-219.pdf
Charles River and Levin Management are represented by:
John R. Weaver, Jr., Esq.
831 N. Tatnall Street
Wilmington, Delaware 19801
Tel: (302) 655-7371 (direct)
E-mail: jrweaverlaw@verizon.net
-- and --
Thomas S. Onder, Esq.
Joseph H. Lemkin, Esq.
STARK & STARK
A Professional Corporation
993 Lenox Drive
Lawrenceville, NJ 08648
Tel: (609) 219-7458 (direct)
(609) 896-9060 (main)
Fax: (609) 895-7395 (facsimile)
145 Great Road, Brixmor Property, GGP, Eddy Plaza, PGIM, The
Macerich, and Valley Square are represented by:
Matthew G. Summers, Esq.
Leslie C. Heilman, Esq.
BALLARD SPAHR LLP
919 N. Market Street, 11th Floor
Wilmington, DE 19801
Tel: (302) 252-4465
Fax: (302) 252-4466
E-mail: summersm@ballardspahr.com
heilmanl@ballardspahr.com
-- and --
Dustin P. Branch, Esq.
BALLARD SPAHR LLP
2029 Century Park East, Suite 800
Los Angeles, CA 90067-3012
Tel: (424) 204-4354
Fax: (424) 204-4350
E-mail: branchd@ballardspahr.com
-- and --
David L. Pollack, Esq.
BALLARD SPAHR LLP
51st Fl - Mellon Bank Center
1735 Market Street
Philadelphia, Pennsylvania 19103
Tel: (215) 864-8325
Fax: (215) 864-9473
E-mail: pollack@ballardspahr.com
The Committee is represented by:
Steven K. Kortanek, Esq.
Patrick A. Jackson, Esq.
DRINKER BIDDLE & REATH LLP
222 Delaware Avenue, Suite 1400
Wilmington, DE 19801
Tel: (302) 467-4200
Fax: (302) 467-4201
E-mail: steven.kortanek@dbr.com
patrick.jackson@dbr.com
-- and --
Robert K. Malone (pro hac vice)
600 Campus Drive
Florham Park, New Jersey 07932-1047
Tel: (973) 549-7000
Fax: (973) 360-9831
E-mail: robert.malone@dbr.com
-- and --
Jay R. Indyke (pro hac vice)
Cathy R. Hershcopf (pro hac vice)
Richelle Kalnit (pro hac vice)
Sarah Carnes (pro hac vice)
COOLEY LLP
1114 Avenue of the Americas
New York, New York 10036
Tel: 212-479-6000
Fax: 212-479-6275
E-mail: jindyke@cooley.com
chershcopf@cooley.com
rkalnit@cooley.com
scarnes@cooley.com
Sportsdirect.com is represented by:
Dennis A. Meloro, Esq.
GREENBERG TRAURIG, LLP
The Nemours Building
1007 North Orange Street, Suite 1200
Wilmington, Delaware 19801
Tel: (302) 661-7000
Fax: (302) 661-7360
E-mail: melorod@gtlaw.com
-- and --
Nancy A. Mitchell (pro hac vice)
Matthew L. Hinker
GREENBERG TRAURIG, LLP
The MetLife Building
200 Park Avenue
New York, NY 10166
Tel: (212) 801-9200
Fax: (212) 801-6400
E-mail: mitchelln@gtlaw.com
hinkerm@gtlaw.com
hoffmans@gtlaw.com
About Eastern Outfitters
Headquartered in Meriden, Connecticut, Eastern Outfitters, LLC,
is the holding company of outdoor sports apparel and equipment
retailers Bob's Stores and Eastern Mountain Sports.
Eastern Outfitters, LLC, a/k/a Subortis Retail Group, LLC, along
with affiliates, filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Lead Case No. 17-10243) on Feb. 5, 2017. The
petitions were signed by Mark Walsh, chief executive officer.
Judge Laurie Selber Silverstein presides over the cases.
Eastern Outfitters, Subortis IP Holdings, and Eastern Mountain
Sports each estimated its assets and liabilities at between $100
million and $500 million each.
Robert G Burns, Esq., Jennifer Feldsher, Esq., and David M Riley,
Esq., and Mark E. Dendinger, Esq., at Bracewell LLP serve as the
Debtors' restructuring counsel.
Norman L. Pernick, Esq., Marion M Quirk, Esq., and Katharina
Earle, Esq., at Cole Schotz P.C. serve as the Debtors' Delaware
counsel.
Alixpartners, LLP, is the Debtors' turnaround advisor. Lincoln
Partners Advisors LLC is the Debtors' financial advisor. Kurtzman
Carson Consultants is the Debtors' claims and noticing agent.
EASTERN OUTFITTERS: Hearing on Sale Procedures Set for April 19
---------------------------------------------------------------
The Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for
the District of Delaware will hold on April 19, 2017, at 9:00 a.m.
(prevailing Eastern Time) a hearing to consider the approval of the
procedures for the sale of substantially all of Eastern Outfitters,
et al.'s assets free and clear of all claims, liens, rights,
interests, and encumbrances.
Objections to the sale must be filed by April 12, 2017, at 4:00
p.m.
The auction of the acquired assets has been cancelled and the
Debtors are now proceeding to seek approval of the sale to the
buyer, Sportsdirect.com Retail Ltd.
On March 31, 2017, the Court approved the Debtors' notice
procedures for the sale. A copy of the order is available at:
http://bankrupt.com/misc/deb17-10243-261.pdf
The deadline for filing a response to any objection to the entry of
the sale order is April 14, 2017, at 4:00 p.m. (Prevailing Eastern
Time).
Vince Sullivan, writing for Bankruptcy Law360, reports that the
Court approved the planned procedures for a private sale of the
assets, with a transaction with SportsDirect.com anticipated in
April. Citing the Debtor's counsel, Jennifer Feldsher, Esq., at
Bracewell LLP, Law360 relates that talks resulted in consensus on
the sale procedures order and its final debtor-in-possession
borrowing approval. The report adds that the orders gained support
from the official committee of unsecured creditors and of stalking
horse bidder SportsDirect.com.
Matt Chiappardi at Law360 shares that the Debtor told the Court
that it planned to pivot from an auction to a private sale as part
of a deal with unsecured creditors that would resolve myriad issues
over the sale plans and post-petition financing. According to the
report, the Committee had taken issue with SportsDirect.com's
termination rights that could generate up to roughly $3.5 million
in breakup fees, and potentially leave the Debtor administratively
insolvent, as well as the proposed buyers credit bid rights that
could leave little left over for unsecured creditors' recoveries.
Citing Richelle Kalnit, Esq., at Cooley LLP, the attorney for the
unsecured creditors, the report explains that the Committee agreed
to the cancellation of the auction and switch to a private sale to
SportsDirect.com, which would retain its credit bid rights.
Law360 states that SportsDirect.com would cover severance claims
connected to rent for Eastern Outfitters locations, which operates
under the Bob's Stores and Eastern Mountain Sports brand names, and
not get rights to avoidance actions that are typically a lucrative
source of recovery for unsecured creditors as part of the
transaction. The Committee, in exchange, would waive its right to
challenge the liens on Eastern Outfitters $42 million in
second-tier debt, which SportsDirect purchased before the petition
date, the report adds, citing Mr. Kalnit.
About Eastern Outfitters
Headquartered in Meriden, Connecticut, Eastern Outfitters, LLC,
is the holding company of outdoor sports apparel and equipment
retailers Bob's Stores and Eastern Mountain Sports.
Eastern Outfitters, LLC, aka Subortis Retail Group, LLC, along
with affiliates, filed for Chapter 11 bankruptcy protection
(Bankr. D. Del. Lead Case No. 17-10243) on Feb. 5, 2017. The
petitions were signed by Mark Walsh, chief executive officer.
Judge Laurie Selber Silverstein presides over the cases.
Eastern Outfitters, Subortis IP Holdings, and Eastern Mountain
Sports each estimated its assets and liabilities at between $100
million and $500 million each.
Robert G Burns, Esq., Jennifer Feldsher, Esq., and David M Riley,
Esq., and Mark E. Dendinger, Esq., at Bracewell LLP serve as the
Debtors' restructuring counsel.
Norman L. Pernick, Esq., Marion M Quirk, Esq., and Katharina
Earle, Esq., at Cole Schotz P.C. serve as the Debtors' Delaware
counsel.
Alixpartners, LLP, is the Debtors' turnaround advisor. Lincoln
Partners Advisors LLC is the Debtors' financial advisor. Kurtzman
Carson Consultants is the Debtors' claims and noticing agent.
ECOSPHERE TECHNOLOGIES: Delays Filing of Fiscal 2016 Form 10-K
--------------------------------------------------------------
Ecosphere Technologies, Inc., filed with the Securities and
Exchange Commission a Form 12b-25 notifying the delay in the filing
of its annual report on Form 10-K for the fiscal year ended Dec.
31, 2016.
The Company has been delayed in resolving certain payment issues
with its auditors which have been resolved.
Ecosphere anticipates the Annual Report will reflect significant
change in results of operations. Ecosphere's total revenues were
$91,157 for fiscal year 2016 compared to $721,179 for fiscal year
2015. Ecosphere's loss from operations was $5,018,831 for fiscal
year 2016 compared to $5,131,009 for fiscal year 2015. Ecosphere's
net loss was $7,973,215 for fiscal year 2016 compared to
$23,067,761 for fiscal year 2015. All of the numbers are subject
to audit.
About Ecosphere Technologies
Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) --
http://www.ecospheretech.com/-- is a water engineering, technology
licensing and environmental services company that designs, develops
and manufactures wastewater treatment solutions for industrial
markets. Ecosphere, through its majority-owned subsidiary
Ecosphere Energy Services, LLC, provides energy exploration
companies with an onsite, chemical free method to kill bacteria and
reduce scaling during fracturing and flowback operations.
Ecosphere reported a net loss of $23.06 million on $721,179 of
total revenues for the year ended Dec. 31, 2015, compared to a net
loss of $11.49 million on $1.11 million of total revenues for the
year ended Dec. 31, 2014.
As of June 30, 2016, Ecosphere had $3.03 million in total assets,
$14.2 million in total liabilities, $3.92 million in total
redeemable convertible cumulative preferred stock and a total
deficit of $15.08 million.
Salberg & Company, P.A., in Boca Raton, Florida, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company reported a
net loss of $23.07 million and $11.5 million in 2015 and 2014,
respectively, and cash used in operating activities of $1.76
million and $4.55 million in 2015 and 2014, respectively. At Dec.
31, 2015, the Company had a working capital deficiency,
stockholders' deficit and accumulated deficit of $9.32 million,
$12.2 million and $132 million, respectively. These matters raise
substantial doubt about the Company's ability to continue as a
going concern.
EDGEWOOD PARTNERS: Moody's Affirms B3 CFR on Loan Refinancing
-------------------------------------------------------------
Moody's Investors Service has affirmed the B3 corporate family
rating and Caa1-PD probability of default rating of Edgewood
Partners Insurance Center (EPIC) following the company's
announcement that it plans to refinance its existing term loan
credit facility. In the same action, Moody's has affirmed the B3
rating on the senior secured revolving credit facility and has
assigned a B3 rating to the new senior secured term loan bank
facility. Net proceeds from the offering will be used to repay
borrowings under its existing revolving credit facility, repay its
existing term loan, fund acquisitions, and for general corporate
purposes. The rating agency will withdraw the ratings from EPIC's
existing term loan credit facility upon closing of the refinancing
(see list below). The rating outlook for EPIC is stable.
RATINGS RATIONALE
EPIC's ratings reflect its growing presence in middle market
insurance brokerage, good diversification across clients and
products, and adequate EBITDA margins. Historical EBITDA margins
are lower than for many rated peers, but Moody's expects
improvement over the next few quarters as earnings from recently
acquired operations and cost saving initiatives emerge. These
strengths are tempered by EPIC's modest size relative to other
rated insurance brokers, its geographic concentration in California
as well as elevated financial leverage and low interest coverage.
In March 2017, EPIC acquired The Capacity Group (Capacity), a New
Jersey based insurance broker with expertise in transportation and
other specialties. The acquisition will enhance EPIC's geographic
diversification and serve as the group's anchor platform in the
Northeast. Capacity represents the company's largest acquisition to
date, exposing it to heightened integration and contingent risks.
On a pro forma basis, giving effect to the proposed incremental
borrowings and the Capacity acquisition, EPIC will have a
debt-to-EBITDA ratio of around 7x and (EBITDA -- capex) interest
coverage in the range of 1.5x to 2x, per Moody's calculations.
These metrics include Moody's accounting adjustments for operating
leases, deferred earnout obligations and run-rate earnings from
recent acquisitions. Such leverage is high for EPIC's rating
category, but Moody's expects the company to reduce it to below 7x
over the next few quarters through EBITDA growth. Operating cash
flow, excluding fiduciary funds, was negative in 2016, weighed down
by new hire costs, earnout payments to producers and restructuring
expenses; however, Moody's expects operating cash flow and
free-cash-flow-to-debt metrics to improve in the next 12 months.
Factors that could lead to a rating upgrade include (i)
debt-to-EBITDA ratio below 5.5x, (ii) (EBITDA -- capex) coverage of
interest consistently exceeding 2x, (iii) free-cash-flow-to-debt
ratio consistently exceeding 5% and (iv) successful integration of
recent acquisitions. Factors that could lead to a rating downgrade
include: (i) debt-to-EBITDA ratio above 7x, (ii) (EBITDA -- capex)
coverage of interest below 1.2x, or (iii) free-cash-flow-to-debt
ratio below 2%.
Moody's has affirmed the following ratings (and loss given default
(LGD) assessment):
Corporate family rating at B3;
Probability of default rating at Caa1-PD;
$50 million senior secured revolving credit facility expiring in
March 2021 at B3 (LGD3).
Moody's has assigned the following rating (and loss given default
(LGD) assessment):
$275 million senior secured term loan expiring in March 2023 at B3
(LGD3).
Moody's will withdraw the B3 rating from EPIC's existing senior
secured term loan credit facility upon closing of the refinancing,
as this facility will be repaid and terminated.
The principal methodology used in these ratings was Insurance
Brokers and Service Companies published in December 2015.
Headquartered in San Francisco, California, EPIC ranked as the 20th
largest US insurance broker based on 2015 revenues, according to
Business Insurance. The company generated total revenues of $203
million in 2016.
EDGEWOOD PARTNERS: S&P Affirms 'B' CCR; Outlook Stable
------------------------------------------------------
S&P Global Ratings said it affirmed its 'B' long-term corporate
credit rating on Edgewood Partners Insurance Center Inc. (EPIC).
The outlook is stable. At the same time, S&P affirmed its 'B' debt
rating on the company's first-lien credit facilities, which include
a $50 million revolver due 2021 and an upsized $275 million term
loan due 2023 (including the existing $198.5 million term loan and
the $76.5 million add-on term loan). The recovery ratings on these
debt issues are '3 (50%),' which indicates S&P's expectation for
meaningful recovery in the event of a payment default.
EPIC is issuing a $76.5 million add-on to its existing first-lien
term loan facility to fund an acquisition.
"The affirmation reflects our opinion that the increase in debt and
higher leverage metrics are within the range of our forecast" said
Francesca Mannarino S&P Global credit analyst. S&P expects EPIC to
use proceeds from the add-on to refinance $36 million in
outstanding revolver borrowings that it used for acquisitions,
refinance $10 million in outstanding seller notes, and fund cash to
balance sheet of $30 million. The acquisition is a specialty
broker with a significant portion of its business in the Northeast.
This geographic expansion is consistent with EPIC's efforts to
increase scale and diversify outside of California. Pro-forma
leverage for the transaction will be in the mid-6x area with
coverage above 3x. These credit-protection measures are
commensurate with S&P's current expectations.
The stable outlook on EPIC reflects S&P's expectations that it will
improve margins and earnings growth because of increased scale
primarily from organic growth. S&P' also believes that performance
will benefit from targeted acquisitions and expense-management
initiatives. As a result of its improved operations, S&P forecasts
a modest deleveraging trend over the next year. In S&P's base-case
assumptions, it expects margins of 18%-20% in the next 12 months
leading to an adjusted debt-to-EBITDA ratio of 6x-6.5x for 2017 and
5.5x-6x for 2018. S&P also expects adjusted EBITDA interest
coverage (pro forma for annualized earnings from mergers and
acquisitions) in the upper-2x area over the next 12 to 24 months.
S&P could lower its rating within the next 12 months if it sees
EPIC's organic growth, cash-flow generation, or margins deteriorate
meaningfully. As a result of issues with its execution, S&P could
see a moderate deterioration of credit-protection measures, which
could lead to a downgrade. Under this scenario, leverage would
increase above 7x and EBITDA interest coverage would be below
2.5x.
Although an upgrade is unlikely in the next 12 months, S&P could
raise the rating if cash flow and EBITDA growth were to improve
financial leverage below 5x and EBITDA interest coverage above 3x.
Additionally, S&P would expect the company to moderate its
aggressive financial policies to the point where S&P believes these
improved credit protection measures are sustainable.
ELITE ENTERPRISES: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Elite Enterprises of
Gainvesville, Inc., as of April 7, according to a court docket.
Headquartered in Gainesville, Florida, Elite Enterprises of
Gainvesville, Inc., filed for Chapter 11 bankruptcy protection
(Bankr. N.D. Fla. Case No. 17-10036) on Feb. 9, 2017, estimating
its assets at up to $50,000 and its liabilities at between $1
million and $10 million. The petition was signed by Nathaniel
McCallister, president.
Judge Karen K. Specie presides over the case.
Paulette Hamilton, Esq., at the Law Office of Paulette Hamilton,
P.A., serves as the Debtor's bankruptcy counsel.
EMERALD OIL: Court Confirms Amended Liquidating Plan
----------------------------------------------------
The Hon. Kevin Gross of the U.S. Bankruptcy Court for the District
of Delaware has confirmed Emerald Oil, et al.'s amended joint plan
of liquidation dated March 24, 2017.
A copy of the confirmation order is available at:
http://bankrupt.com/misc/deb16-10704-1134.pdf
A copy of the Amended Joint Plan is available at:
http://bankrupt.com/misc/deb16-10704-1132.pdf
Under the Amended Joint Plan, Class 4 General Unsecured Claims are
impaired. The indenture trustee will have an allowed General
Unsecured Claim entitled to treatment as an allowed Class 4 Claim
in the amount of $149,919,000 for all of its claims under the
convertible notes and convertible notes indenture, and all other
claims asserted by the Indenture Trustee will be deemed disallowed.
Each holder of an Allowed Class 4 Claim will receive, as
applicable: (i) if the Allowed Class 4 Claim is held by a
Participating GUC Holder, the holders will receive its pro rata
share of the cash held in the GLJC Reserve as set forth in Article
VIII.F of the Plan; or (ii) if the Allowed Class 4 Claim is held by
allon-Participating GUC Holder, the holders will not receive any
distribution on account of such Allowed Class 4 Claim.
The Debtors' cash on hand, the sale proceeds, the priority claims
reserve, the other secured claims Reserve, the GUC Reserve, the
Debtors' rights under the purchase agreement, all causes of action
not previously settled, released, or exculpated under the Plan, and
the remainder of the Post-Effective Date Debtor Assets, if any,
will be used to fund the distributions to holders of allowed claims
against the Debtors in accordance with the treatment of the claims.
Andrew R. Vara, the Acting U.S. Trustee for Region 3, had objected
to the Joint Amended Plan, calling it unconfirmable, because it
treats individual claimants in the same class differently,
penalizing individual parties-in-interest that vote against the
Plan or fail to vote at all. The Acting U.S. Trustee said that
under the proposed Plan, these groups of claimants would receive
nothing, yet anyone in the class voting to accept the Plan would
share in a distribution, a clear violation of Section 1123(a)(4),
rendering the Plan unconfirmable under Section 1129(b)(1).
According to the Acting U.S. Trustee, the Plan provides that the
same claimants who are slated to receive no distribution are also
forced to extend broad releases to a set of entities and people
broadly defined. These releases, are nonconsensual, and are being
given in exchange for nothing in return. Unless Emerald remedies
these serious defects, the Plan should not be confirmed, the U.S.
Trustee said. The Objection is available at:
http://bankrupt.com/misc/deb16-10704-1115.pdf
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.
EMMAUS LIFE: Reports 2016 Net Loss of $21.2 Million
---------------------------------------------------
Emmaus Life Sciences, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $21.17 million on $461,591 of net revenues for the year
ended Dec. 31, 2016, compared to a net loss of $13.50 million on
$590,114 of net revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Emmaus Life had $12.99 million in total
assets, $30.55 million in total liabilities and a total
stockholders' deficit of $17.56 million.
"Based on our losses to date, anticipated future revenue and
operating expenses, debt repayment obligations and cash and cash
equivalents balance of $1.3 million as of December 31, 2016, we do
not have sufficient operating capital for our business without
raising additional capital," the Company said in the filing. "We
received a deposit of $0.5 million from Generex upon the signing of
the LOI on Janury 16, 2017. Subsequently, we received additional
deposits of $3.5 million from Generex. These deposits are
refundable if the LOI with Generex is canceled. We incurred losses
of $21.2 million and $13.5 million for the years ended December 31,
2016 and 2015, respectively. We had an accumulated deficit at
December 31, 2016 of $106.8 million. We anticipate that we will
continue to incur net losses for the foreseeable future as we incur
expenses for the commercialization of our pharmaceutical grade
L-glutamine treatment for SCD, research costs for corneal cell
sheets using CAOMECS technology and the expansion of corporate
infrastructure, including costs associated with being a public
reporting company. We have previously relied on private equity
offerings, debt financings, and loans, including loans from related
parties. As part of this effort, we have received various loans
from officers, stockholders and other investors as discussed below.
As of December 31, 2016, we had outstanding notes payable in an
aggregate principal amount of $18.3 million, consisting of $6.0
million of non-convertible promissory notes and $12.3 million of
convertible notes. Of the $18.3 million aggregate principal amount
of notes outstanding as of December 31, 2016, approximately $17.0
million is either due on demand or will become due and payable
within the next twelve months. Our failure to raise capital as and
when needed would have a negative impact on our financial condition
and our ability to pursue our business strategies, including the
commercialization of our pharmaceutical grade L-glutamine treatment
for SCD and the development in the United States of CAOMECS-based
cell sheet technology."
SingerLewak LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company has suffered
recurring losses from operations, its total liabilities exceed its
total assets and it has an accumulated stockholders' deficit. This
raises substantial doubt about the Company's ability to continue as
a going concern
A full-text copy of the Form 10-K is available for free at:
https://is.gd/nXAyyR
About Emmaus Life
Emmaus Life Sciences, Inc., is engaged in the discovery,
development, and commercialization of treatments and therapies
primarily for rare and orphan diseases. This biopharmaceutical
company's headquarters is in Torrance, California.
EOS PETRO: Will File Form 10-K Within Extension Period
------------------------------------------------------
Eos Petro, Inc.'s recent activities have delayed the preparation
and review of its Annual Report on Form 10-K for the year ended
Dec. 31, 2016, according to a Form 12b-25 filed with the Securities
and Exchange Commission. This delay could not be avoided without
unreasonable effort or expense. The Company anticipates that the
Form 10-K will be filed no later than the fifteenth calendar day
following the prescribed due date.
About Eos Petro
Los Angeles-based Eos Petro, Inc., formerly Cellteck, Inc., is
presently focused on the exploration, development, mining,
operation and management of medium-scale oil and gas assets.
Weinberg & Company P.A. expressed substantial doubt about the
Company's ability to continue as a going concern, citing the
Company had a stockholders' deficit of $20.5 million, and for the
year ended Dec. 31, 2014, reported a net loss of $78.8 million and
had negative cash flows from operating activities of $2,136,741.
Furthermore, $350,000 of notes payable were in default. In
addition, subsequent to Dec. 31, 2014 the Company may have become
obligated to a $5.5 million termination fee due under the Dune
Acquisition Agreement and $4 million that may be due under a
structuring fee with a warrant holder.
The Company reported a net loss of $78.8 million on $760,000 in
revenues for the year ended Dec. 31, 2014, compared with a net loss
of $27.1 million on $596,000 of revenues in the same period last
year.
As of Sept. 30, 2016, Eos Petro had $1.25 million in total assets,
$22.60 million in total liabilities and a total stockholders'
deficit of $21.35 million.
ESSEX CONSTRUCTION: Court Allows Trustee to Use Cash Collateral
---------------------------------------------------------------
Judge Thomas J. Catliota of the U.S. Bankruptcy Court for the
District of Maryland entered an order granting the emergency motion
of Bradford F. Englander, Trustee for Essex Construction, LLC, for
continued use of cash collateral from March 31, 2017 through April
30, 2017.
The Trustee is authorized to use cash collateral solely in an
amount not to exceed the aggregate authorized amounts for expenses
identified in the budget. The cash collateral may not be used to
make any payments or any transfers to any insiders of the Debtor,
including without limitation Jonathan Blunt. In addition, the cash
collateral may not be use to pay any attorneys, accountants,
auctioneers or other professionals until such time each such
professional person's employment has been approved by the Court.
The approved budget shows non-operating/restructuring expenses in
the aggregate sum of $9,500, adequate protection payment of
$25,000, general and administrative expenses of approximately
$56,691, state tax withholdings in the amount of $30,052, federal
tax withholdings in the amount of $23,915, total payroll in the
aggregate amount of $218,519 and contract expenses amounting to
$1,144,238.
Industrial Bank and Firstrust Bank are granted superpriority
administrative claims against the Debtor, which superpriority
administrative claims will be limited solely to any diminution in
value of the cash collateral from and after the Petition Date,
having priority in right of payment over any and all other
obligations, liabilities and indebtedness of the Debtor.
Industrial Bank and Firstrust Bank are also granted replacement
liens on all of the Debtor's postpetition assets, which replacement
liens will be limited solely to any diminution in value of the cash
collateral. The replacement liens granted to Industrial Bank will
be first and senior in priority, while the replacement liens
granted to Firstrust Bank will be second and senior in priority to
all other interests and liens of every kind.
The Trustee has agreed not to create, permit, assume or suffer to
exist any lien or security interest in favor of any person or
entity on any property of the Estate, except any liens or security
interests that existed prior to the Petition Date or any liens or
security interests expressly consented to.
Industrial Bank or Firstrust Bank will be permitted to inspect,
examine and copy any and all books and records of the Debtor.
The Trustee is directed to provide to Industrial Bank or Firstrust
Bank such information and documents relating to cash collateral as
Industrial Bank or Firstrust Bank will reasonably request.
A full-text copy of the Order, dated March 31, 2017, is available
at https://is.gd/w2XJc9
About Essex Construction
Essex Construction, LLC, filed a Chapter 11 petition (Bankr. D. Md.
Case No. 16-24661) on Nov. 4, 2016. The petition was signed by
Roger R. Blunt, president and chief executive officer. The case is
assigned to Judge Thomas J. Catliota. At the time of filing, the
Debtor estimated assets to be less than $50,000 and liabilities at
$1 million to $10 million.
The Debtor hired Kim Y. Johnson, Esq., at the Law Offices of Kim Y.
Johnson, and N. William Jarvis, Esq., as legal counsel.
The Debtor has Robert Wrightson as executive vice president; Marc
Hunter as executive assistant to the President and CEO; Mr. Curtis
Bowers as marketing director; and BradyRenner and Company, LLC as
accountant.
The Office of the U.S. Trustee appointed Bradford F. Englander,
Esq., as Chapter 11 trustee on March 17, 2017. The court confirmed
the appointment on March 21, 2017. The Chapter 11 trustee is
represented by Bradford F. Englander, Esq. at Whiteford, Taylor &
Preston, LLP.
FIELDPOINT PETROLEUM: Incurs $2.47 Million Net Loss in 2016
-----------------------------------------------------------
Fieldpoint Petroleum Corporation filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $2.47 million on $2.80 million of total revenue for the
year ended Dec. 31, 2016, compared to a net loss of $10.98 million
on $3.96 million of total revenue for the year ended Dec. 31,
2015.
As of Dec. 31, 2016, Fieldpoint had $8.76 million in total assets,
$9.82 million in total liabilities and a total stockholders'
deficit of $1.05 million.
As of Dec. 31, 2016 and 2015, the Company has a working capital
deficit of approximately $6,629,000 and $5,642,000, respectively,
primarily due to the classification its line of credit as a current
liability. The line of credit provides for certain financial
covenants and ratios measured quarterly which include a current
ratio, leverage ratio, and interest coverage ratio requirements.
The Company is out of compliance with all three ratios as of Dec.
31, 2016, and it does not expect to regain compliance in 2017. A
Forbearance Agreement was executed in October 2016.
Hein & Associates LLP, in Dallas, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses, and has a working capital deficit. This raises substantial
doubt about the Company's ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/BTeIxU
About Fieldpoint Petroleum
FieldPoint Petroleum Corporation acquires, operates and develops
oil and gas properties. Its principal properties include Block
A-49, Spraberry Trend, Giddings Field, and Serbin Field, Texas;
Flying M Field, Sulimar Field, North Bilbrey Field, Lusk Field, and
Loving North Morrow Field, New Mexico; Apache Field, Chickasha
Field, and West Allen Field, Oklahoma; Longwood Field, Louisiana;
and Big Muddy Field, Wyoming. As of Dec. 31, 2015, the Company had
varying ownership interests in 472 gross wells (113.26 net).
FieldPoint Petroleum Corporation was founded in 1980 and is based
in Austin, Texas.
FINJAN HOLDINGS: Enters Confidential Master Agreement with Sophos
-----------------------------------------------------------------
On March 30, 2017, Finjan Holdings, Inc., Finjan, Inc., a
wholly-owned subsidiary of the Company, and Finjan Mobile, Inc., a
wholly-owned subsidiary of the Company, entered into a Confidential
Master Agreement with Sophos Group plc, a public limited company
organized and existing under the laws of England and Wales, Sophos
Limited, a corporation organized and existing under the laws of
England and Wales, and Sophos Inc., a Massachusetts corporation.
Pursuant to the Master Agreement, Finjan and Sophos Inc. agreed to
dismiss the suit Finjan, Inc. v. Sophos, Inc. before the United
States District Court of the Northern District of California (case
no. 3:14cv1197-WHO) with prejudice within three court days after
Finjan's receipt of the license fee under the Finjan Inc. License
Agreement. The Master Agreement also provides for full releases by
the parties and covenants not to sue.
In connection with the Master Agreement, on March 30, 2017, Finjan
entered into a Confidential Patent License Agreement with Sophos
Limited. Pursuant to the Finjan Inc. License Agreement, Sophos
Limited and its existing affiliates will obtain a fully paid up
license to the Finjan patent portfolio and pay a license fee of
$15.0 million in cash, which Finjan received on March 31, 2017.
Finally, in connection with the Master Agreement, on March 30,
2017, Finjan Mobile entered into a Confidential Patent Cross
License Agreement with Sophos Limited. Pursuant to the terms of the
Finjan Mobile Cross License Agreement, the parties will grant
patent cross licenses in the Field of Use and Sophos Limited will
pay Finjan Mobile $2.5 million cash, in license fees: (A) $1.25
million on or before March 31, 2018, and (B) $1.25 million on or
before March 31, 2019.
The full text of Form 8-K and the Master Agreement are available
for free at: https://is.gd/SSxLsx
About Finjan
Finjan Holdings, Inc., formerly known as Converted Organics, is a
leading online security and technology company which owns a
portfolio of patents, related to software that proactively detects
malicious code and thereby protects end-users from identity and
data theft, spyware, malware, phishing, trojans and other online
threats. Founded in 1997, Finjan is one of the first companies to
develop and patent technology and software that is capable of
detecting previously unknown and emerging threats on a real-time,
behavior-based basis, in contrast to signature-based methods of
intercepting only known threats to computers, which were previously
standard in the online security industry.
Finjan Holdings reported a net loss of $12.6 million in 2015, a net
loss of $10.5 million in 2014 and a net loss of $6.07 million in
2013. As of Sept. 30, 2016, Finjan had $15.04 million in total
assets, $4.57 million in total liabilities, $13.68 million in
redeemable preferred stock and $3.22 million in stockholders'
deficit.
FOREVERGREEN WORLDWIDE: Has Difficulty Completing Form 10-K
-----------------------------------------------------------
Forevergreen Worldwide Corp. was unable, without unreasonable
effort and expense, to file its Form 10-K for the period ended Dec.
31, 2016, within the prescribed time period due to its difficulty
in obtaining and completing the financial and other information
required for that report, according to a Form 12b-25 filed with the
Securities and Exchange Commission.
About ForeverGreen Worldwide
Orem, Utah-based ForeverGreen Worldwide Corporation is a holding
company that operates through its wholly owned subsidiary,
ForeverGreen International, LLC. The Company's product philosophy
is to develop, manufacture and market the best of science and
nature through innovative formulations as it produces and
manufactures a wide array of whole foods, nutritional supplements,
personal care products and essential oils.
Forevergreen incurred a net loss of $2.62 million on $67.1 million
of net total revenues for the year ended Dec. 31, 2015, compared to
net income of $1.02 million on $58.3 million of net total revenues
for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, ForeverGreen had $9.22 million in total
assets, $11.43 million in total liabilities and a total
stockholders' deficit of $2.21 million.
Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has suffered net losses and has accumulated a significant
deficit. These factors raise substantial doubt about its ability
to continue as a going concern.
FTE NETWORKS: Delays Filing of Fiscal 2016 Form 10-K
----------------------------------------------------
FTE Networks, Inc., filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2016.
Due to unforeseeable circumstances which caused a delay in the
final review of the financial statements for the period ended Dec.
31, 2016, FTE respectfully requests an extension for the filing of
its Annual Report on Form 10-K for the period ended Dec. 31, 2016.
About FTE Networks
FTE Networks, formerly known as Beacon Enterprise Solutions Group,
Inc., is a vertically integrated company with an international
footprint. Since its inception, FTE Networks has steadily advanced
its management, operational and technical capabilities to become a
leading provider of services to the telecommunications and wireless
sector with a focus on turnkey solutions. FTE Networks provides a
comprehensive array of services centered on quality, efficiency and
customer service.
FTE Networks reported a net loss attributable to common
shareholders of $3.63 million on $14.4 million of revenues for the
year ended Sept. 30, 2015, compared to net income of $436,000 on
$16.9 million of revenues for the year ended Sept. 30, 2014.
As of June 30, 2016, FTE Networks had $9.69 million in total
assets, $19.95 million in total liabilities, $437,380 in total
temporary equity, and a total stockholders' deficiency of $10.7
million.
FUNCTION(X) INC: Updates March Financial and Revenue Information
----------------------------------------------------------------
Function(x) Inc. updated the unaudited information relating to the
Company and a potential acquisition target, BumpClick LLC, from the
information presented in the Company's Current Report on Form 8-K
filed on March 29, 2017. The updated presentation includes
unaudited March financial information and preliminary revenue
information. The Company will be presenting this information to
investors, including at The MicroCap Conference on April 4, 2017 at
11:30 a.m. EDT in New York, New York.
A full-text copy of the regulatory filing is available at:
https://is.gd/vB9SMv
About Function(x)Inc.
Based in New York, FunctionX Inc (NASDAQ:FNCX) is a diversified
media and entertainment company. The Company conducts three lines
of businesses, which are digital publishing through Wetpaint.com,
Inc. (Wetpaint) and Rant, Inc. (Rant); fantasy sports gaming
through DraftDay Gaming Group, Inc. (DDGG), and digital content
distribution through Choose Digital, Inc. (Choose Digital). The
Company's segments include Wetpaint, which is a media channel
reporting original news stories and publishing information content
covering television shows, music, celebrities, entertainment news
and fashion; Choose Digital, which is a business-to-business
platform for delivering digital content; DDGG, which is a
business-to-business operator of daily fantasy sports, and Other.
The Company's digital publishing business also includes Rant, which
is a digital publisher that publishes original content in over 13
verticals, such as in sports, entertainment, pets, cars and food.
The Company incurred a net loss of $63.68 million for the year
ended June 30, 2016, compared to a net loss of $78.53 million for
the year ended June 30, 2015. As of Dec. 31, 2016, Function(x)
had
$31.80 million in total assets, $27.94 million in total liabilities
and $3.85 million in total stockholders' equity.
BDO USA, LLP, in New York, issued a "going concern" qualification
on the consolidated financial statements for the year ended June
30, 2016, citing that the Company has suffered recurring losses
from operations and at June 30, 2016, has a deficiency in working
capital that raise substantial doubt about its ability to continue
as a going concern.
GARLOCK SEALING: Asbestos Panel Hires Moon as Local Co-counsel
--------------------------------------------------------------
The Official Committee of Asbestos Personal Injury Claimants of
Garlock Sealing Technologies LLC, et al., seeks authorization from
the U.S. Bankruptcy Court for the Western District of North
Carolina to retain Moon Wright & Houston, PLLC, as local co-counsel
to the Committee.
The Committee requires Moon to:
a. assist and advise the Committee in connection with the
proposed confirmation of the Joint Plan and approval of the
accompanying Disclosure Statement in the Coltec Bankruptcy
Case;
b. assist and advise the Committee in its consultations with
the Debtors and other parties relative to the overall
administration of the estates;
c. represent the Committee at hearings to be held before the
bankruptcy Court, the U.S. District Court, or any appellate
courts, and communicating with the Committee regarding the
matters heard and issues raised as well as the decisions
and considerations of this Court and any other courts;
d. review and analyze applications, motions, operating
reports, or any other document filed and to be filed with
the bankruptcy Court by Coltec, any of the other Debtors,
or other interested parties; advise the Committee as to
the necessity and propriety of the foregoing and their
impact upon the rights of asbestos claimants and upon the
Debtors' Chapter 11 cases generally; and after consultation
with and approval of the Committee or its designees,
consenting to appropriate orders on its behalf or otherwise
objecting thereto;
e. assist the Committee in preparing appropriate legal
pleadings, motions, other court submissions and proposed
orders as may be required in support of positions taken by
the Committee and preparing witnesses and reviewing
documents relevant thereto;
f. coordinate the receipt and dissemination of information
prepared by and received from the Debtors' retained
professionals as well as such information as may be
received from independent professionals engaged by the
Committee and other committees, as applicable;
g. assist and advise the Committee with regard to
communications to the asbestos claimants or their counsel
regarding the Committee's efforts, progress and
recommendation with respect to matters arising in the
Debtors' Chapter 11 cases as well as any proposed plan of
reorganization;
h. assist the Committee generally by providing such other
services as may be in the best interest of the creditors
represented by the Committee; and
i. assist and advise the Committee with regard to the local
rules and practice of the bankruptcy Court and the U.S.
District Court for the Western District of North Carolina.
Moon will be paid at these hourly rates:
Travis W. Moon, Partner $675
Richard S. Wright, Partner $500
Andrew T. Houston, Partner $450
Caleb Brown, Associate $240
Shannon L. Myers, Paralegal $180
Moon will also be reimbursed for reasonable out-of-pocket expenses
incurred.
On August 6, 2010, the Court entered an Order authorizing the
employment of the law firm of Hamilton Moon Stephens Steele &
Martin, PLLC to represent the Committee as local co-counsel. The
Court authorized Moon Wright & Houston, PLLC, to substitute for
Hamilton Moon Stephens Steele & Martin, PLLC as local co-counsel to
the Committee in the Garlock Bankruptcy Case pursuant to an Order
entered on April 21, 2011. Moon Wright has continued to serve the
Committee as its local co-counsel in the Garlock Bankruptcy Case.
On January 30, 2017, OldCo, LLC ("Coltec"), successor by merger to
Coltec Industries, Inc., filed its petition for relief under
Chapter 11 of the Bankruptcy Code with this Court. Coltec filed its
Chapter 11 case to resolve present and future asbestos-related
claims for personal injury or wrongful death against Coltec.
By Order entered on February 3, 2017, the Court ordered that the
Coltec Bankruptcy Case be jointly administered with the Garlock
Bankruptcy Case.
After the filing of the Coltec Bankruptcy Case, the Court granted
the joint motion of the Debtors and the Committee to add three
Coltec asbestos claimants as members to the Committee, and to
authorize the newly enlarged Committee to serve as the official
asbestos claimants' committee in both the Coltec Bankruptcy Case
and the Garlock Bankruptcy Case.
Travis W. Moon, partner of Moon Wright & Houston, 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 (a) is not
creditors, equity security holders or insiders of the Debtor; (b)
has not been, within two years before the date of the filing of the
Debtor's chapter 11 petition, directors, officers or employees of
the Debtor; and (c) does not have an interest materially adverse to
the interest of the estate or of any class of creditors or equity
security holders, by reason of any direct or indirect relationship
to, connection with, or interest in, the Debtor, or for any other
reason.
Moon can be reached at:
Travis W. Moon, Esq.
MOON WRIGHT & HOUSTON, PLLC
121 West Trade Street, Suite 1950
Charlotte, NC 28202
Tel: (704) 944-6560
About Garlock Sealing Technologies LLC
Headquartered in Palmyra, New York, Garlock Sealing Technologies
LLC is a unit of EnPro Industries, Inc. (NYSE: NPO). For more than
a century, Garlock has been helping customers efficiently seal the
toughest process fluids in the most demanding applications.
On June 5, 2010, Garlock filed a voluntary Chapter 11 petition
(Bankr. W.D.N.C. Case No. 10-31607) in Charlotte, North Carolina,
to establish a trust to resolve all current and future asbestos
claims against Garlock under Section 524(g) of the U.S. Bankruptcy
Code. The Debtor estimated $500 million to $1 billion in assets and
up to $500 million in debts as of the Petition Date.
Affiliates The Anchor Packing Company and Garrison Litigation
Management Group, Ltd. also filed for bankruptcy.
Albert F. Durham, Esq., at Rayburn Cooper & Durham, P.A.,
represents the Debtor in their Chapter 11 effort. Garland S.
Cassada, Esq., at Robinson Bradshaw & Hinson, serves as counsel for
asbestos-related matters.
The Official Committee of Unsecured Creditors is represented by
FisherBroyles LLP.
The Official Committee of Asbestos Personal Injury Claimants in the
Chapter 11 cases is represented by Travis W. Moon, Esq., at
Hamilton Moon Stephens Steele & Martin, PLLC, in Charlotte, NC,
Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, in New
York, and Trevor W. Swett III, Esq., Leslie M. Kelleher, Esq., and
Jeanna Rickards Koski, Esq., in Washington, D.C.
Joseph W. Grier, III, the court-appointed legal representative for
future asbestos claimants, has retained A. Cotten Wright, Esq., at
Grier Furr & Crisp, PA, and Richard H. Wyron, Esq., and Jonathan P.
Guy, Esq., at Orrick, Herrington & Sutcliffe LLP, as his
co-counsel.
Judge George Hodges of the U.S. Bankruptcy Court for the Western
District of North Carolina on Jan. 10, 2014, entered an order
estimating the liability for present and future mesothelioma claims
against Garlock Sealing at $125 million, consistent with the
positions GST put forth at trial.
In January 2015, the Debtors filed their Second Amended Plan of
Reorganization, which is backed by the Future Asbestos Claimants'
Representative (FCR).
About OldCo, LLC
OldCo, LLC, formerly known as Coltec Industries, Inc., based in
Charlotte, N.C., manufactures and distributes aerospace and
industrial products in the United States, Canada, and Europe. It
filed a Chapter 11 bankruptcy petition (Bankr. W.D.N.C. Case No.
17-30140) on Jan. 30, 2017. The petition was signed by Joseph
Wheatley, president and treasurer. Bankruptcy Judge Craig J.
Whitley is assigned to the case.
The Debtor is represented by Daniel Gray Clodfelter, Esq. and
William L. Esser, IV, Esq., at Parker Poe Adams & Bernstein LLP.
The Debtor also hired David M. Schilli, Esq., and Andrew W.J.
Tarr,
Esq., at Robinson, Bradshaw & Hinson, P.A. as special corporate &
litigation counsel; Rust Consulting/Omni Bankruptcy as claims,
notice & ballot agent.
In its petition, the Debtor estimated $100 million to $500 million
in both assets and liabilities.
By Order entered on February 3, 2017, the Court ordered that the
Coltec Bankruptcy Case be jointly administered with the Garlock
Bankruptcy Case.
GATEWAY ENTERTAINMENT: April 13 Hearing on Plan, Ch.11 Trustee Bid
------------------------------------------------------------------
Parties-in-interest in the Chapter 11 case of Gateway Entertainment
Studios, L.P., will appear before the U.S. Bankruptcy Court in
Pittsburgh, Pennsylvania, on April 13 at 2:00 p.m. for the
continued hearing on:
-- confirmation of the Amended Plan;
-- the Renewed Emergency Motion for Appointment of Chapter
11 Trustee by the Official Committee of Unsecured
Creditors; and
-- the Motion for Authority to Assume Executory Contract
with Woodbridge Productions, Inc.
The Status Conference regarding:
-- Motion for Authority to Assume a Certain Lease of
Non-Residential Real Property v. Allegheny Valley
Railroad; and
-- the Motion for Order Confirming that Lease with 31st
Street Business Park is Not an Asset of the Bankruptcy
Estate or Granting Relief from Stay,
is continued on Thursday.
As reported by the Troubled Company Reporter, Gateway has obtained
approval of the outline of its plan of reorganization. A court
hearing to consider confirmation of the plan was scheduled for
March 21, at 10:00 a.m.
The Debtor's Amended Plan dated October 28, 2016, provides that the
has an agreement with Midwood Investment and Development for a
private sale of its real estate assets, excluding the RCAP Grants
and scheduled insurance claim, in the amount of $14,000,000. The
sale will be funded upon the effective date of the Plan. The Debtor
will pay all undisputed creditors in full within 45 days of
confirmation. The Debtor will escrow the amounts necessary to pay
the disputed creditors in full.
The Plan provides that the Debtor will file claim objections to the
disputed claims. The Debtor will give the claims of The Dale
Carroll Rosenbloom, Jr. Irrevocable Trust and the claims of The
Lucia Rodriguez 2003 Irrevocable Trust the option of extinguishing
their equity for full payment or retaining their equity in the
Debtor upon confirmation.
A full-text copy of the Amended Disclosure Statement dated October
28, 2016, is available at:
http://bankrupt.com/misc/pawb16-21628-252.pdf
About Gateway Entertainment Studios
Gateway Entertainment Studios, L.P., filed a Chapter 11 petition
(Bankr. W.D. Pa. Case No. 16-21628) on April 29, 2016. At the time
of filing, the Debtor listed total assets of $12.15 million and
total debts of $9.87 million. Judge Carlota M. Bohm is assigned to
the case.
When it filed for bankruptcy, Gateway Entertainment tapped Richard
R. Tarantine, Esq., at Tarantine & Associates, as its bankruptcy
counsel. Mr. Tarantine later moved to Jones Gregg Creehan &
Gerace, LLP. Gateway then hired the Law Offices of Robert O Lampl
as counsel. The Debtor hires Hill Barth & King LLC as accountant.
The U.S. trustee for Region 3 on June 2, 2016, appointed three
creditors of Gateway Entertainment Studios, LP, to serve on the
official committee of unsecured creditors. The committee is
represented by Kirk B. Burkley, Esq., at Bernstein-Burkley, P.C.,
in Pittsburgh, Pennsylvania.
GATEWAY ENTERTAINMENT: Hires Colliers as Real Estate Broker
-----------------------------------------------------------
Gateway Entertainment Studios, LP seeks authorization from the U.S.
Bankruptcy Court for the Western District of Pennsylvania to employ
Colliers International|Pittsburgh as real estate broker.
The Debtor is in need of the services of a Real Estate Broker in
connection with the sale of Real Property located at 24 32nd
Street, Pittsburgh, PA 15201, in the 6th Ward of the City of
Pittsburgh, County of Allegheny and Commonwealth of Pennsylvania,
being designated as Block 25C, Lot 40 in Deed Book Volume Registry
of Allegheny County, Pennsylvania.
The Debtor requires Colliers|Pittsburgh to market and sell said
property.
According to the parties' March 24 Exclusive Sales Agency
Agreement, the asking sales price for the Property shall be
$15,000,000, which shall be kept confidential and will not be
disclosed to the public, unless otherwise agreed to. The Debtor
has final right to accept or reject a purchaser.
According to the Debtor's Application for Approval of Real Estate
Broker, the Debtor agreed to pay Colliers|Pittsburgh the proposed
compensation in the sales agreement:
a. a commission rate of 3% t of the total sales price for any
Stalking Horse Bidder, or any other bidder other than David
Kowalski (or affiliates) that is presented to the Bankruptcy Court
and who reaches a successful closing, to be paid at settlement.
b. a commission rate of 1% of the total amount of the
Stalking Horse Bid from David Kowalski, if applicable, with an
additional 3% paid on the difference between the original Stalking
Horse Bid from David Kowalski and higher bid price ultimately paid
by David Kowalski, following bidding, to be paid at settlement.
c. if the Debtor's Real Property is sold to Midwood ID
Holdings, LLC ("Midwood"), Gregory HM Broujos will be paid a
commission rate of 1% on the first $14,000,000.00 paid by Midwood
and a commission rate of 3% on any monies paid in excess of
$14,000,000.00.
d. if the Debtor's Real Property is sold to Core Realty
(Core), Gregory HM Broujos will be paid a commission rate of 1% on
the first $12,000,000.00 paid by Core and a commission rate of 3%
on any monies paid in excess of $12,000,000.
The Marketing and Administrative Fee in the amount of $25,000.00 is
non-refundable and will be paid in addition to any commission
earned.
Gregory HM Broujos, managing partner and broker-of-record of
Colliers International|Pittsburgh, assured the Court that the firm
does not represent any interest adverse to the Debtor and its
estates.
Colliers International may be reached at:
Gregory HM Broujos
Colliers International|Pittsburgh
Two Gateway Center
603 Stanwix Street, Suite 125
Pittsburgh, PA 15222
Tel: +1 412 321 4200
Mobile: 412-512-1611
E-mail: Gregg.Broujos@colliers.com
About Gateway Entertainment Studios
Gateway Entertainment Studios, L.P., filed a Chapter 11 petition
(Bankr. W.D. Pa. Case No. 16-21628) on April 29, 2016. At the time
of filing, the Debtor listed total assets of $12.15 million and
total debts of $9.87 million. Judge Carlota M. Bohm is assigned to
the case.
When it filed for bankruptcy, Gateway Entertainment tapped Richard
R. Tarantine, Esq., at Tarantine & Associates, as its bankruptcy
counsel. Mr. Tarantine later moved to Jones Gregg Creehan & Gerace,
LLP. Gateway then hired the Law Offices of Robert O Lampl as
counsel. The Debtor hires Hill Barth & King LLC as accountant.
The U.S. trustee for Region 3 on June 2, 2016, appointed three
creditors of Gateway Entertainment Studios, LP, to serve on the
official committee of unsecured creditors. The committee is
represented by Kirk B. Burkley, Esq., at Bernstein-Burkley, P.C.,
in Pittsburgh, Pennsylvania.
GAWKER MEDIA: Objection to NYC's $1.2M Claim Granted
----------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York has sustained Gawker Media LLC's
objection to New York City's $1.2 million tax liability claim.
The Court ruled that the Debtor has no NYC tax liability for the
tax years 2013 and 2014. The NYC tax liability for the tax year
2015 totals $9,250. The NYC Claim is reduced and allowed in the
amount of $9,250.
Prime Clerk, as the court-appointed claims agent, is authorized and
directed to make the revisions to the Claims Register as are
necessary to reflect the reduction and partial disallowance of the
NYC Claim at Claim No. 330.
As reported by the Troubled Company Reporter on Feb. 27, 2017, the
Debtor filed an objection to the claims of Internal Revenue Service
and the New York City Department of Finance. Pete Brush, writing
for Bankruptcy Law360, reported that the Debtor told Judge
Bernstein it should not have to set aside $2.5 million in potential
liabilities to the IRS or $1.2 million for New York City tax
collectors. The Debtor, Law360 related, argued that it has paid
the federal government in full and owes the city a maximum of
$9,250. The Debtor, according to the report, said that
"speculative" federal tax claims lodged in October 2016 will only
delay the planned liquidation.
The Court determined that the legal and factual arguments advanced
by the Debtor establish just cause for relief from the City's $1.2
million proof of claim lodged in November, Alex Wolf, writing for
Bankruptcy Law360, reports, citing Judge Bernstein.
About Gawker Media
Founded in 2002 by Nick Denton, Gawker Media is privately held
online media company operating seven distinct media brands with
corresponding websites under the names Gawker, Deadspin,
Lifehacker, Gizmodo, Kotaku, Jalopnik, and Jezebel. The Company's
various Websites cover, among other things, news and commentary on
current events, politics, pop culture, sports, cars, fashion,
productivity, technology and video games.
Gawker sought bankruptcy protection after being ordered to pay
$140.1 million in connection with an invasion of privacy lawsuit
arising from publication of a report and commentary and
accompanying sex video involving Terry Gene Bollea.
New York-based Gawker Media, LLC -- fdba Gawker Sales, LLC, Gawker
Entertainment, LLC, Gawker Technology, LLC and Blogwire, Inc. --
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case No.
16-11700) on June 10, 2016. The Hon. Stuart M. Bernstein presides
over the Debtors' cases.
Affiliates Gawker Media Group, Inc., and Budapest, Hungary-based
Kinja, Kft., filed separate Chapter 11 petitions (Bankr. S.D.N.Y.
Case Nos. 16-11719 and 16-11718) on June 12, 2016. The cases are
jointly administered.
Gregg M. Galardi, Esq., David B. Hennes, Esq., and Michael S.
Winograd, Esq., at Ropes & Gray LLP serve as counsel to the
Debtors. William Holden at Opportune LLP serves as Gawkers' chief
restructuring officer. Houlihan Lokey Capital, Inc., serves as
the Debtors' investment banker. Prime Clerk LLC serves as claims,
balloting and administrative agent.
The Debtors estimated $50 million to $100 million in assets and
$100 million to $500 million in liabilities.
Mr. Denton filed for personal bankruptcy on Aug. 1, 2016, to
protect himself from the legal judgment awarded to Hulk Hogan in
an invasion-of-privacy lawsuit.
The U.S. Trustee for Region 2 on June 24, 2016, appointed three
creditors of Gawker Media LLC and its affiliates to serve on the
official committee of unsecured creditors. The committee members
are Terry Gene Bollea, popularly known as Hulk Hogan, Shiva
Ayyadurai, and Ashley A. Terrill. The Committee retained Simpson
Thacher & Bartlett LLP, in New York, as counsel.
Counsel to US VC Partners LP, as Prepetition Second Lien Lender,
are David Heller, Esq., and Keith A. Simon, Esq., at Latham &
Watkins LLP.
Counsel to Cerberus Business Finance, LLC, as DIP Lender, are Adam
C. Harris, Esq., at Schulte Roth & Zabel LLP.
GEK REALTY: Names Arlene Gordon-Oliver as Attorney
--------------------------------------------------
GEK Realty and Home Improvement, LLC seeks authorization from the
U.S. Bankruptcy Court for the Eastern District of New York to
employ Arlene Gordon-Oliver & Associates, PLLC as attorneys, nunc
pro tunc to the January 19, 2017 filing date.
The Debtor requires the law firm to:
(a) give advice to the Debtor with respect to its powers and
duties as Debtor-in-Possession and the continued management
of its property and affairs;
(b) negotiate with creditors of the Debtor and work out a plan
of reorganization and take the necessary legal steps in
order to effectuate such a plan including, if need be,
negotiations with the creditors and other parties in
interest;
(c) prepare the necessary answers, orders, reports and other
legal papers required of a Debtor who seeks protection from
its creditors under Chapter 11 of the Code;
(d) appear before the Bankruptcy Court to protect the interests
of the Debtor and to represent the Debtor in all matters
pending before the Court;
(e) attend meetings and negotiate with representatives of
creditors and other parties in interest;
(f) advise the Debtor in connection with any potential
refinancing of secured debt and any potential sale of the
business;
(g) represent the Debtor in connection with obtaining post-
petition financing; and
(h) take any necessary action to obtain approval of a
disclosure statement and confirmation of a plan of
reorganization.
The law firm will be paid at these hourly rates:
Arlene Gordon-Oliver $485
Law Clerk/Paraprofessionals $150
The law firm will also be reimbursed for reasonable out-of-pocket
expenses incurred.
The firm received a portion of the pre-petition retainer from the
Debtor in the amount of $5,000, for fees and expenses. The firm
received pre-petition third party retainers from Gregory
Carmichael, the Debtor's Managing Member, and David Gitman, in the
amount of $13,000 and $2,000 respectively, for fees and expenses.
None of the pre-petition retainer was paid towards or on account of
any antecedent debt owed to the firm by the Debtor within the 11
U.S.C.A. section 547 period.
Arlene Gordon-Oliver, principal of the law firm, assured the Court
that the firm is a "disinterested person" as the term is defined in
Section 101(14) of the Bankruptcy Code and does not represent any
interest adverse to the Debtor and its estate.
The law firm can be reached at:
Arlene Gordon-Oliver, Esq.
ARLENE GORDON-OLIVER & ASSOCIATES, PLLC.
199 Main Street, Suite 203
White Plains, NY 10601
Tel: (914) 682-9750
Fax: (914) 683-9754
E-mail: ago@gordonoliverlaw.com
About GEK Realty and Home Improvement LLC
GEK Realty and Home Improvement LLC, based in Saint Albans, N.Y.,
filed a Chapter 11 petition (Bankr. E.D. N.Y. Case No. 17-40228) on
January 19, 2017. The Hon. Nancy Hershey Lord presides over the
case. Arlene Gordon-Oliver, Esq. serves as bankruptcy counsel.
In its petition, the Debtor estimates $1 million to $10 million in
both assets and liabilities. The petition was signed by Gregory
Carmichael, managing member.
GEORGE STREET: Case Summary & 4 Unsecured Creditors
---------------------------------------------------
Debtor: George Street Investors, LLC
1307 N. Clybourn Ave., Suite A
Chicago, IL 60610
Case No.: 17-10806
About the Debtor: The Company is 100% owned by Boardwalk
Companies, LLC.
Chapter 11 Petition Date: April 5, 2017
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Timothy A. Barnes
Debtor's Counsel: Scott R Clar, Esq.
CRANE, HEYMAN, SIMON, WELCH & CLAR
135 S LaSalle Suite 3705
Chicago, IL 60603
Tel: 312 641-6777
Fax: 312 641-7114
E-mail: sclar@craneheyman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Arthur Holmer, managing member of
Weiland Ventures, LLC.
A copy of the Debtor's list of 20 largest unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb17-10806.pdf
Pending cases of affiliates:
Debtor/Court Petition Date Case No.
------------ ------------- --------
Erie Street Investors, LLC 4/03/17 17-10554
Northern District of Illinois
LaSalle Investors, LLC 4/03/17 17-10557
Northern District of Illinois
Sheffield Avenue Investors, LLC 4/05/17
Northern District of Illinois
WSC Parking Fund I 4/03/17 17-10561
Northern District of Illinois
GLYECO INC: Delays Filing of Fiscal 2016 Form 10-K
--------------------------------------------------
GlyEco, Inc. filed with the Securities and Exchange Commission a
Form 12b-25 notifying the delay in the filing of its annual report
on Form 10-K for the fiscal year ended Dec. 31, 2016.
Records and documentation necessary for completion of the narrative
and financial statements for the report were not available in time
to complete the Form 10-K of the Registrant for the period ended
December 31, 2016, the filing date applicable to smaller reporting
companies. This is primarily the result of the additional work and
review of the schedules associated with the accounting for the
Company's recently acquired subsidiaries, WEBA Technology Corp. and
Recover Solutions & Technologies, Inc. These delays could not be
eliminated without unreasonable effort or expense. The Company
expects to file its Annual Report on Form 10-K for the fiscal year
ended December 31, 2016 within the time period permitted by Rule
12b-25.
It is anticipated that the Company's Net Loss will be significantly
lower than for the fiscal year ended December 31, 2015 due to the
settlement of an impairment in connection with its former facility
in New Jersey.
About GlyEco, Inc.
Phoenix, Ariz.-based GlyEco, Inc., is a green chemistry company
formed to roll-out its proprietary and patent pending glycol
recycling technology that transforms waste glycols, a hazardous
material, into profitable green products.
GlyEco reported a net loss available to common shareholders of
$12.5 million on $7.36 million of net sales for the year ended Dec.
31, 2015, compared to a net loss available to common shareholders
of $8.73 million on $5.89 million of net sales for the year ended
Dec. 31, 2014.
As of Sept. 30, 2016, GyleCo had $5.73 million in total assets,
$1.31 million in total liabilities and $4.42 million in total
stockholders' equity.
KMJ Corbin & Company LLP, in Costa Mesa, California, issued a
"going concern" opinion in its report on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has had recurring losses from operations, has negative
operating cash flows during the year ended Dec. 31, 2015, and has
an accumulated deficit of $34,550,503 as of Dec. 31, 2015. These
factors raise substantial doubt about the Company's ability to
continue as a going concern.
GREEN JANE: U.S. Trustee Forms 2-Member Committee
-------------------------------------------------
U.S. Trustee Peter C. Anderson on April 6, 2017, appointed two
creditors to serve on the official committee of unsecured creditors
in the Chapter 11 case of Green Jane, Inc.
The committee members are:
(1) Paula Garlinge Trust
c/o James Garlinge
233 Eagleton Estate Boulevard
Palm Beach Gardens, FL 33418
Tel: (561) 722-3201
E-mail: jeg@mgapalmbeach.com
(2) Elizabeth Pearce, CFA
309 Carrera Drive
Mill Valley, CA 94941
Tel: (415) 595-4784
E-mail: Elizabeth.Pearce@comcast.net
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Green Jane, Inc.
Green Jane Inc., based in Marina Del Rey, filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 17-12677) on March 6, 2017.
The Hon. Ernest M. Robles presides over the case. Philip H.
Stillman, at Stillman & Associates, to serve as bankruptcy
counsel.
In its petition, the Debtor estimated $10 million to $50 million in
both assets and liabilities. The petition was signed by Michael B.
Citron, chief executive officer.
GUIDED THERAPEUTICS: Amends $5 Million Prospectus with SEC
----------------------------------------------------------
Guided Therapeutics, Inc., filed an amended Form S-1 registration
statement with the Securities and Exchange Commission relating to
the offering of up to 5,000 shares of its Series D convertible
preferred stock, together with warrants to purchase an aggregate of
up to 16,670,000 shares of common stock (and the shares issuable
from time to time upon conversion of the Series D preferred stock
and the exercise of the warrants), at a purchase price of $1,000
per share of Series D preferred stock and warrant, pursuant to this
prospectus. The shares of Series D preferred stock and warrants
are immediately separable and will be separately issued.
Subject to certain ownership limitations, each shares of Series D
preferred stock will be convertible at any time at the holder's
option into shares of the Company's common stock at an initial
conversion price of $__ per share of common stock. Subject to
similar ownership limitations, each warrant will be immediately
exercisable for up to 3,334 shares of the Company's common stock
(based on warrant coverage of 100% of the shares issued upon
conversion of a share of Series D preferred stock), have an
exercise price of $__ per share, and expire five years from the
date of issuance.
The Company's common stock is quoted on the OTCQB marketplace under
the symbol "GTHP." The last reported sale price of the Company's
common stock on the OTCQB on March 27, 2017, was $0.40 per share.
A full-text copy of the amended prospectus is available at:
https://is.gd/KAJ1tU
About Guided Therapeutics
Guided Therapeutics, Inc. (OTC BB and OTC QB: GTHP)
-- http://www.guidedinc.com/-- is developing a rapid and painless
test for the early detection of disease that leads to cervical
cancer. The technology is designed to provide an objective result
at the point of care, thereby improving the management of cervical
disease. Unlike Pap and HPV tests, the device does not require a
painful tissue sample and results are known immediately. GT has
also entered into a partnership with Konica Minolta Opto to
develop a non-invasive test for Barrett's Esophagus using the
LightTouch technology platform.
Guided Therapeutics reported a net loss attributable to common
stockholders of $9.50 million on $42,000 of contract and grant
revenue for the year ended Dec. 31, 2015, compared to a net loss
attributable to common stockholders of $10.03 million on $65,000
of contract and grant revenue for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Guided Therapeutics had $2.06 million in
total assets, $9.37 million in total liabilities and a total
stockholders' deficit of $7.31 million.
HARKEY OPERATING: Administrator Taps Pressel as Special Counsel
---------------------------------------------------------------
The administrator of the Harkey Operating Trust seeks approval from
the U.S. Bankruptcy Court for the District of Minnesota to hire the
Law Office of Wayne M. Pressel, Chtd. as special counsel.
The firm will represent the Debtor in its case titled Michael
Harkey v. U.S. Bank, N.A. as Trustee for the CSMC Mortgage-Backed
Trust 2007-6 in a Nevada district court, and in its appeal to the
U.S. Circuit Court of Appeals for the Ninth Circuit titled Harkey
v. Earl Beutler, et al.
Wayne Pressel, Esq., disclosed in a court filing that he does not
represent or hold any interest adverse to the Debtor or its
bankruptcy estate.
Mr. Pressel maintains an office at:
Wayne M. Pressel, Esq.
Law Office of Wayne M. Pressel, Chtd.
3094 Research Way, Suite 61
Carson City, NV 89706
Tel: 775.883.4745
Fax: 775.883.4708
The Debtor's legal counsel can be reached through:
Wendy Alison Nora, Esq.
Access Legal Services
310 Fourth Avenue South, Suite 5010
Minneapolis, MN 55415
Voice: (612) 333-4144
Fax: (612) 206-3170
Email: accesslegalservices@gmail.com
About Harkey Operating Trust
Harkey Operating Trust sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Minn. Case No. 17-40660) on March 9,
2017. The petition was signed by Michael E. Harkey, co-trustee.
The case is assigned to Judge Kathleen H. Sanberg. Wendy Alison
Nora, Esq., at Access Legal Services, is the Debtor's bankruptcy
counsel.
At the time of the filing, the Debtor estimated its assets at $10
million to $50 million and debts at $1 million to $10 million.
HATCH ENTERPRISE: Wants Interim Authority to Use Cash Collateral
----------------------------------------------------------------
Hatch Enterprise, Inc., requests the U.S. Bankruptcy Court for the
Eastern District of Michigan for interim authority to use cash
collateral, pending final hearing on the Debtor's use of cash
collateral on a permanent basis.
Fifth Third Bank has a purported interest in cash collateral. Fifth
Third Bank has consensual mortgages on certain real properties
owned by the Debtor's principal, Craig Hatch:
(a) on 4230 South Dye Road, Flushing MI 48433 in the amount of
approximately $138,000; and
(b) on 2932 Corunna Road, Flint MI 48503 in the amount of
approximately $223,000.
Fifth Third Bank also has a security interest in one Komatsut WA
Loader, one Sno Pusher SP 16 Bobcat, one 1999 GMC Model, one 1999
Cheverolet, one 2004 Isuzu Tymoco Sweeper Title, and one 1999 GMC.
The Debtor currently has outstanding receivables of approximately
$80,000. The Debtor contends that without the ability to use its
cash collateral, the value of Fifth Third Bank's collateral, as
well as the Debtor's business are in jeopardy of serious decline.
The Debtor intends to use cash collateral to fund debt service and
related payments to Fifth Third Bank, and to pay ordinary and
necessary expenses relating to operation and maintenance of its
business as set forth in the budget. The Debtor also needs to use
cash collateral to pay costs of the Debtor's professionals as may
be approved by the Court. The budget for April through September
2017 reflects total expenses of approximately $75,000 per month.
The Debtor proposes to grant Fifth Third Bank replacement liens and
security interests on all further accounts receivable, cash and
deposit accounts in the same priority, validity and extent that
Fifth Third Bank's interest in the cash collateral existed as of
the Petition Date.
A full-text copy of the Debtor's Motion, dated March 31, 2017, is
available at https://is.gd/FFrWv9
Hatch Enterprise, Inc., is represented by:
Scott M. Kwiatkowski, Esq.
GOLDSTEIN, BERSHAD & FRIED, P.C.
4000 Town Center, Suite 1200
Southfield, MI 48075
Phone: (248) 355-5300
E-mail: scott@bk-lawyer.net
About Hatch Enterprise, Inc.
Flint, Michigan-based Hatch Enterprise, Inc., operates as an
asphalt and concrete repair contractor, which in the previous
years, averages about $2 million in gross revenue. It also
contracts for General Motors for plant maintenance.
Hatch Enterprise filed a Chapter 11 petition (Bankr. E.D. Mich.
Case No. 17-30834), on March 31, 2017. The Debtor is represented
by Scott M. Kwiatkowski, Esq. at Goldstein, Bershad & Fried, P.C.
HILLCREST INC: U.S. Trustee Unable to Appoint Committee
-------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Hillcrest, Inc., as of April 6,
2017, according to a court docket.
About Hillcrest, Inc.
Hillcrest, Inc., filed a Chapter 11 petition (Bankr. W.D. Mo. Case
No. 17-40574) on March 6, 2017. The petition was signed by Randall
L. Robb, president. The case is assigned to Judge Dennis R. Dow.
The Debtor is represented by Joanne B. Stutz, Esq., at Evans &
Mullinix, P.A. At the time of filing, the Debtor had $1.47 million
in total assets and $665,127 in total liabilities.
ICAGEN INC: Delays Form 10-K to Complete Review
-----------------------------------------------
Icagen, Inc., was unable to file its annual report on Form 10-K for
its fiscal year ended Dec. 31, 2016, by the prescribed date without
unreasonable effort or expense because the Company was unable to
compile and review certain information required in order to permit
the Company to file a timely and accurate report on the Company's
financial condition. The Company believes that the Annual Report
will be completed and filed within the fifteen day extension period
provided under Rule 12b-25 of the Securities Exchange Act of 1934,
as amended.
About Icagen
Icagen, Inc., formerly known as XRpro Sciences, Inc., is a
biopharmaceutical company, focuses on the discovery, development,
and commercialization of orally-administered small molecule drugs
that modulate ion channel targets. Its drug candidates include
ICA-105665, a small molecule compound that targets specific KCNQ
ion channels for the treatment of epilepsy and pain, which is in
Phase II clinical trial stage; and a compound that targets the
sodium channel Nav1.7 for the treatment of pain, which is in Phase
I clinical trial stage.
Icagen reported a net loss applicable to common stock of $8.72
million on $1.58 million of sales for the year ended Dec. 31, 2015,
compared to a net loss applicable to common stock of $569,288 on
$541,794 of sales for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Icagen had $20.51 million in total assets,
$22.74 million in total liabilities, and a total stockholders'
deficit of $2.23 million.
RBSM LLP, in New York, issued a "going concern" qualification on
the consolidated financial statements for the year ended Dec. 31,
2015, citing that the Company has incurred recurring operating
losses, which has resulted in an accumulated deficit of
approximately $22.143 million at Dec. 31, 2015. These conditions
among others raise substantial doubt about the Company's ability to
continue as a going concern.
IFA INSURANCE: Court Issues Show Cause Order on Liquidation
-----------------------------------------------------------
The Hon. Paul Innes of the the Superior Court of New Jersey
Chancery Division, Mercer County, entered an order directing all
person having interests in or claim against IFA Insurance Company
("IFA") to appear and show cause why an order should not be entered
providing for the liquidation of IFA, declaring IFA to be insolvent
and imposing injunctive relief, no later than 9:00 a.m., on May 4,
2017, at Mercer County Civil Courts Building, 175 South Broad
Street, Trenton, New Jersey.
If any interested party plans to file and serve a contesting
response to the order to show cause must file by April 13, 2017,
to:
The Clerk of the Superior Court
175 South Broad Street
Trenton, New Jersey 08650
This matter having been opened to the Court by Christopher S.
Porrino, Attorney General of New Jersey, by William B. Puskas, Jr.,
Deputy Attorney General, as attorney for plaintiff, Richard J.
Badolato, Commissioner of the Department of Banking and Insurance
of the State of New Jersey, seeking relief by way of temporary
restraints pursuant to Rule 4:52.
Christopher S. Porrino
Attorney General of New Jersey
Richard J. Hughes Justice Complex
25 Market Street
PO Box 117
Trenton, New Jersey 08625
Attorney for plaintiff:
William B. Puskas, Jr., Esq.
Deputy Attorney General
Tel: (609) 292-7669
Email: Puskas@dol.lps.state.nj.us
III EXPLORATION: Sale of City Ranch Property for $30K Approved
--------------------------------------------------------------
Judge R. Kimball Mosier of the U.S. Bankruptcy Court for the
District of Utah authorized III Exploration II, LP's sale of a
small parcel of land located in Walsenburg, Huerfano County,
Colorado ("City Ranch Property") to Paul Kimmel for $30,000.
A hearing on the Motion was held on April 4, 2017.
The City Ranch Property will be transferred to the Buyer free and
clear of any Liens.
The Debtor is authorized to consummate the sale contemplated by the
Sale Agreement and to pay closing costs, including property taxes,
settlement fees, title insurance, and a real estate commission of
$3,000 to the transaction broker, Fuller Real Estate, LLC.
For cause shown, the otherwise applicable stay of Fed. R. Bankr. P.
6004(h) will not apply to the Order; the Order shall be effective
immediately upon entry.
The Debtor is authorized to distribute to the First Lien Lenders
the proceeds of the sale at the closing in an amount to be agreed
upon by the Debtor and the First Lien Lenders.
A copy of the Agreement attached to the Order is available for free
at:
http://bankrupt.com/misc/III_Exploration_368_Order.pdf
About III Exploration II LP
III Exploration II LP and its general partner, Petroglyph Energy,
Inc., are headquartered in Boise, Idaho. III Exploration II is
engaged in the exploration and production of oil and natural gas
deposits, primarily in the Uinta Basin in Utah. III Exploration
also has an interest in approximately 42,100 undeveloped acres in
the Raton Basin located in Colorado, and participates in joint
ventures with respect to properties in the Williston Basin in
North Dakota.
III Exploration filed a chapter 11 petition (Bankr. D. Utah Case
No. 16-26471) on July 26, 2016. The petition was signed by Paul
R. Powell, president. The Debtor estimated assets at $50 million
to $100 million and debt at $100 million to $500 million.
The case is assigned to Judge R. Kimball Mosier.
The Debtor tapped George Hofmann, Esq., Steven C. Strong, Esq.,
and Adam H. Reiser, Esq., at Cohne Kinghorn, P.C., to serve as its
general counsel; and A. John Davis, Esq., at Holland & Hart LLP to
serve as special counsel. Tudor Pickering Holt & Co. is the
Debtor's investment banker. Donlin Recano & Company Inc. is the
claims and noticing agent.
IMAGEWARE SYSTEMS: Amends $15 Million Prospectus with SEC
---------------------------------------------------------
Imageware Systems, Inc., filed an amended Form S-3 registration
statement with the Securities and Exchange Commission relating to
the offering of shares of common stock and preferred stock, either
separately or represented by warrants or rights, either separately
or together in any combination, in one or more offerings. The
preferred stock and warrants may be convertible into or exercisable
or exchangeable for common stock or preferred stock. The rights
may be exercisable for common or preferred stock. The aggregate
initial offering price of all securities sold by the Company under
this prospectus will not exceed $15,000,000.
The Company may offer and sell the securities and any prospectus
supplement directly to investors or through underwriters, dealers
or agents.
In addition, certain stockholders offer and sell up to an aggregate
of up to 6,021 shares of the Company's Series G Convertible
Preferred Stock and up to 6,111,238 shares of its common stock in
one or more offerings.
The Company will receive no proceeds from any sale of securities by
the selling stockholders, but it has agreed to pay certain expenses
relating to the registration of such securities.
The Company's common stock is quoted on the OTCQB Marketplace under
the symbol "IWSY". The last reported sale price of its common
stock on March 30, 2017, was $1.05 per share.
A full-text copy of the amended prospectus is available at:
https://is.gd/mXLyck
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
Imageware Systems reported a net loss of $10.87 million on $3.81
million of revenues for the year ended Dec. 31, 2016, compared to a
net loss attributable to common stockholders of $9.59 million on
$4.76 million of revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Imageware had $5.68 million in total assets,
$6.94 million in total liabilities and a total shareholders'
deficit of $1.26 million.
Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company has incurred recurring operating losses and is dependent on
additional financing to fund operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
IMAGEWARE SYSTEMS: Incurs $10.9 Million Net Loss in 2016
--------------------------------------------------------
Imageware Systems Incorporated filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $10.87 million on $3.81 million of revenues for the year
ended Dec. 31, 2016, compared to a net loss attributable to common
stockholders of $9.59 million on $4.76 million of revenues for the
year ended Dec. 31, 2015.
As of Dec. 31, 2016, Imageware had $5.68 million in total assets,
$6.94 million in total liabilities and a total shareholders'
deficit of $1.26 million.
"Historically, our principal sources of cash have included customer
payments from the sale of our products, proceeds from the issuance
of common and preferred stock and proceeds from the issuance of
debt, including our Lines of Credit ... Our principal uses of cash
have included cash used in operations, product development,
payments relating to purchases of property and equipment and
repayments of borrowings. We expect that our principal uses of
cash in the future will be for product development including
customization of identity management products for enterprise and
consumer applications, further development of intellectual
property, development of Software-as-a-Service ("SaaS")
capabilities for existing products as well as general working
capital and capital expenditure requirements. Management expects
that, as our revenues grow, our sales and marketing and research
and development expenses will continue to grow, albeit at a slower
rate and, as a result, we will need to generate significant net
revenues to achieve and sustain income from operations," the
Company stated in the report.
At Dec. 31, 2016, the Company had a working capital deficit of
approximately $3.0 million, compared to a working capital surplus
of approximately $1.4 million at Dec. 31, 2015. Its principal
sources of liquidity at Dec. 31, 2016 consisted of available
borrowings under its Lines of Credit of $3.35 million, and
approximately $1.68 million of cash and cash equivalents, compared
to approximately $3.35 million in cash and cash equivalents at Dec.
31, 2015.
Mayer Hoffman McCann P.C., in San Diego, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that
the Company has incurred recurring operating losses and is
dependent on additional financing to fund operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/8BCndG
About ImageWare Systems
Headquartered in San Diego, California, ImageWare Systems, Inc.,
is a leader in the emerging market for software-based identity
management solutions, providing biometric, secure credential, law
enforcement and enterprise authorization. Its "flagship" product
is the IWS Biometric Engine. Scalable for small city business or
worldwide deployment, the Company's biometric engine is a multi-
biometric platform that is hardware and algorithm independent,
enabling the enrollment and management of unlimited population
sizes. The Company's identification products are used to manage
and issue secure credentials, including national IDs, passports,
driver licenses, smart cards and access control credentials. Its
law enforcement products provide law enforcement with integrated
mug shot, fingerprint LiveScan and investigative capabilities.
The Company also provides comprehensive authentication security
software.
IMH FINANCIAL: Delays Filing of Fiscal 2016 Form 10-K
-----------------------------------------------------
IMH Financial Corporation filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2016.
The Company is unable, without unreasonable effort or expense, to
file its Annual Report on Form 10-K for the year ended Dec. 31,
2016 within the prescribed time period because the Company requires
additional time to finalize the terms and disclosures of a material
transaction concerning certain of its preferred shareholders and
directors and a third party investor. Due to the extensive and
complex process and negotiations related to the Transaction and the
anticipated finalization and consummation of the Transaction,
significant management time and resources were diverted from the
Company's normal process of reviewing and completing the Form 10-K.
As a result, the Company cannot, without unreasonable effort or
expense, file its Form 10-K on or prior to the prescribed due date.
The Company expects to file its Form 10-K within fifteen (15)
calendar days of the prescribed due date.
About IMH Financial
Scottsdale, Ariz.-based IMH Financial Corporation was formed from
the conversion of IMH Secured Loan Fund, LLC, or the Fund, a
Delaware limited liability company, on June 18, 2010. The
conversion was effected following a consent solicitation process
pursuant to which approval was obtained from a majority of the
members of the Fund to effect the Conversion Transactions and
involved (i) the conversion of the Fund from a Delaware limited
liability company into a Delaware corporation named IMH Financial
Corporation, and (ii) the acquisition by the Company of all of the
outstanding shares of the manager of the Fund Investors Mortgage
Holdings Inc., or the Manager, as well as all of the outstanding
membership interests of a related entity, IMH Holdings LLC, or
Holdings on June 18, 2010.
IMH Financial reported a net loss attributable to common
shareholders of $18.90 million on $32.49 million of total revenue
for the year ended Dec. 31, 2015, compared to a net loss
attributable to common shareholders of $39.46 million on $31.4
million of total revenue for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, IMH Financial had $172.8 million in total
assets, $109.49 million in total liabilities, $31.49 million in
redeemable convertible preferred stock and $31.77 million in total
stockholders' equity.
INTERLEUKIN GENETICS: Expects to Report $7.4M Loss for 2016
-----------------------------------------------------------
Interleukin Genetics, Inc., filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2016.
The compilation, dissemination and review of the information
required to be presented in the Annual Report on Form 10-K for the
year ended Dec. 31, 2016, has imposed time constraints that have
rendered the timely filing of such Form 10-K impracticable without
undue hardship, effort and expense as the Company was focused on
seeking strategic relationships and the March 31, 2017
restructuring. The Company also needs additional time to assess
the impact of the March 31, 2017 restructuring on its disclosure in
such Form 10-K. Interleukin currently anticipates that it will
file such Form 10-K within the grace period of 15 calendar days
provided by Exchange Act Rule 12b-25.
Interleukin anticipates that in its statement of operations for the
year ended Dec. 31, 2016, Interleukin will report total revenues of
approximately $2.5 million, up from approximately $1.4 million for
the year ended Dec. 31, 2015. Net loss for the year ended Dec. 31,
2016, is estimated at approximately $7.4 million, down from a net
loss of approximately $7.9 million for the year ended Dec. 31,
2015. Cash at Dec. 31, 2016 was approximately $2.7 million, as
compared to approximately $4.7 million as of Dec. 31, 2015.
About Interleukin
Waltham, Mass.-based Interleukin Genetics, Inc., is a personalized
health company that develops unique genetic tests to provide
information to better manage health and specific health risks.
Interleukin reported a net loss of $7.89 million on $1.44 million
of total revenue for the year ended Dec. 31, 2015, compared to a
net loss of $6.33 million on $1.81 million of total revenue for the
year ended Dec. 31, 2014.
As of Sept. 30, 2016, Interleukin had $5.80 million in total
assets, $7.14 million in total liabilities and a total
stockholders' deficit of $1.33 million.
Grant Thornton LLP, 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 incurred
recurring losses from operations and has an accumulated deficit
that raise substantial doubt about the Company's ability to
continue as a going concern.
INTERPACE DIAGNOSTICS: Incurs $8.33 Million Net Loss in 2016
------------------------------------------------------------
Interpace Diagnostics Group, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $8.33 million on $13.08 million of net revenue for the year
ended Dec. 31, 2016, compared with a net loss of $11.35 million on
$9.43 million of net revenue for the year ended Dec. 31, 2015.
The Company's balance sheet at Dec. 31, 2016, showed $41.77 million
in total assets, $35.24 million in total liabilities and $6.53
million in total stockholders' equity. As of Dec. 31, 2016, the
Company had cash and cash equivalents of $0.6 million, net accounts
receivable of $2.2 million, current assets of $4.2 million and
current liabilities of $16.2 million.
"Due to the Company's operating deficit and past due vendor debt
the Company will require additional capital to meet its
obligations," the Company said in the report. "There is no
guarantee that additional capital will be raised to fund its
operations in 2017 and beyond, but the Company intends to meet its
capital needs by driving revenue growth, containing costs as well
as exploring other options. These liquidity factors have raised
substantial doubts about our ability to continue as a going
concern. We plan to attempt to raise additional equity capital by
selling shares of common stock, if necessary, through one or more
additional public offerings or private placements. However, the
doubts raised, relating to our ability to continue as a going
concern, may make investing in our securities an unattractive
investment for potential investors. These factors, among others,
may make it difficult to raise any additional capital.
BDO USA, LLP, in Woodbridge, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2016, citing that the Company has suffered recurring
losses from continuing operations that raise substantial doubt
about its ability to continue as a going concern.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/t80jbK
About Interpace Diagnostics
Headquartered in Parsippany, New Jersey, Interpace Diagnostics
Group, Inc., is focused on developing and commercializing molecular
diagnostic tests principally focused on early detection of high
potential progressors to cancer and leveraging the latest
technology and personalized medicine for patient diagnosis and
management. The Company currently has four commercialized
molecular tests: PancraGen, a pancreatic cyst molecular test that
can aid in pancreatic cyst diagnosis and pancreatic cancer risk
assessment utilizing the Company's proprietary PathFinder platform;
ThyGenX, which assesses thyroid nodules for risk of malignancy,
ThyraMIR, which assesses thyroid nodules risk of malignancy
utilizing a proprietary gene expression assay.
J. CIOFFI LEASING: Seeks to Hire Van Duyne as Accountant
--------------------------------------------------------
J. Cioffi Leasing & Trucking, Inc. seeks approval from the U.S.
Bankruptcy Court for the District of New Jersey to hire an
accountant.
The Debtor proposes to hire Van Duyne, Bruno & Co. to prepare its
quarterly and yearly tax returns, and provide other accounting
services related to its Chapter 11 case.
The firm will charge $310 per hour for its services.
Anthony Bruno, a certified public accountant employed with Van
Duyne, disclosed in a court filing that his firm is "disinterested"
as defined in section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Anthony V. Bruno
Van Duyne, Bruno & Co.
18 Hook Mountain Road, Suite 202
Pine Brook, NJ 07058
Phone: (973)-808-1445
Email: info@vb-cpa.com
About J. Cioffi Leasing & Trucking
J. Cioffi Leasing & Trucking, Inc., doing business as J. Cioffi
Cargo Management, is a trucking/warehousing vendor for various
clients including U.S. Customs, picking up and storing seizures
made out of Port NY/NJ. It operates out of a warehouse located in
Carteret, New Jersey. In June of 2014, J. Cioffi and landlord,
CenterPoint Minue, LLC, entered into a five-year and six-month
commercial lease agreement for the leasing of the warehouse.
J. Cioffi Leasing & Trucking filed a Chapter 11 bankruptcy petition
(Bankr. D.N.J. Case No. 17-14967) on March 14, 2017. The petition
was signed by Joseph Cioffi, president. The Debtor is represented
by Christopher J. Balala, Esq., at Scura, Wigfield, Heyer, Stevens
& Cammarota, LLP. At the time of filing, the Debtor had $100,000
to $500,000 in assets and $500,000 to $1 million in liabilities.
JACK COOPER: S&P Puts $375MM Sr. Notes' 'C' Rating on Watch Neg.
----------------------------------------------------------------
S&P Global Ratings placed its 'C' issue-level rating on Jack Cooper
Holdings Corp.'s $375 million senior secured notes due 2020 on
CreditWatch with negative implications. The '5' recovery rating
remains unchanged, indicating S&P's expectation for modest
(10%-30%; rounded estimate: 25%) recovery in the event of a payment
default.
The CreditWatch placement follows Jack Cooper's offer to exchange
its senior secured notes due 2020 for a combination of cash and
warrants in a transaction that S&P considers a distressed exchange.
Under the proposed exchange, the senior secured noteholders would
receive $300 in cash (exclusive of an early consent cash payment of
$50) and warrants to purchase shares of Jack Cooper Enterprises
Inc.'s class B non-voting stock for each $1,000 in principal
amount. S&P will lower its issue-level rating on the senior
secured notes to 'D' if the distressed exchange occurs.
Jack Cooper Enterprises Inc. has also offered to exchange any and
all of its remaining $58.6 million senior unsecured payment-in-kind
(PIK) toggle notes due 2019 for $138.50 in cash (exclusive of an
early consent cash payment of $11.50) for each $1,000 in principal
amount. The company previously completed a partial distressed
exchange of these PIK notes in December 2016, at which time S&P
lowered its issue-level ratings on the notes to 'D'.
All of S&P's other ratings on Jack Cooper remain unchanged.
RATINGS LIST
Jack Cooper Holdings Corp.
Corporate Credit Rating SD/--/--
CreditWatch Action
To From
Jack Cooper Holdings Corp.
$375M Snr Secd Notes Due 2020 C/Watch Neg C
Recovery Rating 5(25%) 5(25%)
JACOBY ENTERPRISES: Taps Clinton Block as Legal Counsel
-------------------------------------------------------
Jacoby Enterprises, Inc. seeks approval from the U.S. Bankruptcy
Court for the Central District of Illinois to hire legal counsel in
connection with its Chapter 11 case.
The company proposes to hire Clinton Block, Esq., to, among other
things, give legal advice regarding its duties under the Bankruptcy
Code, assist in the investigation of its assets and liabilities,
and prepare a plan of reorganization.
Jacoby will pay the attorney $2,800 to represent the company in the
bankruptcy case, and $150 per hour in any litigation related to the
case.
Mr. Block does not have claims or interests adverse to those of the
Debtor, according to court filings.
Mr. Block maintains an office at:
Clinton A. Block, Esq.
117 S. Chestnut Street
Kewanee, IL 61443-2121
Phone: (309) 853-5981
Email: blockcalaw@hotmail.com
About Jacoby Enterprises
Jacoby Enterprises, Inc. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. C.D. Ill. Case No. 17-80188) on February
15, 2017. The petition was signed by Edward M. Jacoby, president.
At the time of the filing, the Debtor estimated assets of less than
$500,000 and liabilities of less than $50,000.
JORDAN BUILDERS: U.S. Trustee Unable to Appoint Committee
---------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Jordan Builders, Inc. and Mtg.,
as of April 6, 2017, according to a court docket.
About Jordan Builders
Jordan Builders, Inc. and Mtg. filed a Chapter 11 petition (Bankr.
M.D. Fla. Case No. 17-00495), estimating less than $1 million in
assets and debt. The Debtor is represented by Bryan K. Mickler,
Esq., at Law Offices of Mickler & Mickler, LLP.
KIWA BIO-TECH: Will File Annual Report Within Extension Period
--------------------------------------------------------------
Kiwa Bio-Tech Products Group Corporation was unable to file its
Form 10-K for the year ended Dec. 31, 2016, within the prescribed
time period without unreasonable effort or expense. The Company
anticipates that it will file its Form 10-K within the grace period
provided by Exchange Act Rule 12b-25.
About Kiwa Bio-Tech
Kiwa Bio-Tech Products Group Corporation develops, manufactures,
distributes and markets bio-technological products for agriculture.
The Company has acquired technologies to produce and market
bio-fertilizer. The Company has developed over six bio-fertilizer
products with bacillus spp and/or photosynthetic bacteria as its
ingredients. The Company's products contain ingredients of both
photosynthesis and bacillus bacteria which are protected by
patents.
The Company reported a net loss of $677,358 in 2015 following a net
loss of $707,556 in 2014. As of Sept. 30, 2016, Kiwa Bio-Tech had
$4.74 million in total assets, $9.76 million in total liabilities
and a total stockholders' deficiency of $5.02 million.
Paritz & Company, P.A., in Hackensack, New Jersey, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company's current
liabilities substantially exceeded its current assets by $9,330,130
at Dec. 31, 2015. The Company had no sales during the years ended
Dec. 31, 2015, and 2014, had an accumulated deficit of $20,324,812
and stockholders' deficiency of $11,100,454 as of Dec. 31, 2015.
These circumstances, among others, raise substantial doubt about
the Company's ability to continue as a going concern.
LADERA PARENT: Taps Cushman Wakefield as Real Estate Broker
-----------------------------------------------------------
Ladera Parent LLC and Ladera LLC seek approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire a
real estate broker.
The Debtors propose to hire Cushman Wakefield Realty of Manhattan
LLC in connection with the sale of their real property located at
300 West 122nd Street, New York.
Cushman will be paid a buyer's premium for its services, according
to an agreement between the firm and the Debtors. The proposed
compensation is detailed in the agreement, which is available for
free at https://is.gd/fRepUm
Cushman does not represent any interest adverse to the Debtors and
their bankruptcy estates, and is a "disinterested person" as
defined in section 101(14) of the Bankruptcy Code, according to
court filings.
The firm can be reached through:
Robert Knakal
Cushman Wakefield Realty of Manhattan LLC
275 Madison Ave., 3rd Floor
New York, NY 10016
About Ladera Parent LLC
Ladera Parent LLC, based in New York, NY, and Ladera, LLC filed
Chapter 11 petitions (Bankr. S.D.N.Y., Lead Case No. 16-13382) on
December 4, 2016. The petitions were signed by Hans Futterman,
manager.
A. Mitchell Greene, Esq., at Robinson Brog Leinwand Greene Genovese
& Gluck P.C., serves as bankruptcy counsel while Phillips Nizer LLP
serves as special real estate & corporate counsel.
Ladera Parent listed $21 million in assets and $21.02 million in
liabilities while Ladera LLC listed $75 million in assets and
$45.75 million in liabilities.
No trustee, examiner or committee has been appointed in the case.
LAKEVIEW VILLAGE: Fitch Gives 'BB+' Rating on 2 Tranches
--------------------------------------------------------
Fitch Ratings assigns a 'BB+' rating to the following City of
Lenexa, KS health care facility revenue bonds issued on behalf of
Lakeview Village, Inc. (Lakeview):
-- $16.3 million series 2017A;
-- $59.1 million series 2007.
The Rating Outlook is Stable.
The series 2017A bonds are expected to be issued as fixed rate.
Proceeds will be used to advance refund approximately $15.1 million
of Lakeview's currently outstanding series 2009 bonds, establish a
debt service reserve fund (DSRF), and pay for costs of issuance.
The bonds are expected to sell via negotiation the week of April
17.
SECURITY
The bonds will be secured by a pledge of unrestricted receivables,
leasehold interest on the existing facility, and a DSRF.
KEY RATING DRIVERS
SOFT OCCUPANCY: The 'BB+' rating is reflective of Lakeview's
independent living unit (ILU) occupancy, which has averaged a low
83.7% over the last four years. Occupancy challenges are attributed
to a competitive operating environment, unit marketability, and
limited pricing flexibility in the marketplace. In addition,
short-term rehab occupancy declined to 77.9% at Dec. 31, 2016 due
to increased competition.
SOLID OPERATING PROFILE: Despite low occupancy, Lakeview has
maintained stable profitability over the last four years with net
operating margin (NOM) and NOM-adjusted averaging 8.7% and 26%,
respectively. As a result of good operating profitability, pro
forma debt service coverage has averaged 2.2x over the same time
period. Lakeview's operating and capital metrics are in line with
'BBB' medians and provide the community some cushion at the rating
level.
ADEQUATE LIQUIDITY: Lakeview's unrestricted cash and investments of
$28.7 million at Dec. 31, 2016 (unaudited) equated to 294 days cash
on hand (DCOH), 39.2% pro forma cash to debt, and a 5.4x pro forma
cushion ratio, all adequate for a lifecare community at the rating
level and in line with Fitch's non-investment grade medians.
Unrestricted liquidity has grown approximately 20% over the last
four years and is expected to remain stable in 2017.
NECESSARY PLANT REINVESTMENT: Lakeview has a number of unmarketable
ILUs that will likely have to be replaced or renovated over the
medium to longer term. In addition, management is contemplating
right sizing its skilled nursing facility (SNF) and creating more
private rooms to accommodate resident demand and market forces in
the short-term rehab space. The timing and scope of these projects
has not been decided, but Fitch believes Lakeview has a sufficient
amount of debt capacity and operating flexibility to absorb the
impacts of these projects at the current rating level.
RATING SENSITIVITIES
OPERATING STABILITY: Fitch expects Lakeview Village, Inc. to
maintain its solid operating performance over the medium term, but
the community has room at the current rating level for a certain
amount of operating volatility and strategic capital investments.
OCCUPANCY IMPROVEMENT: Given Lakeview Village, Inc.'s solid
operating performance at lower occupancy levels, any large
increases in occupancy that positively impact profitability, debt
service coverage and balance sheet strength may lead to upward
rating movement.
CREDIT PROFILE
Lakeview Village is a predominantly lifecare community currently
offering fully amortizing, 75% refundable, and rental contracts,
located on an approximately 96-acre campus in Lenexa, Kansas, a
suburb of Kansas City. Lakeview's campus consists of 550 ILUs, 26
assisted living units (ALU), a 120-bed SNF (112 semi-private; 8
private), and 52 (36 semi-private; 16 private) short-term rehab
beds. The corporation currently considers 36 ILUs, 3 ALUs, and 10
rehab beds to be unmarketable, and all occupancy statistics are
calculated on a marketable unit basis. Lakeview has three
affiliated entities outside the obligated group (OG), including a
Foundation and two independent living HUD properties. Fitch uses OG
financials for its analysis and all figures cited in this press
release. Lakeview had $41.2 million in total revenues in 2016.
SOFT OCCUPANCY
Lakeview operates within a competitive environment, with three
other full service retirement communities within its primary
marketing area (PMA), including two newer communities (opened in
2007). Robust competition has limited Lakeview's pricing power and
flexibility, as evidenced by stagnant entrance fee pricing from
2009 to 2016. Despite the lack of pricing increases, occupancy has
remained low over the last four years and was at 85.3% in 2016.
Management instituted a 4% entrance fee increase in 2017.
Lakeview operates on an older campus, with a high average age of
plant 13.8 years, which has resulted in a number of older ILUs
being deemed unmarketable over the last four of years.
Additionally, the community's recently constructed short-term rehab
unit occupancy has been impacted by increased competition, as
evidenced by average occupied units decreasing to 32.7 in 2016 from
41.2 in 2015. In response, management has taken out 10 beds out of
service in 2016, in order to create more private rooms, improve
occupancy, and more effectively compete in the short-term rehab
market for Medicare business. Management is proactive in its
strategies to drive more volume into its rehab center, as evidenced
by the opening of a number of outpatient therapy suites in the
broader community, which are expected to act as feeders to the main
campus. The creating of more private rooms and management's
strategies are designed to increase utilization of the rehab
facility over the medium to longer term.
SOLID OPERATING PROFILE
Lakeview's NOM and NOM-adjusted of 9% and 25.2%, respectively in
2016, were in line with Fitch's 'BBB' medians of 8.9% and 22.3%.
Operating profitability and entrance fee receipts have been very
stable over the past three years. As a result of solid operations,
debt service coverage has been stable over the same time period,
and was at 2.2x by net-available and 0.8x by revenue only in 2016,
mixed against the 'BBB' medians of 1.9x and 1.0x, respectively.
Lakeview's debt burden is manageable with pro forma MADS equating
to 12.8% of total revenues in 2016, compared to the 12.7% 'BBB'
median. Debt to net available of 6.3x was the same as the median.
Given its current debt burden Lakeview has some additional debt
capacity at the current rating level.
NECESSARY PLANT REINVESTMENT
As an older campus, Lakeview has to continually reinvest in its
facilities in order to compete with some of the recently opened
communities in the area. Annual capital expenditures have averaged
a low 77.1% of depreciation over the last four years, resulting in
an increased average age of plant over the time period (13.8 years
in 2016). Thirty cottages and six ILU apartments have been deemed
unmarketable and taken out of service over the past four years.
Management has been replacing older cottages as they turnover and
anticipates continuing the practice over the longer term. A number
of cottages may be converted into a hybrid-home apartment complex
in the future, but the timing and scope of this project is unknown
at this time.
Management is also contemplating right sizing its SNF and creating
more private rooms to accommodate resident desires and to more
effectively compete in the short-term rehab market. The transition
may include taking beds out of service (as was done in the
short-term rehab facility), or repositioning SNF beds to the
assisted living service line. Fitch believes that Lakeview has a
sufficient amount of debt capacity and operating flexibility to
absorb the impacts of these projects at the current rating level.
DEBT PROFILE
Post issuance, Lakeview's debt obligations will be all fixed rate
with level aggregate debt service. Lakeview does not have any
outstanding swaps.
LEO MOTORS: Delays Filing of Form 10-K
--------------------------------------
Leo Motors, Inc. filed a Form 12b-25 with the Securities and
Exchange Commission notifying the delay in the filing of its annual
report on Form 10-K for the year ended Dec. 31, 2016.
The Company said it has encountered a delay in assembling its
financial statements and as a result timely filing of the Form 10-K
has become impracticable without undue hardship and expense to the
Company.
About Leo Motors
Headquartered in Hanam City, Gyeonggi-do, Republic of Korea, Leo
Motors, Inc., a Nevada corporation, is currently engaged in the
research and development of multiple products, prototypes and
conceptualizations based on proprietary, patented and patent
pending electric power generation, drive train and storage
technologies.
In 2011, the Company determined its investment in Leo B&T Inc. an
investment account was impaired and recorded an expense of $4.5
million. During the 2012 year the Company had a net non operating
income largely from the result of the forgiveness of debt for $1.3
million.
Leo Motors reported a net loss of US$4.49 million on US$4.29
million of revenues for the year ended Dec. 31, 2015, compared to a
net loss of US$4.48 million on US$693,000 of revenues for the year
ended Dec. 31, 2014.
As of Sept. 30, 2016, Leo Motors had US$8.27 million in total
assets, US$6.48 million in total liabilities and US$1.43 million in
total equity.
John Scrudato CPA, in Califon, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred
significant accumulated deficits, recurring operating losses and a
negative working capital. This and other factors raise substantial
doubt about the Company's ability to continue as a going concern.
LIFE PARTNERS: Reorganization Bags Turnaround Atlas Awards
----------------------------------------------------------
The successful reorganization of Life Partners Holdings Inc.
(LPHI), which preserved the Life Partners $2.4 billion portfolio of
life insurance policies, was honored as one of the "Chapter 11
Restructuring of the Year" transactions at the Ninth Annual
Turnaround Atlas Awards held last night in New York.
The awards were presented by the Global M&A Network and recognized
the best value-creating transactions in a number of categories.
They validated excellence in professional work related to
insolvency, distressed M&A and corporate turnarounds.
"Our team is humbled and gratified by this recognition of the work
we did to protect Life Partners investors," said H. Thomas Moran,
II, the Chapter 11 Trustee for LPHI. Mr. Moran is the president
and CEO of Asset Servicing Group, LLC, an Oklahoma City-based firm
that manages life insurance portfolios.
In December 2014, the U.S. Securities and Exchange Commission (SEC)
secured judgments against Life Partners and its senior executives
totaling more than $46.8 million for engaging in "serious
violations" of the securities laws that "deprived the investing
public of the information it needed to make a fully informed
decision about whether to invest in Life Partners." That judgment
prompted the company's former management team to put the company in
bankruptcy in the Northern District of Texas (Fort Worth Division,
Case No. 15-40289-RFN-11).
The U.S. Bankruptcy Court for the Northern District of Texas
appointed Moran, a highly regarded expert in the life insurance
industry, as Trustee in March 2015. Mr. Moran was a pioneer in
life settlement portfolio management and his firm, Asset Servicing
Group, was the first independent third-party servicer of life
insurance policies purchased on the secondary market.
"This case raised a number of highly complex issues surrounding the
maximization of the value of the Life Partners policy portfolio, as
well as the restructuring of its business enterprise," said Mr.
Moran. "We project that LPI investors could receive up to 90
percent of their invested capital over time as a result of the plan
we were able to put in place, and that investors who chose the
'pooled' option in our plan could in fact receive close to 100
percent of their invested capital."
The Court-approved LPHI reorganization plan preserved the Life
Partners $2.4 billion portfolio of life insurance policies, which
includes approximately $1.4 billion of investor capital still at
risk. The plan allowed investors to select among various options
for the recovery of their capital, including options that enable
them to avoid exposure to any future financial commitments or to
tie their future returns to individual policies still active in the
company portfolio.
"Our plan was unique in that it created two new entities,"
explained Mr. Moran. "The Position Holder Trust is now overseeing
the liquidation of the policy portfolio and distribution of the net
proceeds to investors, while the Creditors' Trust will pursue
litigation arising from the Life Partners' pre-bankruptcy business
activities for the benefit of Life Partners investors."
Mr. Moran accepted the award on behalf of the professionals and
firms involved in the LPHI reorganization. In addition to David
Bennett, Richard Roper and Katharine Clark of Thompson & Knight
LLP, who represent Moran, he cited the important contributions of
other members of his team including: Sheri Townsend of Asset
Servicing Group; Kim Hinkle of Kim Hinkle Law; Dawn Ragan of
Bridgepoint Consulting; William Schuerger and Randy Williams of
Thompson Knight LLP; Vince Granieri of Predictive Resources; and
Melvin McVay of Phillips Murrah.
About Life Partners Holdings
Headquartered in Waco, Texas, Life Partners Holdings, Inc. --
http://www.lphi.com/-- is the parent company engaged in the
secondary market for life insurance, commonly called "life
settlements." Since its incorporation in 1991, Life Partners,
Inc., has completed over 162,000 transactions for its worldwide
client base of over 30,000 high net worth individuals and
institutions in connection with the purchase of over 6,500 policies
totaling over $3.2 billion in face value.
LPHI is a publicly traded company incorporated in Texas and its
common stock has been delisted from the NASDAQ (formerly trading
under the symbol LPHI).
Life Partners Holdings sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Tex. Case No. 15-40289) on Jan. 20,
2015. LPHI disclosed $2,406,137 in assets and $52,722,308 in
liabilities as of the Chapter 11 filing.
The case was assigned to Judge Russell F. Nelms.
J. Robert Forshey, Esq., at Forshey & Prostok, LLP, served as
counsel to the Debtor.
The official committee of unsecured creditors formed in the case
tapped Munsch Hardt Kopf & Harr, P.C., as counsel.
Tracy A. Bolt of BDO USA, LLP was named as examiner for the
Debtor's case.
At the behest of the U.S. Securities and Exchange Commission, the
U.S. Trustee, and the Creditors Committee, the Court ordered the
appointment of a Chapter 11 trustee. On March 13, 2015, H. Thomas
Moran II was appointed as Chapter 11 trustee in LPHI's case. The
trustee was represented by Thompson & Knight LLP.
The Chapter 11 trustee signed Chapter 11 bankruptcy petitions for
LPHI's subsidiaries on May 19, 2015: Life Partners Inc. (Case No.
15-41995) and LPI Financial Services, Inc. (Case No. 15-41996).
LINA REAL ESTATE: Taps Anthony Salvitti as Appraiser
----------------------------------------------------
Lina Real Estate Limited Partnership seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
an appraiser.
The Debtor proposes to hire Anthony Salvitti, Jr., an appraiser
employed with The Benchmark Appraisal Group, to prepare an
appraisal report on its property located at 876 Easton Road,
Glenside, Pennsylvania.
Mr. Salvitti will receive $3,600 for the report, and will be paid
$250 per hour for providing testimony as an expert witness.
In a court filing, Mr. Salvitti disclosed that he and his firm have
no connection with the Debtor.
Mr. Salvitti maintains an office at:
Anthony Salvitti, Jr.
The Benchmark Appraisal Group
2427 Huntingdon Pike
Huntingdon Valley, PA 19006
About Lina Real Estate
Lina Real Estate Limited Partnership, based in Glenside,
Pennsylvania, filed a Chapter 11 petition (Bankr. E.D. Pa. Case No.
16-18399) on December 6, 2016. The Hon. Eric L. Frank presides over
the case. Marvin H. Gold, Esq., at the Law Offices of Gold & Gold,
serves as bankruptcy counsel.
In its petition, the Debtor estimated $1 million to $10 million in
both assets and liabilities. The petition was signed by $1 million
to $10 million.
LOUISIANA-PACIFIC CORP: Egan-Jones Hikes Unsec. Debt Rating to BB+
------------------------------------------------------------------
Egan-Jones Ratings, on March 14, 2017, raised the senior unsecured
rating on debt issued by Louisiana-Pacific Corp. to BB+ from BB.
Previously, EJR, on February 16, 2017, raised the Company's senior
unsecured debt rating to BB from BB-.
Louisiana-Pacific Corporation, commonly known as "LP", is a United
States building materials manufacturer. It was founded in 1973 and
is currently based in Nashville, Tennessee.
LYNEIL MITCHELL: Taps Cathleen Christy as Accountant
----------------------------------------------------
Lyneil Mitchell Physical Therapy, P.C., dba Revolution Physical
Therapy seeks authorization from the U.S. Bankruptcy Court for the
Western District of Pennsylvania to employ Cathleen Christy, CPA of
Creese, Smith & Co., LLC to prepare the Debtor's federal and state
income tax returns and Schedule K-1 for each shareholder.
The Debtor proposes to pay Ms. Christy $500 for the accounting
services. The retainer contains a Total Amount quoted of $750, as
Cathleen Christy will prepare the individual income taxes for 2016
for the joint owners of the Debtor for $250. However, the amount
paid for accounting services on behalf of the Debtor, and paid for
by the Debtor, is limited to $500.
Ms. Christy assured the Court that the firm is a "disinterested
person" as the term is defined in Section 101(14) of the Bankruptcy
Code and does not represent any interest adverse to the Debtor and
its estate.
Ms. Christy can be reached at:
Cathleen Christy, CPA
CREESE, SMITH & CO., LLC
8150 Perry Hwy Ste 105
Pittsburgh, PA 15237
Tel: (412) 635-9088
Fax: (412) 635-9976
E-mail: cchristy@creesesmith.com
Lyneil Mitchell Physical Therapy, P.C., d/b/a Revolution Physical
Therapy, filed a Chapter 11 petition (Bankr. W.D. Pa. Case No.
17-20368) on Feb. 1, 2017. The petition was signed by Dr. Lyneil
Mitchell, president. The case is assigned to Judge Thomas P.
Agresti. The Debtor is represented by Brian C. Thompson, Esq., at
Thompson Law Group, P.C. At the time of filing, the Debtor had
less than $50,000 in estimated assets and $1 million to $10 million
in estimated liabilities.
MAGNOLIA BREWING: Has Immediate Need to Use Cash Collateral
-----------------------------------------------------------
Magnolia Brewing Company, LLC, also doing business as McLean
Breweries, asks the U.S. Bankruptcy Court for the Northern District
of California for authorization to use cash collateral.
The Debtor submits that all throughout its case, the Debtor and
Union Bank had agreed on consensual use of cash collateral,
however, the Debtor has been taken by surprise when it learned on
March 30, 2017 that no further extension would be granted.
The Debtor's current cash collateral budget expires on April 3,
2017, and the Debtor has no ability to continue to operate and
preserve its business unless the Court enters an interim order, on
an emergency basis, to permit the Debtor to use its current and
future revenue to pay for its cost of goods sold and its operating
expenses, including payroll, utilities, insurance, maintenance, and
rent. In addition, the Debtor will also use use cash collateral to
pay for all quarterly fees owing to the Office of the U.S. Trustee
and all expenses owing to the Clerk of the Bankruptcy Court.
The Debtor relates that after thoroughly exploring the
possibilities of a sale or new-money plan with potential investors
for several months, the Debtor decided to hire an investment banker
to market its business for sale as a going concern after it has
consulted with its senior secured creditor, Union Bank, and the
official committee of unsecured creditors.
The original timeline for Baker Tilly Capital, LLC, the Debtor's
investment banker, to market and sell the Debtor's business, aimed
to select a buyer by March 31, 2017, and move the Court to approve
a sale. But the Debtor is approximately three to four weeks behind
in its marketing and sale process. While the extra time has
benefited the Debtor and all creditors in the estate because it has
allowed for certain key strategic buyers to look into the sale,
unfortunately, Union Bank has apparently lost patience and refused
to consent to further cash collateral use just as the Debtor is
preparing to solicit offers.
As such, the Debtor seeks immediate Court authority to use cash
collateral in order to avoid a shutdown of its valuable business
and remain operational while it seeks to complete its process of
selling the business as a going-concern pursuant to section 363 of
the Bankruptcy Code.
The Debtor contends that it has three prepetition secured
creditors:
(1) Union Bank which is owed approximately $1,310,000, secured
by substantially all of the Debtor's assets;
(2) OBDC Small Business Finance which is owed approximately
$43,000, secured by substantially all of the Debtor's assets; and
(3) Fora Financial West is owed approximately $223,000 to
$300,000, secured by certain assets of the Debtor.
Additionally, the Debtor has two delivery trucks secured by loans
from Ford Credit and Lee Financial Services.
The Debtor believes that it has substantial value as a going
concern, with value well in excess of the total amount of its
secured debt. The Debtor believes that Union Bank, OBDC Small
Business and Fora Financial are protected by a significant equity
cushion, as its assets are worth well in excess of the amount of
the aggregate secured debt if valued as a going concern.
The Debtor's assets have a value of at least $3.0 million, while
Union Bank's, OBDC Small Business' and Fora Financial's claims
total only $1.3 million. This translates to an equity cushion of
over 90% in total and much greater equity cushions calculated on an
individual creditor basis, as follows:
Creditor Debt Equity Cushion
Percentage
-------- ---- --------------
----------
Union Bank $1,310,000 $1,690,000
129%
OBDC Small Business $43,000 $1,647,000
3830%
Fora Financial $223,000 $1,424,000
639%
TOTAL $1,576,000 $1,424,000 90%
The Debtor also believes that the continued operation of its
business will protect the collateral and equity position of Union
Bank, OBDC Small Business and Fora Financial. Accordingly, the
Debtor submits that no further adequate protection, such as cash
payments, are necessary because the ongoing operations will
preserve the Debtor's value, particularly in its valuable brand and
goodwill. However, the Debtor will continue to make regular monthly
payments on its two vans in light of ordinary vehicle depreciation.
Furthermore, to the extent that these measures do not protect Union
Bank, OBDC Small Business and Fora Financial against any
post-petition diminution in the value of their respective
collateral, they will receive super-priority administrative claims
pursuant to section 507(b) of the Bankruptcy Code, which provides
them with yet another form of adequate protection.
A full-text copy of the Debtor's Motion, dated March 31, 2017, is
available at https://is.gd/uJ8Cds
About Magnolia Brewing
Magnolia Brewing Company LLC owns and operates a 30-barrel
production brewery located at 3rd and 22nd in San Francisco,
California, which was first opened in 2014, as well as an adjacent
restaurant, Smokestack. It also owns the Magnolia Pub and Brewery
located at Haight and Masonic in San Francisco as a result of its
acquisition of those assets from McLean Breweries, Inc., pursuant
to a merger with McLean, which occurred in January 2015. Before
the merger, the Company and McLean had common management and a
number of common employees and substantially similar ownership. The
Company's beer is sold at both of its restaurants and to over 250
draft beer accounts in the San Francisco Bay Area.
Magnolia Brewing sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. N.D. Cal. Case No. 15-31480) on Nov. 30,
2015. The petition was signed by Dave McLean, managing member. The
case is assigned to Judge Dennis Montali.
The Debtor is represented by Ron Bender, Esq., and John-Patrick M.
Fritz, Esq., at Levene, Neale, Bender, Yoo & Brill L.L.P. The
Debtor retains Greenberg & Greenberg as its tax accountant and
Baker Tilly Capital, LLC, as investment banker.
The Debtor estimated both assets and liabilities in the range of $1
million to $10 million.
The Office of the U.S. Trustee formed the Official Committee of
Unsecured Creditors on Dec. 7, 2015. The Committee taps Arch & Beam
Global, LLC, as financial advisors.
MANITOWOC CO: Egan-Jones Cuts Unsec. Debt Ratings to B
------------------------------------------------------
Egan-Jones Ratings, on February 8, 2017, lowered the senior
unsecured ratings on debt issued by Manitowoc Co Inc. to B from B+.
EJR also lowered rating on commercial paper issued by the Company
to B from A3.
The Manitowoc Company, Inc. is a provider of engineered lifting
equipment for the construction industry. The Company operates
through the Crane business segment. It designs, manufactures and
distributes a line of crawler-mounted lattice-boom cranes, which it
sells under the Manitowoc brand name. It also designs and
manufactures a line of top-slewing and self-erecting tower cranes,
which it sells under the Potain brand name. It designs and
manufactures mobile telescopic cranes, which it sells under the
Grove brand name and a line of hydraulically powered telescopic
boom trucks, which it sells under the National Crane brand name. It
also provides crane product parts and services and crane
rebuilding, remanufacturing and training services, which are
delivered under the Manitowoc Crane Care brand name. Its crane
products are used in a range of applications, including energy
production/distribution and utilities, petrochemical and industrial
projects, and infrastructure applications.
METRO-GOLDWYN-MAYER: Moody's Puts Ba1 CFR on Review for Downgrade
-----------------------------------------------------------------
Moody's Investors Service placed Metro-Goldwyn-Mayer Inc.'s (MGM)
Ba1 corporate family rating (CFR), Ba1-PD probability of default
rating and Ba1 senior secured revolving credit facility rating on
review for downgrade following the company's announcement that it
has agreed to acquire the 81% of EPIX it does not own for
approximately $1 billion. MGM's rating outlook was changed from
stable to ratings under review for downgrade.
The transaction values EPIX, a US premium pay television channel,
at almost $1.3 billion. The purchase is expected to be funded with
new debt. The review will focus on the potential for a substantial
increase in debt, which would cause leverage to meaningfully
increase from its current very low level of 0.5x Debt to EBITDA
(Moody's adjusted). It will also focus on the strategic benefits of
owning 100% of EPIX, including greater scale and diversification of
revenue, its potential for broader pay TV distribution, and its
ability to procure sufficient film output (currently, EPIX has
agreements with MGM, Viacom's Paramount Studio and from Lionsgate).
However, given the spike in leverage there is a high likelihood
MGM's CFR will be downgraded, although Moody's expects downward
ratings movement to be limited to one notch.
On Review for Downgrade:
Issuer: Metro-Goldwyn-Mayer Inc.
-- Probability of Default Rating, Placed on Review for Downgrade,
currently Ba1-PD
-- Corporate Family Rating, Placed on Review for Downgrade,
currently Ba1
-- Senior Secured Bank Credit Facility, Placed on Review for
Downgrade, currently Ba1 (LGD3)
Outlook Actions:
Issuer: Metro-Goldwyn-Mayer Inc.
-- Outlook, Changed To Rating Under Review From Stable
RATINGS RATIONALE
The review for downgrade is prompted by Moody's expectations for a
material increase in MGM's gross debt and leverage levels following
the transaction closing. Moody's estimates that pro forma leverage
will be in the mid 2x range (including Moody's adjustments)
post-closing. Notwithstanding the significant strategic and
diversification benefits that Moody's believes will accrue to the
company from this acquisition, Moody's believes incremental debt of
just under $1 billion could adversely impact MGM's credit profile
as it could leave leverage elevated above 1.0x for three years or
more following the closing.
The principal methodology used in these ratings was "Business and
Consumer Service Industry" published in October 2016.
Metro-Goldwyn-Mayer Inc., based in Beverly Hills, California,
produces and distributes motion pictures, television programming,
home videos, interactive media, music, and licensed merchandise. It
owns a library of films and television programs and holds ownership
interests in domestic and international television channels.
Revenues for year ended 2016 were approximately $1.2 billion. As of
December 31, 2016, Anchorage Capital Partners, Highland Capital
Partners and Solus Alternative Asset Management each individually,
or together with their affiliated entities, owned more than 10% of
the issued and outstanding shares of common stock of MGM Holdings.
MGM Holdings is the ultimate parent company of the MGM families of
companies, including its subsidiary Metro-Goldwyn-Mayer Inc. and
United Artists.
MF GLOBAL: Settles $3 Billion Negligence Suit Against PwC
---------------------------------------------------------
The Global Legal Post reports that MF Global Holdings has settled
its $3 billion negligence lawsuit against PricewaterhouseCoopers.
MF Global and PwC, The Global Legal Post relates, said that the
settlement terms were confidential but that the lawsuit has been
resolved 'to the mutual satisfaction of the parties.'
William Gorta, writing for Bankruptcy Law360, recalls that U.S.
District Judge Victor Marrero told the parties in the malpractice
lawsuit that he would develop a primer to explain the complex
evidence issues to the jury despite the assertion by PwC's attorney
that it would put a "finger on the scale" in favor of the
investment house. Law360 shares that Judge Marrero suggested that
jurors in the case are probably "enormously confused" by the
testimony.
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.
MHVC ACQUISITION: S&P Assigns 'B' CCR; Outlook Stable
-----------------------------------------------------
S&P Global Ratings said that it has assigned its 'B' corporate
credit rating to MHVC Acquisition Corp. The outlook is stable.
At the same time, S&P assigned its 'B' issue-level rating and '3'
recovery rating to the company's $350 million first-lien term loan
due 2024 and $40 million revolving credit facility due 2022. The
'3' recovery rating indicates S&P's expectation for meaningful
recovery (50%-70%; rounded estimate: 65%) in a default scenario.
Private-equity firm Veritas Capital is acquiring MHVC Acquisition
for $675 million.
"Our rating on MHVC reflects the company's high debt leverage
following the spin-off, its ownership by a private-equity sponsor,
its modest scale, and its exposure to the competitive government
services market, which constrains its margins," said S&P Global
credit analyst Isha Bagga. "Our rating also incorporates the
long-term nature of most of its contracts, the company's good
program diversity for its size, and the improving outlook for
government spending." Pro forma for the transaction, S&P expects
MHVC's debt-to-EBITDA to be in the 5x-6x range and its funds from
operations (FFO)-to-debt ratio to be below 10% in fiscal-year 2018
(ending June 30, 2018), which will be its first full financial year
as an independent operator. S&P also believes that the company's
credit metrics may continue to improve after this point as its
earnings increase, though S&P do not expect the company's
debt-to-EBITDA to fall below 5x for an extended period because S&P
anticipates that management will likely pursue debt-financed
acquisitions or dividends.
The stable outlook on MHVC reflects S&P's expectation that the
company's leverage will remain elevated following the proposed
transaction. Although S&P expects the company's credit ratios to
improve modestly over the next 12-24 months as its earnings
increase, S&P do not believe that its debt-to-EBITDA will fall
below 5x for an extended period due to the likelihood for further
dividends or debt-financed acquisitions under its private-equity
sponsor.
S&P could lower our ratings on MHVC if a debt-financed acquisition
or dividend payment or greater-than-expected operating challenges
cause the company's debt-to-EBITDA to increase to more than 7x, or
if there is a material deterioration in its liquidity position.
An upgrade is unlikely given the company's ownership by a
private-equity firm and the potential that it will undertake
debt-financed dividends or other transactions, which would
significantly increase its leverage. However S&P could raise its
ratings on MHVC if the company's debt-to-EBITDA falls below 5x and
S&P believes that its owners will allow it to maintain this level
of leverage regardless of any future dividends or acquisitions.
MID CITY TOWER: Latest Plan to Pay Unsecureds in Full Over 12 Mos.
------------------------------------------------------------------
Mid City Tower, LLC, filed with the U.S. Bankruptcy Court for the
Middle District of Louisiana its latest disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.
The latest plan provides for the payment in full of unsecured
claims by equal monthly installments over 12 months, or less, and
the payment in full of MidSouth Bank's debt in equal monthly
installments at its contract rate of interest.
Mid City Tower has been working to close on a loan to re-finance
the secured debt to MidSouth Bank and pay all other allowed claims
all at once, and is still pursing that course of action
simultaneously with the plan that provides for monthly installments
unless and until such a loan occurs, according to the disclosure
statement filed on March 28.
A copy of the latest disclosure statement is available for free
at:
https://is.gd/XpAg9z
About Mid City Tower
Mid City Tower, LLC, based in Baton Rouge, Louisiana, is an entity
formed in 2013 by Mathew S. Thomas with the assistance of his
family. The entity has always been operated from its business
location at 5700 Florida Boulevard, Rouge Rouge, Louisiana.
The Debtor filed a Chapter 11 petition (Bankr. M.D. La. Case No.
16-10877) on July 26, 2016. The Hon. Douglas D. Dodd presides over
the case. The petition was signed by Mr. Thomas, manager.
In its petition, the Debtor estimated $1 million to $10 million in
assets and $1 million to $10 million in liabilities.
Brandon A. Brown, Esq., and Ryan James Richmond, Esq., at Stewart
Robbins & Brown, LLC, serve as bankruptcy counsel.
On November 4, 2016, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization.
MOSAIC MANAGEMENT: Had Until April 7 to File Chapter 11 Plan
------------------------------------------------------------
Mosaic Management Group, Inc., et al., sought and obtained
extension of their exclusive plan filing period through April 7,
2017, and their exclusive solicitation period through May 8, 2017.
The Debtors tell the Court that significant unresolved
contingencies exist in their cases that warrant the extension.
First, the Debtors, the Official Committee of Unsecured Creditors,
and the Committee of Investor Creditors of Mosaic Alternative
Assets, Ltd. are in the process of reviewing, revising, and editing
the Chapter 11 plan and anticipate that a final draft for filing
will be ready soon. In addition to the plan itself, the Debtors
are also finalizing documents that are essential to implement the
plan, which documents include, but are not limited to, the
disclosure statement, the trust agreement provided for under the
plan, and servicing agreements. Second, the Debtors are
concomitantly undertaking a substantial review and overhaul of the
proofs of claim that have been filed in each of the Chapter 11
cases for purposes of valuing, organizing, and preparing objections
to, such claims.
Both the Unsecured Creditors Committee and the Investor Creditors
Committee consent to the extension request, the Debtors relay.
About Mosaic Management Group
Mosaic Management Group, Inc., and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Lead Case
No. 16-20833) on Aug. 4, 2016. The petitions were signed by
Charles Thomas Ryals, president and chief executive officer. Judge
Erik P. Kimball presides over the case.
Mosaic Management Group, Inc. estimated assets at less than $50,000
and liabilities at $50,000 to $100,000. Mosaic Alternative Assets
Ltd. estimated assets at $50 million to $100 million and
liabilities at $1 million to $10 million.
The Debtors originally tapped Berger Singerman LLP as bankruptcy
counsel. In September 2016, the Debtors hired Kristopher E. Aungst,
Esq., and Angelo Castaldi, Esq., of Tripp Scott, P.A. as legal
counsel. The Debtors also tapped Erwin Legal PLC, as special
counsel; Longevity Asset Advisors, LLC as consultant and sales
agent; GlassRatner Advisory & Capital Group, LLC, as financial
advisors and accountants; and Ricoh USA, Inc. as electronic data
consultant.
Guy G. Gebhardt, Acting U.S. Trustee for Region 21, on Aug. 23,
2016, appointed creditors of Mosaic Alternative Settlements, Inc.,
to serve on the official committee of unsecured creditors. The
MASI committee hired Furr and Cohen, P.A. as its legal counsel,
and hire Genovese, Joblove & Battista, P.A., as special counsel.
The Acting U.S. Trustee for Region 21 on Dec. 8, 2016, appointed
creditors of Mosaic Alternative Assets, Ltd., to serve on the
official committee of investor creditors. The Committee of
Investor Creditors retains Bast Amron LLP as counsel.
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 cases of Mosaic Management Group Inc.
and Paladin Settlements, Inc. as of Dec. 23, according to the case
docket.
MOUNTAIN WEST VALVE: Plan Confirmation Hearing on April 28
----------------------------------------------------------
The Hon. William T. Thurman of the U.S. Bankruptcy Court for the
District of Utah has approved Mountain West Valve, Inc.'s second
amended small business disclosure statement dated March 28, 2017,
referring to the Debtor's amended small business plan of
reorganization dated March 16, 2017.
The Court will conduct a hearing to consider confirmation of the
Plan on April 28, 2017, at 10:00 a.m.
The Debtor will file by April 24, 2017, a report summarizing the
results of the balloting on the Plan and a memorandum in support of
confirmation of the Plan.
April 17, 2017, is the (a) the deadline by which completed ballots
must be received by the Debtor's counsel in order for the ballots
to be counted and (b) the deadline by which creditors and other
parties in interest must file and serve their responses or
objections, if any to confirmation of the Plan (as revised).
Under the Debtors' Second Amended Small Business Disclosure
Statement, General Unsecured Creditors are classified in Class 4
and will receive a pro rata distribution of $500 per month for 12
months commencing 48 months after the Effective Date. After all
Administrative Claims and Priority Tax Claims have been paid in
full, the Reorganized Debtor shall pay the Class 4 Claimants, their
pro rata share from $1,500 on a quarterly basis.
A copy of the second amended disclosure statement filed on March 28
is available for free at:
http://bankrupt.com/misc/MountainWest_2DS032817.pdf
About Mountain West Valve
Mountain West Valve, Inc., based in Salt Lake City, UT, filed a
Chapter 11 petition (Bankr. D. Utah, Case No. 16-21396) on Feb. 29,
2016. Hon. William T. Thurman presides over the case.
Matthew K. Broadbent, Esq., at Vannova Legal, PLLC, serves as the
Debtor's bankruptcy counsel. The Debtor hired Trader Roberts &
Spangler, PLLC as its accountant.
In its petition, the Debtor estimated $100,000 to $500,000 in
assets and $1 million to $10 million in liabilities. The petition
was signed by Kenny Guest, owner/president.
On Dec. 23, 2016, the Debtor filed its Chapter 11 plan of
reorganization, which proposes to pay general unsecured creditors
$500 per month for 12 months.
NETSCOUT SYSTEMS: Egan-Jones Hikes Sr. Unsecured Ratings to BB-
---------------------------------------------------------------
Egan-Jones Ratings, on February 17, 2017, raised the senior
unsecured ratings on debt issued by NetScout Systems Inc. to BB-
from B.
NETSCOUT Systems, Inc. is a provider of application and network
performance management products. Headquartered in Westford,
Massachusetts, NETSCOUT serves enterprises community, government
agencies and telecommunications service providers.
NEW YORK CRANE: Committee Taps RE/MAX Elite as Real Estate Broker
-----------------------------------------------------------------
The official committee of unsecured creditors of New York Crane and
Equipment Corp. seeks court approval to hire a real estate broker.
In a filing with the U.S. Bankruptcy Court for the Eastern District
of New York, the committee proposes to hire RE/MAX Elite in
connection with the sale of real properties located at 245
Edgegrove Avenue, Staten Island, New York.
The firm will get a commission of 5% of the total sale price. If
the buyer is represented by a broker other than RE/MAX, the firm
will get 2.5% of the 5% commission while the rest will be paid to
the other broker.
Salvatore Carola, an associate at RE/MAX, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Salvatore R. Carola
RE/MAX Elite
585 North Gannon Avenue
Staten Island, NY
Phone: (718) 979-3000
About New York Crane
New York Crane & Equipment Corp., J.F. Lomma Inc. (De.), J.F. Lomma
Inc. (N.J.), and James F. Lomma filed Chapter 11 bankruptcy
petitions (Bankr. E.D.N.Y. Lead Case No. 16-40043) on Jan. 6, 2016.
The corporate Debtors operate crane, trucking and rigging
companies doing business in New York City and other parts of the
country. The petitions were signed by James F. Lomma as president.
New York Crane & Equipment disclosed total assets of $9.8 million
and total debts of $22.05 million. Judge Carla E. Craig presides
over the cases.
The Debtors have hired Goldberg Weprin Finkel Goldstein LLP as
their counsel; LaMonica Herbst & Maniscalco, LLP as special
counsel; Robert L. Friedbauer CPA PC as accountant; Marcum LLP as
financial advisor; and Pro Star Pilatus Center LLC as Broker in
relation to an Aircraft Remarketing Agreement.
James Lomma is the president and sole shareholder of the corporate
Debtors. The Debtors employ LaMonica Herbst & Maniscalco, LLP as
special litigation and conflicts counsel to James F. Lomma.
An official committee of unsecured creditors has been appointed.
The committee tapped Togut, Segal & Segal LLP as its counsel.
On December 9, 2016, the Debtors filed an amended disclosure
statement, which explains their proposed Chapter 11 plan of
reorganization. The plan proposes to pay general unsecured
creditors in full.
OAKS OF PRAIRIE: Court Allows Interim Use of Cash Until April 30
----------------------------------------------------------------
Judge Thomas M. Lynch of the U.S. Bankruptcy Court for the Northern
District of Illinois entered an order authorizing The Oaks of
Prairie Point Condominium Association's interim use of cash
collateral during the period April 1, 2017 through April 30, 2017.
The Debtor and Illinois State Bank have agreed to the terms of the
Order, to address the objection of Illinois State Bank.
The Debtor is authorized to use cash collateral to the extent set
forth on the Budget, with the exception of those items identified
as exterior repairs, which will not be paid without further
approval from Illinois State Bank. The approved Budget provides
total projected expenses in the aggregate sum of $128,735.
The Debtor is directed to pay Illinois State Bank the sum of
$10,729 on or before April 15, 2017. The payments will be made
from the Debtor's reserve account at Illinois State Bank, to be
credited to the Debtor's loan.
The Debtor is prohibited from making any disbursements from or
deposits to the Debtor-In-Possession account currently located at
Rockford Bank and Trust without the consent of Illinois State Bank.
Additionally, the Debtor is directed to provide evidence that no
disbursement from or deposits to the Rockford Bank & Trust account
have been made.
In return for the Debtor's continued interim use of cash
collateral, Illinois State Bank is granted the following adequate
protection for its purported secured interests:
(a) Illinois State Bank will be granted a valid and
perfected, enforceable security interest in and to the Debtor's
post-petition accounts, assessments and other receivables which are
now or hereafter become property of the estate to the extent and
priority of its alleged prepetition liens, but only to the extent
of any diminution in the value of such assets during the period
from the commencement of the Debtor's case through April 30, 2017;
(b) The Debtor will execute any documents that may be
reasonably required by Illinois State Bank to evidence the
post-petition interests granted in the Order;
(c) The Debtor will permit Illinois State Bank to inspect its
books and records;
(d) The Debtor will maintain and pay premiums for insurance
to cover all of its assets from fire, theft and water damage;
(e) The Debtor will make available to Illinois State Bank
evidence of that which constitutes its collateral or proceeds; and
(f) The Debtor will maintain the Property in good repair and
properly manage such property.
A status hearing on the Debtor's use of cash collateral is
scheduled to take place on April 19, 2017 at 10:30 a.m.
A full-text copy of the Order, dated March 31, 2017, is available
at https://is.gd/43Gm8h
About The Oaks of Prairie Point
Condominium Association
The Oaks of Prairie Point Condominium Association is an Illinois
corporation that owns and operates condominium buildings located in
Lake in the Hills, Illinois, known as "The Oaks of Prairie Point
Condominium".
The Oaks of Prairie Point Condominium sought protection under
Chapter 11 of the Bankruptcy Code (Bankr. N.D. Ill. Case No.
16-80238) on Feb. 3, 2016. The petition was signed by Donna Smith,
property manager. The case is assigned to Judge Thomas M. Lynch.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
The Debtor is represented by Thomas W. Goedert, Esq., at Crane,
Heyman, Simon, Welch & Clar, in Chicago, Illinois.
OLIVE BRANCH: Can Continue Using Cash Collateral Until May 31
-------------------------------------------------------------
Judge Bruce A. Harwood of the U.S. Bankruptcy Court for the
District of New Hampshire has authorized Olive Branch Real Estate
Development, LLC, to use cash collateral until
May 31, 2017.
Louis A. Porrazzo and James Bascom have security interest in all of
the Debtor's postpetition assets of the same kinds, nature and type
as the cash collateral related to 832 Route 3, Holderness, New
Hampshire in which it held valid and enforceable, perfected
security interests prior to the Petition Date.
The approved budget shows projected cash pay out in the approximate
amount of $3,300 per month. As included in the Budget, the Debtor
is allowed to pay Porrazzo and Bascom its monthly mortgage payment
of $1,450. These payments will be the normal mortgage payments and
loan payments going forward.
Porrazzo and Bascom are each granted replacement lien in and to all
postpetition property of the estate of the same type against which
they held validly perfected and not avoidable liens and security
interests as of the Petition Date. The replacement liens will
maintain the same priority, validity and enforceability as such
liens on the cash collateral, but will be recognized only to the
extent of any diminution in the value of the collateral resulting
from the use of cash collateral pursuant to the Court's Order. The
Replacement lien does not include the real estate or rental
proceeds from property located at 6 Gould Terrace, Plymouth, New
Hampshire.
The Debtor will file and serve a Motion for Further Use of Cash
Collateral by May 17, 2017. Any objections to the Motion for
Further Use of Cash Collateral will be filed and served by May 24,
2017.
A further hearing on the Debtor's further use of cash collateral
will be held on May 31, 2017 at 1:30 p.m.
A full-text copy of the Order, dated March 31, 2017, is available
at https://is.gd/nBt0HY
About Olive Branch Real Estate Development
Olive Branch Real Estate Development, LLC, is a real estate
development company with a principal address of 832 Route 3, Unit
#1, Holderness, New Hampshire. It is owned and operated by Gerard
M. Healey. The business has been in operation since 2011.
Olive Branch filed a Chapter 11 petition (Bankr. D.N.H. Case No.
16-11444) on Oct. 13, 2016. The petition was signed by Gerard M.
Healey, managing member. The Debtor is represented by S. William
Dahar II, Esq., at Victor W. Dahar, P.A. At the time of filing,
the Debtor had less than $50,000 in estimated assets and
liabilities at $100,000 to $500,000.
ONSITE TEMP: Disclosure Statement Hearing Continued to April 20
---------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Arizona will continue
the hearing on the disclosure statement filed by Onsite Temp
Housing Corp. on April 20.
The hearing will start at 1:30 p.m., and will be held at the U.S.
Bankruptcy Court, Courtroom 601, 230 N. 1st Avenue, Phoenix,
Arizona.
Onsite Temp Housing on February 7 filed a disclosure statement,
which explains its proposed plan to exit Chapter 11 protection.
The reorganization plan proposes to pay a total of $200,040 to
general unsecured creditors.
The plan will be funded by operating revenues. Moreover, Onsite
Acquisition Partners LLC, an Arizona-based company, will invest
$300,000 of new value into Onsite Temp Housing, according to court
filings.
About Onsite Temp
Onsite Temp Housing Corporation, based in Phoenix, Arizona,
provides temporary housing solutions to the insurance,
construction, mining and natural disaster sectors in the form of RV
travel trailers.
The Debtor filed a Chapter 11 petition (Bankr. D. Ariz. Case No.
16-10790) on Sept. 20, 2016. In its petition, the Debtor estimated
$500,000 to $1 million in assets and $1 million to $10 million in
liabilities. The petition was signed by Donald Kaebisch,
authorized representative.
Judge Paul Sala presides over the case. Harold E. Campbell, Esq.,
at Campbell & Coombs, P.C. serves as bankruptcy counsel. The
Debtor hired Henry and Horne, LLP to provide financial consulting
services.
No official committee of unsecured creditors has been appointed in
the case.
P10 INDUSTRIES: Court Grants Motion to Retain Special Counsel
-------------------------------------------------------------
P10 Industries, Inc., formerly Active Power, Inc., on April 5
announced the results of the expedited hearing on P10 Industries,
Inc.'s: (1) Expedited Application of P10 Industries, Inc. for Order
Pursuant to 11 U.S.C. 327, 328 and 329 and Fed.R.Bankr. P. 2014 and
2016 Authorizing Employment and Retention of Eric Terry Law, PLLC
as Counsel for Debtor (the "Terry Law Motion"); (2) Debtor's
Expedited Motion for an Order Authorizing Employment and Payment of
Professionals Utilized in the Ordinary Course of Business (the
"Ordinary Course Professionals Motion"); and (3) Debtor's
Application for Order Pursuant to Bankruptcy Code Section 327(e)
and Bankruptcy Rules 2014 and 2016 Authorizing Employment and
Retention of Reiter, Brunel & Dunn, PLLC as Special Counsel to the
Debtor in Possession (the "Special Counsel motion"). These motions
were all granted by the Honorable Craig A. Gargotta, U.S.
Bankruptcy Court, San Antonio, Texas.
"We are happy that Judge Gargotta granted our motions [Wednes]day
and that the pre-packaged bankruptcy process is progressing as
planned," said Mark A. Ascolese CEO of P10 Industries, "the next
important hearing will be on April 26 [th] when we will be seeking
approval of the plan we filed on March 22".
The company filed its voluntary chapter 11 petition and the Plan in
the U.S. Bankruptcy Court for the Western District of Texas in San
Antonio.
About P10 Industries Inc
P10 Industries (OTCMKTS: PIOI) is a public company aimed at
monetizing highly valued intellectual property assets and acquiring
profitable businesses in the commercial and industrial markets to
generate profit and positive cash flows, ultimately creating
long-term stockholder value. P10 was founded on Nov. 19, 2016,
following completion of an asset acquisition of Active Power, Inc.,
by Piller Power Systems, Inc., a subsidiary of Langley Holdings
PLC. Active Power rebranded and changed its name to P10 Industries
pursuant to the terms of the acquisition agreement.
P10 Industries, Inc. fka Active Power, Inc., based in Austin, Tex.,
filed a Chapter 11 petition (Bankr. W.D. Tex. Case No. 17-50635) on
March 22, 2017. The Hon. Craig A. Gargotta presides over the case.
Eric Terry, Esq., at Eric Terry Law PLLC, serves as bankruptcy
counsel. Reiter, Brunel & Dunn, PLLC serves as the Debtor's
corporate counsel.
In its petition, the Debtor declared $4.93 million in total assets
and $6.97 million in total liabilities. The petition was signed by
Jay Powers, CFO.
A list of the Debtor's 16 largest unsecured creditors is available
for free at http://bankrupt.com/misc/txwb17-50635.pdf
PAYLESS HOLDINGS: Seeks to Hire Kirkland as Legal Counsel
---------------------------------------------------------
Payless Holdings LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Missouri to hire Kirkland & Ellis LLP
and Kirkland & Ellis International LLP as legal counsel.
The firms will provide these services in connection with the
Chapter 11 cases of Payless Holdings and its subsidiaries:
(a) advise the Debtors with respect to their powers and
duties in the continued management and operation of their
businesses and properties;
(b) give legal advice regarding the conduct of the bankruptcy
cases;
(c) attend meetings and negotiate with representatives of
creditors and other parties;
(d) take all necessary actions to protect and preserve the
Debtors' estates, including prosecuting actions on their
behalf;
(e) prepare legal papers and appear before the bankruptcy
court and any appellate courts;
(f) represent the Debtors in connection with obtaining
authority to continue using cash collateral and post-
petition financing;
(g) advise the Debtors on any potential sale of assets and
tax-related matters; and
(h) negotiate, prepare, and obtain approval of a disclosure
statement and confirmation of a Chapter 11 plan.
The hourly rates charged by the firm are:
Partners $995 - $1,745
Of Counsel $645 - $1,595
Associates $555 - $1,015
Paraprofessionals $190 - $420
The principal attorneys designated to represent the Debtors are:
Nicole Greenblatt, P.C Partner $1,245
Mark McKane, P.C. Partner $1,175
William Guerrieri Partner $1,055
Cristine Pirro Associate $955
Jessica Kuppersmith Associate $905
Joshua Altman Associate $735
Alice Nofzinger Associate $555
The firms received $200,000 from the Debtors, which constituted an
"advance payment retainer." Subsequently, the Debtors paid an
additional advance payment retainer totaling $2.95 million.
Including amounts received as advance payment retainers, Kirkland
received payments made by the Debtors within the 12 months
immediately preceding the petition date of $4,727,805.78, of which
$4,499,817.26 may have related to services provided in
contemplation of or in connection with the cases.
Nicole Greenblatt, Esq., president of Nicole L. Greenblatt, P.C., a
partner of Kirkland, disclosed in a court filing that the firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Ms.
Greenblatt disclosed that Kirkland and the Debtors have not agreed
to any variations from or alternatives to the firm's standard
billing arrangements.
Ms. Greenblatt also disclosed that Kirkland represented the Debtors
during the 12-month period prior to the bankruptcy filing using the
hourly rates, which range from $875 to $1,495 for partners, $625 to
$1,495 for of counsel, $525 to $945 for associates, and $180 to
$400 for paraprofessionals.
Kirkland has already delivered a prospective budget and staffing
plan for the period April 4 to August 2, 2017, according to Ms.
Greenblatt.
Kirkland can be reached through:
Nicole L. Greenblatt, P.C.
Cristine F. Pirro, Esq.
Jessica Kuppersmith, Esq.
Kirkland & Ellis LLP
Kirkland & Ellis International LLP
601 Lexington Avenue
New York, NY 10021
Tel: (212) 446-4800
Fax: (212) 446-4900
Email: nicole.greenblatt@kirkland.com
Email: cristine.pirro@kirkland.com
Email: jessica.kuppersmith@kirkland.com
- and -
James H.M. Sprayregen, P.C.
William A. Guerrieri, Esq.
Kirkland & Ellis LLP
Kirkland & Ellis International LLP
300 North LaSalle Street
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
Email: will.guerrieri@kirkland.com
Email: james.sprayregen@kirkland.com
About Payless Holdings
Payless Holdings LLC (Bankr. E.D. Mo. Case No. 17-42267) and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on April 4, 2017. The petitions were signed by Paul J. Jones,
chief executive officer.
At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.
The Debtors have requested for joint administration of their cases.
The Debtors hired Guggenheim Securities LLC as financial
advisor and investment banker; Alvarez & Marsal North America LLC
as restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.
Payless -- http://www.payless.com-- was founded in 1956 as an
everyday footwear retailer. It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people. It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.
Payless first traded publicly in 1962, and was taken private in May
2012. Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.
PAYLESS HOLDINGS: Seeks to Hire Prime Clerk as Claims Agent
-----------------------------------------------------------
Payless Holdings LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Missouri to hire Prime Clerk LLC as its
notice and claims agent.
The firm will oversee the distribution of notices and will assume
full responsibility for other administrative aspects of the Chapter
11 cases of Payless Holdings and its subsidiaries.
Prior to their bankruptcy filing, the Debtors provided the firm a
retainer in the amount of $50,000. Prime Clerk will apply its
retainer to all pre-bankruptcy invoices, which retainer replenished
to the original. Thereafter, the firm may hold its retainer during
the Debtors' bankruptcy cases as security for the payment of fees
and expenses incurred.
Michael Frishberg, co-president and chief operating officer of
Prime Clerk, disclosed in a court filing that his firm is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Prime Clerk can be reached through:
Michael J. Frishberg
Prime Clerk LLC
830 3rd Avenue, 9th Floor
New York, NY 10022
Phone: (212) 257-5450
About Payless Holdings
Payless Holdings LLC (Bankr. E.D. Mo. Case No. 17-42267) and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on April 4, 2017. The petitions were signed by Paul J. Jones,
chief executive officer.
At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.
The Debtors hired Guggenheim Securities LLC as financial advisor
and investment banker; Alvarez & Marsal North America LLC as
restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.
Payless -- http://www.payless.com-- was founded in 1956 as an
everyday footwear retailer. It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people. It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.
Payless first traded publicly in 1962, and was taken private in May
2012. Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.
PAYLESS HOLDINGS: Taps Armstrong Teasdale as Local Counsel
----------------------------------------------------------
Payless Holdings LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Missouri to hire Armstrong Teasdale LLP
as local restructuring counsel.
The firm will provide these services in connection with the Chapter
11 cases of Payless Holdings and its subsidiaries:
(a) advise the Debtors regarding their powers and
duties in the continued operation of their business and
management of their properties;
(b) prepare legal papers, appear in court, attend meetings
and negotiate with representatives of creditors and other
parties;
(c) advise the Debtors regarding the conduct of their cases;
(d) take necessary action to protect and preserve the Debtors'
estates, including the prosecution of actions on their
behalf; and
(e) advise the Debtors regarding restructuring alternatives,
including the preparation of a bankruptcy plan.
The hourly rates charged by the firm are:
Partners $335 - $660
Of Counsel $300 - $575
Associates $225 - $405
Paralegals $110 - $305
Law Clerks $200 - $235
On March 30, 2017, the Debtors provided Armstrong with an
advance payment of $300,000 as retainer. As of April 4, the
balance of the retainer is approximately $230,000.
During the year preceding the petition date, the firm received
payments including the retainer totaling $307,000.
Steven Cousins, Esq., a partner at Armstrong, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Cousins disclosed that his firm and the Debtors have not agreed to
any variations from or alternatives to the firm's standard billing
arrangements.
The Debtors have already approved Armstrong's budget and staffing
plan that reflects the estimated number of hours and amount of fees
that the firm will expend during the first three months after April
4; and the estimated type and number of professionals and
paraprofessionals needed to represent the Debtors during the first
three months after the petition date.
The firm can be reached through:
Steven N. Cousins, Esq.
Armstrong Teasdale LLP
7700 Forsyth Boulevard, Suite 1800
St. Louis, MO 63105
Tel: (314) 621-5070
Fax: (314) 612-2239
Email: scousins@armstrongteasdale.com
About Payless Holdings
Payless Holdings LLC (Bankr. E.D. Mo. Case No. 17-42267) and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on April 4, 2017. The petitions were signed by Paul J. Jones,
chief executive officer.
At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.
The Debtors have requested for joint administration of their cases.
The Debtors hired Guggenheim Securities LLC as financial
advisor and investment banker; Alvarez & Marsal North America LLC
as restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.
Payless -- http://www.payless.com-- was founded in 1956 as an
everyday footwear retailer. It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people. It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.
Payless first traded publicly in 1962, and was taken private in May
2012. Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.
PAYLESS HOLDINGS: Taps Munger Tolles as Conflicts Counsel
---------------------------------------------------------
Payless Holdings LLC seeks approval from the U.S. Bankruptcy Court
for the Eastern District of Missouri to hire Munger, Tolles & Olson
LLP.
The firm will provide legal services in connection with conflicts
matters in the Chapter 11 cases of Payless Holdings and its
subsidiaries.
The firm's current hourly rates range from $735 to $1,300 for
partners, $735 to $1,025 for of counsel, $410 to $725 for
associates, and $90 to $420 for paraprofessionals.
On March 2, the Debtors provided the firm with an advance payment
retainer of $200,000. As of April 4, the balance of the retainer
is $85,015.
Seth Goldman, Esq., a partner at Munger, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Goldman disclosed that his firm and the Debtors have not agreed to
any variations from or alternatives to the firm's standard billing
arrangements.
Mr. Goldman also disclosed that the firm represented the Debtors
during the 12-month period prior to their bankruptcy filing using
its current hourly rates.
The Debtors have already approved the firm's budget and staffing
plan for the period April 4 to June 30, 2017, according to Mr.
Goldman.
Munger can be reached through:
Seth Goldman, Esq.
Munger, Tolles & Olson LLP
350 South Grand Avenue, 50th Floor
Los Angeles, CA 90071
Tel: (213) 683-9100
Fax: (213) 687-3702
Email: seth.goldman@mto.com
About Payless Holdings
Payless Holdings LLC (Bankr. E.D. Mo. Case No. 17-42267) and its
subsidiaries sought protection under Chapter 11 of the Bankruptcy
Code on April 4, 2017. The petitions were signed by Paul J. Jones,
chief executive officer.
At the time of the filing, the Debtors estimated their assets at
$500 million to $1 billion and liabilities at $1 billion to $10
billion.
The Debtors have requested for joint administration of their cases.
The Debtors hired Guggenheim Securities LLC as financial
advisor and investment banker; Alvarez & Marsal North America LLC
as restructuring advisor; Prime Clerk LLC as claims, balloting and
administrative agent; and Osler, Hoskin & Harcourt LLP as CCAA
counsel.
Payless -- http://www.payless.com-- was founded in 1956 as an
everyday footwear retailer. It has more than 4,000 stores in more
than 30 countries, and employs approximately 22,000 people. It is
headquartered in Topeka, Kansas, but its operations span across
Asia, the Middle East, Latin America, Europe, and the United
States.
Payless first traded publicly in 1962, and was taken private in May
2012. Payless Holdings, LLC currently owns, directly or
indirectly, each of its 91 subsidiaries.
PAYLESS INC: S&P Lowers CCR to 'D' on Chapter 11 Bankruptcy Filing
------------------------------------------------------------------
S&P Global Ratings lowered its corporate credit rating to 'D' from
'CCC' on footwear retailer Payless Inc.
At the same time, S&P lowered the issue-level rating on the
first-lien term loan facility to 'D' from 'CCC'. The recovery
rating on the first-lien term loan facility is '4', indicating
average (30%-50%; rounded estimate: 40%) recovery in the event of a
payment default. S&P also lowered the issue-level rating on the
second-lien term loan to 'D' from 'CC'. The recovery rating on the
second-term loan is '6', indicating negligible (0%-10%; rounded
estimate: 0%) recovery in the event of a default.
On April 4, Payless Inc. announced that it filed for Chapter 11
bankruptcy protection. The company plans to immediately close
about 400 stores as part of the filing, with further store closures
likely. Payless has a $520 million first-lien term loan and a $145
million and second-lien outstanding minus amortization, as well as
significant outstanding debt under its revolving credit facility.
PHILADELPHIA HEALTH: Taps SSG Advisors as Investment Banker
-----------------------------------------------------------
North Philadelphia Health System seeks approval from the U.S.
Bankruptcy Court for the Eastern District of Pennsylvania to hire
an investment banker.
The Debtor proposes to hire SSG Advisors, LLC to provide these
services related to its Chapter 11 case:
(a) prepare an information memorandum describing the Debtor,
its historical performance and projected financial
results and operations;
(b) assist the Debtor in compiling a data room of documents
related to a sale;
(c) assist the Debtor in developing a list of suitable
potential buyers who will be contacted;
(d) coordinate the execution of confidentiality agreements
for potential buyers wishing to review the information
memorandum or the data room;
(e) assist the Debtor in coordinating management calls and
site visits for interested buyers and work with the
management team to develop presentations for such
presentations and visits;
(f) solicit competitive offers from potential buyers;
(g) advise and assist the Debtor in structuring the
transaction and negotiating the transaction agreements;
and
(h) provide testimony in support of a sale.
In exchange for its services, SSG will receive these fees:
(a) An initial fee of $25,000 payable upon the execution of
an engagement agreement and court approval of the firm's
employment.
(b) A monthly fee of $25,000 per month for May 2017 and June
2017.
(c) Upon the consummation of a sale transaction (other than a
sale transaction with the potential transaction party),
SSG shall be entitled to a fee equal to the greater of
$400,000 or 3% of total consideration.
Neither the sale fee nor the total consideration includes any
proceeds in connection with the sale of the former St. Joseph's
Hospital property or the parking lots located along North 8th
Street and N. Perth Street, Philadelphia, Pennsylvania unless SSG
is requested to market those properties for sale.
SSG is a "disinterested person" as defined in section 101(14) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
J. Scott Victor
SSG Advisors, LLC
Five Tower Bridge, Suite 420
300 Barr Harbor Drive
West Conshohocken, PA 19428
Phone: (610) 940-1094/(610) 940-5802
Fax: (610) 940-3875
Email: jsvictor@ssgca.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
Dec. 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.
On Jan. 23, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. The committee hired
Obermayer Rebmann Maxwell & Hippel LLP as its legal counsel.
PLASTIC2OIL INC: Delays Form 10-K Filing for Review
---------------------------------------------------
Plastic2Oil, Inc., was unable to file its annual report on Form
10-K for the year ended Dec. 31, 2016, within the prescribed time
period as the Company is still awaiting its reviewed financial
statements from its independent auditor. For the foregoing reason,
the Company requires additional time in order to prepare and file
its Form 10-K. Additionally, the Company encountered difficulties
in completing the accounting and reporting for certain disclosures
and could not complete the report in sufficient time to permit the
filing of the10-K without unreasonable expense and effort. The
Company is seeking to file its Annual Report within the extension
period provided under Rule 12b-25, however, due to the delay in the
start of the audit, there can be no assurance that the Company will
be successful in filing prior to the expiration of the extension
period.
About Plastic2Oil
Plastic2Oil, Inc., formerly JBI Inc., is a North American fuel
company that transforms unsorted, unwashed waste plastic into
ultra-clean, ultra-low sulphur fuel without the need for
refinement. The Company's Plastic2Oil (P2O) is a process designed
to provide immediate economic benefit for industry, communities
and government organizations with waste plastic recycling
challenges. It is also focused on the creation of green
employment opportunities and a reduction in the cost of plastic
recycling programs for municipalities and business. The Company's
fuel products include No. 6 Fuel, No. 2 Fuel (diesel, petroleum
distillate), Naphtha, Petcoke (carbon black) and Off-Gases. No. 6
Fuel is heavy fuel used in industrial boilers and ships. No. 2
Fuel is a mid-range fuel known as furnace oil or diesel. Naphtha
is a light fuel that is used as a cut feedstock for ethanol or as
white gasoline in high and regular grade road certified fuels.
Plastic2Oil reported a net loss of $4.32 million on $16,728 of
total sales for the year ended Dec. 31, 2015, compared to a net
loss of $6.80 million on $59,017 of total sales for the year ended
Dec. 31, 2014.
As of Sept. 30, 2016, Plastic2Oil had $3.95 million in total
assets, $11.91 million in total liabilities and a total
stockholders' deficit of $7.95 million.
D. Brooks and Associates CPA's, P.A., in West Palm Beach, Florida,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has incurred operating losses, has incurred negative
cash flows from operations and has a working capital deficit.
These and other factors raise substantial doubt about the Company's
ability to continue as a going concern.
PLASTIC2OIL INC: Further Extends MOU Term Until May 24
------------------------------------------------------
As previously reported, Plastic2Oil, Inc., is party to a Memorandum
of Understanding with a Southern U.S. company regarding potential
licensing of the Company's technology and a potential sale of
units. On March 27, 2017, the parties agreed to extend the term of
the MOU until May 24, 2017, as the parties need additional time to
negotiate and finalize a definitive agreement and to address zoning
and permitting at the proposed site. The MOU was extended on two
prior occasions. There can be no guarantee that a definitive
agreement will be executed prior to expiration of the extended term
of the MOU, the Company disclosed in a Form 8-K report filed with
the Securities and Exchange Commission.
About Plastic2Oil
Plastic2Oil, Inc., formerly JBI Inc., is a North American fuel
company that transforms unsorted, unwashed waste plastic into
ultra-clean, ultra-low sulphur fuel without the need for
refinement. The Company's Plastic2Oil (P2O) is a process designed
to provide immediate economic benefit for industry, communities
and government organizations with waste plastic recycling
challenges. It is also focused on the creation of green
employment opportunities and a reduction in the cost of plastic
recycling programs for municipalities and business. The Company's
fuel products include No. 6 Fuel, No. 2 Fuel (diesel, petroleum
distillate), Naphtha, Petcoke (carbon black) and Off-Gases. No. 6
Fuel is heavy fuel used in industrial boilers and ships. No. 2
Fuel is a mid-range fuel known as furnace oil or diesel. Naphtha
is a light fuel that is used as a cut feedstock for ethanol or as
white gasoline in high and regular grade road certified fuels.
Plastic2Oil reported a net loss of $4.32 million on $16,728 of
total sales for the year ended Dec. 31, 2015, compared to a net
loss of $6.80 million on $59,017 of total sales for the year ended
Dec. 31, 2014.
As of Sept. 30, 2016, Plastic2Oil had $3.95 million in total
assets, $11.91 million in total liabilities and a total
stockholders' deficit of $7.95 million.
D. Brooks and Associates CPA's, P.A., in West Palm Beach, Florida,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company has incurred operating losses, has incurred negative
cash flows from operations and has a working capital deficit.
These and other factors raise substantial doubt about the Company's
ability to continue as a going concern.
POSITRON CORP: April 26 Plan, Disclosures Hearing
-------------------------------------------------
Judge Robert L. Jones of the U.S. Bankruptcy Court for the Northern
District of Texas conditionally approved Positron Corp.'s first
amended disclosure statement in support of its first amended plan
of reorganization, dated March 27, 2017.
April 21, 2017, is fixed as the last day for filing written
acceptances or rejections of the Debtor's Plan.
April 21, 2017, is fixed as the last day for filing and serving
written objections to the final approval of the Debtor's Disclosure
Statement; or confirmation of the Debtor's Plan.
The hearing to consider final approval of the Debtor's Disclosure
Statement and to consider the confirmation of the Debtor's Plan is
fixed and will be held on April 26, 2017, at 1:30 p.m. at the U.S.
Bankruptcy Court, Room 314, 1205 Texas Avenue, Lubbock, Texas,
79401,
As previously reported by the Troubled Company Reporter, under the
plan, general unsecured creditors will receive a distribution of
approximately 5% of their allowed claims, to be distributed in
equal monthly distributions over a period of 36 months following
the Effective Date.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/txnb15-50205-186.pdf
About Positron Corporation
Headquartered in Fishers, Indiana, Positron Corporation is a
molecular imaging company focused on nuclear cardiology.
Three alleged creditors filed an involuntary Chapter 11 petition
(Bankr. N. D. Texas Case No. 15-50205) on August 28, 2015. The
petitioning creditors are DX LLC, Moress LLC, and Jason and
Suzanne
Kitten.
The creditors are represented by Max R. Tarbox, Esq., at Tarbox
Law
P.C. and Daniel Zamudio, Esq., at Zamudio Law Professionals P.C.
Meanwhile, the Debtor hired Jeff Carruth, Esq., at Weycer, Kaplan,
Pulaski & Zuber, P.C. as its legal counsel.
On September 7, 2016, an order of relief under Chapter 11 of the
Bankruptcy Code was entered in the case with respect to Positron.
As of Sept. 30, 2015, Positron had $1.52 million in total assets,
$3.10 million in total liabilities and a total stockholders'
deficit of $1.58 million.
No Chapter 11 trustee or committee of unsecured creditors has been
appointed in the case.
On March 6, 2017, the Debtor filed a disclosure statement, which
explains its proposed Chapter 11 plan of reorganization. The
plan
proposes to pay Class 5 general unsecured creditors 5% of their
allowed claims. These creditors will receive equal monthly
payments over 60 months following the effective date of the plan.
POTLATCH CORP: Egan-Jones Hikes Sr. Unsec. Rating to BB+
---------------------------------------------------------
Egan-Jones Ratings, on February 8, 2017, raised the senior
unsecured rating on debt issued by Potlatch Corp. to BB+ from BB.
Potlatch Corporation is a company that owns timberlands in
Arkansas, Idaho, Minnesota and Wisconsin. The Company grows and
harvests timber, as well as manufactures and sells wood products,
printing papers, and other pulp-based products. Potlatch
Corporation files as a REIT for Federal Income Tax purposes.
PRATT WELL: Property Auction on May 3 by Evenson
------------------------------------------------
Pratt Well Service, Inc., filed with the U.S. Bankruptcy Court for
the District of Kansas a notice that it is selling various oil and
gas working interests by public auction to be conducted by Evenson
Auctioneers, Inc.
The public auction will be held at the Hilton, 2098 Airport Road,
Wichita, Kansas on May 3, 2017 beginning at 2:00 p.m.
The property is subject to these liens, mortgages and/or similar
encumbrances:
a. Possible property taxes.
b. Possible liens to First National Bank of Pratt and/or
Intrust.
The Court will determine the validity of any such liens.
The property will be sold in its present condition with no express
or implied warranties, and the purchaser is to accept such property
in its present condition. The sale will be free and clear of
liens.
Income and expenses per working interest will be pro-rated to the
date of closing. The buyer will be responsible for all 2017
property taxes. The Debtor will pay all 2016 and prior property
taxes.
From the proceeds, the Debtor intends to pay in the following
order: (i) Evenson Auctioneers – 10% for auction; (ii) Michael
Morris, Attorney Fees $750; and Klenda Austerman, LLC (expenses);
and Court Motion fee.
The balance of the proceeds will be held by the Debtor pending
further order of the Court.
Objections to the intended sale, of the bidding procedures, the
allowance and/or payment of administrative expenses, and/or the
motion for authority as set out must be filed by April 21, 2017.
If objections are timely filed, a hearing will be held on May 11,
2017 beginning at 10:30 a.m.
About Pratt Well Service
Pratt Well Service, Inc., filed a Chapter 11 bankruptcy petition
(Bankr. D. Kan. Case No. 16-11224) on June 30, 2016. The petition
was signed by Kenneth C. Gates, president. The case is assigned
to
Judge Robert E. Nugent.
The Debtor disclosed $7.47 million in assets and $4.94 million in
liabilities.
The Debtor is represented by J. Michael Morris, Esq., at Klenda
Austerman LLC.
PRECISION DRILLING: Egan-Jones Cuts Sr. Unsecured Rating to B
-------------------------------------------------------------
Egan-Jones Ratings, on February 16, 2017, lowered the senior
unsecured rating on debt issued by Precision Drilling Corp. to B
from B+. EJR also lowered the Company's commercial paper rating to
B from B+.
Precision Drilling Corporation is the largest drilling rig
contractor in Canada, also providing oil field rental and
supplies.
PRIME METALS: Committee Taps Fox Rothschild as Legal Counsel
------------------------------------------------------------
The official committee of unsecured creditors of Prime Metals &
Alloys, Inc. seeks court approval to hire legal counsel.
In a filing with the U.S. Bankruptcy Court for the Western District
of Pennsylvania, the committee proposes to hire Fox Rothschild LLP
to, among other things, give legal advice regarding its duties
under the Bankruptcy Code, investigate the Debtor's financial
condition, and participate in the preparation of a plan of
reorganization.
The firm's current hourly rates range from $205 to $950 for
partners, $210 to $510 for associates, and $165 to $385 for
paralegals.
John Gotaskie, Jr., Esq., at Fox Rothschild, disclosed in a court
filing that his firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
John R. Gotaskie, Jr., Esq.
Fox Rothschild LLP
BNY Mellon Center
500 Grant Street, Suite 2500
Pittsburgh, PA 15129
Tel: 412.391.1334
Fax: 412.391.6984
About Prime Metals & Alloys
Prime Metals & Alloys, Inc. began as a scrap-trading company and
has grown to manufacturing and providing alloys, ingots, specialty
scrap materials and customized scrap blends. The company employs
68 men and women and provides invaluable benefits to the industry
and community in which the Debtor operates.
Prime Metals & Alloys, Inc. sought Chapter 11 protection (Bankr.
W.D. Pa. Case No. 17-70164) on March 2, 2017. The petition was
signed by Richard Knupp, president. Judge Jeffery A. Deller is
assigned to the case.
The Debtor estimated assets in the range of $1 million to $10
million and $10 million to $50 million in debt.
The Debtor tapped Kirk B. Burkley, Esq., Allison L. Carr, Esq.,
And Daniel R. Schimizzi, Esq., at Bernstein-Burkley, P.C. as
counsel. H2R CPA LLC serves as its accountant.
PRINCESS POLLY: U.S. Trustee Unable to Appoint Committee
--------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Princess Polly Anna, Inc, as of
April 6, 2017, according to a court docket.
Headquartered in Lewisburg, West Virginia, Princess Polly Anna,
Inc, filed for Chapter 11 bankruptcy protection (Bankr. S.D. W.V.
Case No. 17-50060) on March 1, 2017, estimating its assets at up to
$50,000 and its liabilities at between $1 million and $10 million.
The petition was signed by Frederick J. Taylor, president.
Judge Frank W. Volk presides over the case.
John F. Leaberry, Esq., at the Law Office of John Leaberry serves
as the Debtor's bankruptcy counsel.
PROSPECT HOLDING: S&P Affirms Then Withdraws 'CCC-' ICR
-------------------------------------------------------
S&P Global Ratings said it affirmed its 'CCC-' issuer credit rating
on Prospect Holding Co. LLC and subsequently withdrew all the
ratings on the company and its subsidiaries. The outlook was
stable at the time of withdrawal.
"Our rating on Prospect reflects the distressed nature of a
California-based retail-mortgage originator," said S&P Global
Rating credit analyst Stephen Lynch. On April 1, Prospect
repurchased its remaining $13.9 million of senior unsecured notes
at 102.5% of par.
On Nov. 1, 2016, Prospect announced that it had entered into a
definitive agreement to sell the operating assets of Prospect
Mortgage LLC to HomeBridge Financial Services Inc. The assets
primarily consist of the loan production platform.
QUANTUM CORP: Stockholders Approve Employee Stock Purchase Plan
---------------------------------------------------------------
At the annual meeting of stockholders of Quantum Corporation held
on March 31, 2017, the stockholders of the Company approved and
ratified an amendment to the Company's Employee Stock Purchase Plan
to increase the number of shares of Common Stock available for
issuance under the Plan by 6,500,000 shares. The terms and
conditions of the Plan are described in the Company's definitive
proxy statement, filed with the Securities and Exchange Commission
on March 6, 2017.
A brief description of each matter submitted to a vote at the
Annual Meeting held on March 31, 2017, as well as the number of
votes with respect to each matter is presented.
Proposal 1
The stockholders elected the seven nominees for director
recommended by the Company's Board of Directors to the Board to
serve until the next Annual Meeting or until their successors are
elected and duly qualified:
Nominee For Against/Withhold/Abstain
Broker Non-Votes
------- --- ------------------------
----------------
Paul R. Auvil III 150,428,813 25,814,342
64,020,545
Jon W. Gacek 149,468,764 26,774,391
64,020,545
John Mutch 172,797,626 3,445,529
64,020,545
Gregg J. Powers 150,900,789 25,342,366
64,020,545
Clifford Press 172,614,819 3,628,336
64,020,545
Raghavendra Rau 170,888,495 5,354,660
64,020,545
David E. Roberson 155,805,566 20,437,589
64,020,545
Proposal 2
The stockholders ratified the appointment of PricewaterhouseCoopers
LLP as the independent registered public accounting firm of the
Company for the fiscal year ending March 31, 2017:
For Against Abstain Broker
Non-Votes
--- ------- -------
----------------
238,458,996 1,544,790 259,914
—
Proposal 3
The stockholders voted for the adoption of a resolution approving,
on an advisory basis, the compensation of the Company's named
executive officers:
For Against Abstain Broker
Non-Votes
--- ------- -------
----------------
157,881,367 15,298,382 3,063,406
64,020,545
Proposal 4
The stockholders voted for an annual vote as the frequency with
which stockholders are provided an advisory vote on executive
compensation:
1 Year 2 Years 3 Years Abstain
Broker Non-Votes
166,611,454 583,119 5,919,912 3,128,670
64,020,545
Following the Annual Meeting, the Board of Directors of the Company
determined to hold an annual vote on the frequency of the
stockholder advisory vote on executive compensation.
Proposal 5
The stockholders approved and ratified an amendment to the
Company's Employee Stock Purchase Plan to increase the number of
shares of Common Stock available for issuance under the Plan by
6,500,000 shares:
For Against Abstain Broker
Non-Votes
--- ------- -------
----------------
168,533,655 7,474,884 234,616
64,020,545
Proposal 6
The stockholders adopted an amendment to the Company's Amended and
Restated Certificate of Incorporation to effectuate a reverse stock
split of the Company's issued and outstanding shares of Common
Stock at a ratio of between 1-for-3 and 1-for-8, inclusive:
For Against Abstain Broker
Non-Votes
--- ------- -------
----------------
234,636,283 5,335,193 292,223
—
A full copy of Form 8-K and the Company's Employee Stock Purchase
Plan is available at:
https://is.gd/N7wWSd
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 reported a net loss of
$74.68 million following net income of $16.76 million for the year
ended March 31, 2015. As of Dec. 31, 2016, Quantum had $230.7
million in total assets, $346.2 million in total liabilities, and a
stockholders' deficit of $116.6 million.
QUEST SOLUTION: Will File Form 10-K Within Grace Period
-------------------------------------------------------
Quest Solution, Inc. said in a Form 12b-25 filed with the
Securities and Exchange Commission that it was unable to complete
the preparation of its annual report on Form 10-K for the year
ended Dec. 31, 2016, within the prescribed time period because it
experienced unforeseen delays in the completion of the audit of its
audited financial statements and notes. This audit cannot be
completed without unreasonable effort or expense to the Company.
Quest Solution is working diligently to finalize the audit and
anticipates filing its Annual Report on Form 10-K for the year
ended Dec. 31, 2016, within the prescribed period allowed by Rule
12b-25.
About Quest Solution
Quest Solution, formerly known as Amerigo Energy, Inc., is a
national mobility systems integrator with a focus on design,
delivery, deployment and support of fully integrated mobile
solutions. The Company takes a consultative approach by offering
end to end solutions that include hardware, software,
communications and full lifecycle management services. The highly
tenured team of professionals simplifies the integration process
and delivers proven problem solving solutions backed by numerous
customer references. Motorola, Intermec, Honeywell, Panasonic,
AirWatch, Wavelink, SOTI and Zebra are major suppliers which Quest
Solution uses in its systems.
Quest Solution reported a net loss of $1.71 million on $63.9
million of total revenues for the year ended Dec. 31, 2015,
compared to net income of $301,600 on $37.3 million of total
revenues for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Quest Solution had $42.44 million in total
assets, $51.31 million in total liabilities and a total
stockholders' deficit of $8.86 million.
The Company's auditors RBSM LLP, in Leawood, Kansas, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has a working capital deficiency and significant
subordinated debt resulting from acquisitions. These factors raise
substantial doubt about the Company's ability to continue as a
going concern.
RESOLUTE FOREST: Egan-Jones Hikes Sr. Unsec. Debt Ratings to CCC+
-----------------------------------------------------------------
Egan-Jones Ratings, on February 7, 2017, raised the senior
unsecured ratings on debt issued by Resolute Forest Products Inc.
to CCC+ from CCC.
Resolute Forest Products, formerly known as AbitibiBowater Inc., is
a pulp and paper manufacturer headquartered in Montreal, Quebec,
Canada, formed by the merger of Bowater and Abitibi-Consolidated,
which was announced January 29, 2007.
REVEREND C.T. WALKER: Sale of New York Property for $9M Denied
--------------------------------------------------------------
Judge Nancy Hershey Lord of the U.S. Bankruptcy Court for the
Eastern District of New York denied Reverend C.T. Walker Housing
Development Fund Corp.'s sale of real property located at 179-183
West 135th Street, New York, New York, also known as 181 West 135th
Street, New York, New York, and Section 7, Block 1920, Lot 7, to
181 West 135th, LLC, or its designee, for $9,000,000.
The City of New York and its agencies filed an objection to the
Motion, and NYCTL 1998-2/MTAG and NYCTL 2015-A Trust MTAG ("Tax
Trusts") filed a limited objection to the Motion.
The Court held hearings on the Motion and the Objections thereto on
Sept. 22, 2016, Oct. 18, 2016, and Nov. 3, 2016; and the so-ordered
record of the hearing held on March 29, 2017, at which counsel for
the Debtor, counsel for the City, counsel for 181 West 135th,
counsel for the Tax Trusts, and the U.S. Trustee appeared and were
heard.
About Reverend C.T. Walker Housing Development Fund
Reverend C.T. Walker Housing Development Fund Corp. operates its
business through Prestige Management, Inc., its proposed real
property management company. Since its formation in 1986, the
company has been in the business of providing affordable,
low-income housing for individuals and families at 179-183 West
135th Street, New York, New York.
Reverend C.T. Walker Housing Development Fund Corp. sought Chapter
11 protection (Bankr. E.D.N.Y. Case No. 16-43014) on July 7, 2016.
The petition was signed by Rev. Reginald L. Bachus, president.
The Debtor estimated assets and liabilities in the range of $1
million to $10 million.
Judge Elizabeth S. Stong presides over the case.
The Debtor tapped Charles E Simpson, Esq. at the Windels Marx Lane
& Mittendorf, LLP as counsel.
RGIS HOLDINGS: S&P Raises CCR to 'B-', Off CreditWatch Positive
---------------------------------------------------------------
S&P Global Ratings raised its corporate credit rating on Auburn
Hills, Mich.-based RGIS Holdings LLC to 'B-' from 'CCC+'. At the
same time, S&P removed the rating from CreditWatch, where it placed
it with positive implications on March 13, 2017, following the
company's announcement that it was refinancing its capital
structure. The outlook is stable.
S&P also raised its issue-level rating on the company's $460
million senior secured first-lien term loan due 2023 and $35
million senior secured revolver due 2022 to 'B-' from 'CCC+'. The
recovery rating remains '3', indicating S&P's expectation for
meaningful (50% to 70%, rounded estimate 50%) recovery in the event
of a payment default.
S&P withdrew the issue-level ratings on RGIS' term loan C due 2017
and revolver due 2017, which were paid off in connection with this
refinancing.
"The upgrade reflects the company's improved liquidity position and
debt maturity profile after closing the refinancing transaction,"
said S&P Global Ratings analyst Brennan Clark. "It also reflects
our expectation that credit metrics will remain stable, albeit
weak, and that free cash flow will remain comfortably positive
despite an increased interest burden, as the company sustains
positive momentum from the last several quarters."
The stable outlook reflects S&P's expectation that RGIS will
modestly grow revenue and EBITDA in a sluggish retail environment,
as it wins business from struggling competition over the next year.
While the increase in interest expense will have a meaningful
impact on free cash flow, S&P believes it will remain comfortably
positive. S&P forecasts leverage in the low-14x area (low-5x area
excluding preferred equity) and EBITDA cash interest coverage in
low-2x area in 2017.
S&P could lower the ratings if operating performance deteriorates
and liquidity weakens, resulting in covenant cushion falling to the
single-digit percent area, EBITDA cash interest coverage falling
below 1.5x, and/or free cash flow declining to break-even levels.
Such a scenario could occur if the company is unable to offset
continued rising labor costs with price increases or if the company
loses business from key customers to competition.
While unlikely over the next 12 months, S&P could raise the rating
if the company strengthens profitability and demonstrates continued
improvement in operating performance, including meaningful topline
growth and margin expansion. S&P could also raise the rating if
the company refinances its capital structure and adopts a more
conservative financial policy that supports improved debt to EBITDA
sustained below 5x.
ROBINSON OUTDOOR: Allowed to Use Associated Bank Cash Collateral
----------------------------------------------------------------
Judge William J Fisher of the U.S. Bankruptcy Court for the
District of Minnesota authorized Robinson Outdoor Products, LLC, to
use cash collateral on an interim basis, in the amounts consistent
with the cash flow projections and with the order of the Court.
Associated Bank, N.A., is granted a replacement lien on all assets
of the Debtor to the extent of use of cash collateral. The
replacement liens will have the same priority, dignity and effect
as the prepetition liens held by Associated Bank. Assets excluded
from the replacement liens are the Debtor's bankruptcy causes of
action.
A further hearing on the motion for an order authorizing the use of
cash collateral will be held on April 25, 2017 at 1:30 p.m.
A full-text copy of the Interim Order, dated March 31, 2017, is
available at https://is.gd/k6TJ2p
About Robinson Outdoor Products
Based in Robinson Cannon Falls, Minnesota, Outdoor Products, LLC --
http://www.robinsonoutdoors.com/-- designs and produces hunting
apparel for hunters.
Robinson Outdoor Products filed a Chapter 11 petition (Bankr. D.
Minn. Case No. 17-30904), on March 28, 2017. The petition was
signed by Scott Shultz, president. The case is assigned to Judge
William J Fisher. Yvonne R. Doose, Esq. and Steven B Nosek, Esq.
at Steven B Nosek, P.A., are serving as counsel to the Debtor. At
the time of filing, the Debtor estimated less than $50,000 in
assets and $1 million to $10 million in liabilities.
ROBISON TIRE: Wants Plan Filing Extended Through April 21
---------------------------------------------------------
Robison Tire Company, Inc. asks the U.S. Bankruptcy Court for the
Southern District of Mississippi to extend its exclusive plan
filing period through and including April 21, 2017.
The Debtor relates that on March 10, 2017, it filed a Third Motion
for Extension of Time to File a Disclosure Statement and Plan of
Reorganization and an Extension of the Exclusivity Period and due
to a docket event error, the Motion was re-filed on March 13, 2017.
An order was expected to be entered by April 3, 2017, granting an
extension to file a disclosure statement and a plan of
reorganization and extending the exclusivity period until March 31,
2017.
The Debtor was advised that the disclosure statement and plan have
been drafted. However, the Debtor is in negotiations regarding plan
treatment with its secured creditors.
The Debtor subsequently filed its current extension request on
March 31, 2017.
About Robison Tire
Since the early 1970's, Robison Tire Co., Inc., has been an
authorized wholesaler and retailer of a number of the brands,
including Armour, Bridgestone, Goodyear, Hankook, Hercules and
Toyo.
Robison Tire Co., Inc. sought the Chapter 11 protection (Bankr.
S.D. Miss. Case No. 16-51183) on July 14, 2016. The petition was
signed by Michael Windham, president. Judge Katharine M. Samson
is assigned to the case. The Debtor estimated assets in the range
of $500,000 to $1 million and $1 million to $10 million in debt.
Jarrett Little, Esq. at Lentz & Little, PA serves as the Debtor's
Counsel, while Corlew Munford & Smith, PLLC acts as special
counsel. The Debtor employs Taylor Auction & Realty, Inc. as
auctioneer and appraiser; and Molloy-Seidenburg & Co., P.A. as
accountant.
No official committee of unsecured creditors has been appointed in
the case.
SCOUT MEDIA: Seeks More Time to File Plan Through June 30
---------------------------------------------------------
Scout Media Inc., et al., ask the U.S. Bankruptcy Court for the
Southern District of New York to extend their exclusive plan filing
period through June 30, 2017, and their exclusive solicitation
period through August 30, 2017.
Since the Petition Date, the Debtors sold substantially all of the
assets of Scout Media, Inc. These sale efforts resulted in proceeds
that totaled less than the secured debt held by Multiplier Capital,
LP. Post-closing of the sale, the Debtors, the Committee, and
Multiplier have been discussing a range of potential exit
strategies for these bankruptcy cases. The Debtors believe that
these discussions need to be and will be promptly concluded.
Although the path to exiting the cases is currently unclear, the
Debtors believe that it is highly prudent, and appropriate from a
cost-benefit standpoint, to seek a modest extension of the
Exclusive Periods to preserve all options for exiting the cases.
The Debtors assert that the extensions requested will afford them
and their stakeholders an adequate runway to follow through on a
plan process in the event that a plan is feasible, without the risk
of the substantial additional costs and disruption that could
follow an expiration of the Exclusive Periods.
About Scout Media, Inc.
Scout Media, Inc., is a privately held digital sports media Company
that publishes and distributes content related to the National
Football League, fantasy sports, college football and basketball,
high school recruiting, hunting, fishing, outdoors, military, and
history. Scout Media owns and operates a digital network of 150
team-specific, credentialed publishers, and their respective social
communities. Scout Media is the only sports network with a
full-time video channel for every NFL and major college team.
North American Membership Group Holdings, Inc., bought Scout Media
from Scout Media in 2013.
An involuntary Chapter 11 petition was filed against Scout Media,
Inc. (Bankr. S.D.N.Y. Case No. 16-13369) on Dec. 1, 2016, by LSC
Communications, Inc. f/d/b/a R.R. Donnelley & Sons Co., On Safari
Foods, and Imatch. The petitioners are represented by Joy R.
Grafton, Esq., at Popper & Grafton.
The Debtors hired Womble Carlyle Sandridge & Rice, LLP as counsel,
Sherwood Partners, Inc. as financial advisor, and Epiq Bankruptcy
Solutions, LLC as administrative advisor and claims and noticing
agent.
On Dec. 8, 2016, affiliates of Scout Media filed a voluntary
Chapter 11 bankruptcy petition. Scout Media Holdings listed under
$50 million in both assets and liabilities; Scout.com, LLC listed
under $50,000 in assets, and under $10 million in liabilities; and
FTFS Acquisition listed under $10 million in both assets and
liabilities.
William K. Harrington, U.S. Trustee for Region 2, on Dec. 15, 2016,
appointed three creditors of Scout Media, Inc., et al., to serve on
the official committee of unsecured creditors. The Committee
retained Kelley Drye & Warren LLP as counsel and BDO Consulting LLC
as financial advisor for the Committee.
SHEFFIELD AVENUE: Case Summary & 8 Unsecured Creditors
------------------------------------------------------
Debtor: Sheffield Avenue Investors, LLC
1307 N. Clybourn Ave., Suite A
Chicago, IL 60610
Case No.: 17-10810
Chapter 11 Petition Date: April 5, 2017
Court: United States Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Hon. Benjamin A. Goldgar
Debtor's Counsel: Scott R Clar, Esq.
CRANE, HEYMAN, SIMON, WELCH & CLAR
135 S Lasalle Suite 3705
Chicago, IL 60603
Tel: 312 641-6777
Fax: 312 641-7114
E-mail: sclar@craneheyman.com
Estimated Assets: $1 million to $10 million
Estimated Liabilities: $1 million to $10 million
The petition was signed by Arthur Holmer, managing member of
Weiland Ventures, LLC.
A copy of the Debtor's list of eight unsecured creditors is
available for free at http://bankrupt.com/misc/ilnb17-10810.pdf
Pending bankruptcy cases of affiliates:
Debtor/Court Petition Date Case No.
------------ ------------- --------
Erie Street Investors, LLC 4/03/17 17-10554
Northern District of Illinois
George Street Investors 4/05/17 17-10806
Northern District of Illinois
LaSalle Investors, LLC 4/03/17 17-10557
Northern District of Illinois
WSC Parking Fund I 4/03/17 17-10561
Northern District of Illinois
SPD LLC: Hearing on Plan Outline Approval Set for May 9
-------------------------------------------------------
The Hon. Thomas L. Perkins of the U.S. Bankruptcy Court for the
Central District of Illinois has scheduled for May 9, 2017, at
10:00 a.m. the hearing to consider the disclosure statement filed
by SPD, LLC fka SPD NEXT, LLC, on April 2, 2017, referring to the
Debtor's plan of reorganization filed on April 2, 2017.
Objections to the Disclosure Statement must be filed by April 29,
2017.
About SPD, LLC.
SPD, LLC fka SPD NEXT, LLC, filed a Chapter 11 bankruptcy petition
(Bankr. C.D. Ill Case No. 16-81454) on Oct. 11, 2016. The petition
was signed by Fulton L. Bouldin, manager and sole member. The
Debtor is represented by Karen J. Porter, Esq., at Porter Law
Network. The case is assigned to Judge Thomas L. Perkins. The
Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
SPECTRUM HEALTHCARE: Allowed to Further Use of Cash Collateral
--------------------------------------------------------------
Judge James J. Tancredi signed an eight order authorizing Spectrum
Healthcare LLC, and its debtor-affiliates to use the cash
collateral on an interim basis.
These parties have or may claim an interest in the cash collateral:
(a) MidCap Funding IV Trust, formerly known as MidCap Funding
IV, LLC, as assignee of MidCap Financial, LLC;
(b) CCP Finance I, LLC, as assignee of Nationwide Health
Properties, LLC -- lender under the NHP Loan;
(c) CCP Park Place 7541 LLC and CCP Torrington LLC, as assignees
of NHP with respect to the NHP Lease;
(d) Midland States Bank, as assignee of Love Funding
Corporation;
(e) the Secretary of Housing and Urban Development as additional
secured party with LFC, now Midland; and
(f) the State of Connecticut, Department of Revenue Services.
The Debtors are authorized to pay only their current expenses as
reflected in the budget, which Budget will include payment of
$10,000 per week in rent to the CCP Landlords. However, Spectrum
Manchester Realty or its assignee, MidCap Funding, as the case may
be, and the CCP Landlords reserve the right to assert any accrued
but unpaid rent or other lease obligations owed or to become owed
to them, respectively, as administrative expense claims, which
Administrative Rent Claims will be subordinate to any unpaid,
non-professional administrative expenses at the conclusion of the
sale process contemplated by the Order or any wind down process
that may occur in these cases, except, to the extent of $6,000 per
week of rent for each of the CCP Landlords and Spectrum Manchester
Realty or its assignee, MidCap Funding, as the case may be, as to
such subordination.
The consolidated budget of the Debtors for the week beginning March
26, 2017 through May 27, 2017 reflects total cash disbursement of
approximately $8.5 million. Each of the affiliated Debtors
specific cash needs are as follows:
Spectrum Healthcare $599,413
Spectrum Healthcare Derby $1,955,915
Spectrum Healthcare Hartford $2,138,387
Spectrum Healthcare Manchester, LLC $2,029,500
Spectrum Healthcare Torrington, LLC $1,786,465
The Debtors are authorized to grant the Secured Parties replacement
liens on the Collection Accounts and the debtor-in possession
accounts of the Debtors, subject to the Exclusion and Carve-Out, to
the same extent and with the same validity, enforceability and
priority as the MidCap Prepetition Liens, the NHP Prepetition
Liens, the CCP Landlords' Prepetition Liens and the LFC Prepetition
Liens, along with HUD's lien as additional secured party, had
against the Debtors' deposit accounts and other assets prior to the
Petition Date.
The Debtors are also directed to make weekly adequate protection
payments of $5,000 to Midcap Funding continuing through the
duration of the Eight Order.
Excluded from the liens and interests held by the Secured Creditors
in property of the Debtors' bankruptcy estates, including any
replacement lien, will be: (a) any lien on or interest in the
Debtors' claims, causes of claim or proceeds from avoidance
actions, and (b) a carve-out for payment of the Debtors'
professional fees in the amount of $225,000 and for payment of the
professionals of any Committee appointed in the Bankruptcy Cases in
the amount of $75,000.
The Secured Parties are also granted an additional replacement lien
in cash collateral accounts, including health-care insurance
receivables and governmental healthcare receivables and all
proceeds thereof, any payment account or elsewhere, and other
collateral in which each of the Secured Parties held a security
interest pre-petition, and all product and proceeds thereof, to the
extent of any diminution of the value of the prepetition security
interest, tax lien or setoff or recoupment rights the Secured
Parties may claim in the Cash Collateral Accounts or other
collateral for the MidCap Prepetition Obligations, the NHP
Prepetition Obligations, the CCP Landlords’ Prepetition
Obligations or the LFC Prepetition Obligations.
The occurrence of any of the following events will constitute a
default under the Eight Cash Collateral Order:
(a) The Debtors' failure to identify a stalking horse bidder for
their assets or facilities on or before April 10, 2017;
(b) The Debtors' failure to file a motion to establish sale
procedures on or before May 4, 2017;
(c) The Debtors' failure to obtain court approval of sale
procedures on or before May 8, 2017;
(d) The Debtors' failure to obtain court approval of a sale on
or before May 31, 2017;
(e) The Debtors' failure to close on any court-approved sale on
or before June 2, 2017; and
(f) The Debtors' failure to:
(i) promptly and fully cooperate and comply with all
reasonable due diligence requests or site visit requests by
potential buyers,
(ii) promptly and fully take all acts reasonably requested
by MidCap, CCP Finance, the CCP Landlords, or any potential buyer
in furtherance of a potential sale or sales, and
(iii) promptly execute, acknowledge, and deliver all
reasonably requested documents, including, without limitation,
non-disclosure agreements, in furtherance of a potential sale or
sales.
The further hearing on the continued use of cash collateral will be
held on May 24, 2017 at 10:00 a.m
A full-text copy of the Eight Order, dated March 31, 2017, is
available at
https://is.gd/GTsEcu
About Spectrum Healthcare
Spectrum Healthcare, LLC, and its affiliates sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. D. Conn. Case Nos.
16-21635 to 16-21639) on October 6, 2016. The petitions were signed
by Sean Murphy, chief financial officer.
At the time of filing, the Debtors listed these assets and
liabilities:
Total Estimated
Assets Liabilities
---------- -----------
Spectrum Healthcare $282,369 $500K-$1M
Spectrum Healthcare Derby $2,068,467 $1M-$10M
Spectrum Healthcare Hartford $4,188,568 N/A
Spectrum Healthcare Manchester, LLC $2,729,410 N/A
Spectrum Healthcare Torrington, LLC $3,321,626 N/A
Spectrum Healthcare and its affiliates previously filed Chapter 11
petitions (Bankr. D. Conn. Case No. 12-22206) on Sept. 10, 2012.
Elizabeth J. Austin, Esq., Irve J. Goldman, Esq., and Jessica
Grossarth, Esq., at Pullman & Comley, LLC, are serving as the
Debtors' counsel in the new Chapter 11 cases. Blum, Shapiro & Co.,
P.C., is serving as the Debtors' accountant and financial advisor.
The Debtors also hired JoAnn C. Silvia, Esq. at Michalik Bauer
Silvia & Ciccarillo, LLP as special collections counsel; C. Scott
Schwefel, Esq. at Shipman, Shaiken & Schwefel LLC as special
counsel to continue the Superior Court appeal of the property tax
assessment for Spectrum Derby's facility and initiate appeals of
the property tax assessment of the Debtors' facilities; and Dena
Castricone, Esq. at Murtha Cullina, LLP as special counsel to
represent Spectrum Healthcare Hartford LLC before the Department of
Public Health and the Centers for Medicare and Medicaid Services.
William K. Harrington, the United States Trustee for the District
of Connecticut, appointed Nancy Shaffer, M.A., a member of the
Connecticut Long Term Care Ombudsman's Office, as the Patient Care
Ombudsman for Spectrum Healthcare Derby, LLC, Spectrum Healthcare
Hartford, LLC, Spectrum Healthcare Manchester, LLC, and Spectrum
Healthcare Torrington, LLC.
The Official Committee of Unsecured Creditors retained James
Berman, Esq. at Zeisler & Zeisler, P.C. as local counsel; and Fred
Stevens, Esq. at Klestadt Winters Jureller as its legal counsel.
SPENCER GIFTS: Moody's Lowers CFR to B3; Outlook Stable
-------------------------------------------------------
Moody's Investors Service downgraded Spencer Gifts LLC's Corporate
Family Rating ("CFR") to B3 from B2 and Probability of Default
Rating ("PDR") to B3-PD from B2-PD. Concurrently, Moody's
downgraded the senior secured term loan rating to B2 from B1. The
outlook is stable.
The downgrade reflects Moody's expectation for further earnings
deterioration in the Spencer Gifts segment due to declining
bricks-and-mortar revenue, rising wage and other costs, and margin
pressure from the shift in consumer spending to e-commerce. Spencer
Gifts' same store sales have declined as steady increases in
transaction size only partially mitigated lower traffic. The
company had previously offset any weakness in Spencer with strong
growth in the Spirit Halloween segment. However, the combined
entity's ability to generate stable and growing earnings is less
certain given increasing traffic headwinds and the need for
investment to retain share. Moody's expects Spencer Spirit to
maintain adequate liquidity in the next 12-18 months, including
modestly positive annual free cash flow with a high degree of
seasonality, and adequate revolver availability.
Moody's took the following rating actions on Spencer Gifts LLC:
-- Corporate Family Rating, downgraded to B3 from B2
-- Probability of Default Rating, downgraded to B3-PD from B2-PD
-- $335 million ($319 million outstanding) senior secured first
lien term loan due 2021, downgraded to B2 (LGD3) from B1
(LGD3)
-- Outlook, changed to Stable from Negative
RATINGS RATIONALE
Spencer Spirit's B3 CFR reflects the company's limited scale,
significant reliance on mall traffic and discretionary spending by
18-24 year olds in the Spencer Gifts segment, and very high
seasonality with all of its earnings and cash flow generated in the
third quarter. Even though credit metrics are currently relatively
good compared to those of other B3 rated peers, Moody's believes
that Spencer Spirit's secular headwinds and business risks position
the rating appropriately in the B3 category. Moody's expects that
declining Spencer Gifts same store sales in the next 12-18 months
and lower average Spirit store productivity due to Tuesday and
Wednesday Halloween timing in 2017 and 2018 would lead to an
increase in debt/EBITDA to high-5 times and decline in
EBIT/interest expense to low-1-times. Adjusted for the estimated
impact of an average weekday Halloween, the equivalent credit
metrics would be mid-5 times debt/EBITDA and 1.4 times
EBIT/interest expense.
The stable outlook reflects Moody's expectation for adequate
liquidity and declines in operating performance in the next 12-18
months as a result of weak Spencer Spirit same store sales and
unfavorable timing of the Halloween holiday in 2017 and 2018.
The ratings could be upgraded if the company generates solidly
positive Spencer Gifts same store sales and grows the online
channel, which would signal a renewed ability to generate earnings
growth in the Spencer Gifts segment. An upgrade would require
earnings stability and growth at the Spencer Spirit level
(normalized for weekday Halloween), with debt/EBITDA sustained
below 5.5 times, and EBIT/interest expense above 1.5 times.
The ratings could be downgraded if liquidity materially erodes,
including negative free cash flow generation, or if profitability
deteriorates. Quantitatively, the ratings could be downgraded if
debt/EBITDA is sustained above 6.5 times or EBIT/interest is below
1.0 times.
The principal methodology used in these ratings was Retail Industry
published in October 2015.
Spencer Gifts LLC ("Spencer Spirit") and Spirit Halloween
Superstores LLC are operating subsidiaries of Spencer Spirit
Holdings, Inc. The company operated 689 Spencer's and 1,248 Spirit
stores during the fiscal year ended January 28, 2017, and generated
revenue of approximately $833 million. Spencer Spirit is
predominantly owned by senior management and employees following
the purchase of ACON Investments' equity stake in June 2015.
SPRINT INDUSTRIAL: Moody's Affirms Caa2-PD/LD Default Rating
------------------------------------------------------------
Moody's Investors Service has affirmed Sprint Industrial Holdings,
LLC's corporate family rating (CFR) at Caa2 and affirmed its
probability of default rating (PDR) to Caa2-PD appended with the
/LD designation. Moody's appended an "LD" to the PDR to reflect
that a distressed exchange has occurred. The "LD" modifier on the
PDR is temporary and will revert to Caa2-PD after the exchange is
fully executed. The rating on the 2018 revolver has been withdrawn.
The rating on the first-lien term loan has been affirmed at Caa1
and the senior secured second-lien term loan is affirmed at Caa3.
The rating outlook has been changed to stable as the extension of
the debt maturities provides some time for the company's end
markets to improve before the instruments mature.
The following ratings were affected:
Corporate Family Rating, affirmed at Caa2
Probability of Default Rating, affirmed at Caa2-PD/LD (/LD
appended)
Gtd Sr. secured first-lien term loan due 2019, affirmed at Caa1
(LGD3)
Gtd Sr. secured second-lien term loan due 2019, affirmed at Caa3
(LGD5)
Gtd Sr. secured revolving credit facility due 2018, withdrawn at
Caa1 (LGD3)
Rating outlook, changed to Stable from Negative
RATINGS RATIONALE
The affirmations anticipated improvement in the company's end
markets in 2017 when compared to 2016. The change in the ratings
outlook to stable reflects the conversion of part of Sprint's debt
to PIK notes as this will reduce the cash drag on the operation.
Moreover, the revolver's maturity is being extended to 2019 thereby
reducing refinancing risk.
An upgrade is unlikely over the near term given current weak
liquidity and ongoing revenue challenges. Over the longer term,
ratings could be upgraded if debt/EBITDA and EBIT/interest expense
are sustained below 6.5x and above 1.0x, respectively, with a
stronger liquidity profile.
Ratings could be downgraded if liquidity or free cash flow
generation weakens further. Ratings could also be downgraded if the
company is unable to meet its amended financial covenant or unable
to refinance its debt that has an upcoming maturity.
Sprint's weak liquidity profile is characterized by high reliance
on its revolver, low cash balances, and weak free cash flow
generation. Under the revolving credit facility, the company is
subject to a springing minimum EBITDA test of $19 million, which
increases by $0.75 million per quarter, as well as a $1.5 million
minimum liquidity requirement, tested if revolver borrowings exceed
$2.5 million (20%) at any quarter-end. The revolver was fully drawn
at December 2016. Although Moody's expects heavy reliance on
revolver borrowing in the next 12 to 18 months, Sprint should be in
compliance with the financial covenants. The revolver expires in
February 2019, followed by its first- and second-lien term loans in
May and November 2019, respectively. The facilities are secured by
virtually all of the company's assets. The level of marketable
under-utilized equipment that can be sold to generate cash is
probably low.
Sprint's $12.5 million first-lien senior secured revolver due 2019
(extended from 2018) is currently not rated. The $160 million
first-lien senior secured term loan due 2019 is rated Caa1, one
notch above the corporate family rating, based on the ratings
support provided by the second-lien debt. The revolver and
first-lien term loan are pari passu and have a first-lien on
substantially all assets. The second-lien term loan with PIK
interest due 2019 is rated Caa3, one notch below the corporate
family rating, reflecting its junior position in the capital
structure relative to the larger-sized first-lien debt. Both the
first- and second-lien term loans are guaranteed by Sprint's
domestic subsidiaries and by its direct parent, Sprint Holdings,
Inc.
Sprint Industrial Holdings, LLC ("Sprint"), headquartered in Texas,
is a rental provider of liquid and solid storage tanks primarily
for the refinery, energy and industrial end markets along the US
Gulf Coast. The company also offers technical safety equipment
products and services and equipment transportation services. Sprint
is owned by First Atlantic Capital, GS Direct, CSW Partners.
Revenues for the full year ended December 31, 2016 were
approximately $85 million.
The principal methodology used in these ratings was Equipment and
Transportation Rental Industry published in April 2017.
SQUARETWO FINANCIAL: U.S. Trustee Forms 5-Member Committee
----------------------------------------------------------
William K. Harrington, U.S. Trustee for Region 2, on April 7
appointed five creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of SquareTwo Financial
Services Corporation, and its debtor affiliates.
The committee members are:
(1) Enver Cehic
c/o Matthew Brooks, Esq.
Greater Boston Legal Services
197 Friend Street, 6th Floor
Boston, MA 02114
(2) Daniel Mente
c/o Philip D. Stern, Esq.
Stern Thomasson LLP
150 Morris Avenue, 2nd Floor
Springfield, NJ 07081
(3) Huntington National Bank
Attn: Dave Wechter
220 Market Avenue South
Canton, OH 44702
(4) Lynn M. Dingwall
c/o Christopher Ward, Esq.
Polsinelli PC
222 Delaware Avenue, Suite 1101
Wilmington, DE 19801
(5) Shana Long
c/o Mark Parrish, Esq.
Boyd, Kenter, Thomas & Parrish, LLC
221 West Lexington, Suite 200
Independence, MO 64050
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About SquareTwo Financial
SquareTwo Financial Services Corporation, et al.'s primary business
is to acquire, manage, and collect charged-off consumer and
commercial accounts receivable, which are accounts that credit
issuers have charged off as uncollectible, but that remain owed by
the borrower and subject to collection.
The Debtors filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 17-10659) on March 19, 2017.
The Debtors are represented by Matthew A. Feldman, Esq., Paul V.
Shalhoub, Esq., Robin Spigel, Esq., and Debra C. McElligott, Esq.,
at Willkie Farr & Gallagher LLP, in New York. The Debtors' CCAA
Counsel is D.J. Miller, Esq., Asim Iqbal, Esq., and Mitch Grossell,
Esq., at Thornton Grout Finnigan LLP, in Toronto, Ontario.
The Debtors' Restructuring Advisor is Alixpartners, LLP;
Investment Bankers are Keefe, Bruyette & Woods, Inc., and Miller
Buckfire & Co. The Debtors' claims and noticing agent is Prime
Clerk LLC.
At the time of filing, the Debtors had estimated assets of $100
million to $500 million and estimated debts of $100 million to $500
million.
The petition was signed by J.B. Richardson, Jr., authorized
signatory.
STRIKEFORCE TECHNOLOGIES: Will File Form 10-K Within Grace Period
-----------------------------------------------------------------
StrikeForce Technologies, Inc., has been unable to complete its
Form 10-K for the year ended Dec. 31, 2016, within the prescribed
time period because of delays in completing the preparation of its
financial statements and its management discussion and analysis.
Those delays are primarily due to the Company's management's
dedication of such management's time to business matters. The
Company intends to file its Form 10-K within the 15-day extension
period afforded by SEC Rule 12b-25 under the Securities Exchange
Act of 1934, as amended. The Company is in the process of
preparing its financial information as well as completing the
required audit.
About StrikeForce
StrikeForce Technologies, Inc., is a software development and
services company that offers a suite of integrated computer network
security products using proprietary technology. StrikeForce
Technical Services Corporation was incorporated in August 2001
under the laws of the State of New Jersey. On Sept. 3, 2004, the
stockholders approved an amendment to the Certificate of
Incorporation to change the name to StrikeForce Technologies, Inc.
StrikeForce reported a net loss of $1.80 million for the year ended
Dec. 31, 2015, following a net loss of $3.35 million for the year
ended Dec. 31, 2014.
Weinberg and Company, P.A., in Los Angeles, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, noting that the
Company incurred a net loss and utilized cash flows in operations,
and at Dec. 31, 2015, had a shareholders' deficit. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
SUCCESS INC: Allowed to Continue Using AS Peleus Cash Collateral
----------------------------------------------------------------
Judge Julie A. Manning of the U.S. Bankruptcy Court for the
District of Connecticut authorized Success, Inc., to continue using
the cash collateral of AS Peleus LLC on an interim basis, from
April 1, 2017 through April 30, 2017.
The Debtor is authorized to use cash collateral for the expenses
identified on the Budget, including rental proceeds, which is
necessary to prevent irreparable harm to the estate with a variance
of 10% permitted. The approved budget for the month of April 2017
reflects total expenses of $6,469.
AS Peleus has a first priority secured claim against certain real
property owned by the Debtor which is located at 520 Success
Avenue, Stratford, Connecticut, including the rents arising
therefrom.
AS Peleus is granted replacement and/or substitute liens in
postpetition cash collateral, and such replacement liens will have
the same validity, extent, and priority that AS Peleus possessed as
to said liens on the Petition Date, subject only to the carve-out.
The Debtor is directed to pay, on or before April 3, 2017:
(a) to AS Peleus adequate protection payments of $4,000;
(b) to AS Peleus the sum of $1,600, to be held in escrow pending
further order of the Court, for postpetition real estate tax
installment payments; and
(c) to the holders of real estate tax liens on the Property the
amounts identified in the Budget for interest accruing on their tax
liens.
A further hearing on the further use of cash collateral has been
scheduled for April 26, 2017 at 2:00 p.m.
A full-text copy of the Fourth Interim Order, dated March 31, 2017,
is available at https://is.gd/zGGcLN
About Success, Inc.
Success, Inc., was incorporated on April 24, 1996, for the purpose
of acquiring and managing real estate properties, both with
existing buildings on them as well as vacant properties,
residential as well as commercial. The Company currently owns four
parcels of real property in Connecticut. Two of these properties
are single family residential units, one is a commercial property
and one is a vacant parcel of land.
Success, Inc., filed a Chapter 11 petition (Bankr. D. Conn. Case
No. 16-50884) on July 1, 2016. The petition was signed by Gus
Curcio, Sr., president. The Debtor is represented by Douglas S.
Skalka, Esq., at Neubert, Pepe, and Monteith, P.C. The case is
assigned to Judge Julie A. Manning. The Debtor estimated assets
and debts at $1 million to $10 million at the time of the filing.
The Office of the United States Trustee has not appointed an
Official Committee of Unsecured Creditors as provided for in
Section 1102 of the Code. No trustee or examiner has been
appointed in the Debtor's Chapter 11 proceedings.
SUNEDISON INC: Sale of Equity Interests in Minnesota Projects OK'd
------------------------------------------------------------------
The Hon. Stuart M. Bernstein of the U.S. Bankruptcy Court for the
Southern District of New York has approved the sale of SunE MN
Development, LLC's 100% of the outstanding equity interests in SunE
Koppelman 1, LLC and SunE Rengstorf 1, LLC, to Geronimo Energy,
LLC, for a base price of $3 million. Estimated interconnection
cost is $1,072,200.
The Court previously approved the sale of the Equity Interests to
SoCore MN Acquisition LLC, but the closing did not occur. As a
result, the Debtors seek to transfer the Equity Interests.
The Debtors have shown that transfer of the Equity Interests to
Geronimo Energy pursuant to the terms of that membership interest
purchase and sale agreement, dated as of March 15, 2017, upon the
conclusion of the seven calendar day notice period is necessary, is
in the reasonable exercise of their business judgment, is in the
best interests of the estates, and is in compliance with the DIP
loan documents. Sound business reasons exist for the transfer.
Copies of the court order and the notice are available at:
http://bankrupt.com/misc/nysb16-10992-2605.pdf
http://bankrupt.com/misc/nysb16-10992-2664.pdf
Alex Wolf, writing for Bankruptcy Law360, reports that the Debtor's
unsecured creditors told Judge Bernstein that it's "perfectly
clear" the case "has been run for the benefit of secured
creditors."
According to Law360, the unsecured creditors are irritated about
their potential treatment under a plan by the Debtor to sell its
shares in two clean energy yieldcos for $2.5 billion.
About SunEdison, Inc.
SunEdison, Inc. (OTC PINK: SUNEQ), is a developer and seller of
photovoltaic energy solutions, an owner and operator of clean power
generation assets, and a global leader in the development,
manufacture and sale of silicon wafers to the semiconductor
industry.
On April 21, 2016, SunEdison, Inc., and 25 of its affiliates each
filed a Chapter 11 bankruptcy petition (Bankr. S.D.N.Y. Case Nos.
16-10991 to 16-11017). Martin H. Truong, the senior vice
president, general counsel and secretary, signed the petitions.
The Debtors disclosed total assets of $20.7 billion and total debt
of $16.1 billion as of Sept. 30, 2015.
The Debtors have hired Skadden, Arps, Slate, Meagher & Flom LLP as
counsel, Togut, Segal & Segal LLP as conflicts counsel, Rothschild
Inc. as investment banker and financial advisor, McKinsey Recovery
& Transformation Services U.S., LLC, as restructuring advisors and
Prime Clerk LLC as claims and noticing agent. The Debtors employed
PricewaterhouseCoopers LLP as financial advisors; and KPMG LLP as
their auditor and tax consultant.
SunEdison also has tapped Eversheds LLP as its special counsel for
Great Britain and the Middle East. Cohen & Gresser LLP has also
been retained as special counsel.
The Debtors retained Ernst &Young LLP to provide tax-related
services. Keen-Summit Capital Partners LLC has been hired as real
estate advisor. Binswanger of Texas, Inc. also has been retained
as real estate agent.
Sullivan & Cromwell LLP serves as counsel to TerraForm Power,
Inc., and TerraForm Global, Inc.
An official committee of unsecured creditors has been appointed in
the case. The Committee tapped Weil, Gotshal & Manges LLP as its
general bankruptcy counsel and Morrison & Foerster LLP as special
counsel. Togut, Segal & Segal LLP and Kobre & Kim LLP serve as
conflicts counsel. Alvarez & Marsal North America, LLC, serves as
the Committee's financial advisors.
Counsel to the administrative agent under the Debtors' prepetition
first lien credit agreement are Richard Levy, Esq., and Brad
Kotler, Esq., at Latham & Watkins.
Counsel to the administrative agent under the postpetition DIP
financing facility are Scott Greissman, Esq., and Elizabeth Feld,
Esq. at White & Case LLP.
Counsel to the Tranche B Lenders (as defined in the DIP credit
agreement) and the steering committee of the second lien creditors
are Arik Preis, Esq., and Naomi Moss, Esq., at Akin Gump Strauss
Hauer & Field, LLP.
Counsel to the administrative agent under the Debtors' prepetition
second lien credit agreement is Daniel S. Brown, Esq., at
Pillsbury Winthrop Shaw Pittman LLP.
The collateral trustee under the Debtors' prepetition second lien
credit agreement and the indenture trustee under each of the
Debtors' outstanding bond issuances, is represented by Marie C.
Pollio, Esq., at Shipman & Goodwin LLP.
Counsel to the ad hoc group of certain holders of the Debtors'
convertible senior notes is White & Case LLP's Tom Lauria, Esq.
SUNOCO LP: Preferred Units Issue Neutral to Ratings, Fitch Says
---------------------------------------------------------------
Fitch Ratings views Sunoco, LP's (SUN) issuance of $300 million in
preferred units to its sponsor and general partner Energy Transfer
Equity, LP (ETE; 'BB'/Outlook Stable) as neutral to SUN's ratings.
While proceeds from the preferred equity issuance will be used to
reduce revolver borrowings and so will lower leverage, SUN's
overall leverage will still be high. The preferred units represent
an equity interest in SUN senior to common units, but it will rank
junior to all of SUN's existing and future indebtedness, including
SUN's revolving credit facility, term loan, and senior unsecured
notes.
Fitch currently rates SUN as follows:
Sunoco, LP
-- Long-term Issuer Default Rating (IDR) 'BB-';
-- Senior secured rating 'BB/RR1';
-- Senior unsecured rating 'BB-/RR4'.
Sunoco Finance Corp.
-- Senior unsecured rating 'BB-/RR4'.
The Rating Outlook is Negative.
Fitch believes the equity issuance is illustrative of ETE's
willingness to support SUN's credit profile in the near term. SUN's
ratings consider its relationship with ETE, which provides
significant benefits to SUN to help raise financing otherwise
unavailable to other standalone partnerships, as exemplified by
this preferred equity issuance. Nevertheless, Fitch believes SUN's
elevated leverage over the next several quarters will pressure
liquidity at the company given covenant restrictions on SUN's
revolver and Term Loan A. Offsetting some of the concern around
liquidity is a lack of near-term maturities, with no maturities
until second half of 2019 when the revolver and term loan each
matures in September and October 2019.
SUN has completed over $6 billion in acquisitions since 2014,
dramatically growing the partnership but also weighing on its
balance sheet. The acquisitions, coupled with a contraction in
gross margin on fuel sales and overall weak operating performance,
continue to weigh on SUN's profitability, and leverage metrics are
expected to remain challenged as a result. SUN's aggressive
acquisition strategy has pushed leverage (as defined in SUN's
revolver and Term Loan A covenants) to roughly 6.5x for the FYE
2016. SUN has announced other helpful measures in addition to this
preferred unit offering to help rectify its leverage situation
including a potential asset sale, a loosening of revolver and term
loan covenants, and continued use of its at-the-market equity
program. Fitch believes SUN will need to continue to execute on
these measures.
Fitch would likely take a negative rating action if it expects
leverage to remain above 6.0x on a sustained basis and or
distribution coverage to be below 1.0x on a sustained basis.
Conversely, a meaningful reduction in leverage with a
capitalization plan focused on getting leverage between 5.5x to
6.0x on a sustained basis would likely lead to a stabilization of
the Outlook. Leverage expected below 5.5x on a sustained basis
could lead to further positive rating actions.
SUNVALLEY SOLAR: Will File 2016 Form 10-K Within Extension Period
-----------------------------------------------------------------
SunValley Solar, Inc. said it was unable to compile the necessary
financial information required to prepare a complete filing of its
annual report on Form 10-K for the year ended Dec. 31, 2016. Thus,
the Company was unable to file the periodic report in a timely
manner without unreasonable effort or expense. The Company expects
to file within the extension period.
About Sunvalley Solar
Sunvalley Solar, Inc., is a California-based solar power
technology and system integration company. Since the inception of
its business in 2007, the company has focused on developing its
expertise and proprietary technology to install residential,
commercial and governmental solar power systems.
Sunvalley Solar reported net income of $195,811 on $5.78 million of
revenues for the year ended Dec. 31, 2015, compared with a net loss
of $1.28 million on $3.31 million of revenues for the year ended
Dec. 31, 2014.
As of Sept. 30, 2016, Sunvalley Solar had $6.62 million in total
assets, $5.38 million in total liabilities and $1.23 million in
total stockholders' equity.
Sadler, Gibb & Associates, LLC, in Salt Lake City, UT, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2015, citing that the
Company has an accumulated deficit of $3.45 million, which raises
substantial doubt about its ability to continue as a going
concern.
TERESA GIUDICE: Ex-Counsel Fights Ruling Allowing Malpractice Suit
------------------------------------------------------------------
Bill Wichert, writing for Bankruptcy Law360, reports that James A.
Kridel Jr., Esq., a former attorney for onetime incarcerated "The
Real Housewives of New Jersey star Teresa Giudice, has urged U.S.
District Judge Jose L. Linares to reverse a bankruptcy court's
orders limiting his intervention rights and approving a settlement
between Teresa Giudice and John W. Sywilok, the trustee of her
Chapter 7 estate, that permits them to jointly prosecute the
lawsuit against Mr. Kridel in New Jersey state court and split any
proceeds between Ms. Giudice and her creditors.
Law36 relates that a New Jersey federal court previously allowed
Ms. Giudice Mr. Sywilok to pursue a malpractice action against Mr.
Kridel.
Mr. Kridel claims that he has "a direct interest in the
jurisdiction of the state court," countering Ms. Giudice and Mr.
Sywilok's claim that Mr. Kridel lacked standing to challenge the
settlement, Law360 relays. Mr. Kridel is not a creditor and he
does not have a personal stake in the outcome of the bankruptcy
case, the report adds, citing Ms. Giudice and Mr. Sywilok.
According to Law360, Mr. Kridel argues that Ms. Giudice "does not
address the fact that Mr. Kridel's personal assets are at stake in
the lawsuit that the bankruptcy court authorized to go forward in a
court -- the New Jersey state court -- which lacks jurisdiction.
If any waiver has occurred, it is a waiver by Ms. Giudice in
failing to address Mr. Kridel's personal interest in the bankruptcy
court's ruling."
About the Giudices
In June 2010, Teresa Giudice, who portrays a role in Real
Housewives of New Jersey, and her husband, Joe, filed for
bankruptcy under Chapter 11 in the U.S. Bankruptcy Court in New
Jersey. The Giudices owe creditors $10.85 million.
Chapter 7 trustee John Sywilok sued the Giudices. The suit
claimed that the Debtors concealed key documents about their
finances and business transactions. Mr. Sywilok also accused the
couple of making false statements under oath about their assets,
income and expenses.
TERMA-PRAXIS: U.S. Trustee Unable to Appoint Committee
------------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of Terma-Praxis, LLC, as of April
6, 2017, according to a court docket.
About Terma-Praxis LLC
Terma-Praxis, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. M.D. Fla. Case No. 17-00710) on March 2,
2017. The case is assigned to Judge Paul M. Glenn. At the time of
the filing, the Debtor estimated assets of less than $100,000 and
liabilities of $1 million. Jason A. Burgess, Esq., at The Law
Offices of Jason A. Burgess, LLC, serves as the Debtor's legal
counsel.
TEXAS ROAD: Disclosure Statement Hearing Set for April 27
---------------------------------------------------------
The U.S. Bankruptcy Court for the District of New Jersey is set to
hold a hearing on April 27, at 2:00 p.m., to consider approval of
the disclosure statement, which explains the Chapter 11 plan for
Texas Road Enterprises, Inc.
The hearing will take place at Clarkson S. Fisher Courthouse,
Courtroom No. 2, 402 East State Street, Trenton, New Jersey.
Objections to the disclosure statement must be filed no later than
14 days prior to the hearing.
About Texas Road Enterprises
Texas Road Enterprises, Inc. filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 16-25995) on August 19, 2016, and is represented by
Robert C. Nisenson, Esq. in East Brunswick, New Jersey.
At the time of filing, the Debtor had $1.50 million in total assets
and $992,000 in total liabilities.
The petition was signed by Michael Giordano, authorized
representative.
The Debtor lists Township of Marlboro Tax Collector as its largest
unsecured creditor holding a claim of $25,000.
A full-text copy of the petition is available for free at
http://bankrupt.com/misc/njb16-25995.pdf
TRANSDIGM INC: S&P Raises CCR to 'B+' on Strong Operating Results
-----------------------------------------------------------------
S&P Global Ratings said that it has raised its corporate credit
rating on TransDigm Inc. to 'B+' from 'B'. The outlook is stable.
At the same time, S&P raised its issue-level rating on the
company's first-lien term loans to 'B+' from 'B'. The '3' recovery
rating remains unchanged, indicating S&P's expectation for
meaningful recovery (50%-70%; rounded estimate: 65%) in the event
of a payment default.
Additionally, S&P raised the issue-level ratings on the company's
subordinated notes to 'B-' from 'CCC+'. The '6' recovery rating
remains unchanged, indicating S&P's expectation for negligible
recovery (0%-10%; rounded estimate: 0%) in the event of a payment
default.
"The upgrade reflects our belief that TransDigm's acquisitions and
organic growth have strengthened the company's competitive position
and scale while it has maintained very high margins," said S&P
Global credit analyst Tennille Lopez. Acquisitions and modest
organic growth have led the company's revenue to increase to about
$3.2 billion in 2016 from $1.2 billion in 2011, providing TransDigm
with better scale than many of its similarly rated peers'.
However, S&P expects leverage to remain high, with debt-to-EBITDA
of 6.5x-7.0x, as the company continues to aggressively pursue
debt-financed acquisitions and shareholder rewards.
The outlook on TransDigm Inc. is stable. S&P Global Ratings
expects the company to continue to benefit from strong commercial
aerospace conditions and earnings from its acquisitions, resulting
in strong free cash flow generation. However, TransDigm's
aggressive financial policy and appetite for leverage is expected
to result in debt-to-EBITDA of around 5.5x-6.5x over the next 12
months.
S&P could lower its ratings on TransDigm if the company's total
debt-to-EBITDA rises above 7x for a sustained period because of
increased debt to fund acquisitions or shareholder rewards. While
less likely, if changing business conditions or weakness in the
market prompts S&P to take a weaker view of the company's business
risk profile, S&P could also lower its ratings.
S&P does not anticipate raising its ratings on TransDigm over the
next year unless management commits to a less aggressive financial
policy and the company's debt-to-EBITDA remains below 6x.
TRIANGLE USA: Plan Filing Date Extended Until April 30
------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the District
of Delaware extended Triangle USA Petroleum Corporation, et al.'s
exclusive periods for filing a plan of reorganization and
soliciting acceptances to the plan, to April 30, 2017, and June 29,
2017, respectively.
The Troubled Company Reporter previously reported that the Debtors
insisted that their ongoing efforts to achieve a confirmable plan
for the Ranger Debtors justify the proposed exclusivity extension.
The Debtors asserted that the requested extension of the
Exclusivity Period will allow them additional time to work toward a
consensual resolution of their outstanding issues.
Under the circumstances, the Debtors maintained, no stakeholders
will be prejudiced by the proposed extension. First, the Ranger
Debtors, unlike their TUSA counterparts, face no exigencies that
require a resolution within a particular timeframe. The Ranger
Debtors are not subject to the Plan Milestones set forth -- and as
defined -- in the Final Cash Collateral Order, and they have no
ongoing operations that would suffer if their Chapter 11 Cases were
extended. Second, the Debtors do not believe that there is any
realistic path to a confirmable Ranger plan outside of a
consensual, multilateral resolution of the broader intercompany
issues.
About Triangle USA Petroleum Corporation
Triangle USA Petroleum Corporation is an independent exploration
and production company with a strategic focus on developing the
Bakken Shale and Three Forks formations in the Williston Basin of
North Dakota and Montana. TUSA is a wholly owned subsidiary of
Triangle Petroleum Corporation (NYSE MKT: TPLM). Neither TPLM nor
its affiliated company, RockPile Energy Services, LLC, is included
in TUSA's Chapter 11 filing.
Triangle USA Petroleum Corporation and its affiliates filed
voluntary petitions under Chapter 11 of the Bankruptcy Code
(Bankr. D. Del. Lead Case No. 16-11566) on June 29, 2016. The
cases are pending before Judge Mary F. Walrath.
At the time of the filing, TUSA estimated assets in the range of
$500 million to $1 billion and liabilities of up to $1 billion.
The Debtors have engaged Sarah E. Pierce, Esq., at Skadden, Arps,
Slate, Meagher & Flom LLP as counsel, AP Services, LLC, as
financial advisor, PJT Partners Inc. as investment banker and
Prime Clerk LLC as claims & noticing agent.
Andrew R. Vara, Acting U.S. Trustee, has informed the U.S.
Bankruptcy Court for the District of Delaware that a committee of
unsecured creditors has not been appointed in the Chapter 11 case
of Triangle USA Petroleum Corporation due to insufficient response
to the U.S. Trustee communication/contact for service on the
committee.
TTM TECHNOLOGIES: Egan-Jones Hikes Sr. Unsec. Debt Ratings to BB-
-----------------------------------------------------------------
Egan-Jones Ratings, on March 10, 2017, raised the senior unsecured
ratings on debt issued by TTM Technologies Inc. to BB- from B+.
Previously, on February 1, 2017, EJR raised TTM's senior unsecured
debt ratings the senior unsecured ratings on debt issued by TTM
Technologies Inc. to B+ from B.
TTM Technologies, Inc. is a manufacturer of printed circuit board
(PCB) products and is focused on technologically advanced PCBs and
electro-mechanical solutions (E-M Solutions).
U.S. EDGE: Withdraws Bid to Hire Taylor as Business Appraiser
-------------------------------------------------------------
U.S. Edge, Inc., on April 7 filed a motion seeking to withdraw its
request for authority from the U.S. Bankruptcy Court for the
District of Massachusetts to employ Jonathan Taylor as appraiser.
U.S. Edge had sought to employ Taylor of Stanton Park Advisors, to
appraise the value of the Debtor's business and testify at the
confirmation hearing in the bankruptcy case. According to the
Application, Stanton Park would be paid at the rate of $7,990 for
the services rendered. Half of this fee would be paid in advance of
the appraisal and half would be paid upon completion.
Jonathan Taylor, manager partner of Stanton Park Advisors, had
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.
Stanton Park can be reached at:
Jonathan Taylor
STANTON PARK ADVISORS
15 Woodridge Road
Wellesley, MA 02482
Tel: (781) 228-3523
About U.S. Edge, Inc.
U.S. Edge Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. Mass. Case No. 15-11833) on May 7, 2015. The
petition was signed by Michael Baker, president.
The case is assigned to Judge Frank J. Bailey.
At the time of the filing, the Debtor estimated assets of less than
$100,000 and liabilities of less than $1 million.
On December 22, 2016, the court approved the Debtor's disclosure
statement, which explains its proposed Chapter 11 plan of
reorganization. A hearing on confirmation of the plan was scheduled
to begin February 14.
UFC HOLDINGS: S&P Affirms 'B' CCR Following $100MM Add-On
---------------------------------------------------------
S&P Global Ratings affirmed its 'B' corporate credit rating on UFC
Holdings LLC. The outlook is negative.
UFC plans to issue an incremental $100 million first-lien term
loan, increasing the size of its aggregate first-lien term loan due
2023 to $1.475 billion. UFC plans to use the proceeds from the
add-on to partially fund an earn-out and other payments to selling
shareholders under the 2016 purchase agreement, in the event the
company hits the agreement's earn-out measure of EBITDA sometime
this year.
At the same time, S&P affirmed the 'B+' issue-level rating on the
company's upsized aggregate $1.475 billion first-lien term loan due
2023, which incorporates the proposed $100 million term loan
add-on. The '2' recovery rating on the first-lien term loan is
unchanged and reflects S&P's expectation for substantial recovery
(70% to 90%; rounded estimate 70%) for lenders in the event of a
payment default. S&P also affirmed the 'CCC+' issue-level rating
on the company's $425 million second-lien term loan due 2024. The
'6' recovery rating on this debt is unchanged and reflects S&P's
expectation for negligible (0% to 10%; rounded estimate: 0%)
recovery for lenders in the event of a payment default.
"The negative outlook reflects significant leverage at UFC. UFC
will rely heavily on EBITDA growth to reduce leverage over the next
few years," said S&P Global Ratings credit analyst Jing Li. "Given
the potential for periodic variability in events revenue, UFC must
demonstrate that it can reduce total lease- and preferred
stock-adjusted debt to EBITDA to below 8x before revising the
outlook to stable."
S&P could lower the rating if UFC's operations meaningfully
deteriorate or the company does not favorably renegotiate its media
rights contract before the end of 2018, resulting in EBITDA growth
that underperforms S&P's base-case expectation in a manner that
causes total lease- and preferred stock-adjusted debt to EBITDA to
stay above 8x on a sustained basis.
S&P could stabilize the corporate credit rating outlook once UFC
demonstrates that it can sustain adjusted leverage below 8x. An
upgrade is unlikely before the domestic media rights contract is
renegotiated, although S&P could raise the ratings if it believes
UFC can bring adjusted leverage to below 5.5x.
V-BLOX CORP: U.S. Trustee Unable to Appoint Committee
-----------------------------------------------------
An official committee of unsecured creditors has not yet been
appointed in the Chapter 11 case of V-Blox Corporation as of April
6, 2017, according to a court docket.
About V-Blox Corporation
V-Blox Corporation's business operations involve selling equipment
and maintenance to businesses in order to reduce their energy
costs.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. M.D. Fla. Case No. 17-00628) on Feb. 24, 2017. The
petition was signed by David T. Mulvaney, president. At the time
of the filing, the Debtor estimated assets and liabilities of less
than $500,000. Jason A. Burgess, Esq., at The Law Offices of Jason
A. Burgess, LLC, serves as the Debtor's bankruptcy counsel.
VB TAXI: Case Summary & Unsecured Creditor
------------------------------------------
Debtor: VB Taxi Corp.
601 Surf Avenue, # 17 R
Brooklyn, NY 11224
Case No.: 17-41661
Business Description: The Debtor is a small business debtor as
defined in 11 U.S.C. Section 101(51D).
Chapter 11 Petition Date: April 5, 2017
Court: United States Bankruptcy Court
Eastern District of New York (Brooklyn)
Judge: Hon. Nancy Hershey Lord
Debtor's Counsel: Alla Kachan, Esq.
LAW OFFICES OF ALLA KACHAN, P.C.
3099 Coney Island Avenue, 3rd Floor
Brooklyn, NY 11235
Tel: (718) 513-3145
Fax: (347) 342-3156
E-mail: alla@kachanlaw.com
Total Assets: $0
Total Liabilities: $1.30 million
The petition was signed by Marina Fridman, president.
The Debtor listed Progressive Credit Union as its unsecured
creditor holding an unknown amount of claim.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/nyeb17-41661.pdf
VERITEQ CORP: Delays Filing of Fiscal 2016 Form 10-K
----------------------------------------------------
VeriTeQ Corporation is unable to file its Annual Report on Form
10-K for the year ended Dec. 31, 2016, within the prescribed time
as the Company requires additional time to determine the proper
accounting for certain financing transactions that occurred during
the year, and to complete the audit of its financial statements.
These transactions are highly complex and require extensive review
and analysis.
As previously reported, on Nov. 25, 2015, the Company, Mrs. Lynne
Shapiro, and Brace Shop, LLC, executed a Stock Purchase Agreement
of the same date pursuant to which Brace Shop became a wholly-owned
subsidiary of the Company on May 6, 2016. As a result of the
Reverse Merger and the change in business and operations of VeriTeQ
from a public "shell" company to a company engaged in the business
of providing orthopedic braces, a discussion of the Company's past
financial results is not pertinent. Under generally accepted
accounting principles in the United States, the Reverse Merger was
accounted for as a recapitalization and the historical financial
results of Brace Shop prior to the Reverse Merger are considered
the historical financial results of VeriTeQ. The change in the
status of the historical financial information has necessitated
additional work by management in preparing the 10-K filing for the
period.
About VeriTeQ
VeriTeQ, formerly known as Digital Angel Corporation, develops
innovative, proprietary RFID technologies for implantable medical
device identification, and dosimeter technologies for use in
radiation therapy treatment. VeriTeQ --
http://www.veriteqcorp.com/-- offers the world's first FDA cleared
RFID microchip technology that can be used to identify implantable
medical devices, in vivo, on demand, at the point of care.
VeriTeQ's dosimeters provide patient safety mechanisms while
measuring and recording the dose of radiation delivered to a
patient in real time.
VIA NIZA: Seeks to Hire MRO Attorneys as New Legal Counsel
----------------------------------------------------------
Via Niza Inc. seeks approval from the U.S. Bankruptcy Court for the
District of Puerto Rico to hire a new legal counsel.
The Debtor proposes to hire MRO Attorneys at Law, LLC to give legal
advice regarding its duties under the Bankruptcy Code, and provide
other legal services related to its Chapter 11 case. The firm will
replace Nilda Gonzalez-Cordero, Esq., as legal counsel.
Myrna Ruiz-Olmo, Esq., at MRO, will charge an hourly rate of $250
for her services.
In a court filing, Ms. Ruiz-Olmo disclosed that she is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Ms. Ruiz-Olmo maintains an office at:
Myrna L. Ruiz-Olmo
MRO Attorneys at Law LLC
P.O. Box 367819
San Juan, PR 00936-7819
Tel: 787-237-7440
Email: mro@prbankruptcy.com
About Via Niza Inc.
Via Niza, Inc. sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. D. P.R. Case No. 17-00215) on January 18,
2017. At the time of the filing, the Debtor estimated assets and
liabilities of less than $1 million. The Debtor hired Luis Cruz
Lopez as its accountant.
VYCOR MEDICAL: Incurs $1.65 Million Net Loss in 2016
----------------------------------------------------
Vycor Medical, Inc., reported financial results for the year ended
Dec. 31, 2016. Vycor's revenues for the year ended Dec. 31, 2016,
were $1,452,000 compared to $1,139,000 for 2015. Operating loss
was $1,591,000, compared to $1,991,000 for the same period in 2015,
a reduction of 20%, and cash operating loss was $594,000, as
compared to $1,348,000, a reduction of 56%.
Highlights
* Vycor's VBAS sales grew by 42% in 2016 compared to 2015, with
growth being experienced in both the US and international
markets. The significant body of clinical data now built up
evidencing the clinical superiority of VBAS, with 9 papers
being published or presented during 2015 and 2016 alone, is
now starting to flow through to increased adoption and
revenues.
* In particular a new clinical study was published during 2016
in the Journal of Neurosurgery by surgeons at the Ohio State
University Wexner Medical Center Department of Neurological
Surgery. This study provided very detailed information on
the use of VBAS in surgery, and highlighted the clinical
benefits it brings to surgeons. A study published in World
Neurosurgery by surgeons at the University of Messina, Italy
demonstrated the usefulness of VBAS in conjunction with
endoscopic surgery for intracerebral hemorrhage (ICH)
procedures, a large market segment.
* Vycor continues to build on its patent portfolio and has
filed an additional five new patents for VBAS-related
technologies during 2016, and on the grant of a European
patent filed 4 national patents. Vycor now has 16
granted/issued and 15 pending patents for VBAS technologies.
* NovaVision generated an increase in new patient starts of 32%
in 2016 over 2015.
* The Company has now substantially broadened the delivery and
licensing model for the NovaVision Center Model, comprising a
vision diagnostics program and the NeuroEyeCoach training
program, in response to feedback from clinics. The Company
is now able to offer hardware and digital software solutions
with a range of licensing options to rehabilitation centers,
clinics and other healthcare professionals.
* In September 2016 a rigorous peer reviewed clinical study on
NeuroEyeCoach therapy was published in BioMed Research
International. The study concluded "NeuroEyeCoach can be
used as an effective rehabilitation tool to develop
compensatory strategies in patients with visual field
deficits after brain injury" and that NeuroEyeCoach can be
viewed as being the first evidence-based, vision-specific,
clinical gold standard registered medical device accessible
to patients at home or in clinical settings. This study
generated considerable attention in both the popular and
professional press, and is an important validation of the
efficacy of NovaVision’s therapies.
"Vycor's results for 2016 as a whole demonstrate the continued
realization of Vycor's strategy to grow our two businesses while
maintaining our low cost base, with the objective of continuing to
decrease our Cash Operating Loss, which reduced to $89,000 for the
fourth quarter compared to $247,000 for the same period in 2015;
and to $594,000 for the whole of 2016 compared to $1,591,000 in
2015," said Peter Zachariou, CEO of Vycor Medical.
"The Vycor division's sales growth of 42% for the year demonstrates
the benefit of the clinical data flowing through to increased
adoption, delivered by a marketing and distribution network which
we continue to strengthen."
Vycor Medical reported a net loss available to common shareholders
of $1.83 million on $1.45 million of revenue for the year ended
Dec. 31, 2016, compared to a net loss available to common
shareholders of $2.25 million on $1.13 million of revenue for the
year ended Dec. 31, 2015.
Net Loss for the year ended Dec. 31, 2016, was $1,652,000 as
compared to $2,083,000 in 2015.
As of Dec. 31, 2016, Vycor had $1.48 million in total assets, $1.51
million in total liabilities, all current, and a total
stockholders' deficit of $26,438.
On January 11, and Feb. 23, 2017, the Company completed the sale of
$1,274,717 in shares of Common Stock and Warrants to accredited
investors. Included in these gross proceeds is the conversion of
$248,000 of debt on the balance sheet at Dec. 31, 2016, so that
proceeds net of debt conversion were $1,026,717. The Private
Placement raised net cash proceeds, after debt conversion and
expenses, of $941,889. Management has evaluated the effects of the
Private Placement on the Company's financial condition, as well as
the continued revenue growth coupled with improved margins and
control of expenses. Management is of the opinion that any
potential going concern uncertainty that previously existed has
been remediated, and that its existing cash and cash equivalents
following the Private Placement, together with the continued
reduction in losses as a result of initiatives will be sufficient
to meet its anticipated cash requirements through at least
March 31, 2018.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/EUZCFX
About Vycor Medical
Boca Raton, Fla.-based Vycor Medical, Inc. (OTC BB: VYCO) --
http://www.VycorMedical.com/-- is a medical device company
committed to making neurological brain, spinal and other surgical
procedures safer and more effective. The Company's flagship,
Patent Pending ViewSite(TM) Surgical Access Systems represent an
exciting new minimally invasive access and retraction system that
holds the potential for speedier, safer and more economical brain,
spinal and other surgeries and a quicker patient discharge.
Vycor's innovative medical instruments are designed to optimize
neurosurgical site access, reduce patient risk, accelerate
recovery, and add tangible value to the professional medical
community.
WESTINGHOUSE ELECTRIC: Affiliate Taps Togut Segal as Legal Counsel
------------------------------------------------------------------
Toshiba Nuclear Energy Holdings (UK) Limited seeks approval from
the U.S. Bankruptcy Court for the Southern District of New York to
hire legal counsel.
The company, an affiliate of Westinghouse Electric Company LLC,
proposes to hire Togut, Segal & Segal LLP to provide these
services:
(a) advise Toshiba regarding its powers and duties;
(b) coordinate with Weil, Gotshal & Manges LLP, proposed
counsel to the other debtors;
(c) prepare legal papers, attend meetings and negotiate with
representatives of creditors and other parties;
(d) prepare and file schedules of assets and liabilities and
statement of financial affairs of Toshiba;
(e) obtain court approval for the retention of professionals
by Toshiba;
(f) reconcile and, if appropriate, object to, claims filed
against Toshiba in its case;
(g) effectuate the assumption, assignment, and rejection by
Toshiba of executory contracts and unexpired leases it is
party to;
(h) negotiate, consummate, and seek court approval of sales
of Toshiba's assets, if any;
(i) negotiate a Chapter 11 plan;
(j) appearing before the bankruptcy court and any appellate
courts; and
(k) respond to inquiries and calls from creditors and counsel
to interested parties regarding the cases as they relate
to Toshiba.
The hourly rates charged by the firm range from $695 to $990 for
partners, $630 to $730 for counsel, $320 to $570 for associates,
and $195 to $335 for paralegals and law clerks. Togut was paid an
initial retainer of $500,000.
Albert Togut, senior member of Togut, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Togut disclosed that his firm and the Debtors have not agreed to
any variations from or alternatives to the firm's standard billing
arrangements. Mr. Togut also disclosed that his firm will
formulate a budget and staffing plan, which it will review with
Toshiba.
The firm can be reached through:
Albert Togut, Esq.
Brian F. Moore, Esq.
Kyle J. Ortiz, Esq.
Togut, Segal & Segal LLP
One Penn Plaza, Suite 3335
New York, NY 10119
Tel: (212) 594-5000
Fax: (212) 967-4258
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners
LLP serves as the Debtors' financial advisor. The Debtors'
investment banker is PJT Partners Inc. Their claims and noticing
agent is Kurtzman Carson Consultants LLC.
WESTINGHOUSE ELECTRIC: Taps AP Services' Donahue for Transition
---------------------------------------------------------------
Westinghouse Electric Company LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire AP
Services, LLC and appoint Lisa Donahue as chief transition and
development officer.
Ms. Donahue, managing director of AP Services' affiliate
AlixPartners LLP, will provide these services to Westinghouse and
its affiliates:
(a) drive, along with management, planning and implementation
of the operational restructuring plan;
(b) develop, along with management, an integrated business
plan that will quantify and track expected results;
(c) coordinate activities and assist in communication with
outside constituents and advisors;
(d) conduct contingency planning and bankruptcy preparation
activities;
(e) assist the Debtors and their management in developing a
short-term cash flow forecasting tool and related
methodologies and to assist with planning for
alternatives as requested by the Debtors;
(f) assist the Debtors in developing an actual to forecast
variance reporting mechanism;
(g) work with the Debtors' Treasury function to manage global
liquidity;
(h) respond to due diligence requests by lenders and equity
holder and respective advisors;
(i) forecast EMEA and Asia cash liquidity and work with
counsel to determine strategies to maintain solvency in
foreign jurisdictions;
(j) assist the Debtors in developing scenarios regarding
potential separation of businesses; and
(k) assist the Debtors and other professionals to develop
potential debtor-in-possession financing scenarios.
The hourly rates charged by the firm are:
Managing Director $960 - $1,135
Director $745 - $910
Vice-President $550 - $660
Associate $380 - $520
Analyst $135 - $365
Paraprofessional $250 - $270
AP Services is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code, according to court filings.
The firm can be reached through:
Lisa J. Donahue
AP Services, LLC
2000 Town Center, Suite 2400
Southfield, MI 48075
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners
LLP serves as the Debtors' financial advisor. The Debtors'
investment banker is PJT Partners Inc. Their claims and noticing
agent is Kurtzman Carson Consultants LLC.
WESTINGHOUSE ELECTRIC: Taps Kurtzman as Administrative Agent
------------------------------------------------------------
Westinghouse Electric Company LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Kurtzman Carson Consultants LLC as administrative agent.
The services to be rendered by the firm include assisting
Westinghouse and its affiliates in the solicitation and balloting
of votes, and managing any distributions pursuant to a confirmed
Chapter 11 plan of reorganization or otherwise.
The hourly rates charged by the firm are:
Analyst $30 - $50
Technology/Programming Consultant $35 - $70
Consultant/Sr. Consultant $70 - $165
Director/Sr. Managing Consultant $170 - $195
Executive Vice-President Waived
Robert Jordan, managing director of Kurtzman, disclosed in a court
filing that the firm is a "disinterested person" as defined in
section 101(14) of the Bankruptcy Code.
The firm can be reached through:
Robert Jordan
Kurtzman Carson Consultants LLC
1290 Avenue of the Americas
New York, NY 10104
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners
LLP serves as the Debtors' financial advisor. The Debtors'
investment banker is PJT Partners Inc. Their claims and noticing
agent is Kurtzman Carson Consultants LLC.
WESTINGHOUSE ELECTRIC: Taps PJT Partners as Investment Banker
-------------------------------------------------------------
Westinghouse Electric Company LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire an
investment banker.
Westinghouse proposes to hire PJT Partners LP to provide these
services in connection with the Chapter 11 cases of the company and
its affiliates:
(a) assist in the evaluation of the Debtors' businesses and
prospects;
(b) assist in the development of the Debtors' long-term
business plan and related financial projections;
(c) assist in the development of financial data and
presentations to the Debtors' Board of Directors, various
creditors and other third parties;
(d) analyze the Debtors' financial liquidity and evaluate
alternatives to improve such liquidity;
(e) analyze various restructuring scenarios and the potential
impact of these scenarios on the recoveries of those
stakeholders impacted by the restructuring;
(f) provide strategic advice with regard to restructuring or
refinancing the Debtors' obligations;
(g) evaluate the Debtors' debt capacity and alternative
capital structures;
(h) participate in negotiations among the Debtors and their
creditors, suppliers, lessors and other interested
parties;
(i) value securities offered by the Debtors in connection
with a restructuring;
(j) advise the Debtors and negotiate with lenders with
respect to potential waivers or amendments of various
credit facilities;
(k) assist in arranging financing for the Debtors, as
requested;
(l) provide expert witness testimony concerning any of the
subjects encompassed by the other services;
(m) assist the Debtors in preparing marketing materials in
conjunction with a possible transaction;
(n) assist the Debtors in identifying potential buyers to a
transaction and assist in the due diligence process; and
(o) assist and advise the Debtors concerning the terms,
conditions and impact of any proposed transaction.
PJT will receive these fees for its services:
(a) The Debtors will pay the firm a monthly advisory fee
of $275,000.
(b) The Debtors will pay a capital raising fee for any
financing arranged by PJT (other than an initial public
offering or financing obtained from Toshiba Corporation
or its affiliates). If access to the financing is
limited by orders of the bankruptcy court, a
proportionate fee will be payable with respect to each
available commitment. The capital raising fee will be
calculated as:
(i) Senior Debt. 1.0% of the total issuance size for
senior debt financing,
(ii) Junior Debt. 3.0% of the total issuance size for
junior debt financing, and
(iii) Equity Financing: 5.0% of the issuance amount for
equity financing it being understood that, if
financing arranged by PJT is the only restructuring
undertaken, the firm, in its sole discretion, may
choose to be paid either the capital raising fee, the
restructuring fee or the transaction fee, but not
each.
(c) The Debtors will pay a restructuring fee equal to $15
million. In the event a restructuring fee and
transaction fee are triggered, PJT will earn the greater
of the fees but not both.
(d) The Debtors will pay a transaction fee of 1% of the
"transaction value" at the closing.
PJT is a "disinterested person" as defined in section 101(14) of
the Bankruptcy Code, according to court filings.
The firm can be reached through:
Mark Buschmann
PJT Partners LP
280 Park Avenue
New York, NY 10017
Phone: +1 212.364.7800
Email: info@pjtpartners.com
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners LLP
serves as the Debtors' financial advisor. The Debtors' investment
banker is PJT Partners Inc. Their claims and noticing agent is
Kurtzman Carson Consultants LLC.
WESTINGHOUSE ELECTRIC: Taps Weil Gotshal as Legal Counsel
---------------------------------------------------------
Westinghouse Electric Company LLC seeks approval from the U.S.
Bankruptcy Court for the Southern District of New York to hire
Weil, Gotshal & Manges LLP.
The firm will serve as legal counsel to Westinghouse and certain
affiliates of the company in connection with their Chapter 11
cases. The services to be provided by the firm include the
preparation of a bankruptcy plan and the prosecution of actions to
protect the Debtors' bankruptcy estates.
The hourly rates charged by the firm range from $940 to $1,400 for
members and counsel, $510 to $930 for associates, and $220 to $375
for paraprofessionals.
During the 90-day period prior to the Debtors' bankruptcy filing,
Weil received payments in the amount of $9,802,767.56 for its
services, which include the preparation for the bankruptcy filing.
As of December 4, 2016, the firm held a fee advance of
$1,934,128.20.
Gary Holtzer, Esq., a member of Weil, disclosed in a court filing
that his firm is a "disinterested person" as defined in section
101(14) of the Bankruptcy Code.
In accordance with Appendix B-Guidelines for reviewing fee
applications filed by attorneys in larger Chapter 11 cases, Mr.
Holtzer disclosed that his firm and the Debtors have not agreed to
any variations from or alternatives to the firm's standard billing
arrangements.
Mr. Holtzer also disclosed that the Debtors are working with Weil
to develop a budget and staffing plan, and will present it to the
court and the Office of the U.S. Trustee in advance of the hearing
on the proposed employment of the firm.
The Debtors are always involved in staffing decisions and staffing
remains their prerogative, Mr. Holtzer further disclosed.
The firm can be reached through:
Gary T. Holtzer, Esq.
Robert J. Lemons, Esq.
Garrett A. Fail, Esq.
Weil, Gotshal & Manges LLP
767 Fifth Avenue
New York, New York 10153
Tel: (212) 310-8000
Fax: (212) 310-8007
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on
March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners
LLP serves as the Debtors' financial advisor. The Debtors'
investment banker is PJT Partners Inc. Their claims and noticing
agent is Kurtzman Carson Consultants LLC.
WESTINGHOUSE ELECTRIC: U.S. Trustee Forms 7-Member Committee
------------------------------------------------------------
William K. Harrington, United States Trustee for Region 2, on April
7 appointed seven creditors to serve on the official committee of
unsecured creditors in the Chapter 11 cases of Westinghouse
Electric Company LLC, and its debtor affiliates.
The committee members are:
(1) Fluor Enterprises Inc.
Attn: James M. Lucas, Senior Vice President
6700 Las Colinas Boulevard
Irving, TX 75039
Tel: (469) 398-7060
(2) SSM Industries, Inc.
Attn: Peter Gorman, General Counsel
3401 Grand Avenue
Pittsburgh, PA 15225
Tel: (412) 777-5100 x 339
(3) Dastech International Inc.
Attn: Shahram Eshaghoff, Account Executive
10 Cutter Mill Road
Great Neck, NY 11021
Tel: (516) 466-7676
(4) South Carolina Electric and Gas Company
Attn: Jimmy E. Addison, CFO
220 Operation Way
Cayce, SC 29033
Tel: (803) 217-9391
(5) Georgia Power Company
Attn: Meredith M. Lakey, SVP
241 Ralph McGill Boulevard
Atlanta, GA 30308
General Counsel and Corporate Secretary
Tel: (404) 506-2702
(6) Jones Lang LaSalle Americas, Inc.
Attn: J.C. Pelusi, Managing Director
Tower 260
260 Forbes Avenue, Suite 1200
Pittsburgh, PA 15222
Tel: (412) 208-1400
(7) Pension Benefit Guaranty Corporation
Attn: Cynthia Wong
1200 K Street, NW
Washington, DC 20005
Tel: (202) 326-4000
Official creditors' committees have the right to employ legal and
accounting professionals and financial advisors, at a debtor's
expense. They may investigate the debtor's business and financial
affairs. Importantly, official committees serve as fiduciaries to
the general population of creditors they represent.
About Westinghouse Electric
Westinghouse Electric Company LLC --
http://www.westinghousenuclear.com/-- is a U.S. based nuclear
power company founded in 1999 that provides design work and
start-up help for new nuclear power plants and makes many of the
components. Westinghouse manufactures and supplies the commercial
fuel products needed to run the plants, and it offers training,
engineering, maintenance, and quality management services. Almost
50% of nuclear power plants around the world and about 60% of U.S.
plants are based on Westinghouse's technology. Westinghouse's
world headquarters are located in the Pittsburgh suburb of
Cranberry Township, Pennsylvania.
On Oct. 16, 2006, Westinghouse Electric was sold for $5.4 billion
to a group comprising of Toshiba (77% share), partners The Shaw
Group (20% share), and Ishikawajima-Harima Heavy Industries Co.
Ltd. (3% share). After purchasing part of Shaw's stake in 2013,
Japan-based conglomerate Toshiba obtained ownership of 87% of
Westinghouse.
Amid cost overruns at U.S. nuclear reactors it was building,
Westinghouse Electric Company LLC, along with 29 affiliates, filed
voluntary petitions for relief under Chapter 11 of the United
States Bankruptcy Code (Bankr. S.D.N.Y. Case No. 17-10751) on March
29, 2017.
In their petition, the Debtors listed total assets of $4.32 billion
and total liabilities of $9.39 billion as of Feb. 28, 2017.
The petitions were signed by AlixPartners' Lisa J. Donahue, chief
transition and development officer.
The Hon. Michael E. Wiles presides over the cases. Gary T.
Holtzer, Esq., Robert J. Lemons, Esq., Garrett A. Fail, Esq., and
David N. Griffiths, Esq., at Weil, Gotshal & Manges LLP, serve as
counsel to the Debtors. Toshiba Nuclear Energy Holdings (UK) Ltd.
is represented by Albert Togut, Esq., Brian F. Moore, Esq., and
Kyle J. Ortiz, Esq., at Togut, Segal & Segal LLP. AlixPartners LLP
serves as the Debtors' financial advisor. The Debtors' investment
banker is PJT Partners Inc. Their claims and noticing agent is
Kurtzman Carson Consultants LLC.
WORLDS ONLINE: Delays Filing of Fiscal 2016 Form 10-K
-----------------------------------------------------
Worlds Online, Inc., filed with the Securities and Exchange
Commission a Form 12b-25 notifying the delay in the filing of its
annual report on Form 10-K for the fiscal year ended Dec. 31,
2016.
The Company is still waiting for third party documentation in order
to prepare a complete and accurate Form 10-K. The Company has been
unable to receive this data in a timely manner without unreasonable
effort and expenses. For the foregoing reason, the Company
requires additional time in order to prepare and file its annual
report on Form 10-K for the period ended December 31, 2016.
The Company expects its revenues to increase from approximately
$1.3 million in 2015 to approximately $3.2 million in 2016 and its
net loss for the year to be approximately $100,000 as compared to a
net loss of approximately $1.1 million last year.
About Worlds Online
Based in Brookline, Mass., Worlds Online Inc. currently operates in
two separate segments with one segment being a 3D entertainment
portal which leverages its proprietary licensed technology to offer
visitors a network of virtual, multi-user environments which the
Company calls "worlds" and the second segment, MariMed Advisors,
being a management company in the medical cannabis industry.
For the year ended Dec. 31, 2015, Worlds Online reported a net loss
of $1.84 million following a net loss of $7.42 million in 2014.
L&L CPAS, PA, in Cornelius, NC, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has suffered recurring
operating losses, has an accumulated stockholders' deficit, has
negative working capital, has had minimal revenues from operations,
and has yet to generate an internal cash flow that raises
substantial doubt about its ability to continue as a going concern.
YELLOW CAB: Appellate Court Upholds Verdict in Favor of Marc Jacobs
-------------------------------------------------------------------
Jessica Corso, writing for Bankruptcy Law360, reports that an
Illinois appellate court has upheld the $26 million jury verdict
won in 2015 by Marc Jacobs -- once a real estate partner at Barack
Ferrazzano Kirschbaum & Nagelberg LLP who was permanently brain
damaged in a car accident -- with a split appellate panel ruling
that Yellow Cab Affiliation, Inc., held itself out as the employer
of the cabbie driving the car.
According to Law360, that verdict led the Debtor to crash into
bankruptcy, where it remains under the purview of a Chapter 7
trustee.
Judge Margaret Stanton McBride wrote in an opinion joined by Judge
David Ellis, "The record does not indicate the multimillion-dollar
verdict falls outside the range of fair and reasonable compensation
or is the result of the jury's passion or prejudice, and although
it is a substantial award, it is not so large that we find it
shocking."
Law360 recalls that Mr. Jacobs was a passenger in the vehicle of
cab driver Cornelius Ezeagu in 2005 when Mr. Ezeagu abruptly moved
to exit a highway and crashed into a concrete barrier. The report
says that Mr. Ezeagu was held liable for paying out the $25.94
million, a verdict that the court also upheld over objections by
the driver that Mr. Jacobs was really responsible for the crash.
According to the report, Mr. Ezeagu appealed the decision by the
trial judge to deny his request to submit a question to the jury
about whether Mr. Jacobs' actions were the "sole proximate cause"
of his injuries, but the appellate court said that the question was
too vague for a jury to answer because it wasn't clear to which of
Mr. Jacobs' actions on the night of accident were being
referenced.
The court's decision is "an aberration under the law," which
doesn't require reference to a specific evidentiary fact to
determine sole proximate cause, Law360 relates, citing Kevin
Butler, Esq., at McKnight Kitzinger McCarty Pravdic LLC, the
attorney for Mr. Ezeagu. The report quoted Mr. Butler as saying,
"Definitely we're going to appeal it to the [Illinois] Supreme
Court."
Marc Jacobs and his wife Deborah are represented by:
Timothy Tomasik, Esq.
Patrick Giese, Esq.
TOMASIK KOTIN KASSERMAN LLC
10 S. LaSalle Street
Suite 2920
Chicago, IL 60603
Tel: (312) 605-8800
E-mail: tim@tkklawfirm.com
pat@tkklawfirm.com
-- and --
Robert A. Clifford, Esq.
CLIFFORD LAW OFFICES
120 North LaSalle Street, 31st floor
Chicago, IL 60602
Tel: (312) 899-9090
Fax: (312) 345-1565
E-mail: rac@cliffordlaw.com
Mr. Ezeagu is represented by:
Kevin Butler, Esq.
Cornelius McKnight, Esq.
Stanley Kitzinger, Esq.
Matthew Karlsgodt, Esq.
Joanne Krol, Esq.
MCKNIGHT KITZINGER MCCARTY PRAVDIC LLC
117 North Jefferson Street
Suite 301
Chicago, IL 60661
Tel: (312) 463-9400
Fax: (312) 463-9401
E-mail: stan@mkplawyers.com
neal@mkplawyers.com
kbutler@mkplawyers.com
nkarlsgodt@mkplawyers.com
jkrol@mkplawyers.com
-- and --
Mark Mordini, Esq.
MORDINI SCHWARTZ VINE
123 W. Madison Street, 20th Floor
Chicago, IL 60602-4511
Tel: (312) 201-9211
Fax: (312) 201-9212
E-mail: markmordini@msvemail.com
The Debtor is represented in this case by:
Richard Godfrey, Esq.
R. Christopher Heck, Esq.
Catherine Fitzpatrick, Esq.
KIRKLAND & ELLIS LLP
300 North LaSalle
Chicago, IL 60654
Tel: (312) 862-2000
Fax: (312) 862-2200
E-mail: richard.godfrey@kirkland.com
r.chris.heck@kirkland.com
catherine.fitzpatrick@kirkland.com
-- and --
Steven Bonanno, Esq.
Carton Fisher, Esq.
Anne Couyoumjian, Esq.
HINSHAW & CULBERTSON LLP
222 North LaSalle Street
Suite 300
Chicago, IL 60601
Tel: (312) 704-3000
E-mail: sbonanno@hinshawlaw.com
cfisher@hinshawlaw.com
acouyoumjian@hinshawlaw.com
About Yellow Cab Affiliation
Chicago, Illinois-based Yellow Cab Affiliation, Inc., filed for
Chapter 11 protection (Bankr. N.D. Ill. Case No. 15-09539) on March
18, 2015. The petition was signed by Michael Levine, president.
Bankruptcy Judge Hon. Carol A. Doyle presides over the case.
Matthew T. Gensburg, Esq., and Martin S Kedziora, Esq., at
Greenberg Traurig, LLP, and Bruce Zirinksky represent the Debtor in
its restructuring effort.
The Debtor estimated assets at $1 million to $10 million and debt
of $10 million to $50 million.
YELLOWSTONE MOUNTAIN: Stephen Brown Insists on Immunity From Claims
-------------------------------------------------------------------
Emma Cueto, writing for Bankruptcy Law360, reports that Stephen R.
Brown, Esq., at Garlington Lohn & Robinson PLLP, an attorney
accused of malpractice by former Yellowstone Mountain Club owner
Timothy Blixseth told the U.S. Bankruptcy Court for the District of
Montana that he qualifies for immunity against the claims relating
to the Debtor's Chapter 11 case.
Matthew Perlman at Law360 recalls that Mr. Blixseth argued in the
Court that Mr. Brown should not be afforded judicial immunity. The
report says that Mr. Blixseth filed a brief in the Court as he
looks to sue Mr. Brown. The report states that Mr. Brown advised
Mr. Blixseth on Yellowstone dealings and his divorce and who later
sat on the unsecured creditors committee when the Debtor entered
Chapter 11.
According to Law360, Mr. Blixseth's pre-bankruptcy claims include
accusations that Mr. Brown gave him incorrect legal advice
regarding using funds from a 2005 club loan for personal uses, and
charges relating to Mr. Brown's role in handling the divorce.
Law360 adds that post-filing claims include Mr. Blixseth's
accusations that Mr. Brown, who was a creditor during the Debtor's
bankruptcy due to unpaid legal fees, shared information about the
2005 loan with his fellow members of the creditors committee, in
violation of client confidentiality, which resulted in a $41
million judgment against Mr. Blixseth in a lawsuit brought by
creditors.
Mr. Brown did not qualify for immunity, as he did not make clear to
the Court the extent of his representation of Mr. Blixseth, which
would disqualify him for immunity, Law360 reports, citing Mr.
Blixseth. Mr. Brown countered that by claiming that he never acted
outside his authority and recused himself where appropriate, and
that his actions were transparent and approved by the Court, Law360
relays.
Law360 relates that Mr. Brown said that all of his actions were
within the scope of his authority, transparent and approved by the
Court. Mr. Brown, Law360 states, is hoping to beat back claims
from Mr. Blixseth regarding whether Mr. Brown used confidential
information against Mr. Blixseth while serving as chairman of the
unsecured creditors committee during the Debtor's bankruptcy.
About Yellowstone Mountain Club
Located near Big Sky, Montana, Yellowstone Mountain Club LLC --
http://www.theyellowstoneclub.com/-- is a private golf and ski
community with more than 350 members, including Bill Gates and Dan
Quayle. The Company was founded in 1999.
Yellowstone Club and its affiliates filed for Chapter 11
bankruptcy (Bankr. D. Montana, Case No. 08-61570) on Nov. 10,
2008. The Company's owner affiliate, Edra D. Blixseth, filed
a separate Chapter 11 petition on March 27, 2009 (Case No.
09-60452).
Attorneys at Bullivant Houser Bailey PC and Bekkedahl & Green
PLLC represented Yellowstone. The Debtors hired FTI Consulting
Inc. and Ronald Greenspan as CRO. The official committee of
unsecured creditors were represented by Parsons, Behle and
Latimer; and James H. Cossitt, Esq., as counsel. Credit Suisse,
the prepetition first lien lender, was represented by Skadden,
Arps, Slate, Meagher & Flom.
In June 2009, the Bankruptcy Court entered an order confirming
Yellowstone's Chapter 11 Plan. Pursuant to the Plan, CrossHarbor
Capital Partners LLC acquired equity ownership in the reorganized
Club for $115 million.
Marc S. Kirschner, Esq., was appointed the Trustee of the
Yellowstone Club Liquidating Trust created under the Plan.
About Timothy Blixseth
Tax officials from California, Montana and Idaho on April 5, 2011
filed an involuntary-bankruptcy petition under Chapter 7 against
Timothy Blixseth in Las Vegas, Nevada (Bankr. D. Nev. Case No.
11-15010). The three states that signed the petition against the
Yellowstone Club co-founder claim they are owed $2.3 million in
back taxes. A copy of the petition is available for free at
http://bankrupt.com/misc/nvb11-15010.pdf
Mr. Blixseth and his former wife, Edra Blixseth, founded the
Yellowstone Club, near Big Sky, Montana, in 2000 as a ski resort
for millionaires looking for vacation homes. Members paid
$205 million for 72 properties in 2005 alone.
Bloomberg News, citing a court ruling by U.S. Bankruptcy Judge
Ralph B. Kirscher, says the couple took cash for their personal
use from a $375 million loan arranged by Credit Suisse. Finances
at the club deteriorated thereafter, and the club eventually went
bankrupt, Judge Kirscher found. Mr. Blixseth was ordered to pay
$40 million to the club's creditors under a September ruling by
Judge Kirscher. Mr. Blixseth said he's appealing that judgment.
YINGHUA ACADEMY: S&P Affirms BB Rating on 2013 Bonds; Outlook Pos.
------------------------------------------------------------------
S&P Global Ratings revised its outlook to positive from stable on
the City of Minneapolis' $13.87 million series 2013A tax-exempt
bonds and $265,000 series 2013B taxable charter school lease
revenue bonds issued for Educational Properties Yinghua LLC on
behalf of Yinghua Academy, Minn. At the same time, S&P Global
Ratings affirmed its 'BB' rating on the series 2013A and 2013B
bonds.
"The positive outlook reflects our view of Yinghua Academy's
improved financial metrics, with growth in unrestricted reserves
and strengthened maximum annual debt service coverage in fiscal
2016, which, if sustained, could support a higher rating during the
outlook period. In addition, Yinghua Academy enjoys a favorable
enterprise profile, supported by enrollment growth that exceeded
management's projections," said S&P Global Ratings credit analyst
Brian Marshall.
The rating reflects S&P's view of the academy's:
-- Excellent demand profile as evidenced by the growing
enrollment, growing wait list, and high retention, which S&P
expects will continue;
-- Superior academic results placing the school as one of the
top performers in the state and the nation, as evidenced by
the National Blue Ribbon Award; and
-- Improved financial operations mostly driven by the increase
in enrollment, resulting in coverage well above rating
category medians.
Partly offsetting the above strengths, in S&P's opinion, are
Yinghua Academy's:
-- High maximum annual debt service (MADS) burden;
-- Limited ability for growth as the school is operating at
facility capacity as of fall 2016; and
-- Inherent uncertainty associated with charter renewals given
that the final maturity of the bonds exceeds the horizon of
the existing charter.
The bonds are secured by revenue of Yinghua Academy as defined in
the governing bond documents consisting primarily of per-pupil
funding from the state. Educational Properties Yinghua LLC is an
unaffiliated building corporation, and its sole member is Education
Properties Inc.
Yinghua Academy Charter School is a kindergarten through grade 8
public charter school in its 11th year of operations. The mission
of Yinghua Academy is to educate the whole student and foster a
collegial program that challenges each learner with rigorous
academics while immersing students in an intensive Mandarin Chinese
language and cultural curriculum. The academy was the first
Chinese immersion charter school program in the U.S.
The positive outlook reflects S&P's view that there is a
one-in-three chance that it will raise the rating within the
one-year outlook horizon based on Yinghua Academy's recently
improved financial profile as evidenced by stronger cash levels and
good MADS coverage. S&P expects that the charter school will
maintain its current enrollment levels and academic reputation, and
it will continue to generate positive operations on a full accrual
basis while operating at full capacity and maintain a liquidity
position similar to current levels.
S&P could consider an upgrade if the school sustains its cash
position as well MADS coverage that is consistent with the higher
rating category, while maintaining its enrollment and demand
profile, and impressive academic performance.
S&P could lower the rating if enrollment declines significantly and
leads to a material depletion of cash levels and a decline in
coverage that fall below previous levels.
YOGA SMOGA: Seeks Extension of Exclusivity Through July 19
----------------------------------------------------------
Yoga Smoga Inc. asks the U.S. Bankruptcy Court for the Southern
District of New York to extend its exclusive plan filing deadline
through July 19, 2017, and its exclusive solicitation period
through September 18, 2017.
The Debtor relates that its post-Petition Date efforts rolled out
in what is, historically, its weak first quarter. The Debtor
expects to see some results in the second quarter and should see
the returns of its efforts during the rest of the year.
It is during this period, namely the next three months or so, that
the results of the Debtor's efforts to right-size and normalize
business operations should become more apparent and hopefully
sufficiently so to enable the Debtor, in consultation with the
Creditors Committee, to come to terms on a reasonable, tested and
presumably modified business plan that can serve as the basis for a
plan of reorganization. The Debtor formulated its business plan
notwithstanding the fact that its strategy is not fully
implemented. The Debtor is sharing the plan with the Committee with
the understanding that the Debtor and the Committee, with their
respective legal and financial professionals, will make adjustments
to the plan as the rest of the year unfolds, and at a mutually
agreeable point -- but presumably in the next several months -- use
the business plan (with any necessary adjustments) to formulate and
negotiate a plan of reorganization which will result in a
consensual plan. The Debtor believes that it and the Committee both
need the results of at least April and May selling to modify the
business plan and make it sufficiently reliable to form the basis
for reorganization plan discussions.
The Debtor tells the Court that it is premature at this time to
determine what form such a reorganization plan may take, including
what payments may be made to creditors and over what period of
time. Such plan considerations will be informed in consultation
with the Committee, by (a) the Debtor's business plan as adjusted
for upcoming actual sales, (b) the fixing of the universe of
potential claims (the bar date is April 10, 2017), and (c)
determination of the universe of allowed claims. Of potential
significance to the latter is the determination of whether the
estate has colorable claims against Mr. Singh and others which
could offset or eliminate such claims.
About Yoga Smoga
Yoga Smoga, Inc. filed a chapter 11 petition (Bankr. S.D.N.Y. Case
No. 16-13538) on Dec. 19, 2016. The petition was signed by Tapasya
Bali, chief executive officer. The case is assigned to Judge
Michael E. Wiles.
The Debtor is represented by Jil Mazer-Marino, Esq., at Meyer,
Suozzi, English & Klein, P.C. Joseph A. Broderick, PC serves as
its accountant.
The Debtor estimated assets and liabilities at $1 million to $10
million at the time of the filing.
The Office of the U.S. Trustee on January 6, 2017, appointed an
official committee of unsecured creditors. Klestadt Winters
Jureller serves as legal counsel to the Committee, and CBIZ
Accounting, Tax and Advisory of New York, LLC as financial
advisors.
[^] BOND PRICING: For the Week from April 3 to 7, 2017
------------------------------------------------------
Company Ticker Coupon Bid Price Maturity
------- ------ ------ --------- --------
A. M. Castle & Co CASL 5.250 28.125 12/30/2019
A. M. Castle & Co CASL 7.000 58.000 12/15/2017
American Eagle
Energy Corp AMZG 11.000 1.000 9/1/2019
Amyris Inc AMRS 6.500 53.053 5/15/2019
Armstrong Energy Inc ARMS 11.750 55.260 12/15/2019
Armstrong Energy Inc ARMS 11.750 57.750 12/15/2019
Avaya Inc AVYA 10.500 16.625 3/1/2021
Avaya Inc AVYA 10.500 16.000 3/1/2021
BPZ Resources Inc BPZR 6.500 3.017 3/1/2015
BPZ Resources Inc BPZR 6.500 3.017 3/1/2049
Beazer Homes USA Inc BZH 7.500 105.622 9/15/2021
CEDC Finance Corp
International Inc CEDC 10.000 14.000 4/30/2018
Caesars Entertainment
Operating Co Inc CZR 12.750 76.688 4/15/2018
Caesars Entertainment
Operating Co Inc CZR 5.750 73.000 10/1/2017
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chassix Holdings Inc CHASSX 10.000 8.000 12/15/2018
Chukchansi Economic
Development Authority CHUKCH 9.750 40.500 5/30/2020
Chukchansi Economic
Development Authority CHUKCH 9.750 39.125 5/30/2020
Cinedigm Corp CIDM 5.500 28.625 4/15/2035
Claire's Stores Inc CLE 9.000 39.000 3/15/2019
Claire's Stores Inc CLE 8.875 11.000 3/15/2019
Claire's Stores Inc CLE 6.125 42.000 3/15/2020
Claire's Stores Inc CLE 9.000 48.000 3/15/2019
Claire's Stores Inc CLE 7.750 18.500 6/1/2020
Claire's Stores Inc CLE 9.000 38.875 3/15/2019
Claire's Stores Inc CLE 7.750 13.250 6/1/2020
Claire's Stores Inc CLE 6.125 37.375 3/15/2020
Cobalt International
Energy Inc CIE 2.625 43.000 12/1/2019
Cumulus Media
Holdings Inc CMLS 7.750 29.000 5/1/2019
DynCorp
International Inc DYNCOR 10.375 95.500 7/1/2017
Emergent Capital Inc EMGC 8.500 41.652 2/15/2019
Energy Conversion
Devices Inc ENER 3.000 7.875 6/15/2013
Energy Future
Holdings Corp TXU 6.550 13.000 11/15/2034
Energy Future
Holdings Corp TXU 6.500 13.500 11/15/2024
Energy Future
Holdings Corp TXU 9.750 29.250 10/15/2019
Energy Future
Holdings Corp TXU 5.550 7.125 11/15/2014
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 11.250 30.750 12/1/2018
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 25.375 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 10.000 26.750 12/1/2020
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 11.250 30.000 12/1/2018
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 9.750 30.250 10/15/2019
Energy Future
Intermediate Holding
Co LLC / EFIH
Finance Inc TXU 6.875 25.875 8/15/2017
Erickson Inc EAC 8.250 7.000 5/1/2020
FTS International Inc FTSINT 8.631 101.625 6/15/2020
FTS International Inc FTSINT 8.631 103.000 6/15/2020
Fleetwood
Enterprises Inc FLTW 14.000 3.557 12/15/2011
GenOn Energy Inc GENONE 7.875 71.928 6/15/2017
GenOn Energy Inc GENONE 9.500 67.453 10/15/2018
GenOn Energy Inc GENONE 9.500 66.813 10/15/2018
GenOn Energy Inc GENONE 9.500 66.801 10/15/2018
Global Brokerage Inc GLBR 2.250 34.000 6/15/2018
Goodman Networks Inc GOODNT 12.125 40.000 7/1/2018
Goodrich Petroleum Corp GDPP 8.875 0.388 3/15/2019
Gymboree Corp/The GYMB 9.125 4.250 12/1/2018
Homer City Generation LP HOMCTY 8.137 38.750 10/1/2019
Horsehead Holding Corp ZINC 10.500 80.250 6/1/2017
Illinois Power
Generating Co DYN 7.000 32.000 4/15/2018
Illinois Power
Generating Co DYN 6.300 36.625 4/1/2020
Iracore International
Holdings Inc IRACOR 9.500 50.500 6/1/2018
Iracore International
Holdings Inc IRACOR 9.500 50.500 6/1/2018
IronGate Energy
Services LLC IRONGT 11.000 37.250 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 36.750 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 36.750 7/1/2018
IronGate Energy
Services LLC IRONGT 11.000 36.750 7/1/2018
Jack Cooper
Holdings Corp JKCOOP 9.250 36.250 6/1/2020
James River Coal Co JRCC 7.875 1.716 4/1/2019
Las Vegas Monorail Co LASVMC 5.500 0.833 7/15/2019
Lehman Brothers
Holdings Inc LEH 5.000 3.326 2/7/2009
Lehman Brothers
Holdings Inc LEH 4.000 3.326 4/30/2009
Lehman Brothers
Holdings Inc LEH 1.600 3.326 11/5/2011
Lehman Brothers
Holdings Inc LEH 2.000 3.326 3/3/2009
Lehman Brothers
Holdings Inc LEH 1.500 3.326 3/29/2013
Lehman Brothers
Holdings Inc LEH 2.070 3.326 6/15/2009
Lehman Brothers
Holdings Inc LEH 1.383 3.326 6/15/2009
Lehman Brothers Inc LEH 7.500 1.226 8/1/2026
Lumbermens Mutual
Casualty Co KEMPER 9.150 1.378 7/1/2026
Lumbermens Mutual
Casualty Co KEMPER 8.450 1.041 12/1/2097
Lumbermens Mutual
Casualty Co KEMPER 8.300 0.646 12/1/2037
MF Global Holdings Ltd MF 3.375 28.750 8/1/2018
MModal Inc MODL 10.750 10.125 8/15/2020
Memorial Production
Partners LP /
Memorial Production
Finance Corp MEMP 7.625 39.000 5/1/2021
Midstates Petroleum
Co Inc / Midstates
Petroleum Co LLC MPO 10.750 0.676 10/1/2020
Mirant Mid-Atlantic
Series B Pass
Through Trust GENONE 9.125 91.500 6/30/2017
NRG REMA LLC GENONE 9.237 74.189 7/2/2017
Nine West Holdings Inc JNY 6.875 29.625 3/15/2019
Nine West Holdings Inc JNY 8.250 27.375 3/15/2019
Nine West Holdings Inc JNY 8.250 27.250 3/15/2019
Nuverra Environmental
Solutions Inc NESC 9.875 11.125 4/15/2018
Permian Holdings Inc PRMIAN 10.500 28.500 1/15/2018
Permian Holdings Inc PRMIAN 10.500 28.500 1/15/2018
Pernix Therapeutics
Holdings Inc PTX 4.250 30.054 4/1/2021
Pernix Therapeutics
Holdings Inc PTX 4.250 30.054 4/1/2021
Prospect Capital Corp PSEC 4.000 100.000 4/15/2017
Prospect Holding
Co LLC / Prospect
Holding Finance Co PRSPCT 10.250 48.250 10/1/2018
RAAM Global Energy Co RAMGEN 12.500 1.550 10/1/2015
Rex Energy Corp REXX 8.875 43.735 12/1/2020
Rolta LLC RLTAIN 10.750 22.875 5/16/2018
Samson Investment Co SAIVST 9.750 7.220 2/15/2020
Sequa Corp SQA 7.000 53.000 12/15/2017
Sequa Corp SQA 7.000 52.500 12/15/2017
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 60.375 7/1/2019
SiTV LLC / SiTV
Finance Inc NUVOTV 10.375 59.970 7/1/2019
SquareTwo Financial Corp SQRTW 11.625 7.625 4/1/2017
SunEdison Inc SUNE 2.750 1.313 1/1/2021
SunEdison Inc SUNE 5.000 30.000 7/2/2018
SunEdison Inc SUNE 3.375 1.155 6/1/2025
SunEdison Inc SUNE 2.375 1.313 4/15/2022
SunEdison Inc SUNE 0.250 2.000 1/15/2020
SunEdison Inc SUNE 2.000 2.662 10/1/2018
SunEdison Inc SUNE 2.625 1.246 6/1/2023
TMST Inc THMR 8.000 17.500 5/15/2013
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 67.875 2/15/2018
Talos Production LLC /
Talos Production
Finance Inc TALPRO 9.750 67.875 2/15/2018
TerraVia Holdings Inc TVIA 5.000 42.000 10/1/2019
TerraVia Holdings Inc TVIA 6.000 67.750 2/1/2018
Terrestar Networks Inc TSTR 6.500 10.000 6/15/2014
Texas Competitive
Electric Holdings
Co LLC / TCEH
Finance Inc TXU 15.000 0.553 4/1/2021
Trans-Lux Corp TNLX 8.250 20.125 3/1/2012
UCI International LLC UCII 8.625 26.000 2/15/2019
Vanguard Operating LLC VNR 8.375 76.500 6/1/2019
Venoco LLC VQ 8.875 1.270 2/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 17.000 1/15/2019
Verso Paper
Holdings LLC /
Verso Paper Inc VRS 11.750 17.000 1/15/2019
Violin Memory Inc VMEM 4.250 7.000 10/1/2019
Walter Energy Inc WLTG 9.875 0.806 12/15/2020
Walter Energy Inc WLTG 9.875 0.806 12/15/2020
Walter Energy Inc WLTG 9.875 0.806 12/15/2020
Walter Investment
Management Corp WAC 4.500 31.800 11/1/2019
iHeartCommunications Inc IHRT 10.000 83.000 1/15/2018
rue21 inc RUE 9.000 13.000 10/15/2021
rue21 inc RUE 9.000 21.050 10/15/2021
*********
Monday's edition of the TCR delivers a list of indicative prices
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S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
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