/raid1/www/Hosts/bankrupt/TCR_Public/170411.mbx
T R O U B L E D C O M P A N Y R E P O R T E R
Tuesday, April 11, 2017, Vol. 21, No. 100
Headlines
2490 US 1: Plan Confirmation Hearing Set for May 10
477 WEST: Life Occupants to Pay Owner $500 for Two Years
ACOSTA INC: Bank Debt Trades at 7% Off
ADEPTUS HEALTH: Medical Properties Describes Plan for Leases
AFFINITY HEALTH: Blair Manor Facility in "Window" of DPH Survey
AMPLIPHI BIOSCIENCES: Limits Potential Severance Obligations
ANGELS OF THE VALLEY: Preparing for Joint Commission Survey
AP GAMING: S&P Affirms 'B' CCR & Revises Outlook to Negative
APOLLO MEDICAL: Obtains $4.9 Million Financing from Alliance
AURORA DIAGNOSTICS: Planned Notes Exchange No Impact on Moody's CFR
AUTHENTIC BRANDS: S&P Affirms B+ Rating on New $90MM Loan Add-On
AUTHENTIDATE HOLDING: Amends Q3 2016 10-Q to Correct Accounting Err
AUTHENTIDATE HOLDING: Posts $5.26 Million Net Income for 2016
AVALON GLOBOCARE: RBSM LLP Raises Going Concern Doubt
BASS PRO: Bank Debt Trades at 5% Off
BEAR FIGUEROA: Case Summary & 2 Unsecured Creditors
BECKMAN COULTER: Fitch Affirms 'BB' Rating on $62.9MM Cl. A Notes
BGM PASADENA: Trustee Selling Pasadena Property to SPSSM for $11M
BIOSTAR PHARMACEUTICALS: Delays Filing of Fiscal 2016 Form 10-K
BULOVA TECHNOLOGIES: Will Sell 100% Interest in Ordnance for $1
BULOVA TECHNOLOGIES: Will Sell Interest in Ordinance for $1
CAESARS ENTERTAINMENT: Announces Pricing of Credit Facilities
CAR CHARGING: Delays Filing of Fiscal 2016 Form 10-K
CCC OF FAIRPLAY: Residents Begin to Relocate, PCO 4th Report Says
CELSION CORP: Dixon Hughes Goodman LLP Casts Going Concern Doubt
CHARLES WALKER: Trustee's Auction of Nashville Properties Approved
CHINA AUTO: Marcum Berstein & Pinchuk LLP Casts Going Concern Doubt
CHINA COMMERCIAL: Delays Filing of Fiscal 2016 Form 10-K
COOK INVESTMENTS: Plan Confirmation Hearing Set for May 4
CYTOSORBENTS CORP: Announces Pricing of Follow-On Offering
DELCATH SYSTEMS: Enters Into Separate Warrant Repurchase Agreements
DELTA MECHANICAL: Macquarie May Get Payment Equal to Collateral
DIEBOLD NIXDORF: S&P Assigns 'BB-' Rating on Repriced Term Loans
DIFFUSION PHARMACEUTICALS: Incurs $18 Million Net Loss in 2016
DOLPHIN DIGITAL: Acquires PR Powerhouse 42West for $28 Million
DORAL FINANCIAL: Ex-Executive's $12MM Claim Cut to $242,000
DORAL FINANCIAL: Trustee Wants To Recoup $5.3M From Paul Hastings
DYNAGAS LNG: S&P Assigns 'B' CCR, Outlook Stable
EARL DURON: Sale of San Antonio Property for $130K Approved
EARL DURON: Sale of Taft Property to Nordwicks for $60K Approved
ECOARK HOLDINGS: Issues Conversion Shares; Names New CEO & CFO
EMR TECHNOLOGY: Liggett & Webb P.A. Casts Going Concern Doubt
FINJAN HOLDINGS: Releases VitalSecurity Gen 3.5 Mobile Browser
FIRST PHILADELPHIA: S&P Hikes Rating on 2014A Revenue Bonds to BB+
FORESIGHT ENERGY: Completes Refinancing Transactions
GELTECH SOLUTIONS: Files Post-Effective Amendment to Form S-1
GEO V. HAMILTON: Unsecureds to Recoup 100% in Two Installments
GLOBAL HOUGHTON: S&P Affirms 'B' CCR & Alters Outlook to Developing
GLYECO INC: Releases Copy of Presentation at MicroCap Conference
GREEN JANE: U.S. Trustee Forms 2-Member Committee
GREEN VALLEY: Wants to Obtain $20-Mil DIP Loan, Use Cash Collateral
HAMILTON SUNDSTRAND: Bank Debt Trades at 6% Off
HCR HEALTHCARE: Moody's Lowers Corporate Family Rating to Caa1
HEALTHIER CHOICES MGMT: Marcum LLP Casts Going Concern Doubt
HISTORIC TIMBER: Unsecureds to Get $10K in 5 Annual Payments
HPIL HOLDING: Delays Filing of Fiscal 2016 Form 10-K
IPAYMENT INC: Revised Debt Terms No Impact on Moody's Caa2 CFR
ITUS CORP: Raises $4.7 Million From Rights Offering
J CREW GROUP: Jenna Lyons No Longer Serving as President
JACK COOPER: Commences Tender Offer to Purchase Existing Notes
JEANETTE GUTIERREZ: NTCG Buying San Antonio Property for $87K
JERRY DAVIS: Bowers Buying Santa Rosa County Property for $50K
KB HOME: Moody's Raises Corporate Family Rating to B1
KIWA BIO-TECH: Junwei Zheng Buys US$1 Million Common Shares
LAS TUNAS: Voluntary Chapter 11 Case Summary
LAW-DEN NURSING: Unsecureds May Recoup 33% Under Plan
LEARNING ENHANCEMENT: Wants Plan Filing Deadline Extended to May 12
LEGEND OIL: Hillair Capital Hikes Equity Stake 79.1%
LEGEND OIL: Receives $590,000 from Private Debt Issuance
LEGEND OIL: Reports $7.08 Million Net Loss for 2016
LEHMAN BROTHERS: 14 RMBS Investors Reach Deal with Administrator
LIONS GATE: 31% EPIX Stake Sale No Impact on Moody's Ba3 CFR
LKQ CORP: Moody's Revises Outlook to Stable & Affirms Ba1 CFR
MALCOLM CURTIS: Harrises Buying Temecula Property for $700K
MARKETS & FUN: Seeks Extension of Plan Filing Date Until May 25
MARRONE BIO: Revenues Increase 41% in Q4, up 43% for Year 2016
MARTIN MARIETTA: Moody's Hikes Sr. Unsecured Debt Ratings From Ba1
MEDICAL PROPERTIES: S&P Affirms 'BB+' CCR; Outlook Stable
MELI INVESTMENTS: Wants Authorization on Cash Collateral Use
MERRIMACK PHARMACEUTICALS: Will Return $140-Mil. to Stockholders
MESOBLAST LIMITED: Will Use $40M Proceeds for Clinical Programs
MID-STATE PLUMBING: Unsecureds to Recoup 6.5% Under Plan
MILLENNIUM LAB: Must Provide Briefing on Releases to 3rd Parties
MRI INTERVENTIONS: Cancels Registration of Unsold Securities
MULTIMEDIA PLATFORMS: Seeks June 1 Plan Filing Period Extension
NAHID M F: Unsecureds to Get $500 Per Quarter for 20 Quarters
NAVIDEA BIOPHARMACEUTICALS: Incurs $14.3 Million Net Loss in 2016
NEIMAN MARCUS: Bank Debt Trades at 20% Off
NEIMAN MARCUS: Joshua Schulman Quits as Bergdorf & NMG President
NET ELEMENT: Incurs $13.6 Million Net Loss in 2016
NEVADA GAMING: Plan Filing Period Extended Until May 9
NIGHT HORSE: Seeks Interim Approval to Use JPMorgan Cash Collateral
NORTHERN POWER: Incurs $8.94 Million Net Loss in 2016
NUVERRA ENVIRONMENTAL: Delays Form 10-K to Complete Disclosures
OPGEN INC: CohnReznick LLP Raises Going Concern Doubt
OPTIMA SPECIALTY: 222 Chicago Buying Buffalo Property for $1.75M
PACE DIVERSIFIED: Seeks Approval to Use $13K Cash to Pay Royalties
PACIFIC IMPERIAL: June 8 Plan Confirmation Hearing
PARETEUM CORP: Empery Asset Reports 8.98% Stake as of March 10
PBA EXECUTIVE: Seeks Extension of Exclusivity for 15 More Days
PEABODY ENERGY: Moody's Gives 'B1-PD' Probability of Default Rating
PEN INC: Unit Agrees to Extend Maturity of Mackinac Loan Pact
PETCO ANIMAL: Bank Debt Trades at 10% Off
PETROLIA ENERGY: Will File Form 10-K Within Extension Period
PHOENIX MANUFACTURING: U.S. Trustee Forms 3-Member Committee
PHOTOMEDEX INC: Reports $13.3 Million Net Loss for 2016
PRADO MANAGEMENT: Taps Schian Walker as Counsel
QEP RESOURCES: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable
QGOG CONSTELLATION: Fitch to Rate New Unsec. Notes Due 2024 'B/RR4'
QGOG CONSTELLATION: S&P Affirms 'B+' CCR; Outlook Remains Negative
QUEST PATENT: Delays Form 10-K Due to Lack of Resources
RAIN TREE: Bankruptcy Administrator to Form Committee
RAIN TREE: Seeks Authorization to Use Cash Collateral
RANCHO ARROYO: Sale of Santa Barbara Property for $8.9M Approved
RICEBRAN TECHNOLOGIES: Selling Shareholders May Sell 10.2M Shares
RICHARD MARK PHILLIPS: Ex-Wife Seeks Chapter 11 Trustee Appointment
RIDGE VILLAS: Responds to HOA, U.S. Trustee Objections
RITA RESTAURANT: Court Grants Extension to Confirm Plan Until May 5
RIVER NORTH 414: Agreements with OP Approved
ROO9B HOLDINGS: Delays Form 10-K to Complete Review
ROSETTA GENOMICS: Regains Compliance with NASDAQ Bid Price Rule
S&H AUTO REPAIR: Taps David Kestner as Legal Counsel
SEANERGY MARITIME: Incurs $24.6 Million Net Loss in 2016
SEANERGY MARITIME: Will Acquire a Modern Capesize Vessel
SHABSI BRODY: MEOR 77 Buying 1564 Alamitos Property for $225K
SHABSI BRODY: MEOR 77 Buying Lakewood Property for $177K
SHORB DCE: Voluntary Chapter 11 Case Summary
SMART & FINAL: S&P Lowers CCR to 'B' on Soft Performance
SPINE INJURY: Ham Langston & Brezina LLP Casts Going Concern Doubt
SURVEYMONKEY INC: Moody's Assigns B3 Rating to New $375MM Loans
SYNERGY CHC: RBSM LLP Raises Going Concern Doubt
TATOES LLC: Wants Cash Access Until July Pending Plan Approval
TEXAS ROAD: Sale of Marlboro Property to 3 Ronson for $1.7M Okayed
TONGJI HEALTHCARE: Will File Form 10-K Within Grace Period
TRANS-LUX CORP: Marcum LLP Raises Going Concern Doubt
U.S. EDGE: Withdraws Bid to Hire Taylor as Business Appraiser
ULTRA RESOURCES: Tallgrass Acquires 25% Interest in REX Pipeline
UNISYS CORP: Moody's Affirms B2 CFR & Alters Outlook to Stable
VANGUARD HEALTHCARE: No Complaints Brought to PCO's Attention
VISTA ENVIRONMENTAL: Sale of Geoprobe to Core Down for $75K Okayed
VITARGO GLOBAL: U.S. Trustee Forms 4-Member Committee
WALTER INVESTMENT: Bank Debt Trades at 15% Off
WILTON INDUSTRIES: Bank Debt Trades at 3% Off
YIELD10 BIOSCIENCE: Files Prospectus for Proposed $25M Offering
YIELD10 BIOSCIENCE: May Issue 5.8 Million Shares Under Stock Plan
YORK RISK: Bank Debt Trades at 3% Off
ZAYO GROUP: Moody's Rates New $500MM Sr. Unsecured Notes B3
ZWEITE STUFE: Stonewall Buying Michigan Assets for $210K
ZYNEX INC: 2016 Net Revenue Increased by 14% as Orders Grew
[*] Thompson Hine's Garrett Nail Included in Georgia Rising Stars
[] Judiciary Seeks Bankruptcy Judgeships, Warns of 'Crisis'
[^] Large Companies with Insolvent Balance Sheet
*********
2490 US 1: Plan Confirmation Hearing Set for May 10
---------------------------------------------------
The Hon. Jerry A. Funk of the U.S. Bankruptcy Court for the Middle
District of Florida has conditionally approved the disclosure
statement filed by 2490 US 1, LLC, on March 30, 2017, referring to
the Debtor's plan of reorganization filed on March 30, 2017.
A hearing will be held on May 10, 2017, at 11:30 a.m. to consider
the final approval of the Disclosure Statement and confirmation of
the Plan.
Objections to the Disclosure Statement or plan confirmation must be
filed seven days before the Hearing.
Creditors and other parties-in-interest must file with the Court
their written ballots accepting or rejecting the Plan no later than
14 days before the date of the Hearing.
Applications of attorneys, accountants, auctioneers, appraisers,
and other professionals for compensation from the estate of the
Debtor must be filed with the Court 14 days prior to the Hearing.
About 2490 US 1
2490 US 1, LLC fdba 2498 US 1, LLC, based in Palm Coast, FL, filed
a Chapter 11 petition (Bankr. M.D. Fla. Case No. 16-02622) on July
11, 2016. The Debtor disclosed total assets at $1.36 million and
total liabilities at $1.57 million. The petition was signed by
Sherry Arnett, president.
The Debtor engaged Robert Altman, Esq., at Robert Altman, P.A., as
counsel. The Debtor tapped Daniel F. McEntee of CPA Associates,
LLP, as accountant.
The U.S. Trustee informs the Court that a committee of unsecured
creditors has not been appointed in the Chapter 11 case of 2490 US
1, LLC, due to insufficient response to the U.S. Trustee
communication/contact for service on the committee.
477 WEST: Life Occupants to Pay Owner $500 for Two Years
--------------------------------------------------------
Shirley Pitts, President and Shareholder of 477 West 142nd Street
Housing Dev. Fund Corp., and secured creditor 477 W. 142nd Funding
LLC filed with the U.S. Bankruptcy Court for the Southern District
of New York an amended disclosure statement in connection with
their joint second amended plan of reorganization for the Debtor.
As reported by The Troubled Company Reporter on Sept. 28, 2016, the
Debtor filed with the Court a disclosure statement pertaining to
the amended plan of reorganization that Ms. Pitts, the Debtor's
president and shareholder, was proposing. According to that
disclosure statement, the plan proponent was not aware of any valid
Class V Unsecured Claims against the Debtor.
The previous Disclosure Statement states that each of the Life
Occupants will, on the Effective Date and on the first day of every
month thereafter, pay to the owner the sum of $1,000, subject to
yearly increases as fixed by the New York City Rent Guidelines
Board for leases for apartments and lofts located in New York
City.
The Amended Disclosure Statement provides that each of the Life
Occupants will, on the Effective Date and on the first day of every
month thereafter, pay to the owner the sum of $500 for two years
following the Effective Date. After two years the rent will
increase to $1,000 per month subject to yearly increases as fixed
by the New York City Rent Guidelines Board for leases for
apartments and lofts located in NYC.
The Amended Disclosure Statement identifies the Class II secured
claim holder as 477 W. 142nd Funding LLC, while the previous
Disclosure Statement says that the Class II consists of the secured
claim of 477 Funding Claim.
The Plan Proponents have engaged in extensive discussion with
court-appointed Chapter 11 Trustee Gregory Messer in seeking to
reach a consensus on a plan, which is fair to the Plan Proponents
as well to all the Debtor's constituencies. Although the original
plan was proposed by Ms. Pitts, the Secured Creditor has now joined
with Ms. Pitts as a plan proponent.
The Plan calls for the payment of all allowed creditor claims,
including administrative expenses, secured claims, priority claims
and unsecured claims, in full, in cash on the Effective Date or as
soon thereafter as is practicable. In exchange for the plan
payment in an amount sufficient to pay all allowed claims, the
equity interests in the Debtor will be cancelled and extinguished,
or, in the alternative, all Equity Interests in the Debtor will be
cancelled and new Equity Interests will be issued solely to the
Plan Proponents or her nominee.
The Plan Proponents will offer a Life Occupancy Lease to each of
the verified shareholders as identified in the Plan. The
fundamental purpose of the Housing Development Fund Corporation
will be preserved even though as a practical economical matter the
HDFC has not been viable for a very long time. The Plan will not
cause the dispossession of any of verified historical shareholders
of the Debtor. The Plan Proponents will require the verified
shareholders to accept the Plan in order to get the benefit
thereof. To continue to engage in protracted litigation would
defeat the purpose of the Plan, which is to bring resolution to the
Property. The Plan Proponents will also require the commencement
of maintenance payments.
Any other arrangement leads to economic imbalance and defeats even
the purpose of the original HDFC intent, was to always have the
shareholders pay maintenance. Indeed, the one factor, which is
clearly the reason for the failure of the HDFC is the failure to
pay maintenance, which not only proximately caused its economic
failure but also was an important cause of the internecine warfare
as the lack of economic discipline inevitably leads to chaos.
Finally, the Plan also calls for the surrender of possession by
squatters. Upon information and belief one or more of the present
occupants have no claim to any kind of tenancy or ownership but are
simply taking advantage of the situation and squatting at the
property. The Plan requires their immediate surrender of the
premises or any portion thereof.
In consideration for the Plan Proponents significant economic
contribution as well as the Life Occupancies, which obviously
significantly devalue the Debtor's real property located at 477
West 142nd Street, New York, New York, also known as 1661-1669
Amsterdam Avenue, New York, New York, and identified on a tax map
as block 2058, lot 29, the change in Equity Interest holders will
cause the ownership of the Property to go to the Plan Proponents,
or her nominee, free and clear of all liens, claims and
encumbrances. The Plan Proponents represent that they have the
financial wherewithal to make all the payments required pursuant to
the Plan.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/nysb15-12178-105.pdf
About 477 West 142nd Street
477 West 142nd Street Housing Dev. Fund Corp. is primarily in the
business of ownership of real property located at 477 West 142nd
Street, New York, New York, also known as 1661-1669 Amsterdam
Avenue, New York, New York.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr.
S.D.N.Y. Case No. 15-12178) on Aug. 5, 2015.
The court appointed Gregory Messer, Esq., as Chapter 11 trustee by
orders dated March 17 and 21, 2016. The trustee is represented by
Adam P. Wofse, Esq., at Lamonica Herbst & Maniscalco, LLP.
ACOSTA INC: Bank Debt Trades at 7% Off
--------------------------------------
Participations in a syndicated loan under Acosta Inc is a borrower
traded in the secondary market at 93.35 cents-on-the-dollar during
the week ended Friday, March 31, 2017, according to data compiled
by LSTA/Thomson Reuters MTM Pricing. This represents a decrease of
1.46 percentage points from the previous week. Acosta Inc pays
325 basis points above LIBOR to borrow under the $2.06 billion
facility. The bank loan matures on Sept. 26, 2021 and carries
Moody's B2 rating and Standard & Poor's B rating. The loan is one
of the biggest gainers and losers among 247 widely quoted
syndicated loans with five or more bids in secondary trading for
the week ended March 31.
ADEPTUS HEALTH: Medical Properties Describes Plan for Leases
------------------------------------------------------------
Medical Properties Trust, Inc. on April 4, 2017, disclosed that its
operating partnership, MPT Operating Partnership, L.P. ("MPT" or
the "Company") on behalf of itself and certain of its affiliates
has agreed in principle with Deerfield Management Company, L.P. on
behalf of itself and certain affiliates (collectively, "Deerfield")
to the restructuring in bankruptcy of Adeptus Health, Inc.,
including the assumption of MPT's master leases of facilities in
Texas, Colorado, Arizona and Ohio.
Deerfield, a premier healthcare-only investment firm with over $8.0
billion under management, has purchased Adeptus' outstanding bank
debt and expects to provide additional financing, along with
operational and managerial support, to Adeptus pursuant to an
anticipated Chapter 11 bankruptcy process. The agreement between
MPT and Deerfield provides for the pre-bankruptcy payment of 100%
of April rent, assumption of approximately 80% of the master leased
facilities at current rental rates, re-leasing of approximately 5%
of the facilities to the former Louisiana venture partner and the
sale or re-leasing of certain Texas facilities to new operators.
MPT will provide a one-time rental credit of approximately $3.1
million during the 12 months commencing upon bankruptcy exit.
"We are very pleased, but not surprised, at the number of
sophisticated and well capitalized investors and operators that
have been attracted to our market-dominant portfolio of
free-standing emergency facilities," said Edward K. Aldag, Jr.,
MPT's Chairman, President and Chief Executive. "These investors,
and particularly the Deerfield team, recognize the improvements to
patient care and outcomes and the lower overall costs that free
standing emergency facilities provide to market-dominant hospital
systems. Our unique master lease structure, specialized
underwriting knowledge and industry foresight equipped MPT to
achieve the outstanding results that we expect from this agreement:
we will fully receive our April rent; during the restructuring we
will continue to be fully paid our contractual rent for all
facilities; and upon completion of the restructuring there will be
no further rental or other concessions on the leases assumed."
The Company simultaneously announced that, in cooperation with
Adeptus, MPT's Louisiana free standing emergency facilities (with a
total budgeted investment of up to approximately $24.0 million)
have been re-leased to Ochsner Clinic Foundation, the preeminent
health care system in the New Orleans area. The Ochsner leases
provide for 15-year initial terms with a 9.2% average minimum lease
rate based on MPT's total development and construction cost;
Ochsner has certain purchase options during the lease term based
generally on the greater of MPT's total development cost and fair
value.
MPT expects to re-lease or sell certain Texas facilities
("Transitional Facilities") representing approximately 15% of the
total existing Adeptus master lease value. These transitions are
expected to be completed by the fourth quarter of 2018 and Adeptus
will continue to pay contractual rent until the earlier of (a)
transition to a new operator is complete or (b) an agreed future
date. The agreed future date for approximately 60 percent of the
Transitional Facilities is one year following bankruptcy exit and
the remainder Transitional Facilities have agreed future dates of
90 days post-bankruptcy exit.
About Medical Properties Trust, Inc.
Medical Properties Trust, Inc. (NYSE: MPW) --
http://www.medicalpropertiestrust.com-- is a self-advised real
estate investment trust formed to capitalize on the changing trends
in healthcare delivery by acquiring and developing net-leased
healthcare facilities. MPT's financing model allows hospitals and
other healthcare facilities to unlock the value of their underlying
real estate in order to fund facility improvements, technology
upgrades, staff additions and new construction. Facilities include
acute care hospitals, inpatient rehabilitation hospitals, long-term
acute care hospitals, and other medical and surgical facilities.
AFFINITY HEALTH: Blair Manor Facility in "Window" of DPH Survey
---------------------------------------------------------------
Nancy Shaffer, the Patient Care Ombudsman appointed for Affinity
Health Care Management, Inc., et al., filed a report with the U.S.
Bankruptcy Court for the District of Connecticut on March 29, 2017
regarding the quality of patient care provided to the three nursing
facilities of the Debtor.
The PCO reported that the Debtor's nursing facility at Blair Manor
is currently within its "window" of a survey by the Department of
Public Health.
Moreover, the Regional Ombudsman, on behalf of the Patient Care
Ombudsman, conducted informal interviews and observations at
another Debtor's nursing facility, the Douglas Manor. The Regional
Ombudsman noted that there were no issues revealed or concerns
brought to the Court's attention about the facility.
Lastly, the Regional Ombudsman received a complaint from another
Debtor's facility at Ellis Manor. The complaint resulted in the
termination of a staff member. The Ombudsman noted that the
Department of Public Health had also investigated the allegation
and had findings related to care.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/ctb16-30043-677.pdf
About Affinity Health Care Management
Affinity Health Care Management, Inc., Health Care Investors, Inc.
d/b/a Alexandria Manor, Health Care Alliance, Inc. d/b/a Blair
Manor, Health Care Assurance, L.L.C. d/b/a Douglas Manor and Health
Care Reliance, L.L.C. d/b/a Ellis Manor, are a nursing home
management company. They filed for Chapter 11 bankruptcy protection
(Bankr. D. Conn. Case Nos. 16-30043 to 16-30047) on January 13,
2016. Hon. Julie A. Manning presides over the cases. Elizabeth J.
Austin, Esq., Irve J. Goldman, Esq. and Jessica Grossarth, Esq., at
Pullman & Comley, LLC, serve as counsel to the Debtors.
In its petition, Affinity Health Care Management estimated $50,000
to $100,000 in assets and $500,000 to $1 million in liabilities.
The Debtors noted in a court filing that their total secured and
unsecured debt exceeding $16 million.
The Debtors' petitions were signed by Benjamin Fischman,
president.
A committee of unsecured creditors has been appointed and Neubert
Pepe & Monteith, P.C. has been retained as the committee's counsel.
AMPLIPHI BIOSCIENCES: Limits Potential Severance Obligations
------------------------------------------------------------
AmpliPhi Biosciences Corporation amended its offer letter
agreements with M. Scott Salka, the Company's chief executive
officer, Igor P. Bilinsky, the Company's chief operating officer,
and Steve R. Martin, the Company's chief financial officer on April
1, 2017. The offer letter amendments were entered into for
cautionary purposes to limit the Company's potential severance
obligations, in order to provide the Company with additional
near-term operating flexibility by waiving certain severance
benefits in exchange for stock options and eligibility to receive
cash bonuses upon successful completion of near-term financings.
Each of the offer letter amendments provides for a waiver by the
applicable Executive of the severance benefits such Executive is
otherwise entitled to in connection with a qualifying termination
in the event such qualifying termination occurs in connection with
a wind-down event at any time before the earlier of (i) Jan. 1,
2018, and (ii) such time as the Company's Board of Directors has
determined that the Company's cash and cash equivalents are
sufficient to fund (A) the Company's operations for at least the 12
months following such determination and (B) all potential Company
liabilities under all then-outstanding obligations related to
accrued salaries and wages, and potential severance benefit payment
obligations.
In consideration for the foregoing waiver, the Company granted the
following stock options under the Company's 2016 Equity Incentive
Plan:
Name Shares Underlying Options
---- -------------------------
M. Scott Salka 214,214
Igor P. Bilinsky, Ph.D. 176,411
Steve R. Martin 161,290
The options were fully vested at grant and have a four-year
exercise term. In accordance with the Plan, the exercise price of
the options is $0.43 per share.
As further consideration for the foregoing waivers, each of the
Executives is eligible to receive the following bonus payments in
connection with the following capital raising milestones if such
milestones occur during the applicable Executive's employment with
the Company: (A) if the Company raises, after the date of the offer
letter amendments and on or before May 31, 2017, at least
$4,000,000 in aggregate gross proceeds from the sale of its equity
securities in one or more financing transactions, each Executive
shall be entitled to receive a lump-sum cash bonus payment in an
amount equal to (x) in the case of Mr. Salka 38.8%, in the case of
Dr. Bilinsky, 32%, and in the case of Mr. Martin, 29.2%, multiplied
by (y) 3.5% multiplied by (z) the gross proceeds raised by the
Company from such financing transaction(s) after the Effective Date
and on or before May 31, 2017; and (B) if the Company raises, after
the Effective Date and on or before Dec. 31, 2017, at least
$10,000,000 in aggregate gross proceeds from the sale of its equity
securities in one or more financing transactions, the Executive
will be entitled to receive a lump-sum cash bonus payment in an
amount equal to (x) in the case of Mr. Salka 38.8%, in the case of
Dr. Bilinsky, 32%, and in the case of Mr. Martin, 29.2%, multiplied
by (y) 2% multiplied by (z) the gross proceeds raised by the
Company from such financing transactions after May 31, 2017, and on
or before Dec. 31, 2017.
In addition, pursuant to the amendment to Mr. Salka's offer letter
agreement, the Company agreed that in the event Mr. Salka's
employment is terminated without cause or Mr. Salka resigns for
good reason, in either case within one month before or 12 months
following a change in control of the Company, the vesting of all of
Mr. Salka's outstanding equity awards that are subject to
time-based vesting will be accelerated in full.
About AmpliPhi
AmpliPhi Biosciences Corp. is a biotechnology company focused on
the discovery, development and commercialization of novel phage
therapeutics. Its principal offices occupy approximately 1,000
square feet of leased office space pursuant to a month-to-month
sublease, located at 3579 Valley Centre Drive, Suite 100, San
Diego, California. It also leases approximately 700 square feet of
lab space in Richmond, Virginia, approximately 5,000 square feet of
lab space in Brookvale, Australia, and approximately 6,000 square
feet of lab and office space in Ljubljana, Slovenia.
Ampliphi reported a net loss attributable to common stockholders of
$24.27 million for the year ended Dec. 31, 2016, compared to a net
loss attributable to common stockholders of $10.79 million for the
year ended Dec. 31, 2015.
Ernst & Young LLP, 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 recurring
losses and negative cash flows from operations that raise
substantial doubt about its ability to continue as a going concern.
ANGELS OF THE VALLEY: Preparing for Joint Commission Survey
-----------------------------------------------------------
Constance Doyle, as Patient Care Ombudsman for Angels of the Valley
Hospice, LLC, has filed the Eighth Interim Report before the U.S.
Bankruptcy Court for the Central District of California for the
period of February 1, 2016, through March 31, 2017.
The PCO finds that all care provided to the patients by the Debtor
remains well within the standard of care.
During the visit, the Debtor's preparation for the upcoming Joint
Commission Survey was ongoing.
Moreover, it was reported that the Debtor had an agreement with
Apollo Med. Thus it is predicted that there will be an increase in
referrals via the Apollo Med.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/cacb15-28771-111.pdf
Angels of the Valley Hospice Care, LLC, filed a Chapter 11 petition
(Bankr. C.D. Calif., Case No. 15-28771) on December 11, 2015, and
is represented by Julie J Villalobos, Esq., at Oaktree Law, in
Cerritos, California. At the time of filing, the Debtor had
$777,839 in total assets and $1.60 million in total liabilities.
The petition was signed by Emerald Argonza, CEO.
AP GAMING: S&P Affirms 'B' CCR & Revises Outlook to Negative
------------------------------------------------------------
S&P Global Ratings said that it revised its outlook on Las
Vegas-based gaming equipment manufacturer AP Gaming Holdings LLC to
negative from stable. All ratings, including the 'B' corporate
credit rating, were affirmed.
The outlook revision to negative reflects S&P's expectation for a
temporary increase in liquidity risk in 2017 due to expected
heightened levels of capital spending to support growth initiatives
that S&P believes will translate into EBITDA growth largely in
2018. S&P is forecasting FOCF to be minimal, to modestly negative
in 2017, resulting in AP Gaming potentially needing to rely on
excess cash balances and/or revolver availability to support
interim cash needs. An inability to internally fund cash needs can
raise liquidity risk when EBITDA growth slows because returns on
growth investments are not realized as quickly as expected or are
lower than expected.
Under S&P's base-case forecast, it believes investments made in
2017 will translate into good EBITDA growth in 2018, which, along
with S&P's expectation that certain growth related capital
expenditures (capex) may not recur in 2018, would result in FOCF
being at least modestly positive in 2018. However, if S&P begins
to believe that EBITDA growth in 2018 will not be sufficient to
support a return to positive free cash flow, S&P could lower
ratings.
S&P's forecast for cash flow generation in 2017 incorporates its
expectation for EBITDA to grow in the mid-20% area and for capex to
increase to support various growth-related initiatives that S&P
believes will contribute minimally to EBITDA in 2017 but that will
help drive good (at least 10%) EBITDA growth in 2018. The growth
initiatives relate to improving the performance of the company's
installed base, enhancing its position with new and existing
customers, and to investing in technology and content. S&P also
believes the company will consider investing in new markets. Given
a high degree of uncertainty related to potential new market
opportunities, S&P is not factoring any investments related to new
markets into its base case at this time.
S&P believes 2017 growth will be driven by a favorable
year-over-year comparison, reflecting a full year benefit of new
products rolled out in the second half of 2016, expected new
product rollouts in the second half of 2017, and continued
optimization of its installed base for new content and games.
Further, S&P believes the company will continue to refine its
marketing strategy for its interactive segment, which S&P believes
will result in EBITDA improvement in this segment.
S&P's base case assumes:
-- Modest economic improvement will drive visitation to, and
spending at, U.S. casinos. S&P is forecasting U.S. GDP
growth of 2.3% in 2017 and 2.4% in 2018, and U.S. consumer
spending growth of 2.6% in 2017 and 2.5% in 2018. S&P
expects AP Gaming's revenue growth to outpace macroeconomic
factors because of investments in new products and content.
-- 2017 revenue to increase in the low-double-digit percent
area, driven by continued demand for products that were
rolled out in the second half of 2016, from expected new
products to be added in 2017 and the introduction of new
games and content to the installed base.
-- 2017 EBITDA to increase in the mid-20% area, driven by S&P's
forecast for revenue growth and our assumption that expenses
will decline modestly year–over-year from 2016, which
included restructuring expenses and certain other one-time
costs, which S&P do not expect to recur.2018 revenue to
increase in the high-single-digit to low-double-digit
percent area given the benefit of a full year of new
products rolled out mid-2017, and the continued benefit of
new games and content rolled out to the installed base.
2018 EBITDA to increase by at least 10%, driven by S&P's
forecast for revenue growth and S&P's expectation that
operating expenses as a percentage of revenue will decline
modestly as the company benefits from improved performance
from new games and content, and only modest increases in
selling, general, and administrative (SG&A) expense.
Based on these assumptions, S&P arrives at these credit measures:
-- Adjusted debt to EBITDA in the mid- to high-6x range through
2017, improving to around 6x or below in 2018. S&P's
measure of debt includes the company's promissory notes to
Amaya Inc. and the company's parent. Adjusted EBITDA
coverage of cash interest expense in the low-2x area in
2017, improving to the mid-2x area in 2018.
-- Adjusted EBITDA coverage of total interest expense in the
mid-1x area through 2018.
AP Gaming has adequate liquidity over the next 12 months. S&P
expects sources of liquidity, including revolver availability, to
exceed uses by 1.2x or more and sources would exceed uses even if
forecast EBITDA were to decline by 15%. Furthermore, S&P believes
AP Gaming has a sound relationship with its banks. AP Gaming has
limited debt maturities until December 2018, when its currently
undrawn revolver matures. S&P believes AP Gaming would be able to
reduce growth-related capital spending to absorb a high-impact,
low-probability event with limited need for refinancing.
Principal liquidity sources:
-- As of Dec. 31, 2016, the company had $18 million cash on
hand and full availability under its $40 million revolving
credit facility; and
-- S&P's expectation for annual operating cash flow generation
of $45 million-$55 million through 2018.
Principal liquidity uses:
-- Elevated capex in 2017 compared to 2016 and capital spending
to support growth initiatives, reducing modestly in 2018;
and
-- Amortization under the company's term loans and equipment
loans of $6.5 million in 2017 and $6.4 million in 2018.
Covenants
AP Gaming is subject to a maximum net first-lien leverage ratio
covenant under its term loan of 5.5x. Under S&P's base-case
forecast, and given certain adjustments to EBITDA as permitted
under the covenant calculation, S&P expects AP Gaming to maintain
at least a 20% cushion with respect to this covenant through 2017.
The negative outlook reflects S&P's expectation for a temporary
increase in liquidity risk in 2017 due to expected heightened
levels of capital spending to support growth initiatives that S&P
believes will translate into EBITDA growth, largely in 2018. S&P
forecasts FOCF to be minimal, to modestly negative in 2017,
resulting in the potential need for AP Gaming to rely on excess
cash balances and/or revolver availability to support interim cash
needs.
S&P could lower the ratings if AP Gaming begins to deplete its
liquidity sources because 2017 EBITDA growth is lower than S&P
forecasts, if the company increases capital spending above S&P's
current expectations, or if it no longer expects EBITDA growth in
2018 to support a return to positive FOCF, particularly if the
company makes investments in 2017 related to new markets. S&P
could also consider lower ratings if EBITDA coverage of cash
interest expense falls below the mid-1x area.
S&P could revise the outlook to stable once it believes AP Gaming
will generate at least modestly positive FOCF and S&P no longer
expects the company will need to rely on excess cash and revolver
availability to fund fixed charges, including growth investments.
APOLLO MEDICAL: Obtains $4.9 Million Financing from Alliance
------------------------------------------------------------
Apollo Medical Holdings, Inc., entered into a securities purchase
agreement with Alliance Apex, LLC on March 30, 2017, pursuant to
which Alliance loaned the Company $4,990,000 and the Company issued
its Convertible Promissory Note to Alliance. The proceeds of the
transaction will be used by the Company for working capital.
The Note pays interest at a rate of 6% per annum. The entire
then-outstanding principal of the Note and all accrued, unpaid
interest thereon, will be due and payable by the Company to
Alliance on (i) Dec. 31, 2017, or (ii) the date on which the Change
of Control Transaction is terminated, whichever occurs first. Upon
the closing, on or before the Maturity Date, of the Change of
Control Transaction, the original principal amount of the Note,
together with all accrued and unpaid interest thereon, shall
automatically be converted on the business day following such
closing into shares of the Company's common stock, at a conversion
price of $10.00 per share, subject to adjustment for stock splits,
stock dividends, reclassifications and other similar
recapitalization transactions that occur after the date of the
Note. The Note may not be prepaid, in whole or in part, by the
Company, nor converted into shares of the Company's common stock
voluntarily by Alliance.
If the closing of the Change of Control Transaction has not
occurred on or before the Maturity Date, then the entire
then-outstanding principal balance under the Note and all accrued,
unpaid interest thereon, will be due and payable by the Company to
Alliance on the Maturity Date; provided, however, if the Mandatory
Conversion has not occurred on or before the Maturity Date, then
the Company will have 45 days following the Maturity Date to repay
the outstanding principal, together with accrued and unpaid
interest, on the Note.
In the case of an Event of Default, the entire outstanding
principal and all accrued and unpaid interest under the Note shall
automatically become immediately due and payable, without
presentment, demand, protest or notice of any kind. If any other
event of default occurs and is continuing, Alliance, by written
notice to the Company, may declare the outstanding principal and
interest under the Note to be immediately due and payable. After
maturity (by acceleration or otherwise), the unpaid balance (both
as to principal and unpaid pre-maturity interest) will bear
interest at a default rate equal to the lesser of (a) 3% over the
rate of interest in effect immediately prior to maturity or (ii)
the then maximum legal rate allowed under the laws of the State of
California. Additionally, the Company shall pay all costs of
collection incurred by Alliance, including reasonable attorney's
fees incurred in connection with the Alliance's reasonable
collection efforts.
The Company's common stock issuable upon conversion of the Note has
not been registered under the Securities Act. The Note has been,
and any common stock issuable upon conversion of the Note will be,
appropriately legended with respect to such restrictions on
transferability. Pursuant to the Securities Purchase Agreement,
Alliance has been granted both "demand" and "piggyback"
registration rights to register the shares of the Company's common
stock issuable upon conversion of the Note, subject to a good
faith, pro rata clawback provision.
The Securities Purchase Agreement and the Note contain other
provisions typical of a transaction of this nature, including
without limitation, representation and warranties, restrictions on
transferability of the Note, mutual indemnification by the parties,
governing law and venue for resolution of disputes.
Amendment of Merger Agreement
As previously reported in a Current Report on Form 8-K filed by the
Company with the Securities and Exchange Commission on
Dec. 22, 2016, the Company, Apollo Acquisition Corp., a California
corporation and wholly-owned subsidiary of the Company, Network
Medical Management, Inc., a California corporation, and Kenneth
Sim, M.D., not individually but in his capacity as the
representative of the shareholders of NMM entered into an Agreement
and Plan of Merger dated as of Dec. 21, 2016.
In connection with the financing, the nature of the Note being
convertible into shares of the Company's common stock, a request of
Alliance to have NMM guaranty repayment of the Note if it is not
converted into shares of the Company's common stock in accordance
therewith, and the issuance of such guaranty by NMM to Alliance,
the parties to the Merger Agreement entered into an Amendment to
Agreement and Plan of Merger as of March 30, 2017. Pursuant to the
Merger Agreement Amendment, certain shares of the Company's common
stock, including shares issuable to Alliance upon conversion of the
Note, are excluded from the calculation of "Parent Shares" for
purposes of calculating the "Exchange Ratio".
Additionally, as consideration for excluding the shares issuable
upon conversion of the Note from the definition of Parent Shares
and the calculation of Exchange Ratio and NMM's issuing the
guaranty, the Company agreed to issue NMM a stock purchase warrant
for 850,000 shares of the Company's common stock at an exercise
price of $11.00 per share, such warrant to be issued as part of the
Merger Consideration (as defined in the Merger Agreement), payable
at the closing of the merger transaction.
The Merger Agreement Amendment contains other technical and
conforming changes, including provisions for the deposit of the
Merger Consideration at or prior to the effective time of the
merger transaction, the preparation and delivery before the closing
of the merger transaction of a spreadsheet regarding calculation of
the consideration and the addition of certain defined terms.
Except as expressly set forth in the Merger Agreement Amendment,
the Merger Agreement remains unchanged and in full force and
effect.
About Apollo Medical
Glendale, Calif.-based Apollo Medical Holdings, Inc. (OTCMKTS:AMEH)
-- http://www.apollomed.net/-- provides hospitalist services in
the Greater Los Angeles, California area.
Apollo Medical reported a net loss of $9.34 million on $44.0
million of net revenues for the year ended March 31, 2016, compared
with a net loss of $1.80 million on $33.0 million of net revenues
for the year ended March 31, 2015.
As of Dec. 31, 2016, Apollo had $16.78 million in total assets,
$11.08 million in total liabilities and $5.69 million in total
stockholders' equity.
AURORA DIAGNOSTICS: Planned Notes Exchange No Impact on Moody's CFR
-------------------------------------------------------------------
Moody's Investors Service commented on the disclosure in its Form
10K that Aurora Diagnostics Holdings, LLC has executed a
non-binding term sheet with holders of its 10.75% unsecured senior
notes due 2018. Over 98% of the notes holders have agreed to
exchange their existing notes for a combination of up to $200
million of new senior notes and penny warrants to purchase up to
15% of the company's equity interests. If completed as proposed,
Moody's would likely deem this transaction to be a distressed
exchange, which constitutes a default under Moody's definition.
There is no change to Aurora's ratings, including the Caa3
Corporate Family Rating, Caa3-PD Probability of Default Rating,
Speculative Grade Liquidity Rating of SGL-4 (weak liquidity) or
stable outlook because these ratings adequately reflect the risk of
a debt restructuring event.
If Aurora completes the exchange offer as proposed, Moody's will
evaluate the company's liquidity position and the sustainability of
the capital structure post-refinancing. There could be upward
pressure on the ratings if liquidity is materially improved as a
result of the exchange transaction. Aurora agreed to close the
exchange offer by May 30, 2017.
Aurora Diagnostics Holdings, LLC, the parent company of Aurora
Diagnostics, LLC (collectively Aurora), through its subsidiaries,
provides physician-based general anatomic and clinical pathology,
dermatopathology, molecular diagnostic services and other esoteric
testing services to physicians, hospitals, clinical laboratories
and surgery centers. The company generated $284 million of revenue
in 2016.
AUTHENTIC BRANDS: S&P Affirms B+ Rating on New $90MM Loan Add-On
----------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' issue-level rating on ABG
Intermediate Holdings 2 LLC's (a wholly owned subsidiary of
Authentic Brands Group LLC) existing first-lien term loan due 2021
following its proposed $90 million add-on. The recovery rating on
the first lien remains '2', indicating S&P's expectation for
substantial (70%-90%, rounded estimate: 70%) recovery in the event
of a payment default. In addition, S&P affirmed its 'CCC+'
issue-level rating on the company's existing second-lien term loan
due 2022 following its proposed $25 million add-on. The recovery
rating on the second-lien term loan remains a '6', indicating that
lenders could expect negligible recovery (0%-10%, rounded estimates
0%) in the event of payment default. The company will use the
proceeds to fund the acquisition of FRYE, an American footwear
brand. The offering will increase the company's pro forma
debt-to-EBITDA to the high-5x area, and total reported debt will be
around $760 million.
ABG has an aggressive acquisition growth strategy and significant
debt burden. S&P expects the company's financial policy will
remain aggressive with debt funded acquisitions such that
debt-to-EBITDA will remain elevated above 5x. The company benefits
from that its capital-lite brand management operation model which
generates healthy levels of operating cash flow to service its
significant debt burden.
ABG manages a portfolio of 30+ brands across the apparel and
entertainment spectrum, with well-known names that require
revitalization such as Juicy Couture, Aeropostale, and Jones New
York. With the addition of FRYE, the company's brands will now
generate approximately $5 billion of annual retail sales. Still,
the company is a relatively small player in the industry and lacks
geographic diversity. In addition, it participation in the highly
fragmented and competitive retail industry that is susceptible to
fashion risk and is exposed to the decline in the brick and mortar
store landscape via its licensing partners.
RECOVERY ANALYSIS:
Key analytical factors:
-- S&P expects the company to reorganize in the event of
default and therefore valued it as a going concern, using a
5x emergence multiple.
-- S&P's simulated default scenario contemplates a default
occurring in 2020, as a result of licensing problems,
competitive pressures, and higher marketing, selling and
administrative costs, which lowers operating margins and
cash flow.
Simplified Waterfall:
-- Stimulated year of default: 2020
-- EBITDA at emergence: $85 million
-- EBITDA multiple: 5.0x
-- Net enterprise value (after 5% administrative costs):
$403 million
-- Collateral value available to secured creditors:
$403 million
-- Secured first-lien debt: $547 million
— Recovery expectations: 70% to 90% (rounded estimate:
70%)
-- Secured second-lien debt: $215 million
— Recovery expectations: 0% to 10% (rounded estimate: 0%)
Note: All debt amounts include six months of pre-petition
interest.
RATINGS LIST
Authentic Brands Group LLC
Corporate credit rating B/Stable/--
Issue Ratings Affirmed; Recovery Ratings Unchanged
ABG Intermediate Holdings 2 LLC
Senior secured
First lien B+
Recovery rating 2 (70%)
Second lien CCC+
Recovery rating 6 (0%)
AUTHENTIDATE HOLDING: Amends Q3 2016 10-Q to Correct Accounting Err
-------------------------------------------------------------------
Authentidate Holding Corp. filed an amendment No. 1 to its
quarterly report on Form 10-Q for the fiscal quarter ended March
31, 2016, previously filed with the Securities and Exchange
Commission on Sept. 27, 2016, to amend and restate in their
entirety the following items in the Original Form 10-Q: (i) the
unaudited interim financial statements as of and for the fiscal
quarter ended March 31, 2016, set forth in Item 1 of Part 1; (ii)
the "Management's Discussion and Analysis of Financial Condition
and Results of Operation" set forth in Item 2 of Part 1, and (iii)
the discussion involving the Company's disclosure controls and
internal control over financial reporting, set forth in Item 4 of
Part 1. The Company has also updated the signature page, the
certifications of its chief executive officer and its financial
statements formatted in Extensible Business Reporting Language
(XBRL). The restatement and the other aforementioned matters are
described in Note 2 to the unaudited consolidated financial
statements included in this Amendment No. 1 on Form 10-Q/A.
As described in more detail in Note 2 to the unaudited consolidated
financial statements included in this Amended Form 10-Q, the
restatement of the unaudited interim financial statements included
in the Original Form 10-Q corrects an error in the Company's
accounting for changes in reimbursement rates and payment
adjudication processes which resulted in an overstatement of
revenues and accounts receivable balances for the three and
nine-month periods ended March 31, 2016. In addition, certain
adjustments to correct the provision for income taxes and certain
immaterial grammatical and formatting changes were made to this
Amended Form 10-Q.
As restated, the Company reported a net loss of $2.73 million on
$5.50 million of total net revenues for the three months ended
March 31, 2016, compared to net income of $1.69 million on $4.80
million of total net revenues for the three months ended March 31,
2015.
For the nine months ended March 31, 2016, the Company reported a
restated net income of $6.33 million on $28.10 million of total net
revenues compared to net income of $7.13 million on $17.82 million
of total net revenues for the same period in 2015.
The Company's restated balance sheet as of March 31, 2016, showed
$52.46 million in total assets, $11.46 million in total liabilities
and $40.99 million in total shareholders' equity.
A full-text copy of the Form 10-Q/A is available for free at:
https://is.gd/7gQjBx
About Authentidate
Authentidate Holding Corp. and its subsidiaries provide secure
web-based revenue cycle management applications and telehealth
products and services that enable healthcare organizations to
increase revenues, improve productivity, reduce costs, coordinate
care for patients and enhance related administrative and clinical
workflows and compliance with regulatory requirements. The
Company's web-based services are delivered as Software as a Service
(SaaS) to its customers interfacing seamlessly with billing,
information and document management systems. These solutions
incorporate multiple features and security technologies such as
business-rules based electronic forms, intelligent routing,
transaction management, electronic signatures, identity
credentialing, content authentication, automated audit trails and
remote patient management capabilities. Both web and fax-based
communications are integrated into automated, secure and trusted
workflow solutions.
Authentidate posted net income of $5.26 million on $34.57 million
of total net revenues for the year ended June 30, 2016, compared to
net income of $9.23 million on $24.44 million of total net revenues
for the year ended June 30, 2015. As of June 30, 2016,
Authentidate had $51.67 million in total assets, $11.73 million in
total liabilities and $39.94 million in total shareholders'
equity.
EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has a working capital
deficit and its capital requirements have been and will continue to
be significant, which raise substantial doubt about its ability to
continue as a going concern.
AUTHENTIDATE HOLDING: Posts $5.26 Million Net Income for 2016
-------------------------------------------------------------
Authentidate Holding Corp. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing net income of
$5.26 million on $34.57 million of total net revenues for the year
ended June 30, 2016, compared to net income of $9.23 million on
$24.44 million of total net revenues for the year ended June 30,
2015.
As of June 30, 2016, Authentidate had $51.67 million in total
assets, $11.73 million in total liabilities and $39.94 million in
total shareholders' equity.
"We are exploring potential transactions to improve our capital
position to ensure we are able to meet our financing and working
capital requirements," the Company said in the report. "We would
expect to raise additional funds through obtaining a credit
facility from an institutional lender or undertaking private debt
financings. Raising additional funds by issuing equity or
convertible debt securities may cause our stockholders to
experience substantial dilution in their ownership interests and
new investors may have rights superior to the rights of our other
stockholders. Raising additional funds through debt financing or
preferred stock, if available, may involve covenants that restrict
our business activities and options and such additional securities
may have powers, designations, preferences or rights senior to our
currently outstanding securities. We may also enter into financing
transactions which involve the granting of liens on our assets or
which grant preferences of payment from our revenue streams, all of
which could adversely impact our ability to rely on our revenue
from operations to support our ongoing operating costs.
Alternatively, we may seek to obtain new financing from existing
security holders, which may include reducing the exercise or
conversion prices of outstanding securities, or the issuance of
additional equity securities. Currently, we do not have any
definitive agreements with any third-parties for such transactions
and there can be no assurance; however, that we will be successful
in raising additional capital or securing financing when needed or
on terms satisfactory to the company. If we are unable to raise
additional capital when required, or on acceptable terms, we will
need to reduce costs and operations substantially or potentially
suspend operations, any of which would have a material adverse
effect on our business, financial condition and results of
operations."
EisnerAmper LLP, in Iselin, New Jersey, issued a "going concern"
qualification on the consolidated financial statements for the year
ended June 30, 2016, citing that the Company has a working capital
deficit and its capital requirements have been and will continue to
be significant, which 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/NHqo3F
About Authentidate
Authentidate Holding Corp. and its subsidiaries provide secure
web-based revenue cycle management applications and telehealth
products and services that enable healthcare organizations to
increase revenues, improve productivity, reduce costs, coordinate
care for patients and enhance related administrative and clinical
workflows and compliance with regulatory requirements. The
Company's web-based services are delivered as Software as a Service
(SaaS) to its customers interfacing seamlessly with billing,
information and document management systems. These solutions
incorporate multiple features and security technologies such as
business-rules based electronic forms, intelligent routing,
transaction management, electronic signatures, identity
credentialing, content authentication, automated audit trails and
remote patient management capabilities. Both web and fax-based
communications are integrated into automated, secure and trusted
workflow solutions.
AVALON GLOBOCARE: RBSM LLP Raises Going Concern Doubt
-----------------------------------------------------
Avalon GloboCare Corp. filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net income
of $55,581 on $616,446 of total revenue for the year ended December
31, 2016, compared to a net loss of $102,372 on $nil of total
revenue for the year ended December 31, 2015.
RBSM LLP in New York, N.Y., notes that the Company has a limited
operating history and generated an accumulated deficit. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $3.71 million, total liabilities of $160,317, all
current, and a stockholders' equity of $3.55 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/EB6s6q
Avalon GloboCare Corp. is a conglomerate which owns 100% of the
capital stock of Avalon Heathcare Systems, Inc., a Delaware company
("AHS") which it acquired on October 19, 2016 for the purpose of
acquiring U.S. based healthcare companies. The Company is
dedicated to integrating and managing global healthcare services
and resources, as well as empowering high-impact biomedical
innovations and technologies to accelerate their clinical
applications. Operating through three major platforms, namely
"Avalon Cell", "Avalon Telemedicine" and "Avalon Rehab", the
Company's "Technology + Service" ecosystem covers the areas of
regenerative medicine, cell-based immunotherapy, exosome
technology, telemedicine with medical second opinion/referral
services, as well as fertility and rehabilitation medicine.
BASS PRO: Bank Debt Trades at 5% Off
------------------------------------
Participations in a syndicated loan under Bass Pro Group LLC is a
borrower traded in the secondary market at 95.33
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents an increase of 0.90 percentage points from the
previous week. Bass Pro pays 350 basis points above LIBOR to
borrow under the $2.97 billion facility. The bank loan matures on
Nov. 14, 2023 and carries Moody's B1 rating and Standard & Poor's
B+ rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 31.
BEAR FIGUEROA: Case Summary & 2 Unsecured Creditors
---------------------------------------------------
Debtor: Bear Figueroa LLC
10736 Jefferson Blvd., Suite 926
Culver City, CA 90230
Case No.: 17-14249
Business Description: The Debtor owns a property located at 10520
South Figueroa Blvd., Los Angeles, CA 90003
valued at $2.9 million. For 2016, the
Company recorded gross revenue of $265,000
compared to gross revenue of $250,000 during
the prior year.
Chapter 11 Petition Date: April 6, 2017
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Vincent P. Zurzolo
Debtor's Counsel: Lionel E Giron, Esq.
LAW OFFICES OF LIONEL E GIRON
337 N. Vineyard Ave., Suite 100
Ontario, CA 91764
Tel: 909-397-7260
Fax: 909-397-7277
E-mail: notices@lglawoffice.com
Total Assets: $2.9 million
Total Liabilities: $1.93 million
The petition was signed by Denise Johnson, managing member.
A copy of the Debtor's list of two unsecured creditors is available
for free at:
http://bankrupt.com/misc/cacb17-14249.pdf
BECKMAN COULTER: Fitch Affirms 'BB' Rating on $62.9MM Cl. A Notes
-----------------------------------------------------------------
Fitch Ratings has affirmed the rated class of Beckman Coulter,
Inc., series BC 2000-A at 'BBsf.
KEY RATING DRIVERS
Performance As Expected: Net cash flow (NCF) based on the lease
payments of the building has been stable. The lease payments on the
triple net lease continue to cover the property's debt service and
the loan remains current. As part of Fitch analysis, current
in-place rents were adjusted for market vacancy, management fees,
and assumed capital expenditures and leasing costs in order to
derive a normalized operating cash flow. The resulting stressed
debt service coverage ratio, which gives credit for amortization
and is based upon Fitch's stressed cash flow and a debt service
constant of 9.66%, is 1.90x.
Single-Tenant Concentration: The sole tenant at both properties,
Danaher Corporation, is an investment grade-rated entity that
operates five distinct business segments which specialize in the
manufacturing, design, and marketing of products and services
focused in the life sciences industry.
Geographic Concentration: The portfolio is composed of two
properties located in two geographic and economic sub-markets. The
larger property is located in Brea, CA and it is the global
headquarters for Beckman Coulter's operations. The second property
is located in Miami, FL and serves as Southern U.S. and Latin
America operations hub. Both submarkets have experienced tightening
supply in flex and office sectors, resulting in increasing rental
rates since Fitch's last rating action.
Balloon Risk: The leases expire within one month of the loan's
maturity date of June 30, 2018. Assuming no defaults or
prepayments, the combined balance of the loans at maturity is
expected to be approximately $53.1 million ($46 per square foot).
Lack of Servicer Reporting: Fitch requested but did not receive
inspection reports and rent roll information for the underlying
collateral.
RATING SENSITIVITIES
While the transaction's performance has been stable and continues
to delever, the Rating Outlook remains Stable due to the lack of
updated information. Future upgrades are possible if information
becomes available indicating continued stable performance of the
collateral. Due to the continued amortization of the loan,
downgrades are not expected but are possible with significant
performance deterioration.
Fitch has affirmed the following rating:
-- $62.9 million class A at 'BBsf'; Outlook Stable.
BGM PASADENA: Trustee Selling Pasadena Property to SPSSM for $11M
-----------------------------------------------------------------
Peter J. Mastan, Trustee of BGM Pasadena, LLC, asks the U.S.
Bankruptcy Court for the Central District of California to
authorize the bidding procedures in connection with the sale of
real property generally described as 210 S. Orange Grove Boulevard,
Pasadena, California ("210 Property"); 244-248 S. Orange Grove
Boulevard, Pasadena, California ("244-248 Property"); and a parade
easement to SPSSM Investments-IX, LP ("Stalking Horse Bidder") for
$11,300,000, subject to overbid.
A hearing on the Motion is set for April 26, 2017 at 2:00 p.m. The
Trustee proposes that the Court established the deadline for
objecting to the Sale as 5 business days before the Sale Hearing,
and that the Trustee's reply, if any, be due by 12:00 noon (PST)
the day before the hearing.
The estate in the Case includes the Real Property, generally as
follows: (i) the 210 Property, an office; the 244-248 Property that
generally consists of 2 four-unit luxury apartment buildings; and
the Easement, which is generally an easement that appears to run in
favor of the owner of the 244-248 Property and permits the erecting
of grandstand seating in connection with the Rose Bow Parade.
According to the Debtor's Disclosure Statement Describing Sixth
Amended Plan of Reorganization filed on Dec. 12, 2016 or
preliminary title reports obtained by the Trustee, the Property or
portions thereof, appear to be encumbered by liens or other
interests in favor of these Alleged Secured Creditors": (i) the
County of Los Angeles (Real Property Taxes) in the estimated amount
of approximately $0 (based on Los Angeles County Tax Records); (ii)
Cantor Group, LLC in the amount of approximately $4,455,097 as of
June 30, 2016 (not including default rate interest and/or attorneys
fees and costs); (iii) Smith Family Trust in the estimated amount
of $1,900,000, of which only $500,000 is secured by the Real
Property; (iv) East West Bank in the estimated amount of
approximately $2,629,278; (v) the Einum Trust in the amount of
approximately $225,000 (however, Einum currently asserts that its
secured claim is approximately $900,000); (v) Ambassador West
Master Association, Ambassador Cost Center 3, Ambassador Cost
Center 4, and Ambassador Cost Center 5 in the estimated approximate
amount of $58,425; (vi) Notice of Pendency of Action recorded Feb.
12, 2014 by Pasadena Lots-70, LLC; (vii) a Claim of Lien filed by
Pasadena Lots-70, LLC recorded on July 3, 2013 in the amount of
$281,184; and (a) the Los Angeles County Tax Collector with respect
to liens for unsecured property taxes recorded on March 4, 2014 and
April 7, 2014. The Trustee is informed that the secured claims of
Pasadena Lots-70, LLC, and Pasadena Apts-7, LLC and/or City
Ventures ("PA Creditors") have been paid in full.
On Feb. 24, 2017, the Trustee filed his Application by Chapter 11
Trustee to Employ Keller Williams Silicon Beach Commercial Real
Estate Broker to Market and Sell Real Properties, which employment
has been approved by the Court. Keller Williams Silicon Beach
Commercial has been marketing the property and continues to do so
as provided in the applicable listing agreements with the Broker
and subject to the Sale and Bid Procedures.
Pursuant to the Listing Agreements, the Broker will be paid a
commission(s) of at least 1%, and up to a maximum of 4%, from the
proceeds of the sale of the Real Property if the sale is approved
by the Court, and the sale is consummated.
The Trustee asks that he be permitted to pay the Broker its
commission(s) directly out of escrow upon the close of the Sale
without further order of the Court.
Per the Listing Agreements, (i) in the event that the purchaser of
the Real Property is any of these persons or entities and no
overbid for the Real Property is made, or the Purchase Price is not
increased at overbid through the participation of a bona fide
bidder other than those specified below persons or entities, then
the commission to be paid to the Broker will be 1% (no commission
to selling agent): (a) Greg Royston or purchaser associated with
Greg Royston; (b) a lien holder in the Property or any purchaser
associated with any lien holder in the Property, including without
limitation Cantor Group LLC or East West Bank; (c) any insider of
or equity holder in the Debtor or a purchaser associated with any
such insider or equity holder; or (d) any officer, director,
employee, equity holder, affiliate, family member, trust or insider
of any of the foregoing persons or entities, or any entity in which
any of the foregoing persons or entities has any interest; (ii) in
the event that any of the Specified Persons is the successful over
bidder for the Property and a bona fide bidder other than a
Specified Person made one or more bids to increase the Purchase
Price and the Purchase Price is in fact increased, then the
commission to be paid to the Broker will be 2% (no commission to
selling agent); and (iii) in the event that the original accepted
offer for the Property is from someone other than a Specified
Person or if someone other than a Specified Person is the
successful over bidder for the Property, then the commission to be
paid to the Broker will be 4% (to be split 50/50 with selling
agent), except that if the Broker represents both the Buyer and the
Seller than the total commission will be 3.5%. The Sale and Bid
Procedures provide for the adjustment of the Purchase Price at
closing to accommodate the different commission structures.
Subject to approval of the Court, the Trustee has entered into the
Asset Purchase Agreement with the Stalking Horse Bidder. The APA
will be used to establish a floor price at the Auction for the Real
Property. The Real Property will be sold free and clear of all
liens, claims, encumbrances and other interests.
The salient terms of the APA are:
a. Seller: Trustee
b. Buyer: SPSSM, or assignee
c. Purchase Price: $11,300,000
d. Purchased Assets: Real Property
e. Cure Amounts, Fees and Expenses: The Buyer will pay all cure
amounts associated with the Assumed Contracts.
f. Break-Up Fee: $100,000
g. Closing Date: The Closing Date will occur promptly following
conclusion of the Auction as set forth in the APA.
The Trustee believes that the Break-Up Fee, in an amount equal to
approximately 0.8% of the Purchase Price, is reasonable given the
total value of the Purchase Price and the risk to SPSSM as the
Stalking Horse Bidder. The Trustee believes that the Break-Up Fee
is fair and reasonable. Accordingly, the Trustee asks the Court to
approve the Break-Fee.
The salient terms of the Bidding Procedures are:
a. Each Alleged Secured Creditor has the right to credit
bid.
b. Initial Overbid: $11,425,000
c. Deposit: $550,000
d. Bid Deadline: A Bid Deadline of 5:00 p.m. (PPT) on
such date to be set by the Court at the hearing on the Motion.
f. Auction: May 17, 2017
g. Bid Increment: $25,000
A copy of the APA and the Bidding Procedures attached to the Motion
is available for free at:
http://bankrupt.com/misc/BGM_Pasadena_706_Sales.pdf
In connection with the Sale, the SPSSM has agreed to assume certain
executory contracts and unexpired leases and other agreements, as
set forth in the Schedule of Assumed Contracts.
Notwithstanding the Assumption Designation Deadline, the Trustee
asks the Court to approve that the Successful Bidder may withdraw
any contract, lease or other agreement as an Assumed Contract if
the Bankruptcy Court determines the Cure Amount to be in an amount
materially greater than the amount provided in the Schedule of
Assumed Contracts.
At the conclusion of the Auction and Sale Hearing, the Trustee asks
the Court to declare the identity of the Successful Bidder and the
Backup Bidder, and approve the sale of the Property to SPSSM, or if
applicable, the Successful Bidder, at the Sale Hearing as well as
the assumption and assignment of the Assumed Contracts to be
assigned to the Buyer and any Cure Amounts required for same. The
Trustee asks that the Court's Order approving the Sale and Bid
Procedures and the Motion schedule the Auction and Sale Hearing at
the same date and time.
Based on the foregoing, the Trustee submits that the relief
requested is necessary and appropriate and in the best interest of
the Estate, creditors and other parties in interest. The Trustee
submits that sufficient cause exists to approve the proposed Sale
and Bid Procedures. The Auction and proposed Sale and Bid
Procedures will enable other parties to have the chance and
opportunity to bid for the purchase of the Property. Accordingly,
the Debtor asks the Court to approve the relief sought.
Because it is in the best interests of the Estate to provide
finality to Potential Bidders and move through the sale process as
quickly as possible, the Trustee asks that the Court waives the
14-day stay of the Order approving the Sale pursuant to Bankruptcy
Rules 6004(h) and 6006(d). In addition, the Trustee and the
Stalking Horse Bidder will seek appropriate findings under sections
363 (m) and (n) ofthe Bankruptcy Code.
The Purchaser can be reached at:
SPSSM INVESTMENTS-IX, LP
4900 Santa Anita Ave., #2C
El Monte, CA 91731
About BGM Pasadena
BGM Pasadena, LLC, a single asset real estate, filed Chapter 11
bankruptcy petition (Bankr. C.D. Cal. Case No. 15-27833) on Nov.
20, 2015. Greg Galletly, the manager, signed the petition. Judge
Richard M. Neiter has been assigned the case.
James A. Tiemstra, Esq., and Lisa Lenherr, Esq., at Tiemstra Law
Group PC, in Oakland, California, serve as counsel to the Debtor.
The Debtor estimated assets in the range of $10 million to $50
million and liabilities of at least $1 million.
On January 23, 2017, the court approved the appointment of Peter
J.
Mastan as Chapter 11 trustee for the Debtor. Ballard Spahr LLP
has
been tapped as counsel to the trustee. SLBiggs serves as the
trustee's accountant.
BIOSTAR PHARMACEUTICALS: Delays Filing of Fiscal 2016 Form 10-K
---------------------------------------------------------------
Biostar Pharmaceuticals, 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.
Biostar's Annual Report on Form 10-K for the fiscal year ended
December 31, 2016 cannot be filed within the prescribed time period
because Biostar requires additional time to finalize the Annual
Report and the financial statements included therein. The Company
has encountered a delay in assembling the information in connection
with the financial statements for the fiscal year ended Dec. 31,
2016 and, therefore, was unable to complete the Annual Report
without unreasonable effort or expense. Biostar and independent
accountants are working to complete the Annual Report as
expeditiously as possible. Biostar expects that the Annual Report
that is subject hereof will be filed within the time frame allowed
by the extension.
A full copy of FORM 12b-25 is available at: https://is.gd/JmZUVL
About Biostar Pharmaceuticals
Biostar Pharmaceuticals, Inc., develops, manufactures and markets
pharmaceutical and health supplement products for a variety of
diseases and conditions.
Biostar reported a net loss of $25.1 million in 2015 following net
income of $4.84 million in 2014.
As of Sept. 30, 2016, Biostar had $40.55 million in total assets,
$6.53 million in total liabilities, all current and $34.02 million
in total stockholders' equity.
Mazars CPA Limited, Certified Public Accountants, in Hong Kong,
issued a "going concern" qualification on the consolidated
financial statements for the year ended Dec. 31, 2015, citing that
the Company had net decrease in cash and cash equivalents during
the year and had a low cash position at Dec. 31, 2015, and had
experienced a substantial decrease in sales volume which resulting
a net loss for the year. Also, part of the Company's buildings and
land use rights are subject to litigation between two independent
third parties and the Company's Chief Executive Officer, and the
title of these buildings and land use rights has been seized by the
PRC Courts so that the Company cannot be sold without the Court's
permission. In addition, the Company already violated its
financial covenants included in its short-term bank loans. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
BULOVA TECHNOLOGIES: Will Sell 100% Interest in Ordnance for $1
---------------------------------------------------------------
Bulova Technologies Group, Inc., entered into a Membership Interest
Purchase Agreement dated March 29, 2017, to sell all of the
membership interests of its wholly-owned subsidiary, Bulova
Technologies Ordnance Systems LLC, to Arc Technologies, Inc., a
Wyoming Corporation.
The total purchase price is $1.00 plus the issuance to Arc of an
aggregate of 2,000,000 shares of the common stock, par value $0.001
per share, of Bulova to be delivered 90 days following the
effective date of the Agreement. The purchase price is nominal in
light of the fact that Ordnance had disposed of all of its assets
in 2012.
A full-text copy of the Membership Interest Purchase Agreement is
available for free at https://is.gd/MDv8RF
About Bulova
Bulova Technologies Group, Inc., was originally incorporated in
Wyoming in 1979 as "Tyrex Oil Company". During 2007, the Company
divested itself of all assets and previous operations. During
2008, the Company filed for domestication to the State of Florida,
and changed its name to Bulova Technologies Group, Inc. and changed
its fiscal year from June 30 to September 30.
Bulova reported a net loss attributable to the Company of $8.06
million on $18.72 million of revenues for the year ended Sept. 30,
2016, compared to a net loss attributable to the Company of $5.44
million on $1.75 million of revenues for the year ended Sept. 30,
2015.
As of Dec. 31, 2016, Bulova had $18.53 million in total assets,
$46.02 million in total liabilities and a total shareholders'
deficit of $27.48 million.
BULOVA TECHNOLOGIES: Will Sell Interest in Ordinance for $1
-----------------------------------------------------------
Bulova Technologies Group, Inc., entered into a Membership Interest
Purchase Agreement dated March 29, 2017, to sell all of the
membership interests of its wholly-owned subsidiary, Bulova
Technologies Ordnance Systems LLC, to Arc Technologies, Inc., a
Wyoming Corporation.
The total purchase price is $1.00 plus the issuance to Arc of an
aggregate of 2,000,000 shares of the common stock, par value $0.001
per share, of Bulova to be delivered 90 days following the
effective date of the Agreement. The purchase price is nominal in
light of the fact that Ordnance had disposed of all of its assets
in 2012. Ordnance retained all rights and liabilities.
A full-text copy of the Membership Interest Purchase Agreement is
available for free at https://is.gd/MDv8RF
About Bulova
Bulova Technologies Group, Inc., was originally incorporated in
Wyoming in 1979 as "Tyrex Oil Company". During 2007, the Company
divested itself of all assets and previous operations. During
2008, the Company filed for domestication to the State of Florida,
and changed its name to Bulova Technologies Group, Inc. and changed
its fiscal year from June 30 to September 30.
Bulova reported a net loss attributable to the Company of $8.06
million on $18.72 million of revenues for the year ended Sept. 30,
2016, compared to a net loss attributable to the Company of $5.44
million on $1.75 million of revenues for the year ended Sept. 30,
2015.
As of Dec. 31, 2016, Bulova had $18.53 million in total assets,
$46.02 million in total liabilities and a total shareholders'
deficit of $27.48 million.
CAESARS ENTERTAINMENT: Announces Pricing of Credit Facilities
-------------------------------------------------------------
Caesars Entertainment Corporation ("Caesars Entertainment") and
Caesars Entertainment Operating Company, Inc. ("CEOC") and its
Chapter 11 debtor subsidiaries (collectively, the "Debtors") on
April 4 announced the pricing of $1.435 billion of senior secured
credit facilities for CEOC, consisting of a $1.235 billion
seven-year senior secured term loan facility (the "Term Facility")
and a $200 million five-year senior secured revolving credit
facility (the "Revolving Facility" and, together with the Term
Facility, the "Senior Facilities"). The Term Facility was
oversubscribed.
The interest rate under the new Term Facility is equal to either,
at CEOC's option, (a) the London Interbank Offered Rate ("LIBOR")
plus 250 basis points with no LIBOR floor or (b) the adjusted base
rate plus 150 basis points, and the Term Facility will be issued at
99.5% of par.
"Pricing of the Senior Facilities is another important milestone in
the process to complete CEOC's restructuring," said Mark Frissora,
President and Chief Executive Officer of Caesars Entertainment.
The closing of the Senior Facilities is anticipated to occur in
connection with CEOC's emergence from bankruptcy in the summer of
2017, subject to the negotiation and execution of definitive
documentation, receipt of all required regulatory approvals and
satisfaction of other customary closing conditions. CEOC's
emergence from bankruptcy is subject to the receipt of all required
regulatory approvals, completion of the merger of Caesars
Entertainment and Caesars Acquisition Company, certain other
financing activities, continuing oversight by the United States
Bankruptcy Court, and other customary closing conditions.
The proceeds from the Term Facility will be used to finance
transactions in connection with CEOC's emergence from bankruptcy in
accordance with CEOC's plan of reorganization, including to repay
existing indebtedness and to pay related fees and expenses.
Credit Suisse AG is serving as sole administrative agent for the
Senior Facilities. Credit Suisse Securities (USA) LLC and Deutsche
Bank Securities Inc. served as joint lead arrangers for the Senior
Facilities and Credit Suisse Securities (USA) LLC, Deutsche Bank
Securities Inc., Barclays Bank PLC, Citigroup Global Markets Inc.,
Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., Morgan Stanley
and UBS Securities LLC served as joint bookrunners for the Senior
Facilities.
About Caesars Entertainment
Caesars Entertainment Corp., formerly Harrah's Entertainment Inc.,
is one of the world's largest casino companies. Caesars casino
resorts operate under the Caesars, Bally's, Flamingo, Grand
Casinos, Hilton and Paris brand names. The Company has its
corporate headquarters in Las Vegas. Harrah's announced its
re-branding to Caesar's in mid-November 2010.
In January 2015, Caesars Entertainment and subsidiary Caesars
Entertainment Operating Company, Inc., announced that holders of
more than 60% of claims in respect of CEOC's 11.25% senior secured
notes due 2017, CEOC's 8.5% senior secured notes due 2020 and
CEOC's 9% senior secured notes due 2020 have signed the Amended and
Restated Restructuring Support and Forbearance Agreement, dated as
of Dec. 31, 2014, among Caesars Entertainment, CEOC and the
Consenting Creditors. As a result, The RSA became effective
pursuant to its terms as of Jan. 9, 2015.
Appaloosa Investment Limited, et al., owed $41 million on account
of 10% second lien notes in the company, filed an involuntary
Chapter 11 bankruptcy petition against CEOC (Bankr. D. Del. Case
No.
15-10047) on Jan. 12, 2015. The bondholders are represented By
Robert S. Brady, Esq., at Young, Conaway, Stargatt & Taylor LLP.
CEOC and 172 other affiliates -- operators of 38 gaming and resort
properties in 14 U.S. states and 5 countries -- filed Chapter 11
bankruptcy petitions (Bank. N.D. Ill. Lead Case No. 15-01145) on
Jan. 15, 2015. CEOC disclosed total assets of $12.3 billion and
total debt of $19.8 billion as of Sept. 30, 2014.
Delaware Bankruptcy Judge Kevin Gross entered a ruling that the
bankruptcy proceedings will proceed in the U.S. Bankruptcy Court
for the Northern District of Illinois.
Kirkland & Ellis serves as the Debtors' counsel. AlixPartners is
the Debtors' restructuring advisors. Prime Clerk LLC acts as the
Debtors' notice and claims agent. Judge Benjamin Goldgar presides
over the cases.
The U.S. Trustee has appointed an official committee of second
priority noteholders and an official unsecured creditors'
committee.
The U.S. Trustee appointed Richard S. Davis as Chapter 11 examiner.
The examiner retained Winston & Strawn LLP, as his counsel;
Alvarez & Marsal Global Forensic and Dispute Services, LLC, as
financial advisor; and Luskin, Stern & Eisler LLP, as special
conflicts counsel.
* * *
On Jan. 17, 2017, the U.S. Bankruptcy Court for the Northern
District of Illinois confirmed the Third Amended Joint Plan of
Reorganization of Caesars Entertainment Operating Company, Inc. and
its affiliated debtors.
CAR CHARGING: Delays Filing of Fiscal 2016 Form 10-K
----------------------------------------------------
Car Charging Group, 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.
Car Charging Group was unable, without unreasonable effort or
expense, to file its Annual Report on Form 10-K for the year ended
Dec. 31, 2016 by the March 31, 2017 filing date applicable to
smaller reporting companies due to a delay experienced by Car
Charging Group in completing its financial statements and other
disclosures in the Annual Report. As a result, Car Charging Group
is still in the process of compiling required information to
complete the Annual Report and its independent registered public
accounting firm requires additional time to complete its review of
the financial statements for the year ended December 31, 2016 to be
incorporated in the Annual Report. Car Charging Group anticipates
that it will file the Annual Report no later than the 15th calendar
day following the prescribed filing date.
A full copy of Form 12b-25 is available for free at:
https://is.gd/1UAaVE
About Car Charging
Miami Beach, Florida-based Car Charging Group, Inc., is a leading
owner, operator, and provider of electric vehicle charging
equipment and networked EV charging services. The Company offers
both residential and commercial EV charging equipment, enabling EV
drivers to easily recharge at various location types.
Car Charging reported a net loss attributable to common
shareholders of $9.58 million in 2015 compared to a net loss
attributable to common shareholders of $22.71 million in 2014.
As of Sept. 30, 2016, Car Charging had $1.97 million in total
assets, $23.04 million in total liabilities, $825,000 in series B
convertible preferred stock and a total stockholders' deficiency
of
$21.89 million.
Marcum LLP, in New York, NY, issued a "going concern" qualification
on the consolidated financial statements for the year ended Dec.
31, 2015, noting that the Company has incurred net losses since
inception 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.
CCC OF FAIRPLAY: Residents Begin to Relocate, PCO 4th Report Says
-----------------------------------------------------------------
Kim Bridges, as Long Term Care Ombudsman for CCC of Fairplay, LLC,
filed a fourth status report on April 3, 2017, with the United
States Bankruptcy Court for the District of South Carolina.
The Ombudsman reported that during the visits, there were no
problems observed. The facility was well-stocked on all visits.
The Ombudsman noted that there were no pending complaint
investigations for the facility. Likewise, there have been no
recent complaint investigation conducted at the facility.
On March 20, 2017, the Long Term Care Ombudsman received a notice
from the State Ombudsman, Dale Watson, that the facility would be
closing. On March 30, 2017, the Ombudsman and Jessica Winters, the
Regional Ombudsman for Region 1, visited the facility to deliver
duffle bags with the essentials that will be given to each 9
residents when they leave the facility. The Debtor's Administrator
noted that two residents will begin to move to another facility for
the following week. The Ombudsman asked the Administrator to keep
him informed as each resident relocates.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/scb16-03240-94.pdf
About CCC of Fairplay
CCC of Fairplay, LLC, sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. S.C. Case No. 16-03240) on June 30,
2016. The Debtor seeks to hire Skinner Law Firm, LLC, as its legal
counsel.
The Office of the U.S. Trustee disclosed in a court filing that no
official committee of unsecured creditors has been appointed in the
Chapter 11 case of CCC of Fairplay, LLC.
The United States Bankruptcy Court for the District of South
Carolina granted the application of the United States Trustee for
the appointment of A. Dale Watson of the State Long Term Care
Ombudsman Program as the patient care ombudsman for CCC of
Fairplay, LLC.
CELSION CORP: Dixon Hughes Goodman LLP Casts Going Concern Doubt
----------------------------------------------------------------
Celsion Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$22.05 million on $500,000 of licensing revenue for the year ended
December 31, 2016, compared to a net loss of $22.46 million on
$500,000 of licensing revenue for the year ended December 31,
2015.
The audit report of Dixon Hughes Goodman LLP on its consolidated
financial statements for the year ended December 31, 2016,
expressed "substantial doubt" about the Company's ability to
continue as a going concern stating that the Company has suffered
recurring losses from operations and has accumulated deficit.
The Company's balance sheet at December 31, 2016, showed total
assets of $30.85 million, total liabilities of $24.12 million, and
a stockholders' equity of $6.72 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/Pe99Oi
Celsion Corporation is a fully-integrated oncology drug company
focused on developing a portfolio of innovative cancer treatments,
including directed chemotherapies, DNA-mediated immunotherapy and
RNA based therapies. The Company's lead product candidate is
ThermoDox(R), a proprietary dosage form of doxorubicin based on a
heat-activated liposomal platform technology, currently in a Phase
III clinical trial for the treatment of non-resectable
hepatocellular carcinoma ("HCC"), also known as primary liver
cancer, and a Phase II clinical trial for recurrent chest wall
breast cancer.
CHARLES WALKER: Trustee's Auction of Nashville Properties Approved
------------------------------------------------------------------
Judge Randal S. Mashburn of the U.S. Bankruptcy Court for the
Middle District of Tennessee authorized John C. McLemore, Trustee
for Charles E. Walker, to proceed with the sale at auction of six
Nasville Tennessee properties: (i) house and lot at 2831 Colonial
Circle, Nashville, Tennessee; (ii) house and lot at 1023 Sharpe
Avenue, Nashville, Tennessee; (iii) house and lot at 2707 Live Oak
Rd., Nashville, Tennessee; (iv) house and lot at 3133 Lake Park
Dr., Nashville, Tennessee; (v) house and lot at 3332 Goodland Rd.,
Nashville, Tennessee; and (vi) house and lot at 3370 Mimosa Dr.,
Nashville, Tennessee.
The sale is free and clear of all liens, with the liens and other
interests that may exist attaching to the proceeds of the sale in
the same priority in which they currently exist.
With regard to the properties located at 2831 Colonial Circle,
Nashville, Tennessee; 2707 Live Oak Rd., Nashville, Tennessee; and
3332 Goodland Rd., Nashville, Tennessee; the proceeds from each
sale (after payment of the costs of sale, as detailed in the Motion
to Sell) will be distributed as follows: First proceeds will go to
the satisfaction of any outstanding taxes on the property. All
remaining proceeds will be paid to First Freedom Bank in partial
satisfaction of their $847,825 cross-collateralized claim. First
Freedom Bank will be authorized to credit bid on the property,
should it wish to do so. The Trustee will notify counsel for First
Freedom Bank by email, on the first business day following the
auction of the property, of the outcome of the auction. First
Freedom Bank will have one full business day in which to object to
the outcome of the bankruptcy auction. If First Freedom Bank so
objects, it and the Trustee agree to file a joint notice requesting
a hearing from the Court on the next Tuesday docket to determine
whether the outcome of the bankruptcy sale is reasonable and in the
best interest of the estate.
Nothing in the Agreed Order will be deemed in any way to waive or
otherwise impact the claims that the Partnership has asserted in an
adversary proceeding that it is the rightful owner of certain
parcels of real property held by the Debtor (including the six
parcels at issue in the Motion to Sell), nor will it waive or
otherwise impact any of the Trustee's defenses to those claims.
All such claims to interest and defenses thereto are reserved.
The 14-day stay of the sale of these properties following the entry
of the Order set out in FRBP 6004(h) is waived.
The Trustee will file a report of sale as required by FRBP
6004(f).
Charles E Walker sought Chapter 11 protection (Bankr. W.D. Tenn.
Case No. 16-10413) on Feb. 29, 2016.
CHINA AUTO: Marcum Berstein & Pinchuk LLP Casts Going Concern Doubt
-------------------------------------------------------------------
China Auto Logistics Inc. filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net income of $3.98 million on $467.06 million of net revenue for
the year ended December 31, 2016, compared to a net loss of $12.01
million on $446.34 million of net revenue for the year ended
December 31, 2015.
The audit report of Marcum Berstein & Pinchuk LLP have expressed
"substantial doubt" about the Company's ability to continue as a
going concern, citing that the Company has reported a net loss from
continuing operations attributable to shareholders of $741,176 and
has net cash used in operating activities from continuing
operations of $49,991,945 for the year ended December 31, 2016.
The Company's balance sheet at December 31, 2016, showed total
assets of $160.57 million, total liabilities of $136.64 million,
and a stockholders' equity of $23.92 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/exXBAc
China Auto Logistics Inc., formerly Fresh Ideas Media, Inc., is
engaged in providing imported automobile sales and trading service,
and a Web-based automobile sales and trading information platform
to its customers. The Company's principal businesses include (i)
sales of imported automobiles, (ii) financing services related to
imported automobiles, and (iii) other services including automobile
information websites, advertising services, logistics services
related to the automobile importing process and other automobile
value added services, such as assistance with customs clearance,
storage and nationwide delivery services. The Company conducts its
sales operations of imported automobiles primarily through its
subsidiaries, Tianjin Binhai Shisheng Trading Group Co., Ltd. and
Tianjin Zhonghe Auto Sales Service Co., Ltd. (Zhonghe).
CHINA COMMERCIAL: Delays Filing of Fiscal 2016 Form 10-K
--------------------------------------------------------
China Commercial Credit, Inc., filed with the Securities and
Exchange Commission an amendment to 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 was unable to file its Annual Report on Form 10-K for
the period ended December 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 15th
calendar day following the prescribed filing date.
A full copy of Form 12b-25 is available for free at:
https://is.gd/7j01TF
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 AUD23.37 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.
COOK INVESTMENTS: Plan Confirmation Hearing Set for May 4
---------------------------------------------------------
The U.S. Bankruptcy Court for the Western District of Washington is
set to hold a hearing on May 4, at 10:00 a.m., to consider
confirmation of the Chapter 11 plan of reorganization of Cook
Investments NW, SPNWY, LLC.
The hearing will take place at Courtroom 8106, U.S. Bankruptcy
Court, 700 Stewart St., Seattle, Washington.
The court had earlier approved the companies' disclosure statement,
allowing them to start soliciting votes from creditors. The order
issued on March 30 set an April 27 deadline for creditors to file
their objections and cast their votes accepting or rejecting the
plan.
Cook Investments on March 28 filed a second amended disclosure
statement in which it provided additional information about the
latest development in the bankruptcy cases of the company and its
affiliates.
Cook Investments disclosed, among other things, the Office of the
U.S. Trustee's decision to withdraw its motion to convert or
dismiss the bankruptcy cases after the company and its affiliates
filed their monthly operating reports for December 2016 and for
January and February 2017.
A copy of the second amended disclosure statement is available for
free at:
http://bankrupt.com/misc/CookInvestments_2DS032817.pdf
About Cook Investments NW, SPNWY
Cook Investments NW, SPNWY, LLC and four of its affiliates filed
Chapter 11 bankruptcy petitions (Bankr. W.D.WA. Lead Case No.
16-44782) on November 21, 2016. The petitions were signed by
Michael Cook, sole member.
In its petition, Cook Investments NW, SPNWY estimated $1 million to
$10 million in both assets and liabilities.
Judge Brian D. Lynch presides over the cases. Bush Kornfeld LLP
represents the Debtors as counsel.
CYTOSORBENTS CORP: Announces Pricing of Follow-On Offering
----------------------------------------------------------
On March 31, 2017, CytoSorbents Corporation, a Delaware
corporation, announced that it has priced its previously announced
underwritten public offering pursuant to which the Company issued
and sold an aggregate of 2,222,222 shares of its common stock, par
value $0.001 per share, at a price to the public of $4.50 per
share, for aggregate gross proceeds of approximately $10 million,
before deducting underwriting discounts and commissions, estimated
fees and expenses associated with the offering. Pursuant to the
terms of the Underwriting Agreement entered into by and among the
Company and the underwriters, for which Cowen and Company, LLC
acted as a Representative, the Company granted to the Underwriters
a 30-day option to purchase up to an additional 333,333 shares of
Common Stock to cover over-allotments, if any. The closing is
expected to take place on or about April 5, 2017, subject to the
satisfaction of customary closing conditions. The shares of Common
Stock offered by the Company in this transaction were registered
under the Company's existing shelf registration statement on Form
S-3, as amended (File No. 333-205806), which was declared effective
by the Securities and Exchange Commission on July 29, 2015.
The full copy of Form 8-K is available for free at:
https://is.gd/Q2qP4g
About Cytosorbents
Cytosorbents Corporation is a leader in critical care immunotherapy
commercializing its CytoSorb blood purification technology to
reduce deadly uncontrolled inflammation in hospitalized patients
around the world, with the goal of preventing or treating multiple
organ failure in life-threatening illnesses. The Company, through
its subsidiary CytoSorbents Medical Inc. (formerly known as
CytoSorbents, Inc.), is engaged in the research, development and
commercialization of medical devices with its blood purification
technology platform which incorporates a proprietary adsorbent,
porous polymer technology. The Company, through its European
Subsidiary, conducts sales and marketing related operations for
the
CytoSorb device. CytoSorb, the Company's flagship product, is
approved in the European Union and marketed in and distributed in
thirty-two countries around the world, as a safe and effective
extracorporeal cytokine absorber, designed to reduce the "cytokine
storm" that could otherwise cause massive inflammation, organ
failure and death in common critical illnesses such as sepsis,
burn
injury, trauma, lung injury, and pancreatitis. CytoSorb is also
being used during and after cardiac surgery to remove inflammatory
mediators, such as cytokines and free hemoglobin, which can lead
to
post-operative complications, including multiple organ failure. In
March 2011, the Company received CE Mark approval for its CytoSorb
device.
CytoSorbents Corporation recognized a net loss of $11.93 million on
$9.52 million of total revenue for the year ended Dec. 31, 2016,
compared to a net loss of $8.13 million on $4.79 million of total
revenue for the year ended Dec. 31, 2015. As of Dec. 31, 2016,
Cytosorbents had $9.69 million in total assets, $10.16 million in
total liabilities and a total stockholders' deficit of $474,000.
DELCATH SYSTEMS: Enters Into Separate Warrant Repurchase Agreements
-------------------------------------------------------------------
On April 2, 2017 and effective as of March 31, 2017, Delcath
Systems, Inc. entered into separate warrant repurchase agreements
with each of the investors named on the Schedule of Buyers attached
to the Company's Securities Purchase Agreement with those
investors, dated June 6, 2016; all terms used in this Current
Report and not defined are used as defined in the SPA. Pursuant to
the Warrant Repurchase Agreements, each investor agreed to a
Controlled Account Release, in an aggregate amount equal to
$7,876,312, which funds in each case are to be paid to the
respective investor, in exchange for cancellation of the Warrants
issued to each investor under the SPA. The Company anticipates
that the cash remaining in the Controlled Accounts after this
transaction will be sufficient to fund its operating activities
through the end of 2017.
The cancellation of the Warrants as a result of these Warrant
Repurchase Agreements represents the extinguishment of a liability
from the Company's balance sheet as of the end of fiscal year 2016
of approximately $18 million, which will help resolve the shortfall
by the Company in meeting its minimum shareholder equity continued
listing requirement for the Nasdaq Capital Market as of December
31, 2016, as reflected in its annual financial statements set forth
in its Annual Report on Form 10-K filed last week with the
Securities and Exchange Commission.
A full-text copy of the Form 8-K is available for free at:
https://is.gd/UMLkJV
About Delcath Systems
Delcath Systems, Inc. is an interventional oncology Company focused
on the treatment of primary and metastatic liver cancers. The
Company's investigational product -- Melphalan Hydrochloride for
Injection for use with the Delcath Hepatic Delivery System
(Melphalan/HDS) -- is designed to administer high-dose chemotherapy
to the liver while controlling systemic exposure and associated
side effects. The Company has commenced a global Phase 3 FOCUS
clinical trial for Patients with Hepatic Dominant Ocular Melanoma
(OM) and a global Phase 2 clinical trial in Europe and the U.S. to
investigate the Melphalan/HDS system for the treatment of primary
liver cancer (HCC) and intrahepatic cholangiocarcinoma (ICC).
Melphalan/HDS has not been approved by the U.S. Food & Drug
Administration (FDA) for sale in the U.S. In Europe, its system
has been commercially available since 2012 under the trade name
Delcath Hepatic CHEMOSAT Delivery System for Melphalan (CHEMOSAT),
where it has been used at major medical centers to treat a wide
range of cancers of the liver.
DELTA MECHANICAL: Macquarie May Get Payment Equal to Collateral
---------------------------------------------------------------
Delta Mechanical Inc. and its affiliated debtors filed with the
U.S. Bankruptcy Court for the District of Arizona a disclosure
statement in support of plan of reorganization dated April 5,
2017.
At the option of the Plan Debtors, in full and final satisfaction
of the Class 2-G Claims of Macquarie -- which has asserted claims
secured by certain software in the amount of approximately $28,000
-- and within 90 days after the Effective Date, the holder will
receive either (i) the return of its collateral that secures the
Macquarie Secured Claim or (ii) a lump sum cash payment equal to
the value of its collateral, as determined by the Court under
Bankruptcy Code Section 506 or as agreed upon by the Parties. From
and after the Effective Date, until its secured claim is satisfied,
Macquarie will retain its lien on its collateral with the same
validity and priority as existed on the Petition Date. Any
deficiency between the allowed claim of Macquarie and the value of
its collateral will be treated as an unsecured claim under Class 3
of the Plan. This class is impaired.
Class 3 consists of all Unsecured Claims of Creditors of the Plan
Debtors that are not specifically treated elsewhere in the Plan.
The Plan Debtors estimate the total amount of general unsecured
claims against their Estates to be approximately $7 million. Many
of those claims, however, are disputed, contingent, or
unliquidated, and therefore may not be entitled to receive a
distribution under the Plan. The holders of Allowed Unsecured
Claims in this Class 3 will be paid, to the extent available, their
pro rata share of available cash. The available cash, if any, will
be determined at the end of each calendar year, and then
distributed once per year on each April 15th that occurs during the
Plan Term. In total, the Plan provides for ten distribution dates
(each occurring on April 15th). A distribution date is deemed to
have occurred whether or not a distribution has been made. No
interest or attorneys' fees will accrue or be paid on account any
allowed unsecured claim. Payments made to the holders of allowed
unsecured claims will be paid from the operating revenues of the
Plan Debtors.
The Plan will be funded by the Chrome New Value Contribution, which
will be made on the Effective Date, and by the Plan Debtors'
business operations.
The Disclosure Statement is available at:
http://bankrupt.com/misc/azb15-13316-807.pdf
As reported by the Troubled Company Reporter on Sept. 19, 2016,
Judge George B. Nielsen of the U.S. Bankruptcy Court for the
District of Arizona approved the Amended Joint Disclosure Statement
relating to the Amended Joint Plan of Reorganization filed by the
Official Committee of Unsecured Creditors jointly with the Debtors.
That plan proposed to pay the holders of Allowed Unsecured Claims
in full, with interest accruing at the rate of 2% per annum,
through pro rata quarterly distributions of any net distributable
income.
About Delta Mechanical
Mesa, Arizona-based Delta Mechanical Inc. and its debtor-affiliates
are engaged, generally, in the installation, maintenance, and
repair of plumbing and heating, ventilation, and air conditioning
fixtures and equipment. The Debtors, collectively, operate in 13
states, and employ approximately 350 people. Each of the Debtors
is a corporation that is wholly owned by Todor and Mariana
Kitchukov.
The Debtors sought Chapter 11 bankruptcy protection (Bankr. D.
Ariz. Lead Case No. 15-13316) on Oct. 19, 2015. Hon. George B.
Nielsen, Jr., presides over the case.
The Debtors are represented by John J. Hebert, Esq., Philip R.
Rudd, Esq., and Wesley D. Ray, Esq., at Polsinelli PC.
In its petition, Delta Mechanical estimated $1 million to $10
million in assets, and $10 million to $50 million in liabilities.
The petitions were signed by Todor Kitchukov, president.
On Nov. 17, 2015, the United States Trustee's Office appointed the
Official Committee of Unsecured Creditors. The Committee is
comprised of the following creditors: Douglas Law Office; Barnes
Law Offices; and Woodall Law Offices. The Committee has retained
Gallagher & Kennedy, P.A., as its legal counsel and MCA Financial
Group, Ltd., as its financial advisor.
DIEBOLD NIXDORF: S&P Assigns 'BB-' Rating on Repriced Term Loans
----------------------------------------------------------------
S&P Global Ratings assigned its 'BB-' issue-level rating and '3'
recovery rating to North Canton, Ohio-based Diebold Nixdorf Inc.'s
(Diebold) repriced term loans due 2023. The '3' recovery rating
indicates S&P's expectation for meaningful (50%-70%; rounded
estimate: 65%) recovery in a default scenario. The transaction
does not change the company's leverage or the maturity profile of
its capital structure. Diebold will refinance its outstanding $795
million U.S. dollar term loan and $348.25 million euro-denominated
term loan for the same amount. Concurrently, it will draw $250
million from its delayed draw term loan A to partially pay down the
refinanced term loans. Combined, the repricing transactions could
save at least $15 million of annual interest expense.
S&P assigned its 'BB-' corporate credit rating to ATM and
point-of-sale solutions provider Diebold in May 2016 when the
company finalized financing for its acquisition of Wincor Nixdorf
AG (closed in August 2016). Pro forma for a full year of the
acquisition, leverage is in the low-4x area as of Dec. 31, 2016,
and S&P expects leverage to decrease to under 4x in 2017.
RATINGS LIST
Diebold Nixdorf Inc.
Corporate Credit Rating BB-/Stable/--
New Rating
Diebold Nixdorf Inc.
Senior Secured
$795 mil term loan due 2023 BB-
Recovery Rating 3 (65%)
EUR348.25 mil term loan due 2023 BB-
Recovery Rating 3 (65%)
DIFFUSION PHARMACEUTICALS: Incurs $18 Million Net Loss in 2016
--------------------------------------------------------------
Diffusion Pharmaceuticals Inc. filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $18.03 million for the year ended Dec. 31, 2016, compared
to a net loss of $6.71 million for the year ended Dec. 31, 2015.
The increase in the net loss was primarily due to higher expenses
associated with research and development and general and
administrative costs.
As of Dec. 31, 2016, Diffusion had $17.48 million in total assets,
$8.29 million in total liabilities and $9.18 million in total
stockholders' equity.
KPMG LLP, in McLean, Virginia, 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, has limited resources available to fund
current research and development activities, and will require
substantial additional financing to continue to fund its research
and development activities. The conditions raise substantial doubt
about its ability to continue as a going concern.
David Kalergis, chairman and chief executive officer, stated: "The
recently received proceeds from our private placement provide
Diffusion with resources to move forward with our Phase 3 clinical
program testing of trans sodium crocetinate (TSC) in newly
diagnosed GBM patients, as well as advance its use in other
indications. Diffusion staff, expert consultants and key opinion
leaders continue to work together to craft the most cost-effective
programs with optimal chances for success."
Corporate Highlights
* In November 2016, the Company's common stock was approved for
listing, and commenced trading on the NASDAQ Capital Market;
* In February 2017, data from the Company's Phase 1/2 clinical
trial evaluating the safety and efficacy of TSC in newly
diagnosed glioblastoma multiforme was published in the print
edition of the peer-reviewed Journal of Neurosurgery;
* In March 2017, the Company completed an initial closing of
its Series A Convertible Preferred Stock offering to
accredited investors in private placement;
* In March 2017, U.S. Patent 9,604,899 entitled "Bipolar Trans
Carotenoid Salts and Their Uses" was granted by the United
States Patent and Trademark Office. This patent expands the
coverage of the therapeutic use of TSC and other related
compounds to five hypoxia-related conditions including
congestive heart failure, chronic renal failure, acute lung
injury (ALI), chronic obstructive pulmonary disease (COPD)
and respiratory distress syndrome (RDS).
Year End 2016 Results
Research and development expenses were $7.3 million during the year
ended Dec. 31, 2016, compared to $3.9 million during the year ended
Dec. 31, 2015. This increase was primarily a result of an
additional $1.2 million in expenses related to animal toxicology
studies, an increase of $1.0 million in active product ingredient
manufacturing costs and an additional $0.5 million in costs related
to the TSC pancreatic cancer program. Additionally, a $1.0 million
noncash impairment charge was recognized for the abandonment of
future development efforts related to the RES-440 IPR&D asset.
Salaries and wages expense and stock compensation expense increased
by $0.3 million and $0.4 million, respectively, due to an increase
in headcount. The overall increase in research and development
expense was offset by a $0.9 million decrease in spend related to
GBM trials.
General and administrative expenses were $11.1 million for the year
ended Dec. 31, 2016, compared to $2.5 million for the year ended
Dec. 31, 2015. The increase was primarily attributable to $4.1
million in prof essional fees incurred in connection with preparing
to operate as a public company, merger and transaction related fees
and fees related to investment bank advisory services. There was
also a $2.5 million noncash charge recognized upon settlement of a
litigation matter. In addition, insurance expense increased by
$0.8 million due to an increase in directors and officer's
insurance and salaries and wages and stock compensation expense
increased by $0.4 million and $0.4 million, respectively, due to an
increase in headcount.
Cash and cash equivalents were $1.6 million as of Dec. 31, 2016,
compared to $2.0 million as of Dec. 31, 2015.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/bTtVb0
About Diffusion Pharmaceuticals
Diffusion Pharmaceuticals, as surviving entity in its merger with
RestorGenex, is a clinical stage biotechnology company focused on
extending the life expectancy of cancer patients by improving the
effectiveness of current standard-of-care treatments including
radiation therapy and chemotherapy. Diffusion is developing its
lead drug, trans sodium crocetinate (TSC), for use in the many
cancer types in which tumor hypoxia (oxygen deprivation) is known
to diminish the effectiveness of current treatments. TSC targets
the cancer's hypoxic micro-environment, re-oxygenating
treatment-resistant tissue and making the cancer cells more
vulnerable to the therapeutic effects of treatments such as
radiation therapy and chemotherapy, without the apparent addition
of any serious side effects. TSC has potential application in
other indications involving hypoxia, such as stroke and
neurodegenerative diseases.
DOLPHIN DIGITAL: Acquires PR Powerhouse 42West for $28 Million
--------------------------------------------------------------
Dolphin Digital Media announced that it has acquired 42West, one of
the largest independently-owned public-relations and marketing
services firms in the entertainment industry. Under the terms of
the transaction agreement, the aggregate consideration will be
approximately $28 million, to be paid in shares of Dolphin common
stock. The aggregate consideration includes performance-based
contingent consideration of up to $9.3 million to be paid over a
three year period.
"From the standpoint of content creation, having a quality
marketing strategy and the ability to execute it are as important
as the quality of the product itself," said Dolphin Digital Media
CEO Bill O'Dowd. "Simply put, you must be heard to be seen. In
today's highly competitive entertainment environment, with billions
of dollars spent annually on the production and marketing of
feature films and more than 500 original scripted television and
digital series available to the consumer each year, 42West's
experience and expertise are invaluable. Bringing them into the
Dolphin family will give us the ability to evaluate any project’s
marketing potential prior to its greenlight, and further allow us
to develop its marketing strategy prior to the start of
production."
"Leslee, Amanda, and Allan are industry leaders at the top of their
game," added Mr. O'Dowd, referring to 42West principal partners
Leslee Dart, Amanda Lundberg, and Allan Mayer. "They, along with
their senior management team, have built 42West into a
best-in-class entertainment marketing powerhouse that combines an
unparalleled A-list celebrity client roster with an elite roll of
corporate clients that includes virtually every major studio, pay
television network, and important digital platform. This unique
combination of individual and project marketing creates tremendous
opportunities for strategic partnerships, from new content creation
to consumer brands and beyond."
"In Dolphin, we've found a kindred spirit as well as a strategic
partner," Dart, Lundberg, and Mayer said in a joint statement. "At
a time of enormous innovation in the entertainment and media
industries, we're delighted to be joining up with a
ground-breaking, accomplished organization that can provide us with
the broad platform and ample resources to take full advantage of
the many exciting opportunities before us. In particular, we look
forward to developing our capabilities in content creation, which
will enable us to create additional value for our clients. Bill
O'Dowd and his team at Dolphin understand and appreciate what we
do, and together we'll be able to execute at an even higher
level."
"We believe this transaction also provides strong financial
benefits for the combined company," said Mr. O'Dowd. "We've been
extremely impressed with 42West's profitability and consistent
revenue growth, and with the significant percentage of recurring
revenue from its large stable of loyal clients."
As a wholly-owned subsidiary of Dolphin Digital Media, 42West will
continue to focus on talent publicity; movie, TV, and digital
content marketing; multi-cultural marketing; and strategic
communications counsel for the entertainment industry, operating
under its own name, led by its existing management team, out of its
existing offices in New York and Los Angeles, with Dart, Lundberg,
and Mayer serving as co-chief executive officers.
Canaccord Genuity served as exclusive financial advisor to Dolphin
Digital Media. Greenberg Traurig LLP served as legal counsel to
Dolphin Digital Media and Davis & Gilbert LLP served as legal
counsel to 42West.
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.
DORAL FINANCIAL: Ex-Executive's $12MM Claim Cut to $242,000
-----------------------------------------------------------
Rick Archer, writing for Bankruptcy Law360, reports that the Hon.
Shelley C. Chapman of the U.S. Bankruptcy Court for the Southern
District of New York capped a $12 million whistleblower claim that
Ronald Stewart, a former senior vice-president for Doral Financial
Corp., brought against the Debtor at $242,000. According to
Law360, Judge Chapman agreed with the trustee that Mr. Stewart will
be limited by bankruptcy law to a year's salary plus unpaid
benefits if he prevails with his claim he was fired for expressing
concerns about the Debtor's financial reporting.
About Doral Financial Corp.
Doral Financial Corp. is a holding company whose primary operating
asset was equity in Doral Bank. DFC maintains offices in New York
City, Coral Gables, Florida and San Juan, Puerto Rico. The Company
has three wholly-owned subsidiaries: Doral Properties, Inc., Doral
Insurance Agency, LLC, and Doral Recovery, Inc.
On Feb. 27, 2015, regulators placed Doral Bank into receivership
and named the Federal Deposit Insurance Corp. as receiver. Doral
Bank served customers through 26 branches located in New York,
Florida, and Puerto Rico.
DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
15-10573) in Manhattan on March 11, 2015. The case is assigned to
Judge Shelley C. Chapman. It estimated $50 million to $100 million
in assets and $100 million to $500 million in debt as of the
bankruptcy filing.
DORAL FINANCIAL: Trustee Wants To Recoup $5.3M From Paul Hastings
-----------------------------------------------------------------
Ryan Boysen, writing for Bankruptcy Law360, reports that the
trustee of Doral Financial Corp. said it wants Paul Hastings LLP to
return $5.3 million allegedly paid to settle old debts in full just
before the 2015 Chapter 11 filing. According to Law360, the
trustee told the U.S. Bankruptcy Court for the Southern District of
New York the firm should've waited its turn and taken a haircut
like all the other creditors.
About Doral Financial Corp.
Doral Financial Corp. is a holding company whose primary operating
asset was equity in Doral Bank. DFC maintains offices in New York
City, Coral Gables, Florida and San Juan, Puerto Rico. The Company
has three wholly-owned subsidiaries: Doral Properties, Inc., Doral
Insurance Agency, LLC, and Doral Recovery, Inc.
On Feb. 27, 2015, regulators placed Doral Bank into receivership
and named the Federal Deposit Insurance Corp. as receiver. Doral
Bank served customers through 26 branches located in New York,
Florida, and Puerto Rico.
DFC sought Chapter 11 protection (Bankr. S.D.N.Y. Case No.
15-10573) in Manhattan on March 11, 2015. The case is assigned to
Judge Shelley C. Chapman. It estimated $50 million to $100 million
in assets and $100 million to $500 million in debt as of the
bankruptcy filing.
DYNAGAS LNG: S&P Assigns 'B' CCR, Outlook Stable
------------------------------------------------
S&P Global Ratings said that it had assigned its 'B' long-term
corporate credit rating to Marshall-Islands-registered liquefied
natural gas (LNG) carrier owner and operator Dynagas LNG Partners
L.P. The outlook is stable.
S&P also assigned its 'B' long-term corporate credit rating to
Arctic LNG Carriers Ltd., the finance subsidiary of Dynagas LNG,
and S&P's 'BB-' issue rating to the proposed $480 million senior
secured term loan B due 2023 to be issued by Arctic LNG Carriers
Ltd. The recovery rating on the loan is '1', reflecting S&P's
expectation of very high recovery (90%-100%, rounded estimate: 95%)
in the event of a payment default.
The final issue rating will depend on S&P's receipt and
satisfactory review of all final transaction documentation.
Accordingly, the rating on the proposed issue should not be
construed as evidence of the rating on the final issue.
S&P views Dynagas LNG's business risk profile as weak because of
the company's comparatively narrow business scope and diversity,
with a business model built around six gas carriers, and its
concentrated charterer base. S&P considers the size of the fleet
as critical in its analysis because S&P believes it is strongly
correlated with the vulnerability of the business model to shocks
and high-impact, low-probability events. The fundamental
characteristics of the gas shipping industry -- such as its capital
intensity, high fragmentation, frequent imbalances between supply
and demand, and charter rate volatility -- further weigh on the
company's overall business profile. Nevertheless, S&P views gas
shipping as one of the most attractive shipping segments, owing to
its high commercial and technical barriers to entry and typically
very long-term take-or-pay contracts with reputable
counterparties.
"We consider these risks to be partly offset by the fairly low
volatility in Dynagas LNG's profitability, which stems from the
company's conservative chartering policy and predictable running
costs. Furthermore, we recognize Dynagas LNG's highly specialized
and modern fleet, with an average age of around six years, which is
able to operate in harsh winter conditions and achieve a premium
above average market rates. We believe that LNG charter rates will
gradually recover starting in 2017, as growth in liquefaction
capacity accelerates and the industry's supply-and-demand balance
narrows, which should benefit Dynagas LNG's four gas carriers that
are either due for re-charter or need to be employed on a spot
market before they commence new multiyear contracts from mid-2018
through 2019. However, there remains a risk of delays in
liquefaction projects, which if it materialized would continue
constraining availability of transported volumes and consequently
spot rates," S&P said.
S&P forecasts that the company will maintain rating-commensurate
credit metrics over 2017-2018, even though S&P expects its
financial position will weaken on the back of a contraction in
EBITDA generation--stemming from the most recent charter renewals
at lower rates than previously contracted. Including S&P's
adjustments, it forecasts funds from operations (FFO) to cash
interest above 2.0x, FFO to debt above 6%, and debt to EBITDA of
around 7.0x. In aggregate, these credit metrics fall into the
higher end of S&P's highly leveraged financial risk category.
S&P notes that the company recently extended its time-charter
profile to an average remaining contract term of more than 10 years
(from around four years before the charter amendments), which is
the longest among its shipping peers that S&P rates, nevertheless
at less attractive rates. S&P believes that--in particular in the
context of cyclical pressures in the currently oversupplied LNG
shipping sector--the predictability of earnings that the company's
long-term time-charter profile provides, underpinned by fixed and
noncancellable agreements with creditworthy oil and gas majors,
mitigates the adverse impact on Dynagas LNG's business position
resulting from the shrinking of its absolute EBITDA base to around
$100 million annually by 2018 from around $140 million in 2016.
Furthermore, S&P's assessment of Dynagas LNG's financial risk
profile reflects the company's relatively high adjusted debt. This
results from the underlying industry's high capital intensity and
the company's partly debt-funded periodic investment in new tonnage
(with the exception of the acquisition of gas carrier Lena River in
December 2015 for $240 million in a largely debt-financed and
"leverage-dilutive" transaction). Furthermore, Dynagas LNG pursues
an aggressive dividend policy, which is typical for a master
limited partnership (MLP) and which prevents any accumulation of
cash for vessel acquisitions or debt repayment, where -- under
normal trading conditions -- nearly all excess cash flows are
distributed to unitholders.
The stable outlook reflects S&P's view that, despite the
contraction in absolute EBITDA generation, the company will
maintain rating-commensurate credit metrics over 2017-2018,
underpinned by its largely contracted revenue base and predictable
cost structure, combined with the gradual recovery in LNG charter
rates S&P foresees from 2017. Specifically, S&P forecasts that
Dynagas LNG will achieve adjusted FFO to debt of more than 6% and
adjusted debt to EBITDA of around 7.0x, which in aggregate falls
into the higher end of S&P's highly leveraged financial risk
category and is consistent with the 'B' rating.
S&P could downgrade Dynagas LNG if S&P considered that adjusted FFO
to cash interest would fall below 2.0x for a prolonged period. This
could stem from unexpected debt-funded investments in additional
tonnage, combined with operating underperformance.
Lower-than-expected EBITDA could result, for example, from
amendments to current charter agreements or defaults under the
charters forcing the company to re-employ the majority of vessels
at materially lower spot rates. A loss of or damage to one of the
vessels, without proper and timely compensation from the insurer
would also impair earnings. Moreover, the rating could come under
pressure if Dynagas LNG unexpectedly made more aggressive
shareholder distributions than S&P currently forecasts, which would
likely weaken its credit metrics and liquidity.
An upgrade would depend on Dynagas LNG's ability to deleverage and
sufficiently strengthen its credit metrics, in the context of
periodic additions to the fleet. S&P considers, for example, a
sustained ratio of adjusted debt to EBITDA below 5.0x to be
consistent with a higher rating. This would likely require a
temporary suspension of dividend distribution and use of cash flows
for debt repayment. S&P could also consider an upgrade if Dynagas
LNG materially increased its business scope and EBITDA base through
conservatively funded acquisitions. S&P considers the
aforementioned scenarios as unlikely over the 12-month outlook
horizon.
EARL DURON: Sale of San Antonio Property for $130K Approved
-----------------------------------------------------------
Judge Craig A. Gargotta of the Western District of Texas authorized
the sale by Earl L. Duron and Kirsten A. Duron of real property
with improvements locally known as 2234-35 S. Laredo, San Antonio,
Texas to Karina Garcia and David Suarez and/or assigns for
$130,000.
The sale is "as is, where is" without any warranties or
representations, and free and clear of all interests, claims, or
other interests, of any kind or nature whatsoever.
The Debtor has the authority and will pay a portion of the claim of
First Mark Credit Union and the allowed claim of Bexar County in an
amount approved by the Court.
The Debtor has the authority and will pay the usual and customary
closing cost, title policy, survey; if any as authorized by the
contracts and swill pay all realtor fees set forth in the
contracts.
With respect to the amount of allowed ad valorem taxes for year
2016 and prior related to the Property (real and personal), such
amounts will be paid by Closing Agent immediately upon closing and
prior to disbursement of any sales proceeds to any other person or
entity. Any liens for 2016 and prior ad valorem taxes on the
Property (real and personal) will attach to the sale proceeds until
said taxes are paid in full.
With respect to the estimated amount of ad valorem taxes for 2017
related to the Property (real and personal), such amounts will be
prorated between the Buyer and the Debtor as of the Closing date
per the terms of the Earnest Money Contract. The amount of the
estimated 2017 taxes prorated to the Debtor will be an adjustment
to the amount of cash due from the Buyer to the Debtor on the
Closing Date and the Buyer will assume responsibility for the year
2017 ad valorem taxes incident to the Property (real and personal)
and the year 2017 ad valorem tax lien will be retained against the
Property (real and personal) until such time as the year 2017 ad
valorem taxes are paid in full.
The Debtor has the authority and will pay the Code Compliance liens
of the City of San Antonio in the combined amount of $1,169 plus
statutory interest at the rate of 10% per annum from Aug. 8, 2016
through the date said liens are paid in full and such amount will
be paid by the Closing Agent immediately upon closing and prior to
disbursement of any sale proceeds to any other person or entity,
other than the ad valorem taxes. The City of San Antonio Cod
Compliance liens will be attached to the sale proceeds until said
liens are paid in full.
The stay under Bankruptcy Rules 6004(g) and 6006(d) are waived and
are not in effect.
Earl L. Duron and Kirsten A. Duron sought Chapter 11 protection
(Bankr. W.D. Tex. Case No. 16-51161) on May 20, 2016. The Debtor
tapped Dean William Greer, Esq., as counsel.
EARL DURON: Sale of Taft Property to Nordwicks for $60K Approved
----------------------------------------------------------------
Judge Craig A. Gargotta of the U.S. Bankruptcy Court for the
Western District of Texas authorize the sale by Earl L. Duron and
Kirsten A. Duron of real property with improvements locally known
as 234 Retreat Dr., Taft, Texas, also known as Lot 13 Bay Retreat,
Rockport, Texas, to Brant J. and Judith K. Nordwick and/or assigns
for $60,000.
The sale is "as is, where is" without any warranties or
representations, and free and clear of all interests, claims, or
other interests, of any kind or nature whatsoever.
The Debtor has the authority and will pay (i) the allowed claim of
Bank of America in an amount approved by the Court; (ii) any ad
valorem taxes on the Property; (iii) the usual and customary
closing cost, title policy, survey, if any as authorized by the
contracts and will pay all realtor fees set forth in the
contracts.; and (iv) the remaining proceeds to Building
Specialties, a division of L and W Supply Corp. However, the
payment of the money will not constitute an admission of liability
by the Debtor to Building Specialties but will constitute a credit
against a final determination of the amount owed, if any, to
Building Specialties by the Debtor.
With respect to the amount of allowed ad valorem taxes for year
2016 and prior related to the Property (real and personal), such
amounts will be paid by Closing Agent immediately upon closing and
prior to disbursement of any sales proceeds to any other person or
entity. Any liens for 2016 and prior ad valorem taxes on the
Property (real and personal) will attach to the sale proceeds until
said taxes are paid in full.
With respect to the estimated amount of ad valorem taxes for 2017
related to the Property (real and personal), such amounts will be
prorated between the Buyer and the Debtor as of the Closing date
per the terms of the Earnest Money Contract. The amount of the
estimated 2017 taxes prorated to the Debtor will be an adjustment
to the amount of cash due from the Buyer to the Debtor on the
Closing Date and the Buyer will assume responsibility for the year
2017 ad valorem taxes incident to the Property (real and personal)
and the year 2017 ad valorem tax lien will be retained against the
Property (real and personal) until such time as the year
2017 ad valorem taxes are paid in full.
The stay under Bankruptcy Rules 6004(g) and 6006(d) are waived and
are not in effect.
Earl L. Duron and Kirsten A. Duron sought Chapter 11 protection
(Bankr. W.D. Tex. Case No. 16-51161) on May 20, 2016. The Debtor
tapped Dean William Greer, Esq., as counsel.
ECOARK HOLDINGS: Issues Conversion Shares; Names New CEO & CFO
--------------------------------------------------------------
On March 31, 2017, Ecoark Holdings, Inc., issued 22 holders of
convertible notes 832,588 shares of the Company's common stock, par
value $0.001 per share, in connection with conversions at the
election of the Holders pursuant to the terms of the Notes. The
Holders converted an aggregate of $3,700,000 of principal amount of
Notes and approximately $18,000 in accrued interest on the Notes at
a weighted average price of $4.47 per share. The issuance of the
Conversion Shares pursuant to the conversion of the Notes is exempt
from registration under the Securities Act of 1933, as amended,
pursuant to the provisions of Section 3(a)(9) thereof as the Notes
were exchanged by the Company with the existing Holders and no
commission or other remuneration was paid or given directly or
indirectly for soliciting such exchange. $600,000 in principal
amount of Notes remains to be converted. Jay Puchir, the Company's
Chief Executive Officer, and Gary Metzger, one of the Company's
directors, converted $100,000 and $500,000 of Notes, respectively.
Pursuant to the terms of the Notes, the Company issued the
converting Holders, other than Messrs. Puchir and Metzger, an
aggregate of 310,000 warrants, exercisable until December 31, 2018,
to purchase the Company's common stock at $7.50 per share.
On March 28, 2017, Randy May, the Company's Chief Executive
relinquished his role as Chief Executive Officer to concentrate on
his role as Chairman of the Company's Board of Directors. The
Company then appointed Jay Puchir, 41, as the Company's Chief
Executive Officer. Prior to his appointment as the Chief Executive
Officer, Mr. Puchir, who originally joined the Company in December
2016, was the Company's Director of Finance, Treasurer and
Secretary. As Director of Finance, Mr. Puchir led the Company's
treasury function, financial planning & analysis. Mr. Puchir
started his career as an auditor at PricewaterhouseCoopers and a
consultant at Ernst & Young, ultimately earning the position of
Senior Manager at Ernst & Young. Immediately prior to joining the
Company, he held the role of Associate Chief Financial Officer with
HCA and from March 2010 to February 2016 he served as both the
Accounting Manager and Director of Finance / Controller at The
Citadel. Mr. Puchir is a licensed Certified Public Accountant.
Mr. Puchir has also served on a part-time basis as the Chief
Financial Officer of Trend Discovery Capital Management from July
2014 to March 2017. He received his Bachelor of Arts from the
University of North Carolina at Chapel Hill and his Master of
Business Administration from Rutgers University.
Also, on March 28, 2017, the Company appointed Charles Rateliff,
64, as the Company's Chief Financial Officer and Treasurer. Prior
to his appointment as the Company's Chief Financial Officer and
Treasurer, Mr. Rateliff was appointed to the Company's Board in May
2016. Mr. Rateliff served as the Treasurer and Senior Vice
President of Wal-Mart Stores, Inc. until 2005. Since then, he has
been an independent consultant for several private investment
firms. After receiving an MBA from the University of Arkansas, Mr.
Rateliff was hired as an internal auditor for Walmart and within
five years was promoted to Assistant Treasurer and then Treasurer.
Over the course of Mr. Rateliff’s career at Walmart he worked
across different departments including compliance, risk management,
profit sharing and associate benefits. Charles Rateliff is
replacing Yash Puri, the Company's former Chief Financial Officer
who resigned in January 2017.
Both Mr. Puchir and Mr. Rateliff will receive annual salaries of
$200,000 and will receive an equity grant of 300,000 shares which
will be either granted as restricted shares, options or another
form of grant after the Company's Board and shareholders approve an
incentive plan in 2017.
On March 28, 2017, the Company's Board increased the size of the
Board to nine members to enable the Company to reestablish a
majority of independent members on the Board. The Board's
nominating committee is conducting a search for new members.
A full-text copy of Form 8-k is available for free at:
https://is.gd/0HHgFE
About Ecoark Holdings
Ecoark Holdings, Inc., is a technology solutions company. The
Company offers technologies to fight waste in operations,
logistics, and supply chains worldwide. It provides pallet-level
time and temperature tracking, pre-cool prioritization and
monitoring, pallet routing, real-time in-transit monitoring, remote
visibility, and quality management solutions. The Company also
offers Point Clouds, which creates two dimensional (2d) and three
dimensional (3d) digital replications; High definition (HD) photos,
a 360 degree rotational bubble image from various project
perspectives; 2d Plans that plan and elevates views in CAD/PDF; and
3d models, such as Revit, CAD, Cyclone, 3dS, and others; as well as
provides training and consultation services on laser scan and/or
creates 2d as-builts or 3d models.
EMR TECHNOLOGY: Liggett & Webb P.A. Casts Going Concern Doubt
-------------------------------------------------------------
EMR Technology Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $2.19 million on $58,193 of total revenues for the year
ended December 31, 2016, compared to a net loss of $4.16 million on
$nil of total revenues for the year ended December 31, 2015.
Liggett & Webb, P.A., issued a going concern qualification on the
consolidated financial statements for the year ended December 31,
2016, citing that the Company has a net loss of $2,189,927 and an
accumulated deficit of $2,194,086. These factors raise substantial
doubt about the Company’s ability to continue as a going
concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $1.42 million, total liabilities of $782,901, and a
stockholders' equity of $633,214.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/8jFkMg
EMR Technology Solutions, Inc., is a Nevada corporation
incorporated on November 3, 2015, as a holding corporation focusing
on the acquisition of healthcare related technology companies.
FINJAN HOLDINGS: Releases VitalSecurity Gen 3.5 Mobile Browser
--------------------------------------------------------------
Finjan Holdings, Inc., a cybersecurity company, announced that its
subsidiary Finjan Mobile, Inc., released its VitalSecurityTM Gen
3.5 Secure Mobile Browser), available in the Google Play Store.
VitalSecurity 3.5 includes upgraded features based on recent
customer feedback. Unlimited scans on VitalSecurity 3.5 will be
available for a nominal monthly fee of $0.99 or an annual
subscription of $5.99. The patented VitalSecurity 3.5 also
utilizes and will build upon the incorporation of its sister
subsidiary, Finjan, Inc.'s, core security patented technology.
"When we re-entered the world of development through Finjan Mobile,
our intention was always to build a best-in-class suite of mobile
offerings that protected user data and privacy. The VitalSecurity
family has proven to be a successful mobile app with over 100,000
downloads in just four months. The launch of VitalSecurity 3.5
represents a milestone for us, as we build upon our offerings and
begin to generate recurring revenue for the company," said Finjan
Holding's president and CEO, Phil Hartstein. "FinjanMobile will
continue to listen to our customers feedback and innovate through
this subsidiary."
VitalSecurity 3.5 offers complete browser functionality and
displays detailed analyses of virus and malware threats aggregated
from over 60 top virus companies. Importantly, VitalSecurity
offers full transparency of the browsing experience while guarding
a user's privacy without collecting any personal data. It features
biometric and passcode security enabled through mobile device
hardware to further protect the user's experience. A recently
added feature is a complete tracker transparency, which alerts
users of all advertising, social, content, and analytic scripts
that are embedded in websites they visit.
The VitalSecurity Gen 3.5 Secure Mobile Browser can be downloaded
onto your smartphone or tablet from the Google Play Store (for
Android devices), and provides the user a more private and secure
experience as compared to other browsers such as Safari, Chrome or
Firefox.
About Finjan
Finjan Holdings, Inc., formerly known as Converted Organics --
http://www.finjan.com/-- 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.
For the year ended Dec. 31, 2016, Finjan reported net income of
$350,000 compared to a net loss of $12.60 million for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Finjan had $18.30
million in total assets, $3.93 million in total liabilities, $13.48
million in redeemable preferred stock and $886,000 in total
stockholders' equity.
FIRST PHILADELPHIA: S&P Hikes Rating on 2014A Revenue Bonds to BB+
------------------------------------------------------------------
S&P Global Ratings raised its rating on Philadelphia Authority for
Industrial Development, Pa.'s series 2014A tax-exempt revenue
bonds, issued for First Philadelphia Preparatory Charter School
(FPPCS) on behalf of Frankford Valley Foundation for Literacy, one
notch to 'BB+' from 'BB'. The outlook is stable.
The rating action reflects S&P Global Ratings' opinion of FPPCS'
improving financial profile metrics, including operating
performance, liquidity, and maximum annual debt service coverage
that is commensurate with the higher rating.
"We could take a negative rating action if enrollment does not grow
as projected such that operations deteriorate, either due to
stagnant enrollment or the volatile funding environment; if maximum
annual debt service coverage were to start to decline; if liquidity
were to weaken to levels we no longer consider commensurate with
the current rating; or if management were to issue additional debt
that pressures metrics notably from current levels," said S&P
Global Ratings credit analyst Gauri Gupta. "Although unlikely to
occur, we could raise the rating further over the long term if the
school were to grow liquidity; reduce maximum annual debt service
as a percent of expenses; and maintain consistent full-accrual
operating surpluses, leading to improved maximum annual debt
service coverage we consider more commensurate with a higher
rating."
The stable outlook reflects S&P Global Ratings' opinion that within
the one-year outlook period, enrollment will likely continue to
grow as projected until FPPCS reaches the charter cap. The outlook
also reflects the rating service's opinion that the demand profile
will remain stable, liquidity will continue to improve or remain at
current levels, and operating performance will remain positive on a
full-accrual basis such that maximum annual debt service coverage
will improve. S&P Global Ratings also expects the school to attain
a full five-year charter renewal in June 2017.
The bonds are secured by lease payments from FPPCS to Frankford
Valley Foundation for Literacy. The lease agreement stipulates all
pledged revenue of the school, or, what S&P Global Ratings views
as, a general obligation, secures lease payments. In addition, a
first-mortgage lien on the new facility and a debt service reserve,
funded at maximum annual debt service, secure the bonds.
FORESIGHT ENERGY: Completes Refinancing Transactions
----------------------------------------------------
As previously disclosed, on March 28, 2017 (the Closing Date),
Foresight Energy LP (FELP), together with its wholly-owned
subsidiaries Foresight Energy LLC (FELLC) and Foresight Energy
Finance Corporation and certain of the Issuers subsidiaries,
completed a series of transactions comprising a refinancing of
certain of its previously outstanding indebtedness.
On the Closing Date, the Issuers issued $425 million aggregate
principal amount of Second Lien Senior Secured Notes due 2023 and
entered into the Indenture.
On the Closing Date, the Issuers, each subsidiary of the Issuers
party thereto, and Lord Securities Corporation, as Parity Lien
Collateral Trustee, entered into a pledge and security agreement.
Pursuant to the Notes Collateral Agreement, the payment and
performance when due of all obligations of the Issuers and the
guarantors under the Notes and related guarantees and any other
designated funded debt that is secured equally and ratably with the
Notes is and will be secured by the pledge and grant of security
interests contained in the Notes Collateral Agreement.
On the Closing Date, FELLC entered into a new credit agreement
providing for new senior secured first-priority credit facilities
consisting of:
-- a new senior secured first-priority $825.0 million term
loan with a maturity of five years; and
-- a new senior secured first-priority $170.0 million
revolving credit facility with a maturity of four years, including
both a letter of credit subfacility and a swingline loan
subfacility.
On the Closing Date, FELLC, certain subsidiaries of the Borrower
and Lord Securities Corporation, as Priority Lien Collateral
Trustee, entered into a pledge and security agreement. Pursuant to
the Credit Facilities Security Agreement, the payment and
performance when due of all obligations of the Borrower and the
guarantors under the New Credit Facilities and any other designated
funded debt that is secured equally and ratably with the New Credit
Facilities and related guarantees is and will be secured by the
pledge and grant of security interests contained in the Credit
Facilities Security Agreement.
On the Closing Date, FELP and Lord Securities Corporation, as
Priority Lien Collateral Trustee, entered into a pledge agreement.
Pursuant to the Credit Facilities Parent Pledge, the payment and
performance when due of all obligations of the Borrower and the
guarantors under the New Credit Facilities and related guarantees
and any other designated funded debt that is secured equally and
ratably with the New Credit Facilities is and will be secured by
the pledge and grant of a security interest in all of FELP's
interest in the equity of the Borrower.
On the Closing Date, Sugar Camp Energy, LLC, as borrower, and
FELLC, as guarantor, entered into an amendment to the credit
agreement, dated as of Jan. 5, 2010, among Sugar Camp Energy, LLC,
as borrower, the lenders party thereto, Credit Agricole Corporate
and Investment Bank Deutschland, Niederlassung Einer Französischen
Société Anonyme and Crédit Agricole Corporate and Investment
Bank, as administrative agent, and related guaranty provided by
FELLC. The facility under the Sugar Camp Credit Agreement provided
financing for certain longwall mining equipment and is secured by
the assets financed with the proceeds of the Sugar Camp Credit
Agreement.
On the Closing Date, FELLC terminated the third amended and
restated credit agreement, dated as of Aug. 30, 2016, by and among
the Borrower, the lenders party thereto, and Citibank, N.A., as
administrative agent, and certain other parties, which governed its
former senior secured credit facilities. In connection with the
termination, the Borrower repaid all of its outstanding obligations
in respect of principal, interest and fees under the Former Credit
Facilities.
On March 28, 2017, Mr. Christopher Cline resigned from the Board,
and from his role as Principal Strategy Advisor. Mr. Cline's
resignation was not as a result of any disagreement with FELP
regarding any matter related to its operations, policies or
practices.
In connection with the departure of Mr. Cline, effective March 28,
2017, Robert D. Moore will serve as Chairman of the Board.
On the Closing Date, as a result of the Refinancing Transactions,
the warrants issued on August 30, 2016 to acquire common units of
FELP have become exercisable by the holders thereof. As of the
Closing Date, each Warrant is exercisable for 12.8 common units of
FELP at an initial exercise price of $0.8928 per common unit, in
each case subject to adjustment.
A full-text copy of Form 8-K is available for free at
https://is.gd/CNlqoC
About Foresight Energy LP
Foresight Energy LP (NYSE: FELP) is engaged in the mining and
marketing of coal from reserves and operations located in the
Illinois Basin. The Company control 2.1 billion tons of coal
reserves, almost all of which exist in three large, contiguous
blocks of coal: two in central Illinois and one in southern
Illinois. Its reserves consist principally of over three
contiguous blocks of high heat content (high Btu) thermal coal,
which are used for longwall operations.
Foresight Energy reported a net loss of $178.62 million for the
year ended Dec. 31, 2016, compared to a net loss of $38.68 million
for the year ended Dec. 31, 2015. As of Dec. 31, 2016, Foresight
Energy had $1.68 billion in total assets, $1.84 billion in total
liabilities and a total partners' deficit of $154.59 million.
GELTECH SOLUTIONS: Files Post-Effective Amendment to Form S-1
-------------------------------------------------------------
Geltech Solutions, Inc.. filed with the U.S. Securities and
Exchange Commission a post-effective amendment No 2 to its Form S-1
registration statement relating to the sale of up to 6,112,087
shares of the Company's common stock which may be offered by the
selling shareholder, Lincoln Park Capital Fund, LLC. The shares of
common stock being offered by the selling shareholder are
outstanding or issuable pursuant to the Lincoln Park Purchase
Agreement.
The Company will not receive any proceeds from the sales of the
above shares of its common stock by the selling shareholder;
however the Company will receive proceeds under the Purchase
Agreement if it sells shares to the selling shareholder.
The Company's common stock trades on the OTC Markets, Inc., or
OTCQB, under the symbol "GLTC". As of the last trading day before
the date of this prospectus, the closing price of the Company's
common stock was $0.275 per share.
A full-text copy of the amended prospectus is available at:
https://is.gd/StDId0
About GelTech
Jupiter, Fla.-based GelTech Solutions. Inc. is a Delaware
corporation organized in 2006. The Company markets four products:
(1) FireIce(R), a water soluble fire retardant used to protect
firefighters, structures and wildlands; (2) Soil2O(R) 'Dust
Control', its new application which is used for dust mitigation in
the aggregate, road construction, mining, as well as, other
industries that deal with daily dust control issues; (3)
Soil2O(R), a product which reduces the use of water and is
primarily marketed to golf courses, commercial landscapers and the
agriculture market; and (4) FireIce(R) Home Defense Unit, a system
for applying FireIce(R) to structures to protect them from
wildfires.
GelTech Solutions reported a net loss of $4.67 million on $1.20
million of sales for the year ended Dec. 31, 2016, compared with a
net loss of $6.02 million on $1.31 million of sales for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Geltech had $2.30
million in total assets, $8.66 million in total liabilities, and a
total stockholders' deficit of $6.36 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, 2016, citing that the Company has a net
loss and net cash used in operating activities in of $4,672,043 and
$3,344,593, respectively, for the year ended December 31, 2016 and
has an accumulated deficit and stockholders' deficit of $47,957,926
and $6,363,616, respectively, at December 31, 2016. These matters
raise substantial doubt about the Company's ability to continue as
a going concern.
GEO V. HAMILTON: Unsecureds to Recoup 100% in Two Installments
--------------------------------------------------------------
Geo V. Hamilton, Inc., filed with the U.S. Bankruptcy Court for the
Western District of Pennsylvania a disclosure statement with
respect to its plan of reorganization, dated March 31, 2017, a
full-text copy of which is available for free at:
http://bankrupt.com/misc/pawb15-23704-1053.pdf
The Plan contemplates the formation of an Asbestos Trust to
administer the assets to be contributed to the Asbestos Trust, to
determine the amounts of Asbestos Claims through the use of the
Asbestos Trust Distribution Procedures, and to make Distributions
to holders of Asbestos Claims.
Class 3, General Unsecured Claims, is impaired under the Plan.
Each holder of an Allowed General Unsecured Claim will receive Cash
in an amount equal to the Allowed amount of such Claim paid in two
installments as follows:
(i) 50% of the Allowed amount of such Claim will be paid on the
later of (a) the Effective Date
and (b) the date on which such Claim becomes Allowed, or, in each
case, as soon as reasonably practicable thereafter; and
(ii) 50% of the Allowed amount of such Claim will be paid on the
date that is one year after the Effective Date.
Class 4, Asbestos Claims, is impaired under the Plan. This class
includes approximately 1,400 asserted Asbestos Claims, most of
which have not been liquidated. On the Effective Date, all
liability for Asbestos Claims against the Debtor will
automatically, and without further act, deed, or court order, be
channeled exclusively to and assumed by, the Asbestos Trust in
accordance with, and to the extent set forth in the Plan, the Plan
Documents, and the Confirmation Order. Each Asbestos Claim will be
resolved in accordance with the terms, provisions, and procedures
set forth in the Asbestos Trust Documents. The Asbestos Trust will
be funded in accordance with the Plan. The sole recourse of the
holder of an Asbestos Claim on account of such Asbestos Claim will
be to the Asbestos Trust and each such holder will have no right
whatsoever at any time to assert its Asbestos Claim against any
Asbestos Protected Party.
The Debtor will fund distributions to holders of Allowed
Non-Asbestos Claims with cash on hand; cash generated from the
Reorganized Debtor's operations; and the proceeds of the Exit
Credit Agreement.
About Geo V. Hamilton, Inc.
Formed in 1947, Geo. V. Hamilton, Inc. is based in McKees Rocks,
Pennsylvania, its home of nearly seventy years. Hamilton is a
distributor of insulation products and an insulation contractor
serving a wide variety of industrial, energy and commercial
facilities in the Pittsburgh area and elsewhere.
Hamilton filed a Chapter 11 bankruptcy petition (Bankr. W.D. Pa.
Case No. 15-23704) on Oct. 8, 2015, for the purpose of resolving
all existing and future personal injury and wrongful death claims
arising from alleged exposure to asbestos-containing product
distributed or installed by Hamilton more than 40 years ago.
Judge Gregory L. Taddonio is assigned to the case.
The petition was signed by Joseph Linehan, the Company's general
counsel.
The Debtor has engaged Reed Smith LLP as counsel and Logan &
Company, Inc., as claims and noticing agent. Schneider Downs &
Co.,
Inc., as accounting consultant.
On Oct. 23, 2015, the United States Trustee appointed the Official
Committee of Asbestos Personal Injury Claimants to represent the
shared interests of holders of current asbestos-related claims for
personal injury or wrongful death against the Debtor. The
Committee
is represented by Douglas A. Campbell, Esq., at Campbell & Levine,
LLC, and Ann C. McMillan, Esq., Jeffrey A. Liesemer, Esq., and
Kevin M. Davis, Esq., at Caplin & Drysdale, Chartered.
On Dec. 8, 2015, the U.S. Trustee filed its statement that an
unsecured creditors committee has not been appointed to represent
the interests of unsecured creditors of the Debtor.
On Dec. 23, 2015, the Court entered its order appointing Gary
Philip Nelson as the Legal Representative of Holders of Future
Asbestos Demands. The FCR is represented by Beverly A. Block,
Esq., at Sherrard German & Kelly, PC.
GLOBAL HOUGHTON: S&P Affirms 'B' CCR & Alters Outlook to Developing
-------------------------------------------------------------------
S&P Global Ratings said that it affirmed its ratings on
Philadelphia-based Global Houghton Ltd., including the 'B'
corporate credit rating. S&P also revised the rating outlook to
developing from negative.
At the same time, S&P affirmed its 'B+' issue-level rating on the
company's secured first-lien credit facility. The recovery rating
remains '2', indicating S&P's expectation of substantial recovery
(70%-90%; rounded estimate: 70%) in the event of a payment default.
S&P also affirmed its 'B-' issue-level rating on the company's
second-lien debt. The recovery rating remains '5', indicating
S&P's expectation of modest recovery (10%-30%; rounded estimate:
20%) in the event of a payment default.
The outlook revision follows the recent announcement that Houghton
International has entered into a definitive agreement to combine
with specialty chemical producer Quaker Chemical Corp. (unrated).
Based on Houghton's press release, the companies generated
$227 million of adjusted EBITDA in 2016, and they are targeting $45
million in cost synergies from the combination. Quaker Chemical
has secured $1.15 billion in committed funding for the transaction,
which includes $200 million of additional liquidity for future
needs. The combination is subject to regulatory and Quaker
Chemical shareholders' approval. The company expects that it will
close by early 2018.
The developing outlook reflects S&P's expectation for a positive
rating action if the transaction closes as currently structured,
and the potential for a negative rating action or affirmation if it
does not. S&P continues to believe that Houghton's stand-alone
business is susceptible to a negative rating action if a decline in
operating performance results in tightened cushion under covenants
and credit measures deteriorating to levels weaker than S&P's
expectations at the current rating (adjusted debt to EBITDA at or
below 7x).
S&P's assessment of Global Houghton's business risk profile
reflects S&P's assessment of its leading position in the fragmented
and competitive metalworking fluids industry, which primarily sells
into the cyclical automotive, steel, and aluminum industries.
Global Houghton's products provide essential process
characteristics and represent a small portion of the end product's
cost. Customer loyalty, which the company enhances through its
technical engineering and service, provides a barrier to entry.
S&P expects Houghton to continue to pass through the majority of
volatile raw material costs to offset potential volatility.
Nonetheless, Global Houghton still faces price competition as a
function of substitute products from competitors and significant
excess capacity.
S&P expects Global Houghton to continue benefiting from its
relationship with Gulf Oil Corp., which provides it with exposure
to faster-growing Asian markets. S&P expects that Global Houghton
will continue to benefit from a shift in its product mix to
higher-margin products and a reduction in fixed costs, primarily
from reducing its number of employees, thereby maintaining
profitability and margins at stable levels. S&P expects that the
steel industry will remain challenged and believe that the company
will at least partially offset this drop with its exposure to the
aluminum industry. S&P expects to continue to see a shift in the
auto industry from steel to lighter aluminum.
S&P assess Global Houghton's financial risk profile as highly
leveraged. At the current rating, S&P expects debt to EBITDA to
remain at or below 7x on a weighted-average basis.
S&P's base-case assumptions for Global Houghton include:
-- Low- to mid-single-digit percentage revenue growth in 2017,
reflecting global GDP growth assumptions;
-- Continued focus on product mix and cost efficiencies to
support EBITDA margins near current levels; and
-- No significant additional debt issued at the Global Houghton
level in 2017.
S&P views Houghton's liquidity as less than adequate, reflecting
S&P's view that liquidity sources will exceed uses by less than
1.2x over the next 12 months due to tight covenant levels,
resulting in limited access to the company's revolver. S&P expects
management to be proactive in obtaining relief if covenant
compliance continues to be a risk.
Principal liquidity sources:
-- $44 million cash as of year-end 2016;
-- $50 million revolving credit facility, effective
availability of which is limited by tight covenants. S&P
understands that the size of the revolver will reduce to
$41 million at the end of 2017; and
-- Funds from operations (FFO) of about $35 million-$45 million
annually over the next two years.
Principal liquidity uses:
-- Modest capital spending and working capital needs; and
-- About $5 million in annual debt amortization.
The developing outlook reflects that S&P could raise, lower, or
affirm the rating depending on the closure of the combination with
Quaker Chemical and Global Houghton's operational results in 2017.
S&P believes that in 2017 management will maintain a prudent
approach to funding growth and shareholder rewards. S&P also
expects management to be proactive in obtaining covenant relief if
the EBITDA cushion under the company's covenant tightens. S&P
expects 2017 debt to EBITDA and weighted average debt to EBITDA to
be at or below 7x.
S&P could raise the ratings within the next 12 months if the
proposed combination with Quaker Chemical closes as expected,
resulting in pro forma debt to EBITDA of less than 5x on a
weighted-average basis. S&P would then withdraw the ratings on
Global Houghton if the debt is repaid in full.
S&P could lower the rating within the next couple of quarters if
volumes decline without offsetting cost reductions or improved
EBITDA margins, resulting in credit measures deteriorating to
levels weaker than what S&P would expect at the current rating.
S&P could lower the ratings if weighted-average debt to EBITDA
weakens to above 7x on a sustainable basis. A deterioration of
liquidity or aggressive financial policy decisions could lead to
similar credit measures, which could lead S&P to a downgrade. S&P
could also lower rating if it expects covenant compliance to
continue to be at risk, without management being proactive in
obtaining covenant relief. Lastly, S&P could lower the rating or
revise the outlook to negative if the proposed combination with
Quaker Chemical fails to close, as S&P views that transaction as a
key driver of its upside scenario currently.
GLYECO INC: Releases Copy of Presentation at MicroCap Conference
----------------------------------------------------------------
Ian Rhodes, GlyEco, Inc.'s president and chief executive officer,
presented a PowerPoint slideshow at the MicroCap Conference at the
Essex House in New York City on April 4, 2017. Mr. Rhodes
discussed, among other things, the Company's business, progress to
date, recent acquisitions, market overview and 2017 strategy. A
copy of the PowerPoint slideshow that was presented at the
Conference is available for free at https://is.gd/XwtFab
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
-------------------------------------------------
The Office of the U.S. Trustee on April 5 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 Paula Garlinge
233 Eagleton Estate Blvd.
Palm Beach Gardens, FL 33418
Tel: (561) 722-3201
Email: jeg@mgapalmbeach.com
(2) Elizabeth Pearce, CFA
309 Carrera Dr.
Mill Valley, CA 94941
Tel: (415) 595-4784
Email: 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, serves 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.
GREEN VALLEY: Wants to Obtain $20-Mil DIP Loan, Use Cash Collateral
-------------------------------------------------------------------
Green Valley Hospital, LLC, GV Hospital Management, LLC and GV II
Holdings LLC seek approval from the U.S. Bankruptcy Court for the
District of Arizona to obtain postpetition financing up to the
principal amount of $20,000,000 from Lateral U.S. Credit
Opportunities Fund.
The Debtors also ask the Court to use cash collateral,
specifically, the proceeds of the DIP Loan to:
(a) fund, among other things, ongoing working capital, general
corporate expenses, and other financing needs;
(b) refinance the Debtors' pre-existing credit facilities with
Artemis Realty Capital Advisors, LLC and SCM Specialty Finance
Opportunities Fund, L.P., and their equipment loan/lease with
Cardinal Health;
(c) pay prepetition liabilities for critical vendors, if
payments are approved by the Court;
(d) pay professional fees and transaction fees and other costs
and expenses of administration of the Debtors' bankruptcy estates;
(e) pay a $400,000 subordination fee to Green Valley Medical
Investments, LLLP; and
(f) pay interest, fees, and expenses to Lender under the DIP
Loan Documents, all as set forth in the budget.
The Debtors contend that its cash flow alone will be insufficient
to pay their immediate and ongoing expenses, especially considering
the added administrative costs that will be incurred by the Debtors
in these cases. As such, unless the Debtors obtain the DIP Loan
from Lateral U.S. Credit, which will result in the Debtors' cash
becoming the Lateral U.S. Credit's Cash Collateral, and have the
ability to use Cash Collateral to pay the Debtors' projected
expenses in accordance with the Budget, they will have no ability
to continue to maintain their business operations or preserve the
value of their assets.
The Debtors have agreed that the obligations under the DIP Loan
Documents, have priority over any and all administrative expenses,
diminution claims, and all other claims against the Debtors,
including all administrative expenses of the kind
However, the DIP Superpriority Claims of Lateral U.S. Credit will
be subject to: (a) the allowed, accrued, but unpaid administrative
claims of professionals employed by the Debtors for capped fees and
expenses not to exceed the aggregate amount of $800,000 as set
forth in the Budget which may be paid from the DIP Loan or
deposited into a segregated account as accrued; and (b) payment of
fees pursuant to 28 U.S.C. Section 1930.
The Debtors have also agreed to provide Lateral U.S. Credit a
valid, binding, continuing, enforceable, fully perfected, and
unavoidable first priority security interest and lien in and on all
prepetition and post-petition property and assets of the Debtors,
which will be, and deemed to be, immediately secured, except until:
(a) the DIP Loan is funded and the amounts owing to Artemis
Realty are fully paid, Artemis Realty's first priority deed of
trust on the Hospital land and structures and second priority lien
in equipment and accounts receivable;
(b) the DIP Loan is funded and the amounts owing to SCM
Special Finance are fully paid, SCM Special Finance's first
priority lien on accounts receivable;
(c) the DIP Loan is funded and the amounts owing to Cardinal
Health are fully paid, Cardinal Health’s lien on substantially
all of Management’s personal property;
(d) SQN Asset Finance's first priority lien on all of the
Debtors' owned equipment and the real property owned by GV II
Holdings;
(e) any personal property leased by GV Hospital Management
and/or Green Valley Hospital; and
(f) any personal property encumbered by a valid and perfected
purchase money security interest;
The Debtors' will further grant Lateral U.S. Credit a valid,
binding, continuing, enforceable, fully perfected, and unavoidable
second priority security interest and lien encumbering the DIP
Subordinate Collateral -- personal property leased by GV Hospital
Management and/or Green Valley Hospital and encumbered by a valid
and perfected purchase money security interest.
In addition, the Debtors also provide these principal terms of the
proposed loan under the DIP
Loan Documents:
A. Term: 9 months
B. Rate: 12% simple
C. Origination Fee: $540,000
D. Conditions Precedent:
(a) Completion of a Reorganization Proposal acceptable to
Lateral U.S. Credit;
(b) Bankruptcy Court approval of the Motion;
(c) Completion of an operating budget;
(d) Completion of a Chapter 11 Timeline with specific
time milestones;
(e) Completion of a Quality of Earnings report
satisfactory to Lateral U.S. Credit;
(f) Completion of an Appraisal of the Debtors
satisfactory to Lateral U.S. Credit;
(g) Lateral U.S. Credit's review of the Debtors’
material contracts;
(h) Lateral U.S. Credit's completion of background checks
of Debtors' management team;
(i) Satisfactory completion of all documentation and all
legal and other non-business due diligence;
(j) The consensual priming of the liens held by Green
Valley Medical Investments, LLP; and
(k) The entry of the Financing Order containing a good
faith finding as to the Lender and no stay pending appeal of the
Financing Orders.
GV Hospital Management is one of six subsidiaries of Green Valley
Hospital, LLC. The other subsidiaries include GVH MOB I, LLC, GVH
MOB II, LLC, GVH MOB III, LLC, GV Campus Management, LLC, and GV II
Holdings, LLC. GV Hospital Management is wholly owned by Green
Valley Hospital, LLC.
The Debtors relate that GV Hospital Management's total liabilities
stood at approximately $95 million as of the Petition Date, of
which approximately $85 million is secured debt from following
creditors:
(a) Artemis Realty Capital Advisors, LLC is owed
approximately $8.3 million as of the Petition Date. Artemis Realty
holds a first-priority lien on the Hospital's land and building and
on the equity ownership interests in GV Hospital Management, Green
Valley Hospital, LLC, GVH MOB I, LLC, GVH MOB II, LLC, and GVH MOB
III, LLC, and second-priority liens on GV Hospital Management and
Green Valley Hospital's equipment and accounts receivable.
(b) Green Valley Medical Investments, LLLP was Green Valley
Hospital's original senior secured lender, having funded the
construction of the Hospital through a $55 million loan. GVMI is
also owed approximately $7.5 million by Green Valley Hospital for
accrued interest, fees and costs. GVMI agreed to subordinate its
debt to Artemis loan in September 2016. As such, GVMI holds a
second-priority lien on:
(i) the Hospital’s land and building;
(ii) the equity interests in GV Hospital Management, GVH MOB
I, GVH MOB II, and GVH MOB III;
(iii) the land and buildings owned by GVH MOB I, GVH MOB II,
and GVH MOB III;
(iv) GV II Holdings, LLC's land; and
(v) a third-priority lien on GV Hospital Management and
Green Valley Hospital's equipment and accounts receivable.
(c) SCM Special Finance Opportunities provided an accounts
receivable loan to GV Hospital Management in the amount of $2.4
million. SCM Special Finance holds a first-priority lien on GV
Hospital Management's accounts receivable.
(d) SQN Asset Finance (Guernsey) Limited loaned Green Valley
Hospital approximately $13 million for the purchase of equipment.
SQN Asset Finance holds a first-priority lien on GV Hospital
Management and Green Valley Hospital's equipment, and on GV II
Holdings' land.
The Debtors believe that the only parties who might be affected by
the use of cash collateral, other than the Lender, are SCM Special
Finance, Artemis Realty, and GVMI, who hold security interests in
GV Hospital Management's accounts receivable.
Artemis Realty, and GVMI have consented to the use of cash
collateral and SCM Special Finance, which holds the senior security
interest, is over secured. Accordingly, the Debtors contend that
even if the Court does not authorize the immediate payoff of
Artemis Realty and SCM Special Finance from the DIP loan proceeds,
the Court should authorize the immediate use of cash collateral.
A full-text copy of the Debtor's Motion, dated April 3, 2017, is
available at https://is.gd/SgoLiZ
About Green Valley Hospital
Green Valley Hospital -- http://www.greenvalleyhospital.com/-- is
a licensed and general acute care hospital open 24 hours a day,
seven days a week. It cost more than $75 million to construct and
equip, and opened in May of 2015. The Hospital is a 49-bed general
acute care hospital with a 12-bed emergency department. The
Hospital currently has approximately 337 employees, and has
credentialed over 232 physicians on its medical staff.
GV Hospital Management, LLC dba Green Valley Hospital, and its
affiliates Green Valley Hospital, LLC dba Green Valley Hospital and
GV II Holdings, LLC filed separate Chapter 11 petitions (Bankr. D.
Ariz. Case Nos. 17-03351, 17-03353 and 17-03354, respectively), on
April 3, 2017. The Petitions were signed by Grant Lyon, chairman of
the Board.
The cases are assigned to Judge Scott H. Gan. The Debtors are
represented by S. Cary Forrester, Esq. and John R. Worth, Esq. at
Forrester & Worth, PLLC
Estimated Estimated
Assets Liabilities
---------- -----------
GV Hospital Management $50M-$100M $50M-$100M
Green Valley Hospital $1M-$10M $50M-$100M
GV II Holdings $500K-$1M $10M-$50M
HAMILTON SUNDSTRAND: Bank Debt Trades at 6% Off
-----------------------------------------------
Participations in a syndicated loan under Hamilton Sundstrand
Industrial is a borrower traded in the secondary market at 94.05
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.85 percentage points from the
previous week. Hamilton Sundstrand pays 300 basis points above
LIBOR to borrow under the $1.675 billion facility. The bank loan
matures on Dec. 10, 2019 and carries Moody's B3 rating and Standard
& Poor's B rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended March 31.
HCR HEALTHCARE: Moody's Lowers Corporate Family Rating to Caa1
--------------------------------------------------------------
Moody's Investors Service downgraded certain ratings of HCR
Healthcare LLC, including the Corporate Family Rating to Caa1 from
B3 and the Probability of Default Rating to Caa1-PD from B3-PD.
Moody's also placed all ratings, including the B1 senior secured
rating, on review for downgrade.
The downgrade of the CFR and PDR follows continued weakening in
financial performance at HCR given a number of operating headwinds.
This weakening performance increases the likelihood of a covenant
breach under the company's secured credit facility. Further, there
is increasing refinancing risk because the company's revolving
credit facility and term loan both come due in early April 2018.
The ratings review reflects uncertainty around the company's
ability to restructure its master lease agreement with Quality Care
Properties, Inc. (QCP) in a manner that would provide meaningful
financial relief to HCR. QCP disclosed on April 5, 2017 that it has
entered into a forbearance agreement through July 5, 2017 with HCR
during which the companies will engage in good faith discussions
concerning a long-term restructuring of the terms of the master
lease. The ratings review also incorporates uncertainty around the
company's ability to meet its covenants and/or receive covenant
relief from senior secured lenders.
The rating review will focus on any changes under the master lease
agreement with QCP that may be agreed upon over the coming months;
covenant compliance under the secured credit facility; outlook for
the company's ability to refinance its upcoming debt maturities;
developments with respect to the Department of Justice litigation;
the outlook for HCR's fundamental operating trends.
HCR Healthcare LLC:
The following ratings were downgraded and placed under review for
further downgrade:
Corporate family rating to Caa1 from B3
Probability of default rating to Caa1-PD from B3-PD
The following ratings were placed under review for downgrade:
$120 million senior secured revolving credit facility due 2018, B1
(LGD2)
$400 million (face value) senior secured term loan due 2018, B1
(LGD2)
RATINGS RATIONALE
HCR's Caa1 Corporate Family Rating (under review for downgrade)
reflects the company's very high financial leverage. Moody's
estimates adjusted debt/EBITDA of over 12x for the twelve months
ended December 31, 2016. It also reflects HCR's high exposure to
government reimbursement, ongoing reimbursement pressures, and
continued patient mix shift toward Medicaid patients which are
reimbursed at significantly lower rates than Medicare and private
insurance. The rating benefits from HCR's scale and strong market
position in the skilled nursing sector, as well as the diversity
added by its hospice, home health and other post-acute services.
Headquartered in Toledo, Ohio, HCR Healthcare LLC, provides a range
of health care services, including skilled nursing care, assisted
living, post-acute medical and rehabilitation care, hospice care,
home health care and rehabilitation therapy. HCR is owned by
private equity sponsor The Carlyle Group, HCP, Inc. and management.
For the LTM period ended December 31, 2016, HCR generated $3.8
billion in revenues.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
HEALTHIER CHOICES MGMT: Marcum LLP Casts Going Concern Doubt
------------------------------------------------------------
Healthier Choices Management Corp. filed with the U.S. Securities
and Exchange Commission its annual report on Form 10-K, disclosing
a net income of $10.68 million on $5.23 million of sales for the
year ended December 31, 2016, compared to a net income of $1.80
million on $3.08 million of sales for the year ended December 31,
2015.
Marcum LLP states that the Company has incurred net losses and
needs to raise additional funds to meet its obligations and sustain
its operations. In addition, the Company currently does not have
enough authorized common shares to settle all of its outstanding
warrants if such warrants were exercised pursuant to their cashless
exercise provisions. As a result, the Company could be required to
settle a portion of these warrants with cash. These conditions
raise substantial doubt about the Company's ability to continue as
a going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $17.23 million, total liabilities of $14.78 million, and
a stockholders' equity of $2.46 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/QrrdsJ
Healthier Choices Management Corp., formerly Vapor Corp, is a
holding company focused on providing consumers with healthier daily
choices with respect to nutrition and other lifestyle alternatives.
One segment of the Company's business is a U.S. based retailer of
vaporizers and e-liquids. The other segment is natural and organic
grocery operations in Ft. Myers, Florida. Healthier Choices
Management Corp. sells direct to consumer via company-owned
brick-and-mortar retail locations operating under "The Vape Store"
and "Ada's Natural and Organic" brands.
HISTORIC TIMBER: Unsecureds to Get $10K in 5 Annual Payments
------------------------------------------------------------
Historic Timber and Plank, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of Illinois a disclosure statement
in connection with its plan of reorganization.
Formed in 2009, HTP's initial sales focus was primarily
international export sales of flooring. The company entered a
growth stage, and by 2014 was in need of additional investment to
expand its plant facility. Outside investment was sought to
bolster the financing needed for plant expansion. The Debtor
entered into an investment agreement with Ron Komlos, the owner of
Flooring Systems, Inc., but Komlos refused to provide the
investment funds, which caused HTP's lender to deny the financing
needed to expand the business. HTP has a claim against Komlos for
damages to HTP resulting from Komlos' refusal to honor his
investment commitment; demand has been made upon Komlos for
$450,000 and the Debtor anticipates that a lawsuit alleging
multiple causes of action will be filed in the immediate future.
Class 4 under the plan consists of the general unsecured creditors.
Allowed Class 4 claims will include the unsecured and
under-secured amounts of Allowed Class 2D Claims. Estimated Class
4 unsecured claims are $563,826.33. Allowed Class 4 claims shall be
paid on a pro-rata basis as follows:
(a) Debtors will pay to Allowed Class 4 Creditors the net
proceeds collected from the Komlos Claim that remain after Class 3
Allowed Priority Claims are paid in full, but will in no case
receive a total payout in excess of Allowed Class 2D and Class 4
Claims.
(b) Debtors will pay to Allowed Class 4 Creditors five annual
payments of $10,000, with the first such payment due within one
year of Confirmation and subsequent annual payments due on the
anniversary of Confirmation for each of the subsequent four years.
The Debtor's Plan proposes to pay secured and unsecured creditors
from the regular earnings of the business and shareholder
investment.
A full-text copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/ilsb16-31007-121.pdf
About Historic Timber & Plank
Historic Timber & Plank, Inc., sought protection under Chapter 11
of the Bankruptcy Code (Bankr. S.D. Ill. Case No. 16-31007) on
June
28, 2016. The petition was signed by Joseph Adams, president.
The
Debtor is represented by Mary E. Lopinot, Esq., at Mathis,
Marifian
& Richter, Ltd. The case is assigned to Judge William V.
Altenberger. At the time of the filing, the Debtor estimated its
assets at $0 to $50,000 and debts at $1 million to $10 million.
HPIL HOLDING: Delays Filing of Fiscal 2016 Form 10-K
----------------------------------------------------
HPIL Holding 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 a delay by HPIL Holding in obtaining and compiling
information required to be included in HPIL Holding's Form 10-K for
the year ended Dec. 31, 2016, HPIL Holding will be unable to file
the Form 10-K within the prescribed time period without incurring
unreasonable effort or expense. HPIL Holding will file the Form
10-K on or before the fifteenth calendar day following the
prescribed due date.
A full-text copy of the LOI is available for free at:
https://is.gd/sL8wfd
About HPIL Holding
HPIL Holding, formerly Trim Holding Group, was incorporated on Feb.
17, 2004, in the state of Delaware under the name TNT Designs, Inc.
A substantial part of the Company's activities were involved in
developing a business plan to market and distribute fashion
products. On June 16, 2009, the majority interest in the Company
was purchased in a private agreement by Mr. Louis Bertoli, an
individual, with the objective to acquire and/or merge with other
businesses. On Oct. 7, 2009, the Company merged with and into Trim
Nevada, Inc., which became the surviving corporation. The merger
did not result in any change in the Company's management, assets,
liabilities, net worth or location of principal executive offices.
However, this merger changed the legal domicile of the Company from
Delaware to Nevada where Trim Nevada, Inc. was incorporated. Each
outstanding share of TNT Designs, Inc. was automatically converted
into one share of the common stock of Trim Nevada, Inc. Pursuant
to the merger, the Company changed its name from TNT Designs, Inc.
to Trim Holding Group and announced the change in the Company's
business focus to health care and environmental quality sectors.
Afterwards the Company determined it no longer needed its inactive
subsidiaries, and as such, all three subsidiaries were dissolved.
On May 21, 2012, the Company changed its name to HPIL Holding.
MNP LLP, in Mississauga, Ontario, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred
continuing losses and negative cash flows from operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern.
The Company reported a net loss and comprehensive loss available to
common shareholders of $92,659 following a net loss and
comprehensive loss available to common shareholders of $456,589 for
the year ended Dec. 31, 2014.
As of Sept. 30, 2016, the Company had $6.80 million in total
assets, $80,875 in total liabilities, all current, $6.72 million in
total stockholders' equity.
IPAYMENT INC: Revised Debt Terms No Impact on Moody's Caa2 CFR
--------------------------------------------------------------
Moody's Investors Service said that the B1 and Caa2 ratings for
iPayment, Inc.'s proposed senior secured credit facilities and
second lien notes, respectively, are not affected by the revised
terms of the offerings. iPayment's Caa2 Corporate Family Rating and
the negative rating outlook are also unaffected.
ITUS CORP: Raises $4.7 Million From Rights Offering
---------------------------------------------------
ITUS Corporation announced that its rights offering of common
shares closed April 4, 2017, raising gross proceeds of
approximately $4.7 million before payment of dealer manager fee and
other expenses, through the issuance of 1,989,207 shares of common
stock.
Robert Berman, ITUS's president and CEO, stated, "Proceeds from the
rights offering will enable us to continue the development of our
Cchek cancer detection technology and assist us in meeting our
corporate obligations. We are thankful to our shareholders that
participated in the rights offering and appreciate their continued
support."
The rights offering was made pursuant to ITUS's effective shelf
registration statement on Form S-3 (Reg. No. 333-206782) and
prospectus supplement on file with the Securities and Exchange
Commission.
About ITUS Corporation
ITUS Corp. -- http://www.ITUScorp.com/-- develops and acquires
patented technologies for the purposes of patent monetization and
patent assertion. The company currently has 10 patent portfolios
in the areas of Key Based Web Conferencing Encryption, Encrypted
Cellular Communications, E-Paper(R) Electrophoretic Display, Nano
Field Emission Display ("nFED"), Micro Electro Mechanical Systems
Display ("MEMS"), Loyalty Conversion Systems, J-Channel Window
Frame Construction, VPN Multicast Communications, Internet
Telephonic Gateway, and Enhanced Auction Technologies.
CopyTele changed its name to "ITUS Corporation" on Sept. 2, 2014,
to reflect the Company's change in its business operations.
ITUS Corp reported a net loss of $5.01 million on $300,000 of
total revenue for the year ended Oct. 31, 2016, compared to a net
loss of $1.37 million on $9.25 million of total revenue for the
year ended Oct. 31, 2015.
The Company's balance sheet at Jan. 31, 2017, showed $4.21 million
in total assets, $8.03 million in total liabilities and a total
shareholders' deficiency of $3.81 million.
Haskell & White LLP, in Irvine, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Oct. 31, 2016, citing that the Company has
limited working capital and limited revenue-generating operations
and a history of net losses and net operating cash flow deficits.
These conditions raise substantial doubt about the Company's
ability to continue as a going concern.
J CREW GROUP: Jenna Lyons No Longer Serving as President
--------------------------------------------------------
Jenna Lyons ceased to act as president and executive creative
director of J.Crew Group, Inc. and became a creative advisor to the
Company through the term of her existing employment agreement, Dec.
9, 2017, and thereupon will separate from service with the Company.
Ms. Lyons' duties as president and executive creative director
were absorbed by the Company's new chief design officer and other
members of the executive team, and therefore the Company will not
seek a replacement for Ms. Lyons' current position.
Ms. Lyons' existing employment agreement dated as of July 15, 2010,
remains in effect through her Separation Date, and Ms. Lyons has
agreed that she will not voluntarily terminate employment prior to
the Separation Date. In recognition of the good will that each of
Ms. Lyons and the Company have for each other, although not
required pursuant to the terms of the Employment Agreement, the
Company will pay to Ms. Lyons separation pay consisting of base
salary continuation and reimbursement of health care premiums for
the one year period following her Separation Date, provided that
Ms. Lyons' separation pay will be reduced by other cash
consideration received from a new employer during the separation
pay period. In addition, provided that she remains employed by the
Company through her Separation Date, the Company has agreed to
fully vest Ms. Lyons' unvested options and restricted stock, and
has further agreed that it will not exercise its rights to
repurchase equity held by Ms. Lyons under the Stockholders
Agreement dated as of March 7, 2011, between Chinos Holdings, Inc.,
Ms. Lyons and other parties thereto. Ms. Lyons will be required to
sign a release of claims in connection with her receipt of
separation payments. Ms. Lyons has also agreed not to compete with
the Company for six months following her Separation Date in
connection with the design, manufacture, distribution, marketing or
sale of men's, women's and children's apparel, shoes and/or
accessories through retail, wholesale, digital or other channels.
Ms. Lyons also will be subject to non-solicitation agreements in
respect of employees and customers for the twelve months following
her Separation Date.
About J. Crew Group
J.Crew Group, Inc. is an internationally recognized omni-channel
retailer of women's, men's and children's apparel, shoes and
accessories. As of Nov. 22, 2016, the Company operates 287 J.Crew
retail stores, 110 Madewell stores, jcrew.com, jcrewfactory.com,
the J.Crew catalog, madewell.com, the Madewell catalog, and 181
factory stores (including 37 J.Crew Mercantile stores).
For the year ended Jan. 28, 2017, J. Crew reported a net loss of
$23.51 million following a net loss of $1.24 billion for the year
ended Jan. 30, 2016. As of Jan. 28, 2017, J. Crew had $1.43
billion in total assets, $2.21 billion in total liabilities and a
total stockholders' deficit of $786.21 million.
* * *
As reported by the TCR on Dec. 16, 2016, S&P Global Ratings lowered
its corporate credit rating on the New York-based specialty
retailer J. Crew Group Inc. to 'CCC-' from 'B-'. "The downgrade
reflects our view that the company's suppressed debt trading prices
could culminate in a distressed debt buyback or debt exchange,"
said credit analyst Helena Song.
JACK COOPER: Commences Tender Offer to Purchase Existing Notes
--------------------------------------------------------------
Jack Cooper Enterprises, Inc. and Jack Cooper Holdings Corp.
announced that, as part of an overall plan to refinance its
outstanding debt, JCEI has commenced an offer to purchase from
Eligible Holders any and all of JCEI's outstanding 10.50%/11.25%
Senior PIK Toggle Notes due 2019 for cash and a related
solicitation of consents to amend the Existing JCEI Notes and
related indenture, and JCHC has commenced a private offer to
exchange with Eligible Holders any and all of JCHC's outstanding
9.25% Senior Secured Notes due 2020 for cash and warrants issued by
JCEI exercisable for shares of Class B common stock of JCEI and a
related solicitation of consents to amend the existing JCHC Notes
and related indenture and release the collateral securing the
Existing JCHC Notes.
Certain information related to the Existing Notes, the Offers and
the Consent Solicitations is set forth in the table below.
Issuer: Jack Cooper Enterprises, Inc.
Title of Series: 10.50%/11.25% Senior PIK Toggle Notes due 2019
Principal Amount Outstanding: $58,640,415
Offer Consideration: $138.50 in cash
Consent Payment: $11.50
Total Consideration: $150
Issuer: Jack Cooper Holdings Corp.
Title of Series: 9.25% Senior Secured Notes due 2020
Principal Amount Outstanding: $375,000,000
Offer Consideration: $300 in cash and 2.47 warrants to purchase
shares of Class B common stock of JCEI, par
value $0.0001 per share
Consent Payment: $50
Total Consideration: $350 in cash and 2.47 warrants to purchase
shares of Class B common stock of JCEI, par
value $0.0001 per share
For each $1,000 principal amount of Existing JCEI Notes validly
tendered at or before 5:00 p.m., New York City time on April 17,
2017, and not validly withdrawn, Eligible Holders of Existing JCEI
Notes will be eligible to receive the total consideration set out
in the table above, which includes the consent payment for the
Existing JCEI Notes set out in that table. For each $1,000
principal amount of Existing JCHC Notes validly tendered at or
before the Consent Deadline and not validly withdrawn, Eligible
Holders of Existing JCHC Notes will be eligible to receive the
total consideration set out in the table above, which includes the
consent payment for the Existing JCHC Notes set out in such table.
For each $1,000 principal amount of Existing JCEI Notes validly
tendered after the Consent Deadline but before the Expiration Time,
Eligible Holders of Existing JCEI Notes will be eligible to receive
only the offer consideration set out in such table, which excludes
the JCEI Notes Consent Payment. For each $1,000 principal amount
of Existing JCHC Notes validly tendered after the Consent Deadline
but before the Expiration Time, Eligible Holders of Existing JCHC
Notes will be eligible to receive only the offer consideration set
out in such table, which excludes the JCHC Notes Consent Payment.
No accrued interest will be paid in connection with the Offers with
respect to the Existing Notes purchased or exchanged in the
Offers.
No fractional Exchange Warrants will be issued to Eligible Holders
of Existing JCHC Notes in connection with the Exchange Offer. In
the event that an exchange would yield a fractional Exchange
Warrant, in lieu of the fraction of an Exchange Warrant, the
Company will round down to the nearest whole Exchange Warrant.
Consent Solicitations
JCEI is soliciting the consents from Eligible Holders of the
Existing JCEI Notes to approve proposed amendments to the Existing
JCEI Notes and the related indenture which amendments would, among
other things, eliminate substantially all of the restrictive
covenants and eliminate certain events of default contained in the
Existing JCEI Notes indenture and make conforming changes to the
Existing JCEI Notes. Consents in respect of a majority of the
outstanding Existing JCEI Notes are required to approve the
proposed amendments in the JCEI Consent Solicitation.
JCHC is soliciting the consents from Eligible Holders of the
Existing JCHC Notes to approve proposed amendments to the Existing
JCHC Notes and the related indenture which amendments would, among
other things, eliminate substantially all of the restrictive
covenants and eliminate certain events of default contained in the
Existing JCHC Notes indenture and make conforming changes to the
Existing JCHC Notes. Consents are also sought to approve the
release of the collateral securing the Existing JCHC Notes.
Consents in respect of 66 2/3% of the outstanding Existing JCHC
Notes are required to approve the proposed amendments in the JCHC
Consent Solicitation and the release of the collateral.
Eligible Holders may not deliver consents without tendering their
Existing Notes, and Eligible Holders may not tender their Existing
Notes without delivering consents.
Conditions to the Offers and the Consent Solicitations
The Offers and the Consent Solicitations are conditioned upon (i)
receipt by JCHC of net proceeds from the New Secured Notes Offering
sufficient to fund the cash consideration payable in the Offers and
the Consent Solicitations and fees and expenses incurred by the
Company in connection with the Offers, the Consent Solicitations
and the New Secured Notes Offering, (ii) there being validly
delivered and not revoked consents in respect of Existing JCEI
Notes from at least a majority in aggregate principal amount of
outstanding Existing JCEI Notes and the JCEI supplemental indenture
being executed and delivered by JCEI and the trustee for the
Existing JCEI Notes, (iii) there being validly delivered and not
revoked the consents in respect of Existing JCHC Notes from at
least 66 2/3% in aggregate principal amount of outstanding Existing
JCHC Notes, and the JCHC supplemental indenture being executed and
delivered by JCHC, the guarantors party thereto and the trustee for
the Existing JCHC Notes, and (iv) the satisfaction of certain other
general conditions to the Offers and the Consent Solicitations set
forth in the offering memorandum.
New Secured Notes
Concurrently with the consummation of the Offers and the Consent
Solicitations, JCHC expects to issue and sell a new series of
13.75% senior secured notes due 2023 through one or more private
placements pursuant to Section 4(a)(2) of the Securities Act of
1933, as amended. On March 9, 2017, the Company entered into a
term sheet related to the proposed private New Secured Notes
Offering with Solus Alternative Asset Management LP; however, Solus
has not committed to purchase the New Secured Notes, and there can
be no assurance that Solus will purchase the New Secured Notes on
the terms set forth on the term sheet, or at all. The proceeds
from the New Secured Notes Offering would be used to fund the cash
portions of the Offers and the Consent Solicitations and to pay
fees and expenses incurred by the Company in connection with the
Offers, the Consent Solicitations and the New Secured Notes
Offering.
Additional Information
The Offers and the Consent Solicitations will expire at 12:01 a.m.,
New York City time, on May 2, 2017, unless extended. Existing Notes
tendered and Consents delivered may not be withdrawn or revoked, as
applicable, after 5:00 p.m., New York City time, on April 17, 2017,
unless extended. Assuming that the conditions to the Offers are
satisfied or waived, the “Settlement Date” will be promptly
after the Expiration Time and is expected to be the third business
day after the Expiration Time.
The Exchange Warrants have not been registered with the Securities
and Exchange Commission under the Securities Act, or any state or
foreign securities laws. The Exchange Warrants may not be offered
or sold except pursuant to an exemption from, or in a transaction
not subject to, the registration requirements of the Securities
Act. Only persons who (i) certify that they are "qualified
institutional buyers" within the meaning of Rule 144A under the
Securities Act or (ii) certify that they are not "U.S. person" and
are outside of the United States within the meaning of Regulation S
under the Securities Act are authorized to receive and review the
offering memorandum relating to the Offers and the Consent
Solicitations and to participate in the Offers and the Consent
Solicitations.
Requests for documents (including the form of eligibility letter)
should be directed to D.F. King & Co., Inc., the Information Agent
and the Tender and Exchange Agent for the Offers and the Consent
Solicitations, at (212) 269-5550 (for banks and brokers) or (800)
755-7250 (for noteholders) or by email at jc@dfking.com. Eligible
Holders may also complete and submit a letter of eligibility online
at http://www.dfking.com/jc. Eligible Holders may also contact
their broker, dealer, commercial bank, trust company or other
nominee for assistance concerning the Offers and the Consent
Solicitations.
Credit Agreement Amendments
In connection with the Offers and the Consent Solicitations, on
April 3, 2017, Jack Cooper Holdings, Corp. entered into the
following amendments:
* An Amendment No. 3 to that certain Credit Agreement, dated as
of March 31, 2015, as amended, by and among JCHC, certain
subsidiaries of JCHC, as guarantors, the lenders party
thereto, and MSDC JC Investments, LLC, as agent for the
lenders. The MSD Amendment, among other things, adjusted
certain provisions, including restrictions on the prepayment
of indebtedness, covenants related to payment of junior debt
and the definitions relating to EBITDA, Permitted
Indebtedness, Permitted Investments and Permitted Liens (each
as defined therein), to allow JCHC to enter into the
transactions in connection with the Offers and the Consent
Solicitations.
* An Amendment Number Five to that certain Amended and
Restated Credit Agreement, dated as of June 18, 2013, as
amended, by and among the lenders identified on the
signature pages thereto, Wells Fargo Capital Finance, LLC,
as administrative agent for the lenders, JCHC and certain of
its subsidiaries, as borrower, and the guarantors identified
on the signature pages thereto. The WFCF Amendment, among
other things, adjusted certain provisions, including
restrictions on the prepayment of indebtedness, covenants
related to payment of junior debt and the definitions
relating to EBITDA, Permitted Indebtedness, Permitted
Investments and Permitted Liens, to allow JCHC to enter into
the transactions in connection with the Offers and the
Consent Solicitations.
* An Amendment No. 1 to that certain Credit Agreement, dated
as of Oct. 28, 2016, by and among Wilmington Trust, National
Association, as agent, and certain entities affiliated with,
or managed by, Solus Alternative Asset Management LP. The
Solus Amendment, among other things, adjusted certain
provisions, including restrictions on the prepayment of
indebtedness, covenants related to payment of junior debt
and the definitions relating to EBITDA, Permitted
Indebtedness, Permitted Investments and Permitted Liens, to
allow JCHC to enter into the transactions in connection with
the Offers and the Consent Solicitations.
Each of the MSD Amendment, the WFCF Amendment and the Solus
Amendment are conditioned upon consummation of the Offers and the
Consent Solicitations.
First Quarter Results
Jack Cooper Enterprises, Inc., JCHC's parent company, currently
expects its operating revenues, on a consolidated basis, for the
first quarter of 2017 to decrease, as compared to the first quarter
of 2016, as a result of a reduction in business volumes from some
of the Company's customers, and the timing of transportation and
logistics revenues that it expects to realize during 2017. The
impact of the anticipated operating revenues decline on JCEI's net
loss and Adjusted EBITDA is expected to be offset by expense
reduction measures that JCEI took during 2016 and the first quarter
of 2017. Expense reduction measures include the exchange
transactions JCEI completed in 2016, which will result in a
decrease in interest expense during the first quarter of 2017 as
compared to the first quarter of 2016. JCEI expects, on a
consolidated basis, both net loss and Adjusted EBITDA to be
relatively flat for the first quarter of 2017 as compared to the
first quarter of 2016.
JCEI's estimates for the first quarter of 2017 are preliminary in
nature and its actual results may differ from those provided herein
due to the completion of its financial closing procedures, review
by its independent auditor and other developments that may arise
between now and the time the financial results for the first
quarter of 2017 are finalized, and those differences may be
material.
A full-text copy of the press release is available for free at:
https://is.gd/R0evbU
About Jack Cooper
Jack Cooper Enterprises, Inc., is the direct parent of Jack Cooper
Holdings Corp., based in Kansas City, MO, a leading provider of
over-the-road transportation of automobiles, SUVs and light trucks
in the U.S. and Canada.
Jack Cooper reported a net loss of $33.27 million on $667.84
million of operating revenues for the year ended Dec. 31, 2016,
compared to a net loss of $69.91 million on $728.58 million of
operating revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Jack Cooper had $279.11 million in total
assets, $628.96 million in total liabilities and a total
stockholders' deficit of $349.85 million.
* * *
As reported by the TCR on Dec. 14, 2016, S&P Global Ratings said
that it has lowered its corporate credit rating on Kansas City,
Mo.-based Jack Cooper Holdings Corp. to 'SD' from 'CC'. "The
downgrade follows Jack Cooper's announcement that it has
completed the exchange of its senior unsecured PIK toggle notes due
2019 for a combination of cash and warrants in a transaction that
we consider a distressed exchanged," said S&P Global credit analyst
Michael Durand.
In November 2016, Moody's Investors Service downgraded the ratings
of Jack Cooper Enterprises, Inc., including its Probability of
Default Rating ("PDR") to 'Ca-PD' from 'Caa2-PD' and its Corporate
Family Rating ("CFR") to 'Caa3' from 'Caa2'.
JEANETTE GUTIERREZ: NTCG Buying San Antonio Property for $87K
-------------------------------------------------------------
Jeanette M. Gutierrez asks the U.S. Bankruptcy Court for the
Western District of Texas to authorize the private sale of real
property located at 6126 Valley Cliff, San Antonio, Texas, more
particularly described as Lot 62, Block 86, New City Block 18786,
recorded in the Real Property Records of Bexar County, Texas, to
NTCG Holdings, LLC for $86,500.
The Debtor entered into earnest money contract with the Buyer for
the sale of the Property. The Debtor desires to sell the Property
free and clear of any interest other than that of the estate with
all valid liens, claims, or encumbrances to attach the proceeds of
such sale.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Jeanette_Gutierrez_230_Sales.pdf
The Debtor is informed and believes that the Property is encumbered
by the following liens: (i) Bexar County Texas - $8,500; (ii)
Jefferson Bank - $139,867; (iii) Internal Revenue Service -
$930,660; and (iv) M2G Real Estate, Ltd. - $54,330.
The Debtor believes that the proposed purchase price for the
Property is fair and reasonable.
The Debtor asks that the Court, after hearing on notice pursuant to
Federal Rules of Bankruptcy Procedure 2002, 6004, and 9014,
approves the sale of Property as set forth, and authorizes the
Debtor to proceed in accordance with the earnest money contract,
and that the Debtor have such other and further relief as is just
and proper.
The Debtor asks that the Order authorizing the sale not be stayed
pursuant to Bankruptcy Rule 6004(g).
The Purchaser can be reached at:
NTCG HOLDINGS, LLC
5714 NW Loop 410, Ste. 200
San Antonio, TX 78238
Telephone: (210) 274-1852
E-mail: natetsb@live.com
About Jeanette M. Gutierrez
Jeanette M. Gutierrez and her spouse own and operate a couple of
businesses San Antonio, Texas, including GP Auto Sales, Inc.,
which is involved in used car sales; Gutierrez P. Enterprises,
LLC, which owns and rents several residual rental properties in
San
Antonio, Texas; and FCRE, Inc.
Jeanette M. Gutierrez sought Chapter 11 protection (Bankr. W.D.
Tex. Case No. 15-52100g) on Aug. 31, 2015.
The Debtor tapped David T. Cain, Esq., at the Law Office of David
T. Cain as counsel.
JERRY DAVIS: Bowers Buying Santa Rosa County Property for $50K
--------------------------------------------------------------
Jerry H. Davis asks the U.S. Bankruptcy Court for the Southern
District of Alabama to authorize the sale of real property known as
Lots Number 8 and 13 located on Highway 182, Pond Creek Estates,
Santa Rosa County, Florida, to John T. Brower, Jr., and Brittany L.
Brower, or their designee, for $50,000.
The Debtor owns the Property. It is subject to a mortgage in favor
of United Bank which mortgage secures a debt with an unpaid balance
of approximately $3,800,000.
The Debtor has received an offer to purchase said property from the
Buyers $50,000 cash, said sale to be free and clear of liens. The
Debtor has agreed to accept said offer, subject to the Court's
approval.
A copy of the Purchase Agreement attached to the Motion is
available for free at:
http://bankrupt.com/misc/Jerry_Davis_99_Sales.pdf
From the gross sales proceeds, the Debtor proposes to pay (i) all
closing costs and fees required to be paid by the Seller under the
terms of the Purchase Agreement; (ii) all ad valorem taxes required
to be paid by the Seller under the Purchase Agreement; (iii) the
amount of $650 to Irvin Grodsky's P.C.'s IOLTA account to be used
to pay the Chapter 11 Quarterly Fees for the calendar quarter
during which the sale is closed; and (iv) the balance to United
Barile, to be applied against the debt secured by the mortgage
against said property. PHD Realty, LLC may request United Bank to
pay it a commission for said sale.
The Debtor is of the opinion that the proposed purchase price is
fair and reasonable for that the property has been on the market
for several months, and the Buyers would close on the sale
previously approved by the Court. The Debtor is also of the
opinion that the sale of said property under these circumstances
and the use of the proceeds as described is in the best interest of
all creditors. Accordingly, the Debtor asks the Court to authorize
him to (i) sell the property to the Buyers free and clear of liens,
in accordance with the Agreement; and (ii) use the proceeds of the
sale as set forth.
Counsel for the Debtor:
Irvin Grodsky, Esq.
P.O. Box 3123
Mobile, AL 36652
Telephone: (251) 433-3657
Jerry H. Davis sought Chapter 11 protection (Bankr. S.D. Ala. Case
No. 16-04461) on Dec. 23, 2016. The Debtor tapped Irvin Grodsky,
Esq., as counsel.
KB HOME: Moody's Raises Corporate Family Rating to B1
-----------------------------------------------------
Moody's Investors Service upgraded KB Home's Corporate Family
Rating to B1 from B2 and Probability of Default Rating to B1-PD
from B2-PD. Concurrently, Moody's upgraded the company's unsecured
notes to B1 from B2 and its senior unsecured shelf registration to
(P)B1 from (P)B2. The Speculative-Grade Liquidity (SGL) Rating of
SGL-2 was affirmed and the rating outlook was changed to stable
from positive.
The upgrade of the Corporate Family Rating to B1 reflects Moody's
expectation that KB Home's financial performance will continue to
improve, enhancing the company's credit metrics. Moody's
anticipates the company's homebuilding debt to book capitalization
to decline below 60% in 2017 and trend toward 50% by the end of
fiscal 2019 (fiscal year end November 30). The rating is also
supported by KB Home's size with 2016 revenues of $3.6 billion and
just under 10,000 new home deliveries. Moreover, the company's
geographic diversification is a key credit driver, KB Home operates
in 36 markets and four geographic regions, including the West,
Southwest, Central, and Southeast.
The following rating actions were taken:
Corporate Family Rating, upgraded to B1 from B2;
Probability of Default Rating, upgraded to B1-PD from B2-PD;
Existing senior unsecured notes of various maturities, upgraded to
B1 (LGD4) from B2 (LGD4);
Senior unsecured shelf registration, upgraded to (P)B1 from (P)B2;
Speculative-Grade Liquidity Rating, affirmed at SGL-2;
The rating outlook changed to stable from positive.
RATINGS RATIONALE
KB Home's B1 Corporate Family Rating is predicated on the
expectation that the company's debt leverage will decline
significantly over the next several years. In 2017, Moody's
projects KB Home's debt to book capitalization to finish the year
at approximately 56% with further declines coming in the following
years. The deleveraging will come in the form of debt reduction,
higher profitability, and earnings retention. Moody's projects the
company to retain over $500 million in earnings between 2017 and
2019, after considering its $8.5 million of ordinary annual
dividends. This will enhance the company's already strong net worth
of $1.7 billion at the end of 2016 and approaching $2 billion in
2017. The B1 rating also considers KB Home's large size and scale.
It is the seventh largest homebuilder in the US as measured by 2016
revenues of $3.6 billion. Further, Moody's projects revenues to top
$4.0 billion in 2017.
At the same time, the Corporate Family Rating is limited by KB
Home's weak gross margins compared to its rated peers. Gross margin
in 2016 was 16.8% - significantly below the median for B1, B2, and
Ba3 rated homebuilders of 19.4% - and Moody's expects it to
contract further in 2017. Like many homebuilders, KB Home has been
affected by increased costs in both land and labor. Additionally
though, in an effort to utilize inactive inventory KB Home is
activating previously mothballed land which tends to generate below
company average gross margins. This will continue to impact gross
margins in 2017. While gross margins are weak, Moody's acknowledges
that on an unlevered basis KB Home's margins compare more favorably
to its peer group; unlevered gross margins for 2016 were 21.3%
compared to the median for the same peer group of 21.4%.
The Speculative-Grade Liquidity (SGL) Rating of SGL-2 reflects KB
Home's good liquidity profile and takes into consideration internal
liquidity, external liquidity, covenant compliance and alternate
liquidity. KB Home's internal liquidity is supported by a sizable
cash balance of $592 million at the end of fiscal 2016 as well as
Moody's expectation that the company will have modestly positive
cash flow from operations in 2017. External liquidity is supported
by a $275 million unsecured revolving credit facility that is
committed through August of 2019. Moody's does not project any
advances outstanding at the end of any quarter in 2017, although
the company may use the facility for intra-quarter borrowings. KB
Home is subject to several financial maintenance covenants
including a minimum tangible net worth, maximum leverage ratio,
minimum interest coverage ratio, and a maximum investment in joint
ventures or non-guarantor subsidiaries. The company had good
cushion under each of these to end 2016 and its assurance of
compliance will only increase in 2017 as it reduces its debt
leverage. Alternate sources of liquidity are available as KB Home's
debt capital structure is unsecured.
The stable rating outlook reflects Moody's expectation of continued
growth paired with improvement in credit metrics amidst a favorable
homebuilding environment.
The ratings could be upgraded if KB Home is able to reduce its
homebuilding debt to book capitalization below 45% while
significantly improving its gross margins toward 20% and increasing
homebuilding EBIT coverage of interest beyond 4.0x. An upgrade
would also consider maintaining a good liquidity profile and
continued tailwinds in the homebuilding industry.
The ratings could be downgraded if the company fails to meet
Moody's expectation of reducing its homebuilding debt to book
capitalization below 55%. In addition, the ratings could be under
pressure if gross margins deteriorate significantly, and
homebuilding EBIT coverage of interest falls below 2.0x, and the
company's liquidity profile weakens.
The principal methodology used in these ratings was Homebuilding
And Property Development Industry published in April 2015.
Headquartered in Los Angeles, KB Home is one of the country's
largest homebuilders, with presence in 36 markets and four
geographic regions, including the West, Southwest, Central, and
Southeast. In 2016 the company's total revenues and consolidated
net income were $3.6 billion and $106 million, respectively.
KIWA BIO-TECH: Junwei Zheng Buys US$1 Million Common Shares
-----------------------------------------------------------
In a Schedule 13D filed with the Securities and Exchange
Commission, Junwei Zheng disclosed that as of March 31, 2017, he
beneficially owns 920,000 shares of common stock of Kiwa Bio-Tech
Products Group Corporation representing 9.58 percent of the shares
outstanding. Mr. Zheng acquired the reported 920,000 shares of the
Company's common stock by purchasing the shares in a private
placement from the Company for an aggregate price of US$1,000,000.
A full-text copy of the regulatory filing is available for free
at:
https://is.gd/MH22KT
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.
LAS TUNAS: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Las Tunas DCE, LLC
910 W. Shorb St.Unit F
Alhambra, CA 91803
Case No.: 17-14239
Business Description: The Debtor owns a property located at 1062
East Las Tunas Drive, San Gabriel, CA 91776,
valued at $1.10 million.
Chapter 11 Petition Date: April 6, 2017
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Barry Russell
Debtor's Counsel: Kevin Tang, Esq.
TANG & ASSOCIATES
633 West Fifth St., Suite 2600
Los Angeles, CA 90071
Tel: 213-300-4525
Fax: 213-4035545
E-mail: tangkevin911@gmail.com
Total Assets: $1.10 million
Total Liabilities: $499,727
The petition was signed by Elke Coffey, co-manager.
The Debtor says it has no unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/cacb17-14239.pdf
LAW-DEN NURSING: Unsecureds May Recoup 33% Under Plan
-----------------------------------------------------
Law-Den Nursing Home, Inc., filed with the U.S. Bankruptcy Court
for the Eastern District of Michigan an initial combined Chapter 11
plan of reorganization and disclosure statement dated April 3,
2017.
Class 4 consists of the claims of holders of allowed unsecured
claims against the Debtor. The total estimated amount of the
non-priority unsecured claims, as reported on the schedules is
$2,693,709.98, exclusive of deficiency claims.
On a date that is one year after the Effective Date, the
Reorganized Debtor will pay holders of all Allowed Class 4 Claims
whose allowed claims are individually less than $3,000, or who
voluntarily elect on the claimant's ballot to reduce its respective
claim to $3,000, an amount equal to 33% of the allowed amount of
the claim. Upon payment of this amount, the Reorganized Debtor
will have no further liability to the claim holder.
For unsecured claim greater than $3,000, a holder of the claim will
receive, in full satisfaction of the claim, pro rata annual
distributions equal to 50% of the Reorganized Debtor's net
cashflow, commencing on the first full fiscal year after the
Effective Date.
The payments will continue to be made on the same date each year
until the earlier to occur of:
(1) the claims are paid in full; or
(2) the fifth anniversary of the Effective Date.
Class 4 Claims are impaired by the Plan.
Upon the Effective Date, the Reorganized Debtor will have standing
to pursue any and all avoidance actions. The Debtor has not yet
investigated any Avoidance Actions. Potential Avoidance Actions
may include avoidance of prepetition payments to insiders within
one year of the Petition Date, avoidance of other prepetition
payments within 90 days of the Petition Date, avoidance or
challenge to any liens asserted against property of the Debtor or
Reorganized Debtor, avoidance of any unauthorized payment made
after the Petition Date, and avoidance of any fraudulent conveyance
that may have been made within six years of the Petition Date. All
causes of action, including Avoidance Actions, are specifically
reserved, whether specifically listed in the Plan or Disclosure
Statement. Unless any cause of action against a person is
expressly waived, released, compromised, or settled in the Plan or
a final court order, the Reorganized Debtor specifically reserves
all causes of action for later adjudication, and, therefore, no
preclusion doctrine, res judicata, estoppel (judicial, equitable,
or otherwise) or laches will apply to any of the causes of action
upon, after or as a consequence of the confirmation of the Plan,
entry of the confirmation court order, the Effective Date or
consummation of the Plan.
The Disclosure Statement is available at:
http://bankrupt.com/misc/mieb16-52058-130.pdf
About Law-Den Nursing Home
Law-Den Nursing Home, Inc., filed a Chapter 11 petition (Bankr.
E.D. Mich. Case No. 16-52058) on Aug. 30, 2016. The petition was
signed by Todd Johnson, administrator. The Debtor is represented by
Clinton J. Hubbell, Esq., at Hubbell Duvall PLLC, in Southfield,
Michigan. The case is assigned to Judge Phillip J. Shefferly. At
the time of its filing, the Debtor estimated assets at $0 to
$50,000 and liabilities at $1 million to $10 million.
The Debtor taps David E. Jerome and the Law Offices of Jerome &
McLean as labor relations counsel, and Michigan Business Advisor as
accountants.
Daniel M. McDermott, United States Trustee for Region 9, submitted
a Notice of Appointment of Patient Care Ombudsman before the U.S.
Bankruptcy Court for the Eastern District of Michigan naming
Deborah L. Fish as the Patient Care Ombudsman in the bankruptcy
case of Law-Den Nursing Home, Inc.
LEARNING ENHANCEMENT: Wants Plan Filing Deadline Extended to May 12
-------------------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Illinois
will hold on April 14, 2017, at 10:30 a.m. a hearing to consider
Learning Enhancement Corp. and The BrainWare Company's request to
extend the deadline to file a plan of reorganization, through and
including May 12, 2017.
The Court previously extended to April 4, 2017, the deadline for
the Debtors to file a plan and disclosure statement.
As the Debtors closed on the sale of substantially all of their
assets, the Debtors have had little time to focus their efforts on
the formulation of a plan and disclosure statement. Given the
substantial delay in the closing of the sale, the Debtors believe
that a dismissal or dismissal with minimum distributions may be the
most cost-effective way to exit bankruptcy. The Debtors are
currently discussing these options with the U.S. Trustee and hope
to file a motion to dismiss in form and substance agreed upon by
the U.S. Trustee very soon.
About Learning Enhancement
Learning Enhancement Corp. and The BrainWare Company are generally
in the business of developing and marketing learning enhancement
tools for use by individuals seeking to improve brain function --
anything from cognition and memory to visual and auditory
processing.
Learning Enhancement sought Chapter 11 protection (Bankr. N.D. Ill.
Case No. 16-35537) on Nov. 7, 2016. Judge Jack B. Schmetterer is
assigned to the case. The petition was signed by Roger Stark,
CEO.
Learning Enhancement estimated assets and liabilities in the range
of $1 million to $10 million.
Learning Enhancement tapped Matthew E. McClintock, Esq., and Sean
P. Williams, Esq., at Goldstein & McClintock LLLP as counsel.
Learning Enhancement's case is jointly administered with The
BrainWare Company. Learning Enhancement is the lead case.
LEGEND OIL: Hillair Capital Hikes Equity Stake 79.1%
----------------------------------------------------
In an amended Schedule 13D filed with the Securities and Exchange
Commission, Hillair Capital Investments L.P., Hillair Capital
Management LLC and Sean M. McAvoy disclosed that as of April 3,
2017, they beneficially own 1,182,128,550 shares of common stock of
Legend Oil and Gas, Ltd. representing 79.10 percent based on
1,494,389,159 issued and outstanding shares of Common Stock as of
April 3, 2017.
On April 3, 2017, the Reporting Persons have acquired the
22,000,000 Shares through the purchase of Original Issue Discount
Senior Convertible Debentures with a principal amount of $660,000,
convertible into 22,000,000 Shares in a private placement on
April 3, 2017. No additional consideration will be paid upon the
conversion of the April 3 Debentures.
Each of the Reporting Persons (i) has the sole power to vote or
direct the vote of no Shares; (ii) has the shared power to vote or
direct the vote of 1,182,128,550 Shares; (iii) has the sole power
to dispose or direct the disposition of no Shares; and (iv) has the
shared power to dispose or direct the disposition of 1,182,128,550
Shares.
Hillair Capital Management LLC is the investment advisor to Hillair
Capital Investments L.P., a Cayman Islands limited partnership. By
virtue of that relationship, Hillair Management may be deemed to
have dispositive power over the shares owned by Hillair
Investments. Hillair Management disclaims beneficial ownership of
such shares.
A full-text copy of the regulatory filing is available at:
https://is.gd/syGgAs
About Legend Oil
Alpharetta, Ga.-based Legend Oil and Gas, Ltd., is a crude oil
hauling and trucking company. The Company has principal operations
in the Bakken region of North Dakota. The Company's segments
include Corporate, Trucking and Services. The Company holds
interests in Black Diamond Energy Holdings, LLC (Maxxon). Maxxon
is a trucking and oil and gas services company that operates in
North Dakota. The Company performs hauling services for
institutional drilling and exploration companies, as well as crude
oil marketers.
Legend Oil reported a net loss of $14.98 million in 2015 following
a net loss of $2.35 million in 2014. As of Sept. 30, 2016, Legend
Oil had $4.75 million in total assets, $9.27 million in total
liabilities and a total stockholders' deficit of $4.52 million.
GBH CPAs, PC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that Legend Oil and Gas Ltd. has
suffered recurring losses from operations and has a net working
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
LEGEND OIL: Receives $590,000 from Private Debt Issuance
--------------------------------------------------------
Legend Oil and Gas, Ltd., entered into a securities purchase
agreement with Hillair Capital Investments, L.P. on April 3, 2017,
pursuant to which it issued an Original Issue Discount Senior
Convertible Debenture to Hillair in the aggregate amount of
$660,000, payable in full on March 1, 2018. The Debenture is
convertible into up to 22,000,000 shares of Common Stock at a
conversion price of $.03 per share. The repayment of the Debenture
is unsecured.
After taking into account the original issue discount and diligence
costs and fees, the net proceeds received by the Company was
$590,000.
These transactions are exempt from registration subject to Section
4(2) of the Securities Act of 1933, as amended.
About Legend Oil
Alpharetta, Ga.-based Legend Oil and Gas, Ltd., is a crude oil
hauling and trucking company. The Company has principal operations
in the Bakken region of North Dakota. The Company's segments
include Corporate, Trucking and Services. The Company holds
interests in Black Diamond Energy Holdings, LLC (Maxxon). Maxxon
is a trucking and oil and gas services company that operates in
North Dakota. The Company performs hauling services for
institutional drilling and exploration companies, as well as crude
oil marketers.
Legend Oil reported a net loss of $14.98 million in 2015 following
a net loss of $2.35 million in 2014. As of Sept. 30, 2016, Legend
Oil had $4.75 million in total assets, $9.27 million in total
liabilities and a total stockholders' deficit of $4.52 million.
GBH CPAs, PC, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that Legend Oil and Gas Ltd. has
suffered recurring losses from operations and has a net working
capital deficiency that raise substantial doubt about its ability
to continue as a going concern.
LEGEND OIL: Reports $7.08 Million Net Loss for 2016
---------------------------------------------------
Legend Oil and Gas, Ltd. filed with the Securities and Exchange
Commission its annual report on Form 10-K disclosing a net loss
attributable to common stockholders of $7.08 million on $3.85
million of revenue for the year ended Dec. 31, 2016, compared to a
net loss attributable to common stockholders of $15.14 million on
$4.39 million of revenue for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Legend Oil had $3.72 million in total assets,
$10.15 million in total liabilities and a total stockholders'
deficit of $6.43 million.
"We have incurred net operating losses and operating cash flow
deficits over the last several years, continuing through the year
ended December 31, 2016. We sold our oil and gas properties and
acquired a crude oil hauling company in 2015, and we have been
funded primarily by a combination of equity issuances, debentures,
and borrowings under loan agreements and to a lesser extent by
operating cash flows, to expand our trucking services beyond the
Bakken Region in North Dakota to the Permian basin located in Texas
and New Mexico. During the year ended December 31, 2016, we had a
net loss of $6,247,343 as well as negative operating cash flows of
$3,220,833. However, management believes that based on various
cost reductions, increased and normalized revenue within our core
business, as well as acquisition of new customers, positive cash
flow will result through Maxxon adding overall value to the
Company. If volumes and revenue do not increase as expected, we
may be at break-even rates or lower, depending on hauling volumes
and revenue. Should this be the case, we would require additional
operating funding in amounts which are not yet determinable. At
December 31, 2016, we had cash and cash equivalents totaling
$161,039. We have currently forecasted losses of approximately
$200,000 per month, on average, which are expected to decrease as
we obtain new customers, increase our hauling rates and drive our
top line revenue, which should also reduce our net losses."
Marcum LLP, in Hartford, CT, 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 and has a working capital deficiency 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/B3k0XG
About Legend Oil
Alpharetta, Ga.-based Legend Oil and Gas, Ltd., is a crude oil
hauling and trucking company. The Company has principal operations
in the Bakken region of North Dakota. The Company's segments
include Corporate, Trucking and Services. The Company holds
interests in Black Diamond Energy Holdings, LLC (Maxxon). Maxxon
is a trucking and oil and gas services company that operates in
North Dakota. The Company performs hauling services for
institutional drilling and exploration companies, as well as crude
oil marketers.
LEHMAN BROTHERS: 14 RMBS Investors Reach Deal with Administrator
----------------------------------------------------------------
On April 3, 2017, fourteen institutional investors represented by
Gibbs & Bruns LLP ("Institutional Investors") announced they have
reached an agreement with the Plan Administrator for Lehman
Brothers Holdings Inc. and the other Debtors in the Lehman
Bankruptcy Proceeding (the "Plan Administrator") under which the
Plan Administrator has made a binding offer ("Offer") to the
Trustees for 244 RMBS Trusts issued by Lehman (or into which Lehman
contributed mortgages) to settle mortgage repurchase claims in
respect of Covered Loans. The Institutional Investors support the
agreement and have asked the Trustees to accept it. The Trusts
included in the Offer are listed on Exhibit "A."
Robert Madden, counsel for the Institutional Investors, calls this
announcement, "an important capstone to our clients' efforts to
address the problems of ineligible mortgages in residential
mortgage-backed securitizations." "Fair and efficient resolutions
like this one," he added, "have been transformative for the market
and for investors."
The Trustees will have until June 1, 2017 to accept the Offer. The
Offer includes the following key terms:
1. The allowed amount of the mortgage repurchase claims submitted
under the existing loan review protocol in respect of Covered Loans
will be determined by the Lehman Bankruptcy Court in an estimation
proceeding to commence in October 2017;
2. In the estimation proceeding, the Plan Administrator and the
Trustees each will have the opportunity to present evidence to
support their views as to the allowable value of the Covered Loan
Claims submitted by the Trustees under the protocol that had been
established by the Bankruptcy Court;
3. Despite the evidence presented, the Plan Administrator has
agreed to request that the Trusts' claims on account of Covered
Loans be allowed in the amount of $2.416 billion (the Institutional
Investors previously negotiated a proposed settlement at that level
and agree that a settlement at that level is fair and reasonable)
and that if the Bankruptcy Court determines the claims in a range
of $2.00 billion to $2.416 billion, to nevertheless allow the claim
in the amount of $2.416 billion;
4. In exchange for the Plan Administrator's agreement to request a
$2.416 billion claim in respect of Covered Loan Claims, rather than
a lower claim, the Trustees will waive their right to appeal a
Bankruptcy Court decision so long as the Bankruptcy Court
determines the claim in an amount greater than $2.0 billion;
5. The Plan Administrator has agreed to waive its right to appeal
the Bankruptcy Court's determination; and
6. A release of all repurchase claims that have been or could have
been asserted by the Trusts in respect of Covered Loans.
The Offer is available at a website created by the Trustees, which
can be found at: http://www.lbhirmbssettlement.com/.
The Institutional Investors who are parties to the agreement are:
-- AEGON USA Investment Management, LLC
-- BlackRock Financial Management Inc.
-- Cascade Investment, L.L.C.
-- Federal Home Loan Bank of Atlanta
-- Goldman Sachs Asset Management, L.P.
-- Invesco Advisers, Inc.
-- Kore Advisors, L.P.
-- Metropolitan Life Insurance Company
-- Pacific Investment Management Company LLC
-- Sealink Designated Activity Company, through its investment
manager Neuberger Berman Europe Limited
-- The TCW Group, Inc.
-- Thrivent Financial for Lutherans
-- Voya Investment Management LLC
-- Western Asset Management Company
The agreement is subject to acceptance of the Offer by the
Trustees. Pursuant to the agreement, the Institutional Investors
have requested that the Trustees accept the Settlement. The
Institutional Investors have also agreed to use their reasonable
best efforts to obtain court approval of the settlement, if the
Trustees elect to accept the Offer and seek judicial findings from
the Bankruptcy Court concerning their decision to do so.
Attorneys' fees for the Institutional Investors' counsel, Gibbs &
Bruns, will be paid upon consummation of the settlement and final
allowance of the Trusts' claim.
FAQs
Q: Who are the parties to the settlement?
A: The Plan Administrator has made a binding Offer to the RMBS
Trustees of all of the RMBS Trusts listed on Exhibit "A." The
Trustees who have received the offer are: U.S. Bank National
Association, Law Debenture Trust Company of New York, Wilmington
Trust Company, Wilmington Trust National Association, Deutsche Bank
National Trust Company, in each case acting in their representative
capacities as trustees, co-trustees, separate trustees and or
successor trustees of the applicable Trusts. The Offer is being
made pursuant to an agreement between Lehman and the Institutional
Investors.
Q: What Trusts are involved in the proposed settlement?
A: There are 244 Trusts involved in the settlement. They are
listed on Exhibit "A."
Q: What was the role of the 14 Institutional Investors?
A: The Institutional Investors, through their Steering Committee
and their counsel, led the settlement negotiations. The
Institutional Investors did not negotiate on behalf of the
Trustees. The Institutional Investors have requested that the
Trustees enter into the settlement and will appear in court to
support the settlement and the judicial findings called for by the
proposed settlement.
Q: Will the Institutional Investors benefit differently than other
investors under the settlement?
A: No, they will not. Upon the Trustees' acceptance of the
proposed settlement, and the completion of the estimation
proceeding called for by the proposed agreement, the allowed claim
will be allocated by the Trustees' expert among the RMBS Trusts
based on a detailed allocation schedule prepared by an expert
retained by the Trustees, based upon the Trustees' loan file review
and claim submission in the Lehman bankruptcy Proceeding. The
allocation schedule is attached to the proposed settlement
agreement as Exhibit H. The proposed settlement agreement is
available at a website created by the Trustees, which can be found
at: http://www.lbhirmbssettlement.com/. Each RMBS Trust's
allocable share of the settlement payment will flow down its
payment waterfall in accordance with the governing documents for
that Trust. The Institutional Investors will participate in the
settlement, like every other investor, based on the terms of the
payment waterfall.
Q: Are individual investors' securities claims affected by the
settlement?
A: No, they are not. The settlement pertains only to the Trusts'
repurchase claims. The Offer states specifically that: "The
releases and waivers in Article III do not include any direct
individual claims for securities fraud or other alleged disclosure
violations ("Disclosure Claims") that an Investor may seek to
assert based upon such Investor's purchase or sale of Securities."
The Plan Administrator has reserved the right to assert that any
payment made or benefit conferred under the settlement constitutes
an offset or credit against or a reduction in the gross amount of
an Investor's Disclosure Claim damages. Note, also, however, the
settlement agreement expressly provides that nothing in the
agreement is intended to or shall be read to alter, modify, or
amend any order of the Court, any provision in Lehman's Plan, or
provision of law concerning the assertion or timeliness of any
Disclosure Claims or any other claims.
Q: How will the Trustees assess whether to accept the Offer?
A: The Trustees have until June 1, 2017 to conduct a reasonable
investigation of the settlement and its terms.
The Trustees may conduct such diligence as they deem necessary to
inform themselves concerning the Settlement, may solicit input from
Investors, and may retain experts to assist them.
Q: When and how will the settlement payment be distributed?
A: Once the allowable amount of the claim is determined by the
Bankruptcy Court and all required court approvals have become
final, payments on account of the allowed claim will be made under
Lehman's Bankruptcy Court approved bankruptcy plan. Distributions
on account of the allowed claim will be made to the applicable
Trustees, and then allocated to the Trusts pursuant to an
allocation schedule attached to the proposed settlement agreement
as Exhibit H. The proposed settlement agreement is available at a
website created by the Trustees, which can be found at:
http://www.lbhirmbssettlement.com/. The timing of payment is not
certain, as it depends upon a number of factors including: a)
whether the Trustees accept the settlement, b) whether the Trustees
elect to condition their acceptance on approval of certain judicial
findings concerning their decision to accept the settlement, c)
whether the judicial findings, if sought, are granted, d) when the
estimation proceeding to set the amount of the allowed claim is
concluded, e) whether the amount estimated and allowed is subject
to appeal, and f) certain required REMIC determinations.
Q: How will the settlement payment be allocated among the Trusts?
A: The settlement agreement specifies that the total allowed claim
awarded to the Trust will be allocated pursuant to the
Trust-by-Trust percentages set out in the schedule attached to the
proposed settlement agreement as Exhibit H. The proposed
settlement agreement is available at a website created by the
Trustees, which can be found at:
http://www.lbhirmbssettlement.com/. The allocation schedule was
prepared by an expert retained by the Trustees, based upon the
Trustees' loan file review and claim submission in the Lehman
bankruptcy Proceeding.
Q: How can interested investors learn more about the settlement?
A: All investors have received or will receive a notice from the
relevant Trustee(s) concerning the settlement terms. Information
is also available on a settlement-related website that has been
created by the Trustees located at:
http://www.lbhirmbssettlement.com/.
EXHIBIT A
ARC 2002-BC10
SARM 2006-1
ARC 2002-BC8
SARM 2006-10
ARC 2002-BC9
SARM 2006-11
ARC 2004-1
SARM 2006-12
BNC 2006-1
SARM 2006-2
BNC 2006-2
SARM 2006-3
BNC 2007-1
SARM 2006-4
BNC 2007-2
SARM 2006-5
BNC 2007-3
SARM 2006-6
BNC 2007-4
SARM 2006-7
LABS 2004-1
SARM 2006-8
LABS 2007-1
SARM 2006-9
LMT 2005-1
SARM 2007-1
LMT 2005-2
SARM 2007-10
LMT 2005-3
SARM 2007-11
LMT 2006-1
SARM 2007-2
LMT 2006-2
SARM 2007-3
LMT 2006-4
SARM 2007-4
LMT 2006-8
SARM 2007-6
LMT 2006-9
SARM 2007-8
LMT 2007-1
SARM 2008-2
LMT 2007-10
SASCO 2003-12XS
LMT 2007-2
SASCO 2003-15A
LMT 2007-3
SASCO 2003-17A
LMT 2007-4
SASCO 2003-18XS
LMT 2007-5
SASCO 2003-25XS
LMT 2007-6
SASCO 2003-26A
LMT 2007-7
SASCO 2003-28XS
LMT 2007-8
SASCO 2003-29
LMT 2007-9
SASCO 2003-30
LMT 2008-2
SASCO 2003-34A
LMT 2008-6
SASCO 2003-35
LXS 2005-1
SASCO 2003-36XS
LXS 2005-10
SASCO 2003-38
LXS 2005-2
SASCO 2003-39EX
LXS 2005-3
SASCO 2003-3XS
LXS 2005-4
SASCO 2003-6A
LXS 2005-6
SASCO 2003-GEL1
LXS 2005-8
SASCO 2003-NP1
LXS 2006-1
SASCO 2003-S1
LXS 2006-10N
SASCO 2003-S2
LXS 2006-11
SASCO 2004-10
LXS 2006-12N
SASCO 2004-11XS
LXS 2006-13
SASCO 2004-13
LXS 2006-15
SASCO 2004-15
LXS 2006-17
SASCO 2004-16XS
LXS 2006-19
SASCO 2004-17XS
LXS 2006-20
SASCO 2004-18H
LXS 2006-3
SASCO 2004-19XS
LXS 2006-5
SASCO 2004-20
LXS 2006-7
SASCO 2004-21XS
LXS 2006-8
SASCO 2004-22
LXS 2006-9
SASCO 2004-23XS
LXS 2007-1
SASCO 2004-2AC
LXS 2007-10H
SASCO 2004-4XS
LXS 2007-11
SASCO 2004-6XS
LXS 2007-12N
SASCO 2004-7
LXS 2007-14H
SASCO 2004-9XS
LXS 2007-15N
SASCO 2004-GEL1
LXS 2007-16N
SASCO 2004-GEL2
LXS 2007-17H
SASCO 2004-GEL3
LXS 2007-18N
SASCO 2004-NP1
LXS 2007-20N
SASCO 2004-S2
LXS 2007-3
SASCO 2004-S3
LXS 2007-5H
SASCO 2004-S4
LXS 2007-6
SASCO 2005-1
LXS 2007-7N
SASCO 2005-10
LXS 2007-8H
SASCO 2005-11H
LXS 2007-9
SASCO 2005-14
RLT 2008-AH1
SASCO 2005-15
SAIL 2003-BC1
SASCO 2005-17
SAIL 2003-BC10
SASCO 2005-2XS
SAIL 2003-BC11
SASCO 2005-3
SAIL 2003-BC12
SASCO 2005-4XS
SAIL 2003-BC13
SASCO 2005-5
SAIL 2003-BC2
SASCO 2005-7XS
SAIL 2003-BC3
SASCO 2005-9XS
SAIL 2003-BC4
SASCO 2005-GEL2
SAIL 2003-BC5
SASCO 2005-GEL3
SAIL 2003-BC8
SASCO 2005-GEL4
SAIL 2003-BC9
SASCO 2005-RF1
SAIL 2004-1
SASCO 2005-RF2
SAIL 2004-10
SASCO 2005-RF4
SAIL 2004-2
SASCO 2005-RF5
SAIL 2004-3
SASCO 2005-RF6
SAIL 2004-4
SASCO 2005-RF7
SAIL 2004-5
SASCO 2005-S1
SAIL 2004-6
SASCO 2005-S2
SAIL 2004-8
SASCO 2005-S3
SAIL 2004-9
SASCO 2005-S4
SAIL 2005-1
SASCO 2005-S5
SAIL 2005-10
SASCO 2005-S6
SAIL 2005-11
SASCO 2005-S7
SAIL 2005-2
SASCO 2005-SC1
SAIL 2005-3
SASCO 2006-BC2
SAIL 2005-4
SASCO 2006-BC3
SAIL 2005-5
SASCO 2006-BC4
SAIL 2005-6
SASCO 2006-BC6
SAIL 2005-7
SASCO 2006-GEL1
SAIL 2005-8
SASCO 2006-GEL2
SAIL 2005-9
SASCO 2006-GEL3
SAIL 2005-HE3
SASCO 2006-GEL4
SAIL 2006-1
SASCO 2006-RF1
SAIL 2006-2
SASCO 2006-RF2
SAIL 2006-4
SASCO 2006-RF3
SAIL 2006-BNC3
SASCO 2006-RF4
SARM 2004-10
SASCO 2006-S1
SARM 2004-16
SASCO 2006-S2
SARM 2004-18
SASCO 2006-S3
SARM 2004-20
SASCO 2006-S4
SARM 2004-5
SASCO 2006-Z
SARM 2004-9XS
SASCO 2007-BC1
SARM 2005-11
SASCO 2007-BC2
SARM 2005-12
SASCO 2007-BC3
SARM 2005-15
SASCO 2007-BC4
SARM 2005-17
SASCO 2007-BNC1
SARM 2005-20
SASCO 2007-GEL1
SARM 2005-22
SASCO 2007-GEL2
SARM 2005-23
SASCO 2007-MLN1
SARM 2005-3XS
SASCO 2007-OSI
SARM 2005-6XS
SASCO 2007-RF1
SARM 2005-8XS
SASCO 2007-TC1
About Gibbs & Bruns LLP
Gibbs & Bruns LLP -- http://www.gibbsbruns.com-- is a litigation
boutique engaged in high-stakes business and commercial litigation.
The firm is renowned for its signature lean trial teams and
representation of both plaintiffs and defendants in complex
matters, including significant securities and institutional
investor litigation, director and officer liability, contract
disputes, fraud and fiduciary claims, energy litigation,
construction litigation, trust and estate litigation, antitrust
litigation, legal and professional malpractice, and partnership
disputes.
LIONS GATE: 31% EPIX Stake Sale No Impact on Moody's Ba3 CFR
------------------------------------------------------------
Moody's Investors Service said that Metro-Goldwyn-Mayer Inc.'s
announcement to acquire Lions Gate Entertainment Corp.'s 31% stake
in EPIX for approximately $400 million was credit positive, but it
does not impact the company's Ba3 corporate family rating or stable
outlook.
This sale of non-core assets follows Lions Gate's recent strategic
acquisition of Starz in which leverage increased substantially to
finance the transaction. Moody's estimates pro forma leverage for
LTM 12/31/2016 to be around 5.9x (including Moody's adjustments)
which is high for the Ba3 CFR. Moody's expects improvement in
leverage through synergies and EBITDA growth, as well as debt
reduction from cash flow and non-core asset sales. Assuming Lions
Gate uses all of the net proceeds to pay down debt, this
transaction reduces pro forma leverage by about 0.25 times to 5.7x
(including Moody's adjustments). Lions Gate's Ba3 rating is based
upon Moody's expectations that the company is committed to reducing
leverage to below 3.5x on an adjusted basis over the 12-18 months
following the transaction close. This transaction is an important
lever for the company in achieving this goal. Additionally, this
transaction does not impact the current output deal Lions Gate has
with EPIX, set to expire in 2020. However, Moody's anticipate that
Lions Gate will support its Starz premium network after the EPIX
agreement expires.
Lions Gate Entertainment Corp., domiciled in British Columbia,
Canada (headquartered in Santa Monica, CA), is a vertically
integrated next generation global content leader with a diversified
presence in motion picture production and distribution, television
programming and syndication, premium pay television networks, home
entertainment, global distribution and sales, interactive ventures
and games and location-based entertainment. Pro forma for the Starz
acquisition, annual revenue is approximately $4.2 billion.
LKQ CORP: Moody's Revises Outlook to Stable & Affirms Ba1 CFR
-------------------------------------------------------------
Moody's Investors Service changed LKQ Corporation's outlook to
stable from negative due to Moody's expectations that LKQ will
continue to de-lever from peak levels that arose from meaningful
acquisitions completed last year while maintaining a good liquidity
profile. Moody's affirmed LKQ's Ba1 corporate family rating (CFR)
and Ba1-PD probability of default rating, as well as the Ba2
ratings on the 4.75% $600 million senior notes due 2023 and the
3.875% EUR500 million senior unsecured notes due 2024 issued by its
subsidiary, LKQ Italia Bondco S.p.A.'s, and the SGL-2 speculative
grade liquidity rating.
Moody's has taken the following rating actions:
Ratings affirmed:
Issuer: LKQ Corporation
Corporate Family Rating, at Ba1
Probability of Default Rating, at Ba1-PD
$600 million senior unsecured notes due 2023, at Ba2 (LGD5)
Speculative Grade Liquidity Rating, at SGL-2
Issuer: LKQ Italia Bondco S.p.A.
EUR500 million backed senior unsecured notes due 2024, at Ba2
(LGD5)
Outlook actions:
Issuer: LKQ Corporation
Outlook, changed to Stable from Negative
Issuer: LKQ Italia Bondco S.p.A.
Outlook, changed to Stable from Negative
Moody's does not rate LKQ's $3.2 billion senior secured bank credit
facility.
RATINGS RATIONALE
LKQ's ratings outlook was changed to stable from negative due to
the progress the company has made towards improving its financial
metrics and anticipation that it will continue to de-lever.
Debt/EBITDA (including Moody's standard adjustments) by the end of
2017 is expected to approximate just under 3.0 times. As well, the
revenue and EBITDA contributions from the 2016 acquisitions,
exclusive of foreign exchange effects, have performed in line with
Moody's expectations.
The affirmation of LKQ's Ba1 CFR and Ba2 senior unsecured ratings
is reflective of its demonstrated ability to grow its global
presence for non-OEM aftermarket replacement parts. Over the past
several years LKQ has grown through acquisitions, as well as
organically. These acquisitions have expanded the company's market
presence and its global reach, and broadened product offerings
within its automotive aftermarket specialty business. However, the
margin profile of some of the targets is lower than that of LKQ's
traditional businesses. This is evident in the recent moderation in
margins due to acquisitions, particularly in Europe. Management has
undertaken profitability initiatives and streamlining of operations
to improve margins.
The ratings are based on a building record of modestly increasing
financial leverage associated with acquisitions and then quickly
deleveraging from higher profits and cash flow to restore financial
metrics in line with companies with a similar risk profile also
rated at the Ba1 level. The ratings anticipate ongoing
restructuring actions and continued healthy free cash flow
generation, likely to exceed $400 million in 2017, weighed against
the increase in funded debt levels to finance some of its more
sizable acquisitions. Moody's expects only modest sized
acquisitions for some time, until the more recent investments have
been integrated and financial leverage is lower. Also, the breadth
of the company's inventory and its scale drive some of the organic
growth it has generated in recent years.
The stable ratings outlook is based on the expectation that the
company will continue to de-lever towards target levels, which then
accommodate modest acquisitions. In addition, the ratings
anticipate that the company will generate healthy free cash flow,
and manage working capital effectively to maintain a good liquidity
profile.
The ratings could be downgraded with complications in the
integration of acquisitions or additional debt financed
acquisitions which increase financial leverage. In addition, a
deterioration in the company's liquidity profile including lower
free cash flow or a meaningful weakening in EBITA margins,
sustainably below 10%, expectations of debt/EBITDA sustained above
the low 3x level, or EBITA/interest coverage below 4x could also
cause downward ratings pressure.
The ratings could be upgraded following the absence of another
sizable debt financed acquisition while the company integrates its
recent acquisitions. Consideration for a higher rating could result
from debt/EBITDA being maintained in the low 2.0x level, sustained
EBITA margin improvement and retained cash flow/net debt of about
35% while maintaining a good liquidity profile.
The principal methodology used in these ratings was Global
Automotive Supplier Industry published in June 2016.
LKQ Corporation, headquartered in Chicago, Illinois, is a leading
provider of alternative and specialty parts to repair and
accessorize automobiles and other vehicles. LKQ has operations in
North America, Europe and Taiwan. The company offers its customers
a broad range of replacement systems, components, equipment and
parts to repair and accessorize automobiles, trucks, and
recreational and performance vehicles. Revenues for the fiscal year
ended December 31, 2016 pro forma for acquisitions approximates
$9.0 billion.
MALCOLM CURTIS: Harrises Buying Temecula Property for $700K
-----------------------------------------------------------
Malcolm and Judith Curtis ask the U.S. Bankruptcy Court for the
Central District of California to authorize their sale of principal
residence, a single-family home, consisting of two separate legal
parcels located at 42810 and 42850 Calle Montecillo, Temecula,
California, to Carl and Catherine Harris for $700,000.
The terms of the proposed sale are:
a. The Buyers will purchase the Montecillo Property for
$7000,000;
b. The Montecillo Property will be sold "as is."
c. The Buyers have tendered an $8,000 earnest money deposit.
d. An escrow has been opened with Chicago Title Co., assigned
Escrow Number 7101705043.
e. The proposed sale is not subject to overbid.
f. Aside from the usual contingencies consisting of inspections
and loan approvals, the sale is contingent on the Buyer's sale of
their own home. Having said that, both the counsel for the Debtors
and the Debtors' Broker have reviewed and examined the Buyers'
proposed sale of their home and, in their best business judgment,
believe that the Buyers' have listed and/or priced the sale of
their own home such that the home will sell within a reasonable
period of time (i.e., within 60 days).
g. The estate will not receive any consideration beyond the
$700,000 purchase price in the form of commissions, fees, or other
cost of sale.
h. The estate will pay its broker, Scott Partridge, a 5%
commission. It should be noted that Partridge is the second broker
employed by the estate in connection with the sale of the
Montecillo Property. Callaway was unable to procure a buyer,
prompting the Debtors to retain Partridge on March 23, 2017. The
14-day period for filing objection expires on April 6, 2017.
i. At the time of the filing, an estimated closing statement
itemizing the standard closing cost items was not yet available.
As soon as it becomes available, it will be filed with the Court.
j. The Motion for sale of the Montecillo Property is free and
clear of all liens. The property is subject to a consensual lien
to Deed of trust in favor of Capital Bank and a recorded lien in
favor of the IRS.
Pursuant to and consistent with the terms of a Court Approved
Motion to Compromise, as of Jan. 28, 2017, the balance due and
owing to Capital Bank's Deed of Trust is $562,842. The estate has
no objection to the immediate payment of the sum, however, pursuant
of the said Motion to Compromise, the estate reserved the right to
object to the Jan. 28, 2017, assessment of interest, fees, and
costs of the Capital Bank.
The proposed sale of the Montecillo Property is in the best
interest of the estate to the extent it will extinguish its
obligation to Capital Bank, and either creates funds for the
administrative expense and/or partially satisfies its obligation to
the IRS. Accordingly, the Debtors ask the Court to approve the
relief sought.
The Purchasers can be reached at:
Carl and Catherine Harris
2729 Monogram
Long Beach, CA 90815-1535
Counsel for the Debtors:
Rebekah L. Parker, Esq.
4225-H Oceanside Boulevard, #369
Oceanside, CA 92056-3472
Telephone: (213) 687-1145
E-mail: RebekahLenParker@aol.com
Malcolm Curtis and Judith Curtis sought Chapter 11 protection
(Bankr. C.D. Cal. Case No. 16-15373) on June 15, 2016. The Debtor
tapped Rebekah L Parker, Esq., as counsel.
MARKETS & FUN: Seeks Extension of Plan Filing Date Until May 25
---------------------------------------------------------------
Markets & Fun, LLC, asks the U.S. Bankruptcy Court for the District
of Puerto Rico to extend the exclusive period for filing its plan
and disclosure statement until May 25, 2017, and to extend the
deadline to procure the votes under the plan for a term of 60 days.
On Oct. 5, 2016, the Debtor filed a voluntary petition for relief
pursuant to 11 U.S.C. Chapter 11. Since then, the Debtor has
managed its affairs and continued to operate its business as
debtor-in-possession.
The Debtor has moved forward in its reorganization process and is
in compliance with all of its duties under the Bankruptcy Code and
the Guidelines of the U.S. Trustee.
The Debtor's exclusive period to file a Plan and Disclosure
Statement expires 180 days after the entry of the order for relief.
In the instant case, the Debtor's exclusivity period to file its
Plan and Disclosure Statement expired on April 3, 2017.
According to the notice of deadlines issued by the Court, the
deadline for all creditors to file their claims was Feb. 6, 2017,
and for governmental entities is on April 10, 2017. The Debtor
asserts that it is indispensable for them to be able to reconcile
all claims in order to propose a complete, viable, and effective
plan that account for all claims.
Due to the need of reconciling all timely filed claims and
concluding negotiations with creditors, the Debtor contends that it
is not in a position, at this juncture, to file its Plan and
Disclosure Statement.
The Debtor says it is presenting the instant request to extend the
exclusivity period in good faith. Within such time, the Debtor will
be able to submit a Plan and Disclosure Statement that considers
all of the claims filed and the additional agreements it may reach
with its creditors.
The Debtor is represented by:
Myrna L. Ruiz-Olmo, Esq.
MRO Attorneys at Law LLC
PO Box 367819
San Juan, PR 00936-7819
Tel. 787-237-7440
Email: mro@prbankruptcy.com
Web: www.prbankruptcy.com
Markets & Fun, LLC, filed a Chapter 11 petition (Bankr. D.P.R.
Case No. 16-08010) on October 5, 2016, and is represented by Myrna
L Ruiz Olmo, Esq., at MRO Attorneys at Law, LLC.
MARRONE BIO: Revenues Increase 41% in Q4, up 43% for Year 2016
--------------------------------------------------------------
Marrone Bio Innovations, Inc., announced results for the fourth
quarter and full year ended Dec. 31, 2016.
The Company grew total GAAP revenues for the fourth quarter of 2016
by 40.6% to $2.7 million as compared to $1.9 million in the fourth
quarter of 2015. Product shipments in the fourth quarter of 2016
increased by 102% to $5.2 million from $2.6 million in the fourth
quarter of 2015. This represents the highest product shipments of
any quarter in the Company's history and reflects significant
contributions to growth from each of the Company's commercialized
agricultural products. In addition, based on its preliminary
review of information regarding product shipments from Jan. 1,
2017, through March 29, 2017, the Company currently estimates that
product shipments for the first quarter of 2017 will exceed the
amount of product shipments reported in the fourth quarter of
2016.
Dr. Pam Marrone, chief executive officer, commented, "Fiscal 2016
was a truly pivotal year and we are very excited to have ended the
year with the strongest level of shipping activity in our history
and to also see that momentum carry into the early part of 2017. We
regard this as a clear indication that the demand for our products
remains strong despite a generally sluggish overall agricultural
market and, given broad-based growth in our product line and a
strong launch of our new Majestene bio-nematicide, as evidence that
the Marrone brand is gaining strength among growers."
Dr. Marrone continued, "We continue to believe that our best path
to growth is through a strong portfolio of biological agricultural
solutions that address a variety of unmet grower needs for pest
management and plant health, both in integrated pest management
programs and for organic growers, who have even fewer options. We
continue to push for growth from increased penetration of our
existing products, through expanded labels as we target new crops,
new product launches, new applications such as seed treatments, new
customers and strategic partnerships and growth associated with
international expansion."
Dr. Marrone concluded, "We are excited by the market acceptance of
our products, and the continued good evidence from our field trials
and grower demos that show an increasingly wider range of clear
economic benefits for growers. We believe that we are on the right
path to create sustainable value for our customers, our employees,
and our shareholders."
The Company's gross margin in the fourth quarter of 2016 was 39.0%,
compared to a negligible gross margin in the fourth quarter of
2015. Improving volume and a reduction of unabsorbed manufacturing
costs with the scale-up of the Company's Michigan manufacturing
facility and a stronger mix of higher margin product all
contributed to the increased margin.
The Company's reported net loss for the fourth quarter of 2016
improved to $7.8 million, compared to a loss of $11.0 million in
the fourth quarter of 2015. The improvement in the fourth quarter
reflects growth in sales, improved product-level and total gross
margins, the impact of prior restructuring activities to control
costs and the absence of expenses and professional fees associated
with the Company's financial restatement and related investigations
and litigation.
Revenues for the year ended Dec. 31, 2016, totaled $14.0 million
compared to $9.8 million for the prior year. Product shipments for
the year ended Dec. 31, 2016, increased by 81.1% to $16.4 million,
compared to $9.0 million for the full year of 2015. Growth was
broad-based with contributions from each of the Company's four
major agricultural products: Regalia, Grandevo, Venerate and
Majestene.
The Company's reported net loss for the full year of 2016 improved
to $31.1 million, compared to a loss of $43.7 million in 2015.
Similar to the fourth quarter, this improvement reflects: growth in
sales, improved gross margins, the impact of prior restructuring
activities to control costs and the absence of expenses and
professional fees associated with the Company's 2015 investigation
and restatement and related litigation.
For 2016, gross margin was 32.2%, compared to 5.6% in the full year
of 2015. Similar to the fourth quarter, this improved margin
reflects improving volume and a reduction of unabsorbed
manufacturing costs with the scale-up of the Company's Michigan
manufacturing facility and a stronger mix of higher margin product
all contributed to the increased margin.
As of Dec. 31, 2016, the Company had $12.6 million of cash,
including $3.0 million of restricted cash, on its balance sheet.
The Company used $24.3 million in cash for the full year and $6.0
million during the fourth quarter of 2016 in cash flows from
operations, which is a decrease of $1.5 million from the fourth
quarter of 2015.
Recent and 2016 Business Highlights
* Row Crop Collaborations with Koch Agronomic Services and
Albaugh LLC
* Majestene Bionematicide Launched and Awarded "Best New
Biopesticide" by Agrow
* Successful Launches of New Regalia and Grandevo Formulations
* Haven Anti-Transpirant Now Commercially Available
* EPA Registration of MBI-601 Biofumigant
* Regalia Registration in Chile
* First Commercial Grandevo sales in Mexico
* Execution of Grandevo Distribution Agreement for Australia
and New Zealand
* Advanced Insecticidal Product Candidate under Evogene
Collaboration
Field Trial Highlights
* Regalia showed increased yields in strawberries, rice,
alfalfa and tomato and improved coffee rust control in
Central America.
* Majestene demonstrated efficacy against nematodes and growth,
yield or quality increases demonstrated in thirteen different
crops.
* Grandevo confirmed its performance for the serious and
invasive spotted wing Drosophila on soft fruits, especially in
rotations with conventional standards for resistance
management.
* Venerate performed as well as two chemical standards against
walnut husk fly and showed promise in programs for Asian
citrus psyllid, strawberry thrips and coffee berry borer.
* Haven demonstrated increased yields for almonds, walnuts,
tomatoes and corn and reduction of sun stress and bitter pit
in certain apple varieties.
* Biostacked seed treatments developed in conjunction with
Groundwork BioAg, Ltd showed significant corn and soy yield
increases comparable to commercial chemical and mixed chemical
and biological standards for key nematode and corn rootworm
pests.
A full-text copy of the press release is available for free at:
https://is.gd/pqyjJH
About Marrone Bio
Marrone Bio makes bio-based pest management and plant health
products. Bio-based products are comprised of naturally occurring
microorganisms, such as bacteria and fungi, and plant extracts. The
Company's current products target the major markets that use
conventional chemical pesticides, including certain agricultural
and water markets, where the Company's bio-based products are used
as alternatives for, or mixed with, conventional chemical products.
The Company also targets new markets for which (i) there are no
available conventional chemical pesticides or (ii) the use of
conventional chemical pesticides may not be desirable or
permissible either because of health and environmental concerns
(including for organically certified crops) or because the
development of pest resistance has reduced the efficacy of
conventional chemical pesticides. All of the Company's current
products are approved by the United States Environmental Protection
Agency and registered as "biopesticides."
The Company reported a net loss of $43.7 million in 2015, a net
loss of $51.7 million in 2014, and a net loss of $31.2 million in
2013. As of Sept. 30, 2016, Marrone Bio had $50.24 million in
total assets, $73.47 million in total liabilities and a total
stockholders' deficit of $23.23 million.
Ernst & Young LLP, in Sacramento, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has incurred
losses since inception, has a net capital deficiency, and has
restrictive debt covenants that raise substantial doubt about its
ability to continue as a going concern.
MARTIN MARIETTA: Moody's Hikes Sr. Unsecured Debt Ratings From Ba1
------------------------------------------------------------------
Moody's Investors Service upgraded the senior unsecured debt
ratings of Martin Marietta Materials, Inc. to Baa3 from Ba1 and the
Commercial Paper rating to P-3 from Not Prime. The rating outlook
is stable.
The ratings upgrade reflects continued improvement in Martin
Marietta's financial ratios resulting from improved operating
performance. The company's adjusted debt-to-EBITDA declined to 2.3x
for the year-end 2016 from 2.6x at year-end 2015 and 3.3x at
year-end 2014. Operating margin has also improved over the same
period, increasing to 18.5% from 15.1% and 13.2%, respectively.
Moreover, the rating upgrade reflects Moody's belief that Martin
Marietta has the willingness and the ability to defend its
investment grated rating in a cyclical downturn.
The following ratings actions were taken:
Issuer: Martin Marietta Materials, Inc.:
Senior unsecured notes, upgraded to Baa3 from Ba1 (LGD4);
Commercial Paper, upgraded to P-3, from Not Prime.
The rating outlook is stable.
Note: the CFR, PDR and SGL were withdrawn because they are ratings
assigned to non-investment grade companies.
RATINGS RATIONALE
Martin Marietta's Baa3 senior unsecured rating benefits from the
company's position as one of North America's leading aggregates
producers and leading cement producer in Texas; geographic, product
and distribution diversity; typically stable operating performance
in most, but not all, economic scenarios; and diverse end-markets
including public, private residential and non-residential
construction. The rating also benefits from a conservative balance
sheet, solid operating margin, and strong free cash flow
generation.
The rating also incorporates the highly competitive nature of the
industry and volatility from the cement and ready-mixed concrete
businesses. Cement and ready-mixed concrete businesses are more
volatile than aggregates business. The cement business is
capital-intensive and prices can change dramatically even with
minor changes to supply and demand. Ready-mixed concrete business
has less pricing power and lower profitability than aggregates due
to volatile input costs, competition and low barriers to entry. The
rating also considers the company's lack of multinational
diversity. Martin Marietta effectively derives most of its income
from operations in North America, with a concentration of income
from Texas, and is smaller in scale than multinational building
materials companies.
Martin Marietta's strong liquidity position is supported by $50
million of cash on hand, as of December 31, 2016, $700 million
unsecured revolving credit facility which expires December 2021,
$300 million trade receivable facility which matures September
2017, and Moody's expectation that the company will generate
substantial free cash flow over the next twelve months. For the
year ended December 31, 2016, Martin Marietta generated $209
million in adjusted free cash flow. The revolving credit facility
does not require the company to represent and warrant a material
adverse condition on the borrowing dates. The revolving facility is
governed by a net debt to EBITDA ratio not to exceed 3.5x at the
end of each fiscal quarter, but the ratio may flex up to 3.75x in
the event of certain acquisitions. The trade receivables facility
contains a cross-default provision to the company's other debt
agreements. Martin Marietta has approximately $600 million of debt
maturities through 2018. The company has adequate liquidity to
repay this debt from expected free cash flow, cash on hand and
revolver availability.
The stable outlook reflects Martin Marietta's improving financial
ratios and Moody's expectations that construction end markets will
continue to improve through 2017, leading to further improvement in
profitability metrics. The rating outlook also assumes the company
will maintain strong liquidity and will carefully balance its
conservative financial policy against its growth strategies, which
may include various "tuck-in" acquisitions.
Martin Marietta's ratings could be upgraded should the company's
adjusted operating margin be sustained over 18%, adjusted
debt-to-EBITDA decline and be sustained below 2.5x at all points
through the construction cycle, adjusted debt-to-book
capitalization decline below 30%, adjusted EBIT-to-interest expense
increase above 6.0x, and retained cash flow as a percentage of net
debt exceed 35%, with the expectation that all metrics are
sustainable. Strong liquidity, including the elimination of
financial covenants in its revolving credit facility or maintaining
very robust cushion in financial covenants, would also support a
ratings upgrade.
The ratings would likely be downgraded in the event that Martin
Marietta's adjusted operating margins deteriorate below 12%,
adjusted debt leverage increases above 3.0x and adjusted
EBIT-to-interest expense coverage is below 4.0x over an extended
period of time. Additional rating pressures could emerge if
construction fundamentals were to deteriorate materially, liquidity
deteriorates or if the company pursues a materially levering
transaction.
The principal methodology used in these ratings was Building
Materials Industry published in January 2017.
Martin Marietta Materials, Inc., headquartered in Raleigh, North
Carolina, is a leading producer of aggregates products and cement
for the construction industry, including infrastructure,
nonresidential, residential, railroad ballast, agricultural, and
chemical grade stone used in environmental applications. The
Aggregates business also comprises downstream product lines
including asphalt products, ready-mixed concrete, and road paving
construction services. The Aggregates business accounted for nearly
84% of the company's revenues for the year ended 2016. The Cement
business and the Magnesia Specials business accounted for 10% and
6%, respectively. For the year ended 2016, Martin Marietta
generated approximately $3.8 billion in revenue.
MEDICAL PROPERTIES: S&P Affirms 'BB+' CCR; Outlook Stable
---------------------------------------------------------
S&P Global Ratings said that it revised its rating outlook on
Medical Properties Trust Inc. and its operating partnership MPT
Operating Partnership L.P. (collectively, Medical Properties Trust)
to stable from negative and affirmed its 'BB+' corporate credit
rating on the companies.
At the same time, S&P affirmed its 'BBB-' issue-level rating on
Medical Properties Trust's senior unsecured notes. The '2'
recovery rating is unchanged, indicating S&P's expectation for
substantial recovery (70%-90%; rounded estimate: 75%) in the event
of a payment default. MPT Finance Corp. is a coborrower of the
notes.
"The outlook revision reflects our view that the master lease
restructuring at Medical Properties Trust's sixth-largest tenant,
Adeptus Health Inc., is likely to result in minimal rent
concessions and capital expenditures for the properties being
retenanted," said S&P Global Ratings' credit analyst Sarah Sherman.
Under the restructured master lease, Deerfield Management Co., a
large health care investment firm, has agreed to take on Adeptus'
bank debt obligations, and provide additional financing and
operational support to Adeptus throughout an anticipated Chapter 11
bankruptcy process. Deerfield is expected to assume 80% of
Adeptus' master leased facilities at current rental rates. In
exchange, Medical Properties Trust will provide a one-time $3.1
million dollar rent credit to Deerfield for taking on the master
lease, which S&P views as a minimal disruption to its cash flows.
"The stable outlook on Medical Properties Trust reflects our
expectation for minimal cash flow disruption from Adeptus'
anticipated Chapter 11 bankruptcy filing," said Ms. Sherman. Longer
term, S&P expects that the company will continue to gradually
diversify its portfolio and maintain stable to improving cash flow
as a result of solid rent coverage and low lease rollovers. S&P
also expects that it will continue to finance acquisitions in a
leverage-neutral manner.
S&P would consider lowering the corporate credit rating on Medical
Properties Trust if the company faces significant challenges
re-leasing or selling the non-Deerfield guaranteed Adeptus
facilities. Furthermore, S&P could lower the rating if additional
tenants were to experience industry-related pressure, causing
tenant-level rent coverage to weaken considerably from current
levels; or if the company aggressively pursues debt-financed
acquisitions such that its credit metrics deteriorate, causing debt
to EBITDA to rise above 7.5x or debt to undepreciated capital to
exceed 55% on a sustained basis.
Although extremely unlikely over the next 12 months, given the high
tenant concentration and specialty purpose nature of Medical
Properties Trust's assets, S&P could consider raising the corporate
credit rating if the company increases its scale, further
diversifies its tenant base, and improves significantly its credit
protection measures from current levels. S&P would also consider
an upgrade if the company reduces leverage such that debt to EBITDA
declines below 4.5x and debt to undepreciated capital falls below
40%.
MELI INVESTMENTS: Wants Authorization on Cash Collateral Use
------------------------------------------------------------
MELI Investments, LLC, seeks approval from the U.S. Bankruptcy
Court for the Southern District of Florida to use cash collateral,
in which secured judgment creditors, Frank Swatscheno and Mark
Feinstein, may assert a lien and security interest.
The Debtor proposes to utilize the cash collateral during the
pre-confirmation period in accordance with the budget. Pursuant to
the budget, the Debtor anticipates to use cash in the aggregate
amount of $4,605 per month in order to protect and manage the
collateral, including, but not limited to, payment of insurance,
real estate taxes, repairs.
The Debtor owns real properties located at: (a) 6890 NW 35th Ave.,
Miami, FL 33147 and 6900 NW 35th Ave., Miami, FL 33147. The Debtor
leases space to four tenants, generating a total of $15,520 per
month in rent. Additionally, the Debtor anticipates that as of
mid-April to early May 2017, it will be leasing additional space to
three additional tenants, with expected additional revenues of
$8,500, for total anticipated monthly rent of $23,520.
The Property is encumbered by a first mortgage in favor of Mr.
Swatscheno and Mr. Feinstein. The mortgage contained a clause that
provided that the Debtor absolutely and unconditionally assigned to
the lender all of the rents and revenues of the underlying
property.
A Final Judgment of Foreclosure in the amount of $2,089,832 has
been entered by the Circuit of the Eleventh Judicial Circuit for
Miami-Dade County, Florida, on November 10, 2016, in the case
styled as Mark Feinstein and Frank Swatscheno v. MELI Investments,
LLC, et al., Case No. 10-14609.
The Debtor asserts that Mr. Swatscheno and Mr. Feinstein will be
fully secured with a large equity cushion since the value of the
Property is in excess of $3,000,000, which is well in excess of the
Judgment Amount.
A full-text copy of the Debtor's Motion, dated April 1, 2017, is
available at https://is.gd/9LFuyg
About MELI Investments LLC
Based in Miami, Florida, MELI Investments, LLC, sought protection
under Chapter 11 of the Bankruptcy Code (Bankr. S.D. Fla. Case No.
17-12870) on March 9, 2017. The petition was signed by Luis
Taveras, managing member. The case is assigned to Judge Robert A
Mark. The Debtor is represented by Zach Shelomith, Esq., and Ido
Alexander, Esq. at Leiderman Shelomith Alexander + Somodevilla,
PLLC. At the time of the filing, the Debtor estimated its assets
and debts at $1 million to $10 million.
MERRIMACK PHARMACEUTICALS: Will Return $140-Mil. to Stockholders
----------------------------------------------------------------
Merrimack Pharmaceuticals, Inc., announced it has commenced
operating as a new, refocused research and clinical development
company in connection with the completion of its previously
announced transaction with Ipsen S.A. valued at up to $1.025
billion. Under the terms of the agreement, Merrimack sold to Ipsen
its first commercial product, ONIVYDE, including U.S.
commercialization rights and its licensing agreement with Shire
plc, and its development, license and supply agreement with Actavis
for a generic version of doxorubicin hydrochloride (HCI) liposome
injection that is marketed in the United States as DOXIL.
Merrimack received $575 million in cash upon closing and is
eligible to receive up to $450 million in additional regulatory
approval-based milestone payments. Merrimack will also retain the
rights to receive net milestone payments pursuant to its exclusive
licensing agreement with Shire plc for the ex-U.S. development and
commercialization of ONIVYDE for up to $33 million.
"The completion of this sale marks our first day as a new
Merrimack: a refocused research and clinical development company,
with a promising pipeline that is poised for continued long-term
success and stockholder value creation," said Richard Peters, M.D.,
Ph.D., president and chief executive officer. "Today, we have a
more sustainable financial structure than at any point in
Merrimack's history, which will allow us to deliver significant
cash returns to our stockholders while also funding our long-term
corporate objectives and strategies into the second half of 2019.
We are also moving forward focused on MM-121, MM-141 and MM-310,
our three clinical programs that we believe have the highest
probability of success and the highest expected return on
investment. The Board of Directors and the management team are
confident in the tremendous opportunities for success in our
focused pipeline on behalf of cancer patients around the world and
as a means to deliver additional value to our stockholders."
With the completion of the Ipsen transaction, Merrimack is now
prioritizing three clinical programs:
* MM-121 (seribantumab) is a first-in-class fully human
monoclonal antibody that binds to the HER3 receptor and
targets heregulin positive cancers. Merrimack is currently
conducting the Phase 2 randomized SHERLOC study evaluating
MM-121 in HRG+ non-small cell lung cancer patients in
combination with docetaxel or pemetrexed and plans to
initiate another Phase 2 randomized study this year in Her2
negative, hormone receptor, and heregulin positive breast
cancer patients.
* MM-141 (istiratumab) is a bispecific tetravalent antibody and
a potent inhibitor of the PI3K/AKT/mTOR pathway by targeting
IGF1-R and HER3. Currently, Merrimack is conducting the
CARRIE study, a Phase 2 randomized trial evaluating MM-141 in
previously untreated metastatic pancreatic cancer patients
with high levels of free IGF1 in combination with nab-
paclitaxel and gemcitabine.
* MM-310 is an antibody-directed nanotherapeutic (ADN) that
contains a novel prodrug of docetaxel and targets the EphA2
receptor, which is highly expressed in most solid tumor
types. MM-310 was designed to improve the therapeutic window
of docetaxel in major oncology indications, such as prostate,
ovarian, bladder, gastric, pancreatic and lung cancers. A
first-in-human Phase 1 study to evaluate safety and
preliminary activity of MM-310 was initiated in the first
quarter of 2017.
As previously announced, Merrimack intends to use the $575 million
upfront payment, net of tax reserves and transaction-related and
other costs, to:
* Invest $125 million to develop Merrimack's streamlined
oncology pipeline such that Merrimack will be able to fund
itself into the second half of 2019;
* Extinguish the $175 million in outstanding Senior Secured
Notes due in 2022, plus approximately $20 million of costs
associated with the redemption; and
* Return $140 million to Merrimack's stockholders through a
special cash dividend. The Board of Directors plans to
approve the special cash dividend and announce a record date
and ex-dividend date in due course.
Advisers
BofA Merrill Lynch and Credit Suisse Securities (USA) LLC are
serving as financial advisers to Merrimack and Skadden, Arps,
Slate, Meagher & Flom LLP is serving as legal adviser.
About Merrimack
Cambridge, Mass.-based Merrimack Pharmaceuticals, Inc., a
biopharmaceutical company discovering, developing and preparing to
commercialize innovative medicines consisting of novel
therapeutics paired with companion diagnostics. The Company's
initial focus is in the field of oncology. The Company has five
programs in clinical development. In it most advanced program,
the Company is conducting a pivotal Phase 3 clinical trial.
Merrimack reported a net loss of $153.5 million on $144.3 million
of total revenues for the year ended Dec. 31, 2016, compared to a
net loss of $147.8 million on $89.25 million of total revenues for
the year ended Dec. 31, 2015. As of Dec. 31, 2016, Merrimack had
$81.48 million in total assets, $334.1 million in total
liabilities, and a total stockholders' deficit of $251.1 million.
MESOBLAST LIMITED: Will Use $40M Proceeds for Clinical Programs
---------------------------------------------------------------
Mesoblast Limited announced it has successfully completed a fully
underwritten institutional placement of 26.25 million new shares
(approx. 6% of issued capital) and has raised approximately US$40
million. The placement price of A$2.00 per share represents a 4.8%
discount to the 15 day VWAP of A$2.10.
Existing global institutional investors, together with new
institutional and sophisticated investors, have strongly supported
and participated in the placement.
The proceeds will be used for Mesoblast's ongoing Phase 3 clinical
programs including chronic heart failure, as well as for
manufacturing requirements associated with product
commercialization.
The Company expects to report during CY2017 multiple clinical and
regulatory outcomes related to its Tier 1 product candidates, which
may facilitate strategic alliances with partners who share our
corporate vision.
Bell Potter Securities Limited acted as lead manager and
underwriter to the placement.
The shares have not been and will not be registered under the US
Securities Act of 1933, as amended (US Securities Act) or the
securities laws of any state or other jurisdiction of the United
States. They may not be offered or sold, directly or indirectly,
in the United States or to, or for the account or benefit of, any
US Person (as such term is defined in Regulation S of the US
Securities Act), unless an exemption from such registration
applies. Any offer, sale or resale of the shares within the United
States by any dealer (whether or not participating in the offer)
may violate the registration requirements of the US Securities Act
if made prior to 40 days after the completion of the offer or if
purchased by a dealer in the offer. This announcement does not
constitute an offer to sell, or the solicitation of an offer to
buy, any securities in the United States or to, or for the account
or benefit of, any US Person.
About Mesoblast Ltd.
Melbourne, Australia-based Mesoblast Limited (ASX:MSB; Nasdaq:MESO)
develops cell-based medicines. The Company has leveraged its
proprietary technology platform, which is based on specialized
cells known as mesenchymal lineage adult stem cells, to establish a
broad portfolio of late-stage product candidates. Mesoblast's
allogeneic, 'off-the-shelf' cell product candidates target advanced
stages of diseases with high, unmet medical needs including
cardiovascular diseases, immune-mediated and inflammatory
disorders, orthopedic disorders, and oncologic/hematologic
conditions.
As of Dec. 31, 2016, Mesoblast had $660.88 million in total assets,
$150.36 million in total liabilities and $510.51 million in total
equity.
Mesoblast reported a loss before income tax of $90.82 million for
the year ended June 30, 2016, compared to a loss before income
tax of $96.24 million for the year ended June 30, 2015.
PricewaterhouseCoopers, in Melbourne, Australia, 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 that raise substantial
doubt about its ability to continue as a going concern.
MID-STATE PLUMBING: Unsecureds to Recoup 6.5% Under Plan
--------------------------------------------------------
Mid-State Plumbing, Inc., filed with the U.S. Bankruptcy Court for
the Western District of Louisiana an amended disclosure statement
dated March 31, 2017, referring to the Debtor's first amended plan
of reorganization filed on March 20, 2017.
General unsecured creditors are classified in Class 4, and will
receive a distribution of approximately 6.5% of their allowed
claims, to be distributed as follows: a total of $45,000 to be paid
pro rata to allowed unsecured claims in 25 regular monthly payments
starting month 24 after the effective date of the Plan in the
amount of $1,500 for the first 20 monthly payments and $3,000 for
the last 5 monthly payments.
Payments and distributions under the Plan will be funded by future
earnings of the Debtor.
The Amended Disclosure Statement is available at:
http://bankrupt.com/misc/lawb16-80392-116.pdf
As reported by the Troubled Company Reporter on Dec. 29, 2016, the
Debtor filed with the Court a small business disclosure statement
describing its plan of reorganization, which would give general
unsecured creditors a distribution of approximately 10% of their
allowed claims. Class 1, Secured Claim of Ford Motor Credit, is
impaired under the plan. This is to be paid with interest at the
rate of 5.25% in monthly installments of $870 each beginning month
1 after the effective date and continuing until the claim has been
paid in full.
About Mid-State Plumbing
Mid-State Plumbing, Inc., is a non-public corporation. Since 1978,
the Debtor has been in the business of plumbing repair and
contractor. The Debtor provides plumbing contracting and repair to
residential and commercial properties throughout the Central
Louisiana Area.
The Debtor filed for Chapter 11 bankruptcy protection (Bankr. W.D.
La. Case No. 16-80392) on April 5, 2016. The Debtor is represented
by L. Laramie Henry, Esq.
MILLENNIUM LAB: Must Provide Briefing on Releases to 3rd Parties
----------------------------------------------------------------
Vince Sullivan, writing for Bankruptcy Law360, reports that the
Hon. Laurie Selber Silverstein of the U.S. Bankruptcy Court for the
District of Delaware has ordered Millennium Lab Holdings II, LLC,
and one of its creditors to provide briefing on the issue of the
Court's authority to force a creditor of the Company to grant
releases to third parties, after U.S. District Judge Leonard Stark
said in March he wouldn't rule on an appeal from the creditor.
Jeff Montgomery at Law360 recalls that Judge Stark directed Judge
Silverstein to support or clarify the constitutional authority
behind a disputed release of the Company from non-bankruptcy fraud
and racketeering claims under a $1.2 billion Chapter 11 plan
confirmed in 2015. Law360 says that Judge Stark sent the case back
to the Bankruptcy Court for further proceedings.
About Millennium Lab
Millennium Lab Holdings II, LLC, Millennium Health, LLC, and
Rxante, LLC, providers of laboratory-based diagnostic testing
focused on drugs of abuse and clinical medication monitoring,
filed Chapter 11 bankruptcy petitions (Bankr. D. Del. Case Nos.
15-12284, 15-12285 and 15-12286, respectively) on Nov. 10, 2015.
The Debtors estimated assets in the range of $100 million to $500
million and liabilities of more than $1 billion.
Judge Laurie Selber Silverstein has been assigned the cases.
The Debtors have engaged Skadden, Arps, Slate, Meagher & Flom LLP
as counsel; Young Conaway Stargatt & Taylor, LLP as conflicts
counsel; Lazard Freres & Co., LLC, as investment banker; Alvarez &
Marsal as financial advisor; and Prime Clerk LLC as claims and
noticing agent.
MRI INTERVENTIONS: Cancels Registration of Unsold Securities
------------------------------------------------------------
On April 29, 2016, MRI Interventions, Inc., filed with the
Securities and Exchange Commission a registration statement on Form
S-1 (Registration No. 333-211007), which was declared effective by
the SEC on June 20, 2016. The Registration Statement registered
the resale by the selling securityholder identified in the
prospectus included in the Registration Statement of 168,827 shares
of common stock of the Company, consisting of 99,310 outstanding
shares of common stock and 69,517 shares of common stock issuable
upon the exercise of outstanding warrants.
The Company has no further obligation to maintain effectiveness of
the Registration Statement. In accordance with an undertaking made
by the Company in the Registration Statement to remove by means of
a post-effective amendment any securities that remain unsold at the
termination of the offering, the Company filed a post-effective
amendment to terminate the effectiveness of the Registration
Statement and to remove from registration all securities registered
but not sold under the Registration Statement.
About MRI Interventions
Based in Irvine, Calif., MRI Interventions, Inc., is a medical
device company. The Company develops and commercializes platforms
for performing minimally invasive surgical procedures in the brain
and heart under direct, intra-procedural magnetic resonance imaging
(MRI) guidance. It has two product platforms: ClearPoint system,
which is used to perform minimally invasive surgical procedures in
the brain and ClearTrace system, which is under development, to be
used to perform minimally invasive surgical procedures in the
heart.
MRI Interventions incurred a net loss of $8.06 million for the year
ended Dec. 31, 2016, compared to a net loss of $8.44 million for
the year ended Dec. 31, 2015. As of Dec. 31, 2016, the Company had
$7.40 million in total assets, $8.15 million in total liabilities
and a total stockholders' deficit of $756,069.
Cherry Bekaert LLP, in Charlotte, North Carolina, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2016, citing that the Company incurred net
losses during the years ended Dec. 31, 2016, and 2015 of
approximately $8.1 million and $8.4 million, respectively.
Additionally, the stockholders' deficit at Dec. 31, 2016, was
approximately $756,000. These conditions raise substantial doubt
about the Company's ability to continue as a going concern.
MULTIMEDIA PLATFORMS: Seeks June 1 Plan Filing Period Extension
---------------------------------------------------------------
Multimedia Platforms Worldwide, Inc., and affiliates ask the U.S.
Bankruptcy Court for the Southern District of Florida to extend
their exclusive periods for filing their plans of reorganization
and soliciting acceptances to their plans for 60 days, or through
June 1, 2017, and July 31, 2017, respectively.
The Debtors believe that the requested extensions are in the best
interests of the Debtors and the estates.
On Jan. 25, 2017, the Debtors filed their Motion to Approve
Settlement Agreement With White Winston Select Asset Funds, LLC. In
accordance with the 9019 Motion, the Debtors sought approval of a
comprehensive settlement agreement with White Winston.
In accordance with the terms and conditions of the settlement with
White Winston, the Debtors will now pursue a sale of substantially
all of their assets. This notwithstanding, the Debtors wish to
retain exclusivity for purposes of filing a plan of reorganization
or liquidation.
The Debtors argue that these cases have been pending since Oct
2016. Additional time is required in an effort to determine whether
a viable plan of reorganization or liquidation may be filed, while
the Debtors pursue a sale of substantially all of their assets.
About Multimedia Platforms Worldwide
Multimedia Platforms, Inc. (OTCQB: MMPW) is a publicly traded
multiplatform publishing and technology company that creates,
curates, aggregates and distributes compelling,
advertiser-friendly
content to the LGBT community. MPI was created following the
merger between Sports Media Entertainment Corp., a Nevada
corporation, and Multimedia Platforms, LLC, a Florida limited
liability company, on Jan. 29, 2015.
MPI currently produces 5 iconic print brands: Florida Agenda,
Frontiers Media, WiRld City Guides, Next (New York), and Next
(South Florida). The MPI brands currently represent 7.5 million
readers and 4+ million online visitors annually, and represents
three of America's most populous LGBT markets: California, New
York
and Florida.
Multimedia Platforms Worldwide, Inc., Multimedia Platforms, Inc.
and New Frontiers Media Holdings, LLC, filed for Chapter 11
protection (Bankr. S.D. Fla. Lead Case No. 16-23603) on Oct. 4,
2016. The petitions were signed by Bobby Blair, CEO. The cases
are assigned to the Judge Raymond B. Ray. At the time of filing,
MPW estimated assets at $0 to $50,000 and liabilities at $1
million
to $10 million.
The Debtors are represented by Michael D. Seese, at Seese, P.A.
An Official Committee of Unsecured Creditors has not yet been
appointed in the Chapter 11 case.
NAHID M F: Unsecureds to Get $500 Per Quarter for 20 Quarters
-------------------------------------------------------------
Nahid M F International, Inc., filed with the U.S. Bankruptcy Court
for the Southern District of Florida a disclosure statement dated
April 3, 2017, referring to the Debtor's plan of reorganization.
On the Effective Date, each holder of an Allowed Class III General
Unsecured Claim will receive, in full and final satisfaction of
their respective claims, a pro rata share of $500 per quarter for
payments one through 20 to be paid from the new value payment of
the Debtor, pursuant to the payment schedule established in the
Debtor's Disclosure Statement.
Payment will commence upon the latter of (i) the Effective Date or,
(ii) the date on which an order approving payment of the Allowed
Unsecured Claim becomes a final court order and be paid according
to a schedule. The liquidation value of the assets of the Debtor
totaled $13,500. The Debtor will not pay less than $13,500 to
unsecured creditors over five years.
Class III Claims are impaired.
On the Effective Date, all property of the Debtor's estate,
including all real and personal property interests, will vest in
the Debtor.
Funds to be used to make cash payments under the Plan will derive
from income generated from retail sales of groceries, cigarettes
and beer from the Farm Store.
The Disclosure Statement is available at:
http://bankrupt.com/misc/flsb16-24969-49.pdf
About Nahid M F International
Nahid M F International, Inc., is a drive through Farm Store that
sells groceries, convenience items, candy, and beer.
The Debtor sought protection under Chapter 11 of the Bankruptcy
Code (Bankr. S. D. Fla. Case No. 16-24969) on Nov. 5, 2016. The
petition was signed by Mohammed Faruk, president.
At the time of the filing, the Debtor estimated assets and
liabilities of less than $50,000.
NAVIDEA BIOPHARMACEUTICALS: Incurs $14.3 Million Net Loss in 2016
-----------------------------------------------------------------
Navidea Biopharmaceuticals, Inc., filed with the Securities and
Exchange Commission its annual report on Form 10-K disclosing a net
loss of $14.30 million on $21.96 million of total revenue for the
year ended Dec. 31, 2016, compared to a net loss of $27.56 million
on $13.24 million of total revenue for the year ended Dec. 31,
2015.
As of Dec. 31, 2016, Navidea had $12.46 million in total assets,
$80.12 million in total liabilities and a total stockholders'
deficit of $67.66 million.
Cash balances decreased to $1.5 million at Dec. 31, 2016, from $7.2
million at Dec. 31, 2015. The net decrease was primarily due to
$4.1 million cash withdrawn by Capital Royalty Partners II L.P. for
collection fees, prepayment premium and a back-end facility fee,
and $5.0 million restricted cash in a pledged collateral account
over which CRG had control and a court escrow account, offset by
$3.6 million provided by operations.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/IyxoRo
About Navidea
Navidea Biopharmaceuticals, Inc., is a biopharmaceutical company
focused on the development and commercialization of precision
immunodiagnostic agents and immunotherapeutics. Navidea is
developing multiple precision-targeted products based on its
Manocept platform to help identify the sites and pathways of
undetected disease and enable better diagnostic accuracy, clinical
decision-making, targeted treatment and, ultimately, patient care.
NEIMAN MARCUS: Bank Debt Trades at 20% Off
------------------------------------------
Participations in a syndicated loan under Neiman Marcus Group Inc
is a borrower traded in the secondary market at 80.03
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.31 percentage points from the
previous week. Neiman Marcus pays 300 basis points above LIBOR to
borrow under the $2.9 billion facility. The bank loan matures on
Oct. 16, 2020 and carries Moody's Caa1 rating and Standard & Poor's
CCC+ rating. The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 31.
NEIMAN MARCUS: Joshua Schulman Quits as Bergdorf & NMG President
----------------------------------------------------------------
Joshua Schulman announced his resignation from his position as
president of Bergdorf Goodman and NMG International, effective May
10, 2017. His resignation was not the result of any disagreement
regarding any matter related to the Company's operations, policies
or practices. Until his successor is appointed, Mr. Schulman's
responsibilities will be assumed by James J. Gold, president and
chief merchandising officer of Neiman Marcus.
About Neiman Marcus
Founded over 100 years ago, Neiman Marcus --
http://www.neimanmarcusgroup.com/-- is an omni-channel luxury
fashion retailer with approximately $4.9 billion in revenues for
fiscal year 2016, of which approximately 29% were transacted
online. Headquartered in Dallas, Texas, the Company's Neiman
Marcus, Bergdorf Goodman and MyTheresa brands represent fashion,
luxury and style to its customers. The Company offers a
distinctive selection of women's and men's apparel, handbags,
shoes, cosmetics and precious and designer jewelry from premier
luxury and fashion designers to our loyal and affluent customers
"anytime, anywhere, any device." The Company has a longstanding
heritage of providing the highest level of personalized,
concierge-style service to its customers through its experienced
team of sales associates.
Neiman Marcus reported a net loss of $406.11 million for the year
ended July 30, 2016, compared to net earnings of $14.94 million for
the year ended Aug. 1, 2015. As of Jan. 28, 2017, Neiman Marcus
had $8.15 billion in total assets, $7.34 billion in total
liabilities and $809.81 million in total member equity.
* * *
As reported by the TCR on March 17, 2017, Moody's Investors Service
downgraded Neiman Marcus Group's Corporate Family Rating to 'Caa2'
from 'B3' and its Probability of Default Rating to 'Caa2-PD' from
'B3-PD'.
NET ELEMENT: Incurs $13.6 Million Net Loss in 2016
--------------------------------------------------
Net Element, Inc. filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss of $13.61
million on $54.28 million of total revenues for the 12 months ended
Dec. 31, 2016, compared to a net loss of $13.32 million on $40.23
million of total revenues for the 12 months ended Dec. 31, 2015.
As of Dec. 31, 2016, Net Element had $23.31 million in total
assets, $19.24 million in total liabilities, and $4.06 million in
total stockholders' equity.
Since its inception, the Company has incurred significant operating
losses. The Company had a working capital deficit of approximately
$6.3 million and an accumulated deficit of $157 million at Dec. 31,
2016.
The independent auditors' report on its consolidated financial
statements for the year ended Dec. 31, 2016, contains an
explanatory paragraph expressing substantial doubt as to the
Company's ability to continue as a going concern. Daszkal Bolton
LLP, in Fort Lauderdale, Florida, noted that the Company's
recurring losses from operations and working capital and
accumulated deficits 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/HDOb35
About Net Element
Headquartered in North Miami Beach, Florida, Net Element, Inc. --
http://www.netelement.com-- is a global financial technology and
value-added solutions group that supports companies in accepting
electronic payments in an omni-channel environment that spans
across point-of-sale, e-commerce and mobile devices. The Company
operates in three segments as a provider of North America
Transaction Solutions, Mobile Payment Solutions and Online Payment
Solutions.
NEVADA GAMING: Plan Filing Period Extended Until May 9
------------------------------------------------------
The Hon. Gary Spraker of the U.S. Bankruptcy Court for the District
of Nevada extended Nevada Gaming Partners, LLC's exclusive plan
filing period through May 9, 2017, and their exclusive solicitation
period through July 10, 2017.
The Troubled Company Reporter reported on Feb. 13, 2017, that the
Debtor seeks an extension of its exclusivity so that it may have
adequate time to market and sell its assets and engage in
negotiations with the Official Committee of Unsecured Creditors on
the contents of a plan of reorganization.
About Nevada Gaming Partners
Headquartered in Las Vegas, Nevada, Nevada Gaming Partners, LLC,
is
a gaming company that focuses on slot route operations, casino,
operations and refurbishment of slot machines. The Debtor
operated
429 slot machines throughout the State of Nevada via its Slot
Routes as of the bankruptcy filing date. The Company does
business
as Nevada Gaming Partners Management II, LLC, Nevada Gaming
Centers, Nevada Gaming Partners Management II, Sarah's Kitchen,
Nevada Gaming Partners, Evolve Gaming Management and Klondike
Sunset Casino.
Nevada Gaming filed a Chapter 11 bankruptcy petition (Bankr. D.
Nev. Case No. 16-15521) on Oct. 12, 2016. The petition was signed
by Bruce Familian, manager. The Debtor estimated $1 million to
$10
million in both assets and liabilities.
Judge Laurel E. Davis presides over the case. The Debtor is
represented by Brett A. Axelrod, Esq., and Micaela Rustia Moore,
Esq., at Fox Rothschild LLP. Henry & Horne, LLP serves as the
Debtor's financial advisor.
On January 12, 2017, the Office of the U.S. Trustee appointed an
official committee of unsecured creditors. Brinkman Portillo
Ronk,
APC serves as the committee's legal counsel.
NIGHT HORSE: Seeks Interim Approval to Use JPMorgan Cash Collateral
-------------------------------------------------------------------
Night Horse Co., LLC, asks the U.S. Bankruptcy Court for the
Eastern District of Texas for interim authorization to use the cash
collateral of JP Morgan Chase Bank, N.A.
The Debtor intends to use its cash on hand and cash flow from
operations to fund capital expenditures, working capital, material
acquisition, and for other general corporate purposes in order to
preserve and maintain the Debtor's going-concern value and,
ultimately, effectuate a successful reorganization.
Currently, the Debtor has an immediate need for the use of cash
collateral because the Debtor lacks sufficient unencumbered cash to
fund its business operations. The Debtor contends that without the
use of cash collateral, it will not be able to pay its vendors and
in turn, its vendors will likely cease to provide goods and
services to the Debtor on credit. In addition, the Debtor will not
be able to fund its payroll and will not be able to operate its
business.
The budget projects expenses in the aggregate sum of $24,220 for
the month of April 2017, $25,435 for the month of May 2017, and
$37,935 for the month of June 2017.
The Debtor is indebted to JP Morgan Chase in an estimated balance
of approximately $1,215,002. JP Morgan Chase asserts that the
Debtor's obligation is secured by first priority liens on and
security interests in substantially all of the Debtor's personal
property, which includes all inventory, chattel paper, accounts,
equipment and general intangibles, including all accessions,
additions, replacements and substitutions relating to any of these
property.
The Debtor proposes to grant JP Morgan Chase additional and
replacement postpetition security interests and liens, in and upon
the Debtor's personal property and the cash collateral, if any,
whether such property has been acquired before or after the
Petition Date. In addition to the replacement liens, the Debtor
believes that JP Morgan Chase will also be adequately protected as
a result of the Debtor's continued business operations.
A full-text copy of the Debtor's Motion, dated March 31, 2017, is
available at https://is.gd/DeE3jJ
About Night Horse Co., LLC
Night Horse Co., LLC, d/b/a Banner & Sign Express, is a small
business debtor as defined in 11 U.S.C. Section 101(51D). It
reported gross revenue of $359,898 for 2015 and gross revenue of
$344,716 for 2014.
Night Horse Co is currently headquartered in Argyle, TX, which owns
and operates a signage and vehicle wrap production and design
facility in Carrollton, TX. It was acquired by Randall W. Trost
and Kim L. Trost on July 6, 2012, from Banner Express II, Inc., for
the sum of $3,000,000.
Night Horse Co filed a Chapter 11 petition (Bankr. E.D. Tex. Case
No. 17-40662) on March 31, 2017. The petition was signed by
Randall W. Trost, owner and managing member. At the time of
filing, the Debtor had $81,768 in assets and $1.83 million in
liabilities.
The case is assigned to Judge Brenda T. Rhoades.
The Debtor is represented by Robert T. DeMarco, Esq., at DeMarco
Mitchell, PLLC.
NORTHERN POWER: Incurs $8.94 Million Net Loss in 2016
-----------------------------------------------------
Northern Power Systems Corp. announced financial results for its
fourth quarter and year ended Dec. 31, 2016.
"During 2016, we announced our intention to monetize our utility
wind assets, and focus on our core distributed wind turbine
business as well as to expand into full-scope energy storage
solutions. With the completion of the sale of certain of our
utility-scale wind technology and assets to our partner WEG, in
October 2016, we consummated our planned refocus on distributed
energy applications," stated Ciel Caldwell, president and chief
operating officer of Northern Power Systems. "With the reduction
of business expenses, and effective management of our balance
sheet, we continue to be confident that we will not require
additional investment in our business."
"Our expansion into full-scope energy storage solutions in the
distribution network is gaining traction as we have submitted
multiple commercial bids and are negotiating initial order
contracts," Ms. Caldwell continued. "These activities, in
combination with continued global distributed turbine sale
traction, are validating our distributed energy strategy."
Eric Larson, the Company's chief accounting officer commented,
"During the fourth quarter we maintained our focus on reducing
costs in our efforts to reach profitability. Our cash balance as
of December 31, 2016 was $5.4 million, including $1.5 million
received from the sale to WEG, which we feel positions the Company
well to focus on our 2017 business objectives."
Northern Power reported a net loss of $8.94 million on $35.90
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of $7.79 million on $54.01 million of total
revenues for the year ended Dec. 31, 2015. As of Dec. 31, 2016,
Northern Power had $18.66 million in total assets, $21.22 million
in total liabilities and a total shareholders' deficiency of $2.55
million.
As of Dec. 31, 2016, the Company had cash and cash equivalents of
$5.4 million of which $0.4 million was held by a foreign holding
company and subsidiaries. The Company had cash and cash
equivalents of $6.3 million of which $0.4 million was held by a
foreign subsidiary for the same period in 2015.
"We have experienced recurring operating losses and had an
accumulated deficit of $177.3 million as of December 31, 2016. In
addition, we have experienced recurring negative operating cash
flows, which have resulted in a decrease in our cash balance. These
factors raise substantial doubt regarding our ability to continue
as a going concern. The Company evaluated these conditions as well
as actions taken in 2016 to improve profitability. These actions
included cost reductions by reducing headcount and restructuring
management, reducing the cost of our core distributed wind
products, optimizing our supply chain, and monetizing certain of
our utility wind assets. In addition, we have begun
commercializing our sales of our power converters, we are expanding
our service offerings to include full turnkey wind turbine
installations and have increased sales staff to expand into
additional markets, especially the U.S. The Company believes that
the actions taken have alleviated the substantial doubt about the
Company's ability to continue as a going concern. Our financial
statements do not include any adjustments that might result from
this outcome of this uncertainty.
"We expect a substantial amount of our business in 2017 to be
non-U.S. dollar denominated sales transactions, which we currently
expect to be predominantly denominated in euros. To partially
mitigate this risk we have increased the sourcing of materials in
Euro denominated currency, however there can be no assurance that
we can execute these strategies to effectively control the economic
exposure of currency movements," the Company stated in the report.
Fourth Quarter 2016 Highlights:
* The Company's cash and cash equivalents increased $2.2 million
in fourth quarter of 2016 compared to $0.7 million for the
same period in the prior year.
* Increased order backlog at Dec. 31, 2016, to $28 million as
compared to $25 million at Dec. 31, 2015.
* Completed the sale of certain of its utility-scale wind
assets to WEG SA; expanding its global collaboration with WEG
with the potential to collect royalties for up to an
additional $17.5M, over the next decade, for sales outside of
South America.
* Negotiating a partnership with Eos Energy Storage to develop
and offer integrated energy storage systems for utilities and
commercial/industrial customers.
Year End 2016 Other Highlights:
* Expanded fleet of distributed wind turbines to over 600
turbines, with over 14 million of run time hours. Turbines
under warranty continued to perform at greater than 98
percent availability.
* Reduced cash used in operations to $0.8 million from $4.4
million in the prior year. Delivered positive cash flow from
operations in the 2nd through 4th quarters of 2016.
* Reduced operating expenses to $12.4 million (excluding a $1.0
million gain on the sale of assets to WEG and a $0.4 million
goodwill impairment charge) from $16.1 million in the prior
year.
* Renewed Comerica line of credit in the amount of $2.0 million
through Dec. 31, 2017.
A full-text copy of the Form 10-K is available for free at:
https://is.gd/7x9RnL
About Northern Power Systems
Northern Power Systems designs, manufactures, and sells wind
turbines and power technology products, and provides engineering
development services and technology licenses for energy
applications, into the global marketplace from its U.S.
headquarters and European offices.
NUVERRA ENVIRONMENTAL: Delays Form 10-K to Complete Disclosures
---------------------------------------------------------------
Nuverra Environmental Solutions, Inc., disclosed in a Form 12b-25
filed with the Securities and Exchange Commission that as of Dec.
31, 2016, it was in compliance with all covenants under its
asset-based revolving credit facility, term loan, and other debt
agreements. The Company is presently seeking an amendment and/or
waiver of certain covenants and maturity dates in its ABL Facility
and Term Loan, the result of which could have a significant impact
on its financial position and disclosure. The Company is
continuing to engage in negotiations with its lenders regarding
such amendment and/or waiver; however, there can be no assurances
that the Company will be able to obtain such amendment and/or
waiver. Therefore, the Company requires additional time to
finalize its Annual Report on Form 10-K to allow it to make
disclosures related to the outcome and impact of those
negotiations.
Total revenue for the year ended Dec. 31, 2016, was $152.2 million,
a decrease of $204.5 million, or 57.3%, when compared with revenue
of $356.7 million for the year ended Dec. 31, 2015. The decrease
was attributable to lower overall drilling and completion
activities by its customers due to the continued decline in oil and
natural gas prices, coupled with continued pricing pressures in all
divisions.
Net loss from continuing operations for the year ended Dec. 31,
2016, was $167.6 million, or a loss of $1.84 per diluted share,
compared with a net loss from continuing operations of $195.2
million, or a loss of $7.05 per diluted share, for the year ended
Dec. 31, 2015.
About Nuverra
Nuverra Environmental Solutions, Inc. (OTCQB: NESC) provides
environmental solutions to customers focused on the development and
ongoing production of oil and natural gas from shale formations.
The Scottsdale, Arizona-based Company operates in shale basins
where customer exploration and production activities are
predominantly focused on shale and natural gas.
Nuverra reported a net loss attributable to common stockholders of
$195 million in 2015, a net loss attributable to common
stockholders of $516 million in 2014 and a net loss attributable to
common stockholders of $232 million in 2013.
As of Sept. 30, 2016, Nuverra had $388.3 million in total assets,
$496.3 million in total liabilities and a total shareholders'
deficit of $107.96 million.
KPMG LLP, in Phoenix, Arizona, 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 limited cash resources, which raise
substantial doubt about its ability to continue as a going concern.
OPGEN INC: CohnReznick LLP Raises Going Concern Doubt
-----------------------------------------------------
OpGen, Inc., filed with the U.S. Securities and Exchange Commission
its annual report on Form 10-K, disclosing a net loss of $19.17
million on $4.02 million of total revenue for the year ended
December 31, 2016, compared to a net loss of $17.35 million on
$3.16 million of total revenue for the year ended December 31,
2015.
CohnReznick LLP in Vienna, Va., notes that the Company has incurred
cumulative net losses since inception and will need additional
capital to fund future operations. These conditions raise
substantial doubt about the Company's ability to continue as a
going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $8.98 million, total liabilities of $5.82 million, and a
stockholders' equity of $3.17 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/2m0kDv
OpGen, Inc., is a precision medicine company using molecular
diagnostics and informatics to combat infectious disease. The
Company is engaged in developing molecular information solutions to
combat infectious disease in global healthcare settings, helping to
guide clinicians with information about life threatening
infections, managing patient outcomes, and the spread of infections
caused by multidrug-resistant microorganisms. Its deoxyribonucleic
acid (DNA) tests and bioinformatics address the threat of
anti-biotic resistance by helping physicians and healthcare
providers manage patient care decisions and protect the hospital
biome through customized screening and surveillance solutions.
OPTIMA SPECIALTY: 222 Chicago Buying Buffalo Property for $1.75M
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Optima Specialty Steel, Inc., and affiliates ask the U.S.
Bankruptcy Court for the District of Delaware to authorize the
private sale of Niagara LaSalle Corp.'s real property and related
personal property located in Buffalo, New York, to 222 Chicago
Street, Inc., for $1,750,000.
The Property is comprised of real property located at 110 Hopkins
Street, Buffalo, New York, improvements including a commercial
building of approximately 250,000 square feet of manufacturing,
warehouse and office space ("Building") and certain personal
property located in the Building. The Partial Building Lease
provides for the Purchaser to lease the Debtors approximately
25,000 square feet of dedicated storage space and certain office
space for a term of 10 years for no rent. The proposed sale and
lease have the consent of the Debtors' primary creditor
constituencies.
The Debtors began winding down Niagara's manufacturing operations
at the Property in May 2015. These winding down activities were
completed no later than the first quarter of 2016.
Currently, the Debtors do not use the Property in the operation of
their business except to store valuable spare parts and provide
office space for seven employees. Otherwise, the Property has lay
dormant for almost two years and currently costs the Debtors
approximately $115,000 in annual carrying costs (excluding employee
costs). The Debtors do not anticipate that selling the Property,
coupled with the lease, will have any effect on their business. To
the contrary, the Buffalo Transaction will allow the Debtors to
monetize the Property while permitting Niagara to continue storing
valuable spare parts and providing office space to its small sales
and administrative contingent resident in the Buffalo area for less
cost than the alternatives.
The Debtors believe that the Purchaser's offer to enter into the
Buffalo Transaction is the highest and best consideration the
Debtors are likely to receive for the Property. In advance of
filing the Motion, the Debtors have obtained the consent of the DIP
Lenders, Official Committee of Unsecured Creditors, and DDJ Capital
Management, LLC to the Buffalo Transaction. Accordingly, the
Debtors believe that the Buffalo Transaction represents a sound
exercise of the Debtors' business judgment, is in the best
interests of their estates, and should be approved.
The Purchaser is required to consummate the Buffalo Transaction by
April 11, 2017 ("Purchaser Deadline"). The Purchaser Deadline
arises from the fact that the Purchaser is entering into the
private sale as part of a like-kind exchange under section 1031 of
the Internal Revenue Code. Reflecting the Purchaser's commitment
to the Buffalo Transaction, the Purchaser is committed to closing
the private sale and the Buffalo Lease subject only to entry of the
Sale Order and to a termination right pending the outcome of an
environmental inspection, which must be exercised no later than
April 6, 2017.
The salient terms of the private sale and Buffalo Lease are:
a. Seller: Debtor Niagara LaSalle Corp.
b. Purchaser: 222 Chicago Street, Inc.
c. Property: Real property located at 110 Hopkins Street, the
commercial building thereon of approximately 250,000± square feet,
the fixtures and other improvements thereon, all rights and
appurtenances to the real property, and certain personal property
therein.
d. Purchase Price: $1,750,000
e. Additional Consideration: Ten-year lease of 25,000 square
feet of warehouse space, plus additional office space, in the
Building, pursuant to the terms and conditions of the Partial
Building Lease.
f. Closing and Other Deadlines: The closing of the Private Sale
and the Buffalo Lease is subject only to a termination right
pending the outcome of an environmental inspection, which must be
exercised no later than April 6, 2017, and entry of the Sale Order.
The Purchaser is under a deadline to complete its Section 1031
Exchange no later than April 11, 2017. Accordingly, the Debtors
and the Purchasers are seeking to close before that date.
g. Good Faith Deposit: $25,000
h. Use of Proceeds: The proceeds from the sale of the Property
will be delivered to the DIP Agent for distribution to the DIP
Lenders pursuant to the DIP Credit Agreement.
i. Relief from Bankruptcy Rule 6004(h): The Debtors seek relief
from the 14-day stay under Bankruptcy Rule 6004(h). The Purchaser
is subject to a deadline to close the Private Sale by April 11,
2017 so as to comply with the requirements of a Section 1031
Exchange.
A copy of the Contract of Sale attached to the Motion is available
for free at:
http://bankrupt.com/misc/Optima_Specialty_542_Sales.pdf
Good business reasons exist for the private sale. A public auction
would cause significant delay resulting in the Purchaser failing to
meet the Purchaser Deadline to complete its Section 1031 Exchange.
Moreover, the additional delay and continued involvement of estate
professionals with the matter would require the Debtors' estates to
incur additional administrative costs.
The Debtors, in their sound business judgment, believe that the
Private Sale to the Purchaser and the Buffalo Lease are in the best
interest of their estates, and that both the private sale free and
clear of encumbrances and entry into the Buffalo Lease should be
authorized pursuant to the terms and conditions of, respectively,
the Sale Contract and the Partial Building Lease.
In light of the Purchaser Deadline to close the private sale before
April 11, 2017 so as to comply with the requirements of the Section
1031 Exchange, the Debtor believes that in order to maximize value,
the sale of the Property should be consummated as soon as
practicable. Accordingly, the Debtors ask that the Court waive the
14-day stay under Bankruptcy Rules 6004(h) and any other stay
provided by any similar rule, and that the Court provides that the
Sale Order be effective and enforceable immediately upon entry and
its provisions self-executing.
The Purchaser can be reached at:
222 CHICAGO STREET, INC.
222 Chicago Street
Buffalo, NY 14204
Attn: Karl J. Kellner
E-mail: kjk928@hotmail.com
The Purchaser is represented by:
Thomas R. Augello, Esq.
AUGELLO & MATTLIANO, LLP
403 Main Street, Suite 420
Buffalo, NY 14203
Email: traugello@damglaw.com
About Optima Specialty Steel
Optima Specialty Steel, Inc., and its affiliates filed separate
Chapter 11 bankruptcy petitions on Dec. 15, 2016: Optima Specialty
Steel, Inc. (Bankr. D. Del. 16-12789); Niagara LaSalle Corporation
(Bankr. D. Del. 16-12790); The Corey Steel Company (Bankr. D. Del.
16-12791); KES Acquisition Company (Bankr. D. Del. 16-12792); and
Michigan Seamless Tube LLC (Bankr. D. Del. 16-12793). The
petitions were signed by Mordechai Korf, chief executive officer.
At the time of filing, the Debtor had assets and liabilities
estimated at $100 million to $500 million each.
Optima Specialty Steel and its affiliates are independent
manufacturers of specialty steel products. Their manufacturing
facilities are located in the United States, and each of the
companies' operating units have operated in the steel industry for
more than 50 years. At the time of the bankruptcy filing, the
Debtors collectively employ more than 900 people.
The Debtors engaged Greenberg Traurig, LLP, in Wilmington, DE,
as counsel. The Debtors tapped Ernst & Young LLP as their
accountant.
No request has been made for the appointment of a trustee or
examiner.
On Jan. 4, 2017, the U.S. Trustee for Region 3 appointed an
official committee of unsecured creditors. The committee hired
Squire Patton Boggs (US) LLP as its lead counsel and Whiteford,
Taylor & Preston LLC as its local Delaware counsel.
PACE DIVERSIFIED: Seeks Approval to Use $13K Cash to Pay Royalties
------------------------------------------------------------------
Pace Diversified Corporation filed an amended motion with the U.S.
Bankruptcy Court for the Eastern District of California, seeking
for interim authorization to use cash collateral for April 2017,
and ultimately for the use in May and June 2017.
The Debtor intends to use cash collateral in the total amount of
$42,799 for the period April 1-30, 2017 as set forth in its Budget.
Additionally, the Debtor intends to pay royalties in the amount of
$13,050. As set forth in the Budget, the expenses also include
operating expenses, payroll, insurance, maintenance, and other
expenses critical to the operations of the Debtor.
The Debtor believes that the only creditor asserting a lien on its
production is United Security Bank. The Debtor has two loans with
United Security Bank, one in the amount of $66,000 that is asserted
to be secured by a bond in the amount of $70,000, and another in
the amount of $95,000. In 2016, the Debtor has entered into a
Security Agreement and Loan Amendment that extended the loan for
one year and changed the security to a blanket lien on the Debtor's
personal property.
The Debtor also believes that MacPherson Oil Company may assert
some right in the production from the Gardner Lease, which is a
very minuscule amount of the Debtor's overall production. However,
the status of the Gardner Lease is in hotly disputed litigation
that has been stayed by the Debtor's bankruptcy filing and has not
resulted in a final judgment. Moreover, the Debtor has continued to
operate the Gardner Lease since 2013 when the issue of MacPherson
Oil Company's claims first arose.
As such, the Debtor will provide United Security Bank, and any
disputed interest of MacPherson Oil Company with adequate
protection by:
(a) continuing the production and maintenance of the oil leases
that generate the oil and accounts receivable that are subject to
any liens or interests;
(b) granting replacement liens to United Security Bank on
accounts receivable and other property interests generated by the
Debtor of the same type and nature as existed when the Debtor filed
its case;
(c) making adequate protection payments to United Security Bank
in the amounts indicated in the Budget;
(d) an equity cushion on the Debtor's other personal property;
and
(e) the Debtor proposes to make a payment of $2,500 to United
Security Bank on account of its lien.
A full-text copy of the Debtor's Amended Motion, dated April 3,
2017, is available at https://is.gd/TUA5PT
About Pace Diversified Corporation
Pace Diversified Corporation was incorporated in 2001 by its owners
Dwayne and Patricia Roach. Pace is engaged in the production and
distribution of oil and gas. The Company was founded in 2000 and
is based in Bakersfield, California.
Pace Diversified filed a Chapter 11 petition (Bankr. E.D. Cal. Case
No. 17-11028) on March 23, 2017. The petition was signed by Dwayne
Roach, President. The case is assigned to Judge Rene Lastreto II.
The Debtor is represented by T. Scott Belden, Esq. at Belden Blaine
Raytis, LLP. At the time of filing, the Debtor had $10 million to
$50 million in estimated assets and $1 million to $10 million in
estimated liabilities.
PACIFIC IMPERIAL: June 8 Plan Confirmation Hearing
--------------------------------------------------
Pacific Imperial Railroad, Inc., filed with the U.S. Bankruptcy
Court for the Southern District of California a disclosure
statement to the Debtor's second amended plan of reorganization
dated April 3, 2017.
A hearing is set for June 8, 2017, at 2:00 p.m. to determine
whether the Plan has been accepted by the requisite number of
creditors and whether the other requirements for confirmation of
the Plan have been satisfied.
The Second Amended Plan proposes that, unless the holder of an
administrative claims agrees to a different treatment, the allowed
Administrative Claims will be paid in full on the Effective Date.
All unpaid fees to the U.S. Trustee will be paid in full on the
Effective Date.
The previous plan stated that the administrative claims would be
paid in full on the Effective Date to the extent that there are
funds available that are not otherwise subject to a lien of
security interest.
The Debtor will sell all of its real and non-cash personal property
of every kind and description including, without limitation, all of
Debtor's real property, equipment, inventories, technology,
patents, patent applications, copyrights, trademarks, trade names,
trade secrets, know-how, and other intellectual property rights,
and Debtor's rights under all contracts. The sale will include the
assumption by Debtor of executory contracts and unexpired leases as
the buyer selects and the concomitant assignment of those contracts
and leases to the buyer pursuant to Bankruptcy Code section 365,
subject to the rights of non-debtor parties to the contracts and
leases. The Assets will not include any cash or cash equivalents,
deposit accounts, accounts receivable, bankruptcy avoidance claims,
or any other assets that are specifically excluded by the asset
purchase agreement entered into between the Debtor and the ultimate
buyer.
The sale will be free and clear of all liens and interests pursuant
to Bankruptcy Code section 363(f). All liens on the assets to be
sold will attach to the proceeds of the sale in the same validity
and priority and subject to the same defenses and avoidability, if
any, as before the sale. The proceeds of the sale of Assets will
be maintained by the Debtor in a federally insured interest-bearing
account in compliance with Section 345 of the Code.
The Disclosure Statement referring to the Second Amended Plan is
available at:
http://bankrupt.com/misc/casb16-06253-196.pdf
http://bankrupt.com/misc/casb16-06253-195.pdf
As reported by the Troubled Company Reporter on March 28, 2017, the
Debtor filed with the Court a first amended disclosure statement to
the Debtor's first amended plan of reorganization dated March 17,
2017, which proposed that holders of Class 5 unsecured claims
receive on the distribution date a pro rata share of the cash
assets of the Debtor remaining after the payment of Classes 1, 2, 3
and 4.
About Pacific Imperial Railroad
Pacific Imperial Railroad, Inc., based in San Diego, California,
filed a Chapter 11 petition (Bankr. S.D. Cal. Case No. 16-06253) on
Oct. 13, 2016. The Debtor was created for the purpose of
rehabilitating and operating the Desert Line rail line. The
petition was signed by Arturo Alemany, president and CEO. The
Debtor is represented by Alan Vanderhoff, Esq., at Vanderhoff Law
Group. The case is assigned to Judge Laura S. Taylor. The Debtor
disclosed total assets at $7.18 million and total liabilities at
$11.43 million.
PARETEUM CORP: Empery Asset Reports 8.98% Stake as of March 10
--------------------------------------------------------------
In a Schedule 13 filed with the Securities and Exchange Commission,
Empery Asset Management, LP, Ryan M. Lane and Martin D. Hoe
disclosed that as of March 10, 2017, they beneficially own
1,000,000 shares of common stock and 500,000 shares of common stock
issuable upon exercise of warrants of Pareteum Corporation
representing 8.98 percent of the shares outstanding. A full-text
copy of the regulatory filing is available for free at
https://is.gd/ivwHL1
About Pareteum Corp
New York-based Pareteum Corporation (NYSEMKT: TEUM), formerly known
as Elephant Talk Communications, Inc. -- http://www.pareteum.com/
-- is an international provider of business software and services
to the telecommunications and financial services industry.
Elephant Talk reported a net loss of $5.00 million on $31.0 million
of revenues for the year ended Dec. 31, 2015, compared to a net
loss of $21.9 million on $20.4 million of revenues for the year
ended Dec. 31, 2014. As of Sept. 30, 2016, Pareteum had $15.26
million in total assets, $21.66 million in total liabilities and a
total stockholders' deficit of $6.40 million.
Squar Milner, LLP, formerly Squar Milner, Peterson, Miranda &
Williamson, LLP, in Los Angeles, California, issued a "going
concern" qualification on the consolidated financial statements for
the year ended Dec. 31, 2015, citing that the Company has suffered
recurring losses from operations, has an accumulated deficit of
$256 million and has negative working capital. This raises
substantial doubt about the Company's ability to continue as a
going concern, the auditors said.
PBA EXECUTIVE: Seeks Extension of Exclusivity for 15 More Days
--------------------------------------------------------------
PBA Executive Suites, LLC, asks the U.S. Bankruptcy Court for the
Southern District of Florida to extend the time for filing their
plan and disclosure statement and extend the exclusivity period for
15 additional days.
On Jan. 28, 2017, the Court entered the Order Shortening Time to
File Proofs of Claim, Establishing Plan, and Disclosure Statement
Filing Deadlines, and Addressing Related Matters. The Court
scheduled the deadline for filing the plan and disclosure statement
on April 3, 2017.
The Debtor claims that the plan and disclosure statement are being
finalized and was not be ready for filing on April 3, 2017.
About PBA Executive Suites
PBA Executive Suites, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. S.D. Fla. Case No. 16-26136) on Dec.
3,
2016. The petition was signed by William Smith, chief financial
officer. The Debtor is represented by Brian K. McMahon, Esq., at
Brian K. McMahon, P.A. At the time of the filing, the Debtor
estimated assets at $500,001 to $1 million and liabilities at
$100,001 to $500,000.
PEABODY ENERGY: Moody's Gives 'B1-PD' Probability of Default Rating
-------------------------------------------------------------------
Moody's Investors Service removed provisional designation on the
ratings of Peabody Energy Corporation, including a corporate family
rating (CFR) of B1, a Ba3 rating on the $950 million first lien
secured term loan, and a Ba3 rating on $1 billion first lien
secured notes. Moody's also assigned a probability of default
rating (PDR) of B1-PD. The outlook is stable.
The action follows the company's April 3, 2017 announcement that it
has emerged from Chapter 11 protection. On the same day, Peabody
Energy assumed the $1 billion in first lien secured notes
originally issued by the Peabody Securities Finance Corporation.
PSFC is now merged into Peabody Energy with Peabody Energy
remaining the surviving company.
The provisional ratings were assigned in February 2017 pending the
company's emergence from bankruptcy.
Assignments:
Issuer: Peabody Energy Corporation
-- Corporate Family Rating, Assigned B1
-- Probability of Default Rating, Assigned B1-PD
-- $950M Senior Secured 1st Lien Term Loan, Assigned Ba3(LGD3)
Issuer: Peabody Securities Finance Corporation
-- $500M Senior Secured Notes, Assigned Ba3 (LGD3)
-- $500M Senior Secured Notes, Assigned Ba3 (LGD3)
RATINGS RATIONALE
The ratings continue to reflect the company's diverse platform of
cost-competitive assets, including seven mining complexes in the
Western United States, nine in Midwestern United States, and nine
in Australia. While the company's US operations produce
cost-competitive thermal coal sold predominantly to domestic
utilities, the company's mines in Australia produce thermal and
metallurgical coal predominantly sold into the seaborne market.
The Ba3 rating on the first lien debt reflects its priority
position with respect to claim on collateral, relative to unsecured
claims. The company's proposed capital structure consists of $950
million in first lien term loan and $1 billion of first lien
secured notes.
The stable outlook reflects Moody's expectations of positive free
cash flows and solid contracted position.
The ratings could be upgraded if the rate of secular decline in the
US thermal coal industry were to slow or reverse, and if
metallurgical coal markets were to show more stability and
predictability. The ratings could also be upgraded in the event of
material growth in scale and diversity.
The ratings could be downgraded if Debt/ EBITDA, as adjusted, were
to increase above 5x, if free cash flows were to turn negative, or
if liquidity were to deteriorate.
Peabody Energy Corporation is the world's largest private sector
coal company with coal mining operations in the US and Australia
and close to 6 billion tons of proven and probable reserves. As of
December 31, 2016, the company owned interests in 26 active coal
mining operations and generated $4.7 billion in revenues in 2016.
The principal methodology used in these ratings was Global Mining
Industry published in August 2014.
PEN INC: Unit Agrees to Extend Maturity of Mackinac Loan Pact
-------------------------------------------------------------
PEN Inc.'s wholly-owned subsidiary Nanofilm, Ltd. entered into a
second amendment to its Loan and Security Agreement with Mackinac
Commercial Credit ABL Division of MBank to extend the maturity date
to April 4, 2017, with a renewal option until April 4, 2018. The
interest rate was reduced to prime, as reported in the Wall Street
Journal, plus 3% with other provisions remaining the same in all
material respects. At the same time, the Company affirmed its
guaranty of Nanofilm's obligations to the Lender.
About Pen Inc.
Headquartered in Miami, Florida, PEN develops, commercializes and
markets consumer and industrial products enabled by nanotechnology
that solve everyday problems for customers in the optical,
transportation, military, sports and safety industries. The
Company's primary business is the formulation, marketing and sale
of products enabled by nanotechnology including the ULTRA CLARITY
brand eyeglass cleaner, CLARITY DEFOGIT brand defogging products
and CLARITY ULTRASEAL nanocoating products for glass and ceramics.
The Company also sells an environmentally friendly surface
protector, fortifier, and cleaner. The Company's design center
conducts product development services for government and private
customers and develops and sells printable inks and pastes, thermal
management materials, and graphene foils and windows.
PEN was formed in 2014, and is the successor to Applied Nanotech
Holdings Inc. that had been formed in 1989. In the combination
that created PEN, Nanofilm, Ltd. acquired Applied Nanotech
Holdings, Inc. The Company's principal operating segments coincide
with its different business activities and types of products sold.
This is consistent with the Company's internal reporting
structure.
PEN Inc. reported a net loss of $556,001 on $8.11 million of total
revenues for the year ended Dec. 31, 2016, compared to a net loss
of $1.86 million on $9.68 million of total revenues for the year
ended Dec. 31, 2015. As of Dec. 31, 2016, Pen Inc. had $2.79
million in total assets, $3.37 million in total liabilities and a
total stockholders' deficit of $578,096.
Salberg & Company, P.A., in Boca Raton, 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 in 2016 of $556,001, and has an accumulated deficit,
stockholders' deficit and working capital deficit of $5,900,167,
$578,096 and $1,072,691, respectively, at Dec. 31, 2016. These
matters raise substantial doubt about the Company's ability to
continue as a going concern.
PETCO ANIMAL: Bank Debt Trades at 10% Off
-----------------------------------------
Participations in a syndicated loan under Petco Animal Supplies is
a borrower traded in the secondary market at 90.80
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.28 percentage points from the
previous week. Petco Animal pays 325 basis points above LIBOR to
borrow under the $2.506 billion facility. The bank loan matures on
Jan. 26, 2023 and carries Moody's NR rating and Standard & Poor's B
rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 31.
PETROLIA ENERGY: Will File Form 10-K Within Extension Period
------------------------------------------------------------
Petrolia Energy Corporation said its annual report on Form 10-K for
the year ended Dec. 31, 2016, could not be filed within the
prescribed time period because it is experiencing delays in the
compilation of certain financial and other information required to
be included in the Form 10-K. The Company intends to file the
Annual Report on Form 10-K on or before the fifteenth calendar day
following the prescribed due date.
About Petrolia Energy
Petrolia Energy Corporation, formerly known as Rockdale Resources
Corporation, is an oil and gas exploration, development, and
production company.
The Company's balance sheet at Sept. 30, 2016, showed total assets
of $13.13 million, total liabilities of $5.77 million, and
stockholders' equity of $7.36 million.
"The Company has suffered recurring losses from operations. These
conditions raise substantial doubt about the Company's ability to
continue as a going concern. The Company plans to generate profits
by reworking its existing oil or gas wells and drilling additional
wells, as needed. The Company will need to raise funds through
either the sale of its securities, issuance of corporate bonds,
joint venture agreements and/or bank financing to accomplish its
goals. The Company does not have any commitments or arrangements
from any person to provide the Company with any additional capital,
at this time. If additional financing is not available when
needed, the Company may need to cease operations," as disclosed in
the Company's quarterly report for the period ended Sept. 30, 2016.
PHOENIX MANUFACTURING: U.S. Trustee Forms 3-Member Committee
------------------------------------------------------------
The Office of the U.S. Trustee on April 3 appointed three creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Phoenix Manufacturing Partners LLC.
The committee members are:
(1) Marcus Networking Inc.
Attn: Eric M. Marcus
1208 E. Broadway Road, #106
Tempe, AZ 85282
Phone: (602) 427-5030
Fax: (602) 427-5028
Email: emarcus@marcusnt.com
(2) Praxair Surface Technologies, Inc.
c/o Praxair Inc.
Attn: Jeffrey Weiss, Asst. General Counsel
39 Old Ridgebury Road
Danbury, CT 06810
Phone: (203) 837-2104
Fax: none
Email: Jeffrey.weiss@praxair.com
(3) Thomas Pipe & Supply LLC
Attn: Donald F. Helmlinger, Pres.
P.O. Box 20007
Phoenix AZ 85036-0007
Phone: 602-254-0410
Fax: 602-256-7138
Email: donh@thomaspipe.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 Phoenix Manufacturing Partners
Phoenix Manufacturing Partners LLC sought protection under Chapter
11 of the Bankruptcy Code (Bankr. D. Ariz. Case No. 16-04898) on
May 3, 2016. Its affiliates Joined Alloys, LLC, and DLS Precision
Fab, LLC, filed for Chapter 11 protection (Case Nos. 16-06107 and
16-06109) on May 27, 2016. The petitions were signed by Joe Yockey,
president & managing member. The cases are jointly administered
under Case No. 16-04898 and are assigned to Judge Edward P.
Ballinger, Jr.
Bradley J. Stevens, Esq., at Jennings, Strouss & Salmon, P.L.C., A
Professional Limited Liability Company, serves as the Debtors'
bankruptcy counsel. The Debtors hire Joshua P. Hayes of Eide
Bailly, LLP as accountants, and Cunningham & Associates as
appraiser.
DLS Precision Fab, LLC, d/b/a Di-Matrix Precision Manufacturing,
employs Donald P. Johnsen, Esq. at Gallagher & Kennedy, P.A. as
special counsel.
Phoenix Manufacturing estimated assets of less than $50,000 and
debts of $10 million to $50 million.
Joined Alloys and DLS Precision estimated both assets and
liabilities in the range of $1 million to $10 million.
PHOTOMEDEX INC: Reports $13.3 Million Net Loss for 2016
-------------------------------------------------------
Photomedex, Inc., filed with the Securities and Exchange Commission
its annual report on Form 10-K disclosing a net loss of $13.26
million on $38.39 million of revenues for the year ended Dec. 31,
2016, compared to a net loss of $34.55 million on $75.89 million of
revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Photomedex had $18.50 million in total assets,
$19.90 million in total liabilities, and a total stockholders'
deficit of $1.41 million.
Fahn Kanne & Co. Grant Thornton Israel, in Tel-Aviv, Israel, issued
a "going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2016, citing that the
Company had an accumulated deficit of $115,635,000 and
shareholders' deficit of $1,408,000. Also, during the most recent
periods the Company has incurred losses and negative cash flows
from continuing operations and was forced to sell certain assets
and business units to obtain additional liquidity resources to
support its operations. In addition, on Jan. 23, 2017, the Company
completed the sale of its consumer products division which
represented the sale of substantially all of the remaining
operations and assets of the Company. These conditions, along with
other 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/1yuu5q
About PhotoMedex
PhotoMedex, Inc., is a global health products and services company
providing integrated disease management and aesthetic solutions to
dermatologists, professional aestheticians, ophthalmologists,
optometrists, consumers and patients. The Company provides
proprietary products and services that address skin conditions
including psoriasis, vitiligo, acne, actinic keratosis, photo
damage and unwanted hair, as well as fixed-site laser vision
correction services at our LasikPlus(R) vision centers.
PRADO MANAGEMENT: Taps Schian Walker as Counsel
-----------------------------------------------
Prado Management, LLC seeks authorization from the U.S. Bankruptcy
Court for the District of Arizona to employ Schian Walker, P.L.C.
as counsel. The Debtor has retained the Firm to help it achieve its
restructuring objectives.
The attorneys presently designated to represent the Debtor in this
case and their current standard hourly rates for similar matters
are:
Dale C. Schian $560 per hour
Kortney K. Otten $220 per hour
The professional services that the Firm will render are:
(a) provide the Debtor legal advice with respect to its
reorganization;
(b) represent the Debtor in connection with negotiations
involving secured and unsecured creditors;
(c) represent the Debtor at the meeting of creditors,
confirmation hearings, and other hearings that the Court requires;
and
(d) prepare necessary applications, motions, answers, orders,
reports, or other legal papers necessary to assist in the Debtor's
reorganization.
Dale C. Schian attests that the Firm is "disinterested" within the
meaning of Code Sec. 101(14); neither the Firm nor its
professionals has any connection with the Debtor, its creditors or
any party-in-interest; and the Firm does not hold an interest
adverse to the interests of the Debtor.
The Firm can be reached through:
Dale C. Schian, Esq.
Kortney K. Otten, Esq.
SCHIAN WALKER PLC
1850 North Central Avenue #900
Phoenix, AZ 85004-4531
Tel: (602) 277-1501
Fax: (602) 297-9633
E-mail: bkdocket@biz.law
About Prado Management LLC
Prado Management LLC is a single asset real estate (as defined in
11 U.S.C. Section 101(51B)) and based in Scottsdale, Arizona. The
Debtor filed its voluntary petition for relief under Chapter 11 of
the United States Bankruptcy Code (Bankr. D. Ariz. Case No.
17-02989)on March 27, 2017. The petition was signed by German Osio,
manager. The Debtor is represented by Dale C. Schian, Esq. of
Schian Walker PLC. The Hon. Eddward P. Ballinger Jr. presides over
the case. As of filing, the Debtor had $1 million to $10 million
of estimated assets and liabilities.
QEP RESOURCES: Fitch Affirms 'BB' Long-Term IDR; Outlook Stable
---------------------------------------------------------------
Fitch Ratings has affirmed QEP Resources, Inc.'s (NYSE: QEP)
Long-Term Issuer Default Rating (IDR) and unsecured debt ratings at
'BB'. The Rating Outlook is Stable.
Approximately $2 billion of debt is affected by rating actions.
KEY RATING DRIVERS
QEP's ratings reflect the company's adequate liquidity, strong
upstream metrics and limited near-term maturities. Concerns are
primarily related to the company's evolving asset portfolio and
potential effects on near-term credit quality. Fitch believes that
QEP will continue to improve their asset base through acquisitions
and divestitures, which could include a sale of their Pinedale (28%
of 2016 production) or Haynesville (13% of 2016 production) assets.
While these potential transactions would likely result in sizeable
reductions to production volumes and cash flows, Fitch believes the
redeployment of capital towards higher-margin Permian acreage and
production would be credit-supportive in the longer term. The
company's Pinedale assets have limited remaining growth potential
but are free cash flow (FCF) positive. The Haynesville assets have
benefited from the company's workover program and also generate
FCF, helping to fund growth in other regions. The Permian assets
are at a relatively early stage in their development, requiring
capital to grow production. Fitch believes that QEP will likely
need to acquire more acreage to scale their position in the
Permian.
MODEST PRODUCTION GROWTH, SHIFTING ASSET BASE
The company reported production of 152 mboepd for year-end 2016, up
2% year over year. QEP has continued to increase oil production and
in 2016, 36% of production was oil, up significantly from 12% in
2012. The company's Permian acquisition in 2016 provides a growth
opportunity contingent on supportive pricing and successful
development. While the company has acquired several properties in
the Williston and Permian basins, the size of the acreage position
and potential drilling inventory suggest additional acquisition
activity may be required to gain additional scale. QEP plans to
operate around seven rigs in 2017 with five rigs in the Permian and
one in the Williston and Pinedale basins. Overall production
volumes are expected to grow modestly in 2017, with a larger
increase in production expected in 2018 as the Permian acreage is
developed.
NEGATIVE FCF, IMPROVING METRICS FORECASTED
Fitch projects the company will be FCF negative through 2019 as
capital spending in the Permian is ramped up and will rely on the
revolver to fund increasing capital expenditures. The Fitch base
case results in 2017 debt/EBITDA of approximately 2.9x as growing
production is expected to keep leverage within tolerances for the
rating category. The loss of production and cash flow from a
potential Pinedale sale could increase gross leverage metrics by
approximately 0.5x, subject to timing.
STRONG UPSTREAM METRICS
Following the spin-off from Questar in 2010, the company has
maintained upstream metrics consistent with higher rated peers.
Debt/flowing barrel has improved the last four years, dropping from
a high of $21,243 in 2013 to $13,420 in 2016 as the company has
been deleveraging from previous acquisitions. QEP's most recent
Permian acquisition in 2016 was entirely funded with equity. Proved
reserves increased year over year to 731 mmboe in 2016 resulting in
a reserve life of 13 years. Debt/1P and Debt/PD improved in 2016 to
$2.8/boe and $5.7/boe due to an increase in reserves as a result of
the Permian acquisition as well as an upward revision due to
successful recompletions in the Haynesville. Fitch views the
company's upstream metrics as strong for the category but believes
that the current asset base limits near-term upside for the
rating.
SOLID 2017 HEDGE PROGRAM
As of Feb. 17, 2017, assuming forecasted 2017 annual production of
approximately 161 Mboe/d, QEP has approximately 59% of its
remaining production covered with fixed-price swaps, including 68%
of its gas production and 63% of its oil production. Typically QEP
enters into commodity derivative contracts for approximately 50% to
75% of its forecasted annual production by the end of the first
quarter of each fiscal year. Using the base case price deck of $50
oil in 2017 and $52.50 in 2018, Fitch projects that the company's
hedges will provide uplift of approximately $21 million and $9
million in 2017 and 2018, respectively.
LIMITED NEAR-TERM MATURITIES
QEP has $134 million due in 2018 and $136 million due in 2020,
providing the company the opportunity to de-lever as the debt
matures. The company repaid $177 million in debt upon maturity in
2016 using proceeds from an equity raise earlier in the year. Given
the company's adequate liquidity and minimal maturities, there will
likely be limited need to access the capital markets to refinance
debt over the medium term.
KEY ASSUMPTIONS
Fitch's key assumptions within the rating case for QEP include:
-- WTI oil price that trends up from $50/bbl in 2017, $52.50/bbl
in 2018, $57.50/bbl in 2019 to $62.50/bbl long term;
-- Henry Hub gas price that trends up from $2.75/mcf in 2017,
$3.00/mcf in 2018 and 2019 to $3.25/mcf long term;
-- Production of approximately 161 mboepd in 2017 followed by a
modest increase in 2018 as Permian production is ramped up;
-- Capex of $1 billion in 2017, followed by increasing capex
given supportive pricing signals.
RATING SENSITIVITIES
Positive: Future developments that may, individually or
collectively, lead to positive rating action include:
For an upgrade to 'BB+':
-- Increased production size and scale in key production basins;
-- Mid-cycle debt/EBITDA at or below 3.0x;
-- Debt/flowing barrel under $15,000 and/or debt/1P below
$5.00/boe on a sustained basis.
Positive rating action would likely be driven by increased clarity
on the company's asset strategy and execution, as well as a
credit-conscious balancing of potential divestitures given their
FCF contributions.
Negative: Future developments that may, individually or
collectively, lead to a negative rating action include:
For a downgrade to 'BB-':
-- Material reduction in size and scale without a credible,
credit conscious plan to replace production volumes and cash
flow;
-- Mid-cycle debt/EBITDA at or above 4.0x;
-- Mid-cycle debt/flowing barrel above $20,000 and or debt/1P
above $7.00/boe;
-- Leveraging acquisitions and/or shareholder-friendly actions.
ADEQUATE LIQUIDITY
QEP had $1.4 billion in liquidity as of Dec. 31, 2016, with $443
million in cash and the ability to incur approximately $1.0 billion
in debt under their undrawn $1.8 billion credit facility while
remaining in compliance with their covenants. Currently, the credit
facility is subject to two covenant tests: a debt/cap ratio of less
than 60% and a leverage ratio not to exceed 4.25x.
FULL LIST OF RATING ACTIONS
Fitch has affirmed QEP's ratings:
QEP Resources, Inc.
-- Long-term IDR at 'BB';
-- Senior unsecured bank facility at 'BB'/RR4;
-- Senior unsecured notes at 'BB'/RR4.
The Rating Outlook is Stable.
QGOG CONSTELLATION: Fitch to Rate New Unsec. Notes Due 2024 'B/RR4'
-------------------------------------------------------------------
Fitch Ratings expects to assign a long-term rating of 'B/RR4' to
QGOG Constellation's proposed sr. unsecured notes due 2024. QGOG
Constellation is offering the notes in exchange for the USD700
million sr. unsecured notes due 2019. Fitch expects QGOG
Constellation's Issuer Default Ratings (IDRs) of 'B'/Outlook
Negative, to be unaffected by the announced debt exchange. Fitch
does not consider the proposed transaction as a distressed debt
exchange as it is not considered to be done in order to avoid a
default.
Under the terms of the proposed debt exchange announced this week,
QGOG Constellation expects to issue up to USD700 million of new
8.5% notes due 2024 under a voluntary exchange for the currently
outstanding USD700 million, 6.25% bond due in 2019. The debt
exchange aims at improving the company's amortization schedule as
it faces approximately USD1.2 billion of principal payments during
2017 and 2018 and the USD700 million sr. unsecured notes due in
2019.
Fitch considers the extension of maturity and elimination of
covenants on the existing notes after the exchange as a reduction
in terms compared with the original contractual term, although
bondholders are partially being compensated with a higher coupon on
the proposed 2024 notes. The new exchange notes will benefit from
essentially the same covenants and events of default as the
predecessor 2019 notes. Fitch does not consider the transaction to
be a distressed debt exchange as it is not being executed to avoid
bankruptcy or payment default given the existing notes mature 2 1/2
years from now, the company has adequate liquidity to cover its
upcoming maturities over the next 12 months, and cash flow
generation is expected to be strong in 2017, although below that
reported in 2016.
Liquidity is projected to weaken as QGOG Constellation's cash flow
generation will likely deteriorate over the short- to medium-term
as its contracts expire and the company faces a competitive global
drilling rig industry for re-contracting its units. As of Dec. 31,
2016, QGOG Constellation's credit metrics had improved with
reported EBITDA generation of approximately USD783 million and
total consolidated debt of USD2.2 billion, which equates to a
leverage ratio of 2.8x. Fitch projects that leverage will range
between 4.0x and 5.0x in the medium term as contracts expire,
assuming they are promptly re-contracted at day rates of
USD275,000.
KEY RATING DRIVERS
QGOG Constellation's ratings reflect the deep downturn in the
offshore drilling services industry as well as the increased
uncertainty about the company's medium-term cash flow generation
created by the contract roll-over or procurement of new contracts
with off-takers other than Petrobras, its current main contractor.
QGOG Constellation's business risk has been negatively impacted by
the downturn in the oil and gas industry as well as Petrobras'
efforts to reduce capex and expenses by downsizing its drilling rig
fleet.
Offshore drillers continue to face depressed market conditions due
to lower demand and a significant oversupply of rigs. Fitch expects
QGOG Constellation to face a very competitive market to re-contract
its drilling units with Petrobras or for it to find new off-takers
for its drilling units, which could affect QGOG Constellation's
future cash flow generation and potentially deteriorate its
currently robust liquidity position. This risk is heightened by the
short- to medium-term need to renew some of QGOG Constellation's
contracts as they expire by the end of 2018.
KEY ASSUMPTIONS
-- WTI and Brent oil price trend up to a longer-term price of
USD65/barrel;
-- The majority of QGOG Constellation's off-shore rigs are re-
contracted at expiration at market day rates of USD275,000;
-- Operating expenditures are assumed to remain in line with
recently reported levels.
RATING SENSITIVITIES
A negative rating action could be triggered as a result of:
-- Contracts that are not rolled over at expiration or are
unilaterally terminated by the off-taker before the expiration
date; Alpha Star is the next material contract expiration for
the company in July 2017. Failure to re-contract this unit
could result in negative rating actions.
-- Through-the-cycle consolidated debt/EBITDA of 5.0x or above on
a sustained basis.
No positive rating actions are currently contemplated over the near
term given the weak offshore oilfield services outlook.
LIQUIDITY
Although the company's liquidity position is currently adequate,
QGOG Constellation paid approximately USD94 million of dividends as
of year-end 2016. QGOG Constellation reported available liquidity
of USD450 million, composed of consolidated cash and cash
equivalent amounting to USD407 million as of Dec. 31, 2016; and
restricted cash at the operating companies' (OpCos) level amounting
to approximately USD43 million, which can be used to service OpCos'
level debt service. This liquidity position compares with company's
short-term debt of USD674 million mainly comprised by USD223
million related to Gold Star's and Alpha's scheduled amortization -
Gold Star loan was repaid in full in March 2017 - and approximately
USD229 million of recently extended working capital credit lines
that mature through July 2018.
FULL LIST OF RATING ACTIONS
Fitch currently rates QGOG Constellation S.A.:
-- Long-Term Foreign Currency Issuer Default Rating (IDR) at 'B';
Outlook Negative;
-- Long-Term Local Currency IDR at 'B'; Outlook Negative;
-- Senior unsecured notes due 2019 at 'B/RR4'.
QGOG CONSTELLATION: S&P Affirms 'B+' CCR; Outlook Remains Negative
------------------------------------------------------------------
S&P Global Ratings affirmed its 'B+' corporate credit and
issue-level ratings on QGOG Constellation SA. The outlook remains
negative.
The rating affirmation follows QGOG's announcement of an offer to
exchange its $700 million 6.25% senior unsecured notes due 2019
through the issuance of 8.5% senior unsecured notes due 2024. S&P
don't consider the proposed exchange offer to be a distressed
restructuring. In S&P's view, this transaction would not represent
a loss of value for current debt holders. This assessment is based
on these key points:
-- The exchange will be made at par, for bondholder who tenders
before April 17, and at 95 cents per dollar afterwards.
Even though there is a minimum loss in value to the
bondholders who tender after April 17, S&P believes the
mechanism works as an incentive to achieve high conversion
rate, because the execution of the offer is conditional to
obtain at least 90% of adherence.
-- The exchange offers a higher interest rate at 8.5%, up from
the existing 6.25% rate, to compensate for the five-year
final maturity extension, to November 2024, while
maintaining semi-annual interest payment period.
-- There is no change in the notes ranking, which remains as
senior unsecured.
-- The exchange is being proposed 2.5 years in advance of the
original maturity.
-- The company's liquidity is adequate. As of December 2016,
it had $328 million in unencumbered cash, which provides a
cushion to absorb unexpected events, such as the execution
of the guarantee provided to the balloon payment of Alpha
Star due in July 2017.
QGOG is also seeking the consent of bondholders to amend some
provisions in the current notes. Besides relaxing increasing the
borrowing capacity, it is also seeking the consent to eliminate
substantially all of the restrictive covenants, and certain events
of default and related provisions under the existing notes
indenture. S&P believes that the aforesaid consent is neutral from
a credit perspective, because the existing notes are already senior
unsecured. S&P's base-case scenario remains unchanged; the main
difference is the extended new tenor of the notes.
S&P continues to assess QGOG's liquidity as adequate. As of
Dec. 31, 2016, on stand-alone basis, QGOG had approximately
$450 million in cash and cash equivalents, of which approximately
$328 million was unencumbered cash.
S&P views that the company has short-term financial flexibility to
absorb the short-term maturities at the holding level, considering
that it has already extended the maturity of $225 million bank loan
from Bradesco to July 2018, and the potential execution of the
parent guarantee provided to cover the balloon payment of Alpha
Star, estimated at $100 million in July 2017, with sources of
liquidity (including cash and internally generated cash flow)
exceeding uses by at least 1.2x over the next 12-18 months
S&P could revise the outlook to stable or raise the ratings if the
company is able to secure contracts to the assets beyond the
maturities of the respective project finance credit agreements,
while maintaining its liquidity flexibility and its final metrics
aligned with the current ones.
QUEST PATENT: Delays Form 10-K Due to Lack of Resources
-------------------------------------------------------
Quest Patent Research Corporation 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.
Because of the lack of resources, the compilation, dissemination
and review of the information required to be presented in the Form
10-K for the year ended Dec. 31, 2016, the Company said it requires
additional time to gather information relating to the
classification of certain liabilities. The Company intends to file
the Form 10-K for the year ended Dec. 31, 2016, no later than 15
days after its original filing date.
Based on preliminary financial information, for the year ended Dec.
31, 2016, the Company expects to report revenues of approximately
$1,264,000 and a net loss of approximately $1,016,000, as compared
with revenues of approximately $498,000 and a net loss of $328,000
for the year ended Dec. 31, 2015.
The financial results for the year ended Dec. 31, 2016, reflect
preliminary estimates of the Company's results of operations and as
of the date of the filing of the Form 12b-25. These estimates are
subject to change upon the completion of the reporting process and
review of the Company's financial statements, and actual results
may vary significantly from these estimates.
About Quest Patent
Quest Patent Research Corporation is an intellectual property asset
management company. The Company's principal operations include the
development, acquisition, licensing and enforcement of intellectual
property rights that are either owned or controlled by the Company
or one of its wholly owned subsidiaries. The Company currently
owns, control or manage eight intellectual property portfolios,
which principally consist of patent rights. The Company's eight
intellectual property portfolios include the three portfolios which
the Company acquired in October 2015 from Intellectual Ventures
Assets 16, LLC.
Quest Patent reported a net loss of $327,270 for the year ended
Dec. 31, 2015, following a net loss of $162,331 for the year ended
Dec. 31, 2014. As of Sept. 30, 2016, Quest Patent had $2.39
million in total assets, $3.37 million in total liabilities and a
total stockholders' deficit of $988,303.
MaloneBailey, LLP, in Houston, Texas, issued a "going concern"
qualification on the consolidated financial statements for the year
ended Dec. 31, 2015, citing that the Company has incurred a series
of net losses resulting in negative working capital as of Dec. 31,
2015. These conditions raise substantial doubt as to the Company's
ability to continue as a going concern.
RAIN TREE: Bankruptcy Administrator to Form Committee
-----------------------------------------------------
William Miller, U. S. bankruptcy administrator, on April 3 filed
with the U.S. Bankruptcy Court for the Middle District of North
Carolina a notice of opportunity to serve on the official committee
of unsecured creditors in the Chapter 11 case of Rain Tree
Healthcare of Winston Salem, LLC.
Unsecured creditors willing to serve on the committee are required
to file a response within 10 days from April 3.
An organizational meeting will be scheduled after the committee is
appointed, according to the filing.
Mr. Miller can be reached through:
Susan O. Gattis
Bankruptcy Analyst
101 S. Edgeworth Street
Greensboro, NC 27402
Fax: 336-291-9913
Email: susan_gattis@ncmba.uscourts.gov
About Rain Tree Health Care of Winston Salem
Rain Tree Health Care of Winston Salem, LLC, filed a chapter 11
petition (Bankr. W.D.N.C. Case No. 16-32071) on Dec. 30, 2016. The
Debtor is represented by Robert Lewis, Jr., Esq., at Gordon & Melun
PLLC.
The Debtor is a limited liability corporation headquartered in
Charlotte, North Carolina and is engaged in the management and
operation of an adult care home for the mentally and physically
disabled in Winston Salem, North Carolina.
RAIN TREE: Seeks Authorization to Use Cash Collateral
-----------------------------------------------------
Rain Tree Health Care of Wiston Salem, LLC, seeks authorization
from the U.S. Bankruptcy Court to use cash collateral.
The Debtor contends that a significant source of its income is
derived from state and federal funding it receives from the
government to provide services to adults residing in its adult care
home for the mentally and physically disabled located in Winston
Salem, NC 27612.
The Debtor will require necessary funds for operating its business
and other expenses, which include payroll, maintenance, insurance
and other operating expenses, as well as applicable taxes. However,
the Debtor has no other readily available cash with which to
operate its business. As a result, the Debtor requires immediate
access to cash collateral in order to avoid a closing down of
operations and irreparable harm to the Estate.
The Debtor is indebted to Yellowstone in the principal amount of
$25,000, secured by a Security Agreement, taking a first lien in
all assets of the Debtor now owned or hereafter acquired assets and
wherever located. The Debtor is also indebted to DCR Mortgage VI
Sub II, LLC in the principal amount of $150,000, secured by a
Security Agreement, taking a second lien in all assets of the
Debtor now owned or hereafter acquired and wherever located.
The Debtor will grant both Yellowstone and DCR Mortgage with
replacement liens on the same assets that Yellowstone and DCR
Mortgage had pre-petition, to the same extent and with the same
priority that such liens existed on the Petition Date.
Additionally, the Debtor asserts that the value of its personal
property based upon a recent comparable valuations completed by the
Debtor, is in excess of $600,000, therefore rendering Yellowstone
and DCR Mortgage as over secured creditors with an equity cushion.
The Debtor also asserts that all of its property, including
property securing its indebtedness, is fully insured.
A full-text copy of the Debtor's Motion, dated April 1, 2017, is
available at https://is.gd/oGyF46
About Rain Tree Healthcare of Winston Salem
Rain Tree Healthcare of Winston Salem, LLC is a limited liability
corporation headquartered in Charlotte, North Carolina and is
engaged in the management and operation of an adult care home for
the mentally and physically disabled in Winston Salem, North
Carolina.
Rain Tree Healthcare, filed a chapter 11 petition (Bankr. W.D.N.C.
Case No. 16-32071) on Dec. 30, 2016. The petition was signed by
Reema Owens, Managing Member/Organizer. At the time of the filing,
the Debtor estimated its assets and debts at $100,000 to $500,000.
Robert Lewis, Jr., Esq., at Gordon & Melun PLLC, is serving as
bankruptcy counsel. John Edward Brown, CPA, is serving as
accountant.
RANCHO ARROYO: Sale of Santa Barbara Property for $8.9M Approved
----------------------------------------------------------------
Judge of the U.S. Bankruptcy Court for the Central District of
California authorized Ranch Arroyo Grande, LLC's sale of real
property located at 1530 Roble Drive, Santa Barbara, California, to
Steve Zimmerman or Assignee for $8,900,000.
A hearing on the Motion was held on April 5, 2017 at 10:00 a.m.
The Debtor is authorized to pay these from the sale proceeds
directly from escrow:
a. All commissions and closing costs;
b. Real property taxes, assessments and penalties assessed
against the Roble Property by the County of Santa Barbara;
c. The secured claim of Wells Fargo Home Mortgage ("WF") secured
by a first deed of trust recorded July 28, 2003, as Instrument No.
2003-0100359 ("WF Deed of Trust") in full. WF may submit an
updated payoff demand prior to close of escrow to ensure its
secured claim secured by the WF Deed of Trust is paid in full. WF
secured claim will not be surcharged in any way with the costs of
sale, broker commissions, attorney's fees or any other
administrative claims, costs or expenses in connection with the
sale of the Roble Property.
d. The secured claim of USI Servicing Inc. secured by a second
deed of trust recorded Dec. 5, 2014, as Instrument No. 2014-0055724
in full. USI may submit an updated payoff demand prior to close of
escrow to ensure its secured claim secured by the USI Deed of Trust
is paid in full. USI secured claim will not be surcharged in any
way with the costs of sale, broker commissions, attorney's fees or
any other administrative claims, costs or expenses in connection
with the sale of the Roble Property;
e. These allowed unsecured claims in the case:
(i) Wells Fargo Bank, which has filed an Amended Proof of
Claim calculated through Jan. 31, 2017 in the amount of $2,123,297,
will be paid its actual claim in full, calculated through the close
of escrow;
(ii) Other Claimants: (a) Delta Liquid Energy - $60; (b)
Padre Associates, Inc. - $680; (c) Ruffoni Farming & Management,
LLC - $ 10,630; (d) Sean Addison Pool and Spa, Inc. - $400.
After payment in full of the secured and unsecured claims, the
Buyer will purchase the Property free and clear of any all
remaining liens.
The 14-day stay provided under Federal Rule of Bankruptcy Procedure
6004(h) is waived.
About Rancho Arroyo Grande
Rancho Arroyo Grande, LLC, sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. C.D. Cal. Case No. 15-12171) on Oct.
30, 2015. The petition was signed by Christopher J. Conway,
managing
member. The case is assigned to Judge Peter Carroll. At the time
of the filing, the Debtor disclosed $18.3 million in assets and
$14.6 million in liabilities. The Debtor is represented by Karen
L. Grant, Esq., at The Law Offices of Karen L. Grant.
RICEBRAN TECHNOLOGIES: Selling Shareholders May Sell 10.2M Shares
-----------------------------------------------------------------
RiceBran Technologies filed with the Securities and Exchange
Commission a Form S-3 registration statement covering the sale or
other disposition from time to time of up to 10,196,475 shares of
its common stock, no par value per share, including a total of
1,897,987 shares issuable upon exercise of shares of its Series G
Convertible Preferred Stock and 8,298,488 shares issuable upon
exercise of warrants, by Dillon Hill Capital, LLC, Sabby Healthcare
Master Fund, Ltd., Sabby Volatility Warrant Master Fund, Ltd., et
al., including their transferees, pledgees, donees or successors.
The selling shareholders may, from time to time, sell, transfer, or
otherwise dispose of any or all of their shares of common stock or
interests in shares of common stock on any stock exchange, market,
or trading facility on which the shares are traded or in private
transactions. These dispositions may be at fixed prices, at
prevailing market prices at the time of sale, at prices related to
the prevailing market price, at varying prices determined at the
time of sale, or at negotiated prices.
The Company is not offering any shares of its common stock for sale
under this prospectus. The Company will not receive any of the
proceeds from the sale or other disposition of the shares of its
common stock by the selling shareholders, other than any proceeds
from the cash exercise of the warrants to purchase shares of its
common stock.
The Company's common stock is listed on the NASDAQ Capital Market
under the symbol "RIBT." On March 30, 2017, the last reported sale
price of the Company's common stock was $0.85 per share.
A full-text copy of the preliminary prospectus is available at:
https://is.gd/ga1pTS
About RiceBran
Scottsdale, Ariz.-based RiceBran Technologies, a California
corporation, is a human food ingredient and animal nutrition
company focused on the procurement, bio-refining and marketing of
numerous products derived from rice bran.
RiceBran reported a net loss attributable to common shareholders of
$9.10 million for the full year 2016 compared to a loss
attributable to common stockholders of $8.3 million in 2015. The
Company's balance sheet at Dec. 31, 2016, showed $28.84 million in
total assets, $28.92 million in total liabilities, $551,000 in
total temporary equity and a total deficit of $632,000.
RICHARD MARK PHILLIPS: Ex-Wife Seeks Chapter 11 Trustee Appointment
-------------------------------------------------------------------
Carol A. Saunders, creditor of Richard Mark Phillips, asks the U.S.
Bankruptcy Court for the Western District of Texas to appoint a
Chapter 11 Trustee, or, alternatively, convert the Chapter 11
bankruptcy case of the Debtor to a case under Chapter 7 of the
Bankruptcy Code.
Both the Debtor and the Creditor entered into an Agreed Final
Decree of Divorce. The Divorce Decree provided, among other
things, that the Debtor provide the Creditor for her interest in
the separation and division of community property of their
marriage: a promissory note, in the original amount of $3,000.000,
with the note to accrue interest at the rate of nine percent per
annum, the payments to be paid annually in equal installments of
$19,065.71, commencing September 1, 2007, and continuing until
September 1, 2021, when the entire amount of unpaid principal and
accrued unpaid interest will be due in full. The Creditor says the
Debtor has failed to abide by the terms and provisions of the
Divorce Decree.
Therefore, the Creditor asks the Court to appoint a Chapter 11
Trustee, or, in the alternative, convert the case to a case under
Chapter 7, for cause due to fraud, dishonesty, incompetence or
gross mismanagement, all of which have occurred both before and
after the commencement of the bankruptcy case.
The Creditor is represented by:
Berry D. Spears, Esq.
LOCKE LORD LLP
600 Congress, Suite 2200
Austin, TX 78701
Tel.: (512) 305-4700
Fax: (512) 305-4800
E-mail: bspears@lockelord.com
Richard Mark Phillips filed a Chapter 11 petition (Bankr. W.D. Tex.
Case No. 17-10068) on January 18, 2017, and is represented by B.
Weldon Ponder, Jr., Esq.
RIDGE VILLAS: Responds to HOA, U.S. Trustee Objections
------------------------------------------------------
Ridge Villas Mgmt LLC filed with the U.S. Bankruptcy Court for the
District of Arizona a supplement to its disclosure statement in
response to objections from the Office of the U.S. Trustee and
Villas at the Ridge Condominium Council of Co-Owners, Inc.
Both the agency and the homeowners association had objected that
the disclosure statement did not provide adequate information about
the company's assets, which consist of nine condominium units
within the Villas at the Ridge Condominium Project in Prescott.
In its filing, Ridge Villas provided a list of all sales of units
within that project since 2013, and a disclosure of the company's
decision to increase its own valuation of the condominium units.
The company also provided loan and security documents, and
additional information about its relationship with its secured
creditors and their respective counsel in response to other
objections raised by the U.S. trustee and the homeowners
association.
A copy of the supplement is available for free at:
https://is.gd/8lKRbW
About Ridge Villas Mgmt
Ridge Villas Mgmt LLC sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Ariz. Case No. 16-14209) on December
16, 2016. The petition was signed by Lynn Myers, president.
The case is assigned to Judge Brenda K. Martin.
At the time of the filing, the Debtor disclosed $685,550 in total
assets and $2.65 million in liabilities.
On December 30, 2016, the Debtor filed a disclosure statement,
which explains its proposed Chapter 11 plan.
RITA RESTAURANT: Court Grants Extension to Confirm Plan Until May 5
-------------------------------------------------------------------
Judge Ronald B. King of the U.S. Bankruptcy Court for the Western
District of Texas extended Rita Restaurant Corp., et al.'s
exclusive period to solicit acceptances of their plan through and
including May 5, 2017.
The Troubled Company Reported previously reported that since the
Court approved the Disclosure Statement for distribution, the
Debtors revealed that they have commenced solicitation and have
already begun to receive feedback on the Plan from the creditors in
the cases.
The Debtors asserted that the size and complexity of their cases
and the length of the time their cases have been pending warrant
the requested extension.
About Rita Restaurant Corp.
Rita Restaurant Corp. and its affiliates operate full service,
casual dining restaurants, consisting of 16 Don Pablo's Mexican
Kitchen restaurants and 1 Hops Grill and Brewery restaurant,
located in 10 states in the United States.
Don Pablo's is a chain of Tex-Mex restaurants founded in Lubbock,
Texas in 1985. The menu features Tex-Mex items, salsa, tortillas
and sauces and a range of other Mexican specialties. At one time,
the chain had as many as 120 location throughout the United States
making it the second largest full service Mexican restaurant chain
in the United States during the late 1990s.
Hops is a casual dining restaurant that offers fresh, made from
scratch menu items in a relaxed atmosphere featuring signature
dishes that are created from high-quality, fresh ingredients,
prepared in a display style kitchen that allows the customer to
view the cooking process.
Rita Restaurant Corp., Don Pablo's Operating, LLC, and Hops
Operating, LLC, sought Chapter 11 protection (Bankr. W.D.
Tex. Case Nos. 16-52272, 16-52274, and 16-52275, respectively)
on Oct. 4, 2016. The petitions were signed by Peter Donbavand,
vice-president. The cases are assigned to Judge Ronald B. King.
The Debtors are represented by John E. Mitchell, Esq. and David W.
Parham, Esq. at Akerman LLP.
At the time of the filing, Rita Restaurant and Don Pablo's
estimated assets and liabilities at $1 million to $10 million,
while Hops Operating estimated assets at $500,000 to $1 million
and
liabilities at $1 million to $10 million.
On October 14, 2016, the U.S. Trustee appointed an official
committee of unsecured creditors in the case.
RIVER NORTH 414: Agreements with OP Approved
--------------------------------------------
Judge Janet S. Baer of the U.S. Bankruptcy Court for the Northern
District of Illinois authorized River North 414, LLC to perform
under the Letter Agreement, Release of Claims, and Occupancy
Agreement with O.P., L.L.C., for the occupancy of premises located
at 414 North Orleans St., Chicago, Illinois, from March 29, 2017 to
May 31, 2017.
The Letter Agreement, the Occupancy Agreement and the Release of
Claims are approved in all respects.
A copy of the Letter Agreement, Release of Claims, and Occupancy
Agreement attached to the Motion is available for free at:
http://bankrupt.com/misc/River_North_125_Sales.pdf
The Debtor is authorized to expend the funds necessary to satisfy
its obligations under the Letter Agreement and enter into the
Occupancy Agreement.
The notice required under Bankruptcy Rules 2002, 6004, and 9019 is
shortened as proposed in the Motion. The Court finds that the
notice provided was appropriate under the circumstances, and that
no other or further notice of the Motion need be given.
About River North 414
River North 414 LLC and Premium Themes, Inc., based in Chicago,
Illinois, sought Chapter 11 protection (Bankr. N.D Ill. Case Nos.
16-17324 and 16-17325) on May 24, 2016. The petitions were signed
by Jesse T. Boyle, authorized officer. The cases are assigned to
Judge Janet S. Baer. The Debtors are represented by Thomas R.
Fawkes, Esq., at Goldstein & McClintock. The Debtors estimated
$100,000 to $500,000 in assets and $1 million to $10 million in
liabilities at the time of the filing.
ROO9B HOLDINGS: Delays Form 10-K to Complete Review
---------------------------------------------------
root9B Holdings, Inc., has determined it will not be able to file
its Annual Report on Form 10-K for the fiscal year ended Dec. 31,
2016, within the prescribed time period without unreasonable effort
or expense. The Company expects that the Form 10-K will be filed
no later than the fifteenth calendar day following March 31, 2017.
As discussed in Note 19 to the financial statements of the
Company's Annual Report on Form 10-K for the fiscal year ended Dec.
31, 2015, the Company operated in three business segments: Cyber
Solutions, IPSA/Business Advisory Solutions, and Energy Solutions.
On Dec. 15, 2016, the Company entered into an agreement to divest
its Energy Solutions segment, consistent with its previously
announced plan to become a "pure-play" cybersecurity company.
Additionally, the Company is engaged in negotiations regarding the
sale of IPSA, which is included in the IPSA/Business Advisory
Solutions segment, however there can be no assurances that such
negotiations will ultimately result in a transaction.
Under the applicable accounting guidance related to discontinued
operations, the Company is required to report the operations of
those segments as discontinued operations, net of tax in the
consolidated statements of operations and to reclassify certain
assets and liabilities as "held for sale" in the consolidated
balance sheets for all periods presented within the Company's
Annual Report on Form 10-K. As a result of these accounting
requirements and management's attention to the divestiture of two
of the Company's operating segments, additional time is required
for the Company to complete the review and preparation of its
financial statements.
About Root9B
root9B Holdings (OTCQB: RTNB) is a provider of Cybersecurity and
Regulatory Risk Mitigation Services. Through its wholly owned
subsidiaries root9B and IPSA International, the Company delivers
results that improve productivity, mitigate risk and maximize
profits. Its clients range in size from Fortune 100 companies to
mid-sized and owner-managed businesses across a broad range of
industries including local, state and government agencies. For
more information, visit www.root9bholdings.com
Root9B Technologies, Inc., changed its name to root9B Holdings,
Inc. effective Dec. 5, 2016, and relocated its corporate
headquarters from Charlotte, NC to the current headquarters of
root9B, its wholly owned cybersecurity subsidiary, in Colorado
Springs, CO.
Root9B reported a net loss of $8.33 million in 2015 following a net
loss of $24.43 million in 2014. As of Sept. 30, 2016, Root9B had
$31.05 million in total assets, $13.82 million in total
liabilities, and $17.22 million in total stockholders' equity.
"The Company will need to raise additional funds in order to fund
operations. Financing transactions, may include the issuance of
equity or debt securities, and obtaining credit facilities, or
other financing mechanisms. However, if the trading price of our
common stock declines, or if the Company continues to incur losses,
this could make it more difficult to obtain financing through the
issuance of equity or debt securities. Furthermore, if we issue
additional equity or debt securities, stockholders will likely
experience additional dilution or the new equity securities may
have rights, preferences or privileges senior to those of existing
holders of our common stock. The inability to obtain additional
financing may restrict our ability to grow and may affect
operations of the Company, its ability to retain and hire critical
staff and revenue producing sub-contractors, and will raise
substantial doubt about our ability to continue as a going
concern," the Company said in its quarterly report for the period
ended Sept. 30, 2016.
ROSETTA GENOMICS: Regains Compliance with NASDAQ Bid Price Rule
---------------------------------------------------------------
Rosetta Genomics Ltd. received on April 3, 2017, confirmation from
NASDAQ that it has regained compliance with the $1.00 minimum bid
price requirement for continued listing on The Nasdaq Capital
Market, as required by Nasdaq Listing Rule 5550(a)(2).
As previously announced, on Oct. 13, 2016, Rosetta received a staff
deficiency letter from The Nasdaq Stock Market notifying the
Company that for the previous 30 consecutive business days, the
closing bid price per share of its ordinary shares was below the
$1.00 minimum bid price requirement. Nasdaq provided the Company
with 180 calendar days, or until April 11, 2017, to regain
compliance with the Bid Price Rule by demonstrating at least ten
consecutive days of a closing bid price of at least $1.00 per share
prior to the end of the 180-day period. On March 27, 2017, Rosetta
achieved its tenth consecutive day with a closing bid price in
excess of $1.00 per share.
In November 2016 and February 2017, Rosetta sold to a prominent
institutional healthcare investor an aggregate of 91,250 of the
Company's ordinary shares at a purchase price of $6 per share and
an aggregate principal amount of $4.5 million of unsecured
convertible debentures and warrants to purchase up to 833,334
ordinary shares with an initial exercise price of $10.20 per share.
In accordance with their terms, the conversion price of the
Debentures and the exercise price of the Warrants have been reduced
$3.0544, representing the lesser of (x) the then-applicable
exercise price, as adjusted, and (y) the average of the two lowest
volume weighted average prices of the Company's ordinary shares
during the 10 trading days immediately following the 1-for-12
reverse split of Rosetta's ordinary shares on March 16, 2017. The
conversion price of the Debentures and the exercise price of the
Warrants remain subject to further adjustment upon the occurrence
of specific events, including stock dividends, stock splits,
combinations and reclassifications of the Rosetta's ordinary shares
and rights offerings and pro rata distributions with respect to all
holders of the Rosetta's ordinary shares. Additionally, subject to
limited exceptions, for a period of 18 months, in the case of the
Debentures, and 12 months in the case of the Warrants, following
Feb. 16, 2017, the effective date of a resale registration
statement on Form F-1 covering the resale of the ordinary shares
issuable upon exercise of the Warrants and conversion of the some
of the Debentures, if the Company issues ordinary shares or
securities that are convertible or exercisable into ordinary shares
at a price that is less than the effective conversion or exercise
price, as the case may be, then the conversion price or exercise
price will be automatically reduced to the price at which the
Company issued the ordinary shares or the underlying exercise price
or conversion price of the securities. However, under no
circumstances will the adjusted conversion price of the Debentures
be lower than $3. As of April 2, 2017, Debentures in the principal
amount of $2,619,280 remain outstanding and 2,377,722 ordinary
shares of Rosetta are outstanding.
About Rosetta Genomics
Based in Rehovot, Israel, Rosetta Genomics Ltd. is seeking to
develop and commercialize new diagnostic tests based on a recently
discovered group of genes known as microRNAs. MicroRNAs are
naturally expressed, or produced, using instructions encoded in
DNA and are believed to play an important role in normal function
and in various pathologies. The Company has established a CLIA-
certified laboratory in Philadelphia, which enables the Company to
develop, validate and commercialize its own diagnostic tests
applying its microRNA technology.
Rosetta Genomics reported a net loss of US$16.23 million on US$9.23
million of total revenues for the year ended Dec. 31, 2016,
compared to a net loss of US$17.34 million on US$8.26 million of
total revenues for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Rosetta had US$11.96 million in total assets,
US$7.54 million in total liabilities and $4.41 million in total
shareholders' equity.
Kost Forer Gabby & Kasierer, a member of Ernst & Young Global, in
Tel-Aviv, Israel, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2016,
citing that the Company has recurring losses from operations and
has limited liquidity resources that raise substantial doubt about
its ability to continue as a going concern.
S&H AUTO REPAIR: Taps David Kestner as Legal Counsel
----------------------------------------------------
S&H Auto Repair Corp. seeks approval from the U.S. Bankruptcy Court
for the District of Maryland to hire legal counsel.
The Debtor proposes to hire David Kestner, Esq. to, among other
things, assist in the administration of its bankruptcy proceedings,
and contest certain claims asserted by creditors.
Mr. Kestner will charge an hourly rate of $450 for his services.
In a court filing, Mr. Kestner disclosed that he is a
"disinterested person" as defined in section 101(14) of the
Bankruptcy Code.
Mr. Kestner maintains an office at:
David W. Kestner, Esq.
5849 Allentown Road
Camp Springs, MD 20746
Phone: 301-423-1000
About S&H Auto Repair Corp.
S&H Auto Repair Corp. sought protection under Chapter 11 of the
Bankruptcy Code (Bankr. D. Md. Case No. 16-19613) on July 18, 2016.
The Hon. Wendelin I Lipp presides over the case. No creditors'
committee has been appointed in the case.
A separate Chapter 11 petition was filed by S&H Auto Repair Corp.
(Bankr. D. Md. Case No. 16-20406) on August 3, 2016. Judge Lipp,
who also presided over this case, entered an order on Aug. 11
dismissing the case at the Debtor's request. A final decree
closing this case was entered on Nov. 23. No creditors' committee
has been appointed in the case.
SEANERGY MARITIME: Incurs $24.6 Million Net Loss in 2016
--------------------------------------------------------
Seanergy Maritime Holdings Corp. filed with the U.S. Securities and
Exchange Commission its audited consolidated financial statements
as of and for the year ended Dec. 31, 2016, which financial
statements have been audited by Ernst & Young (Hellas) Certified
Auditors-Accountants S.A., independent registered public accounting
firm.
Seanergy reported a net loss of US$24.62 million on US$34.66
million of net vessel revenue for the year ended Dec. 31, 2016,
compared to a net loss of US$8.95 million on US$11.22 million of
net vessel revenue for the year ended Dec. 31, 2015.
As of Dec. 31, 2016, Seanergy had US$257.5 million in total assets,
US$226.7 million in total liabilities and US$30.83 million in total
stockholders' equity.
"Our principal source of funds has been our operating cash inflows,
long-term borrowings from banks and our Sponsor, and equity
provided by the capital markets and our Sponsor," the Company
stated in the report. "Our principal use of funds has primarily
been capital expenditures to establish our fleet, maintain the
quality of our drybulk vessels, comply with international shipping
standards and environmental laws and regulations, fund working
capital requirements, and make principal repayments and interest
payments on our outstanding debt obligations.
"Our funding and treasury activities are conducted in accordance to
corporate policies to maximize investment returns while maintaining
appropriate liquidity for both our short and long term needs. This
includes arranging borrowing facilities on a cost-effective basis.
Cash and cash equivalents are held primarily in U.S. dollars, with
minimal amounts held in Euros."
As of Dec. 31, 2016, the Company had cash and cash equivalents of
US$12.9 million, as compared to US$3.3 million as of Dec. 31,
2015.
Working capital is equal to current assets minus current
liabilities, including the current portion of long-term debt. As
of Dec. 31, 2016, the Company had a working capital surplus of
US$1.1 million as compared to a working capital deficit of US$1.0
million as of Dec. 31, 2015. The Company's working capital
primarily increased due to the net proceeds received from the sales
of its securities during 2016, the increase in the amount the
Company could borrow under the revolving convertible promissory
note issued by the Company to Jelco dated Sept. 7, 2015, offset by
debt principal payments reclassified to current liabilities from
non-current liabilities at Dec. 31, 2016.
As of Dec. 31, 2016, the Company had total indebtedness of US$216
million, excluding unamortized financing fees, as compared to
US$178.5 million as of Dec. 31, 2015. The Company's total
indebtedness increased due to borrowings under its new loan
agreements entered into with Northern Shipping Fund III LP, or NSF,
and Jelco in 2016.
A full-text copy of the Annual Report is available for free at:
https://is.gd/DiyZk9
About Seanergy
Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities. The Company owns and operates a fleet of
seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels. Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as well
as bauxite, phosphate, fertilizer and steel products.
SEANERGY MARITIME: Will Acquire a Modern Capesize Vessel
--------------------------------------------------------
Seanergy Maritime Holdings Corp. announced it has entered into an
agreement with an unaffiliated third party for the purchase of a
secondhand Capesize vessel, with a cargo-carrying capacity of
179,213 deadweight tons. The vessel was built in 2012 at Hyundai
in South Korea.
The vessel is expected to be delivered by the end of May 2017,
subject to the satisfaction of certain customary closing
conditions. The Company expects to fund the gross purchase price
of $32.65 million by a secured loan facility from financial
institutions and financing arrangements with the Company's
sponsor.
Stamatis Tsantanis, CEO of Seanergy commented: "We are very pleased
to announce another acquisition of a modern Capesize vessel. This
high quality Capesize vessel marks our first acquisition of 2017
and follows the successful acquisition and delivery of two
sistership Capesizes in the fourth quarter of 2016. In addition,
this purchase allows us to expand further our sizable position in
the Capesize segment. We strongly believe that the Capesize
segment represents the best fundamentals in the dry bulk industry
and we will continue to actively pursue accretive acquisition
opportunities of quality Capesize vessels with an aim of increasing
value for our shareholders."
About Seanergy
Athens, Greece-based Seanergy Maritime Holdings Corp. is an
international company providing worldwide seaborne transportation
of dry bulk commodities. The Company owns and operates a fleet of
seven dry bulk vessels that consists of three Handysize, two
Supramax and two Panamax vessels. Its fleet carries a variety of
dry bulk commodities, including coal, iron ore, and grains, as well
as bauxite, phosphate, fertilizer and steel products.
For the year ended Dec. 31, 2015, the Company reported a net loss
of US$8.95 million on US$11.2 million of net vessel revenue
compared to net income of US$80.3 million on US$2.01 million of net
vessel revenue for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Seanergy had US$203.60 million in total
assets, US$184.45 million in total liabilities and US$19.15 million
in stockholders' equity.
Ernst & Young (Hellas) Certified Auditors-Accountants S.A., in
Athens, Greece, issued a "going concern" qualification on the
consolidated financial statements for the year ended Dec. 31, 2015,
citing that the Company reports a working capital deficit and
estimates that it may not be able to generate sufficient cash flow
to meet its obligations and sustain its continuing operations for a
reasonable period of time, that in turn raise substantial doubt
about the Company's ability to continue as a going concern.
SHABSI BRODY: MEOR 77 Buying 1564 Alamitos Property for $225K
-------------------------------------------------------------
Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey will convene a hearing on May 2, 2017 at
11:00 a.m. to consider the sale by Shabsi Brody and Luba Brody of
real property located at 1564 Alamitos Drive, Lakewood, Ocean
County, New Jersey, to MEOR 77, LLC for $225,000, subject to higher
or better offers.
At the time of the filing of the Chapter 11 petition, the Debtors
were the owners of the Property.
Partners Realty Group has found the Buyer and the Debtors desire to
sell the Property and have entered into a Contract of Sale of the
Property for a sale price of $225,000. The property will be sold
sell free and clear of the judgment liens. The Contract of sale
further provides that the Seller(s) have agreed to pay a 6%
commission for services rendered by Partners Realty Group.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Shabsi_Brody_55_Sales.pdf
The Property is encumbered by these mortgages and/or other liens
recorded in the Ocean County Clerk's Office:
a. Mortgage Shabsi Brody and Luba Brody to Fairmont
Funding, Ltd., Dated, Jan. 17, 2008, recorded Jan. 23, 2008 in
Mortgage Book 13896, Page 1993, to secure $231,750. Said mortgage
subject to the following: (i) Assignment of Mortgage to Wells Fargo
Bank, N.A. recorded July 23, 2009 in Book 14363, Page 1453; (ii)
Assignment of Mortgage to Wells Fargo Bank, N.A., recorded April
26, 2011 in Book 14876, Page 1007; (iii) Notice of Lis Pendens vs
Shabsi Brody, Luba Brody, Levi Katz, Moshe Hecht Docket No
F-008050-12, recorded May 31, 2012 in Bok 15213, Page 1819; (iv)
Assignment of Mortgage to US Bank Trust, N.A. recorded June 23,
2016 in Book 16428, Page 1221; and (v) Assignment of Mortgage to US
Bank Trust N.A. recorded June 23, 2016 in Book 16428, Page 1224;
b. Order Reforming the Loan Modification Agreement and
Subordinating and Divesting Luba Brody of any title and interest
she may have in the real estate with respect to completing an in
Rem Foreclosure; Plaintiff: Wells Fargo Bank, N.A. Defendant,
Shabsi Brody, et al, Docket No, F-008050-12, recorded Nov. 22, 2013
in Book 15693, Page 80.
c. Certificated of Tax Sale; Certificate No. 16-00053,
recorded Jan. 3, 2017 in Book 16619 Page 121 and sold to MTAG as
Custodian for CAZ Creek NJ II, LLC, whose address is P.O. Box
54900, New Orleans, Louisiana.
d. The Tax Collector, Township of Lakewood, Ocean County,
New Jersey may have a lien on the Subject Property for unpaid
municipal taxes, water and sewer charges.
e. The Lakewood Municipal Utilities Authority, with an
address of 390 New Hampshire Avenue, d, New Jersey, has or may have
a lien(s) for unpaid water and/or sewer charges.
These judgments were entered in the Superior Court of New Jersey
against the Debtors, and are liens against the Property:
a. Superior Court of New Jersey, Judgment Number
J-236090-2014, entered on Dec. 5, 2014, for recovery of a debt in
the amount of $27,817 evidenced by a book account, in favor of
Banco Popular North America.
b. Superior Court of New Jersey, Judgment Number DJ
004236-2014, entered on Jan. 7, 2017, for recovery of a debt in the
amount of $5,760, evidenced by contract in favor of Banco Popular
North America.
c. Superior Court of New Jersey, Judgment Number
J-165890-2014, entered on Sept. 4, 2014, for recovery of a debt in
the amount of $56,631 evidenced by a book account, in favor of
Banco Popular North America.
d. Superior Court of New Jersey, Judgment Number
J-065067-2011, entered on March 2, 2011, for recovery of a debt in
the amount of $225,150 evidenced by a book account, in favor of TD
Bank NA.
e. Superior Court of New Jersey, Judgment Number
DJ-050323-2015, entered on March 24, 2015, for recovery of a debt
in the amount of $5,720 in favor of Banco Popular North America.
f. Superior Court of New Jersey, Judgment Number
J-267477-2011, entered on Sept. 20, 2011, for recovery of a debt in
the amount of $5,193,985 in favor of TD Bank NA.
g. Superior Court of New Jersey, Judgment Number
J-032215-20125, entered on Feb. 8, 2012, for recovery of a debt in
the amount of $19,750 in favor of American Express Bank FSB.
h. Superior Court of New Jersey, Judgment Number
CJ-208413-2011, entered on July 9, 2011, for recovery of a debt in
the amount of $8,747 in favor of Capital One Bank (USA), N.A.
i. Superior Court of New Jersey, Judgment Number
DJ-164420-2013, entered on Aug. 22, 2012, for recovery of a debt in
the amount of $9,229 in favor of Discover Bank.
j. Superior Court of New Jersey, Judgment Number
DJ-035281-2015, entered on Feb. 15, 2015, for recovery of a debt in
the amount of $3,434 in favor of Midland Funding, LLC.
The consideration being tendered is fair and reasonable compared to
the fair market value of the Property when evaluated under the
totality of the circumstances. The Confirmation Order requires the
Debtors to sell the Property by June 30, 2017 or suffer its loss
through foreclosure.
The proceeds of sale will be applied at closing to satisfy the
mortgage(s) encumbering the Property pursuant to the terms of the
confirmed chapter 11 plan, municipal real estate taxes, and real
estate commissions, if any. Other liens, in particular the
judgment liens, will attach to the proceeds of sale, and the
Property will be sold free and clear of those liens.
The Debtors respectfully ask the Court to authorize the sale of the
Property to the Buyer, or such other person or entity making a
higher or better offer, free and clear of all liens (except
municipal liens), with valid liens, if any, to attach to the
proceeds of sale.
The Debtors also ask relief from the 14-day stay of Bankr. Rule
6004(h) in order to expedite the sale.
The Purchaser can be reached at:
MEOR 77, LLC
715 Marlin Ave.
Lakewood, NJ 08701
Counsel for the Debtors:
Timothy P. Neumann, Esq.
BROEGE, NEUMANN, FISCHER & SHAVER
25 Abe Voorhees Drive
Manasquan, NJ 08736
Telephone: (732) 223-8484
E-mail: tneumann@bnfsbankruptcy.com
Shabsi Brody and Luba Brody sought Chapter 11 protection (Bankr.
D.N.J. Case No. 16-24242) on July 26, 2016. The Debtor tapped
Timothy P. Neumann, Esq., at Broege, Neumann, Fischer & Shaver as
counsel.
SHABSI BRODY: MEOR 77 Buying Lakewood Property for $177K
--------------------------------------------------------
Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey will convene a hearing on May 2, 2017 at
11:00 a.m. to consider the sale by Shabsi Brody and Luba Brody of
real property located at 72 Aspen Court, Lakewood, Ocean County,
New Jersey, to MEOR 77, LLC for $177,000, subject to higher or
better offers.
At the time of the filing of the Chapter 11 petition, the Debtors
were the owners of the Property.
Partners Realty Group has found the Buyer and the Debtors desire to
sell the Property and have entered into a Contract of Sale of the
Property for a sale price of $177,000. The Property will be sold
sell free and clear of the judgment liens. The Contract of sale
further provides that the Seller(s) have agreed to pay a 6%
commission for services rendered by Partners Realty Group.
A copy of the Contract attached to the Motion is available for free
at:
http://bankrupt.com/misc/Shabsi_Brody_57_Sales.pdf
The Property is encumbered by these mortgages and/or other liens
recorded in the Ocean County Clerk's Office:
a. Mortgage Shabsi Brody and Luba Brody to Sovereign
Bank, dated Aug. 6, 2007, recorded Aug. 16, 2007 in Mortgage Book
13747, Page 1519 to secured $169,000; Assignment of Mortgage to
MTGLQ Investors, L.P. recorded Jan. 10, 2015 in Book 16004 and Page
1069; Assignment of Mortgage to Wilmington Trust, National
Association, not in its individual capacity, but solely as trustee
for MFRA Trust 2015-5 forever and without recourse recorded March
21, 2016 in Book 16345 and page 247.
b. The Tax Collector, Township of Lakewood, Ocean County,
New Jersey may have a lien on the Subject Property for unpaid
municipal taxes, water and sewer charges.
c. The Lakewood Municipal Utilities Authority, with an
address of 390 New Hampshire Avenue, d, NJ 08701, has or may have a
lien(s) for unpaid water and/or sewer charges.
These judgments were entered in the Superior Court of New Jersey
against the Debtors, and are liens against the Property:
a. Superior Court of New Jersey, Judgment Number
J-236090-2014, entered on Dec. 5, 2014, for recovery of a debt in
the amount of $27,817 evidenced by a book account, in favor of
Banco Popular North America.
b. Superior Court of New Jersey, Judgment Number DJ
004236-2014, entered on Jan. 7, 2017, for recovery of a debt in the
amount of $5,760, evidenced by contract in favor of Banco Popular
North America.
c. Superior Court of New Jersey, Judgment Number
J-165890-2014, entered on Sept. 4, 2014, for recovery of a debt in
the amount of $56,631 evidenced by a book account, in favor of
Banco Popular North America.
d. Superior Court of New Jersey, Judgment Number
J-065067-2011, entered on March 2, 2011, for recovery of a debt in
the amount of $225,150 evidenced by a book account, in favor of TD
Bank NA.
e. Superior Court of New Jersey, Judgment Number
DJ-050323-2015, entered on March 24, 2015, for recovery of a debt
in the amount of $5,720 in favor of Bankco Popular North America.
The consideration being tendered is fair and reasonable compared to
the fair market value of the Property when evaluated under the
totality of the circumstances. The Confirmation Order requires the
Debtors to sell the Property by June 30, 2017 or suffer its loss
through foreclosure.
The proceeds of sale will be applied at closing to satisfy the
mortgage(s) encumbering the Property pursuant to the terms of the
confirmed chapter 11 plan, municipal real estate taxes, and real
estate commissions, if any. Other liens, in particular the
judgment liens, will attach to the proceeds of sale, and the
Property will be sold free and clear of those liens.
The Debtors respectfully ask the Court to authorize the sale of the
Property to the Buyer, or such other person or entity making a
higher or better offer, free and clear of all liens (except
municipal liens), with valid liens, if any, to attach to the
proceeds of sale.
The Debtors also ask relief from the 14-day stay of Bankr. Rule
6004(h) in order to expedite the sale.
Shabsi Brody and Luba Brody sought Chapter 11 protection (Bankr.
D.N.J. Case No. 16-24242) on July 26, 2016. The Debtor tapped
Timothy P. Neumann, Esq., at Broege, Neumann, Fischer & Shaver as
counsel.
SHORB DCE: Voluntary Chapter 11 Case Summary
--------------------------------------------
Debtor: Shorb DCE, LLC
910 Shorb St., Unit F
Alhambra, CA 91803
Case No.: 17-14240
About the Debtor: Shorb DCE owns a property at 910-912 W. Shorb
Street, Alhambra, CA 91803 with a valuation of
$2.6 million. It is an affiliate of Las Tunas
DCE, LLC which sought bankruptcy protection on
April 6, 2017 (Bankr. C.D. Cal. 17-14239).
Chapter 11 Petition Date: April 6, 2017
Court: United States Bankruptcy Court
Central District of California (Los Angeles)
Judge: Hon. Julia W. Brand
Debtor's Counsel: Kevin Tang, Esq.
TANG & ASSOCIATES
633 West Fifth St., Suite 2600
Los Angeles, CA 90071
Tel: 213-300-4525
Fax: 213-4035545
E-mail: tangkevin911@gmail.com
Total Assets: $2.6 million
Total Liabilities: $1.22 million
The petition was signed by David Kwok, co-manager.
The Debtor has no unsecured creditors.
A full-text copy of the petition is available for free at:
http://bankrupt.com/misc/cacb17-14240.pdf
SMART & FINAL: S&P Lowers CCR to 'B' on Soft Performance
--------------------------------------------------------
S&P Global Ratings lowered its long-term corporate credit rating on
Smart & Final Stores Inc. to 'B' from 'B+'. The outlook is
stable.
At the same time, S&P lowered its issue-level rating on the
company's senior secured ABL to 'BB-' from 'BB'. The '1' recovery
rating, which indicates S&P's expectation of substantial (90% to
100%; rounded estimate: 95%) recovery, is unchanged.
S&P also lowered the issue-level rating on the company's secured
first-lien term loan to 'B' from 'B+'. The '3' recovery rating,
which indicates S&P's expectation of meaningful (50%-70%; rounded
estimate: 60%) recovery, in the event of a payment default is
unchanged.
"The downgrade reflects Smart & Final's weaker-than-expected credit
metrics, a result of soft operating results that stem from a
combination of persistent food deflation, sales cannibalization
from elevated new store openings, and ongoing intense competition,"
said S&P Global Ratings credit analyst Declan Gargan. "The
company's operating performance has experienced an outsized impact
from food price deflation given its elevated exposure to commodity
items, which have experienced protracted price declines."
The stable outlook on Smart & Final Stores Inc. reflects S&P's view
that near-term pressures affecting operating performance will
gradually abate in fiscal 2017. This will result in stabilized
operating performance and leverage remaining in the mid-6x area.
S&P expects the company will generate slightly positive comparable
store sales in fiscal 2017 as modest levels of food inflation
return in the second half of 2017 and the drag on performance from
store cannibalization begins to moderate.
S&P would likely consider a lower rating if weaker-than-expected
operating performance drives debt to EBITDA to exceed 6.5x on a
sustained basis. For this to occur, S&P would expect intensifying
levels of competition, protracted food deflation, or unsuccessful
new store expansion to pressure sales growth and strain gross
margins by more than 75 basis points (bps) below S&P's
expectations. Under this scenario, sustained negative comparable
store sales growth and declining profitability would cause S&P to
reassess the company's competitive position.
Although unlikely over the next 12 months, S&P would consider a
positive rating action if the company is able to generate positive
free operating cash flow, improve leverage such that debt to EBITDA
approaches the low-5x area, and maintain EBITDA coverage above 3x
on a sustained basis. For this to occur, S&P would expect sales to
increase in the mid-teens and gross margin to improve around 100
basis points, resulting in EBITDA growing more than 15% beyond
S&P's projections.
SPINE INJURY: Ham Langston & Brezina LLP Casts Going Concern Doubt
------------------------------------------------------------------
Spine Injury Solutions, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K, disclosing a
net loss of $755,945 on $2.12 million of net revenue for the year
ended December 31, 2016, compared to a net loss of $1.06 million on
$2.19 million of net revenue for the year ended December 31, 2015.
The Company's independent accountants Ham, Langston & Brezina, LLP,
notes that the Company has an accumulated deficit of $17,150,640
and a net loss of $755,945 as of and for the year ended December
31, 2016. Additionally, the Company is not generating sufficient
cash flows to meet its regular working capital requirements. These
conditions raise substantial doubt about the Company’s ability to
continue as a going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $4.37 million, total liabilities of $1.66 million, and a
stockholders' equity of $2.71 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/uu7KUT
Spine Injury Solutions, Inc., is a technology, marketing, billing,
and collection company facilitating diagnostic services for
patients who have sustained spine injuries. In addition, the
Company is developing QVH programs to assist surgeons and other
healthcare providers with treatment documentation in specialized
areas, such as spine injuries and regenerative medicine. Spine is
providing technology and/or collection services to three spine
injury diagnostic centers in the United States, which are located
in Houston, Texas; Odessa, Texas; and Tyler, Texas.
SURVEYMONKEY INC: Moody's Assigns B3 Rating to New $375MM Loans
---------------------------------------------------------------
Moody's Investors Service assigned a B3 rating to SurveyMonkey
Inc.'s proposed credit facility, which includes a $75 million five
year revolver and a $300 million seven year term loan B. All other
ratings, including the B3 corporate facility rating (CFR) and
stable outlook, remain unchanged.
Proceeds of the new term loan are expected to refinance the
existing $297 million term loan B due 2019. The new $75 million
revolver is expected to have $25 million drawn at close as the
balance from the existing revolver due 2018 is carried over to the
new facility. The transaction extends the maturity date of the
company's debt structure, modestly reduces interest expense with
only a slight increase in debt outstanding. The existing ratings
for the revolver due February 2018 and term loan B due February
2019 will be withdrawn after repayment.
Issuer: SurveyMonkey Inc.
Proposed $300 million Term loan B due 2024, Assigned a B3 (LGD3)
Proposed $75 million Revolver due 2022, Assigned a B3 (LGD3)
RATINGS RATIONALE
SurveyMonkey's B3 CFR reflects the very high financial leverage,
relatively small size of the company, and concentration in a
segment of the web-based survey market. Moody's calculated leverage
is high at 8.3x as of Q4 2016 (excluding Moody's standard lease
adjustment) and includes substantial stock compensation as an
expense (leverage would be 4.4x excluding stock compensation).
Prior investments and higher expenses to increase growth and
diversify the service offering have not been offset with comparable
levels of revenue which has negatively impacted EBITDA. As a
result, costs have been reduced as the company exited less
profitable service offerings which Moody's expects will lead to
improved EBITDA levels in 2017. The company faces risk from
competition from numerous smaller competitors, and the potential
for new technologies or product offerings that could disrupt its
business model. Technology risk to the credit is magnified by the
lack of product diversification. SurveyMonkey has foreign currency
risk exposure as a portion of its cash flow is generated
internationally while its debt is denominated in USD. Support for
the ratings comes from the company's high revenue growth rates over
the past several years. While the Do-It-Yourself (DIY) survey
market segment is modest in size with a vast number of small
competitors, SurveyMonkey has a strong position and Moody's
believes it would be difficult for an existing competitor to take
material market share from the company.
SurveyMonkey is expected to have adequate liquidity, although the
company is projected to have $25 million drawn at closing on its
$75 million revolver. Pro-forma for the transaction, the company is
anticipated to have approximately $25 million in cash as of Q4
2016. The credit agreement is expected to include an Excess Cash
Flow sweep of 75% of cash flow (as defined) generated by only the
domestic subsidiary when the leverage ratio is above 4x. Given that
the cash flow sweep only pertains to US based cash flow, Moody's
expects minimal debt repayment in the near term. The company has
the ability to issue $50 million of incremental term loan or an
unlimited amount subject to a first lien secured leverage covenant
of 3.75x
The credit agreement includes a maximum leverage ratio covenant of
5x for the life of the loan. The current leverage ratio as
calculated by the credit agreement is 4.18x as of Q4 2016. Moody's
anticipates covenant defined EBITDA will grow and that the company
will remain in compliance with its covenants. Moody's expects the
company would reduce expenses to remain in compliance if
performance is below projections.
The stable rating outlook reflects Moody's expectations that
revenue and EBITDA will grow so that leverage will decline well
below 8x by the end of 2017. However, the current high leverage
level weakly positions the company at the current ratings.
Given the high leverage levels, an upgrade is not anticipated in
the near term. SurveyMonkey's small size, narrow product focus and
technology risks also reduce upward rating pressure. Positive
rating pressure could develop if the company achieves leverage
levels sustained below 6x (as calculated by Moody's). A stable
market position, positive revenue growth, good EBITDA margins and a
free cash flow to debt ratio of over 5% would also be required.
A downgrade would occur due to overall weak operating performance,
lost market share, technological disruptions, stock repurchases
that impaired its liquidity position, increased concern about its
ability to remain in compliance with its covenants, or service its
debt obligations.
SurveyMonkey Inc. is privately owned online survey company that was
founded in 1999.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
SYNERGY CHC: RBSM LLP Raises Going Concern Doubt
------------------------------------------------
Synergy CHC Corp., filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$796,161 on $34.84 million of revenue for the year ended December
31, 2016, compared to a net loss of $7.54 million on $13.46 million
of revenue for the year ended December 31, 2015.
The Company's independent accountants RBSM LLP states that the
Company suffered a net loss, has accumulated deficit and has a net
working capital deficiency, which raises substantial doubt about
its ability to continue as a going concern.
The Company's balance sheet at December 31, 2016, showed total
assets of $20.46 million, total liabilities of $13.35 million, and
a stockholders' equity of $7.11 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/RMBK5h
Synergy CHC Corp., formerly Synergy Strips Corp., is a consumer
healthcare company. The Company is engaged in the process of
building a portfolio of consumer product brands. The Company is
involved in the business of marketing and distributing consumer
branded products through various distribution channels primarily in
the health and wellness industry.
TATOES LLC: Wants Cash Access Until July Pending Plan Approval
--------------------------------------------------------------
Tatoes, LLC, and its debtor-affiliates seek authorization from the
U.S. Bankruptcy Court for the Eastern District of Washington to
continue using cash collateral through July 31, 2017.
The Debtors have been performing pursuant to the Final Order,
entered by the Court on March 9, 2017, authorizing the Debtors to
utilize cash collateral to continue growing, packing and selling
the 2016 crops, as well as to commence growing the Debtors' 2017
crops in accordance with the approved cash collateral budgets.
However, the Debtors' ability to use cash collateral pursuant to
the March Order terminates on April 30, 2017.
The Debtors and their primary secured creditor, Rabo AgriFinance,
have engaged in negotiations with respect to an agreed plan of
reorganization. The Debtors believe that they are close to having
a final agreement as to the terms of the documents, and the Debtors
contemplate being able to file an amended disclosure statement and
plan of reorganization by mid-April.
Accordingly, the Debtors need to utilize cash collateral between
May 1, 2017, up until the date the Debtors have their plan
confirmed. The Debtors believe that, if the amended Disclosure
Statement and Plan are filed by mid-April, confirmation of the Plan
is feasible by July 31, 2017.
Columbia Manufacturing and Wahluke Produce will continue to utilize
the cash collateral in order to continue packing and selling the
2016 crops grown by Tatoes. Tatoes will utilize the cash
collateral in order to continue its preparation for growing its
2017 crops.
The Debtors have prepared a budget for May through July 2017 which
provides for total expenses in the amount of:
MAY JUNE JULY
--- ---- ----
Tatoes $1,172,379 $1,412,247 $1,602,005
Wahluke $423,662 $500,067 $406,862
Columbia $110,896 $95,457 $89,021
The Debtors believe that Rabo AgriFinance holds a fully secured
claim against substantially all of the assets of the Debtors,
including all of the proceeds of the 2016 Crops. The Debtors
further believe that the balance owing to Rabo AgriFinance, as of
the Petition Date, is approximately $22,000,000.
In addition, Saddle Mountain Supply Company and Windflow
Fertilizer, Inc. claim liens against the 2016 Crops to secure the
amount of certain chemical and fertilizer which Saddle Mountain
Supply and Windflow Fertilizer provided to Tatoes prior to the
Petition Date. Saddle Mountain Supply claims a secured claim of
approximately $804,000, and Windflow Fertilizer claims a secured
claim of approximately $394,000 against Tatoes' 2016 Crops.
As adequate protection for the continuing use of the 2016 cash
collateral, the Debtors propose, among other things, to:
(a) grant Rabo AgriFinance, Saddle Mountain Supply and Windflow
Fertilizer with replacement security interests and liens in the
Debtors' 2017 Crops to the extent that the 2016 cash collateral is
utilized for purposes of growing the 2017 crops. The replacement
liens and security interests would be of the same priority as each
of the Parties' respective interests in the Debtors' 2016 crops;
(b) make interest only payments to Rabo AgriFinance on May 31,
2017, June 30, 2017 and July 31, 2017. The interest payment will
be calculated using an interest rate of 4.5%, and will be paid on
the outstanding principal amount of Rabo AgriFinance's debt as of
the Petition Date; and
(c) provide Rabo AgriFinance with further adequate protection in
form and substance similar to that provided to Rabo AgriFinance
under the March Order, including all of the reporting required by
the March Order
A full-text copy of the Debtors' Motion, dated March 31, 2017, is
available at https://is.gd/ZHHdWs
About Tatoes, LLC
Tatoes, LLC, Wahluke Produce, Inc., and Columbia Manufacturing,
Inc., are engaged in farming, packing, storing, and selling
potatoes, onions and wheat. Tatoes, LLC, et al., filed Chapter 11
bankruptcy petitions (Bankr. E.D. Wash. Case Nos. 16-00900,
16-00899 and 16-00898, respectively) on March 21, 2016. The
petitions were signed by Del Christensen, president.
Tatoes LLC estimated assets and liabilities at $10 million to $50
million. Wahluke Produce and Columbia Manufacturing each estimated
assets and liabilities at $50 million to $100 million.
Wahluke has employed Roger William Bailey, Esq., at Bailey & Busey,
PLLC, as legal counsel; Columbia has employed Hurley & Lara as
legal counsel; and Tatoes has employed the Law Offices of Paul H.
Williams as counsel. Southwell & O'Rourke is counsel for Tatoes
Unsecured Creditors Committee.
Gail Brehm Geiger, acting U.S. trustee for Region 18, on April 28,
2016, appointed three creditors of Tatoes LLC to serve on the
official committee of unsecured creditors. Ms. Geiger disclosed
that no official committee of unsecured creditors has been
appointed in the Chapter 11 cases of Wahluke Produce Inc. and
Columbia Manufacturing Inc., both affiliates of Tatoes LLC.
The deadline for filing proofs of claim was Aug. 1, 2016.
TEXAS ROAD: Sale of Marlboro Property to 3 Ronson for $1.7M Okayed
------------------------------------------------------------------
Judge Kathryn C. Ferguson of the U.S. Bankruptcy Court for the
District of New Jersey authorized Texas Road Enterprises, Inc.'s
sale of property located at 162 Greenwood Road, Marlboro and 230
Texas Road, Marlboro, New Jersey, to 3 Ronson, LLC for $1,700,000.
The proceeds of sale may be applied to satisfy the liens on the
Property unless the liens are otherwise avoided by Court order.
Until such satisfaction the real property is not free and clear of
liens.
Pursuant to LBR 6004-1(b), the Notice of Private Sale included a
request to pay the real estate broker at closing, therefore these
professionals may be paid at closing.
Other closing fees payable by the Debtor may be satisfied from the
proceeds of sale and adjustments to the price as provided for in
the contract of sale may be made at closing.
The lien of Magyar Bank will remain on the Property until the
closing proceeds are received and applied by Magyar Bank in full
satisfaction of the claim.
The lien of Michael G. Buddick will remain on the Property until
the closing proceeds are received and applied by Buddick.
All real estate taxes and water and sewer fees will be paid at the
time of closing.
About Texas Road Enterprises
Texas Road Enterprises, Inc., filed a Chapter 11 petition (Bankr.
D.N.J. Case No. 16-25995) on Aug. 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.
TONGJI HEALTHCARE: Will File Form 10-K Within Grace Period
----------------------------------------------------------
Tongji Healthcare Group, Inc., said it has encountered a delay in
assembling the information, in particular its financial statements
for the fiscal ended Dec. 31, 2016, required to be included in its
Dec. 31, 2016, Form 10-K Annual Report. The Company expects to
file its Annual Report with the U.S. Securities and Exchange
Commission within 15 calendar days of the prescribed due date.
About Tongji Healthcare
Based in Nanning, Guangxi, the People's Republic of China, Tongji
Healthcare Group, Inc., a Nevada corporation, operates Nanning
Tongji Hospital, a general hospital with 105 licensed beds.
Tongji reported a net loss of $589,000 on $2.37 million of total
operating revenue for the year ended Dec. 31, 2015, compared to a
net loss of $462,000 on $2.52 million of total operating revenue
for the year ended Dec. 31, 2014.
As of Sept. 30, 2016, Tonji Healthcare had $16.44 million in total
assets, $19.48 million in total liabilities and a total
stockholders' deficit of $3.04 million.
Anton & Chia, LLP, in Newport Beach, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2015.
TRANS-LUX CORP: Marcum LLP Raises Going Concern Doubt
-----------------------------------------------------
Trans-Lux Corporation filed with the U.S. Securities and Exchange
Commission its annual report on Form 10-K, disclosing a net loss of
$611,000 on $21.19 million of total revenues for the year ended
December 31, 2016, compared to a net loss of $1.75 million on
$23.57 million of total revenues for the year ended December 31,
2015.
Marcum LLP states that the Company has suffered recurring losses
from operations and has a significant working capital deficiency
that raises substantial doubt about its ability to continue as a
going concern. Further, the Company is in default of the indenture
agreements governing its outstanding 9-1/2% subordinated debentures
which were due in 2012 (the "Debentures") and its 8-1/4% limited
convertible senior subordinated notes which were due in 2012 (the
"Notes") so that the trustees or holders of 25% of the outstanding
Debentures and Notes have the right to demand payment immediately.
Additionally, the Company has a significant amount due to their
pension plan over the next 12 months.
The Company's balance sheet at December 31, 2016, showed total
assets of $13.41 million, total liabilities of $14.69 million, and
a stockholders' deficit of $1.28 million.
A full-text copy of the Company's Form 10-K is available at:
https://is.gd/pMol0c
Trans-Lux Corporation is a supplier of LED technology for displays
and lighting applications. The Company designs, manufactures,
distributes and services the elements of these systems that are
real-time, programmable digital displays. These display systems
utilize light emitting diode (LED) technologies.
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.
An Official Committee of Unsecured Creditors is represented by:
Michael J. Fencer, Esq.
Casner & Edwards, LLP
303 Congress Street
Boston, MA 02210
Telephone: 617-426-5900
Facsimile: 617-426-8810
E-mail: fencer@casneredwards.com
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.
ULTRA RESOURCES: Tallgrass Acquires 25% Interest in REX Pipeline
----------------------------------------------------------------
Tallgrass Energy Partners, LP on April 3, 2017, disclosed that it
has acquired an additional 24.99 percent membership interest in
Rockies Express Pipeline LLC ("REX") from Tallgrass Development, LP
for cash consideration of $400 million effective March 31, 2017.
The acquisition increases TEP’s ownership interest in REX to
approximately 50 percent.
"We are pleased to acquire an additional interest in REX at a very
attractive price and we expect the transaction to be immediately
accretive to unitholders," said Tallgrass President and CEO,
David G. Dehaemers, Jr. "We intend to recommend to the board of
directors of our general partner that TEP increase its quarterly
distributions for the second and third quarters of 2017 by an
aggregate of at least $0.10 per unit or $0.40 per unit on an
annualized basis."
Ultra Update
Ultra Resources, Inc. recently announced that the U.S. Bankruptcy
Court confirmed its Chapter 11 reorganization plan. The plan
contemplates payment of REX’s $150 million claim within three
months after Ultra emerges from bankruptcy, and no later than
October 30, 2017. Ultra has previously indicated it plans to
emerge from bankruptcy during the month of April. TEP will receive
its approximate 50 percent share of an expected approximately $150
million distribution from REX resulting from Ultra's settlement
payment.
About Tallgrass Energy Partners, LP
Tallgrass Energy (NYSE:TEP) -- http://www.tallgrassenergy.com/--
is a family of companies that includes publicly traded partnerships
Tallgrass Energy Partners, LP (NYSE: TEP) and Tallgrass Energy GP,
LP (NYSE: TEGP), and privately held Tallgrass Development, LP.
Operating across 10 states, Tallgrass is a growth-oriented
midstream energy operator with transportation, storage, terminal
and processing assets that serve some of the nation’s most
prolific crude oil and natural gas basins.
UNISYS CORP: Moody's Affirms B2 CFR & Alters Outlook to Stable
--------------------------------------------------------------
Moody's Investors Service affirmed Unisys Corporation's B2
Corporate Family Rating ("CFR") and rated the new Senior Secured
Notes ("Notes") at B1. Moody's downgraded the ratings on Unisys's
Convertible Senior Notes ("Convertible Notes") to B3 from B2, due
to the addition of secured debt to the capital structure as well as
Unisys' plan to use a portion of the proceeds of the Notes to
repurchase and retire all of the existing 6.25% Senior Notes due
2017 ("Senior Notes"), removing a significant portion of unsecured
liabilities from the capital structure. Moody's upgraded the
Speculative Grade Liquidity ("SGL") rating to SGL-2 from SGL-3 and
revised the outlook to stable from negative, since a key liquidity
and credit concern, namely the impending maturity of the Senior
Notes, has been addressed with this financing. The rating on the
Senior Notes will be withdrawn upon repayment.
The Notes benefit from a collateral package that includes a first
lien on all of Unisys's domestic assets excluding the senior
secured revolver's collateral, which consists of cash and accounts
receivable, and a pledge of stock on direct foreign subsidiaries.
This will be supplemented by a 2nd lien on the revolver's
collateral.
Assignments:
Issuer: Unisys Corp.
-- Senior Secured Notes, Assigned B1 (LGD3)
Ratings Upgraded:
Issuer: Unisys Corp.
-- Speculative Grade Liquidity, upgraded to SGL-2 from SGL-3
Ratings Downgraded:
Issuer: Unisys Corp.
-- Convertible Senior Unsecured Notes, Downgraded to B3 (LGD5)
from B2 (LGD4)
Ratings Affirmed:
Issuer: Unisys Corp.
-- Corporate Family Rating, B2
-- Probability of Default Rating, B2-PD
Outlook Actions:
- Outlook changed to stable from negative
RATINGS RATIONALE
The B2 Corporate Family Rating ("CFR") reflects the financial
leverage, which Moody's expects will remain around 6x debt to
EBITDA (Moody's adjusted) over the next year, which is high
relative to many other B2 rated issuers and given the remaining
execution risks and cash costs of Unisys's operating restructuring
program. Further weighing on the rating, Moody's expects that
revenues will continue to decline and margins will remain weak over
the next year, reflecting a challenging competitive environment.
Although funded debt is modest, Unisys faces a significant
underfunded pension liability, and Moody's expects that
contributions to the pension plans will consume a large portion of
free cash flow ("FCF") over the next few years. Given the declining
revenues, weak margins, cash costs of the restructuring, and
pension funding requirements, Moody's expects that Unisys will
consume cash over the next year. Nevertheless, as Unisys completes
the final stages of its global restructuring in 2017 and 2018,
providing for an improved cost base, profitability will improve
further as the company's investment in its sales and marketing
organization drives revenue growth. Moreover, Unisys benefits from
a large base of recurring services revenue (66% of total revenues)
based on contracts of 3 years or more, and these revenues are also
largely comprised of Public Sector (24% of revenues) and U.S.
Federal (20% of revenues) components, which contributes to revenue
predictability.
The B1 rating on the Notes reflects both Unisys's probability of
default and the loss given default expectation for the Notes. The
B1 rating is one notch higher than the B2 CFR and reflects the
collateral package, which benefits from a first lien on all
domestic assets except for a junior position in the collateral
backing the senior secured revolver collateral, though it is
structurally subordinated to the foreign pension liabilities with
respect to foreign assets. The Notes and the senior secured
revolver benefit from the significant amount of unsecured non-debt
obligations including US pension liabilities, which provide a
cushion in a default scenario. The B3 rating on the Convertible
Notes, which is one notch lower than the B2 CFR, reflects the
absence of collateral and the large amount of secured debt, which
is structural senior to the Convertible Notes.
The Speculative Grade Liquidity ("SGL") rating of SGL-2 reflects
Unisys's good liquidity. Although Moody's expects Unisys to consume
cash of up to $100 million over the next year due to pension
payments and restructuring costs, liquidity is supported by the
large cash balance (which Moody's expects to exceed $550 million
following repayment of the Senior Notes) and modest near term debt
maturities.
The stable outlook reflects Moody's expectations that the EBITDA
margin will remain around 17% (Moody's adjusted) as cost synergies
from the restructuring actions started in April 2015 largely offset
the negative impact of operating leverage on declining revenues.
Although Moody's expect modestly declining revenues, Moody's
expects that the improvement in the EBITDA margin will result in
stable EBITDA. Reflecting Moody's expectation of stable EBITDA and
limited free cash flow ("FCF") for debt repayment, Moody's expects
debt to EBITDA to remain around 6x (Moody's adjusted) over the next
year.
Although an upgrade is not expected in the near term, the ratings
could be upgraded if the company demonstrates at least mid-single
digit revenue growth, EBITDA margins (Moody's adjusted) at least in
the low 20s percent level, and debt to EBITDA (Moody's adjusted)
below 4 times.
The ratings could be downgraded if Unisys is not on-course to
reduce debt to EBITDA to below 6x (Moody's adjusted) over the next
18 months. If free cash flow ("FCF") generation weakens further or
revenues decline by more than the mid-single digits percent, the
ratings could also be lowered as this would likely indicate a
weakening competitive position.
Unisys Corporation ("Unisys"), based in Blue Bell, Pennsylvania,
provides information technology (I/T) services and enterprise
server hardware worldwide. Unisys competes against similar-sized
peers as well as much larger I/T services and hardware vendors
including IBM, Accenture, Hewlett Packard Enterprise, and a number
of services providers located in India, including Infosys and Tata
Consultancy Services.
The principal methodology used in these ratings was Business and
Consumer Service Industry published in October 2016.
VANGUARD HEALTHCARE: No Complaints Brought to PCO's Attention
-------------------------------------------------------------
Laura E. Brown, Esq., the Patient Care Ombudsman for Vanguard
Healthcare, LLC, has filed a report on April 3, 2017, with the U.S.
Bankruptcy Court for the Middle District of Tennessee regarding the
Debtor's 14 facilities.
The Ombudsman noted that the Debtor's facilities at Aurora Health
and Rehabilitation and Vicksburg Convalescent Center appeared clean
and no odors were noticed. The Ombudsman further noted that were no
complaints or problems brought to her attention concerning the
residents or facility staff in both facilities.
Meanwhile, the Representatives of the Mississippi Office of the
State Long-Term Care Ombudsman at Ashland Healthcare and
Rehabilitation and Rest Haven Health and Rehabilitation were not
made aware of any complaints or problems during visits.
Likewise, the representatives of the Long-Term Care Ombudsman at
Shady Lawn Health and Rehabilitation, Whitehall Boca Raton, Glen
Oaks Health and Rehabilitation, The Palace Healthcare and
Rehabilitation, and Church Hill Care and Rehabilitation have not
noted any decline in the quality of resident care.
Moreover, the representatives of the West Virginia Office of the
State Long-Term Care Ombudsman at Eldercare Health and
Rehabilitation and the representative of the Tennessee Office of
the State Long-Term Care Ombudsman at Boulevard Terrace
Rehabilitation and Nursing Home and at Vanguard of Manchester
(Manchester Health Care Center) have been, and will continue to be,
a regular presence in the facility. The same is true for the
Crestview Health and Rehabilitation because the Ombudsman needs to
address any complaints that may arise at the facility during its
transition to new ownership.
Lastly, the Ombudsman representatives at Vanguard of Memphis
(Poplar Point Health and Rehabilitation) noted several on going
problems, including call light response times, call lights out of
reach of residents, rooms without fresh drinking water, strong
odors and out of date staffing numbers. While some issues have
somewhat resolved, the Ombudsman reported that a number of issues
still remain. On all visits, the representatives continue to work
with the facility to improve the resident experience and correct
the issues and concerns pointed out by residents and resident
family members.
A full-text copy of the PCO Report is available for free at:
http://bankrupt.com/misc/tnmb16-03296-1300.pdf
About Vanguard Healthcare
Vanguard is a long-term care provider headquartered in Brentwood,
Tennessee, providing rehabilitation and skilled nursing services at
14 facilities in four states (Florida, Mississippi, Tennessee and
West Virginia).
Vanguard Healthcare, LLC and 17 of its subsidiaries each filed a
Chapter 11 bankruptcy petition (Bankr. M.D Tenn. Lead Case No.
16-03296) on May 6, 2016. The petitions were signed by William D.
Orand, the CEO. The cases are assigned to Judge Randal S.
Mashburn.
Vanguard estimated assets in the range of $100 million to $500
million and liabilities of up to $100 million.
The Debtors have hired Bradley Arant Boult Cummings LLP as counsel
and BMC Group as noticing agent.
The U.S. Trustee for Region appointed seven creditors of Vanguard
Healthcare, LLC, to serve on the official committee of unsecured
creditors. The committee members are Kindred Nursing Centers East,
L.L.C., Medline Industries, Inc., Healthcare Services Group, Inc.,
Kirk F. Hebert, Signature Healthcare, LLC, et al., Express Courier,
and Rezult Group, Inc.
VISTA ENVIRONMENTAL: Sale of Geoprobe to Core Down for $75K Okayed
------------------------------------------------------------------
Judge Kevin R. Huennekens of the U.S. Bankruptcy Court for the
Eastern District of Virginia authorized Vista Environmental, Inc.'s
sale of Geoprobe Model 7822DT Soil Probing Unit serial number
Z112766T7822, Geoprobe Model GH64 Hammer serial number 1323,
Tethered & Wireless Remote, GA4000 Two Speed Auger Head serial
number 42452724, V2403 Engine serial number AY1579, and Pump serial
number 42445272 to Core Down Drilling, LLC, for $75,000.
The sale is "as is, where is," and free and clear of all liens,
claims and encumbrances.
The proceeds from the sale of the Property, net of commissions,
taxes and any other necessary costs, will be tendered to BB&T.
Notwithstanding Rule 6004(g) of the Bankruptcy Rules, the Order is
final, and Section 363(m) of the Bankruptcy Code and Rule 7062 of
the Bankruptcy Rules will apply to the Order.
The notice period is reduced to 13 days.
About Vista Environmental
Vista Environmental, Inc., sought protection under Chapter 11 of
the Bankruptcy Code (Bankr. E.D. Va. Case No. 16-32366) on May 10,
2016. The Debtor is represented by Paula S. Beran, Esq., at
Tavenner & Beran, PLC.
VITARGO GLOBAL: U.S. Trustee Forms 4-Member Committee
-----------------------------------------------------
U.S. Trustee Peter C. Anderson on April 4 appointed four creditors
to serve on the official committee of unsecured creditors in the
Chapter 11 case of Vitargo Global Sciences, Inc.
The committee members are:
(1) Mike Wardian
104 N. Greenbrier Street
Arlington, VA 22203-1258
(2) Banned Substances Control Group
Oliver Catlin
11301 W. Olympic Boulevard, Suite 685
Los Angeles, CA 90064
(3) Bernie Wooster
24 S. Palomar Drive
Redwood City, CA 94062
(4) Swecarb AB
c/o Loe Law Group
David C. Loe, Esq.
5826 Naples Plaza
Long Beach, CA 90803
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 Vitargo Global Sciences
Vitargo Global Sciences, Inc., was initially formed as Vitargo
Global Sciences, LLC, in June 2013, a follow-along entity of GENr8,
Inc., a predecessor business to the Debtor. Conversion from LLC to
Inc. took place on September 2015. The Company's line of business
includes manufacturing dry, condensed, and evaporated dairy
products.
Vitargo Global Sciences, based in Irvine, California, filed a
Chapter 11 petition (Bankr. C.D. Cal. Case No. 17-10988) on March
15, 2017. The petition was signed by Anthony Almada, chief
executive officer. In its petition, the Debtor estimated $1
million to $10 million in both assets and liabilities. Judge
Theodor Albert presides over the case.
Michael Jay Berger, Esq., at the Law Offices of Michael Jay Berger,
is serving as the Debtor's bankruptcy counsel. Damian Moos, Esq.,
at Kang Spanos & Moos LLP, is the litigation counsel.
Vitargo Global Sciences previously filed a Chapter 12 bankruptcy
petition in in Texas Northern Bankruptcy Court on May 5, 1992 (N.D.
Tex. Case No. 92-42174).
WALTER INVESTMENT: Bank Debt Trades at 15% Off
----------------------------------------------
Participations in a syndicated loan under Walter Investment
Management Corp is a borrower traded in the secondary market at
85.48 cents-on-the-dollar during the week ended Friday, March 31,
2017, according to data compiled by LSTA/Thomson Reuters MTM
Pricing. This represents a decrease of 0.77 percentage points from
the previous week. Walter Investment pays 375 basis points above
LIBOR to borrow under the $1.5 billion facility. The bank loan
matures on Dec. 18, 2020 and carries Moody's B3 rating and Standard
& Poor's CCC rating. The loan is one of the biggest gainers and
losers among 247 widely quoted syndicated loans with five or more
bids in secondary trading for the week ended March 31.
WILTON INDUSTRIES: Bank Debt Trades at 3% Off
---------------------------------------------
Participations in a syndicated loan under Wilton Industries is a
borrower traded in the secondary market at 97.05
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.35 percentage points from the
previous week. Wilton Industries pays 625 basis points above LIBOR
to borrow under the $0.4 billion facility. The bank loan matures on
Aug. 23, 2018 and carries Moody's Caa2 rating and Standard & Poor's
CCC+ rating. The loan is one of the biggest gainers and losers
among 247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 31.
YIELD10 BIOSCIENCE: Files Prospectus for Proposed $25M Offering
---------------------------------------------------------------
Yield10 Bioscience, Inc. is offering $25,000,000 worth of common
stock, preferred stock, warrants and subscription rights that it
may sell from time to time in one or more offerings. The Company
will provide specific terms of these securities in supplements to
this prospectus. The Company's common stock is traded on The
NASDAQ Capital Market under the symbol "YTEN."
As of March 20, 2017, the aggregate market value of the voting and
non-voting common equity held by non-affiliates, computed by
reference to the price at which the common equity was last sold or
the average bid and asked price of such common equity on that date,
was approximately $3,833,886, based on 28,402,471 shares of
outstanding common stock, of which 10,361,855 were held by
non-affiliates. Pursuant to General Instruction I.B.6 of Form S-3,
in no event will the Company sell securities in a public primary
offering with a value exceeding more than one-third of its public
float in any 12-month period so long as its public float remains
below $75.0 million. The Company has not offered any securities
pursuant to General Instruction I.B.6 of Form S-3 during the 12
calendar months prior to and including the date of this prospectus.
A full-text copy of the Form S-3 registration statement as filed
with the Securities and Exchange Commission is available for free
at https://is.gd/F9fkAS
About Yield10 Bioscience
Yield10 Bioscience, Inc. is focused on developing new technologies
for producing step-change improvements in crop yield to enhance
global food security. Yield10 is leveraging an extensive track
record of innovation based around optimizing the flow of carbon
intermediates in living systems. By working on new approaches to
improve fundamental elements of plant photosynthetic efficiency and
optimizing carbon metabolism to direct more carbon to seed
production, Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and corn.
Yield10 is based in Woburn, MA. For more information visit
www.yield10bio.com
Metabolix changed its name to Yield10 Bioscience, Inc., effective
Jan. 9, 2017, to reflect the new mission and strategic direction of
the business.
Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015. As of Dec. 31, 2016, Yield10 had $10.74
million in total assets, $4.37 million in total liabilities and
$6.36 million in total stockholders' equity.
PricewaterhouseCoopers LLP, in Boston, Massachusetts, 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 and has
insufficient capital resources, which raises substantial doubt
about its ability to continue as a going concern.
YIELD10 BIOSCIENCE: May Issue 5.8 Million Shares Under Stock Plan
-----------------------------------------------------------------
Yield10 Bioscience, Inc., filed a Form S-8 registration statement
with the Securities and Exchange Commission to register 5,833,334
shares of common stock, $0.01 par value per share, of the Company
reserved for issuance under the 2014 Stock Option and Incentive
Plan, as amended. A full-text copy of the prospectus is available
for free at https://is.gd/nMEPNQ
About Yield10 Bioscience
Yield10 Bioscience, Inc. is focused on developing new technologies
for producing step-change improvements in crop yield to enhance
global food security. Yield10 is leveraging an extensive track
record of innovation based around optimizing the flow of carbon
intermediates in living systems. By working on new approaches to
improve fundamental elements of plant photosynthetic efficiency and
optimizing carbon metabolism to direct more carbon to seed
production, Yield10 is advancing several yield traits it has
developed in crops such as Camelina, canola, soybean and corn.
Yield10 is based in Woburn, MA. For more information visit
www.yield10bio.com
Metabolix changed its name to Yield10 Bioscience, Inc., effective
Jan. 9, 2017, to reflect the new mission and strategic direction of
the business.
Yield10 reported a net loss of $7.60 million on $1.15 million of
total revenue for the year ended Dec. 31, 2016, compared to a net
loss of $23.68 million on $1.35 million of total revenue for the
year ended Dec. 31, 2015. As of Dec. 31, 2016, Yield10 had $10.74
million in total assets, $4.37 million in total liabilities and
$6.36 million in total stockholders' equity.
PricewaterhouseCoopers LLP, in Boston, Massachusetts, 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 and has
insufficient capital resources, which raises substantial doubt
about its ability to continue as a going concern.
YORK RISK: Bank Debt Trades at 3% Off
-------------------------------------
Participations in a syndicated loan under York Risk Services
Holding is a borrower traded in the secondary market at 97.05
cents-on-the-dollar during the week ended Friday, March 31, 2017,
according to data compiled by LSTA/Thomson Reuters MTM Pricing.
This represents a decrease of 0.45 percentage points from the
previous week. York Risk pays 375 basis points above LIBOR to
borrow under the $0.555 billion facility. The bank loan matures on
Sept. 18, 2021 and carries Moody's B3 rating and Standard & Poor's
B- rating. The loan is one of the biggest gainers and losers among
247 widely quoted syndicated loans with five or more bids in
secondary trading for the week ended March 31.
ZAYO GROUP: Moody's Rates New $500MM Sr. Unsecured Notes B3
-----------------------------------------------------------
Moody's Investors Service has assigned a B3 (LGD5) rating to Zayo
Group LLC's proposed $500 million senior unsecured notes, in line
with the existing ratings for the debt class. Proceeds from the
issuance will be used to repay a portion of the company's
outstanding term loan making the transaction leverage neutral. Over
the next 12-18 months, Moody's expects Zayo's leverage to remain
near 5.5x (Moody's adjusted, pro forma for recent M&A). Zayo's $1.4
billion acquisition of Electric Lightwave (EL) was completed in
March of 2017. Moody's expects the company to extract cost and
revenue synergies from EL's fiber business to balance the decline
in EL's CLEC operations. The rating outlook for Zayo is stable.
Assignments:
Issuer: Zayo Group, LLC
-- Senior Unsecured Regular Bond/Debenture, Assigned B3 (LGD 5)
RATINGS RATIONALE
Zayo's B2 corporate family rating reflects its revenue growth,
stable base of contracted recurring revenues and valuable fiber
optic network assets. Zayo is well positioned for continued growth
from strong bandwidth demand from both carrier and enterprise
customers. Management has demonstrated its ability to execute a
high quantity of both small and large acquisitions and achieve (or
exceed) projected merger benefits. Although Zayo's aggressive M&A
stance is generally credit negative, management's skill in
navigating these transactions does offset a meaningful amount of
this risk. Even still, Zayo's most recent acquisition of Electric
Lightwave (EL) will introduce higher execution risk than prior
deals due to the mix of acquired revenues and declining business
segments.
The rating is constrained by Zayo's high leverage of around 5.5x
(Moody's adjusted and pro-forma from the recently completed
Electric Lightwave acquisition) and the company's history of
frequent debt-financed acquisitions. Zayo's business model requires
heavy capital investment and is susceptible to customer churn, both
of which pressure free cash flow. And, in addition to increasing
its credit risk, Zayo's serial debt financed acquisition activity
has also led to poor visibility into the company's organic growth
and steady state cost structure.
Moody's could upgrade Zayo's ratings if adjusted leverage
approaches 4.5x and FCF/Debt is sustained around 10%. Downward
rating pressure could develop if liquidity deteriorates or if
capital intensity increases such that Zayo is unable to generate
sustainable positive free cash flow or if leverage exceeds 6x on a
sustained basis.
The principal methodology used in this rating was Global
Communications Infrastructure Rating Methodology published in June
2011.
Headquartered in Boulder, Colorado, Zayo Group is a provider of
bandwidth infrastructure and network-neutral interconnection
services with significant fiber network assets and international
reach.
ZWEITE STUFE: Stonewall Buying Michigan Assets for $210K
--------------------------------------------------------
Zweite Stufe, Inc., and Wilise Corp., ask the U.S. Bankruptcy Court
for the Eastern District of Michigan to authorize the sale of
tangible and intangible assets relating to or used in connection
with their operations at its Pontiac and Burton locations in
Michigan ("Pontiac and Burton Property") to Stonewall Road
Automotive Group, LLC for $210,000, subject to higher and better
offers The Debtors are parties to Leases of the real property and
improvements located at G3345 S Dart Highway, Burton, Michigan and
1250 Cesar E Chavez, Pontiac, Michigan ("Locations").
AMRESCO Commercial Finance, LLC, as agent for Franchise Credit, LLC
("FC"), claims a first-priority security interest and lien granted
upon the personal property at the Locations.
The Debtors have diligently marketed their assets and have
negotiated with potential third parties regarding the sale of
Debtors' assets at the Locations.
The Debtors ask authorization to assume and assign the Leases
associated with the Locations, and to sell its Pontiac and Burton
Property.
The Debtors and the Buyer are negotiating the terms of an asset
purchase agreement ("APA"). While no final agreement has yet been
reached, the Debtors expect the APA to be finalized before the
hearing on the Motion.
A copy of the current draft of the proposed APA attached to the
Motion is available for free at:
http://bankrupt.com/misc/Zweite_Stufe_167_Sales.pdf
The Debtors agree to sell the assets at the Locations to the Buyer
for a total of $210,000. Additionally, the Debtors have agreed to
assume the Leases and then assign the Leases to the Buyer.
The salient terms of the APA are:
a. The Buyer would acquire all of the Debtors' right
title and interest in and to substantially all of the assets
relating to or used in connection with the operation of the
Locations;
b. The conveyance of the Locations and the assets
contained therein would be free of all liabilities, obligations,
liens and encumbrances except as agreed to by the parties;
c. The Debtors will assume the Leases and assign the
Leases to the Buyer;
d. The purchase price would be $210,000; and
e. The transaction is subject to Court approval.
The Debtors ask authorization to assume and then assign the Leases
relating to the Locations. The Debtors believe that the landlords
will not oppose the assignment. In the event a landlord does not
consent, the Debtors and/or the Buyer will submit evidence of the
Buyer's financial condition to adequately assure future performance
under the Leases. The Debtors have served the Motion upon both
Landlords.
FC has consented to the Debtors withholding $10,000 of sale
proceeds to be held in escrow to fund Debtors' professional fees as
allowed by the Court to be held in the Stevenson & Bullock, P.L.C.
IOLTA Account. Its consent to the sale is contingent upon the
Debtors remitting all proceeds of sale at closing to FC, other than
the Holdback.
Sound business reasons exist for the sale. Among other things, the
Debtors have shown an emergent need to consummate the sale as soon
as possible. The Debtors have shown good and sufficient business
justification for the sale of the Purchased Assets to the Buyer.
Accordingly, the Debtors ask the Court to approve the sale of
Pontiac and Burton Property to the Buyer free and clear of liens,
claims, interests and encumbrances.
The Debtors ask that the stays imposed by Fed. R. Bankr. P. 6004(h)
and 6006(d) be modified so that any Order granting the Motion
becomes effective immediately.
The Purchaser can be reached at:
STONEWALL ROAD AUTOMOTIVE GROUP, LLC
c/o MEADOW ROAD FRANCHISE PARTNERS, LLC
Attn: Nick Rhoads
Telephone: (646) 218-9874
Facsimile: (212) 257-6441
E-mail: nick@meadowroadpartners.com
The Purchaser is represented by:
SHEPPARD, MULLIN, RICHTER & HAPTON LLP
Attn: Andrew Feiner, Esq.
30 Rockefeller Plaza
New York, NY 10112
Telephone: (212) 653-8481
Facsimile: (212) 655-1718
E-mail: afelner@sheppardmullin.com
About Zweite Stufe
Zweite Stufe, Inc., filed a Chapter 11 bankruptcy petition (Bankr.
E.D. Mich. Case No. 16-53059) on Sept. 21, 2016, disclosing under
$1 million in both assets and liabilities. Elliot G. Crowder,
Esq.,
at Stevenson & Bullock, P.L.C.
No official committee of unsecured creditors has been appointed in
the case.
ZYNEX INC: 2016 Net Revenue Increased by 14% as Orders Grew
-----------------------------------------------------------
Zynex, Inc. announced 2016 year-end financial results reporting an
increase in net revenue by 14% to $13,313,000 for 2016, compared to
$11,641,000 for the year ended Dec. 31, 2015. The increase was
primarily due to increase in orders for its medical devices as a
result of hiring additional sales rep early in the year. Cost of
goods sold decreased from $3,517,000 in 2016 compared to $4,937,000
in 2015 which reflects an increase in gross profit margin to 74%
versus 58% in 2015.
President and CEO Thomas Sandgaard commented: "2016 was an
important period in our turn-around with growth in orders, revenue
growth and a return to profitability. Orders grew 86% compared to
the prior year and revenue grew 14% in 2016 to $13.3 million. Our
fourth quarter 2016 showed net income of $209,000 and the full year
net income was $69,000. A strong Gross Profit Margin of 74%
combined with our SG&A being flat compared to the prior year was
significant in returning to profit.
"We continue to see a strong demand for our flagship product, the
NexWave, less competition than in prior years and continued strong
insurance reimbursement. Going forward we are looking to add more
products to this product line and well as continuing to develop and
expand our sales force.
"Our Monitoring Solutions division is still working with the FDA on
our Blood Volume Monitor, a product that can detect blood loss
during surgery and internal bleeding during recovery. We believe
there is a huge unmet need for monitoring patient fluid balance in
hospital settings as well as other applications such as military
use in battlefield hemorrhaging.
"Subsequent to year end we closed a financing of $1 million on
February 28, 2017 and we have used the proceeds to partially pay
down on our line of credit and to fuel the production of product
needed to keep up with sales orders and sales rep demonstration
inventory. The balance on our line of credit at the end of March
2017 was $2.1 million, down $600,000 compared to the beginning of
the year. We expect to see an immediate impact in sales order
growth as a result of being able to keep up with sales orders. We
should be able to estimate the financial impact for the year more
accurately in the next few months as we learn more about the actual
order growth."
The Company reported selling, general and administrative expenses
of $9,156,000 for 2016, compared to $9,185,000 for the year ended
Dec. 31, 2015. The Company's SG&A expenses remained flat year over
year while revenue increased, resulting in an improved operating
result.
The Company reported net income of $69,000 or less than one cent
per share for the full year of 2016 compared to a net loss of $2.9
million in 2015 or nine cents per share.
The Company's cash and line of credit balance as of Dec. 31, 2016,
was $247,000 and $2,771,000, respectively, as compared to cash and
line of credit balance as of Dec. 31, 2015, of $8,000 and
$4,002,000.
As of Dec. 31, 2016, Zynex had $4.09 million in total assets, $7.89
million in total liabilities and a total stockholders' deficit of
$3.80 million.
A full-text copy of the press release is available for free at:
https://is.gd/S2062m
About Zynex
Zynex, Inc. (OTCQB: ZYXI) -- http://www.Zynex.com/-- specializes
in the production and sale of non-invasive medical devices for pain
management, stroke rehabilitation, neurodiagnostic equipment,
cardiac and blood volume monitoring. The company maintains its
headquarters in Lone Tree, Colorado.
[*] Thompson Hine's Garrett Nail Included in Georgia Rising Stars
-----------------------------------------------------------------
Six partners from Thompson Hine LLP were included on the 2017
Georgia Super Lawyers(R) list and one was selected to the list of
Rising Stars. Super Lawyers magazine distinguishes the top 5
percent of attorneys in each state in more than 70 practice areas
and recognizes those who have attained a high degree of peer
recognition and professional achievement. Rising Stars are chosen
by their peers as being among the most recognizable up-and-coming
lawyers in Georgia.
Included in Georgia Super Lawyers:
Peter D. Coffman (Business Litigation) – Mr. Coffman, a partner
and trial lawyer, represents clients in disputes involving business
torts, commercial contracts, software development contracts, real
estate, fiduciary duties, creditors' rights, higher education,
insurance coverage, secured transactions, tax credits and
intellectual property. He has particular experience advising on
"business divorces," helping clients plan to make exits easier and
more reasonable as well as negotiating the de-coupling of business
partners when the process is contentious.
John F. Isbell (Business Restructuring, Creditors' Rights &
Bankruptcy) – Mr. Isbell, a partner, represents secured lenders,
debtors/borrowers, official committees of unsecured creditors,
landlords and other parties in interest in matters including
bankruptcy cases, receivership litigation, workouts,
restructurings, and state court foreclosures and confirmation
proceedings.
Z. Ileana Martinez (Product Liability Litigation, Business
Litigation) – Ms. Martinez, a partner, focuses her practice on
product liability litigation, including litigation for
pharmaceutical and medical device companies and many other consumer
and commercial product manufacturers. She also handles cases
involving business and commercial litigation, insurance defense,
professional malpractice and premises liability. She serves as
national, regional and local counsel for product manufacturers and
distributors involved in multidistrict litigation and has extensive
experience with mass torts, class actions and complex litigation.
Tim McDonald (Labor & Employment) – Mr. McDonald, a partner,
focuses his practice on litigation and counseling related to
employment and employee benefits issues. He defends employers
against class action and individual employment claims nationally,
and advises them on employment practices and benefits issues. He
also represents fiduciaries, benefit plans and employers in
employee benefits litigation encompassing individual and class
action cases throughout the country.
Russell J. Rogers (Business Litigation) – Mr. Rogers, a partner
who focuses on commercial litigation, has extensive experience
litigating complex contract disputes in a wide variety of contexts.
He also defends clients in product liability litigation,
particularly matters involving pharmaceutical products and energy.
John L. Watkins (Business Litigation, Corporate Transactions &
Securities) – Mr. Watkins, a partner, focuses his practice on
complex commercial litigation, insurance coverage and representing
clients in their general business matters as their primary outside
counsel. He has considerable experience advising companies in the
machinery and equipment, manufacturing, industrial construction,
technology, software, financial and energy sectors.
Included in Georgia Rising Stars:
Garrett A. Nail (Business Restructuring, Creditors' Rights &
Bankruptcy) – Mr. Nail, a partner, handles a variety of
bankruptcy matters, including protecting the rights of creditors
and debtors, as well as representing creditors, debtors, equity
holders, trustees, receivers, purchasers of assets and other
interested parties in bankruptcy proceedings, complex business
litigation and tort litigation.
About Thompson Hine LLP
Thompson Hine LLP, a full-service business law firm with
approximately 400 lawyers in 7 offices, is ranked number 1 in the
category "Most innovative North American law firms: New working
models" by The Financial Times. For 4 straight years, Thompson
Hine has distinguished itself in all areas of Service Delivery
Innovation and is one of only 7 firms noted in the BTI Brand Elite
for "making changes to improve the client experience." The firm's
commitment to innovation is embodied in Thompson Hine SmartPaTH(R)
-- a smarter way to work -- predictable, efficient and aligned with
client goals. For more information, please visit ThompsonHine.com
and ThompsonHine.com/about/SmartPaTH.
[] Judiciary Seeks Bankruptcy Judgeships, Warns of 'Crisis'
-----------------------------------------------------------
Warning that federal bankruptcy courts face a "debilitating
workload crisis" in Delaware and eight other districts, the U.S.
Judicial Conference has urged Congress to authorize four new
bankruptcy judgeships and convert 14 temporary judgeships into
permanent positions.
The April 3 letter to Congressional leaders said that all 14
temporary judgeships are scheduled to lapse May 25, posing a
particularly heavy impact on Delaware's federal bankruptcy court.
"These bankruptcy courts would face a serious and, in many cases,
debilitating workload crisis if these temporary judgeships were to
expire," wrote James C. Duff, as secretary of the Judicial
Conference. "The U.S. Bankruptcy Court for the District of
Delaware, for example, would be crippled as five of their six
authorized judgeships are temporary, all with the risk of expiring
in 2017."
Other affected court districts are the Middle and Southern
Districts of Florida, the Eastern District of North Carolina, the
Eastern District of Virginia, and the Districts of Maryland,
Michigan, Nevada and Puerto Rico.
Nationally, federal court bankruptcies have declined in recent
years, but the letter noted that the affected districts have, since
2005, seen a 55% increase in weighted case filings, a measurement
that takes into account the complexity of cases.
The recommendation of the Judicial Conference was delivered to
House and Senate leadership, House and Senate Judiciary Committee
chairs and ranking members, as well as to the chair and ranking
member of the relevant subcommittees.
The Judicial Conference is the policy-making body for the federal
court system. It is composed of 26 judges from around the country,
and the Chief Justice of the United States is the body's presiding
officer.
A full-text copy of the press statement, including a list of
districts and their bankruptcy judgeship recommendations, is
available at https://is.gd/GoMRtu
[^] Large Companies with Insolvent Balance Sheet
------------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ALSWF US 98.6 (49.8) (31.0)
ABSOLUTE SOFTWRE OU1 GR 98.6 (49.8) (31.0)
ABSOLUTE SOFTWRE ABT CN 98.6 (49.8) (31.0)
ABSOLUTE SOFTWRE ABT2EUR EU 98.6 (49.8) (31.0)
ABV CONSULTING I ABVN US - (0.0) (0.0)
ADVANCEPIERRE FO APFH US 1,247.0 (301.2) 185.0
ADVANCEPIERRE FO APFHEUR EU 1,247.0 (301.2) 185.0
ADVANCEPIERRE FO 1AC GR 1,247.0 (301.2) 185.0
AGENUS INC AJ81 GR 157.0 (39.1) 50.5
AGENUS INC AGEN US 157.0 (39.1) 50.5
AGENUS INC AJ81 TH 157.0 (39.1) 50.5
AGENUS INC AGENEUR EU 157.0 (39.1) 50.5
AGENUS INC AJ81 QT 157.0 (39.1) 50.5
AMER RESTAUR-LP ICTPU US 33.5 (4.0) (6.2)
ASCENT SOLAR TEC ASTIEUR EU 12.4 (12.1) (14.5)
ASPEN TECHNOLOGY AZPN US 267.4 (192.9) (226.6)
ASPEN TECHNOLOGY AST GR 267.4 (192.9) (226.6)
ASPEN TECHNOLOGY AST TH 267.4 (192.9) (226.6)
ASPEN TECHNOLOGY AZPNEUR EU 267.4 (192.9) (226.6)
AUTOZONE INC AZO US 8,902.6 (1,827.4) (291.5)
AUTOZONE INC AZ5 TH 8,902.6 (1,827.4) (291.5)
AUTOZONE INC AZ5 GR 8,902.6 (1,827.4) (291.5)
AUTOZONE INC AZOEUR EU 8,902.6 (1,827.4) (291.5)
AUTOZONE INC AZ5 QT 8,902.6 (1,827.4) (291.5)
AVID TECHNOLOGY AVID US 249.6 (269.9) (86.9)
AVID TECHNOLOGY AVD GR 249.6 (269.9) (86.9)
AVON - BDR AVON34 BZ 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP US 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP TH 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP* MM 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP GR 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP CI 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP QT 3,418.9 (391.5) 506.6
AVON PRODUCTS AVP1EUR EU 3,418.9 (391.5) 506.6
AXIM BIOTECHNOLO AXIM US 1.2 (3.2) (3.0)
BARRACUDA NETWOR CUDA US 453.7 (5.0) (3.8)
BARRACUDA NETWOR 7BM GR 453.7 (5.0) (3.8)
BARRACUDA NETWOR CUDAEUR EU 453.7 (5.0) (3.8)
BASIC ENERGY SVS BAS US 1,003.0 (152.3) (869.2)
BASIC ENERGY SVS B8JN GR 1,003.0 (152.3) (869.2)
BASIC ENERGY SVS B8JN TH 1,003.0 (152.3) (869.2)
BASIC ENERGY SVS BASEUR EU 1,003.0 (152.3) (869.2)
BENEFITFOCUS INC BNFT US 180.4 (33.3) 4.2
BENEFITFOCUS INC BTF GR 180.4 (33.3) 4.2
BLUE BIRD CORP BLBD US 257.8 (93.1) (0.2)
BOMBARDIER INC-B BBDBN MM 22,826.0 (3,489.0) 1,363.0
BOMBARDIER-B OLD BBDYB BB 22,826.0 (3,489.0) 1,363.0
BOMBARDIER-B W/I BBD/W CN 22,826.0 (3,489.0) 1,363.0
BRINKER INTL EAT US 1,498.1 (530.6) (245.5)
BRINKER INTL BKJ GR 1,498.1 (530.6) (245.5)
BRINKER INTL BKJ QT 1,498.1 (530.6) (245.5)
BRINKER INTL EAT2EUR EU 1,498.1 (530.6) (245.5)
BROOKFIELD REAL BRE CN 92.4 (31.3) 0.8
BUFFALO COAL COR BUC SJ 50.0 (20.4) (18.0)
BURLINGTON STORE BURL US 2,574.5 (49.8) (68.5)
BURLINGTON STORE BUI GR 2,574.5 (49.8) (68.5)
BURLINGTON STORE BURL* MM 2,574.5 (49.8) (68.5)
CADIZ INC CDZI US 67.1 (54.3) 11.0
CADIZ INC 2ZC GR 67.1 (54.3) 11.0
CAESARS ENTERTAI CZR US 14,894.0 (1,418.0) (2,760.0)
CAESARS ENTERTAI C08 GR 14,894.0 (1,418.0) (2,760.0)
CALIFORNIA RESOU CRC US 6,354.0 (557.0) (301.0)
CALIFORNIA RESOU 1CLB GR 6,354.0 (557.0) (301.0)
CALIFORNIA RESOU CRCEUR EU 6,354.0 (557.0) (301.0)
CALIFORNIA RESOU 1CL TH 6,354.0 (557.0) (301.0)
CAMBIUM LEARNING ABCD US 131.9 (61.3) (71.2)
CAMPING WORLD-A CWH US 1,563.8 (28.2) 266.8
CAMPING WORLD-A C83 GR 1,563.8 (28.2) 266.8
CAMPING WORLD-A CWHEUR EU 1,563.8 (28.2) 266.8
CARDCONNECT CORP CCN US 167.8 (2.7) 24.7
CARDCONNECT CORP 55C GR 167.8 (2.7) 24.7
CARDCONNECT CORP CCNEUR EU 167.8 (2.7) 24.7
CASELLA WASTE WA3 GR 631.5 (24.6) (3.8)
CASELLA WASTE CWST US 631.5 (24.6) (3.8)
CEB INC FC9 GR 1,412.6 (174.9) (129.5)
CEB INC CEB US 1,412.6 (174.9) (129.5)
CHESAPEAKE ENERG CHK US 13,028.0 (1,203.0) (1,506.0)
CHESAPEAKE ENERG CS1 GR 13,028.0 (1,203.0) (1,506.0)
CHESAPEAKE ENERG CS1 TH 13,028.0 (1,203.0) (1,506.0)
CHESAPEAKE ENERG CHK* MM 13,028.0 (1,203.0) (1,506.0)
CHESAPEAKE ENERG CS1 QT 13,028.0 (1,203.0) (1,506.0)
CHESAPEAKE ENERG CHKEUR EU 13,028.0 (1,203.0) (1,506.0)
CHOICE HOTELS CZH GR 852.5 (311.3) 81.2
CHOICE HOTELS CHH US 852.5 (311.3) 81.2
CINCINNATI BELL CBB US 1,541.0 (121.7) (3.0)
CINCINNATI BELL CIB1 GR 1,541.0 (121.7) (3.0)
CINCINNATI BELL CBBEUR EU 1,541.0 (121.7) (3.0)
CLEAR CHANNEL-A C7C GR 5,718.8 (932.8) 699.7
CLEAR CHANNEL-A CCO US 5,718.8 (932.8) 699.7
CLIFFS NATURAL R CVA GR 1,923.9 (1,330.5) 433.5
CLIFFS NATURAL R CVA TH 1,923.9 (1,330.5) 433.5
CLIFFS NATURAL R CLF US 1,923.9 (1,330.5) 433.5
CLIFFS NATURAL R CLF* MM 1,923.9 (1,330.5) 433.5
CLIFFS NATURAL R CVA QT 1,923.9 (1,330.5) 433.5
CLIFFS NATURAL R CLF2EUR EU 1,923.9 (1,330.5) 433.5
CLOVIS ONCOLOGY CLVS US 364.6 (3.6) 213.8
CLOVIS ONCOLOGY C6O GR 364.6 (3.6) 213.8
CLOVIS ONCOLOGY CLVSEUR EU 364.6 (3.6) 213.8
CLOVIS ONCOLOGY C6O TH 364.6 (3.6) 213.8
CLOVIS ONCOLOGY C6O QT 364.6 (3.6) 213.8
COGENT COMMUNICA CCOI US 737.9 (53.3) 259.7
COGENT COMMUNICA OGM1 GR 737.9 (53.3) 259.7
CONTURA ENERGY I CNTE US 827.7 (4.6) 56.6
CORGREEN TECHNOL CGRT US 2.9 (0.2) (0.6)
CPI CARD GROUP I PMTS US 264.4 (95.3) 57.1
CPI CARD GROUP I PMTS CN 264.4 (95.3) 57.1
CPI CARD GROUP I CPB GR 264.4 (95.3) 57.1
CURE PHARMACEUTI CURR US - (0.0) (0.0)
DELEK LOGISTICS D6L GR 415.5 (13.3) 11.3
DELEK LOGISTICS DKL US 415.5 (13.3) 11.3
DENNY'S CORP DE8 GR 306.2 (71.1) (57.5)
DENNY'S CORP DENN US 306.2 (71.1) (57.5)
DOMINO'S PIZZA EZV TH 716.3 (1,883.1) 92.2
DOMINO'S PIZZA EZV GR 716.3 (1,883.1) 92.2
DOMINO'S PIZZA DPZ US 716.3 (1,883.1) 92.2
DOMINO'S PIZZA EZV QT 716.3 (1,883.1) 92.2
DUN & BRADSTREET DB5 GR 2,209.2 (987.8) (65.6)
DUN & BRADSTREET DB5 TH 2,209.2 (987.8) (65.6)
DUN & BRADSTREET DNB US 2,209.2 (987.8) (65.6)
DUN & BRADSTREET DNB1EUR EU 2,209.2 (987.8) (65.6)
DUNKIN' BRANDS G 2DB GR 3,227.4 (163.3) 182.2
DUNKIN' BRANDS G DNKN US 3,227.4 (163.3) 182.2
DUNKIN' BRANDS G 2DB TH 3,227.4 (163.3) 182.2
DUNKIN' BRANDS G DNKNEUR EU 3,227.4 (163.3) 182.2
ERIN ENERGY CORP ERN SJ 289.2 (224.6) (264.4)
EVERI HOLDINGS I EVRI US 1,408.2 (107.8) (1.9)
EVERI HOLDINGS I G2C TH 1,408.2 (107.8) (1.9)
EVERI HOLDINGS I G2C GR 1,408.2 (107.8) (1.9)
EVERI HOLDINGS I EVRIEUR EU 1,408.2 (107.8) (1.9)
FAIRPOINT COMMUN FRP US 1,230.8 (54.1) 7.3
FAIRPOINT COMMUN FONN GR 1,230.8 (54.1) 7.3
FERRELLGAS-LP FEG GR 1,745.6 (696.5) (50.5)
FERRELLGAS-LP FGP US 1,745.6 (696.5) (50.5)
FIFTH STREET ASS FSAM US 178.8 (5.5) -
FIFTH STREET ASS 7FS TH 178.8 (5.5) -
FORESIGHT ENERGY FELP US 1,689.0 (154.6) (265.9)
FORESIGHT ENERGY FHR GR 1,689.0 (154.6) (265.9)
GAMCO INVESTO-A GBL US 149.2 (166.6) -
GCP APPLIED TECH GCP US 1,089.8 (139.0) 242.3
GCP APPLIED TECH 43G GR 1,089.8 (139.0) 242.3
GCP APPLIED TECH GCPEUR EU 1,089.8 (139.0) 242.3
GIYANI GOLD CORP GGC NW 1.7 (0.4) (0.5)
GNC HOLDINGS INC IGN GR 2,068.6 (95.0) 491.5
GNC HOLDINGS INC GNC US 2,068.6 (95.0) 491.5
GOGO INC GOGO US 1,246.2 (40.4) 353.7
GOGO INC G0G GR 1,246.2 (40.4) 353.7
GREEN PLAINS PAR GPP US 93.8 (64.2) 5.0
GREEN PLAINS PAR 8GP GR 93.8 (64.2) 5.0
GUIDANCE SOFTWAR GUID US 74.4 (0.1) (19.2)
GUIDANCE SOFTWAR ZTT GR 74.4 (0.1) (19.2)
H&R BLOCK INC HRB US 2,577.6 (800.8) 648.2
H&R BLOCK INC HRB GR 2,577.6 (800.8) 648.2
H&R BLOCK INC HRB TH 2,577.6 (800.8) 648.2
H&R BLOCK INC HRBEUR EU 2,577.6 (800.8) 648.2
HALOZYME THERAPE HALO US 261.5 (32.5) 201.9
HALOZYME THERAPE RV7 GR 261.5 (32.5) 201.9
HALOZYME THERAPE HALOEUR EU 261.5 (32.5) 201.9
HALOZYME THERAPE RV7 QT 261.5 (32.5) 201.9
HAMILTON LANE-A HLNE US 207.1 (103.6) -
HAMILTON LANE-A HLNEEUR EU 207.1 (103.6) -
HCA HOLDINGS INC 2BH GR 33,758.0 (5,633.0) 3,252.0
HCA HOLDINGS INC HCA US 33,758.0 (5,633.0) 3,252.0
HCA HOLDINGS INC 2BH TH 33,758.0 (5,633.0) 3,252.0
HCA HOLDINGS INC HCAEUR EU 33,758.0 (5,633.0) 3,252.0
HELIX TCS INC HLIX US 4.3 (1.7) (0.9)
HERON THERAPEUTI HRTX US 67.5 (21.3) 23.4
HERON THERAPEUTI AXD2 GR 67.5 (21.3) 23.4
HOVNANIAN-A-WI HOV-W US 2,145.3 (128.3) 1,266.8
HP INC HPQ* MM 28,192.0 (4,327.0) (812.0)
HP INC HPQ US 28,192.0 (4,327.0) (812.0)
HP INC 7HP TH 28,192.0 (4,327.0) (812.0)
HP INC 7HP GR 28,192.0 (4,327.0) (812.0)
HP INC HPQ TE 28,192.0 (4,327.0) (812.0)
HP INC HPQ CI 28,192.0 (4,327.0) (812.0)
HP INC HPQ SW 28,192.0 (4,327.0) (812.0)
HP INC HWP QT 28,192.0 (4,327.0) (812.0)
HP INC HPQCHF EU 28,192.0 (4,327.0) (812.0)
HP INC HPQUSD SW 28,192.0 (4,327.0) (812.0)
HP INC HPQEUR EU 28,192.0 (4,327.0) (812.0)
IDEXX LABS IDXX US 1,530.7 (108.2) (89.0)
IDEXX LABS IX1 GR 1,530.7 (108.2) (89.0)
IDEXX LABS IX1 TH 1,530.7 (108.2) (89.0)
IDEXX LABS IX1 QT 1,530.7 (108.2) (89.0)
IHEARTMEDIA INC IHRT US 12,862.2 (10,885.5) 808.1
IMMUNOGEN INC IMU GR 198.9 (152.9) 143.1
IMMUNOGEN INC IMGN US 198.9 (152.9) 143.1
IMMUNOGEN INC IMU TH 198.9 (152.9) 143.1
IMMUNOGEN INC IMU QT 198.9 (152.9) 143.1
IMMUNOMEDICS INC IMMU US 53.1 (75.2) 20.0
IMMUNOMEDICS INC IM3 GR 53.1 (75.2) 20.0
IMMUNOMEDICS INC IM3 TH 53.1 (75.2) 20.0
IMMUNOMEDICS INC IM3 QT 53.1 (75.2) 20.0
INFOR ACQUISIT-A IAC/A CN 233.0 (5.5) 0.3
INFOR ACQUISITIO IAC-U CN 233.0 (5.5) 0.3
INNOVIVA INC INVA US 379.0 (353.0) 178.0
INNOVIVA INC HVE GR 379.0 (353.0) 178.0
INNOVIVA INC INVAEUR EU 379.0 (353.0) 178.0
INTERNAP CORP IP9A GR 430.6 (3.7) (15.9)
INTERNAP CORP INAP US 430.6 (3.7) (15.9)
INTERNATIONAL WI ITWG US 324.8 (12.0) 99.6
JACK IN THE BOX JBX GR 1,258.6 (273.2) (118.2)
JACK IN THE BOX JACK US 1,258.6 (273.2) (118.2)
JACK IN THE BOX JACK1EUR EU 1,258.6 (273.2) (118.2)
JACK IN THE BOX JBX QT 1,258.6 (273.2) (118.2)
JUST ENERGY GROU JE US 1,287.8 (209.6) 104.5
JUST ENERGY GROU 1JE GR 1,287.8 (209.6) 104.5
JUST ENERGY GROU JE CN 1,287.8 (209.6) 104.5
KADMON HOLDINGS KDMN US 62.6 (25.2) 15.5
KERYX BIOPHARM KYX GR 141.4 (8.3) 111.3
KERYX BIOPHARM KERX US 141.4 (8.3) 111.3
KERYX BIOPHARM KYX TH 141.4 (8.3) 111.3
KERYX BIOPHARM KERXEUR EU 141.4 (8.3) 111.3
L BRANDS INC LTD GR 8,170.0 (727.0) 1,451.0
L BRANDS INC LTD TH 8,170.0 (727.0) 1,451.0
L BRANDS INC LB US 8,170.0 (727.0) 1,451.0
L BRANDS INC LBEUR EU 8,170.0 (727.0) 1,451.0
L BRANDS INC LB* MM 8,170.0 (727.0) 1,451.0
L BRANDS INC LTD QT 8,170.0 (727.0) 1,451.0
LAMB WESTON LW US 2,432.2 (650.9) 336.9
LAMB WESTON 0L5 GR 2,432.2 (650.9) 336.9
LAMB WESTON LW-WEUR EU 2,432.2 (650.9) 336.9
LAMB WESTON 0L5 TH 2,432.2 (650.9) 336.9
LANTHEUS HOLDING LNTH US 255.9 (106.5) 67.0
LANTHEUS HOLDING 0L8 GR 255.9 (106.5) 67.0
LINN ENERGY INC LNGG US 4,660.6 (2,397.0) (1,341.1)
MADISON-A/NEW-WI MSGN-W US 854.1 (1,033.7) 217.3
MANNKIND CORP MNKD IT 107.1 (183.6) (14.6)
MASCO CORP MAS US 5,137.0 (103.0) 1,474.0
MASCO CORP MSQ GR 5,137.0 (103.0) 1,474.0
MASCO CORP MSQ TH 5,137.0 (103.0) 1,474.0
MASCO CORP MAS* MM 5,137.0 (103.0) 1,474.0
MASCO CORP MAS1EUR EU 5,137.0 (103.0) 1,474.0
MCDONALDS - BDR MCDC34 BZ 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MDO TH 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCD TE 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MDO GR 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCD* MM 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCD US 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCD SW 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCD CI 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MDO QT 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCDCHF EU 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCDUSD SW 31,023.9 (2,204.3) 1,380.3
MCDONALDS CORP MCDEUR EU 31,023.9 (2,204.3) 1,380.3
MCDONALDS-CEDEAR MCD AR 31,023.9 (2,204.3) 1,380.3
MDC COMM-W/I MDZ/W CN 1,577.4 (442.4) (313.2)
MDC PARTNERS-A MDZ/A CN 1,577.4 (442.4) (313.2)
MDC PARTNERS-A MDCA US 1,577.4 (442.4) (313.2)
MDC PARTNERS-A MD7A GR 1,577.4 (442.4) (313.2)
MDC PARTNERS-A MDCAEUR EU 1,577.4 (442.4) (313.2)
MDC PARTNERS-EXC MDZ/N CN 1,577.4 (442.4) (313.2)
MEAD JOHNSON MJN US 4,087.7 (472.1) 1,462.4
MEAD JOHNSON 0MJA TH 4,087.7 (472.1) 1,462.4
MEAD JOHNSON 0MJA GR 4,087.7 (472.1) 1,462.4
MEAD JOHNSON 0MJA QT 4,087.7 (472.1) 1,462.4
MEAD JOHNSON MJNEUR EU 4,087.7 (472.1) 1,462.4
MEDLEY MANAGE-A MDLY US 122.4 (16.9) 34.9
MERITOR INC AID1 GR 2,394.0 (185.0) 154.0
MERITOR INC MTOR US 2,394.0 (185.0) 154.0
MERITOR INC MTOREUR EU 2,394.0 (185.0) 154.0
MERRIMACK PHARMA MACK US 81.5 (252.7) (30.8)
MICHAELS COS INC MIK US 2,147.6 (1,698.4) 518.6
MICHAELS COS INC MIM GR 2,147.6 (1,698.4) 518.6
MIRAGEN THERAPEU MGEN US 7.5 4.7 3.7
MIRAGEN THERAPEU 1S1 GR 7.5 4.7 3.7
MIRAGEN THERAPEU SGNLEUR EU 7.5 4.7 3.7
MONEYGRAM INTERN MGI US 4,597.4 (208.4) (11.5)
MONEYGRAM INTERN 9M1N GR 4,597.4 (208.4) (11.5)
MONEYGRAM INTERN 9M1N QT 4,597.4 (208.4) (11.5)
MONEYGRAM INTERN 9M1N TH 4,597.4 (208.4) (11.5)
MONEYGRAM INTERN MGIEUR EU 4,597.4 (208.4) (11.5)
MOODY'S CORP DUT GR 5,327.3 (1,027.3) 824.9
MOODY'S CORP MCO US 5,327.3 (1,027.3) 824.9
MOODY'S CORP DUT TH 5,327.3 (1,027.3) 824.9
MOODY'S CORP MCOEUR EU 5,327.3 (1,027.3) 824.9
MOODY'S CORP DUT QT 5,327.3 (1,027.3) 824.9
MOTOROLA SOLUTIO MTLA GR 8,463.0 (952.0) 800.0
MOTOROLA SOLUTIO MTLA TH 8,463.0 (952.0) 800.0
MOTOROLA SOLUTIO MSI US 8,463.0 (952.0) 800.0
MOTOROLA SOLUTIO MOT TE 8,463.0 (952.0) 800.0
MOTOROLA SOLUTIO MSI1EUR EU 8,463.0 (952.0) 800.0
MSG NETWORKS- A MSGN US 854.1 (1,033.7) 217.3
MSG NETWORKS- A 1M4 GR 854.1 (1,033.7) 217.3
MSG NETWORKS- A 1M4 TH 854.1 (1,033.7) 217.3
MSG NETWORKS- A MSGNEUR EU 854.1 (1,033.7) 217.3
NATHANS FAMOUS NATH US 78.3 (67.3) 55.7
NATHANS FAMOUS NFA GR 78.3 (67.3) 55.7
NATIONAL CINEMED XWM GR 1,057.4 (181.2) 100.5
NATIONAL CINEMED NCMI US 1,057.4 (181.2) 100.5
NATIONAL CINEMED NCMIEUR EU 1,057.4 (181.2) 100.5
NAVIDEA BIOPHARM NAVB IT 12.5 (67.7) (59.0)
NAVISTAR INTL IHR GR 5,394.0 (5,329.0) 683.0
NAVISTAR INTL NAV US 5,394.0 (5,329.0) 683.0
NAVISTAR INTL IHR TH 5,394.0 (5,329.0) 683.0
NAVISTAR INTL IHR QT 5,394.0 (5,329.0) 683.0
NEFF CORP-CL A NEFF US 648.4 (131.7) 16.8
NEFF CORP-CL A NFO GR 648.4 (131.7) 16.8
NEOS THERAPEUTIC NEOS US 80.1 (1.5) 33.6
NEOS THERAPEUTIC NTE GR 80.1 (1.5) 33.6
NEW ENG RLTY-LP NEN US 190.6 (34.2) -
NYMOX PHARMACEUT NYMX US 2.1 (0.6) 0.7
NYMOX PHARMACEUT NYM GR 2.1 (0.6) 0.7
OMEROS CORP 3O8 GR 67.3 (37.4) 44.2
OMEROS CORP OMER US 67.3 (37.4) 44.2
OMEROS CORP 3O8 TH 67.3 (37.4) 44.2
OMEROS CORP OMEREUR EU 67.3 (37.4) 44.2
ONCOMED PHARMACE OMED US 195.5 (23.0) 133.7
ONCOMED PHARMACE O0M GR 195.5 (23.0) 133.7
PENN NATL GAMING PN1 GR 4,974.5 (543.3) (137.1)
PENN NATL GAMING PENN US 4,974.5 (543.3) (137.1)
PERNIX THERAPEUT PTXEUR EU 374.2 (30.1) 7.1
PHILIP MORRIS IN PM1EUR EU 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PMI SW 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PM1 TE 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN 4I1 TH 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PM1CHF EU 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN 4I1 GR 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PM US 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PM FP 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PMI1 IX 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN PMI EB 36,851.0 (10,900.0) 1,141.0
PHILIP MORRIS IN 4I1 QT 36,851.0 (10,900.0) 1,141.0
PINNACLE ENTERTA PNK US 4,077.1 (372.9) (102.8)
PINNACLE ENTERTA 65P GR 4,077.1 (372.9) (102.8)
PITNEY BOWES INC PBW GR 5,837.1 (103.7) (2.4)
PITNEY BOWES INC PBI US 5,837.1 (103.7) (2.4)
PITNEY BOWES INC PBW TH 5,837.1 (103.7) (2.4)
PITNEY BOWES INC PBIEUR EU 5,837.1 (103.7) (2.4)
PLANET FITNESS-A PLNT US 1,001.4 (214.8) 8.0
PLANET FITNESS-A 3PL TH 1,001.4 (214.8) 8.0
PLANET FITNESS-A 3PL GR 1,001.4 (214.8) 8.0
PLANET FITNESS-A PLNT1EUR EU 1,001.4 (214.8) 8.0
PROS HOLDINGS IN PH2 GR 227.7 (3.4) 76.9
PROS HOLDINGS IN PRO US 227.7 (3.4) 76.9
REATA PHARMACE-A RETA US 101.8 (212.3) 39.8
REATA PHARMACE-A 2R3 GR 101.8 (212.3) 39.8
REATA PHARMACE-A RETAEUR EU 101.8 (212.3) 39.8
REGAL ENTERTAI-A RGC US 2,645.7 (838.9) (63.1)
REGAL ENTERTAI-A RETA GR 2,645.7 (838.9) (63.1)
REGAL ENTERTAI-A RGC* MM 2,645.7 (838.9) (63.1)
RESOLUTE ENERGY R21 GR 588.4 (75.7) (38.2)
RESOLUTE ENERGY REN US 588.4 (75.7) (38.2)
RESOLUTE ENERGY RENEUR EU 588.4 (75.7) (38.2)
REVLON INC-A REV US 3,023.5 (614.8) 415.4
REVLON INC-A RVL1 GR 3,023.5 (614.8) 415.4
ROSETTA STONE IN RST US 194.3 (1.7) (65.7)
ROSETTA STONE IN RS8 GR 194.3 (1.7) (65.7)
ROSETTA STONE IN RS8 TH 194.3 (1.7) (65.7)
ROSETTA STONE IN RST1EUR EU 194.3 (1.7) (65.7)
RR DONNELLEY & S DLLN GR 4,284.7 (92.2) 965.8
RR DONNELLEY & S RRD US 4,284.7 (92.2) 965.8
RR DONNELLEY & S DLLN TH 4,284.7 (92.2) 965.8
RR DONNELLEY & S RRDEUR EU 4,284.7 (92.2) 965.8
RYERSON HOLDING RYI US 1,558.7 (49.3) 665.4
RYERSON HOLDING 7RY GR 1,558.7 (49.3) 665.4
RYERSON HOLDING 7RY TH 1,558.7 (49.3) 665.4
SALLY BEAUTY HOL SBH US 2,109.9 (289.0) 687.4
SALLY BEAUTY HOL S7V GR 2,109.9 (289.0) 687.4
SANCHEZ ENERGY C SN US 1,286.3 (696.1) 385.8
SANCHEZ ENERGY C SN* MM 1,286.3 (696.1) 385.8
SANCHEZ ENERGY C 13S GR 1,286.3 (696.1) 385.8
SANCHEZ ENERGY C 13S TH 1,286.3 (696.1) 385.8
SANCHEZ ENERGY C SNEUR EU 1,286.3 (696.1) 385.8
SBA COMM CORP 4SB GR 7,360.9 (1,995.9) (548.9)
SBA COMM CORP SBAC US 7,360.9 (1,995.9) (548.9)
SBA COMM CORP SBJ TH 7,360.9 (1,995.9) (548.9)
SBA COMM CORP SBACEUR EU 7,360.9 (1,995.9) (548.9)
SCIENTIFIC GAM-A TJW GR 7,087.4 (1,935.7) 424.2
SCIENTIFIC GAM-A SGMS US 7,087.4 (1,935.7) 424.2
SEARS HOLDINGS SEE GR 9,362.0 (3,824.0) 315.0
SEARS HOLDINGS SEE TH 9,362.0 (3,824.0) 315.0
SEARS HOLDINGS SHLD US 9,362.0 (3,824.0) 315.0
SEARS HOLDINGS SHLDEUR EU 9,362.0 (3,824.0) 315.0
SIGA TECH INC SIGA US 161.0 (287.4) 55.3
SILVER SPRING NE SSNI US 447.1 (31.5) 15.2
SILVER SPRING NE 9SI GR 447.1 (31.5) 15.2
SILVER SPRING NE 9SI TH 447.1 (31.5) 15.2
SILVER SPRING NE SSNIEUR EU 447.1 (31.5) 15.2
SIRIUS XM CANADA XSR CN 311.5 (125.2) (154.9)
SIRIUS XM CANADA SIICF US 311.5 (125.2) (154.9)
SIRIUS XM HOLDIN SIRI US 8,003.6 (792.0) (2,026.0)
SIRIUS XM HOLDIN RDO TH 8,003.6 (792.0) (2,026.0)
SIRIUS XM HOLDIN RDO GR 8,003.6 (792.0) (2,026.0)
SIRIUS XM HOLDIN SIRI SW 8,003.6 (792.0) (2,026.0)
SIRIUS XM HOLDIN RDO QT 8,003.6 (792.0) (2,026.0)
SIRIUS XM HOLDIN SIRIEUR EU 8,003.6 (792.0) (2,026.0)
SLATE RETAIL R-U SRT-U CN 1,114.6 (2.9) -
SLATE RETAIL R-U SRT/U CN 1,114.6 (2.9) -
SLATE RETAIL R-U SRRTF US 1,114.6 (2.9) -
SONIC CORP SONC US 571.7 (157.7) 38.2
SONIC CORP SO4 GR 571.7 (157.7) 38.2
SONIC CORP SONCEUR EU 571.7 (157.7) 38.2
STONE ENERGY COR SGY US 1,139.5 (637.3) 132.4
STONE ENERGY COR SEQ2 GR 1,139.5 (637.3) 132.4
STONE ENERGY COR SGY1EUR EU 1,139.5 (637.3) 132.4
STRAIGHT PATH-B STRP US 9.9 (14.2) (7.4)
STRAIGHT PATH-B 5I0 GR 9.9 (14.2) (7.4)
SUPERVALU INC SVU US 4,474.0 (253.0) (747.0)
SUPERVALU INC SJ1 GR 4,474.0 (253.0) (747.0)
SUPERVALU INC SJ1 TH 4,474.0 (253.0) (747.0)
SUPERVALU INC SVU* MM 4,474.0 (253.0) (747.0)
SUPERVALU INC SJ1 QT 4,474.0 (253.0) (747.0)
SYNTEL INC SYNT US 454.5 (183.1) 146.9
SYNTEL INC SYE GR 454.5 (183.1) 146.9
SYNTEL INC SYE TH 454.5 (183.1) 146.9
SYNTEL INC SYNT1EUR EU 454.5 (183.1) 146.9
SYNTEL INC SYNT* MM 454.5 (183.1) 146.9
TAILORED BRANDS TLRD US 2,097.9 (107.6) 705.8
TAILORED BRANDS WRMA GR 2,097.9 (107.6) 705.8
TAILORED BRANDS TLRD* MM 2,097.9 (107.6) 705.8
TAUBMAN CENTERS TU8 GR 4,010.9 (62.0) -
TAUBMAN CENTERS TCO US 4,010.9 (62.0) -
TEMPUR SEALY INT TPD GR 2,702.6 (4.6) 126.0
TEMPUR SEALY INT TPX US 2,702.6 (4.6) 126.0
TRANSDIGM GROUP T7D GR 10,037.1 (1,874.6) 1,536.5
TRANSDIGM GROUP TDG US 10,037.1 (1,874.6) 1,536.5
TRANSDIGM GROUP TDG SW 10,037.1 (1,874.6) 1,536.5
TRANSDIGM GROUP TDGCHF EU 10,037.1 (1,874.6) 1,536.5
TRANSDIGM GROUP T7D QT 10,037.1 (1,874.6) 1,536.5
TRANSDIGM GROUP TDGEUR EU 10,037.1 (1,874.6) 1,536.5
ULTRA PETROLEUM UPM GR 1,540.9 (2,928.2) 383.2
ULTRA PETROLEUM UPLMQ US 1,540.9 (2,928.2) 383.2
ULTRA PETROLEUM UPLEUR EU 1,540.9 (2,928.2) 383.2
UNISYS CORP USY LN 2,021.6 (1,647.4) 45.7
UNISYS CORP UISCHF EU 2,021.6 (1,647.4) 45.7
UNISYS CORP UISEUR EU 2,021.6 (1,647.4) 45.7
UNISYS CORP UIS US 2,021.6 (1,647.4) 45.7
UNISYS CORP UIS1 SW 2,021.6 (1,647.4) 45.7
UNISYS CORP USY1 TH 2,021.6 (1,647.4) 45.7
UNISYS CORP USY1 GR 2,021.6 (1,647.4) 45.7
UNITI GROUP INC UNIT US 3,318.8 (1,321.9) -
UNITI GROUP INC 8XC GR 3,318.8 (1,321.9) -
VALVOLINE INC VVV US 1,865.0 (286.0) 266.0
VALVOLINE INC 0V4 GR 1,865.0 (286.0) 266.0
VALVOLINE INC 0V4 TH 1,865.0 (286.0) 266.0
VALVOLINE INC VVVEUR EU 1,865.0 (286.0) 266.0
VALVOLINE INC 0V4 QT 1,865.0 (286.0) 266.0
VECTOR GROUP LTD VGR GR 1,404.0 (253.3) 509.3
VECTOR GROUP LTD VGR US 1,404.0 (253.3) 509.3
VECTOR GROUP LTD VGR QT 1,404.0 (253.3) 509.3
VERISIGN INC VRS TH 2,334.6 (1,200.6) 320.4
VERISIGN INC VRS GR 2,334.6 (1,200.6) 320.4
VERISIGN INC VRSN US 2,334.6 (1,200.6) 320.4
VERISIGN INC VRSNEUR EU 2,334.6 (1,200.6) 320.4
VERSUM MATER VSM US 1,087.5 (134.2) 335.0
VERSUM MATER 2V1 GR 1,087.5 (134.2) 335.0
VERSUM MATER VSMEUR EU 1,087.5 (134.2) 335.0
VERSUM MATER 2V1 TH 1,087.5 (134.2) 335.0
VERSUM MATER 2V1 QT 1,087.5 (134.2) 335.0
VIEWRAY INC VRAY US 48.8 (43.7) (1.3)
VIEWRAY INC 6L9 GR 48.8 (43.7) (1.3)
VIEWRAY INC VRAYEUR EU 48.8 (43.7) (1.3)
WEIGHT WATCHERS WTW US 1,271.0 (1,202.9) (57.2)
WEIGHT WATCHERS WW6 GR 1,271.0 (1,202.9) (57.2)
WEIGHT WATCHERS WW6 TH 1,271.0 (1,202.9) (57.2)
WEIGHT WATCHERS WTWEUR EU 1,271.0 (1,202.9) (57.2)
WEIGHT WATCHERS WW6 QT 1,271.0 (1,202.9) (57.2)
WELBILT INC WBT US 1,769.1 (43.5) (4.9)
WELBILT INC 6M6 GR 1,769.1 (43.5) (4.9)
WELBILT INC MFS1EUR EU 1,769.1 (43.5) (4.9)
WEST CORP WSTC US 3,440.8 (441.8) 199.7
WEST CORP WT2 GR 3,440.8 (441.8) 199.7
WESTMORELAND COA WLB US 1,584.9 (690.1) (1.6)
WESTMORELAND COA WME GR 1,584.9 (690.1) (1.6)
WINGSTOP INC WING US 111.8 (74.6) (5.6)
WINGSTOP INC EWG GR 111.8 (74.6) (5.6)
WINMARK CORP WINA US 48.6 (7.9) 15.4
WINMARK CORP GBZ GR 48.6 (7.9) 15.4
WORKIVA INC WK US 143.1 (3.1) (1.8)
WORKIVA INC 0WKA GR 143.1 (3.1) (1.8)
YRC WORLDWIDE IN YRCW US 1,770.0 (416.2) 218.9
YRC WORLDWIDE IN YEL1 GR 1,770.0 (416.2) 218.9
YRC WORLDWIDE IN YEL1 TH 1,770.0 (416.2) 218.9
YRC WORLDWIDE IN YRCWEUR EU 1,770.0 (416.2) 218.9
YUM! BRANDS INC YUM US 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC TGR GR 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC TGR TH 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC YUMEUR EU 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC TGR QT 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC YUMCHF EU 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC YUM SW 5,478.0 (5,656.0) 113.0
YUM! BRANDS INC YUMUSD SW 5,478.0 (5,656.0) 113.0
*********
Monday's edition of the TCR delivers a list of indicative prices
for bond issues that reportedly trade well below par. Prices are
obtained by TCR editors from a variety of outside sources during
the prior week we think are reliable. Those sources may not,
however, be complete or accurate. The Monday Bond Pricing table
is compiled on the Friday prior to publication. Prices reported
are not intended to reflect actual trades. Prices for actual
trades are probably different. Our objective is to share
information, not make markets in publicly traded securities.
Nothing in the TCR constitutes an offer or solicitation to buy or
sell any security of any kind. It is likely that some entity
affiliated with a TCR editor holds some position in the issuers
public debt and equity securities about which we report.
Each Tuesday edition of the TCR contains a list of companies with
insolvent balance sheets whose shares trade higher than $3 per
share in public markets. At first glance, this list may look like
the definitive compilation of stocks that are ideal to sell short.
Don't be fooled. Assets, for example, reported at historical cost
net of depreciation may understate the true value of a firm's
assets. A company may establish reserves on its balance sheet for
liabilities that may never materialize. The prices at which
equity securities trade in public market are determined by more
than a balance sheet solvency test.
On Thursdays, the TCR delivers a list of recently filed
Chapter 11 cases involving less than $1,000,000 in assets and
liabilities delivered to nation's bankruptcy courts. The list
includes links to freely downloadable images of these small-dollar
petitions in Acrobat PDF format.
Each Friday's edition of the TCR includes a review about a book of
interest to troubled company professionals. All titles are
available at your local bookstore or through Amazon.com. Go to
http://www.bankrupt.com/books/to order any title today.
Monthly Operating Reports are summarized in every Saturday edition
of the TCR.
The Sunday TCR delivers securitization rating news from the week
then-ending.
TCR subscribers have free access to our on-line news archive.
Point your Web browser to http://TCRresources.bankrupt.com/and use
the e-mail address to which your TCR is delivered to login.
*********
S U B S C R I P T I O N I N F O R M A T I O N
Troubled Company Reporter is a daily newsletter co-published
by Bankruptcy Creditors Service, Inc., Fairless Hills,
Pennsylvania, USA, and Beard Group, Inc., Washington, D.C., USA.
Jhonas Dampog, Marites Claro, Joy Agravante, Rousel Elaine
Tumanda, Valerie Udtuhan, Howard C. Tolentino, Carmel Paderog,
Meriam Fernandez, Joel Anthony G. Lopez, Cecil R. Villacampa,
Sheryl Joy P. Olano, Psyche A. Castillon, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2017. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
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The TCR subscription rate is $975 for 6 months delivered via
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*** End of Transmission ***