/raid1/www/Hosts/bankrupt/TCR_Public/130903.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, September 3, 2013, Vol. 17, No. 244
Headlines
38 STUDIOS: Providence Court Rules on EDC Suit
473 WEST: Case Summary & 4 Unsecured Creditors
ABERDEEN LAND: Files Amended Schedules of Assets and Liabilities
AFFINITY HEALTH: Panel Wins $210,000 Judgment v. Murray Wellner
AFFIRMATIVE INSURANCE: Terminates Master Agreement with Accenture
AGFEED INDUSTRIES: Sec. 341 Creditors' Meeting Set for Sept. 3
AGFEED INDUSTRIES: Files Schedules of Assets and Liabilities
AGFEED INDUSTRIES: Court Approves BDA as Investment Banker
AGFEED INDUSTRIES: Gets OK to Tap BMC Group as Admin. Advisor
ALVARION(R) LTD: Court OKs Continued Operations Until Sept. 15
AMERICAN AIRLINES: 40% Chance vs. Anti-Trust Suit, Says CRT
AMERICAN AIRLINES: Brazil Fines $125-Mil. Over Cargo Cartel
AMERICAN GILSONITE: S&P Lowers CCR & 2nd Lien Notes Rating to B-'
AMERICAN PATRIOT: Voluntary Chapter 11 Case Summary
AMERICAN REALTY: Withdraws Motion to Quash Subpoena
AMERICAN ROADS: Bondholders Don't Have Right to Appear
ATP OIL: Seeks OK to Use Cash Collateral Until Sept. 22
BELLE FOODS: Claims Bar Date Set for Oct. 10
BELLE FOODS: Hires Barfield Murphy as Accountant
BERNARD L. MADOFF: Employees Seek to Block Victims' Testimony
BERGENFIELD SENIOR HOUSING: Files Plan of Liquidation
BIRDSALL SERVICES: Ordered to Pay $1-Mil. in Pay-To-Play Case
BROADWAY FINANCIAL: Completes Recapitalization
CASA CASUARINA: U.S. Trustee Unable to Form Committee
CENGAGE LEARNING: Creditors Want Confirmation Delayed to December
CHINESEINVESTORS.COM INC: Incurs $1.1-Mil. Net Loss in Fiscal 2013
CHIQUITA BRANDS: S&P Revises Outlook to Stable & Affirms 'B' CCR
CITIZENS DEVELOPMENT: Wants to Borrow $100,000 to Pay Creditor
CITIZENS DEVELOPMENT: Disclosure Statement Hearing on Nov. 13
COALINGA REGIONAL: S&P Lowers Rating on 2008B COPs to 'B-'
COMARCO INC: Lenovo to Quit Selling Comarco's Power Adapter
CONTRACTOR TECHNOLOGY: Texas Justices Pan $1MM Porter Hedges Suit
CORNERSTONE HOME: Sec. 341 Meeting Adjourned to Sept. 4
CORNERSTONE HOME: Nov. 27 Claims Bar Date Set
CORNERSTONE HOME: Committee Seeks to Hire LeClairRyan as Counsel
CRC1331 BCD: Case Summary & 4 Unsecured Creditors
CROCKETT STREET: Wins Confirmation of Bankruptcy-Exit Plan
D & L ENERGY: Plan Filing Period Extended Until Nov. 12
D & L ENERGY: Asks Court's OK to Expand SS&G's Employment
DESIGNLINE CORP: Creditors Want Case Transferred to Charlotte, NC
DESIGNLINE CORP: Taps Rust Consulting as Claims Agent
DESIGNLINE CORP: U.S. Trustee Appoints 5-Member Creditors Panel
DESTINY CHURCH: Voluntary Chapter 11 Case Summary
DETROIT, MI: Five Legal Experts Compose Initial Mediation Team
DETROIT, MI: Nine Members Appointed to Retirees' Committee
DETROIT, MI: Dentons Representing Retirees in Chapter 9 Case
DIALOGIC INC: Offering 1.7 Million Common Shares Under Plans
DIGITAL COMMUNITY: Cable Contract Not Part of Bankruptcy Estate
DYNEGY INC: Bankruptcy Judge OKs $3.5MM Plant Sale to Helios
DYNEGY INC: Operating Companies Near Bankruptcy Exit
EL FARMER: PR Asset Allows Use of Cash Collateral Until Sept. 30
EL FARMER: Lender Wants Until Oct. 15 to Elect Claim Treatment
EMMONS-SHEEPSHEAD: Denies Motion to Vacate Order Confirming Plan
FAIRMONT GENERAL: To File for Chapter 11 Bankruptcy on Sept. 3
FIRST PHILADELPHIA: Court Extends Plan Filing Deadline to Nov. 21
FNC PROPERTIES: Voluntary Chapter 11 Case Summary
FOUR OAKS: Director Resigns to Focus on Political Campaign
GLOBAL GEOPHYSICAL: S&P Lowers Corporate Credit Rating to 'CCC+'
GLOBALSTAR INC: GARA with Thermo Funding Takes Effect
GLW EQUIPMENT: Section 341(a) Meeting Set on Sept. 30
GMX RESOURCES: Committee Opposes Using Sale as Foreclosure
HARTFORD & SONS: Case Summary & 20 Largest Unsecured Creditors
HERCULES OFFSHORE: Updates Information on 2012 10-K and Q1 10-Q
HOLT DEVELOPMENT: Court OKs Gullett Sanford as Attorneys
HOVNANIAN ENTERPRISES: Amends $481 Million Securities Prospectus
HOWREY LLP: Settles With McDermott Will & Emery, Ex-Partner
ICEWEB INC: Sand Hill Converts Remaining Debenture to Equity
IGPS COMPANY: Files Plan Based on Settlement With Creditors
INSPIRATION BIOPHARMACEUTICALS: Sells IP This Month
ISC8 INC: Clarifies Report on Term Financing and Warrants
JDS VENTURES: Case Summary & 2 Unsecured Creditors
JEDD LLC: Wants Case Dismissed, Says It Can't Be Rehabilitated
JOURNAL REGISTER: Sets Oct. 8 Plan Confirmation Hearing
KEYUAN PETROCHEMICALS: Amends 2012 Form 10-K to Revise Disclosures
LAKELAND INDUSTRIES: Amends 1.1 Million Shares Resale prospectus
LANDAUER HEALTHCARE: Creditors Want Delay in Procedures Hearing
LCI HOLDING: Wants Exclusive Periods Extended Until Next Year
LEARNING GATE: S&P Lowers Rating on $7.5MM Revenue Bonds to 'BB'
LEHMAN BROTHERS: Giants Want to Grill Ex-Workers in Stadium Row
LIGHTSQUARED INC: Files Chapter 11 Plan of Reorganization
LOCATION BASED TECHNOLOGIES: Annual Meeting Moved to Sept. 16
METROGAS SA: Incurs ARS48.9-Mil. Net Loss in Second Quarter
MGM RESORTS: Amends Bylaws to Add Exclusive Forum Regulation
MILLER PARKING: Court Rules on Discovery Bid in CH Holding Suit
MOORE FREIGHT: Plan Disclosures Facing Objections
MOTORSCIENCE INC: Reaches $3.6MM Air Pollution Deal
NNN 1600: Voluntary Chapter 11 Case Summary
OAKLAND PARK: Voluntary Chapter 11 Case Summary
ORCHARD SUPPLY: Fee Auditor Appointed
OPTIMUMBANK HOLDINGS: Gets Noncompliance Letter From Nasdaq
ORECK CORP: Sept. 13 Bar Date for Filing 503(b)(9) Claims Set
ORECK CORP: Can Employ Crone Hawxhurst as Special Counsel
ORECK CORP: Lease Decision Period Extended Until December 2
PENSACOLA BEACH: American Fidelity Objects to Plan Disclosures
PENSACOLA BEACH: Court Sets Sept. 26 Disclosure Statement Hearing
PGA FLYOVER: BBX Asks Court to Enforce Settlement Agreement
PGA FLYOVER: Michael Goldberg Selected as Mediator
PHARMACEUTICAL RESEARCH: Moody's Keeps 'B2' CFR; Outlook Negative
PRIME PROPERTIES NY: Sept. 23 Set as Claims Bar Date
PRIME PROPERTIES NY: Can Employ Kera & Graubard as Counsel
RADIATION THERAPY: S&P Lowers CCR to 'B-'; Outlook Stable
RADIO SYSTEMS: S&P Raises CCR to 'B' on Improved Operating Results
RAMS ASSOCIATES: Hires Hutchins Meyer as Accountants
RESIDENTIAL CAPITAL: Gets A Leg Up in Bondholder Interest Fight
RESIDENTIAL CAPITAL: Attacks Challenge to Discovery Rules
REUTAX AG: U.S. Court Issues TRO, Ch. 15 Hearing on Sept. 4
REVSTONE INDUSTRIES: Metavation Gets Green Light for $25MM Deal
RHYTHM & HUES: Has Until Sept. 6 to File Chapter 11 Plan
RICHMOND VALLEY: Files Amended List of Top Unsecured Creditors
ROTECH HEALTHCARE: Plan Confirmed After Equity Panel Disbanded
ROTECH HEALTHCARE: Cole Schotz Approved as Counsel for BOD Panel
RURAL/METRO: Wins Approval for Donlin Recano as Claims Agent
RURAL/METRO: Schedules and Statements Due Oct. 3
RURAL/METRO: Committee Opposes Quick Plan Timeframe in RSA
RURAL/METRO: Has Green Light to Hire Lazard as Investment Banker
SAVITABEN INC.: Voluntary Chapter 11 Case Summary
SCICOM DATA SERVICES: Sept. 26 Hearing on Private Sale
SCICOM DATA SERVICES: Seeks Approval to Hire Bankruptcy Advisors
SEMGROUP ENERGY: Okla. Judge Reverses Ruling in Employee Suit
SHILO INN: Asks Court to Overrule CBT's Opposition to Extension
SIMON WORLDWIDE: Further Amends Report on Three Lions LLC Pact
SNOKIST GROWERS: Wins Approval of Liquidation Plan
SOLAR POWER: CEO Stephen Kircher Quits
SOTERA DEFENSE: Moody's Downgrades CFR to Caa2; Outlook Negative
SOUTHERN FILM: Wins Interim Approval to Use Cash Collateral
SOUTHERN FILM: Files Schedules of Assets and Liabilities
SOUTHERN FILM: Seeks Nod to Hire Ivey McClellan as Counsel
SOUTHERN MONTANA: Harper Hofer Increases Hourly Rates
SPENDSMART PAYMENTS: To Restate Previously Filed Interim Reports
SPRAJ PROPERTIES: Voluntary Chapter 11 Case Summary
STELERA WIRELESS: Hires Falkenberg Capital as Broker
STELERA WIRELESS: U.S. Trustee Appoints 3-Member Creditors Panel
STELLAR BIOTECHNOLOGIES: Plans to Sell $12 Million Units
STONECREST HOSPITALITY: Case Summary & 5 Unsec. Creditors
THELEN LLP: Trustee Fires 6 More Clawback Suits at Ex-Partners
THERAPEUTICSMD INC: Stockholders Elect Nine Directors
THQ INC: Suspending Filing of Reports with SEC
UNITEK GLOBAL: Ernst & Young Won't Seek Re-Appointment
USMART MOBILE: Philip Lo Replaces Kun Lee as CFO
VELATEL GLOBAL: Amends Second Quarter Form 10-Q
VERTIS HOLDINGS: Has Until Nov. 4 to File Plan
WATERFRONT OFFICE: Can Continue to Use Cash Collateral
WAVE HOUSE: City of San Diego Withdraws Motion to Dismiss Case
WILLIAMS SEAFOOD: Case Summary & Unsecured Creditor
WILTON BRANDS: Weak Performance Cues Moody's to Cut CFR to Caa1
WINDSTREAM CORP: Moody's Affirms 'Ba3' CFR; Outlook Stable
YOSHI'S SF: Hearing on FDC Dismissal Motion Continued to Oct. 9
YSC INC: Case Summary & 20 Largest Unsecured Creditors
* Large Companies With Insolvent Balance Sheets
*********
38 STUDIOS: Providence Court Rules on EDC Suit
----------------------------------------------
A superior court judge in Providence, Rhode Island, ruled on the
extent the Economic Development Corporation may recover from its
lawsuit against Wells Fargo Securities LLC and various entities
over the collapse of 38 Studios LLC.
The EDC alleges in its Complaint that it lost the $75 million that
it loaned to 38 Studios. The Defendants assert that the 38
Studios transaction did not cause the EDC to lose $75 million.
In an August 28, 2013 Decision available at http://is.gd/FLCNLF
from Leagle.com, the Court dismissed some counts as to some
Defendants and found that the EDC cannot recover for some of its
alleged damages. Regarding the arguments against damages, the EDC
cannot recover for (1) a $75 million loss from the Defendants
because it did not lose $75 million in the transaction; (2) damage
to its reduced ability to issue bonds because the Jobs Creation
Guaranty Program no longer exists; and (3) a possible future
obligation for bond-service payments because it is not ripe for
review. The EDC may recover for (1) its liability for the General
Assembly's appropriation of funds; (2) injury to its reputation
and credit; and (3) the fees and salaries paid to the Defendants.
The case is, RHODE ISLAND ECONOMIC DEVELOPMENT CORPORATION v.
WELLS FARGO SECURITIES, LLC; BARCLAYS CAPITAL, INC.; FIRST
SOUTHWEST COMPANY; STARR INDEMNITY AND LIABILITY COMPANY; CURT
SCHILLING; THOMAS ZACCAGNINO; RICHARD WESTER; JENNIFER MACLEAN;
ROBERT I. STOLZMAN; ADLER POLLOCK & SHEEHAN, P.C.; MOSES AFONSO
RYAN LTD.; ANTONIO AFONSO, JR.; KEITH STOKES; and J. MICHAEL SAUL,
C.A. No. PB-12-5616 (R.I. Super. Ct.).
38 Studios LLC, a video-game developer founded by former Boston
Red Sox pitcher Curt Schilling, filed for liquidation on June 8,
2012, without attempting to reorganize. Although based in
Providence, Rhode Island, the company filed the Chapter 7 petition
in Delaware (Case No. 12-11743).
473 WEST: Case Summary & 4 Unsecured Creditors
----------------------------------------------
Debtor: 473 West End Realty Corp.
P.O. Box 2110
Monroe, NY 10949
Bankruptcy Case No.: 13-36955
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of New York (Poughkeepsie)
Judge: Cecelia G. Morris
Debtor's Counsel: Thomas Genova, Esq.
GENOVA & MALIN, ATTORNEYS
Hampton Business Center
1136 Route 9
Wappingers Falls, NY 12590-4332
Tel: (845) 298-1600
Fax: (845) 298-1265
E-mail: genmallaw@optonline.net
Scheduled Assets: $1,935,775
Scheduled Liabilities: $9,054,500
A copy of the Company's list of its four unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/nysb13-36955.pdf
The petition was signed by Steven M. Sherman, president.
ABERDEEN LAND: Files Amended Schedules of Assets and Liabilities
----------------------------------------------------------------
Aberdeen Land II, LLC, filed with the Bankruptcy Court for the
Middle District of Florida its amended schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $41,027,052
B. Personal Property $138,809
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $29,955,995
E. Creditors Holding
Unsecured Priority
Claims $343,515
F. Creditors Holding
Unsecured Non-priority
Claims $890,192
----------- -----------
TOTAL $41,165,861 $31,189,704
About Aberdeen Land II
Aberdeen Land II, LLC, doing business as Aberdeen, owns
a 1,316-acre master- planned community near Jacksonville, Florida.
The project is designed for 1,623 single-family homes and 395
multi-family units. More than 1,000 units have been sold, leaving
Aberdeen with 856 undeveloped lots and 28.1 acres zoned for
commercial or residential use.
Aberdeen filed a Chapter 11 petition (Bankr. M.D. Fla. Case No.
13-04103) on July 1, 2013, in Jacksonville, Florida. The Debtor
has tapped Genovese Joblove & Battista, P.A., as counsel, Kapila &
Company as accountant, Kellerhals Ferguson Fletcher Kroblin, PLLC,
as special counsel, and Fishkind & Associates as expert
consultants.
Aberdeen owes $24 million in bonds that financed the project and
more than $20 million to secured lenders with mortgages on the
property.
AFFINITY HEALTH: Panel Wins $210,000 Judgment v. Murray Wellner
---------------------------------------------------------------
The bankruptcy estate of Affinity Health Care Management, Inc.,
Health Care Investors, Inc., Health Care Alliance, Inc., Health
Care Assurance, LLC, and Health Care Reliance, LLC, is slated to
receive $210,000 for additional distribution to creditors after
the official committee of unsecured creditors appointed in the
case won judgment against Murray Wellner, M.D.
The Committee had sued Wellner and Massachusetts Mutual Life
Insurance Company a/k/a Mass Mutual and a/k/a Mass Mutual
Financial Group to avoid alleged fraudulent and preferential
transfers from one or more of the Debtors.
Pursuant to the Debtors' Fourth Amended Joint Plan of
Reorganization, the Committee has been authorized to file and
prosecute avoidance action.
Connecticut Bankruptcy Judge Albert S. Dabrowski said judgment in
favor of the Plaintiffs against the Defendant requiring the
Defendant to pay to the Plaintiffs the sum of $210,000, plus
interest from October 13, 2010 to date of judgment at the Court's
specified annual rate.
The case is, OFFICIAL COMMITTEE OF UNSECURED CREDITORS OF AFFINITY
HEALTH CARE MANAGEMENT, INC., HEALTH CARE INVESTORS, INC., HEALTH
CARE ALLIANCE, INC., HEALTH CARE ASSURANCE, LLC., AND HEALTH CARE
RELIANCE, LLC., PLAINTIFFS, v. MURRAY WELLNER, M.D., and
MASSACHUSETTS MUTUAL LIFE INSURANCE COMPANY (MASS MUTUAL), a/k/a
MASS MUTUAL FINANCIAL GROUP, DEFENDANTS, Adv. Proc. No. 10-02187
(Bankr. D. Conn.). A copy of the Court's Aug. 27, 2013 Memorandum
of Decision is available at http://is.gd/7SDbXdfrom Leagle.com.
The Committee is represented by:
Mark I. Fishman, Esq.
Lucas Bennett Rocklin, Esq.
NEUBERT, PEPE & MONTEITH, P.C.
195 Church St. 13th Floor
New Haven, CT 06510-2009
Tel: (203) 821-2000
Fax: (203) 821-2009
E-mail: MFishman@npmlaw.com
LRocklin@npmlaw.com
Murray Wellner, M.D., is represented by:
Jeffrey Hellman, Esq.
LAW OFFICES OF JEFFREY HELLMAN, LLC
New Haven, CT 06510
E-mail: jeff@jeffhellmanlaw.com
Massachusetts Mutual Life Insurance Company (Mass Mutual), a/k/a
Mass Mutual and a/k/a Mass Mutual Financial Group, is represented
by:
John J. O'Neil, Jr., Esq.
FRANCIS, O'NEIL & DEL PIANO, LLC
255 Main St # 5
Hartford, CT 06106
Tel: 860-527-3271
- and -
Joshua W. Cohen, Esq.
DAY PITNEY, LLP
One Audubon Street
New Haven, CT 06511
Tel: (203) 752-5008
Fax: (203) 399-5854
E-mail: jwcohen@daypitney.com
New York-based Affinity Health Care Management, Inc. --
http://www.affinityhealth.org/-- operates a hospital. The
company and its affiliates filed for Chapter 11 protection on Oct.
14, 2008 (Bankr. S. D. N.Y. Case No. 08-14018). Gary B. Sachs,
Esq., at Hofheimer Gartlier & Gross, LLP, assists the Debtors in
their restructuring efforts. Affinity Health listed assets of
$1 million to $10 million and debts of $1 million to $10 million.
AFFIRMATIVE INSURANCE: Terminates Master Agreement with Accenture
-----------------------------------------------------------------
Affirmative Insurance Holdings, Inc., and Accenture LLP have
amended their Master Agreement to terminate the Master Agreement
effective Dec. 31, 2013. Prior to execution of the Amended
Agreement, the Master Agreement was scheduled to expire in October
2016.
On Oct. 16, 2006, the Company entered into a 10-year Master
Services Agreement with Accenture pursuant to which the Company
agreed to outsource substantially all of its information
technology operations to Accenture.
The Amended Agreement provides for a payment schedule extending
through June 2014 to settle: (a) an outstanding balance due
Accenture of $0.9 million; (b) actual and estimated fees to
provide termination assistance services through Dec. 31, 2013, of
$0.4 million; and (c) a negotiated early termination fee of $1.85
million. The Company has paid $0.5 million in fees for June and
July 2013, and will pay $0.25 million per month through May 2014.
The final balance may vary due to actual fees for termination
assistance services, and will be due Accenture in June 2014.
On Oct. 16, 2012, the Company had already assumed in-house
responsibility for managing substantially all of its IT
operations, including its data center and applications management.
After accounting for the Company's added costs to bring all
remaining IT services in-house, the Company expects the Amended
Agreement to yield further savings of approximately $2.8 million
per year, or $9.6 million through October 2016, when the Master
Agreement otherwise would have expired.
About Affirmative Insurance
Addison, Tex.-based Affirmative Insurance Holdings, Inc., is a
distributor and producer of non-standard personal automobile
insurance policies for individual consumers in targeted geographic
markets. Non-standard personal automobile insurance policies
provide coverage to drivers who find it difficult to obtain
insurance from standard automobile insurance companies due to
their lack of prior insurance, age, driving record, limited
financial resources or other factors. Non-standard personal
automobile insurance policies generally require higher premiums
than standard automobile insurance policies for comparable
coverage.
For the six months ended June 30, 2013, the Company reported a net
loss of $4.76 million on $136.59 million of total revenues, as
compared with a net loss of $14.17 million on $103.21 million of
total revenues for the same period during the prior year.
AGFEED INDUSTRIES: Sec. 341 Creditors' Meeting Set for Sept. 3
--------------------------------------------------------------
The U.S. Trustee for Region 3 will convene a meeting of creditors
pursuant to 11 U.S.C. 341(a) in the Chapter 11 cases of AgFeed
Industries et al., on Sept. 3, 2013, at 9:00 a.m. The meeting
will be held at J. Caleb Boggs Federal Building, 844 King St.,
Room 5209, Wilmington, Delaware.
AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production. In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity. AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China. China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork. Hog production in China currently enjoys income tax free
status.
AgFeed Industries, Inc., and its affiliates filed voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 13-11761) on July 15, 2013, with a deal to sell most of
its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79
million, absent higher and better offers. The Debtors estimated
assets of at least $100 million and debts of at least $50 million.
Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case. Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors
Inc. acts as the Debtors' financial advisor. The Debtors' claims
and noticing agent is BMC Group, Inc.
AGFEED INDUSTRIES: Files Schedules of Assets and Liabilities
------------------------------------------------------------
Agfeed USA LLC filed with the U.S. Bankruptcy Court for the
District of Delaware its schedules of assets and liabilities,
disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property
B. Personal Property $4,362,869.15
C. Property Claimed as
Exempt
D. Creditors Holding 67,853,703.91
Secured Claims UNKNOWN
E. Creditors Holding
Unsecured Priority 6,564.15
Claims UNKNOWN
F. Creditors Holding
Unsecured Non-priority 5,237,060.32
Claims UNKNOWN
----------- -----------
TOTAL $4,362,869.15 $73,097,328.38
PLUS UNKNOWN
About Agfeed Industries
AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production. In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity. AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China. China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork. Hog production in China currently enjoys income tax free
status.
AgFeed Industries, Inc., and its affiliates filed voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 13-11761) on July 15, 2013, with a deal to sell most of
its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79
million, absent higher and better offers. The Debtors estimated
assets of at least $100 million and debts of at least $50 million.
Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case. Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors
Inc. acts as the Debtors' financial advisor. The Debtors' claims
and noticing agent is BMC Group, Inc.
AGFEED INDUSTRIES: Court Approves BDA as Investment Banker
---------------------------------------------------------
AgFeed USA, LLC, et al., obtained authority from the U.S.
Bankruptcy Court for the District of Delaware to employ BDA
Advisors, Inc., and its parent company Business Development Asia
(HK) Ltd., as their investment banker, effective as of the
Petition Date.
The Court ruled that in the event that AgFeed Industries, Inc.
files for voluntary relief under the Bankruptcy Code, during the
pendency of the Debtors' Chapter 11 cases, BDA will waive its
claim against AgFeed BVI as the result of AgFeed BVI's assumption
of the liability for the outstanding amounts due under the AgFeed
Industries Agreement, and to the extent BDA received any payments
on account of the Industries Claim, BDA will either (i) return the
payment of AgFeed BIV or (ii) credit the amount of the payment
against BDA's postpetition compensation earned pursuant to the
AgFeed Industries Agreement.
The Court further approved the indemnification provisions of the
parties' Engagement Agreements.
About Agfeed Industries
AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production. In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity. AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China. China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork. Hog production in China currently enjoys income tax free
status.
AgFeed Industries, Inc., and its affiliates filed voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 13-11761) on July 15, 2013, with a deal to sell most of
its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79
million, absent higher and better offers. The Debtors estimated
assets of at least $100 million and debts of at least $50 million.
Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case. Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors
Inc. acts as the Debtors' financial advisor. The Debtors' claims
and noticing agent is BMC Group, Inc.
AGFEED INDUSTRIES: Gets OK to Tap BMC Group as Admin. Advisor
-------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware authorized
AgFeed USA, LLC, et al., to employ BMC Group, Inc., as their
administrative advisor, nunc pro tunc to the Petition Date.
About Agfeed Industries
AgFeed Industries, formerly known as M2 P2, LLC, is an
international agribusiness with operations in the U.S. and China.
AgFeed has two business lines: animal nutrition in premix,
concentrates and complete feeds and hog production. In the U.S.,
AgFeed's hog production unit, M2P2, is a market leader in setting
new standards for production efficiency and productivity. AgFeed
believes the transfer of these processes, procedures and
techniques will allow its new Western-style Chinese hog production
units to set new standards for production in China. China is the
world's largest pork market consuming 50 percent of global
production and over 62 percent of total protein consumed in China
is pork. Hog production in China currently enjoys income tax free
status.
AgFeed Industries, Inc., and its affiliates filed voluntary
petitions under Chapter 11 of the Bankruptcy Code (Bankr. D. Del.
Case No. 13-11761) on July 15, 2013, with a deal to sell most of
its subsidiaries to The Maschhoffs, LLC, for cash proceeds of $79
million, absent higher and better offers. The Debtors estimated
assets of at least $100 million and debts of at least $50 million.
Keith A. Maib signed the petition as chief restructuring officer.
Hon. Brendan Linehan Shannon presides over the case. Donald J.
Bowman, Jr., and Robert S. Brady, Esq., at Young, Conaway,
Stargatt & Taylor, serve as the Debtors' counsel. BDA Advisors
Inc. acts as the Debtors' financial advisor. The Debtors' claims
and noticing agent is BMC Group, Inc.
ALVARION(R) LTD: Court OKs Continued Operations Until Sept. 15
--------------------------------------------------------------
Alvarion(R) Ltd. disclosed that a court in Tel Aviv, Israel,
granted two motions submitted by Mr. Yoav Kfir, the court-
appointed receiver, as follows:
1. Motion to continue the process of appeal to Nasdaq for
continued listing of the Company's shares, and for that
purpose incur additional expenses and make payments to
advisors.
2. Motion to extend the ongoing operation of the Company,
through September 15, 2013.
This extension will allow for the orderly completion of the sale
of the Company to Valley Telecom (subject to the Court's
approval), and will give Valley Telecom time to assume the
management and financing of the Company's operations commencing on
September 15, 2013.
About Alvarion
With headquarters in Tel Aviv, Israel, Alvarion Ltd. provides
optimized wireless broadband solutions addressing the
connectivity, coverage and capacity challenges of telecom
operators, smart cities, security, and enterprise customers.
The Company reported a net loss of $55.9 million on $49.9 million
of revenue in 2012, compared with a net loss of $33.8 million on
$69.5 million of revenue in 2011.
In July 2013, Alvarion said it has agreed to the appointment of a
receiver and won't contest an attempt by Silicon Valley Bank to
secure a winding up order from theDistrict Court of Tel-Aviv -
Yaffo.
Mr. Yoav Kfir, CPA, has been named as the company's receiver.
The District Court of Tel Aviv -- Yaffo's on July 21, 2013,
approved an operating plan to allow the normal business operation
of the company.
AMERICAN AIRLINES: 40% Chance vs. Anti-Trust Suit, Says CRT
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reported that Kevin Starke, a managing director from CRT Capital
Group LLC, believes AMR Corp., the parent of American Airlines
Inc., at best has a 40 percent chance of defeating the U.S.
Justice Department and merging with US Airways Group Inc.
The report related that Mr. Starke, in a presentation for clients,
said most of his distressed-investing customers are "more
pessimistic" than he about an AMR victory in the government's
antitrust suit filed in August to bar the merger.
The district judge in Washington who will try the antitrust case
conducted a conference Friday to decide whether the trial begins
in November, at AMR's request, or is delayed until March, when the
government says it can be trial-ready.
Possibly giving AMR ammunition for an early trial, the airline
said that the antitrust suit stalled talks to purchase larger
regional jets. The Bloomberg report said that if AMR goes to the
mat and loses at trial in March, Mr. Starke estimates that a
stand-alone plan won't come to court for approval until a year
from now, meaning AMR wouldn't exit bankruptcy until September
2014. If the trial takes place in November and AMR loses, the
airline could emerge from bankruptcy by May with a revamped plan
as a stand-alone airline, in Mr. Starke's judgment. AMR could
appeal if it loses at trial. In that case, some creditors eager
for payout "might bail out," Mr. Starke said, forcing AMR to
abandon a merger plan.
The airlines intend to merge by implementing AMR's Chapter 11
reorganization plan. The bankruptcy judge held a confirmation
hearing in August and will decide whether to approve the plan
despite the outstanding antitrust suit.
At a hearing Aug. 29, the bankruptcy judge said the arguments for
confirming the plan now were "fairly persuasive." The judge said
he still needs more time to consider the issue.
Brent Kendall, writing for The Wall Street Journal, reported U.S.
District Judge Colleen Kollar-Kotelly on Friday set a Nov. 25
trial date for the Justice Department's antitrust lawsuit.
The antitrust suit is U.S. v. US Airways Group Inc., 13-cv-01236,
U.S. District Court, District of Columbia (Washington).
About American Airlines
AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements. AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.
Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel. Rothschild
Inc., is the financial advisor. Garden City Group Inc. is the
claims and notice agent.
Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.
The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.
AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion. The deal is
subject to clearance by U.S. and foreign regulators and by the
bankruptcy judge overseeing AMR's bankruptcy case.
In April 2013, AMR filed a Chapter 11 plan of reorganization that
will carry out the merger. By distributing stock in the merged
airlines, the plan is designed to pay all creditors in full, with
interest.
Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
AMERICAN AIRLINES: Brazil Fines $125-Mil. Over Cargo Cartel
-----------------------------------------------------------
Law360 reported that Brazil's antitrust regulator on Aug. 28 fined
four airlines, including bankrupt American Airlines Inc., 293
million Brazilian reals ($125 million) for fixing air cargo fuel
prices in the country.
American, ABSA Aerolinhas Brasileiras SA, Varig Logistica SA and
Alitalia Linee Aeree Italiane SpA, plus seven individuals, were
penalized for cartel activity between 2003 and 2005, according to
the Brazilian Administrative Council for Economic Defense, known
as CADE, the report said.
The airlines exchanged information to coordinate and implement an
air cargo fuel charge and colluded to set the final price, the
report related.
About American Airlines
AMR Corp. and its subsidiaries including American Airlines, the
third largest airline in the United States, filed for bankruptcy
protection (Bankr. S.D.N.Y. Lead Case No. 11-15463) in Manhattan
on Nov. 29, 2011, after failing to secure cost-cutting labor
agreements. AMR, previously the world's largest airline prior to
mergers by other airlines, is the last of the so-called U.S.
legacy airlines to seek court protection from creditors.
Weil, Gotshal & Manges LLP serves as bankruptcy counsel to the
Debtors. Paul Hastings LLP and Debevoise & Plimpton LLP Groom Law
Group, Chartered, are on board as special counsel. Rothschild
Inc., is the financial advisor. Garden City Group Inc. is the
claims and notice agent.
Jack Butler, Esq., John Lyons, Esq., Felecia Perlman, Esq., and
Jay Goffman, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP
serve as counsel to the Official Committee of Unsecured Creditors
in AMR's chapter 11 proceedings. Togut, Segal & Segal LLP is the
co-counsel for conflicts and other matters; Moelis & Company LLC
is the investment banker, and Mesirow Financial Consulting, LLC,
is the financial advisor.
The Retiree Committee is represented by Jenner & Block LLP's
Catherine L. Steege, Esq., Charles B. Sklarsky, Esq., and Marc B.
Hankin, Esq.
AMR and US Airways Group, Inc., on Feb. 14, 2013, announced a
definitive merger agreement under which the companies will combine
to create a premier global carrier, which will have an implied
combined equity value of approximately $11 billion. The deal is
subject to clearance by U.S. and foreign regulators and by the
bankruptcy judge overseeing AMR's bankruptcy case.
In April 2013, AMR filed a Chapter 11 plan of reorganization that
will carry out the merger. By distributing stock in the merged
airlines, the plan is designed to pay all creditors in full, with
interest.
Bankruptcy Creditors' Service, Inc., publishes AMERICAN AIRLINES
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by AMR Corp. and its affiliates.
(http://bankrupt.com/newsstand/or 215/945-7000)
AMERICAN GILSONITE: S&P Lowers CCR & 2nd Lien Notes Rating to B-'
-----------------------------------------------------------------
Standard & Poor's Corporate Ratings Services said that it lowered
its corporate credit rating on Bonanza, Utah-based American
Gilsonite Co. to 'B-' from 'B'. The rating outlook is stable.
S&P also lowered the rating on the company's $270 million second-
lien notes to 'B-' from 'B'. The recovery rating on the notes
remains '4', indicating S&P's expectation for average (30% to 50%)
recovery in the event of payment default.
The downgrade reflects S&P's expectation that operating conditions
for American Gilsonite will remain difficult for the next 12
months due to slower-than-expected demand in its key oil and gas
end market. Volumes sold in the oil and gas market, which
represented about 75% of total tonnage as of Dec. 31, 2012, were
about 32% lower in the first half of 2013 compared with the first
half of 2012, due to lower rig counts as well as destocking at
major customers. As a result, although prices have remained
fairly constant, volumes, revenue, and EBITDA have fallen year-
over-year. S&P estimates that leverage was between 6x and 6.5x as
of June 30, 2013, higher than the 4x to 4.5x we expect for the
rating.
"The stable rating outlook reflects our view that American
Gilsonite's liquidity should remain adequate due to relatively low
capital expenditures and working capital needs, as well as our
view that the company should maintain full availability on its
$25 million revolving credit facility" said Standard & Poor's
credit analyst Megan Johnston.
S&P expects leverage of between 6x and 6.5x and FFO to debt of
less than 10% in 2013 and 2014. S&P considers these measures to
be in line with the 'B' rating and highly leveraged financial risk
profile.
S&P could lower the ratings if it no longer deemed liquidity to be
adequate. This could occur if demand weakened further, causing
the company to burn cash and possibly draw on its revolving credit
facility. A negative rating action could also occur if the
company continued to increase leverage for shareholder-friendly
actions, such as additional dividends.
An upgrade is unlikely given the company's private equity
ownership and its control of the company.
AMERICAN PATRIOT: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: American Patriot Gold, LLC
fka He-Man, LLC
10375 Richmond Street, Suite 2100
Houston, TX 77042
Bankruptcy Case No.: 13-35334
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of Texas (Houston)
Judge: Karen K. Brown
Debtor's Counsel: Reese W. Baker, Esq.
BAKER & ASSOCIATES, LLP
5151 Katy Freeway, Suite 200
Houston, TX 77007
Tel: (713) 869-9200
Fax: (713) 869-9100
E-mail: courtdocs@bakerassociates.net
Total Assets: $25,950,000
Total Liabilities: $11,642,786
The Company did not file a list of creditors together with its
petition.
The petition was signed by Rocky V. Emery, manager.
AMERICAN REALTY: Withdraws Motion to Quash Subpoena
---------------------------------------------------
American Realty Trust, Inc., withdrew its request to quash
subpoena and notice of deposition of Gene Phillips filed on
July 15, 2013.
As reported by the TCR on July 19, 2013, the Debtor and an
associated entity, ART Midwest, Inc., sued David M. Clapper,
Atlantic Midwest, LLC, and Atlantic XIII, LLC, for fraud and
declaratory relief stemming from the termination of a business
deal among the parties.
On Oct. 30, 2012, the Atlantic Parties filed their motion to
dismiss the Chapter 11 case of the Debtor as a bad faith filing or
for improper venue. The Atlantic Parties allege that the Debtor
engaged in a number of fraudulent transfers involving several
related entities.
The Atlantic Parties served a deposition subpoena on May 20, 2013,
upon Gene Phillips and served a Notice of Deposition of Gene
Phillips. The Subpoena commands Mr. Phillips to attend a
deposition in the Debtor's case.
About American Realty Trust
Dallas, Texas-based American Realty Trust, Inc., is a subsidiary
of the real estate giant American Realty Investors Inc. Coping
with a $73 million legal judgment from an apartment purchase that
collapsed more than a decade ago, American Realty Trust, Inc.,
filed for Chapter 11 protection (Bankr. D. Nev. Case No. 12-10883)
in Las Vegas on Jan. 26, 2012. The case was later dismissed on
Aug. 1, 2012, by Judge Mike K. Nakagawa.
Creditors David M. Clapper, Atlantic XIII, LLC, and Atlantic
Midwest, LLC -- Clapper Parties -- sought the dismissal, citing,
among other things, the Debtor has been stripped off of its assets
prepetition and its ownership structure changed 10 days before the
bankruptcy filing in an admitted effort to avoid disclosures to
the Securities and Exchange Commission.
American Realty Trust then filed for Chapter 11 protection (Bankr.
N.D. Ga. Case No. 12-71453) on Aug. 29, 2012, with Bankruptcy
Judge Barbara Ellis-Monro presiding over the case. The case was
later transferred from Atlanta to Dallas (Bankr. N.D. Tex. Case
No. 13-30891) effective Feb. 22, 2013, at the behest of the
Clapper Parties. The Clapper Parties, who won a $72 million
judgment against the Debtor, again has sought to move the case to
Forth Worth and reassign the case to Judge Russell Nelms on
grounds that Judge Nelms has experience with the parties and the
issues raised in the dismissal motion filed by the Atlantic
Parties.
The Debtor has scheduled assets totaling $79,954,551, comprised
of (i) real property valued at $87,884; (ii) equity interests in
affiliated entities of an unknown value; and (iii) litigation
claims valued at $79,866,667. The Debtor has scheduled
liabilities totaling $85,347,587.95, comprised of: (i) $10,437.73
in unsecured priority tax claims; and (ii) unsecured non-priority
claims of $85,336,886.61 (of which at least $77,164,701.14 are
contested litigation claims against the Debtor).
The Bankruptcy Court authorized the Debtor to employ Gerrit M.
Pronske, Esq., and Pronske & Patel, P.C. as counsel.
AMERICAN ROADS: Bondholders Don't Have Right to Appear
------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the American Roads LLC prepackaged Chapter 11 plan
stands unopposed because the bankruptcy judge ruled that an ad hoc
group of bondholders doesn't have the right to appear and be
heard.
The owner of the mile-long Detroit Windsor Tunnel began a
prepackaged Chapter 11 reorganization on July 25 in New York
proposing to extinguish $496 million in bonds without giving
anything to the holders. The plan would give sole ownership to
Syncora Guarantee Inc. in exchange for debt. Syncora became a
creditor by guaranteeing $334 million in swap liability.
The report relates that U.S. Bankruptcy Judge Burton R. Lifland
handed down an opinion on Aug. 28 in which he characterized
American Roads as having an "insured unitranche" where all secured
creditors' claims were "secured by the same lien, through the same
trustee and collateral agent." In return for the Syncora
guarantee, Judge Lifland said bondholders "clearly enunciated" a
"curtailment of rights" commonly known as a no-action clause. He
ruled that such clauses are enforceable in bankruptcy even though
the documents don't have language specifically saying bondholders
lack standing to appear in bankruptcy court.
Although the ad hoc group owns $162.5 million in bonds, Judge
Lifland said the members "waived their right to appear and that
waiver is enforceable." Delving into the details of the
documents, Judge Lifland said that Syncora has control of
enforcement of remedies after default while bondholders cannot
"institute proceedings" without Syncora's consent.
In view of the no-action clause, Syncora was the only creditor who
voted on the plan before Detroit-based American Roads filed under
Chapter 11 on July 25.
Judge Lifland denied the ad hoc group's request to postpone the
confirmation hearing for approval of the plan. He also approved
the disclosure materials used to solicit votes on the plan. He
said he would rule later on approving the plan itself.
The bondholders argued that not all of Syncora's debt comes ahead
of the bonds.
About American Roads
American Roads LLC, aka Alinda Roads LLC, which operates highways
including the mile-long Detroit Windsor Tunnel linking the U.S.
with Canada, sought bankruptcy court protection (Bankr. S.D.N.Y.
Case No. 13-12412) in the Southern District of New York on
July 25, 2013, citing $830 million in debt related to swaps and
bonds. The case is assigned to Judge Burton R. Lifland.
Sean A. O'Neal, Esq., and Louis A. Lipner, Esq., at Cleary
Gottlieb Steen & Hamilton, LLP, represent the Debtors. Greenhill
& Co., LLC, and Protiviti, Inc., serve as the Debtors' financial
advisor.
The U.S. Trustee was unable to appoint members to an unsecured
creditors' committee.
An Hoc Committee of Bondholders, consisting of certain holders of
Series G-1 Senior Secured Bonds and Series G-2 Senior Secured
Bonds issued by American Roads LLC, is represented by Bojan
Guzina, Esq., Andrew F. O'Neill, Esq., Allison Ross Stromberg,
Esq., Larry J. Nyhan, Esq., Nicholas K. Lagemann, Esq., and Brian
J. Lohan, Esq., at Sidley Austin LLP.
ATP OIL: Seeks OK to Use Cash Collateral Until Sept. 22
-------------------------------------------------------
ATP Oil & Gas Corporation filed with the Bankruptcy Court its
fourth request to use cash collateral from Sept. 1 to Sept. 22,
2013.
"While the Debtor and the DIP Lenders have negotiated a longer-
term budget, open issues still remain to be addressed regarding
payment of professional fees in light of the fact that the
Debtor's asset sale will not close by the end of August 2013, as
the parties had originally contemplated in their resolution of the
carve-out by the estate professionals and the DIP Lenders," says
Charles S. Kelley, Esq., at Mayer Brown LLP, counsel to the
Debtor.
Throughout the course of the Chapter 11 case, the Debtor has
funded its operations pursuant to a DIP Credit Agreement approved
by the Court. On June 7, 2013, however, the DIP Lenders served
the Debtor with a DIP Termination Declaration Carve Out Trigger
Notice, terminating the Debtor's ability to use Cash Collateral
and invoking the Carve Out.
Pursuant to the Final DIP Order, the Carve Out means:
(i) statutory fees payable to the U.S. Trustee or fees payable
to the clerk of the Court;
(ii) Allowed Professional Fees incurred by the Debtor and the
Statutory Committee for any professionals retained by final
order of the Court by the Debtor and the Statutory
Committee under Sections 327 or 1103(a) of the Bankruptcy
Code following the Termination Date in an aggregate amount
not in excess of $3,000,000; and
(iii) in an aggregate amount in accordance with and solely to the
extent set forth in the Budget in effect prior to the
Termination Date, all Allowed Professional Fees incurred by
the Debtor or the Statutory Committee for any Case
Professionals on or prior to the Termination Date.
Pursuant to Section 363(c)(2) of the Bankruptcy Code, the Debtor
may not use the Cash Collateral without the consent of the DIP
Lenders or authority granted by the Court.
A hearing will be held on Sept. 5, 2013, at 1:30 p.m. to consider
approval of the request.
About ATP Oil
Houston, Tex.-based ATP Oil & Gas Corporation is an international
offshore oil and gas development and production company focused
in the Gulf of Mexico, Mediterranean Sea and North Sea.
ATP Oil & Gas filed a Chapter 11 petition (Bankr. S.D. Tex. Case
No. 12-36187) on Aug. 17, 2012. Attorneys at Mayer Brown LLP,
serve as bankruptcy counsel. Munsch Hardt Kopf & Harr, P.C., is
the conflicts counsel. Motley Rice LLC and Fayard & Honeycutt,
APC serve as special counsel. Opportune LLP is the financial
advisor and Jefferies & Company is the investment banker.
Kurtzman Carson Consultants LLC is the claims and notice agent.
ATP disclosed assets of $3.6 billion and $3.5 billion of
liabilities as of March 31, 2012. Debt includes $365 million on a
first-lien loan where Credit Suisse AG serves as agent. There is
$1.5 billion on second-lien notes with Bank of New York Mellon
Trust Co. as agent. ATP's other debt includes $35 million on
convertible notes and $23.4 million owing to third parties for
their shares of production revenue. Trade suppliers have claims
for $147 million, ATP said in a court filing.
An official committee of unsecured creditors has been appointed in
the case. Evan R. Fleck, Esq., at Milbank, Tweed, Hadley &
McCloy, in New York, represents the Creditors Committee as
counsel.
A 7-member panel of equity security holders has also been
appointed in the case. Kyung S. Lee, Esq., and Charles M. Rubio,
Esq. of Diamond McCarthy LLP, in Houston, Texas, serve as counsel
to the Equity Committee.
ATP is seeking court approval to sell substantially all of its
Deepwater Assets and Shelf Property Assets.
BELLE FOODS: Claims Bar Date Set for Oct. 10
--------------------------------------------
Creditors of Belle Foods, LLC must file their proofs of claim not
later than Oct. 10, 2013. Government entities must file their
proofs of claim by Oct. 29, 2013.
Belle Foods, LLC, bought 57 stores from Southern Family Markets
LLC in 2012, and put the business into Chapter 11 reorganization
(Bankr. N.D. Ala. Case No. 13-81963) on July 1, 2013, in Decatur,
Alabama.
The chain is owned by a father and son who purchased the operation
with a $4 million secured term loan and $24 million revolving
credit from the seller. The stores are in Florida, Georgia,
Alabama and Mississippi.
The petition shows assets and debt both for more than $10 million.
C&S Wholesale Grocers Inc. is owed about $6 million on secured and
unsecured debt. Belle Foods owes another $8 million to trade
suppliers, according to a court filing.
D, Christopher Carson, Esq., Brent W. Dorner, Esq., and Marc P.
Solomon, Esq., at Burr & Forman, LLP, represent the Debtor as
counsel.
Attorneys at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama, and Otterbourg Steindler Houston & Rosen,
P.C., in New York, serve as co-counsel to the Official Committee
of Unsecured Creditors.
BELLE FOODS: Hires Barfield Murphy as Accountant
------------------------------------------------
Belle Foods, LLC asks the U.S. Bankruptcy Court for permission to
employ Barfield, Murphy, Shank & Smith LLC as accountants.
Steven N. Smith attests that his firm is a "disinterested person"
as the term is defined in Section 101(14) of the Bankruptcy Code.
The Debtor proposes to provide a retainer to Barfield Murphy in
the amount of $15,000, and compensate Barfield Murphy on an hourly
basis. Barfield Murphy will be providing professional accountancy
services to the Debtor in the ordinary course of the Debtor's
business. The Debtor proposes that Barfield Murphy not be
required to file an application for compensation and reimbursement
of expenses.
Counsel for the Debtor Belle Foods, LLC:
D. Christopher Carson, Esq.
Marc P. Solomon, Esq.
Brent W. Dorner, Esq.
BURR & FORMAN LLP
420 N 20th Street, Suite 3400
Birmingham, AL 35203
E-mail: ccarson@burr.com
msolomon@burr.com
bdorner@burr.com
Other parties-in-interest that have appeared in the case and their
counsel are:
Bankruptcy Administrator:
Richard Blythe
Bankruptcy Administrator
United States Bankruptcy Court
Northern District of Alabama
P.O. Box 3045
Decatur, AL 35602
E-mail: Richard_Blythe@alnba.uscourts.gov
Counsel for Southern Family Markets, LLC and C&S Wholesale
Grocers, Inc.:
David K. Bowsher, Esq.
Richard P. Carmody, Esq.
Russell J. Rutherford, Esq.
ADAMS AND REESE LLP
1901 6th Avenue North, Suite 3000
Birmingham, AL 35023
E-mail: david.bowsher@arlaw.com
richard.carmody@arlaw.com
russell.rutherford@arlaw.com
Counsel for Southern Family Markets, LLC and C&S Wholesale
Grocers, Inc.:
Richard S. Cobb, Esq.
LANDIS RATH & COBB LLP
919 Market Street, Suite 1800
Wilmington, DE 19899
E-mail: cobb@lrclaw.com
Counsel for Mrs. Stratton's Salads, Inc., BTC Wholesale
Distributors, Inc., Southern Food Groups, LLC (d/b/a
Brown's Dairy), Purity Dairies, LLC, Dean Dairy
Holdings, LLC (d/b/a Barber Dairies) and Mayfield Dairy
Farms, LLC
Stephen B. Porterfield, Esq.
SIROTE & PERMUTT, P.C.
2311 Highland Avenue South
Birmingham, AL 35205
E-mail: sporterfield@sirote.com
Counsel for Aronov Realty Management, Inc. and Gulfdale
Improvements, LLC
David L. Pollack, Esq.
BALLARD SPAHR LLP
51st Floor - Mellon Bank Center
1735 Market Street
Philadelphia, PA 19103
E-mail: pollack@ballardspahr.com
Counsel for Retail, Wholesale & Department Store Union, Mid-South
Council:
George N. Davies, Esq.
QUINN, CONNOR, WEAVER, DAVIES & ROUCO LLP
Mountain Brook Center, Suite 380
2700 Highway 280 East
Birmingham, AL 35223
E-mail: gdavies@qcwdr.com
Counsel for SunTrust Bank:
Ronald G. Steen, Jr., Esq.
STITES & HARBISON PLLC
401 Commerce Street, Ste. 800
Nashville, TN 37219
E-mail: ronald.steen@stites.com
Counsel for Gulf Market Development, LLC, Saraland Loop Road,
L.L.C., Tuttle Papock Springhill, LLC, Northside, Ltd., John
White-Spunner, The John White-Spunner Children's Trust, The
Extended Trust Agreement f/b/o Jay White-Spunner's Children Dated
October 31, 2002, Jay E, L.L.C., John Rudolph Turner, and Marl M.
Cummings, III:
David A. Boyett, III, Esq.
ANDERS, BOYETT & BRADY, P.C.
One Maison Suite 203
3800 Airport Boulevard
Mobile, AL 36608
E-mail: dboyett@abblawfirm.com
Counsel for Pinebrook Properties, LLC, Goldring Gulf Distributing,
LLC, Allstate Beverage Co., LLC and Gulf Distributing Co. of
Mobile, LLC:
Lawrence B. Voit, Esq.
SILVER, VOIT & THOMPSON, ATTORNEYS AT LAW, P.C.
4317-A Midmost Drive
Mobile, AL 36609-5589
E-mail: lvoit@silvervoit.com
Counsel for Golden Flake Snack Foods, Inc.:
Walter F. McArdle, Esq.
SPAIN & GILLON, LLC
2117 Second Avenue North
Birmingham, AL 35203
E-mail: wfm@spain-gillon.com
Counsel for Graphic Media Solutions LLC:
John C. Pennington, Esq.
JOHN C. PENNINGTON, P.C.
18 Yonah Street
Helen, GA 30545
E-mail: jcppc@windstream.net
Counsel for Wright/Hurd Properties, LLC:
Randolph M. Fowler, Esq.
PHELPS, JENKINS, GIBSON & FOWLER, L.L.P.
P. O. Box 020848
Tuscaloosa, AL 35402-0848
E-mail: rfowler@pjgf.com
Counsel for Cal-Maine Foods, Inc.:
Justin B. Little, Esq.
REYNOLDS, REYNOLDS & LITTLE, LLC
P.O. Box 2863
Tuscaloosa, AL 35403-2863
E-mail: jlittle@rrllaw.com
Counsel for Community Coffee Company, L.L.C.:
David S. Rubin, Esq.
KANTROW, SPAHT, WEAVER & BLITZER (APLC)
P.O. Box 2997
Baton Rouge, LA 70821-2997
E-mail: david@kswb.com
Counsel for Green Springs, Ltd.:
Walter F. Scott, III, Esq.
GALLOWAY, SCOTT, MOSS & HANCOCK, LLC
2200 Woodcrest Place, Suite 310
Birmingham, AL 35209
E-mail: wfs3@gallowayscott.com
Counsel for Flowers Baking Co. of Thomasville, LLC, Flowers Baking
Co. of Villa Rica, LLC, Flowers Baking Co. of Birmingham, LLC,
Flowers Baking Co. of Tuscaloosa, LLC, Flowers Baking Co. of New
Orleans, LLC and Derst Baking Company, LLC:
Todd C. Meyers, Esq.
KILPATRICK TOWNSEND & STOCKTON LLP
1100 Peachtree Street, NE, Suite 2800
Atlanta, GA 30309-4530
E-mail: tmeyers@kilpatricktownsend.com
Counsel for Alabama Power Company:
Eric T. Ray, Esq.
BALCH & BINGHAM LLP
Post Office Box 306
Birmingham, AL 35201
E-mail: eray@balch.com
Attorney for Marilyn E. Wood, Mobile County Revenue Commissioner:
Christopher Kern, Esq.
P.O. Box 48
Mobile, AL 36601
E-mail: chriskernlaw@comcast.net
Counsel for Green Springs, Ltd.:
Rita H. Dixon, Esq.
217 Country Club Park, PMB 515
Birmingham, AL 35213
E-mail: ritadixon10@gmail.com
Counsel for Trav-Ad Signs & Electric, Inc.:
Angela S. Ary, Esq.
HEARD ARY, LLC
307 Clinton Ave. W., Suite 310
Huntsville, AL 35801
E-mail: aary@heardlaw.com
Counsel for Mercury Retail Services, LLC and The
News Group, LP
Jesse S Vogtle, Jr., Esq.
BALCH & BINGHAM, LLP
1901 Sixth Avenue North, Suite 1500
Birmingham, AL 35203-4642
E-mail: jvogtle@balch.com
Counsel for Airgas USA, LLC
Kathleen M. Miller, Esq.
SMITH, KATZENSTEIN & JENKINS LLP
The Corporate Plaza
800 Delaware Avenue, Suite 1000
Wilmington, DE 19899
E-mail: Kmiller@skfdelaware.com
Counsel for Nalley-Garrett Cochran, LLC
Jean Winborne Boyles, Esq.
JOHNSON, HEARN, VINEGAR, GEE & GLASS, PLLC
P.O. Box 1776
Raleigh, NC 27602
E-mail: jboyles@jhvgglaw.com
Counsel for S & L Mechanical, Inc.
William M. Hancock, Esq.
WOLFE, JONES, CONCHIN, WOLFE, HANCOCK & DANIEL, LLC
905 Bob Wallace Avenue
Huntsville, AL 35801
E-mail:bankruptcy@wolfejones.com
Co-Counsel for the Official Committee of Unsecured Creditors
R. Scott Williams, Esq.
Jennifer B. Kimble, Esq.
HASKELL SLAUGHTER YOUNG & REDIKER, LLC
2001 Park Place, Suite 1400
Birmingham, AL 35203
E-mail: rsw@hsy.com
jk@hsy.com
Co-Counsel for the Official Committee of Unsecured Creditors
David M. Posner, Esq.
OTTERBOURG, STEINDLER, HOUSTON & ROSEN, P.C.
230 Park Avenue
New York, NY 10169
E-mail:dposner@oshr.com
Counsel for Electronic Imaging Services, Inc. d/b/a/ Vestcom
Retail Solutions
James G. Henderson, Esq.
PRITCHARD, MCCALL & JONES, L.L.C.
505 North 20th Street, Suite 800
Birmingham, AL 35203
E-mail:jamesh@pm-j.com
Counsel for Red Diamond, Inc.
M. Lee Johnsey, Jr., Esq.
BALCH & BINGHAM LLP
Post Office Box 306
Birmingham, AL 35201
E-mail:ljohnsey@balch.com
Counsel for Thomas Dudley
S. Dagnal Rowe, Esq.
P.O. Box 2168
Huntsville, AL 35804
E-mail:drowe@wilmerlee.com
Counsel for Decatur Coca-Cola Bottling Company
Travis Stuart Jackson, Esq.
LANIER, FORD, SHAVER & PAYNE, P.C.
P.O. Box 2087
Huntsville, AL 35805
E-mail:tsj@lanierford.com
Counsel for ACE American Insurance Company
David B. Anderson, Esq.
ANDERSON WEIDNER, LLC
505 20th Street North, Suite 1450
Birmingham, AL 35203-4635
E-mail:dbanderson@andersonweidner.com
Counsel for Baldwin EMC
W. Alexander Gray, Jr., Esq.
SILVER, VOIT & THOMPSON, ATTORNEYS AT LAW, P.C.
4317-A Midmost Drive
Mobile, AL 36609
E-mail:agray@silvervoit.com
Counsel for Pensecola Supermarket Owners, LLC
R. Garth Ferrell, Esq.
MALLGREN & FERRELL, P.C.
8480 East Orchard Road, Suite 6500
Greenwood Village, CO 80111-5014
E-mail:gferrell@mallgrenferrell.com
Counsel for Riverchase Lorna, L.P.
Robert Fehse, Esq.
David J. Cocke, Esq.
EVANS PETREE, PC
1000 Ridgeway Loop Road, Suite 200
Memphis, TN 38120
E-mail: rfehse@evanspetree.com
dcocke@evanspetree.com
Counsel for STORE SPE Belle, LLC
Lisa M. Peters, Esq.
KUTAK ROCK LLP
1650 Farnam Street
Omaha, NE 68102
E-mail:lisa.peters@kutakrock.com
Counsel for Lynn Haven Development Corporation
Thomas A. Nettles, IV, Esq.
ESPY, NETTLES, SCOGIN AND BRANTLEY, P.C.
P.O. Box 2786
Tuscaloosa, AL 35403
E-mail:tanttls@bellsouth.net
Counsel for Bright-Meyers Dublin Associates, L.P.
Nicholas W. Whittenburg, Esq.
MILLER & MARTIN PLLC
832 Georgia Avenue, Suite 1000
Chattanooga, TN 37402-2289
E-mail: nwhittenburg@millermartin.com
Counsel for Pepsi Cola Decatur, LLC
Steven C. Sasser, Esq.
BLACKBURN, MALONEY & SCHUPPERT, LLC
P.O. Box 1469
Decatur, AL 35602-1469
E-mail: ssasser@bmsatty.com
Counsel for Mobile County License Commissioner
Missty C. Gray, Esq.
ADAMS AND REESE LLP
P.O. Box 1348
Mobile, Alabama 36633
E-mail: missty.gray@arlaw.com
Counsel for Scottsboro Electric Power Board
John F. Porter, III, Esq.
JOHN F. PORTER, III, P.C.
123 East Laurel Street
Scottsboro, AL 35768
E-mail: jfplaw@scottsboro.org
Counsel for Associated Wholesale Group, Inc.
Mark Benedict, Esq.
HUSCH BLACKWELL, LLP
4801 Main Street, Suite 1000
Kansas City, MO 64112
E-mail: mark.benedict@huschblackwell.com
Counsel for City of Hoover, Alabama
April B. Danielson, Esq.
WALDREP STEWART & KENDRICK, LLC
2323 Second Avenue North
Birmingham, AL 35203
E-mail: adanielson@wskllc.com
Counsel for MRPM Cullman Services, LLC and Cullman Shopping
Center, Inc.
Daniel D. Sparks, Esq.
Bradley R. Hightower, Esq.
CHRISTIAN & SMALL LLP
505 North 20th Street, Suite 1800
Birmingham, AL 35203
E-mail: ddsparks@csattorneys.com
brh@csattorneys.com
Counsel for James Beard and Sandra Beard
E.B. Harrison Willis, Esq.
CLOUD & TIDWELL, LLC
201 Beacon Parkway West, Suite 400
Birmingham, Alabama 35209
E-mail: ebhw@yahoo.com
Counsel for 4324 Lillian Hwy LLC c/o Waterstone Southeast Holding
Company LLC
A. Todd Darwin, Esq.
Holcombe Bomar, P.A.
Post Office Drawer 1897
Spartanburg, SC 29304
E-mail: tdarwin@holcombebomar.com
Counsel for S & P of Macon, Inc.
Judson E. Crump, Esq.
25029 Planters Drive
Daphne, AL 36526
E-mail: jecrump.attorney@gmail.com
Counsel for Frito-Lay North America, Inc. and Bottling Group, LLC
operating collectively with affiliates and their subsidiaries as
Pepsi Beverages Company:
Joseph D. Frank, Esq.
FRANKGECKER LLP
325 North LaSalle Street, Suite 625
Chicago, IL 60654
E-mail: jfrank@fgllp.com
Counsel for S & P of Macon, Inc.
Judson E. Crump, Esq.
25029 Planters Drive
Daphne, AL 36526
E-mail: jecrump.attorney@gmail.com
Counsel for Gershman Properties, LLC
John P. Kreis, Esq.
JOHN P. KREIS, PC
601 W. 5th St., 8th Floor
Los Angeles, CA 90071
E-mail: jkreis@kreislaw.com
Counsel for STORE SPE Belle, LLC
Jeff Wegner, Esq.
KUTAK ROCK LLP
1650 Farnam Street
Omaha, NE 68102
E-mail: jeffrey.wegner@kutakrock.com
Counsel for Southern Family Markets, LLC and C&S Wholesale
Grocers, Inc.
Jeffery S. DeArman, Esq.
ADAMS AND REESE LLP
1901 6th Avenue North, Suite 3000
Birmingham, AL 35023
E-mail: jeffery.dearman@arlaw.com
Counsel for Flowers Baking Co. of Thomasville, LLC, Flowers Baking
Co. of Villa Rica, LLC, Flowers Baking Co. of Birmingham, LLC,
Flowers Baking Co. of Tuscaloosa, LLC, Flowers Baking Co. of New
Orleans, LLC and Derst Baking Company, LLC
Matthew W. Levin, Esq.
KILPATRICK TOWNSEND & STOCKTON LLP
1100 Peachtree Street, NE, Suite 2800
Atlanta, GA 30309-4530
E-mail: mlevin@kilpatricktownsend.com
Counsel for Southern Family Markets, LLC and C&S
Wholesale Grocers, Inc., Esq.
Jeffrey R. Drobish, Esq.
Matthew B. McGuire, Esq.
LANDIS RATH & COBB LLP
919 Market Street, Suite 1800
Wilmington, DE 19899
E-mail: drobish@lrclaw.com
mcguire@lrclaw.com
Counsel for Southern Food Groups, LLC (d/b/a Brown's Dairy), Dean
Dairy Holdings, LLC (d/b/a Barber Dairies and d/b/a Purity
Dairies, LLC) and Mayfield Dairy Farms, LLC
Mark H. Ralston, Esq.
ESTES, OKON, THORNE & CARR, PLLC
3500 Maple Avenue, Suite 1100
Dallas, TX 75219
E-mail: mralston@estesokon.com
Co-Counsel for the Official Committee of Unsecured Creditors
Gianfranco Finizio, Esq.
Scott L. Hazan, Esq.
Jessica M. Ward, Esq.
OTTERBOURG, STEINDLER, HOUSTON & ROSEN, P.C.
230 Park Avenue
New York, NY 10169
E-mail: gfinizio@oshr.com
shazen@oshr.com
jward@oshr.com
Counsel for Community Coffee Company, L.L.C.
W. Carlos Spaht, Esq.
KANTROW, SPAHT, WEAVER & BLITZER (APLC)
P.O. Box 2997
Baton Rouge, LA 70821-2997
E-mail: carlos@kswb.com
Counsel for Mercury Retail Services, LLC
Peter C. D'Apice, Esq.
STUTZMAN, BROMBERG, ESSERMAN & PLIFKA PC
2323 Bryan Street, Suite 2200
Dallas, TX 75201
E-mail: d'apice@sbep-law.com
Counsel for Retail, Wholesale & Department Store Union, Mid-South
Council
Amy D. Gundlach, Esq.
QUINN, CONNOR, WEAVER, DAVIES & ROUCO LLP
Mountain Brook Center, Suite 380
2700 Highway 280 East
Birmingham, AL 35223
E-mail: agundlach@qcwdr.com
Counsel for Electronic Imaging Services, Inc. d/b/a/ Vestcom
Retail Solutions
Brian Rosenthal, Esq.
ROSE LAW FIRM
120 East Fourth Street
Little Rock, AR 72201-2893
E-mail: brosenthal@roselawfirm.com
Counsel for Gershman Properties, LLC
Kenneth J. Schelberg, Esq.
SCHELBERG & ROSS LLP
15048 Rayneta Drive
Sherman Oaks, California 91403
E-mail: kschelberg@schelross.com
Counsel for Pensecola Supermarket Owners, LLC
Anthony K. Mallgren, Esq.
MALLGREN & FERRELL, P.C.
8480 East Orchard Road, Suite 6500
Greenwood Village, CO 80111-5014
E-mail: amallgren@mallgrenferrell.com
Counsel for Balboa Retail Partners, LLC
Lisa Wolgast, Esq.
MORRIS, MANNING & MARTIN, LLP
3343 Peachtree Road, N.E., Suite 1600
Atlanta, GA 30326
E-mail: lwolgast@mmmlaw.com
Counsel for Mondelez Global, LLC
Glenn C. Thompson, Esq.
HAMILTON STEPHENS STEELE & MARTIN, PLLC
201 South College Street, Suite 2020
Charlotte, NC 28244
E-mail: gthompson@lawhssm.com
Counsel for Pepsi Cola Decatur, LLC
Kenneth M. Schuppert, Jr., Esq.
BLACKBURN, MALONEY & SCHUPPERT, LLC
P.O. Box 1469
Decatur, AL 35602-1469
E-mail: kschuppert@bmsatty.com
Counsel for Frito-Lay North America, Inc. and Bottling Group, LLC
operating collectively with affiliates and their subsidiaries as
Pepsi Beverages Company
Jeremy C. Kleinman, Esq.
FRANKGECKER LLP
325 North LaSalle Street, Suite 625
Chicago, IL 60654
E-mail: jkleinman@fgllp.com
About Belle Foods
Belle Foods, LLC, bought 57 stores from Southern Family Markets
LLC in 2012, and put the business into Chapter 11 reorganization
(Bankr. N.D. Ala. Case No. 13-81963) on July 1, 2013, in Decatur,
Alabama.
The chain is owned by a father and son who purchased the operation
with a $4 million secured term loan and $24 million revolving
credit from the seller. The stores are in Florida, Georgia,
Alabama and Mississippi.
The petition shows assets and debt both for more than $10 million.
C&S Wholesale Grocers Inc. is owed about $6 million on secured and
unsecured debt. Belle Foods owes another $8 million to trade
suppliers, according to a court filing.
D. Christopher Carson, Esq., Brent W. Dorner, Esq., and Marc P.
Solomon, Esq., at Burr & Forman, LLP, represent the Debtor as
counsel.
Attorneys at Haskell Slaughter Young & Rediker, LLC, in
Birmingham, Alabama, and Otterbourg Steindler Houston & Rosen,
P.C., in New York, serve as co-counsel to the Official Committee
of Unsecured Creditors.
BERNARD L. MADOFF: Employees Seek to Block Victims' Testimony
-------------------------------------------------------------
Law360 reported that five former Bernard Madoff employees accused
of improperly collecting $70 million in the Ponzi scheme asked a
federal judge in New York to not allow some victims to take the
stand against them during the trial because their testimony would
be prejudicial.
According to the report, the 11-page filing by Jo Ann Crupi, a
former employee of Bernard L. Madoff Investment Securities LLC,
said that the government is compiling a laundry list of evidence,
much of which will be used purely to incite the jury to make
prejudicial decisions.
The case is USA v. O'Hara et al., Case No. 1:10-cr-00228
(S.D.N.Y.).
BERGENFIELD SENIOR HOUSING: Files Plan of Liquidation
-----------------------------------------------------
Bergenfield Senior Housing, LLC, filed with the Bankruptcy Court
its plan of liquidation pursuant to Chapter 11 of the Bankruptcy
Code.
The Debtor intends to sell its apartment building and all related
assets located at 47 Legion Drive in Bergenfield, New Jersey, to
the highest bidder in accordance with a bankruptcy-court-approved
bidding process. The proceeds from the sale of property will be
used to fund payments under the Plan.
After 180 days after the effective date of the Plan, or such other
date as may be ordered by the Bankruptcy Court, the Debtor is
authorized, without the need for any further action or formality
to dissolve itself.
The Debtor reserves and preserves any and all causes of action
which it has or may have against SM Global Group LLC and Piekarsky
& Associates, LLC.
Under the Plan, Boiling Springs Savings Bank will receive the
total amount of its allowed secured claim, which amount will be
the sum of the then-unpaid principal balance plus interest
calculated at the rate of 3 percent per annum, plus BSSB's
reasonable costs and professional fees, but excluding any claim
for early payment in the nature of pre-payment penalties or
otherwise, and further excluding any interest in excess of 3
percent per annum.
To the extent the secured claim of Gene Rotonda, noted on the
Debtor's Schedule D in the amount of $1,000,000, is an allowed
claim, he will receive cash in the full allowed amount of its
secured claim from the proceeds of the sale, after payment or
adequate reservation for all unclassified claims and secured
claims.
Each holder of an allowed general unsecured claim will receive, in
full and final satisfaction of that claim, (a) its pro rata share
of the proceeds of the sale, after payment or adequate reservation
for all unclassified claims, and priority non-tax claims and
secured claims, and (b) its pro rata share of the proceeds of the
liquidation of any further assets of the debtor, including causes
of action, after payment or adequate reservation for all
unclassified claims.
A copy of the Liquidation Plan is available for free at:
http://bankrupt.com/misc/BERGENFIELD_SENIOR_plan.pdf
About Bergenfield Senior Housing
Bergenfield Senior Housing, LLC, filed a Chapter 11 bankruptcy
petition (Bankr. D.N.J. Case No. 13-19703) in Newark, New Jersey,
on May 2, 2013. Nicholas Rotonda signed the petition as
member/manager. Judge Morris Stern presides over the case.
Aaron Solomon Applebaum, Esq., and Barry D. Kleban, Esq., at
McElroy, Deutsch, Mulvaney & Carpenter, LLP, represent the Debtor
as counsel.
In its schedules, the Debtor disclosed $14,061,100 in assets and
$19,957,026 in liabilities as of the Petition Date.
The Bergenfield, New Jersey-based debtor is a single asset real
estate under 11 U.S.C. Sec. 101(51B) and said total assets and
debts exceed $10 million. The Debtor operates and wholly owns a
90-unit residential apartment building located at 47 Legion Drive,
Bergenfield, New Jersey.
The Debtor's primary secured creditor is Boiling Springs Savings
Bank. The Debtor is indebted to Boiling Springs on account of two
promissory notes, both of which are secured by mortgages on the
Property. Boiling Springs' first-position mortgage secures
indebtedness in the total amount of $12.02 million and the second-
position mortgage secures indebtedness of $575,000.
BIRDSALL SERVICES: Ordered to Pay $1-Mil. in Pay-To-Play Case
-------------------------------------------------------------
Law360 reported that a New Jersey judge on Aug. 30 ordered
bankrupt engineering firm Birdsall Services Group to pay $1
million in criminal penalties for evading the state's pay-to-play
law by using employees to make hundreds of thousands of dollars in
political donations.
According to the report, Superior Court Judge Wendel E. Daniels
imposed a $500,000 public corruption penalty and a $500,000 anti-
money laundering penalty, New Jersey First Assistant Attorney
General Thomas R. Calcagni said in a statement.
About Birdsall Services
Birdsall Services Group Inc., an engineering firm from Eatontown,
New Jersey, filed for Chapter 11 protection (Bankr. D.N.J. Case
No. 13-16743) on March 29, 2013, when the state attorney general
indicted the business and obtained a court order seizing the
assets.
Birdsall was accused by the state of violating laws prohibiting
so-called pay-to-play, where businesses make political
contributions in return for government contracts. The state
charged that the company arranged for individuals to make
contributions and then reimbursed the employees. A company
officer pleaded guilty last year to making political contributions
disguised to appear as though made by individuals.
The Chapter 11 petition filed in Trenton, New Jersey, disclosed
assets of $41.6 million and liabilities totaling $27 million.
Debt includes $3.6 million owing to a bank on a secured claim and
$2.4 million in payables to trade suppliers.
In April 2013, Birdsall reached a $3.6 million settlement that
ended New Jersey's opposition to the company's bankruptcy and
resolves the state's lawsuit aiming to seize Birdsall's assets.
As part of the settlement, Edwin Stier, a member of Stier
Anderson, was appointed as Chapter 11 trustee for Birdsall.
BROADWAY FINANCIAL: Completes Recapitalization
----------------------------------------------
Broadway Financial Corporation, parent of Broadway Federal Bank,
f.s.b., has completed its previously announced plan to
recapitalize its balance sheet, which resulted in an increase of
approximately $27.81 million in the Company's equity attributable
to common stock.
As part of the Recapitalization the Company exchanged common stock
equivalents with an aggregate value of approximately $11.42
million for all of the Company's formerly outstanding preferred
stock, including the Series D and E Fixed Rate Cumulative
Perpetual Preferred Stock held by the United States Department of
the Treasury and the associated accumulated but unpaid dividends
thereon. The Preferred Stock Exchanges were completed at 50
percent of the aggregate liquidation preferences of the preferred
stock, totaling $17.55 million, and 100 percent of the accumulated
dividends of approximately $2.65 million.
In addition, the Company raised approximately $4.24 million of new
equity capital through the sale of common stock at a price of
$1.00 per share to six institutional investors, led by an entity
affiliated with Gapstow Capital Partners. The other investors
included both new and current stockholders. This capital is in
addition to the $200,000 of aggregate common stock sold to
directors and officers in July and November 2012.
Also as part of the Recapitalization, the Company exchanged common
stock equivalents with a value of approximately $2.57 million for
a portion of its senior bank debt. As a result, the Company's
senior debt was reduced by $2.57 million, from $5 million to
approximately $2.43 million.
The Company entered into a modified loan agreement for the
remaining senior debt that provides for quarterly payments of
interest only for the next 18 months, and monthly payments of
principal and interest to final maturity in February 2019. In
addition, the senior lender forgave the accrued but unpaid
interest on the entire amount of the original loan, which will be
reported as a pre-tax gain of approximately $1.75 million in the
Company's third quarter.
The combination of the Preferred Stock Exchanges, the Private
Placement, and the transactions related to the Company's senior
debt exchange increased the book value of the Company's
common equity by approximately $27.81 million, and increased the
number of shares of common stock and common stock equivalents by
approximately 18.23 million shares, which represents approximately
90.48 percent of the total number of pro forma shares of common
stock. The Recapitalization also increased the Company's pro
forma book value to $1.35 per share of common stock as of June 30,
2013, and based on the assumed uses of proceeds, increased the
Bank's pro forma Tier 1 Leverage ratio to 9.99 percent, its pro
forma Tier 1 Risk-Based Capital ratio to 15.86 percent, and its
pro forma Total Risk-Based Capital ratio to 17.15 percent as of
June 30, 2013.
The common stock equivalents issued in the Recapitalization
consist of two new series of non-cumulative preferred stock,
Series F Common Stock Equivalents and Series G Non-Voting
Preferred Stock. The Series F Common Stock Equivalents are
mandatorily convertible into new common stock if the stockholders
of the Company approve the authorization of additional shares of
common stock at a special meeting that the Company intends to call
in the near future, and the Series G Non-Voting Preferred Stock
will be mandatorily convertible into new non-voting common stock
if the stockholders of the Company approve the creation of a new
series of non-voting common stock at the Special Meeting. After
the mandatory conversions, the Company's only outstanding equity
securities will be common stock and non-voting common stock.
Chief Executive Officer, Wayne-Kent Bradshaw stated, "Consummation
of the Recapitalization represents a major milestone in our
overall plan to return the Company to a healthy financial position
capable of producing profitable growth for our investors. We are
especially pleased that we were able to obtain investments from
strong, new investors, such as Gapstow Capital Partners, VEDC,
Economic Resources Corporation, and the California Community
Foundation, which support our mission of serving low-to-moderate
income communities in Southern California. In addition, we are
thankful for the support of existing stockholders, such as the
National Community Investment Fund, which participated in the
Recapitalization. In the near term we will accelerate our efforts
to improve operations and pursue growth, implement other steps of
our overall capital plan, and continue our efforts to remove the
restrictions under our Cease and Desist Orders."
Jack Thompson, Head of Financial Institutions Investments of
Gapstow Capital Partners, commented, "We are proud to help
Broadway Financial recapitalize so they can continue making loans
to foster local businesses. Gapstow Capital Partners has invested
in a number of community banks that, like Broadway Financial, are
the lifeblood of their communities. We believe that their health
is a vital component of the overall economic recovery in the U.S."
Paul Hughes of BlackTorch Capital served as financial advisor to
the Company. Mr. Hughes can be reached at (310) 751-6597
or phughes@blacktorchcapital.com
Arnold & Porter, LLP, served as legal advisor to the Company.
About Broadway Financial
Los Angeles, Calif.-based Broadway Financial Corporation was
incorporated under Delaware law in 1995 for the purpose of
acquiring and holding all of the outstanding capital stock of
Broadway Federal Savings and Loan Association as part of the
Bank's conversion from a federally chartered mutual savings
association to a federally chartered stock savings bank. In
connection with the conversion, the Bank's name was changed to
Broadway Federal Bank, f.s.b. The conversion was completed, and
the Bank became a wholly owned subsidiary of the Company, in
January 1996.
The Company is currently regulated by the Board of Governors of
the Federal Reserve System. The Bank is currently regulated by
the Office of the Comptroller of the Currency and the Federal
Deposit Insurance Corporation.
Broadway Financial disclosed net income of $588,000 on
$19.89 million of total interest income for the year ended
Dec. 31, 2012, as compared with a net loss of $14.25 million on
$25.11 million of total interest income during the prior year.
Crowe Horwath LLP, in Sacramento, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012. The independent auditors noted
that the Company has a tax sharing liability to its consolidated
subsidiary that exceeds its available cash, the Company is in
default under the terms of a $5 million line of credit with
another financial institution lender in which the stock of its
subsidiary bank, Broadway Federal Bank is held as collateral for
the line of credit and the Company and the Bank are both under
formal regulatory agreements. Furthermore, the Company and the
Bank are not in compliance with these agreements and the Company's
and the Bank's capital plan that was submitted under the
agreements has been preliminarily approved subject to completion
of its recapitalization. Failure to comply with these agreements
exposes the Company and the Bank to further regulatory sanctions
that may include placing the Bank into receivership. These
matters raise substantial doubt about the ability of Broadway
Financial Corporation to continue as a going concern.
The Company's balance sheet at June 30, 2013, showed $345.19
million in total assets, $328.61 million in total liabilities and
a $16.58 million in total shareholders' equity.
CASA CASUARINA: U.S. Trustee Unable to Form Committee
-----------------------------------------------------
The United States Trustee said that an official committee under
11 U.S.C. Sec. 1102 has not been appointed in the bankruptcy case
of Casa Casuarina, LLC.
The U.S. Trustee said it has attempted to solicit creditors
interested in serving on the Unsecured Creditors' Committee from
the 20 largest unsecured creditors. After excluding governmental
units, secured creditors and insiders, the U.S. Trustee has been
unable to solicit sufficient interest in serving on the Committee,
in order to appoint a proper Committee.
The U.S. Trustee reserves the right to appoint such a committee
should interest developed among the creditors.
About Casa Casuarina
Casa Casuarina, LLC, filed a Chapter 11 petition (Bankr. S.D. Fla.
Case No. 13-25645) in Miami on July 1, 2013. Peter Loftin signed
the petition as manager. Judge Laurel M. Isicoff presides over
the case. The Debtor estimated assets of at least $50 million and
debts of at lease $10 million. Joe M. Grant, Esq., at Marshall
Socarras Grant, P.L., serves as the Debtor's counsel.
CENGAGE LEARNING: Creditors Want Confirmation Delayed to December
-----------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the creditors' committee for Cengage Learning Inc.,
having found what it believes to be invalid liens on 15,500
copyrights, is asking the bankruptcy court for a month's
postponement of the hearing now scheduled on Sept. 27 to approve
disclosure materials for a Chapter 11 plan.
The report recounts that the second-largest college textbook
publisher in the U.S. filed the plan and disclosure statement in
mid-August, supported by holders of $2 billion in first-lien debt.
The plan would eliminate more than $4 billion of $5.8 billion in
debt.
According to the report, in a court filing Aug. 28, the official
committee says the disclosure statement is an "incomplete, bare-
bones work in process, containing virtually no meaningful
information." The creditors say it is "bereft of even the most
basic details." The committee also faults the disclosure for
having no discussion about the alleged invalidity of secured
lenders' claims on 15,500 copyrights. There is no need for speed,
according to the committee, because Stamford, Connecticut-based
Cengage is "performing vastly better than projected" and is "far
ahead of expectations in terms of positive cash flow."
At a hearing on Sept. 11, the creditors will ask the bankruptcy
judge in Brooklyn, New York, to postpone the disclosure hearing
to Oct. 25, with the confirmation hearing for plan approval on
Dec. 10.
In addition, at the Sept. 11 hearing, the committee will be asking
the judge for permission to sue and establish the invalidity of
the copyright liens. The committee said that the "financial
impact" of voiding the liens "remains unknown."
About Cengage Learning
Stamford, Connecticut-based Cengage Learning --
http://www.cengage.com/-- provides innovative teaching, learning
and research solutions for the academic, professional and library
markets worldwide. Cengage Learning's brands include
Brooks/Cole, Course Technology, Delmar, Gale, Heinle, South
Western and Wadsworth, among others. Apax Partners LLP bought
Cengage in 2007 from Thomson Reuters Corp. in a $7.75 billion
transaction. The acquisition was funded in part with $5.6 billion
in new debt financing.
Cengage Learning Inc. filed a petition for Chapter 11
reorganization (Bankr. E.D.N.Y. Case No. 13-bk-44106) on July 2,
2013, in Brooklyn, New York, after signing an agreement where
holders of $2 billion in first-lien debt agree to support a
reorganization plan. The plan will eliminate more than $4 billion
of $5.8 billion in debt.
First-lien lenders who signed the so-called plan-support agreement
include funds affiliated with BlackRock Inc., Franklin Mutual
Adviser LLC, KKR & Co. and Oaktree Capital Management LP. Second-
lien creditors and holders of unsecured notes aren't part of the
agreement.
The Debtors have tapped Kirkland & Ellis LLP as counsel, Lazard
Freres & CO. LLC as financial advisor, Alvarez & Marsal North
America, LLC, as restructuring advisor, and Donlin, Recano &
Company, Inc., as claims and notice agent.
A nine-member official committee of unsecured creditors has been
appointed in the Debtors' Chapter 11 cases. Arent Fox LLP is the
proposed counsel for the Committee. FTI Consulting, Inc., serves
as financial advisor to the Committee. Moelis & Company LLC
serves as investment banker to the Committee.
CHINESEINVESTORS.COM INC: Incurs $1.1-Mil. Net Loss in Fiscal 2013
------------------------------------------------------------------
Chineseinvestors.com, Inc., filed with the U.S. Securities and
Exchange Commission on Aug. 29, 2013, its annual report on Form
10-K for the fiscal year ended May 31, 2013.
B.F. Borgers CPA PC, in Denver, stated that the Company's
significant operating losses raise substantial doubt about its
ability to continue as a going concern.
The Company reported a net loss of $1.1 million on $1.6 million of
total revenue in fiscal 2013, compared with a net loss of
$2.2 million on $897,105 of total revenue in fiscal 2012.
The Company's balance sheet at May 31, 2013, showed $1.0 million
in total assets, $824,753 in total liabilities, and stockholders'
equity of $175,822.
A copy of the Form 10-K is available at http://is.gd/fWLPd7
Aurora, Colo.-based Chineseinvestors.com, Inc. (OTC BB: CIIX) was
incorporated on Jan. 6, 1997, in the State of Indiana under the
corporate name "MAS Acquisition LII Corp." On June 12, 2000, the
Company acquired 8,200,000 shares of common stock, representing
100% of the outstanding shares of Chineseinvestors.com, Inc.,
which was incorporated in the State of California on June 15,
1999. After giving effect to the acquisition,
Chineseinvestors.com, Inc., became a wholly owned subsidiary and
the Company changed its name to Chineseinvestors.com, Inc.
Chineseinvestors.com, Inc. was established as an ?in language'
(Chinese) financial information web portal, offering various
levels of information relative to the U.S. Equity and Financial
Markets, as well as certain other specific financial markets
(including China A Shares, FOREX, etc.). Over the years, various
informational components have been added and the general content
improved as the Company continues to derive the majority of its
income from various subscription services it offers to its
customers.
The Company established a representative office business presence
in leased office space in Shanghai, China in late 2000 from which
the Company could fulfill most of its support types of service and
also has a leased office presence in Arcadia, California with its
corporate offices located in Aurora, Colorado.
CHIQUITA BRANDS: S&P Revises Outlook to Stable & Affirms 'B' CCR
----------------------------------------------------------------
Standard & Poor's Rating Services revised its rating outlook on
Charlotte, N.C.-based Chiquita Brands International Inc. to stable
from negative, and affirmed its 'B' corporate credit rating on the
company.
S&P also affirmed its 'B' issue-level rating on Chiquita's
$425 million senior secured notes due 2021 (operating subsidiary
Chiquita Brands LLC is a co-issuer). The recovery rating remains
'4', indicating S&P's expectation for average (30% to 50%)
recovery in the event of a payment default.
In addition, S&P affirmed the 'CCC+' issue-level rating on
Chiquita's 4.25% convertible senior notes due 2016. The recovery
rating remains '6', indicating S&P's expectation for negligible
(0% to 10%) recovery in the event of a payment default.
"The outlook revision reflects our expectation that Chiquita's
credit metrics will continue to improve from EBITDA growth as a
result of new management's cost savings initiatives," said
Standard & Poor's credit analyst Jeff Burian.
The ratings on Chiquita reflect Standard & Poor's view that the
company's financial risk profile is "highly leveraged" and its
business risk profile is "weak."
Key credit factors in Standard & Poor's assessment of Chiquita's
business risk profile include the company's participation in the
competitive, seasonal, commodity-oriented, and volatile fresh
produce industry, which is subject to political and economic
risks, as well as product concentration in banana sales. S&P's
business risk assessment also incorporates the benefits of
Chiquita's geographic and customer diversification, strong market
positions, and well-recognized brand name.
Chiquita's "highly leveraged" financial risk profile reflects the
company's significant debt obligations.
S&P believes Chiquita's liquidity is "adequate," with sources of
cash likely to exceed uses for the next 12 months.
CITIZENS DEVELOPMENT: Wants to Borrow $100,000 to Pay Creditor
--------------------------------------------------------------
Citizens Development Corp. seeks bankruptcy court authority to
obtain postpetition financing from LSM Lender, LLC, for $100,000,
in order to meet the payment requirements to Pac West TD Fund II,
L.P. The Debtor also asks the Court to approve its Settlement
Agreement with LSM and Pac West.
Pursuant to the Settlement, Pac West has agreed to a payment from
the Debtor of $100,000 in full settlement and satisfaction of its
claims against the Debtor, which claims are asserted to be
comprised of a $875,000 secured claim against the Debtor.
Pursuant to the Settlement, the Debtor's avoidance action
commenced against Pac West will be resolved favorably for the
Debtor, at minimal cost to the Debtor.
"Indeed, the Settlement Loan amount is likely the minimal amount
that the Debtor would have to spend litigating with Pac West, with
no certainty that the Debtor's litigation will prove fruitful,"
says Krikor J. Meshefejian, Esq., at Krikor J. Meshefejian Levene,
Neale, Bender, Yoo & Brill L.L.P., counsel to the Debtor. "The
Settlement and the Settlement Loan are clearly in the best
interests of the estate and should be approved," he adds.
The Settlement Loan will be secured by: (1) a first priority Deed
of Trust, Assignment of Rents and Leases, Security Agreement and
Fixture Filing encumbering the property; and (2) all of the
Debtor's assets. The Settlement Loan will be due four years from
its inception. The Debtor will be required to make interest only
payments on the Settlement Loan at a rate of 7 percent per annum.
A hearing will be held on Sept. 23, 2013, at 9:30 a.m. to consider
approval of both Motions.
About Citizens Development
San Marcos, California-based Citizens Development Corp., owns and
operates the Lake San Marcos Resort and Country Club located in
San Diego County. The Company filed a voluntary petition for
relief under Chapter 11 (Bankr. S.D. Calif. Case No. 10-15142) on
August 26, 2010. Ron Bender, Esq., and Krikor Meshefejian, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, represent the Debtor.
The Debtor estimated its assets and debts at $10 million to
$50 million.
Chapter 11 petitions were also filed by affiliates LSM Executive
Course, LLC (Bankr. S.D. Calif. Case No. 10-07480), and LSM Hotel,
LLC (Bankr. S.D. Calif. Case No. 10-13024).
A bankruptcy-exit plan filed in the case provides that funding for
the Plan will initially come from a new value contribution in the
amount of up to $375,000 to be made to the Reorganized Debtor by
LDG Golf Marketing, LLC, Telesis' cash collateral in the amount of
$50,000 allocated to the payment of allowed administrative
expenses pursuant to the Telesis Settlement, and the Debtor's
additional cash on hand which is estimated to be $50,000, which
collectively equates to up to $475,000.
Tiffany L. Carroll, Acting U.S. Trustee for Region 15, was unable
to appoint an official committee of unsecured creditors in the
Chapter 11 case of Citizens Development Corp.
CITIZENS DEVELOPMENT: Disclosure Statement Hearing on Nov. 13
-------------------------------------------------------------
The hearing to consider the approval of the disclosure statement
describing Citizens Development Corp.'s plan of reorganization has
been postponed to Nov. 13, 2013, at 2:00 p.m.
As reported by the TCR on July 16, 2013, the funding for the Plan
will come from: (1) the additional financing; (2) new value
contribution in the amount of $400,000 to be made to the
Reorganized Debtor by Atlantica, the new investor; (3) the
Debtor's cash on hand which is estimated to be approximately
$25,000 as of the Effective Date -- which collectively equates to
$2,925,000 -- and (4) the revenue generated from continued
business operations.
About Citizens Development
San Marcos, California-based Citizens Development Corp., owns and
operates the Lake San Marcos Resort and Country Club located in
San Diego County. The Company filed a voluntary petition for
relief under Chapter 11 (Bankr. S.D. Calif. Case No. 10-15142) on
August 26, 2010. Ron Bender, Esq., and Krikor Meshefejian, Esq.,
at Levene, Neale, Bender, Yoo & Brill LLP, represent the Debtor.
The Debtor estimated its assets and debts at $10 million to
$50 million.
Chapter 11 petitions were also filed by affiliates LSM Executive
Course, LLC (Bankr. S.D. Calif. Case No. 10-07480), and LSM Hotel,
LLC (Bankr. S.D. Calif. Case No. 10-13024).
A bankruptcy-exit plan filed in the case provides that funding for
the Plan will initially come from a new value contribution in the
amount of up to $375,000 to be made to the Reorganized Debtor by
LDG Golf Marketing, LLC, Telesis' cash collateral in the amount of
$50,000 allocated to the payment of allowed administrative
expenses pursuant to the Telesis Settlement, and the Debtor's
additional cash on hand which is estimated to be $50,000, which
collectively equates to up to $475,000.
Tiffany L. Carroll, Acting U.S. Trustee for Region 15, was unable
to appoint an official committee of unsecured creditors in the
Chapter 11 case of Citizens Development Corp.
COALINGA REGIONAL: S&P Lowers Rating on 2008B COPs to 'B-'
----------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'B-' from 'B' on Coalinga Regional Medical Center, Calif.'s series
2008A certificates of participation (COPs) and subordinate series
2008B COPs. The outlook is negative.
"The rating action reflects our view of declining hospital
operations," said Standard & Poor's credit analyst Jennifer
Hansen. "In our opinion, deterioration in the hospital's
underlying creditworthiness raises the risk that at some point the
hospital district could file for bankruptcy, as it did in 2003,
which could potentially interrupt the general property tax
payments pledged to the COPs," Ms. Hansen added.
The rating reflects S&P's view of the medical center's underlying
creditworthiness, particularly:
-- Declining admissions, largely because of decreases from the
California Department of Corrections;
-- Reduced reimbursement for the medical center's significant
skilled-nursing facility (SNF), although that has been
lifted for the 2013-14 fiscal year;
-- Declining financial operations and cash position; and
-- A very small medical staff of 12 active physicians.
The negative outlook reflects S&P's anticipation that the medical
center will continue to face operational challenges as a result of
lower inpatient volumes and cuts in state reimbursement for SNF.
COMARCO INC: Lenovo to Quit Selling Comarco's Power Adapter
-----------------------------------------------------------
Lenovo Information Products Co., Ltd., informed Comarco, Inc.,
that it intends to cease offering Comarco's Constellation product,
the power adapter Comarco designed and developed for Lenovo, to
its corporate clients. The Company estimates that it will ship
the approximately 25,000 remaining units to Lenovo during
Comarco's third fiscal quarter.
Sales of the Constellation product to Lenovo accounted for
materially all of the Company's revenue for the fiscal year ended
Jan. 31, 2013, as well as fiscal 2014 year to date. As a result
of this decision by Lenovo, Comarco anticipates that it will
generate no or de minimus revenue subsequent to the delivery of
these final unit sales which the Company anticipates will occur
during the remainder of the fiscal year ending Jan. 31, 2014.
Comarco will, effective immediately, begin reducing or eliminating
certain operating expenses to minimize future losses and cash
burn. However, the Company anticipates it will continue to
operate at a deficit and will remain cash flow negative for the
foreseeable future. Among other things, these cost cutting
measures may impact the Company's ability to timely and accurately
make filings and report results of operations with the Securities
and Exchange Commission.
Comarco is currently analyzing and will continue to analyze a
range of alternatives to preserve value for its stakeholders,
including, but in no way limited to exploring additional
investment and incremental financing from current or new
investors, entering litigation partnerships with outside entities
with regard to certain current previously disclosed or future
litigation matters, the engagement of advisors to assist in
exploring strategic options for the company as well as identifying
potential partnerships for the purpose of monetizing some or all
of the Company's IP portfolio and past, present, and future
infringement claims.
"There can be no assurances that we will be successful in
implementing any of these alternatives, or if implemented, that
any of these alternatives will successfully preserve or increase
shareholder value," the Company said in a regulatory filing with
the U.S. Securities and Exchange Commission.
About Comarco Inc.
Based in Lake Forest, California, Comarco, Inc. (OTC: CMRO)
-- http://www.comarco.com/-- is a provider of innovative,
patented mobile power solutions that can be used to power and
charge notebook computers, mobile phones, and many other
rechargeable mobile devices with a single device.
Comarco disclosed a net loss of $5.59 million on $6.33 million of
revenue for the year ended Jan. 31, 2013, as compared with a net
loss of $5.31 million on $8.06 million of revenue for the year
ended Jan. 31, 2012. As of April 30, 2013, the Company had $3.86
million in total assets, $11.05 million in total liabilities and a
$7.19 million total shareholders' deficit.
Squar, Milner, Peterson, Miranda & Williamson, LLP, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012. The independent
auditors noted that the Company has suffered recurring losses and
negative cashflow from operations, has negative working capital
and uncertainties surrounding the Company's ability to raise
additional funds. These factors, among others, raise substantial
doubt about its ability to continue as a going concern.
CONTRACTOR TECHNOLOGY: Texas Justices Pan $1MM Porter Hedges Suit
-----------------------------------------------------------------
Law360 reported that the Texas Supreme Court on Aug. 30 refused to
reinstate a construction company's $1 million malpractice suit
against Porter Hedges LLP over the firm's simultaneous
representation of the company and the bankruptcy trustee of a
general contractor that held a judgment against it.
According to the report, without comment, the high court rejected
Workzone Technologies' bid to overturn a decision by the
Fourteenth District Court of Appeals that it could not recover
fees Porter Hedges was paid for serving as special litigation
counsel to the bankruptcy trustee of Contractor Technology Inc.
CORNERSTONE HOME: Sec. 341 Meeting Adjourned to Sept. 4
-------------------------------------------------------
The meeting of creditors in the bankruptcy case of Cornerstone
Homes Inc. has been adjourned to Sept. 4, 2013, at 1:00 p.m.
The meeting of creditors is required under Section 341(a) of the
Bankruptcy Code in all bankruptcy cases.
At the first 341 meeting of creditors, all creditors are invited,
but not required, to attend. This meeting of creditors offers the
one opportunity in a bankruptcy proceeding for creditors to
question a responsible office of the Debtor under oath about the
company's financial affairs and operations that would be of
interest to the general body of creditors.
About Cornerstone Homes
Cornerstone Homes Inc., a homebuilder from Corning, New York,
filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-21103) on
July 15, 2013, in Rochester alongside a reorganization plan
already accepted by 96 percent of unsecured creditors' claims.
The Debtor disclosed assets of $18,561,028 and liabilities of
$36,248,526. Judge Paul R. Warren presides over the case.
Curtiss Alan Johnson, Esq., and David L. Rasmussen, Esq., at
Davidson Fink, LLP, in Rochester, N.Y., serve as the Debtor's
counsel.
As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.
Unsecured creditors are chiefly composed of noteholders with
$14.5 million in claims. For a 7 percent recovery, they are to
receive a note for $1 million, bearing 2 percent interest and
maturing in 10 years under the Plan. The note will be paid with
proceeds from sales of homes.
CORNERSTONE HOME: Nov. 27 Claims Bar Date Set
---------------------------------------------
The deadline for filing proofs of claim in Cornerstone Homes
Inc.'s Chapter 11 case has been set to November 27, 2013.
Meanwhile, the deadline for governmental units to file claims
in the Debtor's case has been set to January 14, 2014.
About Cornerstone Homes
Cornerstone Homes Inc., a homebuilder from Corning, New York,
filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-21103) on
July 15, 2013, in Rochester alongside a reorganization plan
already accepted by 96 percent of unsecured creditors' claims.
The Debtor disclosed assets of $18,561,028 and liabilities of
$36,248,526. Judge Paul R. Warren presides over the case.
Curtiss Alan Johnson, Esq., and David L. Rasmussen, Esq., at
Davidson Fink, LLP, in Rochester, N.Y., serve as the Debtor's
counsel.
As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.
Unsecured creditors are chiefly composed of noteholders with
$14.5 million in claims. For a 7 percent recovery, they are to
receive a note for $1 million, bearing 2 percent interest and
maturing in 10 years under the Plan. The note will be paid with
proceeds from sales of homes.
CORNERSTONE HOME: Committee Seeks to Hire LeClairRyan as Counsel
----------------------------------------------------------------
The Official Committee of Unsecured Creditors in the bankruptcy
case of Cornerstone Homes, Inc., seeks authority from the U.S.
Bankruptcy Court for the Western District of New York to retain
LeClairRyan, A Professional Corporation, as its counsel, nunc pro
tunc to August 6, 2013.
LeClairRyan will be paid based on its standard hourly rates, not
to exceed $425 per hour for partners, $295 per hour for
associates, and $130 per hour for paralegals. The firm will also
be reimbursed for its out-of-pocket expenses.
The firm's Gregory J. Mascitti, Esq., assures the Court that
LeClairRyan does not represent any interest adverse to the
Committee, the creditors, or other parties-in-interest in
connection with the Chapter 11 case and is a "disinterested
person" as that term is defined in Section 101(14) of the
Bankruptcy Code, and to the extent required by Section 1103(b) of
the Bankruptcy Code and Bankruptcy Rule 2014.
The Proposed Counsel for the Committee may be reached at:
Gregory J. Mascitti, Esq.
LECLAIRRYAN, A PROFESSIONAL CORPORATION
70 Linden Oaks, Suite 210
Rochester, NY 14625
Tel: (585) 270-2100
Fax: (585) 270-2179
About Cornerstone Homes
Cornerstone Homes Inc., a homebuilder from Corning, New York,
filed a Chapter 11 petition (Bankr. W.D.N.Y. Case No. 13-21103) on
July 15, 2013, in Rochester alongside a reorganization plan
already accepted by 96 percent of unsecured creditors' claims.
The Debtor disclosed assets of $18,561,028 and liabilities of
$36,248,526. Judge Paul R. Warren presides over the case.
Curtiss Alan Johnson, Esq., and David L. Rasmussen, Esq., at
Davidson Fink, LLP, in Rochester, N.Y., serve as the Debtor's
counsel.
As reported in the TCR on July 31, the Debtor scheduled a Sept. 6
hearing for the bankruptcy judge in Rochester, New York, to
approve the reorganization plan.
Unsecured creditors are chiefly composed of noteholders with
$14.5 million in claims. For a 7 percent recovery, they are to
receive a note for $1 million, bearing 2 percent interest and
maturing in 10 years under the Plan. The note will be paid with
proceeds from sales of homes.
CRC1331 BCD: Case Summary & 4 Unsecured Creditors
-------------------------------------------------
Debtor: CRC1331 BCD Mt. Prospect LLC
1331 Business Center Drive
Mount Prospect, IL 60056
Bankruptcy Case No.: 13-34691
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Janet S. Baer
Debtor's Counsel: Ariel Weissberg, Esq.
WEISSBERG & ASSOCIATES, LTD.
401 S. LaSalle Street, Suite 403
Chicago, IL 60605
Tel: (312) 663-0004
Fax: (312) 663-1514
E-mail: ariel@weissberglaw.com
Estimated Assets: $0 to $50,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of its largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/ilnb13-34691.pdf
The petition was signed by John H. Pressman of AOP Investments,
LLC, manager.
Affiliate that filed separate Chapter 11 petition:
Entity Case No. Petition Date
------ -------- -------------
Cyber Development Group
International, Inc. 13-34214 08/28/13
CROCKETT STREET: Wins Confirmation of Bankruptcy-Exit Plan
----------------------------------------------------------
Bankruptcy Judge Russell F. Nelms gave his stamp of approval on
the Original Chapter 11 Plan of Reorganization Proposed by
Crockett Street Bottle Shop, Inc., dated July 19, 2013. In
confirming the Plan after the hearing on Aug. 27, Judge Nelms said
the Plan complies with the applicable provisions of the Bankruptcy
Code.
The Original Disclosure Statement to Accompany Original Plan of
Reorganization filed on July 19, 2013, was conditionally approved
by Order Conditionally Approving Disclosure Statement entered
August 1, 2013. Approval of the Plan also constituted final
approval of the Disclosure Statement.
A copy of Judge Nelms' FINDINGS OF FACT AND CONCLUSIONS OF LAW IN
CONNECTION WITH CONFIRMATION OF ORIGINAL CHAPTER 11 PLAN OF
REORGANIZATION is available at http://is.gd/c8uhYgfrom
Leagle.com.
Crockett Street Bottle Shop, Inc., filed for Chapter 11 bankruptcy
(Bankr. N.D. Tex. Case No. 13-40034) on Jan. 3, 2013, estimating
under $1 million in both assets and debts. A copy of petition is
available at http://bankrupt.com/misc/txnb13-40034p.pdfand a list
of the largest unsecured creditors is available at
http://bankrupt.com/misc/txnb13-40034c.pdf The Debtor is
represented by Craig Douglas Davis, Esq., at Davis, Ermis &
Roberts, P.C.
D & L ENERGY: Plan Filing Period Extended Until Nov. 12
-------------------------------------------------------
The U.S. Bankruptcy Court for the Northern District of Ohio
extended D & L Energy, Inc., et al.'s exclusive period to file and
solicit acceptances of a Chapter 11 plan through Nov. 12, 2013,
and Jan. 11, 2014, respectively.
As reported in the TCR on August 22, The Debtors explain that it
needed additional time to resolve various contingencies before it
can finalize any viable plan.
About D & L Energy
D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow,
Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case
No. 13-40813) on April 16, 2013. Judge Kay Woods oversees the
case. Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve as the Debtors' counsel, and Walter
Haverfield, LLP, is the environmental counsel. SS&G Parkland
Consulting, LLC, serves as financial advisor and investment
banker. The Debtor disclosed $41,015,677 in assets and $6,185,158
in liabilities as of the Chapter 11 filing.
Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven
creditors to serve in the Official Committee of Unsecured
Creditors. Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq.,
at Squire Sanders (US) LLP, represent the Creditors Committee as
counsel. BBP Partners LLC serves as its financial advisors.
D & L ENERGY: Asks Court's OK to Expand SS&G's Employment
---------------------------------------------------------
D & L Energy, Inc., et al., ask the U.S. Bankruptcy Court for the
Northern District of Ohio to authorize the expansion of the scope
of SS&G Parkland Consulting, LLC's employment and retention as the
Debtors' financial advisor and investment banker to include
sourcing DIP Financing, with such retention nunc pro tunc as of
Aug. 26, 2013.
According to papers filed with the Court, the Debtors have agreed
to pay SS&G Parkland a flat success fee $45,000 for all proceeds
committed by any Court approved new financing source to the
Debtors for all Debtor-In-Possession facilities raised (the "DIP
Success Fee").
"S&G Parkland will seek a $2 million DIP facility which is
intended to cover the Debtors' best estimated projection of cash
needs through Nov. 30, 2013, and includes an approximate 20%
cushion to cover potential unknown liabilities," according to
counsel for the Debtors.
SS&G Parkland will bill its reimbursable expenses related to DIP
Financing as charged generally to bankruptcy and non-bankruptcy
clients alike, and in accordance with applicable guidelines.
The Debtors are informed, and believe, that SS&G Parkland and its
professionals do not hold or represent any interest adverse to the
Debtors, the Debtors' Estates, or their creditors or equity
security holders with respect to the matters on which it seeks to
be employed, and that SS&G Parkland is a "disinterested person"
within the meaning of ? 101(14) of the Bankruptcy Code.
The Application was submitted by:
Kathryn A. Belfance, Esq.
Todd A. Mazzola, Esq.
Brian T. Angeloni, Esq.
Steven J. Heimberger, Esq.
RODERICK LINTON BELFANCE LLP
One Cascade Plaza, Suite 1500
Akron, OH 44308
Tel: (330) 434-3000
Fax: (330) 434-9220
E-mail: kb@rlbllp.com
tmazzola@rlbllp.com
bangeloni@rlbllp.com
sheimberger@rlbllp.com
Counsel for Debtors
About D & L Energy
D & L Energy, based in Youngstown, Ohio, and affiliate Petroflow,
Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Ohio Lead Case
No. 13-40813) on April 16, 2013. Judge Kay Woods oversees the
case. Brian T. Angeloni, Esq., Kathryn A. Belfance, Esq., Steven
Heimberger, Esq., and Todd A. Mazzola, Esq., at Roderick Linton
Belfance, LLP, serve as the Debtors' counsel, and Walter
Haverfield, LLP, is the environmental counsel. SS&G Parkland
Consulting, LLC, serves as financial advisor and investment
banker. The Debtor disclosed $41,015,677 in assets and $6,185,158
in liabilities as of the Chapter 11 filing.
Daniel M. McDermott, U.S. Trustee for Region 9, appointed seven
creditors to serve in the Official Committee of Unsecured
Creditors. Sherri Lynn Dahl, Esq., and Peter R. Morrison, Esq.,
at Squire Sanders (US) LLP, represent the Creditors Committee as
counsel. BBP Partners LLC serves as its financial advisors.
DESIGNLINE CORP: Creditors Want Case Transferred to Charlotte, NC
-----------------------------------------------------------------
Cameron Harris, a creditor in the cases of DesignLine Corporation
and DesignLine USA, LLC, filed a motion with the U.S. Bankruptcy
Court for entry of an order transferring venue of these cases to
the United States Bankruptcy Court for the Western District of
North Carolina, Charlotte Division.
The Court should transfer the bankruptcy cases of these moribund
companies to Charlotte, North Carolina, the city where they once
operated, according to Cameron Harris. While venue may
technically be correct in this jurisdiction as one or more of the
Debtors are Delaware entities, the Debtors admit that Charlotte,
North Carolina, is their principal place of business and the
location of their principal assets, the creditor argues.
Furthermore, the Debtors' chief restructuring officer and her team
of financial professionals are located in Atlanta, Georgia;
therefore, Charlotte is a significantly more efficient forum for
the financial advisors that will manage the wind down and
liquidation of this company.
Moreover, as the Debtors' operations were located exclusively in
Charlotte, the Debtors' executives, officers and books and records
-- to the extent any of the foregoing still exist -- are likely
located in and around Charlotte, North Carolina. Finally, not a
single one of the Debtors' creditors is located in Delaware, but
the Debtors disclose that nearly 30% of the Debtors' total
creditors are located in North Carolina.
According to Law360, aside from Cameron Harris, gear maker Carnes-
Miller Gear is also seeking a transfer of the case to North
Carolina. Both Cameron ad Carnes-Miller are members of the
official committee of unsecured creditors.
Attorneys for Mr. Harris can be reached at:
Robert J. Dehney, Esq.
Gregory W. Werkheiser, Esq.
Andrew R. Remming, Esq.
MORRIS, NICHOLS, ARSHT & TUNNELL LLP
1201 N. Market Street
P.O. Box 1347
Wilmington, DE 19899-1347
Tel: (302) 658-9200
Fax: (302) 658-3989
E-mail: rdehney@mnat.com
gwerkheiser@mnat.com
aremming@mnat.com
DesignLine Corporation and DesignLine USA LLC sought Chapter 11
protection (Bankr. D. Del. Lead Case Nos. 13-12089 and 13-12090)
on Aug. 15, 2013. Katie Goodman signed the petitions as chief
restructuring officer. Mark D. Collins, Esq., and Michael Joseph
Merchant, Esq., at Richards, Layton & Finger, P.A., serve as the
Debtors' counsel. Nelson Mullins Riley & Scarborough, LLP, is the
Debtors' general bankruptcy counsel. The Debtors' financial
advisor is GGG Partners LLC. The Debtors estimated assets and
debts of at least $10 million.
DESIGNLINE CORP: Taps Rust Consulting as Claims Agent
-----------------------------------------------------
DesignLine Corporation sought and obtained court authority to
appoint Rust Consulting Omni Bankruptcy as its official claims and
noticing effective as of the Petition Date.
The services to the rendered by Rust Consulting will be billed at
a 10% discount to the firm's normal hourly rates. The discounted
hourly rates range from $22.50 to $157.50 per hour. The
discounted hourly rates will be capped at a blended hourly rate of
$90 per hour to be calculated on a quarterly basis.
The firm's Paul H. Deutch assured the Court that Rust Consulting
is a "disinterested person" as referenced in Section 327(a) of the
Bankruptcy Code and as defined in Section 101(14), as modified by
Section 1107(b). He may be reached at:
Paul H. Deutch
Senior Bankruptcy Consultant
RUST OMNI
1120 Avenue Of The Americas Fl 4
New York, NY 10036-6700 USA
Tel: (212) 302-3580
Fax: (212) 302-3820 fax
E-mail: paul@omnimgt.com
About DesignLine Corporation
DesignLine Corporation and DesignLine USA LLC sought Chapter 11
protection (Bankr. D. Del. Case Nos. 13-12089 and 13-12090) on
Aug. 15, 2013. Katie Goodman signed the petitions as chief
restructuring officer. Mark D. Collins, Esq., and Michael Joseph
Merchant, Esq., at Richards, Layton & Finger, P.A., serve as the
Debtors' counsel. Nelson Mullins Riley & Scarborough, LLP, is the
Debtors' general bankruptcy counsel. The Debtors' financial
advisor is GGG Partners LLC. The Debtors estimated assets and
debts of at least $10 million.
DesignLine USA is a designer and manufacturer of electric,
electric range extended, diesel and alternative fuel transit
buses. It serves the private transportation industry and public
transportation authorities in the U.S., Canada, Middle East and
Asia. DesignLine Corp. is the parent of DesignLine USA.
DESIGNLINE CORP: U.S. Trustee Appoints 5-Member Creditors Panel
---------------------------------------------------------------
Roberta A. DeAngelis, the U.S. Trustee for Region 3, appointed
five members to the official committee of unsecured creditors in
the Chapter 11 cases of DesignLine Corporation et al.
1. Princess Cathcart & Frank Thompson
c/o Charles Ercole, Esq.
Klehr Harrison Harvey
Branzburg, 1835 Market St., Ste. 1400
Philadelphia, PA 19103,
Tel: 215-569-4282
2. Cameron Harris
6400 Fairview Rd.
Charlotte, NC 28210
Tel: 704-405-1704
Fax: 704-405-1712
3. The Punaro Group LLC
Attn: Arnold Punaro
1313 Dolley Madison Blvd., Ste. 404
McLean, VA 22101
Tel: 703-942-5770
Fax: 703-942-8911
4. Carnes-Miller Gear Co., Inc.
Attn: Daniel M. Tweed Jr.
PO Box 268
Locust, NC 28097
Tel: 704-888-4448
Fax: 704-888-4554
5. TriMark Corporation
Attn: Jeff Henn
500 Bailey Ave.
New Hampton, IA 50659
Tel: 641-394-1059
Fax: 641-394-1528
The U.S. Trustee's counsel working on the case can be reached at:
David L. Buchbinder, Esq.
Tel: (302) 573-6491
Fax: (302) 573-6497
The Debtors' Counsel can be reached at
Mark D. Collins, Esq.
Tel: (302) 651-7700
Fax: (302) 651-7701
DesignLine Corporation and DesignLine USA LLC sought Chapter 11
protection (Bankr. D. Del. Lead Case Nos. 13-12089 and 13-12090)
on Aug. 15, 2013. Katie Goodman signed the petitions as chief
restructuring officer. Mark D. Collins, Esq., and Michael Joseph
Merchant, Esq., at Richards, Layton & Finger, P.A., serve as the
Debtors' counsel. Nelson Mullins Riley & Scarborough, LLP, is the
Debtors' general bankruptcy counsel. The Debtors' financial
advisor is GGG Partners LLC. The Debtors estimated assets and
debts of at least $10 million.
DESTINY CHURCH: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Destiny Church of Cedar Hill
dba Destiny Kid Academy
fka New Hope Church of Cedar Hill
1375 New Clark Road
Cedar Hill, TX 75104
Bankruptcy Case No.: 13-34405
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Stacey G. Jernigan
Debtor's Counsel: Areya Holder, Esq.
HOLDER LAW
800 W. Airport Freeway, Suite 800
Irving, TX 75062
Tel: (972) 438-8800
Fax: (972) 438-8825
E-mail: areya@holderlawpc.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by David Smith, president/senior pastor.
DETROIT, MI: Five Legal Experts Compose Initial Mediation Team
--------------------------------------------------------------
Chief Judge Gerald Rosen of the U.S. Bankruptcy Court for the
Eastern District of Michigan announced on Aug. 20 the members of
the primary team of mediators who will work with him on the
mediation of major issues in the City of Detroit's Chapter 9
bankruptcy case, the largest case in the U.S.'s history.
Joining Chief Judge Rosen on this initial mediation team will be:
(1) U. S. District Judge Victoria Roberts was appointed to the
Bench of the Eastern District of Michigan by President William J.
Clinton in 1998. She is a native Detroiter and a Past President of
the State Bar of Michigan, which has conferred on Judge Roberts
its two highest honors. Before her appointment to the bench, Judge
Roberts was in private practice and served as an Assistant United
States Attorney. She now is an adjunct professor at the University
of Michigan Law School. Judge Roberts has extensive experience
facilitating, arbitrating and mediating cases.
(2) U. S. Bankruptcy Judge Elizabeth Perris of the District of
Oregon, is a bankruptcy judge of almost 30 years experience, has
served two terms on the Bankruptcy Appellate Panel for the 9
Circuit, as well as a bankruptcy trustee, and has served as the
Judicial the Mediator in the municipal bankruptcies of Vallejo,
Stockton and Mammoth Lakes, California. Judge Perris has taught at
Lewis and Clark and Willamette University Law Schools. Judge
Perris is the author and co-author of a number of respected
bankruptcy publications and was awarded the 2012 Distinguished
Service Award by the Bankruptcy Inn Alliance of the American Inns
of Court. Judge Perris is widely recognized for her expertise in
municipal bankruptcies as well as for her mediation skills.
(3) Senior U.S. District Judge Wiley Daniel of the District of
Colorado, was appointed to the Bench in 1995 by President William
J. Clinton, has served as Chief Judge of the Colorado Federal
District Court, President of the Colorado Bar Association and
President of the Federal Judges Association. Judge Daniel is a
former resident of the Detroit area, having practiced law and
taught law school in Detroit for six years.
(4) Former U.S. Bankruptcy and U. S. District Judge David Coar
was appointed to the Bench of the Northern District of Illinois by
President William J. Clinton in 1994, after serving as a U.S.
Bankruptcy Trustee and a federal Bankruptcy Judge in Chicago, and
has been a law professor and Associate Dean of DePaul Law School
(Chicago) and a Sergeant in the U. S. Marine Corps. Judge Coar
left the federal bench in 2010 and has been a private mediator on
large high profile cases, including the Mammoth Lakes, California
municipal bankruptcy.
(5) Eugene Driker, a native Detroiter and co-founder of the
Barris, Sott, Denn & Driker Detroit law firm, is widely recognized
as a dean of the Michigan bar and a civic leader. Mr. Driker has
litigated major business and commercial cases for over 50 years in
the state and federal courts, and has represented numerous high
profile public and private figures and entities. He is considered
one of the leading mediators in Michigan, having been appointed by
both state and federal judges, as well as lawyers from all over
the country, to assist in the resolution of over 150 cases. Mr.
Driker will be awarded the Champion of Justice Award by the State
Bar of Michigan next month.
Chief Judge Rosen, who was appointed as the lead facilitative
mediator by presiding Bankruptcy Judge Steven Rhodes, said, "We
are very fortunate indeed that some of the leading federal judges
and private mediators from Michigan and around the nation have
agreed to assist Judge Rhodes and the parties in attempting to
resolve the many challenging issues confronting Detroit in this
case. This initial team brings a wealth of widely recognized
experience and expertise to the mediation process that will
provide the parties with a confidential, neutral forum to discuss
their respective positions. There are literally thousands of
claims and issues in the case, and the team's initial work will
focus on the major issues at the outset of the case. As the case
develops, additional mediators may be asked to assist us with
other parties and issues. I look forward to working with the
mediation team and the parties in forging a facilitative process
that will provide the best opportunity for the successful
resolution of as many disputes as possible, so that Detroit and
our region can move forward to realize their great potential."
The initial meeting of the mediation team with the major parties
will be held on September 17, 2013.
About Detroit, Michigan
The city of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The city's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
DETROIT, MI: Nine Members Appointed to Retirees' Committee
----------------------------------------------------------
Daniel M. McDermott, U.S. Trustee for Region 9, named nine members
to the official committee of retired employees in the City of
Detroit's Chapter 9 bankruptcy case.
The Committee members are:
1. Detroit, Michigan, Retiree Sub-Chapter 98 of the American
Federation of State, County and Municipal Employees, AFL-CIO
? Edward L. McNeil
2. Michael J. Karwoski
3. Shirley V. Lightsey
4. Terri Renshaw
5. Robert A. Shinske
6. Donald Taylor
7. Gail Wilson Turner
8. Gail M. Wilson
9. International Union, UAW Wendy Fields-Jacobs
The U.S. Trustee is represented by Sean M. Cowley, Esq. --
Sean.Cowley@usdoj.gov -- and Maria D. Giannirakis, Esq. --
Maria.D.Giannirakis@usdoj.gov -- Trial Attorney Office of the U.S.
Trustee, in Detroit, Michigan.
About Detroit, Michigan
The city of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The city's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
DETROIT, MI: Dentons Representing Retirees in Chapter 9 Case
------------------------------------------------------------
Law360 reported that Detroit's retirees have tapped Dentons US LLP
to defend its interests in the nation's largest-ever municipal
bankruptcy case to date, a challenging undertaking as the fate of
the group's pension and medical benefits remains uncertain.
The global firm appeared in Michigan bankruptcy court on behalf of
the court-approved retiree committee in Detroit's unprecedented
Chapter 9, according to court documents filed on Aug. 29, the
report related. At the helm are Carole Neville, Sam Alberts and
Claude Montgomery -- all partners in the firm's bankruptcy,
insolvency and restructuring group.
About Detroit, Michigan
The city of Detroit, Michigan, weighed down by more than
$18 billion in accrued obligations, sought municipal bankruptcy
protection on July 18, 2013, by filing a voluntary Chapter 9
petition (Bankr. E.D. Mich. Case No. 13-53846). Detroit listed
more than $1 billion in both assets and debts.
Kevyn Orr, who was appointed in March 2013 as Detroit's emergency
manager, signed the petition. Detroit is represented by
lawyers at Jones Day and Miller Canfield Paddock and Stone PLC.
Michigan Governor Rick Snyder authorized the bankruptcy filing.
The filing makes Detroit the largest American city to seek
bankruptcy, in terms of population and the size of the debts and
liabilities involved.
The city's $18 billion in debt includes $5.85 billion in special
revenue obligations, $6.4 billion in post-employment benefits,
$3.5 billion for underfunded pensions, $1.13 billion on secured
and unsecured general obligations, and $1.43 billion on pension-
related debt, according to a court filing. Debt service consumes
42.5 percent of revenue. The city has 100,000 creditors and
20,000 retirees.
Detroit is represented by David G. Heiman, Esq., and Heather
Lennox, Esq., at Jones Day, in Cleveland, Ohio; Bruce Bennett,
Esq., at Jones Day, in Los Angeles, California; and Jonathan S.
Green, Esq., and Stephen S. LaPlante, Esq., at Miller Canfield
Paddock and Stone PLC, in Detroit, Michigan.
Sharon Levine, Esq., at Lowenstein Sandler LLP, is representing
the American Federation of State, County and Municipal Employees
and the International Union.
Babette Ceccotti, Esq., at Cohen, Weiss & Simon LLP, is
representing the United Automobile, Aerospace and Agricultural
Implement Workers of America.
DIALOGIC INC: Offering 1.7 Million Common Shares Under Plans
------------------------------------------------------------
Dialogic Inc. registered with the U.S. Securities and Exchange
Commission 1,720,781 shares of common stock issuable under the
Company's 2006 Employee Stock Purchase Plan and 2006 Equity
Incentive Plan. The proposed maximum aggregate offering price is
$1.4 million. A copy of the Form S-8 prospectus is available for
free at http://is.gd/aGb3bi
About Dialogic
Milpitas, Cal.-based Dialogic Inc. provides communications
platforms and technology that enable developers and service
providers to build and deploy innovative applications without
concern for the complexities of the communication medium or
network.
The Company's balance sheet at June 30, 2013, showed $107.50
million in total assets, $137.71 million in total liabilities and
a $30.20 million total stockholders' deficit.
Bankruptcy Warning
"If future covenant or other defaults occur under the Term Loan
Agreement or under the Revolving Credit Agreement (the "Revolving
Credit Agreement") with Wells Fargo Foothill Canada ULC (the
"Revolving Credit Lender"), the Company does not anticipate having
sufficient cash and cash equivalents to repay the debt under these
agreements should it be accelerated and would be forced to
restructure these agreements and/or seek alternative sources of
financing. There can be no assurances that restructuring of the
debt or alternative financing will be available on acceptable
terms or at all. In the event of an acceleration of the Company's
obligations under the Revolving Credit Agreement or Term Loan
Agreement and the Company's failure to pay the amounts that would
then become due, the Revolving Credit Lender and Term Loan Lenders
could seek to foreclose on the Company's assets, as a result of
which the Company would likely need to seek protection under the
provisions of the U.S. Bankruptcy Code and/or its affiliates might
be required to seek protection under the provisions of applicable
bankruptcy codes," according to the Company's annual report for
the period ended Dec. 31, 2012.
DIGITAL COMMUNITY: Cable Contract Not Part of Bankruptcy Estate
---------------------------------------------------------------
Digital Community Networks, Inc. and SW Florida Communications,
LLC sued Bay Village of Sarasota in state court to enforce a cable
services contract. Bay Village says it is excused from
performance under that contract because it was previously rejected
in this bankruptcy case. The state court refused to decide that
issue because it says the question of whether the cable service
contract is property of the estate is exclusively the province of
the Bankruptcy Court in Tampa, Florida.
In an Aug. 27, 2013 Memorandum Opinion available at
http://is.gd/sXGmFFfrom Leagle.com, Bankruptcy Judge Michael G.
Williamson ruled that the cable services contract was not rejected
in the Debtor's bankruptcy case. The judge explained the Debtor
could not have assumed or rejected that contract since the Debtor
did not own it as of the petition date. Three years before the
Chapter 11 filing, the Debtor had assigned the cable service
contract to a limited liability company it created, and that
limited liability company, in turn, sold the contract (along with
the rest of its assets) to an investor.
"While it is true the Debtor listed the contract in its schedules
and otherwise took the position it owned the contract, the Debtor
is not judicially estopped from now taking a contrary position in
state court because its previous claim of ownership was in an
effort to recharacterize the sale of that contract as a disguised
loan and was not intended to make a mockery of the judicial
system. Accordingly, . . . the cable services contract was not
part of the bankruptcy estate and was never rejected during this
bankruptcy case," Judge Williamson said.
In the same ruling, Judge Williamson authorized the state court to
proceed with the pending state court action between the parties
since the cable services contract was not part of the bankruptcy
estate.
Counsel for Debtor is:
James D. Gibson, Esq.
GIBSON KOHL WOLFF & HRIC, P.L.
1800 2nd Street, Suite 901
Sarasota, FL 34236
Tel: (941) 365-1166
Fax: (941) 373-9575
M. Lewis Hall, III, Esq. -- lhall@williamsparker.com -- at
Williams Parker Harrison Dietz & Getzen, argues for Bay Village of
Sarasota, Inc.
Digital Community Networks, Inc., a cable service provider based
in Sarasota, Florida, filed for Chapter 11 bankruptcy (Bankr. M.D.
Fla. Case No. 06-01702) on April 13, 2006. Judge Michael G.
Williamson oversees the case. Roberta A. Colton, Esq., at Trenam,
Kemker, Scharf, Barkin, Frye, O'Neill & Mullis, P.A., served as
the Debtor's bankruptcy counsel. DCN estimated $1 million to
$10 million in both assets and debts. The Court confirmed the
Debtor's amended reorganization plan on May 8, 2007.
DYNEGY INC: Bankruptcy Judge OKs $3.5MM Plant Sale to Helios
------------------------------------------------------------
Law360 reported that a New York bankruptcy judge on Aug. 29
greenlighted a Dynegy Inc. unit's $3.5 million sale of a New York
power plant to Helios Power Capital LLC, following the approval of
the electric company's Chapter 11 plan.
According to the report, U.S. Bankruptcy Judge Cecelia G. Morris
signed off on the deal, which will hand over control of the
Danskammer Generating Station, located on the shores of the Hudson
River in Newburgh, N.Y., and related assets to power asset manager
Helios Power Capital.
About Dynegy
Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets. The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.
Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) on Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH. If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet. Dynegy Holdings disclosed assets of
$13.77 billion and debt of $6.18 billion.
Dynegy Inc. on July 6, 2012, filed a voluntary petition to
reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to
effectuate a merger with Dynegy Holdings, pursuant to Holdings'
Chapter 11 plan.
Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel. Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues. The financial advisor is FTI Consulting.
The Official Committee of Unsecured Creditors in Holdings' cases
has tapped Akin Gump Strauss Hauer & Feld LLP as counsel.
Dynegy Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012. Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.
Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.
DYNEGY INC: Operating Companies Near Bankruptcy Exit
----------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Dynegy Inc. was given court permission to sell the
non-operating Danskammer plant for $3.5 million and the assumption
of environmental cleanup obligations.
According to the report, more important than the sale price,
completion of the Danskammer sale will allow Dynegy's four so-
called operating subsidiaries to implement their Chapter 11 plan
approved by the bankruptcy court's confirmation order in March.
The Dynegy parent previously emerged from bankruptcy under its
separate plan.
About Dynegy
Through its subsidiaries, Houston, Texas-based Dynegy Inc.
(NYSE: DYN) -- http://www.dynegy.com/-- produces and sells
electric energy, capacity and ancillary services in key U.S.
markets. The power generation portfolio consists of approximately
12,200 megawatts of baseload, intermediate and peaking power
plants fueled by a mix of natural gas, coal and fuel oil.
Dynegy Holdings LLC and four other affiliates of Dynegy Inc.
sought Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Lead Case
No. 11-38111) on Nov. 7, 2011, to implement an agreement with a
group of investors holding more than $1.4 billion of senior notes
issued by Dynegy's direct wholly-owned subsidiary, Dynegy
Holdings, regarding a framework for the consensual restructuring
of more than $4.0 billion of obligations owed by DH. If this
restructuring support agreement is successfully implemented, it
will significantly reduce the amount of debt on the Company's
consolidated balance sheet. Dynegy Holdings disclosed assets of
$13.77 billion and debt of $6.18 billion.
Dynegy Inc. on July 6, 2012, filed a voluntary petition to
reorganize under Chapter 11 (Bankr. S.D.N.Y. Case No. 12-36728) to
effectuate a merger with Dynegy Holdings, pursuant to Holdings'
Chapter 11 plan.
Dynegy Holdings and its affiliated debtor-entities are represented
in the Chapter 11 proceedings by Sidley Austin LLP as their
reorganization counsel. Dynegy and its other subsidiaries are
represented by White & Case LLP, who is also special counsel to
the Debtor Entities with respect to the Roseton and Danskammer
lease rejection issues. The financial advisor is FTI Consulting.
The Official Committee of Unsecured Creditors in Holdings' cases
has tapped Akin Gump Strauss Hauer & Feld LLP as counsel.
Dynegy Holdings and its parent, Dynegy Inc., completed their
Chapter 11 reorganization and emerged from bankruptcy Oct. 1,
2012. Under the terms of the DH/Dynegy Plan, DH merged with and
into Dynegy, with Dynegy, Inc., remaining as the surviving entity.
Dynegy Northeast Generation, Inc., Hudson Power, L.L.C., Dynegy
Danskammer, L.L.C. and Dynegy Roseton, L.L.C., won confirmation of
their plan of liquidation in March 2013, allowing the former
operating units of Dynegy to consummate a settlement agreement
resolving some lease trustee claims and sell their facilities.
EL FARMER: PR Asset Allows Use of Cash Collateral Until Sept. 30
----------------------------------------------------------------
El Farmer, Inc., and PR Asset Portfolio 2013-1 International, LLC,
jointly ask the bankruptcy court to allow the use of PR Asset's
cash collateral until Sept. 30, 2013.
As reported by the TCR on Aug. 29, 2013, El Farmer had sought
Court approval to use cash collateral, without the consent of PR
Asset Portfolio (formerly Banco Popular), for the period of Sept.
1, 2013, to Oct. 31, 2013, for the payment of the Debtor's
operating expenses.
PR Asset only agrees to the use of its cash collateral up to
September 30 with a weekly payment of $9,084 to it.
PR Asset is represented by:
Patrick D. O'Neill, Esq.
Dagmar I. Fernandez, Esq.
O'NEILL & GILMORE, P.S.C.
Citibank Towers, Suite 1701
252 Ponce de Leon Avenue
San Juan, Puerto Rico 00918
Tel: 787-620-0670
Fax: 787-620-0671
E-mail: pdo@go-law.com
About El Farmer
El Farmer, Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case
No. 12-09687) in Old San Juan, Puerto Rico on Dec. 7, 2012. The
Debtor scheduled $18.3 million in assets and $12.0 million in
liabilities, including $11.0 million owed to secured creditor
Banco Popular De Puerto Rico. The Debtor owns farm lands in
Isabela, Puerto Rico. Modesto Bigas Mendez, Esq., at Bigas &
Bigas, in Ponce, P.R., represents the Debtor as counsel.
EL FARMER: Lender Wants Until Oct. 15 to Elect Claim Treatment
--------------------------------------------------------------
PR Asset Portfolio 2013-1 International, LLC, asks the Bankruptcy
Court to issue an order granting it until Oct. 15, 2013, to elect
treatment of its claim against El Farmer, Inc., under Section
1111(b) of the Bankruptcy Code or to waive that option. PR Asset
said it needs more time to determine whether to elect fully
secured treatment or bifurcation of its claim.
PR Asset is an under-secured creditor and has a partially secured
claim against the debtor. Given the inherent risks of that
category of creditor, PR Asset is pondering whether or not it will
invoke the protections of Section 1111(b) of the Bankruptcy Code.
"PR Asset's unsecured portion of its claim is large enough to
have a significant, if not decisive, influence on the vote of the
unsecured creditor class," says Patrick D. O'Neill, Esq., at
O'NEILL & GILMORE, P.S.C., counsel to PR Asset. "By electing
Section 1111(b) treatment, PR Asset would sacrifice its rights to
participate as an unsecured creditor," he adds.
About El Farmer
El Farmer, Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case
No. 12-09687) in Old San Juan, Puerto Rico on Dec. 7, 2012. The
Debtor scheduled $18.3 million in assets and $12.0 million in
liabilities, including $11.0 million owed to secured creditor
Banco Popular De Puerto Rico. The Debtor owns farm lands in
Isabela, Puerto Rico. Modesto Bigas Mendez, Esq., at Bigas &
Bigas, in Ponce, P.R., represents the Debtor as counsel.
EMMONS-SHEEPSHEAD: Denies Motion to Vacate Order Confirming Plan
----------------------------------------------------------------
On Aug. 28, 2013, the U.S. Bankruptcy Court for the Eastern
District of New York entered an order denying in its entirety the
Motion of Albert Wilk d/b/a Wilk RE, Alex Dikman and Metropolitan
Estates, Inc., in a derivative capacity, to reopen the
confirmation proceeding, vacate order confirming plan & reconsider
for relief Under Rule 9023 and 9024 of the Federal Rules of
Bankruptcy Procedure, including the motion to stay order pending
appeal.
About the Debtor
Emmons-Sheepshead Bay Development LLC, the owner of 49 unsold
condominium units on Emmons Avenue in Brooklyn, filed a Chapter 11
petition (Bankr. E.D.N.Y. Case No. 12-46321) on Aug. 30, 2012, in
Brooklyn. The Debtor said the property is worth $14 million. It
has $32.6 million in total liabilities, including $31 million owed
to TD Bank N.A., which is secured by first, second and third
priority liens on the property.
Judge Elizabeth S. Stong presides over the case. Arnold Mitchell
Greene, Esq., and Lori A. Schwartz, Esq., at Robinson Brog
Leinwand Greene, et al., serve as the Debtor's counsel. The
petition was signed by Jacob Pinson, managing member, Yachad
Enterprises, LLC.
As reported in the TCR on July 22, Judge Elizabeth S. Stong
confirmed Emmons-Sheephead Bay Development, LLC's second amended
plan of reorganization, as amended during the hearing held on
June 27, 2013.
FAIRMONT GENERAL: To File for Chapter 11 Bankruptcy on Sept. 3
--------------------------------------------------------------
As widely reported, The Fairmont General Hospital Board of
Directors has said the hospital will seek Chapter 11 bankruptcy
protection on September 3, 2013, to allow the hospital to
restructure long-term debt and contracts, as well as regulate
costs with local, regional and national healthcare norms.
"We're moving forward to take this action now because we know it
is necessary to make us financially and operationally stronger and
to pave a smoother transition when we do find the right partner,"
said Robert C. Marquardt, president and chief executive officer of
Fairmont General in a news release, according to a report by Kim
Freda, and Kelsey Pape, writing for West Virginia's The State
Journal. Fairmont General Hospital will emerge as a more focused
and profitable hospital, Mr. Marquardt said.
FIRST PHILADELPHIA: Court Extends Plan Filing Deadline to Nov. 21
-----------------------------------------------------------------
The Bankruptcy Court has extended First Philadelphia Holdings,
LLC's deadline to file a Chapter 11 plan until Nov. 21, 2013. The
Debtor's exclusive period to solicit acceptances of that Plan is
extended until Jan. 20, 2014.
About First Philadelphia
First Philadelphia Holdings, LLC, is a Pennsylvania limited
liability company formed on or about March 14, 2005. The Debtor
is headquartered in New Jersey and is in the business of owning
real estate located at 6501 New State Road a/k/a Tacony Street,
Philadelphia, Pennsylvania.
The Company filed a Chapter 11 petition (Bankr. D.N.J. Case No.
12-39767) on Dec. 21, 2012. The Debtor scheduled $15,000,000 in
assets and $10,346,981 in liabilities as of the Chapter 11 filing.
Judge Gloria M. Burns presides over the case.
Maureen P. Steady, Esq., who has an office in Marlton, New Jersey,
serves as the Debtor's bankruptcy counsel. In its schedules, the
Debtor disclosed $15,000,000 in total assets and $10,346,981 in
total liabilities.
No official committee of unsecured creditors, trustee or examiner
has been appointed in the Debtor's Chapter 11 case.
FNC PROPERTIES: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: FNC Properties, L.L.C.
P.O. Box 456
Mission, TX 78573
Bankruptcy Case No.: 13-70443
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of Texas (McAllen)
Judge: Richard S. Schmidt
Debtor's Counsel: Antonio Villeda, Esq.
LAW OFFICE OF ANTONIO VILLEDA
5414 N. 10th Street
McAllen, TX 78504
Tel: (956) 631-9100
E-mail: avilleda@mybusinesslawyer.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company's list of its largest unsecured creditors filed with
the petition does not contain any entry.
The petition was signed by Alfredo Cordova, president/member.
FOUR OAKS: Director Resigns to Focus on Political Campaign
----------------------------------------------------------
John H. Lampe, II, a member of the Board of Directors of Four Oaks
Fincorp, Inc., tendered his resignation as a member of the Board,
effective as of Aug. 22, 2013. Mr. Lampe resigned in order to
focus on his other commitments, including his Smithfield, North
Carolina, mayoral campaign.
About Four Oaks
Based in Four Oaks, North Carolina, Four Oaks Fincorp, Inc., is
the bank holding company for Four Oaks Bank & Trust Company. The
Company has no significant assets other than cash, the capital
stock of the bank and its membership interest in Four Oaks
Mortgage Services, L.L.C., as well as $1,241,000 in securities
available for sale as of Dec. 31, 2011.
Four Oaks disclosed a net loss of $6.96 million in 2012, as
compared with a net loss of $9.09 million in 2011. As of June 30,
2013, the Company had $828.93 million in total assets, $806.66
million in total liabilities and $22.26 million in total
shareholders' equity.
"The Company and the Bank entered into a formal written agreement
(the "Written Agreement") with the Federal Reserve Bank of
Richmond ("FRB") and the North Carolina Office of the Commissioner
of Banks ("NCCOB") that imposes certain restrictions on the
Company and the Bank, as described in Notes H - Trust Preferred
Securities and Note K - Regulatory Restrictions. A material
failure to comply with the Written Agreement's terms could subject
the Company to additional regulatory actions and further
restrictions on its business, which may have a material adverse
effect on the Company's future results of operations and financial
condition.
"In order for the Company and the Bank to maintain its well
capitalized position under federal banking agencies' guidelines,
management believes that the Company may need to raise additional
capital to absorb the potential future credit losses associated
with the disposition of its nonperforming assets. Management is
in the process of evaluating various alternatives to increase
tangible common equity and regulatory capital through the issuance
of additional equity. The Company is also working to reduce its
balance sheet to improve capital ratios and is actively evaluating
a number of capital sources, asset reductions and other balance
sheet management strategies to ensure that the projected level of
regulatory capital can support its balance sheet long-term. There
can be no assurance as to whether these efforts will be
successful, either on a short-term or long-term basis. Should
these efforts be unsuccessful, the Company may be unable to
discharge its liabilities in the normal course of business. There
can be no assurance that the Company will be successful in any
efforts to raise additional capital during 2013," according to the
Company's annual report for the period ended Dec. 31, 2012.
GLOBAL GEOPHYSICAL: S&P Lowers Corporate Credit Rating to 'CCC+'
----------------------------------------------------------------
Standard & Poor's Ratings Services said it lowered its corporate
credit rating on Missouri City, Texas-based Global Geophysical
Services Inc. to 'CCC+' from 'B+' and placed the rating on
CreditWatch with developing implications. S&P also lowered the
rating on the company's senior unsecured debt to 'B-' from 'B+.
The rating action reflects S&P's belief that there is a risk of a
default over the near term, absent sufficient internal cash
generation to meet the credit facility step-down, or a refinancing
of the credit facility Global Geophysical reported about
$10 million in cash balances and no availability on its fully
drawn $80 million credit facility as of June 30, 2013. S&P had
originally expected close to $50 million in cash balances at the
end of the second quarter. Furthermore, the credit facility steps
down to $67.5 million on Sept. 30, 2013. The company also
recently reported much weaker than expected operating results for
the quarter ended June 30, 2013. Revenues for the quarter
decreased by about 35% while EBITDA decreased by 50%. The company
indicated this was due to "reduced crew activity" in Columbia and
Brazil.
The downgrade also incorporates the possibility that, over the
several quarters, operating performance could suffer if some of
Global Geophysical's customers defer or cancel existing contracts.
Before the company reported its disappointing June quarter
results, S&P had expected a stronger second half of the year to
add to liquidity, because of expected growth in its backlog
($201 million as of June 30, 2013, up from $180 million at
March 30, 2013). S&P estimates its sizable fixed spending
obligations over the 12 months include cash interest of about
$30 million and investment in data library and capital
expenditures of about of about $75 million.
The resolution of the CreditWatch listing will focus on the
company's liquidity. Developing implications indicate that S&P
could raise or lower the ratings.
"We could consider a downgrade if the company were not able to
refinance its credit facility and operating trends continued to
deteriorate. We could consider a positive rating action if the
company were able to refinance its credit facility and maintain
adequate liquidity, while improving operating performance and cash
flow generation in the second half of 2013. An upgrade would also
depend on continued growth in the company's backlog. We would
expect any positive rating action to be limited to one notch given
the company's size and the volatility of the seismic services
sector," said Standard & Poor's credit analyst Susan Ding.
GLOBALSTAR INC: GARA with Thermo Funding Takes Effect
-----------------------------------------------------
As previously announced, on July 31, 2013, Globalstar, Inc.,
entered into a Global Deed of Amendment and Restatement with
Thermo Funding Company LLC, Globalstar's domestic subsidiaries, a
syndicate of bank lenders, including BNP Paribas, Societe
Generale, Natixis, Credit Agricole Corporate and Investment Bank
and Credit Industrial et Commercial as arrangers and BNP Paribas
as the security agent and COFACE Agent, providing for the
amendment and restatement of Globalstar's existing $586.3 million
senior secured credit facility dated as of June 5, 2009, and
certain related credit documents.
The GARA, as amended by the Deed of Amendment among the parties
dated Aug. 21, 2013, became effective on Aug. 22, 2013, and waived
all of Globalstar's existing defaults under the Existing Credit
Agreement, extended the term of the facility by two and a half
years (postponing an aggregate of $235.3 million in principal
payments through 2019), and restructured the financial covenants.
About Globalstar
Covington, Louisiana-based Globalstar Inc. provides mobile
satellite voice and data services. Globalstar offers these
services to commercial and recreational users in more than 120
countries around the world. The Company's products include mobile
and fixed satellite telephones, simplex and duplex satellite data
modems and flexible service packages.
Globalstar reported a net loss of $25.1 million on $19.3 million
of revenue for the three months ended March 31, 2013, compared
with a net loss of $24.5 million on $16.7 million of revenue for
the same period last year.
The Company's balance sheet at March 31, 2013, showed
$1.391 billion in total assets, $921 million in total
liabilities, and stockholders' equity of $469.6 million.
The Company said in its Form 10-Q for the quarter ended March 31,
2013, "We currently lack sufficient resources to meet our existing
contractual obligations over the next 12 months. As a result,
there is substantial doubt that we can continue as a going
concern. In order to continue as a going concern, we must obtain
additional external financing; amend the Facility Agreement and
certain other contractual obligations; and restructure the 5.75%
Notes."
GLW EQUIPMENT: Section 341(a) Meeting Set on Sept. 30
-----------------------------------------------------
A meeting of creditors in the bankruptcy case of GLW Equipment
will be held on Sept. 30, 2013, at 1:30 p.m. at Mtg Minneapolis,
US Courthouse, 300 S 4th St, Rm 1017 (10th Floor). Creditors
have until Dec. 30, 2013, to submit their proofs of claim.
This is the first meeting of creditors required under Section
341(a) of the Bankruptcy Code in all bankruptcy cases.
All creditors are invited, but not required, to attend. This
meeting of creditors offers the one opportunity in a bankruptcy
proceeding for creditors to question a responsible office of the
Debtor under oath about the company's financial affairs and
operations that would be of interest to the general body of
creditors.
GLW Equipment Leasing, LLC, filed a bare-bones Chapter 11 petition
(Bankr. D. Minn. Case No. 13-44202) in Minneapolis, Minnesota, on
Aug. 27, 2013. Warren Cadwallader signed the petition as
president. The Debtor estimated at least $10 million in assets
and liabilities. Michael F. McGrath, Esq. -- E-mail:
mfmcgrath@ravichmeyer.com -- at Ravich Meyer Kirkman Mcgrath
Nauman & Tansey, P.A., Minneapolis, MN, serves as the Debtor's
counsel. Judge Katherine A. Constantine presides over the case.
GMX RESOURCES: Committee Opposes Using Sale as Foreclosure
----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that unsecured creditors of GMX Resources Inc. are trying
to turn the sale of the oil and gas exploration and production
company into a test case on the question of whether Chapter 11 is
a federal alternative to foreclosure.
In August, the bankruptcy judge in Oklahoma City ruled that the
secured lenders are owed $402.4 million. The lenders won an
auction to buy the assets in exchange for $338 million in secured
debt. At a Sept. 10 hearing, the official creditor's committee
will oppose approval of the sale.
According to the report, the committee says the sale will generate
no recovery for unsecured creditors. It might not even pay all
expenses of the Chapter 11 exercise, the panel says. Although it
wasn't disclosed, the committee says the sale to the lenders is
being structured as a so-called G Reorganization under federal tax
law where the buyers inherit GMX's $487 million in tax loss
carryforwards. The buyers also retain GMX's basis in the assets.
Combined, the tax benefits mean the lenders will have lower
taxable income when they in turn sell and in the meantime can take
larger depreciation and depletion deductions.
The committee, the report discloses, points out how tax law refers
to the sale as a "reorganization." Consequently, the creditors
argue the transaction is a Chapter 11 plan masquerading as a sale.
The committee wants the judge to rule that "bankruptcy is not to
be used as a glorified foreclosure" the lenders otherwise would be
compelled to carry out "in multiple counties and states."
Referring to other cases, the committee shows judges not allowing
debt-swap sales to secured lenders unless money is left aside so
unsecured creditors will have a recover ranging from 1 percent to
3 percent.
The committee says the pool of unsecured claims "conservatively"
is $110 million. Adding the lenders' $66 million make-whole claim
the judge approved, the universe of unsecured claims would rise to
$176 million.
About GMX Resources
GMX Resources Inc. -- http://www.gmxresources.com/-- is an
independent natural gas production company headquartered in
Oklahoma City, Oklahoma. GMXR has 53 producing wells in Texas &
Louisiana, 24 proved developed non-producing reservoirs, 48 proved
undeveloped locations and several hundred other development
locations. GMXR has 9,000 net acres on the Sabine Uplift of East
Texas. GMXR has 7 producing wells in New Mexico. The Company's
strategy is to significantly increase production, revenues and
reinvest in increasing production. GMXR's goal is to grow and
build shareholder value every day.
The Company reported net losses of $206.44 million in 2011,
$138.29 million in 2010, and $181.08 million in 2009.
GMX Resources filed a Chapter 11 petition in its hometown (Bankr.
W.D. Okla. Case No. 13-11456) on April 1, 2013, so secured lenders
can buy the business in exchange for $324.3 million in first-lien
notes. David A. Zdunkewicz, Esq. at Andrews Kurth LLP represented
the Debtors as counsel.
GMX missed a payment due in March 2013 on $51.5 million in second-
lien notes. Other principal liabilities include $48.3 million in
unsecured convertible senior notes.
The DIP financing provided by senior noteholders requires court
approval of a sale within 75 days following approval of sale
procedures. The lenders and principal senior noteholders include
Chatham Asset Management LLC, GSO Capital Partners, Omega Advisors
Inc. and Whitebox Advisors LLC.
Looper Reed is substituted as counsel for the Official Committee
of Unsecured Creditors in place of Winston & Strawn LLP, effective
as of April 25, 2013. The Committee tapped Conway MacKenzie,
Inc., as financial advisor.
HARTFORD & SONS: Case Summary & 20 Largest Unsecured Creditors
--------------------------------------------------------------
Debtor: Hartford & Sons, LLC
418 Shawmut Avenue
La Grange, IL 60525
Bankruptcy Case No.: 13-34832
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Illinois (Chicago)
Judge: Donald R. Cassling
Debtor's Counsel: David R. Herzog, Esq.
HERZOG & SCHWARTZ, P.C.
77 W. Washington Suite 1717
Chicago, IL 60602
Tel: (312) 977-1600
E-mail: drhlaw@mindspring.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
A copy of the Company's list of its 20 largest unsecured creditors
is available for free at:
http://bankrupt.com/misc/ilnb13-34832.pdf
The petition was signed by Thomas Hartford, sole member.
HERCULES OFFSHORE: Updates Information on 2012 10-K and Q1 10-Q
---------------------------------------------------------------
Hercules Offshore, Inc., in May 2013, entered into an agreement to
sell eleven inland barge rigs, comprising the majority of the
Inland segment fleet, and related assets for $45 million, and in
July 2013 the Company closed on the sale of these Inland assets.
Additionally, the Company had previously entered into a separate
agreement to sell its Hercules 27 inland barge for $5 million,
which closed in August 2013. As a result of the sale of the
Inland barge assets and the Hercules 27, the Company classified
the results of operations of the Inland barge assets included in
the Inland Transactions as discontinued operations. The remaining
assets of the Inland segment, which included spare equipment, one
cold stacked barge and a barge that will be used as a training
rig, have been transferred to the Domestic Offshore segment. The
historical results of Domestic Offshore have also been recast to
include the operating results of these assets.
In June 2013, the Company entered into an agreement to sell its
U.S. Gulf of Mexico Liftboats and related assets. On July 1,
2013, the Company closed on the sale of the liftboats and related
assets and received proceeds of approximately $54.4 million. As a
result of the Domestic Liftboat Sale, the Company classified the
results of operations of the Domestic Liftboats assets included in
this sale as discontinued operations.
In 2008 (2 vessels), 2009 (4 vessels), and 2012 (1 vessel) the
Company transferred certain assets from its Domestic Liftboats
segment to its International Liftboats segment. The historical
results generated by these assets that were previously reported in
the Domestic Liftboats segment are reported in the International
Liftboats segment. As a result of these transfers, the historical
results of International Liftboats have also been recast to
include the operating results of these assets.
Accordingly, the Company has recast certain information of its
filing to reflect these transactions for all periods presented
included in the following sections of the Company's annual report
on Form 10-K for the year ended Dec. 31, 2012:
(1) annual report on Form 10-K for the year ended Dec. 31,
2012:
* Part II, Item 6. Selected Financial Data;
* Part II, Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations;
* Part II, Item 7A. Quantitative and Qualitative
Disclosures About Market Risk; and
* Part II, Item 8. Financial Statements and Supplementary
Data.
A copy of the updated 2012 Form 10-K is available for free at:
http://is.gd/p4D8Wj
In 2012, the Company transferred 1 vessel, Kingfish, from its
Domestic Liftboats segment to its International Liftboats segment.
The historical results generated by the Kingfish, that were
previously reported in the Domestic Liftboats segment are reported
in the International Liftboats segment. As a result of this
transfer, the historical results of International Liftboats have
also been recast to include the operating results of this asset.
Accordingly, the Company has recast certain information of its
filing to reflect these transactions for all periods presented
included in the following sections of its quarterly report on Form
10-Q for the three months ended March 31, 2013:
(1) quarterly report on Form 10-Q for the three months ended
March 31, 2013:
* Part I, Item 1. Financial Statements,
* Part I, Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations, and
* Part I, Item 3. Quantitative and Qualitative Disclosures
About Market Risk.
A copy of the updated Q1 Form 10-Q is available for free at:
http://is.gd/npidIt
About Hercules Offshore
Hercules Offshore Inc. (NASDAQ: HERO) --
http://www.herculesoffshore.com/-- provides shallow-water
drilling and marine services to the oil and natural gas
exploration and production industry in the United States, Gulf of
Mexico and internationally. The Company provides these services
to integrated energy companies, independent oil and natural gas
operators and national oil companies. The Company operates in six
business segments: Domestic Offshore, International Offshore,
Inland, Domestic Liftboats, International Liftboats and Delta
Towing.
Hercules incurred a net loss of $127 million in 2012, a net loss
of $76.12 million in 2011, and a net loss of $134.59 million in
2010. As of June 30, 2013, the Company had $2.15 billion in total
assets, $1.23 billion in total liabilities and $917.27 million in
total equity.
* * *
The Troubled Company Reporter said on April 11, 2013, that
Moody's Investors Service upgraded Hercules Offshore, Inc.'s
Corporate Family Rating to B2 from B3. Hercules' B2 CFR is
supported by its improved cash flow and lower leverage on the back
of increased drilling activity and higher day-rates in the Gulf of
Mexico (GOM)
As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings
Services raised its corporate credit rating on Houston-based
Hercules Offshore Inc. to 'B' from 'B-'. "The upgrade reflects
the improving market conditions in the Gulf of Mexico and our
expectations that Hercules' fleet will continue to benefit," said
Standard & Poor's credit analyst Stephen Scovotti.
HOLT DEVELOPMENT: Court OKs Gullett Sanford as Attorneys
--------------------------------------------------------
The Bankruptcy Court authorized Holt Development Co., LLC, to
employ Gullett, Sanford, Robinson & Martin, PLLC, as its counsel.
GSR&M will:
(a) give the Debtor legal advice with respect to its powers and
duties as Debtor-in-Possession in the continued operation
of its business and management of its property,
including without limitation possible actions to avoid and
to recover preferences and other avoidable transfers;
(b) prepare on behalf of the Debtor necessary applications,
motions, orders, answers, reports, and other legal
documents for filing with the Court;
(c) consult with and advise the Debtor as to the legal
ramifications attendant to the management and sale of real
estate in which the Debtor holds an interest;
(d) consult with the Debtor respecting the formulation of a
Chapter 11 Plan, and the preparation and filing of that
plan and disclosure statement under Chapter 11; and
(e) perform all other legal services for the Debtor which may
be necessary and appropriate in its cases.
Within one year prior to the Petition Date, the Debtor paid to
GSR&M the sum of $75,000 for services rendered and to be rendered
in and in connection with this case, and agreed to pay (i)
additional amounts to the extent that the product of the hours of
legal services rendered, multiplied by the customary hourly rates
charged from time to time by the firm for comparable services
other than in a case under Title 11, exceeds $75,000; and (ii) the
amounts of all reimbursable expenses incurred by the firm in the
course of rendering those legal services.
The customary hourly rates of attorneys with GSR&M are:
Members $350 to $450
Associates $150 to $275
Paralegals $90 to $125
The Court held that the rights of any creditor or party-in-
interest under Sections 329, 547 or otherwise, on account of any
of the Debtor's prepetition transfers to Gullett Sanford are
preserved.
Heritage Bank Objection
Prior to the entry of the Order, Heritage Bank asked the Court to
deny approval of the Application asserting that the Debtor did not
indicate when the $75,000 payments to GSRM were made. Heritage
believes that the funds constitute its collateral.
"The Debtor has no authority to use those funds and has not
provided adequate protection for the use thereof," said
Ronald G. Steen Jr., Esq., Stites & Harbison PLLC, counsel to
Heritage.
In response, the Debtor contended that the Bank's suggestion that
some or all of the Debtor's prepetition payments to GSR&M might be
avoidable is lacking in any legal basis. The Debtor maintained
that the holding of the $43,303 in GSR&M's Client Fiduciary
Account, constitutes adequate protection of any interest that the
Bank may have with respect to said funds.
The Debtor clarified that the Application is not dependent on, and
does not seek to effect, the subordination of any lien or security
interest that the Bank may have with respect to the cash that the
Debtor transferred prepetition to GSR&M's Client Fiduciary
Account.
According to the Court's order, it appears that the Bank agreed
that the Debtor's response sufficiently addressed its concerns
expressed in the limited objection.
About Hold Development
Holt Development Co., LLC, filed a Chapter 11 petition (Bankr.
M.D. Tenn. Case No. 13-06154) on July 16, 2013. The petition was
signed by Dannie R. Holt as chief manager. Judge Randal S.
Mashburn presides over the case. Gullett, Sanford, Robinson &
Martin, PLLC, serves as the Debtor's counsel. The Debtor
estimated assets of at least $10 million and debts of at least
$1 million.
The Debtor is in the business of developing improved and
unimproved properties in Pleasant View, Cheatham County,
Tennessee.
HOVNANIAN ENTERPRISES: Amends $481 Million Securities Prospectus
----------------------------------------------------------------
Hovnanian Enterprises, Inc., has amended its prospectus relating
to the offering of $481,896,163 worth of its securities.
The debt securities and warrants to purchase Class A common stock
issuable by Hovnanian Enterprises registered on the Form
S-3 and issued by Hovnanian Enterprises, Inc., or K. Hovnanian
Enterprises, Inc., as applicable, may be guaranteed by the
subsidiary guarantors. Any such guarantee will be full and
unconditional and joint and several. K. Hovnanian Enterprises,
and each of the subsidiary guarantors is directly or indirectly
100 percent owned by Hovnanian Enterprises.
Ara K. Hovnanian, Sirwart Hovnanian, Estate of Kevork S.
Hovnanian, and Hovnanian Family 2012 L.L.C may offer and sell from
time to time an aggregate of 8,726,003 shares of Class A common
stock.
The proceeds of this offering will be used for general corporate
purposes, which may include working capital needs, the refinancing
or repayment of existing indebtedness, capital expenditures,
expansion of the business and acquisitions.
The Company's common stock is traded on the New York Stock
Exchange under the symbol "HOV."
A copy of the amended Form S-3 prospectus is available at:
http://is.gd/Gr2lAa
About Hovnanian Enterprises
Red Bank, New Jersey-based Hovnanian Enterprises, Inc. (NYSE: HOV)
-- http://www.khov.com/-- founded in 1959 by Kevork S. Hovnanian,
is one of the nation's largest homebuilders with operations in
Arizona, California, Delaware, Florida, Georgia, Illinois,
Kentucky, Maryland, Minnesota, New Jersey, New York, North
Carolina, Ohio, Pennsylvania, South Carolina, Texas, Virginia and
West Virginia. The Company's homes are marketed and sold under
the trade names K. Hovnanian Homes, Matzel & Mumford, Brighton
Homes, Parkwood Builders, Town & Country Homes, Oster Homes and
CraftBuilt Homes. As the developer of K. Hovnanian's Four Seasons
communities, the Company is also one of the nation's largest
builders of active adult homes.
The Company's balance sheet at April 30, 2013, showed $1.61
billion in total assets, $2.09 billion in total liabilities and a
$478.52 million total deficit.
* * *
As reported by the Troubled Company Reporter on April 25, 2013,
Standard & Poor's Ratings Services said it raised its corporate
credit rating on Hovnanian Enterprises Inc. to 'B-' from 'CCC+'.
"The upgrade reflects strengthening operating performance
supported by the broader recovery in the housing market that, we
believe, should support modest profitability in 2013," said
Standard & Poor's credit analyst George Skoufis.
In the Dec. 11, 2012, edition of the TCR, Fitch Ratings has
affirmed the ratings for Hovnanian Enterprises, Inc. (NYSE: HOV),
including the company's Issuer Default Rating (IDR), at 'CCC'.
The rating for HOV is influenced by the company's execution of its
business model, land policies, and geographic, price point and
product line diversity. The rating additionally reflects the
company's liquidity position, substantial debt and high leverage.
Hovnanian carries 'Caa2' corporate family and probability of
default ratings from Moody's.
As reported in the TCR on Aug. 5, 2013, Moody's Investors Service
raised the Corporate Family Rating of Hovnanian Enterprises, Inc.
to Caa1 from Caa2. The upgrade reflects both the industry's
growing strength and Hovnanian's own improved results, which make
it far less likely that the company will default on its debt
obligations.
HOWREY LLP: Settles With McDermott Will & Emery, Ex-Partner
-----------------------------------------------------------
Law360 reported that a California bankruptcy judge on Aug. 29
approved a settlement resolving approximately $515,000 in
unfinished business claims between collapsed law firm Howrey LLP,
McDermott Will & Emery LLP and a former Howrey partner who left to
join MWE in 2010.
According to the report, the settlement approval comes almost a
month after Allan B. Diamond, the Chapter 11 trustee of Howrey's
estate, filed the settlement with the court and said $105,000
would resolve all claims against MWE, where competition partner
Martina Maier joined from Howrey in August 2010.
About Howrey LLP
Three creditors filed an involuntary Chapter 7 petition (Bankr.
N.D. Cal. Case No. 11-31376) on April 11, 2011, against the
remnants of the Washington-based law firm Howrey LLP. The filing
was in San Francisco, where the firm had an office. The firm
previously was known as Howrey & Simon and Howrey Simon Arnold &
White LLP. The firm at one time had more than 700 lawyers in 17
offices. The partners voted to dissolve in March 2011.
The firm specialized in antitrust and intellectual-property
matters. The three creditors filing the involuntary petition
together have $36,600 in claims, according to their petition.
The involuntary chapter 7 petition was converted to a chapter 11
case in June 2011 at the request of the firm. In its schedules
filed in July, the Debtor disclosed assets of $138.7 million and
liabilities of $107.0 million.
Representing Citibank, the firm's largest creditor, is Kelley
Cornish, Esq., a partner at Paul, Weiss, Rifkind, Wharton &
Garrison. Representing Howrey is H. Jason Gold, Esq., a partner
at Wiley Rein.
The Official Committee of Unsecured Creditors is represented in
the case by Bradford F. Englander, Esq., at Whiteford, Taylor And
Preston LLP.
In September 2011, Citibank sought conversion of the Debtor's case
to Chapter 7 or, in the alternative, appointment of a Chapter 11
Trustee. The Court entered an order appointing a Chapter 11
Trustee. In October 2011, Allan B. Diamond was named as Trustee.
ICEWEB INC: Sand Hill Converts Remaining Debenture to Equity
------------------------------------------------------------
Sand Hill Finance, LLC, has converted the remaining principal
balance of $1,642,739 due on its secured convertible debenture
into 37,000,000 shares of the common stock of IceWEB, Inc. The
conversion price was $0.0444 cents per share, a 38 percent premium
to the recent share price of IceWEB's common stock. As a result
of the conversion, based on 392,817,360 common shares of IceWEB,
Inc., outstanding which includes the shares issued to Sand Hill
Finance, LLC, Sand Hill Finance, LLC, holds 9.4 percent of the
issued and outstanding common shares of IceWEB. As part of the
transaction, Sand Hill Finance is releasing its security interest
in the assets of IceWEB and will terminate the Financing Agreement
with the Company.
"Converting the Sand Hill Finance note to equity is a major
achievement for IceWEB, and has significantly strengthened our
balance sheet and improved our cash flow position. Sand Hill
Finance has been a great partner to us over the years, and their
conversion of the debt at an above-market price is a reflection of
their confidence in the direction of the Company," said Mark
Lucky, chief financial officer of IceWEB, Inc.
"We are confident in IceWeb's management team and believe in their
vision for the company's future," said Sand Hill Finance's
President, Mark Cameron. "We believe now is the opportune time to
convert our debt to equity, fully aligning our interests with the
company and its shareholders."
About IceWEB
Sterling, Va.-based IceWEB, Inc., manufactures and markets
purpose-built appliances, network and cloud-attached storage
solutions and delivers on-line cloud computing application
services. The Company's customer base includes U.S. government
agencies, enterprise companies, and small to medium sized
businesses (SMB).
D'Arelli Pruzansky, P.A., in Boca Raton, Florida, expressed
substantial doubt about IceWEB's ability to continue as a going
concern. The independent auditors noted that the Company had net
losses of $6,485,048 for the year ended Sept. 30, 2012.
The Company reported a net loss of $6.5 million on $2.6 million of
sales in fiscal 2012, compared with a net loss of $4.7 million on
$2.7 million of sales in fiscal 2011. The Company's balance sheet
at March 31, 2013, showed $1.47 million in total assets, $3.39
million in total liabilities and a $1.91 million total
stockholders' deficit.
IGPS COMPANY: Files Plan Based on Settlement With Creditors
-----------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that IGPS Co. LLC received court approval in July to sell
the business largely in exchange for secured debt and filed a
liquidating Chapter 11 plan based on a settlement negotiated
between the lenders and the unsecured creditors' committee.
The report recounts that the lenders bought the business for
$2.5 million cash and a commitment to pay all priority tax claims
and claims by workers fired without required notice. The lenders
agreed to waive their claims. The buyers are Balmoral Funds LLC,
One Equity Partners LLC, and Jeff and Robert Liebesman. They
purchased the $148.8 million working-capital loan shortly before
bankruptcy.
According to the report, there will be an Oct. 1 hearing for
approval of disclosure materials explaining the plan. It basically
distributes remaining cash in the order of priority laid out in
bankruptcy law. The draft disclosure statement has blanks for the
aggregate amount of unsecured claims and the projected recovery.
About iGPS Co.
iGPS Company LLC filed a Chapter 11 bankruptcy petition (Bankr. D.
Del. Case No. 13-11459) on June 4, 2013, to sell its assets to a
group led by Balmoral Funds LLC, absent higher and better offers.
iGPS Company -- http://www.igps.net-- is the first and only
plastic pallet pooling rental and leasing company in the U.S. It
offers plastic pallets with embedded radio frequency
identification (RFID) tags. Founded in 2006, the company is
headquartered in Orlando, Florida, and has a sales and innovation
center in Bentonville, Arkansas.
The Debtor estimated $100 million to $500 million in assets and
liabilities in its Chapter 11 petition.
According to the board resolution authorizing the bankruptcy,
Pegasus IGPS LLC owns 12.55% of the company; iGPS Co-Investment
LLC owns 18.75%; Kia VIII (iGPS Sub), LLC owns 30.74%; and KIA
VIII iGPS Blocker, LLC, owns 12.27%.
INSPIRATION BIOPHARMACEUTICALS: Sells IP This Month
---------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Inspiration Biopharmaceuticals Inc., a developer of
hemophilia drugs before the business was sold, is arranging an
auction to sell trademarks and domain names that weren't already
purchased.
According to the report, sales of almost all assets were completed
in February and March. Cangene Corp. paid $5.9 million cash and
additional payments that could total another $50 million for a
drug used in the treatment of hemophilia B. Baxter International
Inc. completed the purchase of the principal product under a
contract that might end up being worth as much as $700 million.
The report relates that Inspiration is hiring Hilco Streambank LLC
to run the auction where intellectual property from other owners
will be sold at the same time. The auction likely will be held in
September, according to a court filing.
Inspiration is offering no guess about how much the auction may
bring. There will be a hearing on Sept. 18 to approve the sale.
About Inspiration Biopharmaceuticals
Inspiration Biopharmaceuticals Inc. develops recombinant blood
coagulation factor products for the treatment of hemophilia.
Inspiration, based in Cambridge, Massachusetts, has two products
in what the company calls "advanced clinical development." Two
other products are in "pre-clinical development." None of the
products can be marketed as yet.
Inspiration filed for voluntary Chapter 11 reorganization (Bankr.
D. Mass. Case No. 12-18687) on Oct. 30, 2012, in Boston.
Bankruptcy Judge William C. Hillman oversees the case. Mark
Weinstein and Michael Nolan, at FTI Consulting, Inc., serve as the
Debtor's Chief Restructuring Officers. The Debtor is represented
by Harold B. Murphy, Esq., at Murphy & King.
The petition shows assets and debt both exceed $100 million.
Assets include patents, trademarks and the products in
development. Liabilities include $195 million owing to Ipsen
Pharma SAS, which is also a 15.5% shareholder. Ipsen --
http://www.ipsen.com/-- is also owed $19.4 million in unsecured
debt. There is another $12 million in unsecured claims. Ipsen is
pledged to provide $18.3 million in financing. The Debtor
disclosed $20,383,300 in assets and $241,049,859 in liabilities.
Ipsen is represented in the case by J. Eric Ivester, Esq., at
Skadden Arps.
The Official Committee of Unsecured Creditors tapped Jeffrey D.
Sternklar and Duane Morris LLP as its counsel, and The Hawthorne
Consulting Group, LLC as its financial advisor.
ISC8 INC: Clarifies Report on Term Financing and Warrants
---------------------------------------------------------
ISC8 Inc. has amended its current report solely to: (i) make
certain clarifications to the term financing; (ii) make certain
corrections to the description of the Warrants and (iii) attach a
revised form of Warrant.
Ninth Forbearance Extension
As previously disclosed, ISC8 was not in compliance with the
financial covenants contained in its Dec. 14, 2011, Loan and
Security Agreement with Partners for Growth III, L.P. The Company
has entered into a Forbearance, Limited Waiver and Consent under
Loan and Security Agreement, which had been extended pursuant to
eight separate extensions. On July 1, 2013, the Company and PFG
entered into a Ninth Extension of Forbearance under Loan and
Security Agreement, wherein PFG agreed to continue its forbearance
from exercising its rights and remedies under the Loan Agreement
until Aug. 2, 2013; provided, however that if the Company received
proceeds of at least $3 million from the sale of convertible debt
or equity by Aug. 2, 2013, separate from the transactions
disclosed in Item 2.03 below, PFG's forbearance continued until
Sept. 20, 2013, and PFG's Forbearance Extension will continue on a
rolling basis into the future, provided the Company continues to
raise sufficient additional capital. The Company has consummated
the Financing.
In consideration of PFG's granting the Forbearance Extension, the
Company agreed to: (i) pay to PFG a cash payment equal to 12.5
percent of the gross proceeds of a Financing completed by the
Company, multiplied by 0.077 percent; and (ii) issue to PFG a
warrant to purchase shares of the company Common Stock, par value
$0.01 per share, equal to 12.5 percent of the gross proceeds
received from a Financing, multiplied by 3.97. The PFG Warrants
will be exercisable for $0.01, and will expire seven-years from
the date of issuance. Both the cash payment and the PFG Warrants
are issuable upon the earlier of closing of a Financing, or
Dec. 31, 2013.
Seventh Omnibus Amendment and Intercreditor Agreement
On Aug. 7, 2013, the Company and Costa Brava Partnership III L.P.
entered into the Seventh Omnibus Amendment, which amends and
modifies the terms of certain promissory notes of the Company and
the Security Agreement, dated March 16, 2011, as amended, between
the Company and Costa Brava, to permit the issuance of, and
include the Notes as obligations secured by the Security
Agreement. Costa Brava is the Company's largest stockholder and
one of its largest creditors.
On Aug. 8, 2013, the Company received subscription agreements from
certain accredited investors to purchase senior subordinated
secured convertible promissory notes in the aggregate principal
amount of $3.4 million, which amount includes an original issue
discount of 7.7 percent, whereby the Notes contain an additional
7.7 percent of principal, such that the total principal amount
represented by the Notes is $3.2 million. The Notes are a part of
the senior subordinated secured promissory notes authorized for
issuance by the Company's Board of Directors in the aggregate
principal amount of up to $20 million on March 7, 2013, and
disclosed in the Current Report on Form 8-K, filed with the SEC on
March 20, 2013. To date, the Company has issued senior
subordinated secured promissory notes in the aggregate principal
amount of approximately $15.3 million under the 2013 Note Series.
The Notes accrue simple interest at a rate of 12 percent per annum
and are due and payable on Jan. 31, 2014. The Notes are secured
under the terms of the Security Agreement, and are subordinate to
the Existing Secured Debt of the Company, as that term is defined
in the Notes.
The Notes are convertible at the election of each Investor into
that number of shares of the Company's common stock, par value
$0.01 per share, determined by dividing the outstanding principal
and accrued interest due and payable under the Notes by $0.06. In
addition, each Investor has the right to convert the outstanding
principal and accrued interest due and payable under the Notes
into Common Stock in connection with a Qualified Financing, as
such term is defined in the Notes, by applying the Conversion
Amount to the purchase of the securities issued in connection with
the Qualified Financing.
As additional consideration for the issuance of the Notes, the
Investors will receive warrants to purchase that number of shares
of the Company's Common Stock equal to 25 percent of the principal
and interest of Notes purchased, exercisable at a price of $0.042
per share.
A copy of the Form 8-K is available for free at:
http://is.gd/LI8qAW
About ISC8 Inc.
Costa Mesa, California-based ISC8 Inc. is engaged in the design,
development, manufacture and sale of a family of security
products, consisting of cyber security solutions for commercial
and U.S. government applications, secure memory products, some of
which utilize technologies that the Company has pioneered for
three-dimensional ("3-D") stacking of semiconductors, systems in a
package ("Systems in a Package" or "SIP"), and anti-tamper
systems.
Squar, Milner, Peterson, Miranda & Williamson, LLP, in Newport
Beach, California, expressed substantial doubt about ISC8 Inc.'s
ability to continue as a going concern. The independent auditors
noted that as of Sept. 30, 2012. the Company has negative working
capital of $10.1 million and a stockholders? deficit of
$35.4 million.
The Company reported a net loss of $19.7 million on $4.2 million
of revenues in fiscal 2012, compared with a net loss of
$15.8 million on $5.2 million of revenues in fiscal 2011. The
Company's balance sheet at March 31, 2013, showed $4.71 million in
total assets, $47.74 million in total liabilities and a
$43.02 million total stockholders' deficit.
JDS VENTURES: Case Summary & 2 Unsecured Creditors
--------------------------------------------------
Debtor: JDS Ventures, L.L.C.
P.O. Box 355
Weslaco, TX 78596
Bankruptcy Case No.: 13-70442
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of Texas (McAllen)
Judge: Richard S. Schmidt
Debtor's Counsel: Rudy Salinas, Jr., Esq.
JONES GALLIGAN KEY & LOZANO, LLP
2300 W. Pike Boulevard, Suite 300
Weslaco, TX 78596
Tel: (956) 968-5402
Fax: (956) 969-9402
E-mail: rsalinas@jgkl.com
Scheduled Assets: $1,090,448
Scheduled Liabilities: $1,424,301
A copy of the Company's list of its largest unsecured creditors
filed with the petition is available for free at:
http://bankrupt.com/misc/txsb13-70442.pdf
The petition was signed by Joe Don Scoggins, president.
JEDD LLC: Wants Case Dismissed, Says It Can't Be Rehabilitated
--------------------------------------------------------------
JEDD, LLC, asks the U.S. Bankruptcy Court for the Middle District
of Tennessee to dismiss its Chapter 11 case, citing that the
Debtor has experienced a continuing loss to or diminution
of the estate and that there is no meaningful likelihood of
rehabilitation of the Debtor. "Similarly, there
is no meaningful likelihood that a Chapter 11 plan of
reorganization can be confirmed," the Debtor added.
According to papers filed with the Court, all of the Debtor's
properties are fully encumbered by liens held by the lenders.
"There are no unencumbered properties to speak of. There is no
unencumbered cash. There are no prospects for sales of the
parcels owned by the Debtor. There is no reorganization in
prospect."
Accordingly, the Debtor has withdrawn its Chapter 11 Plan.
About JEDD LLC
JEDD, LLC, filed a bare-bones Chapter 11 petition (Bankr. M.D.
Tenn. Case No. 12-05701) on June 20, 2012, in Cookeville,
Tennessee. JEDD is generally in the business of developing,
marketing and selling real estate in the Big South Fork area near
Jamestown, Tennessee. According to http://www.tnrecprop.com/,
JEDD has activity and developments in Fentress County, including
Flat Rock Reserve, Nichol Creek FARMS, Fortune 7 Homes, Island in
the Sky, Concierge Services, Hunter's Ridge, River Park and Clear
Fork.
JEDD has filed schedules disclosing $13,377,782 in total assets
and $13,694,539 in total liabilities.
Paul "Doug" Gates, a co-founder and VP of operations, signed the
Chapter 11 petition. Mr. Gates is also the CEO of Fortune 7 Inc.,
owner and operator of three engineering firms specializing in
electrical, microwave and construction engineering.
Judge Keith M. Lundin oversees the case. Lawyers at Gullett
Sanford Robinson & Martin, PLLC, serve as the Debtor's counsel.
On Oct. 18, 2012, the Debtor filed its Chapter 11 Plan of
Liquidation and Disclosure Statement. On Feb. 20, 2013, the
Debtor filed an Amended Chapter 11 Plan of Liquidation and an
Amended Disclosure Statement. On March 4, 2013, the Court
approved the Debtor's Disclosure Statement, as amended.
By Order entered July 2, 2013, a hearing on confirmation of the
Plan, and any timely filed objections to the Plan, was scheduled
for Aug. 29, 2013.
A copy of the Amended Disclosure Statement for the Debtor's
Chapter 11 Plan of Liquidation Dated Oct. 18, 2012, is available
at http://bankrupt.com/misc/JEDD_LLC_ds_amendment.pdf
JOURNAL REGISTER: Sets Oct. 8 Plan Confirmation Hearing
-------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that Journal Register Co., now named Pulp Finish I Co.
after selling the newspapers, scheduled an Oct. 8 hearing for
approval of the liquidating Chapter 11 plan when the bankruptcy
judge approved disclosure materials Aug. 29.
Creditors can now begin voting on the plan to distribute what's
left after the newspaper business was sold to the secured lender
in April. The disclosure statement tells unsecured creditors they
won't recover more than 5 percent and may receive nothing at all.
Journal Register sold the newspaper business to lender and owner
Alden Global Capital Ltd., mostly in exchange for $114.15 million
in secured debt and $6 million in cash. Alden's contract paid
financing for the bankruptcy and assumed as much as $22.8 million
in liabilities, in the process paying trade suppliers who
otherwise would have become unsecured creditors. In addition, the
lenders waived their deficiency claims, so recoveries by unsecured
creditors won't be diluted.
After debts with higher priority are paid, what's left from the
cash and a $630,000 tax refund represents most of unsecured
creditors' recovery.
About Journal Register
Journal Register Company -- http://www.JournalRegister.com/-- is
the publisher of the New Haven Register and other papers in 10
states, including Philadelphia, Detroit and Cleveland, and in
upstate New York. JRC is managed by Digital First Media and is
affiliated with MediaNews Group, Inc., the nation's second largest
newspaper company as measured by circulation.
Journal Register, along with its affiliates, first filed for
Chapter 11 bankruptcy protection (Bankr. S.D.N.Y. Case No.
09-10769) on Feb. 21, 2009. Attorneys at Willkie Farr & Gallagher
LLP, served as counsel to the Debtors. Attorneys at Otterbourg,
Steindler, Houston & Rosen, P.C., represented the official
committee of unsecured creditors. Journal Register emerged from
Chapter 11 protection under the terms of a pre-negotiated plan.
Journal Register returned to bankruptcy (Bankr. S.D.N.Y. Lead Case
No. 12-13774) on Sept. 5, 2012, to sell the business to 21st CMH
Acquisition Co., an affiliate of funds managed by Alden Global
Capital LLC. The deal is subject to higher and better offers.
Journal Register exited the 2009 restructuring with $225 million
in debt and with a legacy cost structure, which includes leases,
defined benefit pensions and other liabilities that have become
unsustainable and threatened the Company's efforts for a
successful digital transformation. Journal Register managed to
reduce the debt by 28% with the Company servicing in excess of
$160 million of debt.
Alden Global is the holder of two terms loans totaling $152.3
million. Alden Global acquired the stock and the term loans from
lenders in Journal Register's prior bankruptcy.
Journal Register disclosed total assets of $235 million and
liabilities totaling $268.6 million as of July 29, 2012. This
includes $13.2 million owing on a revolving credit to Wells Fargo
Bank NA.
Bankruptcy Judge Stuart M. Bernstein presides over the 2012 case.
Neil E. Herman, Esq., Rachel Jaffe Mauceri, Esq., and Patrick D.
Fleming, Esq., at Morgan, Lewis & Bockius, LLP; and Michael R.
Nestor, Esq., Kenneth J. Enos, Esq., and Andrew L. Magaziner,
Esq., at Young Conaway Stargatt & Taylor LLP, serve as the 2012
Debtors' counsel. SSG Capital Advisors, LLC, serves as financial
advisors. American Legal Claims Services LLC acts as claims
agent. The petition was signed by William Higginson, executive
vice president of operations.
Otterbourg, Steindler, Houston & Rosen, P.C., represents Wells
Fargo. Akin, Gump, Strauss, Hauer & Feld LLP, represents the
Debtors' Tranche A Lenders and Tranche B Lenders. Emmet, Marvin &
Martin LLP, serves as counsel to Wells Fargo, in its capacity as
Tranche A Agent and the Tranche B Agent.
The Official Committee of Unsecured Creditors appointed in the
case has retained Lowenstein Sandler PC as counsel and FTI
Consulting, Inc. as financial advisor.
The Journal Register bankruptcy has been renamed Pulp Finish I
Co., after the estate sold the newspaper business to lender and
owner Alden Global Capital Ltd., mostly in exchange for $114.15
million in secured debt and $6 million cash. After debts with
higher priority are paid, what's left from the cash and a $630,000
tax refund represents most of unsecured creditors' recovery.
There were no bids to compete with Alden's offer. Alden paid off
financing for the bankruptcy and assumed up to $22.8 million in
liabilities, thus taking care of most trade suppliers who
otherwise would have ended up as unsecured creditors. In
addition, the lenders waived their deficiency claims, so
recoveries by unsecured creditors won't be diluted.
KEYUAN PETROCHEMICALS: Amends 2012 Form 10-K to Revise Disclosures
------------------------------------------------------------------
Keyuan Petrochemicals, Inc., filed with the U.S. Securities and
Exchange Commission on Aug. 29, 2013, filing this Amendment No. 1
to its annual report on Form 10-K pursuant to a SEC comment letter
dated July 3, 2013, to amend certain disclosures in the Form 10-K
filed with the SEC on June 6, 2013. Pursuant to the SEC comments,
changes and revisions have been made to the following items: Item
1. Business; Item 1A. Risk Factors; Item 3. Legal Proceedings;
Item 7. Management's Discussion and Analysis of Financial
Conditions and Results of Operations; Item 10. Directors,
Executive Officers and Corporate Governance; Item 11. Executive
Compensation; and Item 13. Certain Relationships and Related
Transactions and Director Independence. The Revised Items are
filed in this Amended Report in their entirety.
In addition, pursuant to Rule 12b-15 under the Securities Exchange
Act of 1934, as a result of this Amended Report, the
certifications pursuant to Section 302 and Section 906 of the
Sarbanes-Oxley Act of 2002, filed and furnished, respectively, as
exhibits to the Original Report have been re-executed and re-filed
as of the date of this Amended Report.
A copy of the Form 10-Q/A is available at http://is.gd/0EQYB0
As reported in the TCR on June 12, 2013, the Company had a net
loss of $5.9 million on $750.6 million of sales in fiscal year
ended Dec. 31, 2012, compared to a net loss of $7.1 million on
$626.7 million of sales in 2011, according to its Form 10-K filed
before the U.S. Securities and Exchange Commission on June 5,
2013.
GHP Horwath, P.C., in Denver, Colorado, expressed substantial
doubt about Keyuan Petrochemicals' ability to continue as a going
concern, citing the Company's net losses and cash flows used in
operations, and working capital deficiency at Dec. 31, 2012.
The Company's balance sheet at Dec. 31, 2012, showed
$666.9 million in total assets, $584.6 million in total current
liabilities, $16.5 million of Series B convertible preferred
stock, and stockholders' equity of $65.8 million.
A copy of the Original Report is available at http://is.gd/8Hk0NY
Located in Ningbo, Zhejiang Province, China, Keyuan
Petrochemicals, Inc., formerly Silver Pearl Enterprises, Inc.,
through its PRC operating subsidiaries, is engaged in the
manufacture and sale of petrochemical products in the PRC.
LAKELAND INDUSTRIES: Amends 1.1 Million Shares Resale prospectus
----------------------------------------------------------------
Lakeland Industries, Inc., has amended its registration statement
relating to resale or other disposition by LKL Investments, LLC,of
up to 1,068,506 shares of common stock, consisting of (i) shares
issuable upon exercise of a warrant and (ii) shares that may be
issued in payment of interest on a note. The warrant and the note
were issued by the Company to LKL Investments in a private
placement transaction on June 28, 2013.
The note is a term note due June 28, 2018, interest for which, at
the option of the selling stockholder, is payable in shares of the
Company's common stock based on the then current market value.
The Company and LKL Investments have agreed that the aggregate
maximum number of shares issuable to the selling stockholder is
1,068,506, including the shares underlying the warrant, additional
shares issuable by virtue of price-protection anti-dilution
adjustments and shares payable as interest on the note.
The Company is not offering any shares of common stock for sale
under this prospectus, and the Company will not receive any of the
proceeds from the sale or other disposition of the shares covered
hereby. The Company may, however, receive the proceeds of any
cash exercise of the warrant.
The Company's common stock is currently traded on the NASDAQ
Global Market under the symbol "LAKE." As of Aug. 21, 2013, the
closing sale price for the Company's common stock as reported by
the NASDAQ Global Market was $4.31 per share.
A copy of the amended Form S-1 is available for free at:
http://is.gd/yA5lBn
About Lakeland Industries
Ronkonkoma, N.Y.-based Lakeland Industries, Inc., manufactures and
sells a comprehensive line of safety garments and accessories for
the industrial protective clothing market.
The Company reported a net loss of $26.3 million on $95.1 million
of net sales for the year ended Jan. 31, 2013, compared with a net
loss of $376,825 on $96.3 million of sales for the year ended
Jan. 31, 2012.
LANDAUER HEALTHCARE: Creditors Want Delay in Procedures Hearing
---------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the creditors' committee for Landauer-Metropolitan
Inc. was appointed on Aug. 26, selected lawyers the next day, and
the following day filed papers asking the bankruptcy judge in
Delaware for one-week delay in the hearing for approval of auction
and sale procedures.
At an Aug. 20 hearing, the judge selected Sept. 4 as the date for
a hearing to establish auction and sale procedures. Prior to the
bankruptcy, Landauer signed competitor Quadrant Management Inc. to
buy the business for $22 million, absent a higher offer at
auction.
According to the report, the committee said Quadrant won't allow
postponing the Sept. 4 hearing to Sept. 12. The committee says it
needs more time for getting up to speed because the hearing on
Sept. 4 may irrevocably control the future of the case.
Mount Vernon, New York-based Landauer wants competing bids on
Sept. 16, followed by a Sept. 18 auction, and a hearing on
Sept. 20 for sale approval.
About Landauer Healthcare Holdings
Home medical equipment provider Landauer Healthcare Holdings,
Inc., sought Chapter 11 protection (Bankr. D. Del. Lead Case No.
13-12098) on Aug. 16, 2013, with a deal to sell all assets to
Quadrant Management Inc. for $22 million, absent higher and better
offers.
The Company has 32 operating locations, with 50% of inventory
concentrated in Mount Vernon, New York; Great Neck, New York;
Warwick, Rhode Island; and Philadelphia, Pennsylvania. Landauer,
which derives revenues by reimbursement from insurers, Medicare
and Medicaid, reported net revenues of $128.5 million in fiscal
year ended March 31, 2013.
Landauer estimated assets and debt of at least $50 million.
The Debtors have tapped K&L Gates LLP as bankruptcy counsel, Young
Conaway Stargatt & Taylor LLP as Delaware counsel, Carl Marks
Advisory Group as financial advisors, and Epiq Systems as claims
and notice agent.
LCI HOLDING: Wants Exclusive Periods Extended Until Next Year
-------------------------------------------------------------
ICL Holding Company, Inc., f/k/a LCI Holding Company, Inc., and
its debtor affiliates ask the U.S. Bankruptcy Court for the
District of Delaware to further extend until Feb. 28, 2014, the
period by which they have exclusive right to file a plan and until
April 29, 2014, the period by which they have exclusive right to
solicit acceptances of that plan.
The proposed extension of the Plan Period will allow the Debtors'
wind-down process to run its course and give them the opportunity
to formulate and propose a means of disposing of the Chapter 11
cases without the disruption of their efforts that might be caused
by filing of competing plans by non-Debtor parties, Kristhy M.
Peguero, Esq., at Skadden, Arps, Slate, Meagher & Flom LLP, in
Wilmington, Delaware, asserts.
A hearing on the extension request will be on Sept. 25, 2013 at
2:00 p.m. (ET). Objections are due Sept. 18.
The Debtors are also represented by Anthony W. Clark, Esq., at
SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP, in Wilmington, Delaware;
Kenneth S. Ziman, Esq., at SKADDEN, ARPS, SLATE, MEAGHER & FLOM
LLP, in New York; and Felicia Gerber Perlman, Esq., and Matthew N.
Kriegel, Esq., at SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP, in
Chicago, Illinois.
About LifeCare
LCI Holding Company, Inc., and its affiliates, doing business as
LifeCare Hospitals, operate eight "hospital within hospital"
facilities and 19 freestanding facilities in 10 states. The
hospitals have about 1,400 beds at facilities in Louisiana, Texas,
Pennsylvania, Ohio and Nevada. LifeCare is controlled by Carlyle
Group, which holds 93.4% of the stock following a
$570 million acquisition in August 2005.
LCI Holding Company, Inc., and its affiliates, including LifeCare
Holdings Inc., sought Chapter 11 protection (Bankr. D. Del. Lead
Case No. 12-13319) on Dec. 11, 2012, with plans to sell assets to
secured lenders.
Ken Ziman, Esq., and Felicia Perlman, Esq., at Skadden, Arps,
Slate Meagher & Flom LLP, serve as counsel to the Debtors.
Rothschild Inc. is the financial advisor. Huron Management
Services LLC will provide the Debtors an interim chief financial
officer and certain additional personnel; and (ii) designate
Stuart Walker as interim chief financial officer.
The steering committee of lenders is represented by attorneys at
Akin Gump Strauss Hauer & Feld LLP and Blank Rome LLP. The agent
under the prepetition and postpetition secured credit facility is
represented by Simpson Thacher & Barlett LLP.
The Debtors disclosed assets of $422 million and liabilities
totaling $575.9 million as of Sept. 30, 2012. As of the
bankruptcy filing, total long-term obligations were $482.2 million
consisting of, among other things, institutional loans and
unsecured subordinated loans. A total of $353.4 million is owing
under the prepetition secured credit facility. A total of
$128.4 million is owing on senior subordinated notes. LifeCare
Hospitals of Pittsburgh, LLC, a debtor-affiliate disclosed
$24,028,730 in assets and $484,372,539 in liabilities as of the
Chapter 11 filing.
The Official Committee of Unsecured Creditors is represented by
Pachulski Stang Ziehl & Jones LLP. FTI Consulting, Inc., serves
as its financial advisor.
LEARNING GATE: S&P Lowers Rating on $7.5MM Revenue Bonds to 'BB'
----------------------------------------------------------------
Standard & Poor's Ratings Services lowered its long-term rating to
'BB' from 'BBB-' on Florida Development Finance Corp.'s
$7.5 million series 2007A and 2007B revenue bonds issued for
Learning Gate Community School (LGCS). The outlook is stable.
"The rating action reflects our view of the credit risks
associated with the school, particularly its very weak liquidity
ratios, which we believe will remain low for at least the next two
fiscal years given the school's evolving trend of weakened
operating performance," said Standard & Poor's credit analyst
Chris Littlewood.
The rating reflects S&P's view of the school's:
-- Very limited liquidity as of June 30, 2012 (fiscal year-
end), as measured by seven days' unrestricted cash on hand;
-- Cash to debt that was also very low at 1.3% for fiscal 2012;
-- Declining unrestricted net asset position that dipped 10% in
fiscal 2012, equating to a moderate 12% of expenses;
-- Reorganization risk at senior leadership positions because
of the closure of GATES high school and the subsequent
consolidation of administrative positions, in addition to
the end of the founders' affiliation with LGCS; and
-- Inherent uncertainty associated with charter renewals
because the final maturity of the bonds exceeds the time
horizon of the existing charter.
The stable outlook reflects S&P's view of LGCS' sound lease-
adjusted MADS coverage, consistently strong academic performance,
and relatively stable demand profile.
LEHMAN BROTHERS: Giants Want to Grill Ex-Workers in Stadium Row
---------------------------------------------------------------
Law360 reported that Giants Stadium LLC continued its discovery
push in a $300 million dispute over financing for MetLife Stadium,
telling a New York bankruptcy judge it intends to seek testimony
from former employees of Lehman Brothers Holdings Inc.
According to the report, the unit of the NFL's New York Giants
said it plans to press the court at an upcoming October hearing
for an order authorizing subpoenas of former employees of LBHI and
affiliate Lehman Brothers Special Financing Inc. for deposition.
About Lehman Brothers
Lehman Brothers Holdings Inc. -- http://www.lehman.com/-- was
the fourth largest investment bank in the United States. For
more than 150 years, Lehman Brothers has been a leader in the
global financial markets by serving the financial needs of
corporations, governmental units, institutional clients and
individuals worldwide.
Lehman Brothers filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 08-13555) on Sept. 15, 2008. Lehman's bankruptcy
petition disclosed US$639 billion in assets and US$613 billion in
debts, effectively making the firm's bankruptcy filing the
largest in U.S. history. Several other affiliates followed
thereafter.
Affiliates Merit LLC, LB Somerset LLC and LB Preferred Somerset
LLC sought for bankruptcy protection in December 2009.
The Debtors' bankruptcy cases are handled by Judge James M. Peck.
Harvey R. Miller, Esq., Richard P. Krasnow, Esq., Lori R. Fife,
Esq., Shai Y. Waisman, Esq., and Jacqueline Marcus, Esq., at
Weil, Gotshal & Manges, LLP, in New York, represent Lehman. Epiq
Bankruptcy Solutions serves as claims and noticing agent.
Dennis F. Dunne, Esq., Evan Fleck, Esq., and Dennis O'Donnell,
Esq., at Milbank, Tweed, Hadley & McCloy LLP, in New York, serve
as counsel to the Official Committee of Unsecured Creditors.
Houlihan Lokey Howard & Zukin Capital, Inc., is the Committee's
investment banker.
On Sept. 19, 2008, the Honorable Gerard E. Lynch of the U.S.
District Court for the Southern District of New York, entered an
order commencing liquidation of Lehman Brothers, Inc., pursuant
to the provisions of the Securities Investor Protection Act (Case
No. 08-CIV-8119 (GEL)). James W. Giddens has been appointed as
trustee for the SIPA liquidation of the business of LBI.
The Bankruptcy Court approved Barclays Bank Plc's purchase of
Lehman Brothers' North American investment banking and capital
markets operations and supporting infrastructure for US$1.75
billion. Nomura Holdings Inc., the largest brokerage house in
Japan, purchased LBHI's operations in Europe for US$2 plus the
retention of most of employees. Nomura also bought Lehman's
operations in the Asia Pacific for US$225 million.
Lehman emerged from bankruptcy protection on March 6, 2012, more
than three years after it filed the largest bankruptcy in U.S.
history. The Chapter 11 plan for the Lehman companies other than
the broker was confirmed in December 2011.
Lehman made its first payment of $22.5 billion to creditors in
April 2012, a second payment of $10.2 billion on Oct. 1, 2012, and
a third distribution of $14.2 billion on April 4, 2013. The
brokerage is yet to make a first distribution to non-customers,
although customers are being paid in full.
Bankruptcy Creditors' Service, Inc., publishes Lehman Brothers
Bankruptcy News. The newsletter tracks the Chapter 11 proceeding
undertaken by Lehman Brothers Holdings, Inc., and other
insolvency and bankruptcy proceedings undertaken by its
affiliates.
LIGHTSQUARED INC: Files Chapter 11 Plan of Reorganization
---------------------------------------------------------
LightSquared Inc. on Friday proposed a plan to get out of
bankruptcy in which the company said it will explore a sale as it
waits for approval of its network from the Federal Communications
Commission.
The reorganization plan filed with U.S. Bankruptcy Court in
Manhattan contemplates the sale of assets of LightSquared and its
affiliates through a competitive bidding process, and use the
proceeds of the sale to pay creditors.
LightSquared did not identify any potential bidders but said the
bid process gives interested buyers a chance to submit a proposal
prior to a court-approved auction, and serve as a "stalking horse"
bidder. The company would set up an independent board of at least
two people to oversee the sale.
The plan provides for classification and treatment of claims and
equity interests. Administrative and priority tax claims have not
been classified, and creditors holding those claims are not
entitled to vote on the plan. All other claims and equity
interests are classified under the plan.
Full-text copies of LightSquared's proposed reorganization plan
and disclosure statement are available for free at:
http://bankrupt.com/misc/LightSquared_LSPlan.pdf
http://bankrupt.com/misc/LightSquared_LSDS.pdf
LightSquared CEO Douglas Smith said in the court filing that the
sale proposed by the company is the "only process designed to give
LightSquared and its stakeholders the flexibility and optionality"
to sell all of the estates' assets.
According to the CEO, other proposed plans provide for the
"parallel, but not combined sale" of the collateral securing its
$1.7 billion debt. Such a sale, he said, "might not dispose of
all of the assets of the estates and may likely depress, rather
than maximize, the value realizable for the benefit of all
stakeholders."
LightSquared said that while it still believes the regulatory
approval of its network would create more value, the long wait
leaves it "no choice" but to begin a process to sell its assets,
according to a report by Joseph Checkler of Dow Jones Newswires.
In a statement emailed to Dow Jones, Mr. Smith said the company
remains "wholeheartedly committed to pursuing [regulatory
approval] and continuing to work with all stakeholders" but it has
to consider other options if the regulatory process cannot keep
pace with the company's restructuring.
LightSquared also filed on Friday a general outline of how
creditors should evaluate rival plans for the company, a copy of
which can be accessed for free at http://is.gd/XslARO
LightSquared Seeks Approval of Plan Outline
LightSquared is asking U.S. Bankruptcy Judge Shelley Chapman to
approve the outline of its plan or the so-called disclosure
statement, saying it contains sufficient information for creditors
to decide on whether to support the plan.
The company said the plan outline meets the requirements of
section 1125 of the Bankruptcy Code, a provision which requires
that a disclosure statement contain adequate information to permit
voting creditors to make an informed decision on a bankruptcy
plan.
LightSquared is seeking approval of procedures for soliciting
votes, and for voting on the plan. Under the proposed procedures,
LightSquared will start the distribution of solicitation materials
to voting creditors on or before Oct. 10. The voting deadline is
Nov. 29. The procedures are detailed in the proposed order, which
can be accessed for free at http://is.gd/qevvyA
Judge Chapman will hold a hearing on Sept. 30 to consider approval
of the disclosure statement, and another hearing on Dec. 10 to
consider confirmation of the plan.
At the Sept. 30 hearing, the bankruptcy judge will also consider
for approval a competing plan proposed by a group of lenders,
which is based largely on a $2.2 billion offer from L-Band
Acquisition Corp., a subsidiary of Dish Network Corp.
The plan proposes to sell LightSquared's so-called "LP" assets at
an auction overseen either by the lenders group or an independent
committee, with L-Band's offer serving as the stalking horse bid.
LightSquared Inc., the holding company largely owned by Philip
Falcone and his investment company Harbinger Capital Partners LLC,
is not included in the plan, which proposes to pay the claims of
the lenders group in full.
About LightSquared Inc.
LightSquared Inc. and 19 of its affiliates filed Chapter 11
bankruptcy petitions (Bankr. S.D.N.Y. Lead Case No. 12-12080) on
May 14, 2012, to resolve regulatory issues that have prevented it
from building its coast-to-coast integrated satellite 4G wireless
network.
LightSquared had invested more than $4 billion to deploy an
integrated satellite-terrestrial network. In February 2012,
however, the U.S. Federal Communications Commission told
LightSquared the agency would revoke a license to build out the
network as it would interfere with global positioning systems used
by the military and various industries. In March 2012, the
Company's partner, Sprint, canceled a master services agreement.
LightSquared's lenders deemed the termination of the Sprint
agreement would trigger cross-defaults under LightSquared's
prepetition credit agreements.
LightSquared and its prepetition lenders attempted to negotiate a
global restructuring that would provide LightSquared with
liquidity and runway necessary to resolve its issues with the FCC.
Despite working diligently and in good faith, however,
LightSquared and the lenders were not able to consummate a global
restructuring on terms acceptable to all interested parties.
Lawyers at Milbank, Tweed, Hadley & McCloy LLP serve as counsel to
the Debtors. Alvarez & Marsal North America, LLC, is the
financial advisor. Kurtzman Carson Consultants LLC serves as
claims and notice agent.
LOCATION BASED TECHNOLOGIES: Annual Meeting Moved to Sept. 16
-------------------------------------------------------------
Location Based Technologies, Inc., has adjourned its annual
shareholder meeting scheduled for Aug. 22, 2013, due to lack of
quorum, and a new meeting date is scheduled for Sept. 16, 2013, at
1 p.m. (Pacific Time).
About Location Based Technologies
Irvine, Calif.-based Location Based Technologies, Inc., designs,
develops, and sells leading-edge personal locator devices and
services.
Comiskey & Company, the Company's independent registered public
accounting firm, included an explanatory paragraph in its report
on the Company's financial statements for the fiscal year ended
Aug. 31, 2012, which expresses substantial doubt about the
Company's ability to continue as a going concern. The independent
auditors noted that the Company has incurred recurring losses
since inception and has an accumulated deficit in excess of
$45,000,000. There is minimal sales history for the Company's
products, which are new to the marketplace.
For the nine months ended May 31, 2013, the Company incurred a net
loss of $7.95 million on $1.55 million of total net revenue, as
compared with a net loss of $5.07 million on $368,440 of total
revenue for the nine months ended May 31, 2012.
As of May 31, 2013, the Company had $4.18 million in total assets,
$8.90 million in total liabilities and a $4.72 million total
stockholders' deficit.
METROGAS SA: Incurs ARS48.9-Mil. Net Loss in Second Quarter
-----------------------------------------------------------
MetroGAS S.A. reported a net loss of ARS48.9 million on
ARS369.4 million of revenue for the three months ended June 30,
2013, compared with a net loss of ARS61.1 million on
ARS312.6 million of revenues for the same period last year.
The Company had net income of ARS397.6 million on ARS649.9 million
of revenues for the six months ended June 30, 2013, compared with
a net loss of ARS92.0 million on ARS569.2 million of revenues for
the corresponding period of 2012.
During the period ended on June 30, 2013, a gain from debt
restructuring results under reorganization proceedings was
recorded for ARS757.5 million.
The Company's balance sheet at June 30, 2013, showed
ARS2.448 billion in total assets, ARS1.883 billion in total
liabilities, and stockholders' equity of ARS564.9 million.
Reorganization Proceedings
"On account of various circumstances that significantly affected
the Company's ability to generate sufficient cash flows in order
to meet its obligations as to suppliers and financial creditors,
on June 17, 2010, the Board of Directors of MetroGAS filed a
petition for reorganization proceedings in National Commercial
Court No. 26, Clerk's Office No. 51, file No. 056,999. A
Shareholders' Meeting of the Company held on Aug. 2, 2010,
ratified this decision of the Board of Directors.
After the different procedural steps prescribed by the Argentine
Bankruptcy Law had been completed, on Feb. 2, 2012, the Company
filed a complete and final proposal for an arrangement with
unsecured creditors holding allowed and provisionally admitted
claims, which contemplated payment of any allowed and
provisionally admitted unsecured claims by means of a delivery, in
exchange for and lieu of payment of those claims, of two classes
of notes (the "New Notes") due Dec. 31, 2018.
On May 22, 2012, the Company filed a revised proposal, including
certain amendments that involved minor changes in the dates
established for the occurrence of certain events (capitalization
of interest and determination of Deadline, among others), and
suppressed the purchase offer that the issuer was required to make
upon the occurrence of a change of control.
On Sept. 6, 2012, the acting court issued an order by which it
approved the Company's arrangement with creditors and declared
terminated the reorganization proceedings under the Argentine
bankruptcy law. Also, it ordered the creation of the final
committee of creditors.
The debt exchange and issuance of the New Notes was implemented by
the Company on Jan. 11, 2013, with respect to unsecured creditors
holding allowed and provisionally admitted claims.
On Feb. 1 and 13, 2013, the Company filed evidence under the
reorganization proceedings of its having complied with the
exchange and delivery of the New Notes and the capitalization and
payment of interest in order to request that the court lift any
general restraining orders and issue a judicial declaration of its
compliance under the reorganization proceedings pursuant to
section 59 in fine of the Argentine Bankruptcy Law.
Going Concern Uncertainty
"As of the date of issuance of these financial statements, it is
neither possible to foresee the outcome of the tariff negotiation
process nor to determine its final consequences on the Company's
results and operations. The above mentioned circumstances raise
substantial doubt about the Company's ability to continue as a
going concern. However, the Company's consolidated financial
statements do not include any adjustments or reclassifications, if
any, that might be required from the unsuccessful outcome of the
situation described above."
A copy of the Company's unaudited condensed interim consolidated
financial statements as of June 30, 2013, and for the six months
period ended June 30, 2013, is available at http://is.gd/l2xE01
About MetroGAS S.A.
Headquartered in Buenos Aires, Argentina, MetroGAS S.A. is a
sociedad anonima organized under the laws of the Republic of
Argentina. The registered office and principal place of business
is located at Gregorio Araoz de Lamadrid 1360 - Ciudad Autonoma de
Buenos Aires.
The Company was formed in 1992 and on Dec. 1, 1992, it was
registered as a corporation pursuant the laws of the Republic of
Argentina. The term of duration of the Company expires on Dec. 1,
2091, and its principal business is the provision of natural gas
distribution services.
The Shares of the Company are listed on the Buenos Aires Stock
Exchange ("BCBA") and its American Depositary Shares ("ADSs") on
the New York Stock Exchange, respectively. On June 17, 2010, the
NYSE informed that MetroGAS ADSs had been suspended from trading
as a result of the Company?s filing for reorganization proceeding.
MetroGAS' controlling shareholder is Gas Argentino S.A.
MetroGAS controls MetroEnerg¡a S.A. whose principal business is
the sale of natural gas and/or transport on its own behalf or on
account of third parties.
MGM RESORTS: Amends Bylaws to Add Exclusive Forum Regulation
------------------------------------------------------------
The Board of Directors of MGM Resorts International approved an
amendment to, and restatement of, the Company's Amended and
Restated Bylaws, effective as of Aug. 20, 2013, to add an
exclusive forum bylaw. Specifically, new Article IX, Section 6
provides that, unless the Board of Directors consents to the
selection of an alternative forum, the Court of Chancery of the
State of Delaware will be the sole and exclusive forum for each of
the following:
(i) any derivative action or proceeding brought on behalf of
the corporation;
(ii) any action asserting a claim of breach of a fiduciary duty
owed by any director or officer or other employee of the
corporation to the corporation or the corporation's
stockholders;
(iii) any action arising pursuant to any provision of the
Delaware General Corporation Law; and
(iv) any action asserting a claim governed by the internal
affairs doctrine.
The amended bylaws also reflect certain updates, including, among
other matters, the following updates:
* Amend Article I, Sections 2 and 9 to eliminate the reference
to "writing" and "written" to clarify that stockholders may
submit proxies through means other than writing, including
over the Internet or by telephone, and to clarify that
notice of stockholder meetings by electronic transmission is
permitted.
* Add Article I, Section 14 to clarify rules, regulations and
procedures for the conduct of stockholder meetings,
including the power of the Chairman of the meeting to
declare that a matter is not properly brought before the
meeting and to convene, recess or adjourn meetings of
stockholders.
* Amend Article VIII, Section 1 to include an election by the
Company to be governed by Delaware General Corporation Law
Section 141(c)(2) which permits the Board of Directors to
delegate additional power and authority to committees.
A copy of the Amended Bylaws is available for free at:
http://is.gd/70PpfV
About MGM Resorts
MGM Resorts International (NYSE: MGM) --
http://www.mgmresorts.com/-- has significant holdings in gaming,
hospitality and entertainment, owns and operates 15 properties
located in Nevada, Mississippi and Michigan, and has 50 percent
investments in four other properties in Nevada, Illinois and
Macau.
MGM Resorts reported a net los attributable to the Company of
$1.76 billion in 2012 as compared with net income attributable to
the Company of $3.11 billion in 2011. The Company's balance
sheet at March 31, 2013, showed $26.05 billion in total assets,
$18.17 billion in total liabilities, and $7.87 billion in total
stockholders' equity.
Bankruptcy Warning
"We have a significant amount of indebtedness maturing in 2015 and
thereafter. Our ability to timely refinance and replace such
indebtedness will depend upon the foregoing as well as on
continued and sustained improvements in financial markets. If we
are unable to refinance our indebtedness on a timely basis, we
might be forced to seek alternate forms of financing, dispose of
certain assets or minimize capital expenditures and other
investments. There is no assurance that any of these alternatives
would be available to us, if at all, on satisfactory terms, on
terms that would not be disadvantageous to us, or on terms that
would not require us to breach the terms and conditions of our
existing or future debt agreements."
"Our ability to comply with these provisions may be affected by
events beyond our control. The breach of any such covenants or
obligations not otherwise waived or cured could result in a
default under the applicable debt obligations and could trigger
acceleration of those obligations, which in turn could trigger
cross defaults under other agreements governing our long-term
indebtedness. Any default under our senior credit facility or the
indentures governing our other debt could adversely affect our
growth, our financial condition, our results of operations and our
ability to make payments on our debt, and could force us to seek
protection under the bankruptcy laws."
* * *
As reported by the TCR on Nov. 14, 2011, Standard & Poor's Ratings
Services raised its corporate credit rating on MGM Resorts
International to 'B-' from 'CCC+'. In March 2012, S&P revised
the outlook to positive from stable.
"The revision of our rating outlook to positive reflects strong
performance in 2011 and our expectation that MGM will continue to
benefit from the improving performance trends on the Las Vegas
Strip," S&P said.
In March 2012, Moody's Investors Service affirmed its B2 corporate
family rating and probability of default rating. The affirmation
of MGM's B2 Corporate Family Rating reflects Moody's view that
positive lodging trends in Las Vegas will continue through 2012
which will help improve MGM's leverage and coverage metrics,
albeit modestly. Additionally, the company's declaration of a $400
million dividend ($204 million to MGM) from its 51% owned Macau
joint venture due to be paid shortly will also improve the
company's liquidity profile. The ratings also consider MGM's
recent bank amendment that resulted in about 50% of its
$3.5 billion senior credit facility being extended one year from
2014 to 2015.
As reported by the TCR on Oct. 15, 2012, Fitch Ratings has
affirmed MGM Resorts International's (MGM) Issuer Default Rating
(IDR) at 'B-' and MGM Grand Paradise, S.A.'s (MGM Grand Paradise)
IDR at 'B+'.
MILLER PARKING: Court Rules on Discovery Bid in CH Holding Suit
---------------------------------------------------------------
In the lawsuit, CH HOLDING COMPANY, et. al., Plaintiffs, v. MILLER
PARKING COMPANY, et al., Defendants, Civil Action No. 12-CV-10629
(E.D. Mich.), Magistrate Judge Mona K. Majzoub granted, in part,
and denied, in part, the Plaintiffs CH Holding Company, Alan
Ackerman, and CH/Brand Parking Associates' Motion to Compel
Discovery; and denied, in its entirety, Defendants Amy Weinstein,
Emily Weinstein, Benjamin Weinstein, Matthew Stein, Andrew Stein,
and Janet Stein's Motion to Quash Subpoena.
The dispute arises out of a failed business relationship between
the Plaintiffs and Defendant Miller Parking Company. In April
2007, the Plaintiffs filed a Complaint in Oakland County Circuit
Court against Bruce Miller, Miller LLC, and CH/Brand Parking
Associates. On June 30, 2009, a jury awarded Ackerman and CH
Holding several million dollars in damages. On October 7, 2009,
Miller Parking Company, LLC, filed a voluntary Chapter 11
bankruptcy petition.
On Oct. 7, 2011, the Trustee appointed in the bankruptcy case
instituted an adversary proceeding against the Miller Defendants
and the Stein/Weinstein Defendants asserting that they
"manipulated the debtors' financial affairs to enrich themselves
at debtors' expense and they did so in order to put assets outside
the reach of [Plaintiff] Ackerman." Ackerman objected to the
adversary proceedings and to the Trustee's authority to enter into
a binding settlement agreement; he then filed this lawsuit in
Oakland County Circuit Court raising essentially the same claims
as those raised by the Trustee. The Defendants then removed the
matter to the E.D. Michigan District Court.
A copy of the E.D. Michigan Court's Aug. 26 Opinion and Order is
available at http://is.gd/0x2kZDfrom Leagle.com.
The Plaintiffs are represented by Robert A. Weisberg, Esq., and
Christopher A. Grosman, Esq. -- rweisberg@carsonfischer.com and
cgrosman@carsonfischer.com -- at Carson Fischer, P.L.C.
Brad A. Danek, Esq., and Julie L. Kosovec, Esq. --
danek@bwst-law.com and kosovec@bwst-law.com -- at Brooks Wilkins
Sharkey & Turco PLLC, represent: AMY M. WEINSTEIN, EMILY
WEINSTEIN, BENJAMIN WEINSTEIN, MATTHEW STEIN, and ANDREW STEIN.
Abraham Singer, Esq. -- abraham.singer@kitch.com -- at Kitch
Drutchas Wagner Valitutti; and Sherbrook, Esq., Brad A. Danek,
Esq., and Julie L. Kosovec, Esq., at Brooks Wilkins Sharkey &
Turco, PLLC, represent JANET STEIN.
Steven Z. Cohen, Esq., and Steven Rabinovitz, Esq. --
Eileen.Dehring@cohenlerner.com (for Steven Cohen)and
Steven.Rabinovitz@cohenlerner.com -- at Cohen, Lerner, represent:
MILLER PARKING COMPANY, NATHAN L. MILLER TRUST, ALLISON J. MILLER
TRUST, and DAVID M. MILLER TRUST. They also represent JAMES N.
MILLER, JAMES N. MILLER REVOCABLE TRUST, U/T/A dated 11/19/98, and
ALLISON J. MILLER TRUST.
K. Jin Lim, Trustee of Miller Parking Co LLC, Interested Party, is
represented by:
Kenneth M. Schneider, Esq.
SCHNEIDER, MILLER PC
3900 Penobscot Building
645 Griswold Street
Detroit, MI 48226
Tel: (313) 237-0850
Fax: (313) 237-0059
MOORE FREIGHT: Plan Disclosures Facing Objections
-------------------------------------------------
Marquette Transportation Finance, Inc., Webster Capital Finance,
Inc., and PACCAR Financial Corp. ask the U.S. Bankruptcy Court for
the Middle District of Tennessee to deny approval of the
disclosure statement for Moore Freight Service, Inc., and
G.R.E.A.T. Logistics, Inc.'s Joint Plan of Reorganization dated
July 24, 2013.
Marquette Transportation Finance says the Debtors' plan of
reorganization cannot be confirmed and is not feasible. Marquette
also cites, among other things that the Disclosure Statement and
Plan state that its pre-petition indebtedness has been paid in
full. Marquette, however, states that there are termination fees
still due.
Webster Capital Finance, Inc., owed $658,445.81, exclusive of
interest, costs and attorneys' fees, also objects to the approval
of the Disclosure Statement. According to Webster, the Disclosure
Statement fails to provide sufficient detail concerning the
treatment of Webster Capital's secured claim.
PACCAR Financial Corp., owed, as of the Petition Date, in excess
of $4,308,571.08 on the Lease and in excess of $2,214,786 on
certain security agreements, says that the Debtor does not
disclose how the claim of PACCAR will be bifurcated, the basis for
the bifurcation, the justification for the length of time of
repayment, or the value of PACCAR's Collateral. PACCAR also says
the Plan, as proposed, violates the absolute priority rule. "The
equity holders of the Debtor are in fact contributing nothing to
the continued operation of the Debtor, save their continued
contractual guaranty obligations. These obligations would exist
without regard to the continued participation of the equity
holders in the business."
Counsel for Marquette Transportation Finance can be reached at:
Thomas J. Lallier, Esq.
FOLEY & MANSFIELD, P.L.L.P.
250 Marquette Avenue, Suite 1200
Minneapolis, MN 55401
Tel: (612) 338-8788
Fax: (612) 338-8690
E-mail: tlallier@foleymansfield.com
- and -
Linda W. Knight, Esq.
GULLETT, SANFORD, ROBINSON & MARTIN, PLLC
150 Third Avenue South, Suite 1700
Nashville, TN 37201
Tel: (615) 244-4994
Fax: (615) 256-6339
E-mail: lknight@gsrm.com; bke@gsrm.com
Counsel for Webster Capital Finance can be reached at:
Walter N. Winchester, Esq.
WINCHESTER, SELLERS, FOSTER & STEELE, P.C.
First Tennessee Plaza, Suite 1000
800 South Gay Street
Knoxville, TN 37929
Tel: (865) 637.1980
Fax: (865) 637.4489
E-mail: wwinchester@wsfs-law.com
- and -
Evan S. Goldstein, Esq.
UPDIKE, KELLY & SPELLACY, P.C.
100 Pearl Street, 17th Floor
Hartford, CT 06123-1277
Tel: (860) 548-2609
Fax: (860) 548-2680
E-mail: egoldstein@uks.com
Counsel for PACCAR Financial Corp. can be reached at:
Joseph R. Prochaska, Esq.
PROCHASKA THOMPSON QUINN & FERRARO, P.C.
401 Church Street, Suite 2600
Nashville, TN 37219
Tel: (615) 242-0060
Fax: (615) 242-0124
E-mail: joeprochaska@ptqflegal.com
The Chapter 11 Plan
As reported in the TCR on August 6, 2013, the hearing to approve
the adequacy of the Disclosure Statement for Moore Freight
Service, Inc., and G.R.E.A.T. Logistics, Inc.'s Joint Plan of
Reorganization dated July 24, 2013, will be held on Sept. 10,
2013, at 9:00 a.m.
According to the Disclosure Statement, the Plan provides for the
continuation of Debtors' business, the payment in full of Allowed
Secured Claims, and a fair distribution to unsecured creditors,
which distribution far exceeds the amount unsecured creditors
would receive in the event of a Chapter 7 liquidation.
Each Holder of an allowed unsecured claim will receive its Pro
rata share of (i) $80,000 on the Effective Date of the Plan; (ii)
$600,000, payable in installments of $50,000 each on July 1 and
November 1 of each calendar year beginning in 2014; and (iii) one-
third of any additional recovery from Pilot Flying J.
Existing owners Dan Moore and Judith Moore will retain all of
their ownership interests in Debtors as consideration for the
existing and continuing personal guaranties of several of Debtors'
obligations. The ownership interests of SJ Strategic Investments
LLC and Norene Nichols (or her heirs) in Moore Freight will be
terminated upon Confirmation, unless on or before the Confirmation
Date, these remaining equity security holders contribute capital
to Moore Freight in a pro rata amount equal to the total debt
guaranteed by Dan Moore and Judith Moore, which amounts will be
used to fund payments provided for in the Plan.
According to papers filed with the U.S. Bankruptcy Court for the
Middle District of Tennessee, the Debtors' cash on hand as of the
Petition Date and Cash generated from the operation of business
after the Petition Date will be sufficient to make all payments
due on the Effective Date. Cash generated from the operation of
business after the Effective Date, after service of exit
financing, will generate sufficient cash flow to make all payments
due under the Plan.
A copy of the Disclosure Statement is available at:
http://bankrupt.com/misc/moorefreight.doc740.pdf
About Moore Freight Service
and G.R.E.A.T. Logistics
Moore Freight Service, Inc. and G.R.E.A.T. Logistics Inc. sought
Chapter 11 protection (Bankr. M.D. Tenn. Case Nos. 12-08921 and
12-08923) in Nashville on Sept. 28, 2012. Moore Freight is a
freight service company specializing in flat gas transportation.
Founded in 2001, Moore is the largest commercial flat glass
logistics firm in the U.S. It operates in the U.S., Canada and
Mexico. GLI does not have any operations other than the limited,
occasional freight brokerage services currently provided to Moore
Freight.
Bankruptcy Judge Keith M. Lundin oversees the cases. Attorneys at
Harwell Howard Hyne Gabbert & Manner PC serve as counsel. LTC
Advisory Services LLC serves as the Debtor's financial advisors.
Moore Freight estimated assets and debts of $10 million to $50
million. CEO Dan R. Moore signed the petitions.
Counsel for the Debtor's pre-bankruptcy and DIP lender, Marquette
Transportation Finance, Inc., are Linda W. Knight, Esq., at
Gullett, Sanford, Robinson & Martin, PLLC; and Thomas J. Lallier,
Esq., at Foley & Mansfield PLLP.
MOTORSCIENCE INC: Reaches $3.6MM Air Pollution Deal
---------------------------------------------------
Two Los Angeles-based consulting firms, MotorScience Inc., and
MotorScience Enterprise Inc., and their owner, Chi Zheng, have
agreed to settle alleged Clean Air Act violations stemming from
the illegal import of 24,478 all-terrain, recreational vehicles
into the U.S. from China without testing to ensure emissions would
meet applicable limits on harmful air pollution, announced the
U.S. Environmental Protection Agency, the Department of Justice,
and the California Air Resources Board.
MotorScience and Zheng have agreed to have a stipulated judgment
entered against them for a $3.55 million civil penalty and to pay
an additional $60,000 civil penalty within six months. The United
States will receive 80 percent of collected penalties, and
California will receive the remaining 20 percent.
Overview of Defendants
MotorScience is a California corporation formed in 2006 with its
principal place of business near Los Angeles, California. Chi
Zheng is the president of MotorScience. MotorScience provides
consulting services which enable its clients to import and sell
vehicles and engines in the United States. A person may not sell
or import vehicles and engines into the Unites States unless that
vehicle is covered by an EPA-issued certificate of conformity
(COC). Rather than handling the application process itself, an
importer or manufacturer may hire a company like MotorScience to
test its vehicles and prepare its application for submittal to
EPA's Office of Transportation and Air Quality (OTAQ). When OTAQ
approves an application, MotorScience's client becomes the COC-
holder.
MotorScience has submitted hundreds of COC applications on behalf
of numerous companies, most of which are based in the People's
Republic of China. It was one of the leading firms of its kind
when the recreational vehicle COC requirement came into effect in
2006. Millions of vehicles have been imported into the United
States under COCs obtained from applications prepared by
MotorScience.
Violations
The EPA began investigating MotorScience and Mr. Zheng in 2008.
The investigation revealed that MotorScience used the emission
test results from one vehicle for countless dissimilar others by
misrepresenting the vehicle's type, manufacturer, and components.
By improperly using test results in this manner, MotorScience
avoided actually testing the emissions of the vehicles for which
it sought COCs, undermining the fundamental purpose of the EPA's
vehicle certification program. MotorScience also neglected to keep
vital records that are central to adequate administration and
enforcement of the program.
In 2010, OTAQ voided 12 COCs based in part on the false
information submitted by MotorScience and Chi Zheng, acting for
its clients. Voiding a COC renders all vehicles purportedly
covered by that COC to be uncertified, and therefore illegal for
sale in the United States.
In September 2011, the United States initiated the enforcement
case in the United States District Court for the Central District
of California that is resolved by this settlement. The United
States alleged that MotorScience and Mr. Zheng caused its clients
to import uncertified vehicles and to fail in their recordkeeping
obligations under the Clean Air Act.
Injunctive Relief
Defendants must either entirely cease, or follow a compliance plan
for, all activity concerning nonroad vehicles and nonroad engines
regulated under Title II of the Clean Air Act for 15 years. This
compliance plan is detailed in the consent decree. Defendants must
also notify the United States and California of any other business
activity under the mobile source provisions of the Clean Air Act.
Pollutant Reductions
The United States alleges that Defendants' violations arise from
their failure to actually test the emissions of the vehicles at
issue in this case. As such, the United States lacks emission data
and the emission consequences of the alleged violations are not
clear. However, limited testing of affected vehicles showed
significant exceedances of applicable emission standards for
hydrocarbons and oxides of nitrogen.
Health Effects and Environmental Benefits
The Clean Air Act aims to reduce emissions from mobile sources of
air pollution, including carbon monoxide, oxides of nitrogen, and
hydrocarbons, which are harmful to human and environmental health.
Mobile sources is a term used to describe a wide variety of
vehicles, engines, and equipment that generate air pollution and
that move, or can be moved, from place to place. Mobile sources of
air pollution contribute approximately 73% of the nation's carbon
monoxide emissions and 58% of the nation's oxides of nitrogen
emissions.
The EPA runs a vehicle and engine certification program under the
Clean Air Act to ensure that every vehicle and engine sold or
imported into the United States conforms in all material respects
to a vehicle or engine that has been proven to meet applicable
emission standards. To obtain a COC, the party seeking the COC
must apply for one according to the following procedure. First,
the applicant must group vehicles and engines into engine
families?sets of engines expected to have similar emission
characteristics throughout their useful life. Second, the
applicant must conduct emission tests on a representative vehicle
or engine (an emission-data vehicle or EDV) to demonstrate that
the vehicles or engines in the engine family, once built, will
comply with the exhaust emission standards. Third, the applicant
must prepare a complete and accurate application for
certification. In this application, the applicant must, among many
other requirements, describe the engine family's basic design and
emission controls, identify all model names included in the engine
family, provide emission data, and describe the EDV. Finally, the
applicant must submit the application and necessary fees to OTAQ,
which then reviews the application to determine whether to issue a
COC for the engine family for that model year. If, on its face,
the application appears to satisfy all necessary requirements,
OTAQ issues a COC.
Here, the settlement requires that Defendants follow?for 15 years?
a compliance plan to ensure that emissions testing and
certification applications submitted to the EPA accurately
represent the nonroad vehicles and engines that will be sold in
the United States under the COC. Nonroad vehicles and engines
includes recreational vehicles, generators, lawn and garden
equipment, and other internal combustion engines. This will ensure
that nonroad vehicles and engines used in the United States meet
or exceed the emission standards for harmful air pollutants.
Civil Penalty
MotorScience and Mr. Zheng have agreed to pay a $60,000 civil
penalty within 6 months, and to have a stipulated judgment entered
against them for an additional $3.55 million civil penalty. The
United States will receive eighty percent of collected penalties,
and California will receive the remaining 20 percent.
Comment Period
The proposed settlement, lodged in the United States District
Court for the Central District of California, is subject to a 30-
day public comment period and final court approval. Information on
submitting comment is available at the Department of Justice
website.
For more information, contact:
Evan M. Belser, Attorney Adviser -- belser.evan@epa.gov
Air Enforcement Division
Office of Civil Enforcement
Office of Enforcement and Compliance Assurance
United States Environmental Protection Agency
1200 Pennsylvania Avenue
Washington, D.C. 20460
(202)564-6850
The case is United States of America v. MotorScience Inc et al.,
Case No. 2:11-cv-08023 (C.D. Calif.) before Judge George H. King.
NNN 1600: Voluntary Chapter 11 Case Summary
-------------------------------------------
Debtor: NNN 1600 Parkwood 1, LLC
1600 Parkwood Circle
Atlanta, GA 30339
Bankruptcy Case No.: 13-68971
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtors' Counsel: George M. Geeslin, Esq.
Eight Piedmont Center, Suite 550
3525 Piedmont Road, N.E.
Atlanta, GA 30305-1565
Tel: (404) 841-3464
Fax: (404) 816-1108
E-mail: geeslingm@aol.com
Estimated Assets: $0 to $50,000
Estimated Debts: $100,000,001 to $500,000,000
Affiliates that simultaneously filed for Chapter 11:
Debtor Case No.
------ --------
NNN 1600 Parkwood 2, LLC 13-68977
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 3, LLC 13-68981
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 4, LLC 13-68990
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 5, LLC 13-68994
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 6, LLC 13-68997
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 7, LLC 13-69002
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
NNN 1600 Parkwood 8, LLC 13-69012
Assets: $0 to $50,000
Debts: $10,000,001 to $50,000,000
The petitions were signed by Pamela Kelley and Patrick W. Kelley,
trustees.
The Debtors did not file a list of creditors together with the
petitions.
OAKLAND PARK: Voluntary Chapter 11 Case Summary
-----------------------------------------------
Debtor: Oakland Park Plaza, LLC.
fka Oakland Park Boulevard Plaza, LLC.
2742 Biscayne Boulevard
Miami, FL 33137
Bankruptcy Case No.: 13-30848
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of Florida (Miami)
Judge: Laurel M. Isicoff
Debtor's Counsel: Scott Alan Orth, Esq.
LAW OFFICES OF SCOTT ALAN ORTH, P.A.
3880 Sheridan Street
Hollywood, FL 33021
Tel: (305) 757-3300
Fax: (305) 757-0071
E-mail: orthlaw@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company's list of its largest unsecured creditors filed with
the petition does not contain any entry.
The petition was signed by Zion Memun Elias, manager.
ORCHARD SUPPLY: Fee Auditor Appointed
-------------------------------------
The U.S. Bankruptcy Court for the District of Delaware appointed
Warren H. Smith & Associates, P.C., as fee auditor in the Chapter
11 cases of Orchard Supply Hardware Stores Corporation, et al.
The order applies to (i) all professionals employed or to be
employed pursuant to Sections 327, 328, 1103, or 1106 of the
Bankruptcy Code, (ii) all members of official committees appointed
in the bankruptcy cases, and (iii) any claims for reimbursement of
professional fees and expenses under Section 503(b) to the extent
permitted by the Court.
About Orchard Supply
San Jose, Cal.-based Orchard Supply Hardware Stores Corporation
operates neighborhood hardware and garden stores focused on paint,
repair and the backyard. It was spun off from Sears Holdings
Corp. in 2012.
Orchard Supply and two affiliates sought Chapter 11 protection
(Bankr. D. Del. Lead Case No. 13-11565) on June 16 to facilitate a
restructuring of the company's balance sheet and a sale of its
assets for $205 million in cash to Lowe's Companies, Inc., absent
higher and better offers. In addition to the $205 million cash,
Lowe's has agreed to assume payables owed to nearly all of
Orchard's supplier partners.
Bankruptcy Judge Christopher S. Sontchi oversees the case.
Michael W. Fox signed the petitions as senior vice president and
general counsel. The Debtors disclosed total assets of
$441,028,000 and total debts of $480,144,000.
Stuart M. Brown, Esq., at DLA Piper LLP (US), in Wilmington,
Delaware; and Richard A. Chesley, Esq., Chun I. Jang, Esq., and
Daniel M. Simon, Esq., at DLA Piper LLP (US), in Chicago,
Illinois, are the Debtors' counsel. Moelis & Company LLC serves
as the Debtors' investment banker. FTI Consulting, Inc., serves
as the Debtors' financial advisors. A&G Realty Partners, LLC,
serves as the Debtors' real estate advisors. BMC Group Inc. is
the Debtors' claims and noticing agent.
The Official Committee of Unsecured Creditors appointed in case
has retained Pachulski Stang Ziehl & Jones LLP as counsel, and
Alvarez & Marsal as financial advisors.
OPTIMUMBANK HOLDINGS: Gets Noncompliance Letter From Nasdaq
-----------------------------------------------------------
OptimumBank Holdings, Inc., received a letter from the Listing
Qualifications Department of The Nasdaq Stock Market, notifying
the Company that it was not in compliance with Nasdaq Listing Rule
5550(b)(1), which requires the Company to maintain a minimum of
$2,500,000 in stockholders' equity for continued listing on the
Nasdaq Capital Market. As of June 30, 2013, the Company had
stockholders' equity of $2,398,000, as reported in the quarterly
report on Form 10-Q filed by the Company on Aug. 14, 2013.
The Nasdaq Letter stated that, under Nasdaq's Listing Rules, the
Company has 45 calendar days from the date of the Nasdaq Letter to
submit a plan to Nasdaq to regain compliance. If a plan is
submitted by the Company, and if it is accepted by Nasdaq, Nasdaq
can grant an extension of up to 180 days from the date of the
Nasdaq Letter for the Company to evidence compliance. If the
Company submits a plan and the plan is not accepted by Nasdaq, the
Company will have the opportunity to appeal that decision to a
Nasdaq Hearings Panel under Nasdaq Listing Rule 5815(a).
The Company intends to submit a plan to regain compliance to
Nasdaq based on the Company's planned sale of 1,833,333 shares of
the Company's common stock to Moishe Gubin, one of the Company's
directors, at an aggregate price of $2,200,000. The consummation
of this sale is contingent upon the approval of change of control
applications that have previously been filed by Mr. Gubin with
Federal Reserve and the State of Florida Office of Financial
Regulation. These applications have not been yet approved, and at
the time present, neither the Company nor Mr. Gubin is able to
predict when or if the applications will be approved. In the
event that those applications are not approved in a timely manner
or the transaction with Mr. Gubin is not completed in a timely
manner, the Company intends to seek additional capital from other
members of the Company's board of directors.
"There can be no assurance that the plan to be submitted by the
Company will be accepted, that the Company will appeal any
decision by Nasdaq not to accept any plan submitted by the
Company, that a Nasdaq Hearings Panel will grant any appeal made
by the Company, or that the Company will be able to regain or
maintain compliance with the requirements for continued listing
under the Nasdaq Listing Rules. There can be no assurance that
the Company will maintain its Nasdaq listing," the Company said in
a regulatory filing with the U.S. Securities and Exchange
Commission.
About OptimumBank Holdings
OptimumBank Holdings, Inc., headquartered in Fort Lauderdale,
Fla., is a one-bank holding company and owns 100 percent of
OptimumBank, a state (Florida)-chartered commercial bank.
The Company offers a wide array of lending and retail banking
products to individuals and businesses in Broward, Miami-Dade and
Palm Beach Counties through its executive offices and three branch
offices in Broward County, Florida.
Optimumbank Holdings disclosed a net loss of $4.69 million in
2012, as compared with a net loss of $3.74 million in 2011.
The Company's balance sheet at June 30, 2013, showed $135.90
million in total assets, $133.50 million in total liabilities and
$2.39 million in total stockholders' equity.
Regulatory Matters
Effective April 16, 2010, the Bank consented to the issuance of a
Consent Order by the Federal Deposit Insurance Corporation and
the the Florida Office of Financial Regulation, also effective as
of April 16, 2010.
The Consent Order represents an agreement among the Bank, the FDIC
and the OFR as to areas of the Bank's operations that warrant
improvement and presents a plan for making those improvements.
The Consent Order imposes no fines or penalties on the Bank. The
Consent Order will remain in effect and enforceable until it is
modified, terminated, suspended, or set aside by the FDIC and the
OFR.
ORECK CORP: Sept. 13 Bar Date for Filing 503(b)(9) Claims Set
-------------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
established Sept. 13, 2013, as the last date for the filing
request for payment of administrative expense claims under Section
503(b)(9) in the Chapter 11 cases of Oreck Corporation, et al.
Any creditor who has previously filed a proof of claim asserting
an administrative priority under Section 503(b)(9) is not required
to refile its claim.
Counsel for the Debtors can be reached at:
William L. Norton III, Esq.
Alexandra E. Dugan, Esq.
BRADLEY ARANT BOULT CUMMINGS LLP
1600 Division Street, Suite 700
P.O. Box 340025
Nashville, TN 37203
Tel: (615) 252-2397
E-mail: bnorton@babc.com
adugan@babc.com
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
ORECK CORP: Can Employ Crone Hawxhurst as Special Counsel
---------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
authorized Oreck Corporation, et al., to jointly retain Crone
Hawxhurst LLP as the Debtors' special counsel relation to In re:
Oreck Corporation Halo Vacuum and Air Purifiers Marketing and
Sales Practices Litigation, U.S. District Court for the Central
District of California, Case No. 2:12-ml-02317 CAS (JEM), MDL No.
2317 (the "California Litigation") during the pendency of these
cases.
The authorization will be effective as of the date of the filing
of the Debtors' Chapter 11 petition.
No petition fees or expenses may be paid absent entry of an order
approving the fees and expenses to be paid.
As reported in the TCR on August 2, the hourly rates of Crone's
personnel are:
Daryl M. Crone, partner $450
Members $255 - $495
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
ORECK CORP: Lease Decision Period Extended Until December 2
-----------------------------------------------------------
The U.S. Bankruptcy Court for the Middle District of Tennessee
extended the deadline for Oreck Corporation, et al., to assume or
reject unexpired leases of nonresidential property pursuant to
Section 365(d)(4)(B) through and including Dec. 2, 2013.
About Oreck Corp.
Oreck Corporation and eight affiliates sought Chapter 11
protection (Bankr. M.D. Tenn. Lead Case No. 13-04006) in
Nashville, Tennessee, on May 6, 2013, with plans to sell the
business as a going concern.
Oreck has been in the business of manufacturing, marketing and
selling vacuum cleaners and related products since the late 1960s.
The corporate offices are located in Nashville, and the
manufacturing and call center is located in Cookeville, Tennessee.
Oreck has 70 employees in Nashville, 250 employees at its plant in
Cookeville and 325 employees operating 96 company-owned and
managed retail stores. The Debtor disclosed $18,013,249 in assets
and $14,932,841 plus an unknown amount in liabilities as of the
Chapter 11 filing.
William L. Norton III, Esq., and Alexandra E. Dugan, Esq., at
Bradley Arant Boult Cummings LLP, serve as counsel to the Debtor.
BMC Group Inc. is the claims and notice agent. Sawaya Segalas &
Co., LLC serves as financial advisor.
The U.S. Trustee appointed six creditors to the Official Committee
of Unsecured Creditors. Daniel H. Puryear, Esq., at Puryear Law
Group, and Sharon L. Levine, Esq., and Kenneth A. Rosen, Esq., at
Lowenstein Sandler LLP represent the Committee. The Committee
tapped to retain Gavin/Solmonese LLC as its financial advisor.
In July 2013, Royal Appliance Mfg. Co. (RAM), a subsidiary of the
TTI Group, finalized the purchase of Oreck Corp.'s assets. The
Bankruptcy Court approved the sale on July 16, 2013.
Royal, the maker of Dirt Devil floor-care products, won the
auction for Oreck Corp. The second-place bidder was the Oreck
family, which sold the business in a $272 million transaction in
2003. The Oreck family made the first bid at auction at
$21.9 million, including $14.5 million cash.
The terms of Royal's winning bid weren't disclosed publicly,
according to a Bloomberg News report. Royal was acquired in 2003
by Hong Kong-based Techtronic Industries Co., the maker of Hoover
vacuum cleaners.
PENSACOLA BEACH: American Fidelity Objects to Plan Disclosures
--------------------------------------------------------------
American Fidelity Life Insurance Company objects to the Disclosure
Statement filed by Pensacola Beach, LLC, filed Aug. 5, 2013,
citing that the Disclosure Statement lacks information to enable
creditors to decide whether to accept or reject the proposed plan.
Specifically, American Fidelity said:
1. There is inadequate disclosure about the franchise agreement
with Marriott International.
2. Administrative expenses are misrepresented.
3. Priority tax claims are missing.
4. There are inaccuracies with the secured claims.
5. Inaccurate information is included.
6. There is no liquidation analysis.
Counsel for American Fidelity can be reached at:
Linda A. Hoffman, Esq.
Robert S. Rushing, Esq.
CARVER, DARDEN, KORETZKY, TESSIER, FINN, BLOSSMAN & AREAUX,
LLC
801 W. Romana Street, Suite A
Pensacola, FL 32502
Tel: (850) 266-2300
E-mail: hoffman@carverdarden.com
rushing@carverdarden.com
As reported in the TCR on Aug. 26, 2013, according to the
Disclosure Statement, the Debtor proposes that for a six-month
period American Fidelity Life Insurance Company will continue to
receive funds as they have been since the entry of the Stipulated
Order Regarding Management of Hotel and Dismissal of Highpointe
Hospitality, Inc., as defendant, dated March 25, 2010, and the
order authorizing use of cash collateral entered by the Court.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/PENSACOLA_BEACH_ds.pdf
Gulf Breeze, Florida-based Pensacola Beach, LLC, aka Springhill
Suites by Marriott Pns Beach, filed for Chapter 11 bankruptcy
(Bankr. N.D. Fla. Case No. 13-30569) on May 2, 2013. Judge
William S. Shulman oversees the case. Sherry F. Chancellor, Esq.,
at The Law Office of Sherry F. Chancellor, serves as the Debtor's
counsel. The Debtor also tapped Mark J. Proctor and Travis P.
Lepicier and the law firm of Levin, Papantonio, Thomas, Mitchell,
Rafferty and Proctor, P.A., as attorneys in regard to the British
Petroleum/Deep Water Horizon Oil Spill claims.
In its petition, Pensacola Beach estimated $10 million to
$50 million in both assets and debts. The petition was signed by
David Brannen, managing member.
In its schedules, the Debtor disclosed $22,523,252 in assets and
$16,655,337 in liabilities.
PENSACOLA BEACH: Court Sets Sept. 26 Disclosure Statement Hearing
-----------------------------------------------------------------
The hearing to consider the approval of the disclosure statement
filed by Pensacola Beach, LLC, filed Aug. 5, 2013, will be held on
Thursday, Sept. 26, 2013, at 9:30 a.m. The hearing on the
Disclosure Statement will be held at the U.S. Bankruptcy Court,
Courtroom One, at 201 St. Louis Street, in Mobile, Alabama.
Sept. 20, 2013, is fixed as the last day for filing and serving in
accordance with Rule 3017(a) written objections to the disclosure
statement with the Court.
As reported in the TCR on Aug. 26, 2013, according to the
Disclosure Statement, the Debtor proposes that for a six-month
period American Fidelity Life Insurance Company will continue to
receive funds as they have been since the entry of the Stipulated
Order Regarding Management of Hotel and Dismissal of Highpointe
Hospitality, Inc., as defendant, dated March 25, 2010, and the
order authorizing use of cash collateral entered by the Court.
A copy of the Disclosure Statement is available for free at:
http://bankrupt.com/misc/PENSACOLA_BEACH_ds.pdf
Gulf Breeze, Florida-based Pensacola Beach, LLC, aka Springhill
Suites by Marriott Pns Beach, filed for Chapter 11 bankruptcy
(Bankr. N.D. Fla. Case No. 13-30569) on May 2, 2013. Judge
William S. Shulman oversees the case. Sherry F. Chancellor, Esq.,
at The Law Office of Sherry F. Chancellor, serves as the Debtor's
counsel. The Debtor also tapped Mark J. Proctor and Travis P.
Lepicier and the law firm of Levin, Papantonio, Thomas, Mitchell,
Rafferty and Proctor, P.A., as attorneys in regard to the British
Petroleum/Deep Water Horizon Oil Spill claims.
In its petition, Pensacola Beach estimated $10 million to
$50 million in both assets and debts. The petition was signed by
David Brannen, managing member.
In its schedules, the Debtor disclosed $22,523,252 in assets and
$16,655,337 in liabilities.
PGA FLYOVER: BBX Asks Court to Enforce Settlement Agreement
-----------------------------------------------------------
BBX Capital Asset Management, LLC, through counsel, asks the U.S.
Bankruptcy Court for the Southern District of Florida to enforce
the Settlement Agreement it entered into with PGA Flyover
Corporate Park, LLC, and various Catafulmo-related entities and
persons, and to enter an order dismissing the Chapter 11 case of
the Debtor with prejudice for a period of one year, due to Daniel
Catafumo's failure to make the payment before the Drop Dead Date
of Aug. 20, 2013, as provided for in paragraph 28 of the
Settlement Agreement.
On April 24, 2013, BBX filed with the Bankruptcy Court its Motion
to Dismiss Case as "Bad Faith" Filing and on May 17, 2013, BBX
filed its Supplement and Motion to Dismiss Case Based on
Abstention.
The June 7, 2013 Settlement Agreement resolved BBX's Motions to
Dismiss by providing, among others, that Daniel Catalfumo will be
entitled to an extension of the Aug. 5, 2013 deadline for the
$25,000,000 (plus any applicable interest) payment until Aug. 20,
2013. Further, in the event of a such default, BBX, PGA Flyover
and Daniel Catalfumo expressly agree that the Bankruptcy Case will
be dismissed with prejudice for a period of one year, and the
Litigation (as defined in the Settlement Agreement) will continue
to proceed, upon entry of the order dismissing the Bankruptcy
Case.
The Settlement Agreement was approved by the Court on June 14,
2013.
According to BBX, it has been informed by the Debtor and the Plan
Sponsor that Daniel Catalfumo cannot make the $25,000,000 payment
(plus applicable interest) on or before the Drop Dead Date of
Aug. 20, 2013.
About PGA Flyover
PGA Flyover Corporate Park LLC filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-18701) in West Palm Beach, Florida on
April 17, 2013. Lenore M. Rosetto, Esq., and Bradley S.
Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., in Boca
Raton, Florida, serve as counsel to the Debtor. The Debtor
disclosed $10 million to $50 million in assets and liabilities.
The Debtor, owner of the mixed use development known as the PGA
Professional and Design Center in Florida, filed a liquidating
plan that would satisfy 100% of its liabilities.
PGA Flyover, an entity managed and owned by Florida developer
Daniel S. Catalfumo, says it has commenced the bankruptcy case to
resolve the wasteful scorched earth litigation tactics engaged in
by BBX Capital Asset Management, LLC, the current owner of a final
judgment of $40.9 million.
The PGA Professional and Design Center is located on the Southeast
quadrant of PGA Boulevard and RCA Boulevard in Palm Beach Gardens,
an attractive location with strong development potential.
Under the Plan, holders of general unsecured claims are impaired
and will recover 50% or 100% of their allowed claims. BBX's
secured claim is impaired. PGA will cause its properties to be
transferred to BBX as payment for the remaining amount of the
secured claim. Interests will be extinguished and will not
receive any distribution under the Plan.
PGA FLYOVER: Michael Goldberg Selected as Mediator
--------------------------------------------------
Pursuant to Local Rule 9019-2(B)(1) of the U.S. Bankruptcy Court
for the Southern District of Florida, Bradley S. Shraiberg, Esq.,
counsel for Debtor PGA Flyover Corporate Park LLC, and James D.
Silver, Esq., counsel for BBX Capital Asset Management, LLC, have
agreed and selected Michael I. Goldberg, Esq., as Mediator in the
Chapter 11 case of the Debtor.
Mr. Goldberg can be reached at:
Michael I. Goldberg, Esq.
350 East Las Olas Blvd., Suite 1600
Fort Lauderdale, FL 33301
Tel: (954) 468-2444
About PGA Flyover
PGA Flyover Corporate Park LLC filed a Chapter 11 petition (Bankr.
S.D. Fla. Case No. 13-18701) in West Palm Beach, Florida on
April 17, 2013. Lenore M. Rosetto, Esq., and Bradley S.
Shraiberg, Esq., at Shraiberg, Ferrara & Landau, P.A., in Boca
Raton, Florida, serve as counsel to the Debtor. The Debtor
disclosed $10 million to $50 million in assets and liabilities.
The Debtor, owner of the mixed use development known as the PGA
Professional and Design Center in Florida, filed a liquidating
plan that would satisfy 100% of its liabilities.
PGA Flyover, an entity managed and owned by Florida developer
Daniel S. Catalfumo, says it has commenced the bankruptcy case to
resolve the wasteful scorched earth litigation tactics engaged in
by BBX Capital Asset Management, LLC, the current owner of a final
judgment of $40.9 million.
The PGA Professional and Design Center is located on the Southeast
quadrant of PGA Boulevard and RCA Boulevard in Palm Beach Gardens,
an attractive location with strong development potential.
Under the Plan, holders of general unsecured claims are impaired
and will recover 50% or 100% of their allowed claims. BBX's
secured claim is impaired. PGA will cause its properties to be
transferred to BBX as payment for the remaining amount of the
secured claim. Interests will be extinguished and will not
receive any distribution under the Plan.
PHARMACEUTICAL RESEARCH: Moody's Keeps 'B2' CFR; Outlook Negative
-----------------------------------------------------------------
Moody's Investors Service confirmed the B2 Corporate Family Rating
and B2-PD Probability of Default Rating of Pharmaceutical Research
Associates, Inc., a subsidiary of PRA Holdings, Inc. Moody's also
changed the outlook to negative, reflecting the significant amount
of incremental leverage being taken on as part Kohlberg Kravis
Roberts & Co.'s acquisition of PRA (which is currently owned by
Genstar Capital) and the simultaneous acquisition of ReSearch
Pharmaceutical Services. This concludes the rating review that was
initiated on June 25, 2013.
Moody's also assigned a B1 rating to the proposed senior secured
credit facility and a Caa1 rating to the proposed unsecured notes,
the proceeds of which will be used to fund the acquisitions of PRA
and RPS by KKR.
In conjunction with the transactions, the CFR and PDR will be
reassigned to PRA Holdings, Inc. (the new borrowing entity) from
Pharmaceutical Research Associates, Inc. All ratings of
Pharmaceutical Research Associates, Inc. will be withdrawn upon
the closing of the transactions.
PRA Holdings, Inc.
The following ratings were assigned:
Corporate Family Rating, B2
Probability of Default Rating, B2-PD
$125 million senior secured revolving credit facility, B1 (LGD 3,
33%)
$825 million senior secured term loan, B1 (LGD 3, 33%)
$375 million senior unsecured notes, Caa1 (LGD 5, 86%)
The outlook is negative.
Pharmaceutical Research Associates, Inc.,
The following ratings were confirmed and will be withdrawn at the
close of the transaction:
Corporate Family Rating, B2
Probability of Default Rating, B2-PD
First lien senior secured revolving credit facility, B1 (LGD 3,
33%)
First lien senior secured term loan, B1 (LGD 3, 33%)
Second lien senior secured term loan, Caa1 (LGD 5, 85%)
The outlook was changed to negative.
Rating Rationale
The B2 rating is constrained by PRA's very high leverage and
execution risks associated with the acquisition of RPS. Moody's
estimates adjusted pro forma debt to EBITDA for the twelve months
ended June 30, 2013 would have approximated 8.1 times.
Deleveraging will be highly dependent on successful execution of
stand-alone cost savings as well as synergies with RPS. That said,
there are considerable synergies possible between PRA and RPS, and
Moody's expects leverage to decline to the 7.0 times range around
12-months after the acquisitions close. The ratings also reflect
risks in the highly competitive pharmaceutical services industry
including pricing pressure and project cancellations.
The ratings are supported by PRA's strong track record of
execution of its growth strategy over the past several years. Pro
forma for the proposed transactions, PRA will have nearly tripled
its revenue base over the last five years, both organically and
through acquisitions. Looking forward, revenue and earnings will
continue to grow, bolstered by industry-wide tailwinds and
synergies from the RPS acquisition. Moody's notes that while the
RPS acquisition improves PRA's scale and expands its breadth of
product offerings, the company remains considerably smaller, in
terms of total revenue, than a number of much larger competitors.
The ratings are also supported by Moody's expectation for positive
free cash flow generation and the company's history of
deleveraging through both EBITDA growth and debt repayment.
The negative outlook reflects very limited cushion at the B2
rating and the risk that the company fails to deleverage as
expected due to integration challenges, setbacks in realizing
synergies, or slower than expected growth in PRA's core business.
Though not likely in the near-term, Moody's could upgrade the
ratings if PRA successfully executes the acquisition of RPS and
continues to grow organically and repay debt, such that adjusted
debt to EBITDA is expected to be sustained below 5.0 times and
free cash flow to debt is expected to be sustained above 8%.
Moody's could downgrade the ratings if PRA fails to show continued
progress in deleveraging towards 6.5 times over the next 12-18
months. Further, expectation for any material deterioration in
liquidity or very weak net new business or elevated cancellations
could also lead to a ratings downgrade.
PRA is a contract research organization that assists
pharmaceutical and biotechnology companies in developing drug
compounds, biologics, and drug delivery devices and gaining
necessary regulatory approvals. PRA generated net service revenues
of approximately $650 million for the twelve months ended June 30,
2013.
The principal methodology used in this rating was the Global
Business & Consumer Service Industry Rating Methodology published
in October 2010. Other methodologies used include Loss Given
Default for Speculative-Grade Non-Financial Companies in the U.S.,
Canada and EMEA published in June 2009.
PRIME PROPERTIES NY: Sept. 23 Set as Claims Bar Date
----------------------------------------------------
Creditors of Prime Properties of New York, Inc., have until
Sept. 23, 2013, to file proofs of claim in the Debtor's case.
Governmental entities have until Dec. 26, 2013, to file their
proofs of claim.
Prime Properties of New York, Inc., filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 13-44020) on June 28, 2013. M. David
Graubard, Esq. at New York, NY, serves as counsel to the Debtor.
The Debtor estimated up to $12,000,000 in assets and up to
$8,500,000 in liabilities. An affiliate, 234 8th St. Corp.,
sought Chapter 11 protection (Case No. 13-42244) on the March 14,
2013.
PRIME PROPERTIES NY: Can Employ Kera & Graubard as Counsel
----------------------------------------------------------
Prime Properties of New York, Inc., sought and obtained the U.S.
Bankruptcy Court's permission to employ Kera & Graubard as
counsel.
Prime Properties of New York, Inc., filed a Chapter 11 petition
(Bankr. E.D.N.Y. Case No. 13-44020) on June 28, 2013. M. David
Graubard, Esq. at New York, NY, serves as counsel to the Debtor.
The Debtor estimated up to $12,000,000 in assets and up to
$8,500,000 in liabilities. An affiliate, 234 8th St. Corp.,
sought Chapter 11 protection (Case No. 13-42244) on the March 14,
2013.
RADIATION THERAPY: S&P Lowers CCR to 'B-'; Outlook Stable
---------------------------------------------------------
Standard & Poor's Ratings Services lowered it corporate credit
rating on Fort Myers, Fla.-based Radiation Therapy Services Inc.,
to 'B-' from 'B'. The outlook is stable.
At the same time, S&P assigned its 'B+' issue-level rating (two
notches higher than the corporate credit rating) to the company's
$90 million first-lien term loan, with a recovery rating of '1',
indicating S&P's expectation for very high (90%-100%) recovery for
lenders in the event of a payment default.
S&P is also lowering its issue-level rating on the company's
second-lien notes to 'B-' (at the same level as the corporate
credit rating) from 'B+' . The recovery rating remains '3',
indicating S&P's expectation of meaningful (50% to 70%) recovery
for lenders in the event of a default.
"The downgrade mainly reflects weaker-than-expected cash flows,
coupled with incremental acquisition and integration risk stemming
from recent acquisitions, including that of OnCure," said Standard
& Poor's credit analyst Tulip Lim. "Despite our expectation that
recent acquisitions, including the pending acquisition of Oncure
will lower the company's leverage, and that prostate volumes will
continue to stabilize, integration risk and charges related to
Oncure and recent acquisitions will stress the company's cash flow
at a time when its EBITDA base and cash flow are at a low point.
We believe the expenses necessary to achieve synergies, catch up
capital expenditures to update OnCure facilities, and the
additional debt for recent acquisitions will stress the company's
already negative discretionary cash flow," added Ms. Lim.
S&P continues to view Radiation Therapy's business risk profile as
"weak", highlighted by the sharp drop in prostate treatment
volumes in the second half of 2012, and ongoing reimbursement risk
evidenced by the approximate 9% Medicare rate cut for 2013. S&P's
financial risk profile for Radiation Therapy is "highly
leveraged", with adjusted leverage of roughly 12.5x at June 30,
2013, and negative discretionary cash flow. Radiation Therapy
provides outpatient radiation oncology services in its 132
treatment centers in 15 U.S. states and six Latin American
countries.
RADIO SYSTEMS: S&P Raises CCR to 'B' on Improved Operating Results
------------------------------------------------------------------
Standard & Poor's Ratings Services raised its corporate credit
rating on Radio Systems Corp. (RSC) to 'B' from 'B-'. The ratings
outlook is stable. At the same time, S&P raised its issue-level
ratings on the company's $250 million senior secured second lien
notes due 2019 to 'B' from 'B-'. The recovery rating is unchanged
at '4', which indicates S&P's expectation of average (30% to 50%)
recovery for debtholders in the event of payment default.
"The upgrade reflects RSC's improvement in operating performance
and credit measures over the past year, in addition to our view of
its improved liquidity," said Standard & Poor's credit analyst
Stephanie Harter.
For the 12 months ended June 30, 2013, RSC's sales increased 4%,
including acquisitions and reflecting growth in several product
lines, especially in Training Products. S&P estimates that
adjusted EBITDA margin improved about 150 basis points from higher
sales volume, customer mix, acquisition synergies, and cost
improvements. RSC's covenant cushion has improved and is expected
to continue to do so.
The ratings on RSC reflect Standard & Poor's view that it has a
"highly leveraged" financial risk profile and a "vulnerable"
business risk profile. S&P believes that RSC will have "adequate"
sources of liquidity to cover its needs during the next 12 months.
The outlook is stable, reflecting S&P's expectation that RSC will
maintain adequate liquidity, including covenant cushion close to
15%, and sustain its improved operating performance and EBITDA
margins near current levels. As a result, S&P expects the company
to maintain leverage below 5x over the next 12 months, mostly from
higher EBITDA driven by organic growth from new product launches
and adjusted EBITDA margin slightly above existing levels.
Although unlikely in the next year given RSC's vulnerable business
risk profile, S&P could raise the ratings if the company expands
its business line diversity and scale, and reduces and sustains
leverage well below 4x while maintaining adequate liquidity.
Alternatively, S&P could lower the ratings if liquidity weakens,
including covenant cushion declining below 10%, and/or if
operating performance and credit measures weaken, such that
leverage increases well over 6x.
RAMS ASSOCIATES: Hires Hutchins Meyer as Accountants
----------------------------------------------------
Rams Associates LP asks the U.S. Bankruptcy Court for permission
to employ Hutchins, Meyer & DiLieto, PA as accountants.
The professional services to be rendered are:
1. preparation of debtor-in-possession Chapter 11 accounting
Filings, and
2. preparation of debtor-in-possession tax returns.
The firm's rates are:
Professional Rates (per hour)
------------ ----------------
Member $350
Associates $115 to $225
para-professional $60 to $90
The Debtor also seeks authorization to pay Hutchins Meyer a
retainer of $10,000.
The Debtor attests that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code.
Rams Associates LP, doing business as Jersey Shore Arena, filed
a petition for Chapter 11 protection (Bankr. D.N.J. Case No.
13-25541) on July 16, 2013, in Trenton. The petition was signed
by John Sabo as general partner. Judge Christine M. Gravelle
presides over the case. Norris Mclaughlin & Marcus, P.A., serves
as the Debtor's counsel. The Debtor estimated assets and debts of
at least $10 million.
RESIDENTIAL CAPITAL: Gets A Leg Up in Bondholder Interest Fight
---------------------------------------------------------------
Law360 reported that Residential Capital LLC on Aug. 29 moved
ahead in its battle against a group of junior secured noteholders
over the value of certain liens and interest on their debt after a
judge threw out several counterclaims the JSNs lobbed at the
fallen mortgage servicer.
According to the report, in an adversary proceeding under ResCap's
Chapter 11 case, the bondholders have claimed they are oversecured
and entitled to $354 million in accrued, unpaid interest and
default interest on their debt.
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally
Financial nor Ally Bank is included in the bankruptcy
filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
RESIDENTIAL CAPITAL: Attacks Challenge to Discovery Rules
---------------------------------------------------------
Law360 reported that Residential Capital LLC slammed efforts by a
group of junior secured noteholders to ease the discovery process
tied to the bankrupt mortgage servicer's Chapter 11 plan, saying
they are trying to disrupt and delay the proceedings.
According to the report, in a court filing, ResCap says the ad hoc
group of junior secured noteholders have objected to their
proposed requirement that there must be a good-faith showing for
any discovery requested beyond the 14 million pages of documents
it says it has already produced.
About Residential Capital
Residential Capital LLC, the unprofitable mortgage subsidiary of
Ally Financial Inc., filed for bankruptcy protection (Bankr.
S.D.N.Y. Lead Case No. 12-12020) on May 14, 2012. Neither Ally
Financial nor Ally Bank is included in the bankruptcy
filings.
ResCap, one of the country's largest mortgage originators and
servicers, was sent to Chapter 11 with 50 subsidiaries amid
"continuing industry challenges, rising litigation costs and
claims, and regulatory uncertainty," according to a company
statement.
ResCap disclosed $15.68 billion in assets and $15.28 billion in
liabilities at March 31, 2012.
Centerview Partners LLC and FTI Consulting are acting as financial
advisers to ResCap. Morrison & Foerster LLP is acting as legal
adviser to ResCap. Curtis, Mallet-Prevost, Colt & Mosle LLP is
the conflicts counsel. Rubenstein Associates, Inc., is the public
relations consultants to the Company in the Chapter 11 case.
Morrison Cohen LLP is advising ResCap's independent directors.
Kurtzman Carson Consultants LLP is the claims and notice agent.
Ray C. Schrock, Esq., at Kirkland & Ellis LLP, in New York, serves
as counsel to Ally Financial.
ResCap sold most of the businesses for a combined $4.5 billion.
The Bankruptcy Court in November 2012 approved ResCap's sale of
its mortgage servicing and origination platform assets to Ocwen
Loan Servicing, LLC and Walter Investment Management Corporation
for $3 billion; and its portfolio of roughly 50,000 whole loans to
Berkshire Hathaway for $1.5 billion.
Bankruptcy Creditors' Service, Inc., publishes RESIDENTIAL CAPITAL
BANKRUPTCY NEWS. The newsletter tracks the Chapter 11 proceeding
undertaken by affiliates of Residential Capital LLC and its
affiliates (http://bankrupt.com/newsstand/or 215/945-7000).
REUTAX AG: U.S. Court Issues TRO, Ch. 15 Hearing on Sept. 4
-----------------------------------------------------------
Judge Mary F. Walrath of the U.S. Bankruptcy Court for the
District of Delaware issued a temporary restraining order to aid
the orderly determination of claims and the fair distribution of
assets in the insolvency proceeding of Reutax AG under the German
Insolvency Code, pending before the lower court of Heidelberg, in
Germany, File No. 51 IE 2/13.
The TRO bars proceedings, suits, complaints, actions,
arbitrations, applications, enforcements, processes, rights or
remedies, whether judicial or non-judicial, statutory or non-
statutory, other than the German insolvency proceeding, against
the Chapter 15 Debtor.
Judge Walrath will convene a hearing on Sept. 4, 2013, at 12:00
p.m., for parties to show cause why a provisional order should not
be granted and thereby extending the stay relief granted by the
TRO.
About Reutax AG
Reutax began German bankruptcy proceedings in March and founder
Soheyl Ghaemian, who resigned soon after, was arrested in Germany
in June on charges of fraud, embezzlement and breach of fiduciary
duties, according to court documents, the report related.
Heidelberg, Germany-based Reutax AG provides information
technology services to clients, using free-lance information
technology experts. The Debtor was 60% owned by Contreg AG, an
entity owned by the Debtor's founder, Soheyl Ghaemian. Hans-
Peter Wild, through an entity called Casun Invest AG, held a 40%
equity stake in exchange for a US$40 million investment. Faced
with a liquidity squeeze, as well as EUR10 million in liabilities
to its IT consultants, the Debtor halted operations and on
March 20, 2013, filed a petition to open insolvency proceedings
over its assets.
Tobias Wahl was appointed the insolvency administrator in June
2013. He filed a Chapter 15 petition for Reutax (Bankr. D. Del.
Case No. 13-12135) on Aug. 21, 2013. The Debtor is estimated to
have assets and debt of US$10 million to US$50 million.
Michael Joseph Custer, Esq., at Pepper Hamilton LLP, in
Wilmington, Delaware, serves as counsel to the foreign
representative and insolvency administrator for Reutax.
Bankruptcy Judge Mary F. Walrath presides over the case.
Mr. Wahl has filed a motion for a Rule 2004 examination and
scheduled a hearing for Aug. 22.
REVSTONE INDUSTRIES: Metavation Gets Green Light for $25MM Deal
---------------------------------------------------------------
Law360 reported that a Delaware bankruptcy judge on Aug. 30 signed
off on the proposed $25 million sale of auto parts manufacturer
Metavation LLC to industry rival Dayco Products LLC, a deal backed
by automakers who rely on the Revstone Industries LLC unit for
specialized component parts.
According to the report, Michigan-based Metavation filed for
Chapter 11 last month backed by a support agreement from General
Motors Co. and Chrysler Group LLC designed to keep the company
running while it pursued a speedy Section 363 auction, and tapped
stalking horse Dayco as the winner.
About Revstone Industries et al.
Lexington, Kentucky-based Revstone Industries LLC, a maker of
truck parts, filed for Chapter 11 bankruptcy (Bankr. D. Del. Case
No. 12-13262) on Dec. 3, 2012. Judge Brendan Linehan Shannon
oversees the case. Laura Davis Jones, Esq., at Pachulski Stang
Ziehl & Jones LLP represents Revstone. In its petition, Revstone
estimated under $50 million in assets and debts.
Affiliate Spara LLC filed its Chapter 11 petition (Bankr. D. Del.
Case No. 12-13263) on Dec. 3, 2012.
Lexington-based Greenwood Forgings, LLC (Bankr. D. Del. Case No.
13-10027) and US Tool & Engineering LLC (Bankr. D. Del. Case No.
13-10028) filed separate Chapter 11 petitions on Jan. 7, 2013.
Judge Shannon also oversees the cases.
Duane David Werb, Esq., at Werb & Sullivan, serves as bankruptcy
counsel to Greenwood and US Tool. Greenwood estimated $1 million
to $10 million in assets and $10 million to $50 million in debts.
US Tool & Engineering estimated under $1 million in assets and
$1 million to $10 million in debts. The petitions were signed by
George S. Homeister, chairman.
Metavation, also known as Hillsdale Automotive, LLC, joined parent
Revstone in Chapter 11 on July 22, 2013 (Bankr. D. Del. Case No.
13-11831) to sell the bulk of its assets to industry rival Dayco
for $25 million, absent higher and better offers.
Metavation has tapped Pachulski as its counsel. Pachulski also
serves as counsel to Revstone and Spara. Metavation also has
tapped McDonald Hopkins PLC as special counsel, and Rust
Consulting/Omni Bankruptcy as claims agent and to provide
administrative services.
Mark L. Desgrosseilliers, Esq., at Womble Carlyle Sandridge &
Rice, LLP, represents the Official Committee of Unsecured
Creditors in Revstone's case.
RHYTHM & HUES: Has Until Sept. 6 to File Chapter 11 Plan
--------------------------------------------------------
The U.S. Bankruptcy Court for the Central District of California
approved a stipulation extending from Aug. 6, 2013, to Sept. 6,
the deadline for AWTR Liquidation, Inc., formerly known as Rhythm
and Hues, Inc., to file a chapter 11 plan.
The stipulation was entered between the Debtor and the Official
Committee of Unsecured Creditors.
Brian L. Davidoff, Esq. -- BDavidoff@GreenbergGlusker.com -- C.
John M. Melissinos, Esq. -- JMelissinos@GreenbergGlusker.com --
and Courtney E. Pozmantier -- CPozmantier@GreenbergGlusker.com --
at Greenberg Glusker Fields Claman & Machtinger LLP, represent the
Debtor as general bankruptcy counsel.
About Rhythm and Hues
Rhythm and Hues, Inc., aka Rhythm and Hues Studios Inc., filed its
Chapter 11 petition (Bankr. C.D. Cal. Case No. 13-13775) in Los
Angeles on Feb. 13, 2013, estimating assets ranging from $10
million to $50 million and liabilities ranging from $50 million to
$100 million. Judge Neil W. Bason oversees the case. Brian L.
Davidoff, Esq., C. John M Melissinos, Esq., and Claire E. Shin,
Esq., at Greenberg Glusker, serve as the Debtor's counsel.
Houlihan Lokey Capital Inc., serves as investment banker.
The petition was signed by John Patrick Hughes, president and CFO.
R&H provided visual effects and animation for more than 150
feature films and has received Academy Awards for Babe and the
Golden Compass, an Academy Award nomination for The Chronicles of
Narnia and Life of Pi. R&H owned a 135,000 square-foot facility
in El Segundo, California, and had more than 460 employees.
Key clients Universal City Studios LLC and Twentieth Century Fox,
a division of Twentieth Century Fox Film Corporation, provided DIP
financing. They are represented by Jones Day's Richard L. Wynne,
Esq., and Lori Sinanyan, Esq.
The Official Committee of Unsecured Creditors tapped Stutman,
Treister & Glatt Professional Corporation as its counsel.
At the end of March 2013, the Debtor sold the business to 34x118
Holdings Inc., an affiliate of competitor Prana Studios Inc. The
buyer agreed to pay $1.2 million cash, take over payment of the
loan financing the Chapter 11 effort, pay defaults on contracts
going along with the sale, and assume liabilities to employees for
as much as $5 million. On May 24, 2013, the Debtor obtained Court
permission to change its corporate name to AWTR Liquidation, Inc.
RICHMOND VALLEY: Files Amended List of Top Unsecured Creditors
--------------------------------------------------------------
Richmond Valley Plaza LLC submitted to the Bankruptcy Court an
amended list that identifies its top 8 unsecured creditors.
Creditors with the three largest claims are:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Howard Seidenfeld Real Estate Broker $100,000
Global Realty Services Commission Due
2222 Richmond Avenue
Staten Island, NY 10314
Mari Electric Electrician $20,000
466 Wild Avenue
Staten Island, NY 10309
Sagona Landscaping Snow plowing and 18,000
30 Sagona Court Landscaping
Staten Island, NY 10309
A copy of the creditors' list is available for free at:
http://is.gd/8Hdc0k
Richmond Valley Plaza LLC filed a Chapter 11 petition
(Bankr. E. D. N.Y. Case No. 13-44040) on June 28, 2013 in
Brooklyn, New York. Yann Geron, Esq., serves as counsel to the
Debtor. The Debtor estimated up to $8,400,000 in assets and up to
$6,517,934 in liabilities. Affiliates, A.E.T. Realty Holding
Corp., (Case No. 13-44043) and E.B. Realty Holding Corp (Case No.
13-44047) sought Chapter 11 protections on the same day.
ROTECH HEALTHCARE: Plan Confirmed After Equity Panel Disbanded
--------------------------------------------------------------
Bill Rochelle, the bankruptcy columnist for Bloomberg News,
reports that the reorganization plan for Rotech Healthcare Inc.
was approved at the hearing last week when the bankruptcy judge in
Delaware signed a confirmation order approving the plan.
According to the report, what might have been a complex, two-day
hearing was truncated because the bankruptcy judge disbanded the
shareholders' committee earlier in the week and ruled that
Rotech was insolvent. The finding of insolvency meant the plan
was properly giving nothing to shareholders.
Mostly negotiated before the Chapter 11 filing in April, the plan
has an estimated recovery between 28 percent and 47 percent for
holders of $290 million in 10.5 percent second-lien notes who take
ownership. Unsecured creditors are estimated to have a recovery
ranging from 12 percent to 25 percent. Trade suppliers are to be
paid in full, if they agree to continue providing credit. The
existing $23.5 million term loan would be paid in full, and the
$230 million in 10.75 percent first-lien notes will be amended.
About Rotech Healthcare
Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services. The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.
The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.
The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.
On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.
Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.
Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.
The Official Committee of Unsecured Creditors tapped Otterbourg,
Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll &
Rooney PC as Delaware counsel; and Grant Thornton LLP as financial
advisor.
The U.S. Trustee at the end of April appointed an official
committee of equity holders. Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan. The Equity Panel is
represented by Bayard, P.A. as Delaware counsel.
ROTECH HEALTHCARE: Cole Schotz Approved as Counsel for BOD Panel
----------------------------------------------------------------
The U.S. Bankruptcy Court for the District of Delaware entered an
order on Aug. 28 approving Rotech Healthcare Inc., et al.'s
employment of Cole, Schotz, Meisel, Forman & Leonard, P.A., as
special co-counsel to the Special Committee of the Board of
Directors.
The Debtors are currently pursuing a Chapter 11 plan that
contemplates a debt for equity swap. A number of the Debtors'
directors, however, are holders of both the Debtors' debt and
equity. As a result, the Special Committee of independent
directors who hold neither Rotech debt nor equity was formed to
analyze and negotiate the potential transaction. The Special
Committee seeks to utilize the services of Cole Schotz to enable
the Special Committee to faithfully execute its duties to the
Company and its stakeholders. Cole Schotz will be employed to
render legal services as may be requested by the Special Committee
and able to be performed by Cole Schotz. The principal focus of
the proposed engagement is on the duties of the Special Committee
in connection with the restructuring of the Debtors, and does not
include advice with respect to tax, labor or regulatory matters.
The current hourly rates of Cole Schotz members, associates and
paralegals are as follows:
Members and Special Counsel $350 to $785
Associates $210 to $400
Paralegals $165 to $245
The firm will also be reimbursed for any necessary out-of-pocket
expenses.
Norman L. Pernick, Esq. -- npernick@coleschotz.com -- a member in
the law firm of Cole, Schotz, Meisel, Forman & Leonard, P.A., in
Wilmington, Delaware, assures the Court that his firm is a
"disinterested person" as the term is defined in Section 101(14)
of the Bankruptcy Code and does not represent any interest adverse
to the Debtors and their estates.
About Rotech Healthcare
Based in Orlando, Florida, Rotech Healthcare Inc. (NASDAQ: ROHI)
-- http://www.rotech.com/-- provides home medical equipment and
related products and services in the United States, with a
comprehensive offering of respiratory therapy and durable home
medical equipment and related services. The company provides
equipment and services in 48 states through approximately 500
operating centers located primarily in non-urban markets.
The Company reported a net loss of $14.76 million in 2011, a net
loss of $4.20 million in 2010, and a net loss of $21.08 million
in 2009.
The Company's balance sheet at Sept. 30, 2012, showed
$255.76 million in total assets, $601.98 million in total
liabilities, and a $346.22 million total stockholders' deficiency.
On April 8, 2013, Rotech Healthcare and 114 subsidiary companies
filed petitions seeking relief under chapter 11 of the Bankruptcy
Code (Bankr. D. Del. Lead Case No. 13-10741) to implement a pre-
arranged plan negotiated with secured lenders.
Attorneys at Proskauer Rose LLP, and Young, Conaway, Stargatt &
Taylor serve as counsel to the Debtors; Foley & Lardner LLP is the
healthcare regulatory counsel; Akin Gump Strauss Hauer & Feld LLP
is the special healthcare regulatory counsel; Barclays Capital
Inc. is the financial advisor; Alix Partners, LLP is the
restructuring advisor; and Epiq Bankruptcy Solutions LLC is the
claims agent.
Prepetition term loan lender and DIP lender Silver Point Capital
and other consenting noteholders are represented by Wachtell,
Lipton, Rosen & Katz, and Richards Layton & Finger PA.
The Official Committee of Unsecured Creditors tapped Otterbourg,
Steindler, Houston & Rosen, P.C., as counsel; Buchanan Ingersoll &
Rooney PC as Delaware counsel; and Grant Thornton LLP as financial
advisor.
The U.S. Trustee at the end of April appointed an official
committee of equity holders. Members include Alden Global
Recovery Master Fund LP, Varana Capital Master LP, Wynnefield
Partners Small Cap Value LP I, Bastogne Capital Partners, LP, and
Kenneth S. Grossman P.C. Pension Plan. The Equity Panel is
represented by Bayard, P.A. as Delaware counsel.
Rotech on Aug. 29 disclosed that the Bankruptcy Court has approved
the Second Amended Joint Plan of Reorganization, along with $358
million of exit financing commitments received from Wells Fargo
and certain existing holders of the 10.5% Senior Second Lien
Secured Notes. The reorganization plan was confirmed at a court
hearing in Delaware and was supported by the Statutory Committee
of Unsecured Creditors. Creditors entitled to vote overwhelmingly
voted in favor of the reorganization plan.
Under the reorganization plan, the Company's existing common stock
will be cancelled and substantially all of the new common stock of
reorganized Rotech will be distributed to holders of the 10.5%
Senior Second Lien Secured Notes.
Trade suppliers are to be paid in full, if they agree to continue
providing credit. The existing $23.5 million term loan would be
paid in full, and the $230 million in 10.75 percent first-lien
notes will be amended.
RURAL/METRO: Wins Approval for Donlin Recano as Claims Agent
------------------------------------------------------------
Rural/Metro Corporation sought and obtained approval from the
Bankruptcy Court to hire Donlin, Recano & Company as claims and
noticing agent to assume full responsibility for the distribution
of notices and the maintenances, processing and docketing of
proofs of claim filed in the Chapter 11 cases.
The Debtors filed a separate application to retain Donlin Recano
as administrative agent to provide various bankruptcy
administrative services, including assistance in the solicitation
of votes for their plan of reorganization.
Professionals at Donlin Recano will charge at these hourly rates:
Hourly Rates
------------
Senior Bankruptcy Consultant $195
Consultant $175 to $195
Case Manager $129 to $170
Technology/Programming Consultant $108 to $130
Analyst $77 to $122
Clerical $31 to $45
About Rural/Metro Corporation
Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.
Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District
of Delaware.
The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York. Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.
Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker. Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.
The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.
The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG. An interim
order has allowed the Debtors to access $40 million of the DIP
facility.
RURAL/METRO: Schedules and Statements Due Oct. 3
------------------------------------------------
Rural/Metro Corporation and its affiliates sought and obtained an
order extending their deadline to file schedules of assets and
liabilities and statement of financial affairs by 60 days, through
and including Oct. 3, 2013.
The Debtors said that due to the complexity of their businesses,
the number of Debtor entities, and the breadth of their financial
and contractual arrangements, the Debtors will be unable to
complete their Schedules and SOFAs by the original Sept. 3
deadline.
About Rural/Metro Corporation
Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.
Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District
of Delaware.
The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York. Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.
Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker. Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.
The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.
The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG. An interim
order has allowed the Debtors to access $40 million of the DIP
facility.
RURAL/METRO: Committee Opposes Quick Plan Timeframe in RSA
----------------------------------------------------------
The newly formed Official Committee of Unsecured Creditors in the
Chapter 11 cases of Rural/Metro Corporation and its affiliates say
that it is not in a position to support the proposed timeframe and
terms of the restructuring contemplated in the Restructuring
Support Agreement signed by the Debtors and their lenders.
The Restructuring Support Agreement commits the Debtors, lenders
and noteholders to a pre-negotiated plan of reorganization
designed to implement a comprehensive balance sheet restructuring
that will solve the Debtors' liquidity issues by reducing the
Debtors' indebtedness by 50% and cutting interest payments in
half.
The RSA requires the Debtor to file the Chapter 11 plan by
Sept. 15. The explanatory disclosure statement must be approved by
Nov. 18, and the plan must be approved in a confirmation order by
Dec. 20.
The Debtors are seeking court approval to assume the RSA at a
hearing on Sept. 6. The hearing on the matter was previously
slated for Aug. 28.
The Committee says that while progress have been made over the
past two-and-a-half weeks, much work remains to be done in order
for the Committee to fulfill its statutory duty to unsecured
creditors. Among other things, the Committee needs to better
understand the true earning potential of the company's businesses,
given that, since March 2013, the Debtors' annual cash EBITDA
projections have purportedly decreased from approximately
$90 million to between $50 and $60 million. Moreover, according
to the Committee, several key issues regarding the treatment of
unsecured creditors must be resolved or otherwise clarified in
order for the Committee to be in a position to decide whether to
support the proposed restructuring.
The Committee is represented by:
Steven K. Kortanek, Esq.
WOMBLE CARLYLE SANDRIDGE & RICE, LLP
222 Delaware Avenue, Suite 1501
Wilmington, DE 19801
Telephone: 302-252-4320
Facsimile: 302-252-4330
E-mail: skortanek@wcsr.com
- and -
Steven D. Pohl, Esquire
Thomas H. Montgomery, Esquire
Angelo Thalassinos, Esquire
BROWN RUDNICK LLP
One Financial Center
Boston, MA 02111
Telephone: (617) 856-8200
Facsimile: (617) 856-8201
E-mail: spohl@brownrudnick.com
tmontgomery@brownrudnick.com
athalassinos@brownrudnick.com
Terms of Restructuring
The RSA was signed by more than 60% of the Debtors' repeptition
secured bank debt and holders of greater than 75% of the Debtors'
prepetition unsecured bonds.
Under the soon-to-be-filed plan, unsecured noteholders can
acquire all of the preferred stock and 70 percent of the common
stock in return for a $135 million equity contribution.
Debt includes $318.5 million on a secured term loan and $109
million on a revolving credit with Credit Suisse AG serving as
agent. There is $308 million owing on two issues of 10.125 percent
senior unsecured notes.
When the plan becomes effective, the secured notes will be reduced
by $50 million, and the unsecured notes will be exchanged for all
of the new common stock.
About Rural/Metro Corporation
Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.
Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District
of Delaware.
The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York. Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.
Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker. Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.
The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.
The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG. An interim
order has allowed the Debtors to access $40 million of the DIP
facility.
RURAL/METRO: Has Green Light to Hire Lazard as Investment Banker
----------------------------------------------------------------
Rural/Metro Corporation and its debtor-affiliates won approval to
hire Lazard Freres & Co. LLC and Lazard Middle Market LLC as
investment banker.
The Debtors say Lazard has and will continue to play a vital role
in analyzing and negotiating critical aspects of the Debtors'
restructuring and plan of reorganization, including the Debtors'
new credit facility, the structure of the plan and the preparation
of the valuation of the reorganized Debtors. Lazard also has and
will continue to evaluate strategic alternatives for the Debtors.
Lazard will receive:
* $150,000 per month;
* $4,750,000 upon the consummation of a restructuring;
* a fee of $4,750,000 upon consummation of a sale transaction
or a fee based on the aggregate consideration upon
consummation of a sale; and
* upon consummation of a financing, 1% of the aggregate gross
proceeds thereof.
About Rural/Metro Corporation
Headquartered in Scottsdale, Arizona, Rural/Metro Corporation --
http://www.ruralmetro.com-- is a national provider of 911-
emergency and non-emergency interfacility ambulance services and
private fire protection services, operating in 21 states and
nearly 700 communities.
Rural/Metro Corp. and 59 affiliates sought Chapter 11 protection
on Aug. 4, 2013, before the U.S. Bankruptcy Court for the District
of Delaware.
The Debtors' lead bankruptcy counsel are Matthew A. Feldman, Esq.,
Rachel C. Strickland, Esq., and Daniel Forman, Esq., at Willkie
Farr & Gallagher LLP, in New York. Maris J. Kandestin, Esq., and
Edmon L. Morton, Esq., at Young, Conaway, Stargatt & Taylor, LLP,
in Wilmington, Delaware, serve as the Debtors' local Delaware
counsel.
Alvarez & Marsal Healthcare Industry Group, LLC, and FTI
Consulting, Inc., are the Debtors' financial advisors, while
Lazard Freres & Co. L.L.C. is their investment banker. Donlin,
Recano & Company, Inc., is the Debtors' claims and noticing agent.
The U.S. Trustee has appointed a three-member official committee
of unsecured creditors in the Chapter 11 case.
The Debtors have arranged $75 million of DIP financing from a
group of prepetition lenders led by Credit Suisse AG. An interim
order has allowed the Debtors to access $40 million of the DIP
facility.
SAVITABEN INC.: Voluntary Chapter 11 Case Summary
-------------------------------------------------
Debtor: Savitaben, Inc.
dba Lanier Hospitality
400 EE Butler Parkway
Gainesville, GA 30501
Bankruptcy Case No.: 13-22480
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Georgia (Gainesville)
Judge: Robert Brizendine
Debtor's Counsel: Joseph H. Turner, Jr., Esq.
JOSEPH H. TURNER JR., P.C.
580 Cliftwood Court NE
Sandy Springs, GA 30328
Tel: (770) 480-1939
Scheduled Assets: $6,100,000
Scheduled Liabilities: $3,012,590
The Company's list of its largest unsecured creditors filed with
the petition does not contain any entry.
The petition was signed by Salesh Patel, president.
SCICOM DATA SERVICES: Sept. 26 Hearing on Private Sale
------------------------------------------------------
SCICOM Data Services, Ltd., will seek bankruptcy court approval at
a hearing on Sept. 26, 2013, at 10:00 a.m. of its motion to sell
the assets to competitor Venture Solutions Inc. without an
auction.
As consideration, Venture Solutions has agreed to pay the Debtor:
(a) 97% of the balance of the net current accounts receivable;
plus 100% of the book value of the saleable inventory; plus 100%
of the book value of the prepaid assets; plus 100% of the book
value of the equipment; plus $500,000; minus outstanding postage
liability; and minus all assumed liabilities.
(b) an "earn-out payment" of 5% of the amount of net customer
revenue for the first year after closing provided that the Net
customer revenue exceeds $10 million; with 20% of such payment
will be paid to the debtor and the remainder will fund the
employee success bonus program.
The Debtor said in court filings that during the negotiations, it
Debtor was able to negotiate for a higher price in exchange for
agreeing to a private sale. The Debtor obtained a premium of
$500,000 above the price then being discussed (which was based on
net book value) and an earnout payment which will generate
approximately $750,000 if revenues in the year following sale are
equal to those in the year proceeding the sale.
The Debtor said it will use the sale proceeds to fund a plan of
liquidation. As of the Petition Date, the Debtor has no secured
debt.
The Debtor said it is exercising sound business judgment in
proceeding with the sale without holding an auction and such a
"private sale" is in the best interests of the estate for three
primary reasons:
a. The customers of the Debtor are large companies -- banks,
health providers and others whose "contracts" with the Debtor are
more like "terms and conditions." In general, they are not
obligated to deal with the Debtor. At the first suggestion that
the Debtor would not be able to provide the services they need,
they will seek out an alternative. If they do, the going concern
value of the Debtor will be lost. To capture going concern value
it is essential to be able to present to each customer a committed
buyer capable of continuing the services. An auction process
presents uncertainty -- the stalking horse will have "outs" and
the identity of the new servicer will be unknown for some time. If
even a few customers flee, the value of the business will decline
and could very quickly become liquidation value.
b. Similarly, the uncertainty that an auction would inject into
the situation risks destabilizing the Debtor's workforce. The
Debtor's business model includes elements of a professional
services firm -- the Debtor's customers have developed
relationships with and depend on the experience, knowledge and
credibility of specific employees. An extended sale process would
increase the anxiety of the employees and would increase the
likelihood of attrition. This, in turn, would undermine the very
relationships that provide ongoing value to the Debtor, and would
drive down the value of the business.
c. The purchaser has insisted on a closing by September 30, 2013
to enable it to complete the transition work by mid-November, at
which time the Purchaser concentrates on preparing and then
delivering critical year-end statements for its customers. The
proposed private sale can be accomplished within this timeframe.
Objections to the sale motion are due Sept. 21.
About SCICOM
Headquartered in Minnetonka, Minnesota, SCICOM provides data
processing solutions that transform critical data into effective
customer communications, on any platform, at any time. SCICOM's
business focus has been employee benefits, retirement and
investment services, and statement processing.
SCICOM Data Services, Ltd., filed a Chapter 11 petition (Bankr. D.
Minn. Case No. 13-43894) on Aug. 6, 2013, in Minneapolis,
Minnesota, with a deal to sell assets to Venture Solutions without
an auction.
Arden Hills, MN-based Venture Solutions is a provider of print and
digital transactional Communications and is a subsidiary of Taylor
Corporation.
The Debtor has tapped Fredrikson & Byron, P.A., as counsel;
Lighthouse Management Group, Inc., as financial consultant; and
Shenehon Company as valuation expert.
The Debtor estimated assets and debt of $10 million to
$50 million.
SCICOM DATA SERVICES: Seeks Approval to Hire Bankruptcy Advisors
----------------------------------------------------------------
SCICOM Data Services, Ltd., asks the bankruptcy court for approval
to hire:
* Fredrikson & Byron, P.A., as bankruptcy counsel;
* Lighthouse Management Group, Inc., as financial consultant;
and
* Shenehon Company as valuation expert.
Fredrikson & Byron is currently among the three largest law firms
in Minnesota, with annual revenues exceeding $100 million dollars.
Fredrikson has represented the Debtor for a significant period of
time, including in ongoing litigation. The Debtor has paid to the
firm fees and expenses of $402,719 since August 2012. The Debtor
will pay the firm at its customary hourly rates, plus
consideration for any risk that there may not be funds available
to pay fees, any delay in payment of fees, and such other factors
as may be appropriate, plus reimbursable expenses, all as may be
allowed by the Court.
Lighthouse will assist the Debtor as a business and financial
consultant during the case, mainly by advising on and facilitating
the sale of the Debtor's business. The Debtor proposes that
Lighthouse's payment be on an hourly rate plus costs basis. The
Debtor has paid Lightouse a retainer of $25,000. Lighthouse can
be reached at:
Lighthouse Management Group Inc.
2900 Northwoods Drive, Suite 215
Arden Hills, MN 55112.
Shenehon will prepare a report on whether the proposed sale of the
Debtor's assets is for fair and reasonable consideration.
Shenehon has indicated that the hourly rates of its professionals
for valuation work range from $175 to $360, and has estimated
that its total hourly fees and cost will be between $13,000 and
$15,000. Shenehon has indicated that the hourly rates of its
professionals for trial preparation/testimony work range from $275
to $450. Shenehon has received a pre-petition deposit of $15,000.
About SCICOM
Headquartered in Minnetonka, Minnesota, SCICOM provides data
processing solutions that transform critical data into effective
customer communications, on any platform, at any time. SCICOM's
business focus has been employee benefits, retirement and
investment services, and statement processing.
SCICOM Data Services, Ltd., filed a Chapter 11 petition (Bankr. D.
Minn. Case No. 13-43894) on Aug. 6, 2013, in Minneapolis,
Minnesota, with a deal to sell assets to Venture Solutions without
an auction.
Arden Hills, MN-based Venture Solutions is a provider of print and
digital transactional Communications and is a subsidiary of Taylor
Corporation.
The Debtor has tapped Fredrikson & Byron, P.A., as counsel;
Lighthouse Management Group, Inc., as financial consultant; and
Shenehon Company as valuation expert.
The Debtor estimated assets and debt of $10 million to
$50 million.
SEMGROUP ENERGY: Okla. Judge Reverses Ruling in Employee Suit
-------------------------------------------------------------
JAMES COEN, BRENT COOPER, RONALD A. MAJORS, TIMOTHY O'SULLIVAN,
MIA OVEN, FRANK PANZER, LARRY PAYNE, TIMOTHY PURCELL, and DARRELL
WEAKLAND, Plaintiffs/Appellees/Counter-Appellants, v. SEMGROUP
ENERGY PARTNERS G.P., LLC n/k/a Blueknight Energy Partners G.P.,
LLC, Defendant/Appellant/Counter-Appellee, Case No. 108373;
Consol. w/108924, is an appeal and counter-appeal arising out of
an Oklahoma trial court's May 3, 2010, order awarding James Coen,
Brent Cooper, Ronald A. Majors, Timothy O'Sullivan, Frank Panzer,
Larry Payne, Timothy Purcell, and Darrell Weakland the collective
sum of $1,019,424 on their wage and breach of contract claims.
SemGroup Energy Partners, G.P., L.L.C. n/k/a Blueknight Energy
Partners, G.P., L.L.C., also appeals an October 22, 2010, order
granting the Plaintiffs an attorney's fee and costs of $151,832.
The Court of Civil Appeals of Oklahoma, Division 4, filed its
original Opinion on Dec. 20, 2012. The Defendant filed a petition
for rehearing on Jan. 9, 2013.
In an August 20 Mandate, Appeals Court Judge Jerry L. Goodman held
that, "Having reviewed the petition for rehearing and response
thereto, this Court finds the petition should be, and is hereby,
granted. The original Opinion is withdrawn and this Opinion on
Rehearing is substituted in its place. Based upon our review of
the facts and applicable law, we affirm in part, reverse in part,
and remand with directions."
A copy of that Mandate is available at http://is.gd/BGrQBjfrom
Leagle.com.
The Plaintiffs/Appellees are represented by:
Robert B. Sartin, Esq.
Thomas D. Robertson, Esq.
Timothy L. Rogers, Esq.
BARROW & GRIMM, P.C.
110 W 7th St # 900
Tulsa, OK 74119
Tel: 918-584-1600
The Defendant/Appellant is represented by:
Don G. Holladay, Esq.
Heidi J. Long, Esq.
HOLLADAY & CHILTON PLLC
204 N Robinson Ave Ste 1550
Oklahoma City, OK 73102
Tel: 405-236-2343
About SemGroup, L.P.
SemGroup, L.P. -- http://www.semgrouplp.com/-- is a midstream
service company that provides diversified services for end users
and consumers of crude oil, natural gas, natural gas liquids and
refined products. Services include purchasing, selling,
processing, transporting, terminalling and storing energy.
SemGroup serves customers in the United States, Canada, Mexico and
Wales.
SemGroup L.P. and its debtor-affiliates filed for Chapter 11
protection (Bankr. D. Del. Case No. 08-11525) on July 22, 2008.
John H. Knight, Esq., L. Katherine Good, Esq. and Mark
D. Collins, Esq., at Richards Layton & Finger; Harvey R. Miller,
Esq., Michael P. Kessler, Esq., and Sherri L. Toub, Esq., at Weil,
Gotshal & Manges LLP; and Martin A. Sosland, Esq., and Sylvia A.
Mayer, Esq., at Weil Gotshal & Manges LLP, represented the Debtors
in their restructuring efforts. Kurtzman Carson Consultants
L.L.C. served as the Debtors' claims agent. The Blackstone Group
L.P. and A.P. Services LLC acted as the Debtors' financial
advisors.
Margot B. Schonholtz, Esq., and Scott D. Talmadge, Esq., at Kaye
Scholer LLP; and Laurie Selber Silverstein, Esq., at Potter
Anderson & Corroon LLP, represented the Debtors' prepetition
lenders.
SemGroup L.P.'s affiliates, SemCAMS ULC and SemCanada Crude
Company, sought protection under the Companies' Creditors
Arrangement Act (Canada) on July 22, 2008. Ernst & Young, Inc.,
is the appointed monitor of SemCanada Crude Company and its
affiliates' reorganization proceedings before the Canadian
Companies' Creditors Arrangement Act.
SemGroup LP won confirmation from the Bankruptcy Court of its
Fourth Amended Plan of Reorganization on Oct. 28, 2008. The
Plan, which distributed more than $2.5 billion in value to
stakeholders, was declared effective on Nov. 30, 2008.
As part of the Plan, the Reorganized Debtors entered into two new
credit facilities aggregating $625 million in financing; entered
into a $300 million Second Lien Term Facility; created a new
corporate structure, including issuing shares of common stock and
warrants; and distributed approximately $500 million of cash and
approximately $1 billion in value of new common stock and warrants
to thousands of creditors in accordance with the Plan.
SHILO INN: Asks Court to Overrule CBT's Opposition to Extension
---------------------------------------------------------------
Shilo Inn, Moses Lake, Inc., and Shilo Inn, Rose Garden, LLC, two
of the seven debtors and debtors in possession in the jointly
administered Chapter 11 cases of Shilo Inn, Twin Falls, LLC, et
al., ask the U.S. Bankruptcy Court for the Central District of
California to overrule California Bank & Trust's opposition to the
Debtors' motion to extend time to assume or reject non-residential
property leases, saying that CBT's opposition is without legal
support, and its arguments are internally self-contradictory and
off-point. Further, the Debtors say the granting of the motion
will harm neither CBT nor the Landlords, but denying the motion
will harm the estates.
As reported in the TCR on Aug. 22, 2013, Shilo Inn, Twin Falls,
LLC, asks the Bankruptcy Court to extend the deadline for Shilo
Moses Lake and Shilo Rose Garden to assume or reject
bonresidential real property leases from Aug. 29, until Nov. 27.
According to the Debtor, the leases are ground leases for the
hotels and hotel operations of Shilo Moses Lake and Shilo Rose
Garden and that said leases are required to operate the hotels.
CBT objected to the Debtor's motion stating that the Debtors do
not really need more time to decide whether to assume or reject
the ground leases for the Rose Garden and Moses Lake hotels. CBT
related that the true purpose of the motion is to promote the
Debtors' delay campaign and bolster an attempt to avoid filing
their proposed reorganization plans within the 120-day exclusivity
period.
Additionally, as established in the appraisals of John Gordon
submitted by CBT in connection with the latest cash collateral
motion, there is no equity in either Moses Lake or Rose Garden,
even with the ground lease assumptions. Therefore, CBT will be
able to establish that neither property is necessary for an
effective reorganization and that CBT must be entitled to relief
from stay to foreclose.
About Shilo Inn, Twin Falls
Shilo Inn, Twin Falls, LLC, and six affiliates filed a Chapter 11
petition (Bankr. C.D. Cal. Case No. 13-21601) on May 1, 2013.
Judge Richard M. Neiter presides over the case. Shilo Inn, Twin
Falls estimated assets of at least $10 million and debts of at
least $1 million.
Shilo Inn, Twin Falls; Shilo Inn, Nampa Blvd, LLC; Shilo Inn,
Newberg, LLC; Shilo Inn, Seaside East, LLC, Shilo Inn, Moses Lake,
Inc.; and Shilo Inn, Rose Garden, LLC each operates and owns a
hotel. California Bank and Trust is the primary, senior secured
lender for each of the Debtors.
The Debtors sought Chapter 11 protection after CBT on May 1, 2013,
filed for receiverships in district court.
David B. Golubchick, Esq., at Levene, Neale, Bender, Yoo & Brill
LLP, represents the Debtor in its restructuring effort.
SIMON WORLDWIDE: Further Amends Report on Three Lions LLC Pact
--------------------------------------------------------------
Simon Worldwide, Inc., has amended its current report regarding
the entry by the Company into the Limited Liability Company
Agreement of Three Lions Entertainment, LLC, in response to a
request from the U.S. Securities and Exchange Commission to revise
the exhibits index and the first page of the exhibit to indicate
that portions of the LLC Agreement have been omitted pursuant to a
confidential treatment request.
Three Lions LLC Agreement
On March 18, 2013, Simon Worldwide, together with Richard Beckman,
Joel Katz and OA3, LLC, entered into the Limited Liability Company
Agreement of Three Lions Entertainment, LLC.
Pursuant to the LLC Agreement, the Company made an initial capital
contribution of $3,150,000 to acquire 600,000 investor membership
units, or investor units, representing 60 percent of the voting
power of Three Lions, subject to certain major decisions that
require the unanimous approval of either the members of Three
Lions or its Executive Board. The other two initial members of
Three Lions, Richard Beckman and Joel Katz, were granted a total
of 35,294 investor units in respect of their combined initial
capital contributions of $185,294, and a total of 364,706 common
units in respect of their establishment of and contributions of
property to Three Lions, which investor units and common units
represent 40 percent of the voting power of Three Lions, subject
to such unanimous approval provisions.
Pursuant to the LLC Agreement, the Company made a second capital
contribution to Three Lions in the amount of $1,850,000, and
Messrs. Beckman and Katz made additional capital contributions to
Three Lions totaling $108,824, in April 2013.
Three Lions' Business
Three Lions intends to originate, produce and monetize annual
television programming for broadcast on network television,
exhibition on basic cable and premium subscription services and
associated multi-media events, with a particular emphasis on
branded entertainment and special events. Branded entertainment
is an entertainment-based vehicle that is funded by advertisers
and is complementary to a brands marketing strategy.
As of July 12, 2013, Three Lions has thirteen employees, all of
whom are full-time employees. In May 2013, Three Lions entered
into a lease agreement for approximately 4,000 square feet of
office space located at 150 East 52nd Street, Suite 32002, New
York, NY 10022. The lease has a term of 5 years and 4 months and
a total lease payment obligation of $1.3 million over the course
of such term.
At present, Three Lions' material assets consist of its licenses
to the Fashion Rocks and Movies Rock marks and the approximately
$3.15 million in cash held by it as of June 30, 2013. Three
Lions' cash on hand is comprised of the approximately $5.29
million in capital contributions made by its members to date, less
transaction costs, operating expenses and trademark license
royalty advances. Three Lions' material liabilities consist of
the trademark license royalty payments, lease payment obligations
and employee overhead costs. Three Lions is currently in the
process of negotiating a revolving credit facility of
approximately $6 million with a third party lender, but there can
be no assurance that Three Lions will be able to secure such a
facility.
A copy of the Form 8-K is available for free at:
http://is.gd/1LgsRi
About Simon Worldwide
Based in Los Angeles, Simon Worldwide, Inc. (OTC: SWWI) no longer
has any operating business. Prior to August 2001, the Company
operated as a multi-national full-service promotional marketing
company, specializing in the design and development of high-impact
promotional products and sales promotions. At Dec. 31, 2009,
the Company held an investment in Yucaipa AEC Associates, LLC, a
limited liability company that is controlled by the Yucaipa
Companies, a Los Angeles, California based investment firm.
Yucaipa AEC in turn principally held an investment in the common
stock of Source Interlink Companies, a direct-to-retail magazine
distribution and fulfillment company in North America, and a
provider of magazine information and front-end management services
for retailers and a publisher of approximately 75 magazine titles.
Yucaipa AEC held this investment in Source until April 28, 2009,
when Source filed a pre-packaged plan of reorganization under
Chapter 11 of the U.S. Bankruptcy Code.
Simon Worldwide disclosed a net loss of $1.52 million on $0
revenue for the year ended Dec. 31, 2012, as compared with a net
loss of $1.97 million on $0 revenue in 2011.
The Company's balance sheet at June 30, 2013, showed $6.33 million
in total assets, $139,000 in total liabilities, all current, and
$6.19 million in total stockholders' equity.
SNOKIST GROWERS: Wins Approval of Liquidation Plan
--------------------------------------------------
Bankruptcy Judge Frank L. Kurtz confirmed Snokist Growers'
Chapter 11 Plan of Liquidation after a hearing on August 15, 2013.
Under the Plan, there are three classes of impaired voting claims
-- Class 4 - Priority Wage Claims, Class 5 - Secured Claims, and
Class 6 - Unsecured Creditors. Class only class of claims which
was impaired under the Plan was Class 4 - Unsecured Creditors.
Class 7 Claims of equity holders are impaired but because no
distributions will be made to the creditors under the Plan,
Class 7 is deemed to have rejected the Plan.
In Class 4, 139 claimants with claims totaling $260,296.60 voted
on the Plan. 98.18% in amount and 96.48% in number voted to accept
the Plan. In Class 5, 1 claimant with a claim totaling $5,073.43
voted on the Plan. 100% in amount and 100% in number voted to
accept the Plan. In Class 6, 131 claimants with claims totaling
$3,291,392.23 voted on the Plan. 98.11% in amount and 93.89% in
number voted to accept the Plan.
The Plan has been accepted in writing by the creditors and equity
security holders whose acceptance is required by law.
After confirmation of the Plan, Jimmie Davis will serve as
Administrative Agent of the Debtor. Mr. Davis will receive
compensation of $125/hour for his services. The retention of Mr.
Davis, pursuant to the terms of the Plan is in the best interests
of the Debtor, the Estate and creditors because Mr. Davis has the
knowledge and experience necessary to discharge the duties of
Administrative Agent under the Plan.
All objections to confirmation of the Debtor's plan have been
resolved.
The Effective Date of the Plan is the day that is 14 days after
the date the order confirming the Plan is entered. Substantial
Consummation of the Plan will occur upon the making of the Initial
Distribution, which will occur no later than 60 days after the
Effective Date.
A copy of the Court's August 26, 2013 Findings of Fact &
Conclusions of Law is available at http://is.gd/qIMWqZfrom
Leagle.com.
About Snokist Growers
Headquartered in Terrace Heights, in Yakima, Washington, Snokist
Growers is a non-profit cooperative association organized under
the laws of the State of Washington. Snokist is governed by a
Board of Directors who are elected by Snokist's members. Snokist
focuses on the cannery business under which it purchases fresh
fruit from both member and non-member growers and processes that
fruit into a variety of different products, including applesauce
and canned pears. Snokist did not purchase or take delivery of
any fruit in 2012 and 2013.
Snokist Growers filed for Chapter 11 bankruptcy (Bankr. E.D. Wash.
Case No. 11-05868) on Dec. 7, 2011, with plans to liquidate after
sales couldn't recover from allegations that it violated food-
safety rules. Judge Frank L. Kurtz presides over the case. Roger
W. Bailey, Esq., at Bailey & Busey PLLC, represents Snokist.
In its petition, the Debtor scheduled $69,567,846 in assets and
$73,392,906 in liabilities. The petition was signed by Jim Davis,
president.
Robert D. Miller Jr., the United States Trustee for Region 14,
appointed three unsecured creditors to serve on the Official
Committee of Unsecured Creditors of Snokist Growers. The
Committee is represented by Metiner G. Kimel, Esq., at Kimel Law
Offices.
In May 2012, the Bankruptcy Court approved the sale of Snokist
Growers' assets to Del Monte Corp. and Pacific Coast Producers.
Snokist and its creditors agreed that the $26.8 million all-asset
bid from Del Monte and Pacific Coast Producers was the best offer.
SOLAR POWER: CEO Stephen Kircher Quits
--------------------------------------
Stephen Kircher, Solar Power, Inc.'s chief executive officer
resigned on Aug. 19, 2013. To the knowledge of the Company, there
were no disagreements between Mr. Kircher and the Company on any
matter relating to the Company's operations, policies or
practices. There are no severance terms, deferred compensation or
other financial arrangements between Mr. Kircher and the Company.
Mr. Kircher will continue to serve as the Company's chief strategy
officer to focus on corporate strategies and business development.
On Aug. 19, 2013, Min Xiahou was appointed chief executive officer
and as a director of the Company. Mr. Xiahou will serve at-will
and his compensation has yet to be determined.
Mr. Xiahou has extensive management experience in corporate
strategy, operation, financial and public relationships. Before
joining the Company, he served as senior vice president of LDK
Solar Co., Ltd., and as the general manager of LDK Solar's Solar
Power System Division since May 2011. Before that, Mr. Xiahou
served various government roles from 1989 to 2011. From 2008 to
2011, Mr. Xiahou served as the Board Chairman and general manager
of Xinyu Urban Construction Group, a state owned construction
corporation in China. Mr. Xiahou received his Bachelor of
Economics degree from Xiamen University, China, in 1989. He is
also a Certified Accountant in China.
On Aug. 19, 2013, the Company appointed Ms. Charlotte Xi as a
director of the Company.
Ms. Xi has spent the past six and half years at Canadian Solar
Inc. (CSI) with progressive responsibilities. She served as
senior vice president of Global Operations at CSI from November
2009 to June 2013. Prior to that, she was the vice president of
finance, and later vice president of overseas operations. She was
also compliance officer and corporate controller of CSI since
February 2007.
Prior to joining CSI, Ms. Xi spent 18 years in the United States,
obtaining her advanced education degrees and professional
experience. Between 2004 and 2006, Ms. Xi was director of
accounting and compliance at ARAMARK Corporation, a Fortune 500
company, and TV Guide Magazine in the United States, responsible
for financial reporting and successfully implementing Sarbanes-
Oxley compliance during the first year of its applicability. In
addition to her corporate reporting experience, Ms. Xi spent eight
years in manufacturing facilities with progressive job
responsibilities from cost accountant to plant controller for the
Saint-Gobain Corporation and Worthington-Armstrong Venture. Ms.
Xi holds a bachelor's degree from the Shanghai Teachers University
and MA and MBA degrees from the Midwestern State University in
Texas. She is also a member of the AICPA and has been a Texas-
licensed CPA since 1996.
A copy of the Form 8-K is available for free at:
http://is.gd/ONQbGi
About Solar Power
Roseville, Cal.-based Solar Power, Inc., is a global solar
energy facility ("SEF") developer offering its own brand of high-
quality, low-cost distributed generation and utility-scale SEF
development services. Primarily, the Company works directly with
and for developers around the world who hold large portfolios of
SEF projects for whom it serves as an engineering, procurement and
construction contractor. The Company also performs as an
independent, turnkey SEF developer for one-off distributed
generation and utility-scale SEFs.
Solar Power disclosed a net loss of $25.42 million in 2012, as
compared with net income of $1.60 million in 2011. The Company's
balance sheet at March 31, 2013, showed $152.26 million in total
assets, $131.07 million in total liabilities and $21.19 million in
total stockholders' equity.
Crowe Horwath LLP, in San Francisco, California, issued a "going
concern" qualification on the consolidated financial statements
for the year ended Dec. 31, 2012. The independent auditors noted
that the Company has incurred a current year net loss of $25.4
million, has an accumulated deficit of $23.8 million, has
experienced a significant reduction in working capital, has past
due related party accounts payable and material adverse change and
default clauses in certain debt facilities under which the banks
can declare amounts immediately due and payable. Additionally,
the Company's parent company LDK Solar Co., Ltd, has experienced
financial difficulties, which among other items, has caused delays
in project financing. These matters raise substantial doubt about
the Company's ability to continue as a going concern.
SOTERA DEFENSE: Moody's Downgrades CFR to Caa2; Outlook Negative
----------------------------------------------------------------
Moody's Investors Service has lowered ratings of Sotera Defense
Solutions, Inc., including a Corporate Family Rating downgrade to
Caa2 from Caa1. Following the conversion to equity of Sotera
Holdings, Inc.'s $42 million (original par value) subordinated
note in July 2013, the Probability of Default Rating has been
lowered to Caa2-PD/LD from Caa1-PD. Moody's considers the
transaction a distressed exchange and has added a limited default
designation to the PDR. After three days, the "LD" suffix will be
removed. Despite reduced leverage from the debt conversion,
potential for default continues following worse than expected
operating performance in Q2-2013, a bank facility financial
covenant breach, and revenue pressures stemming from U.S. fiscal
austerity. Fiscal austerity has made the U.S. Department of
Defense's equipment reset and upgrade spending less certain.
Ratings:
Corporate Family, to Caa2 from Caa1
Probability of Default, to Caa2-PD/LD from Caa1-PD (LD will be
removed in three days)
$28 million first lien revolver due 2016, to Caa2, LGD3, 48%, from
B3, LGD3, 39%
$202.5 million first lien term loan due 2017, to Caa2, LGD3, 48%,
from B3, LGD3, 39%
Rating Outlook:
Continued at Negative
Ratings Rationale:
The Caa2 Corporate Family Rating reflects Sotera's very high
financial leverage, ebbing backlog figure, and weak liquidity
profile. Debt to EBITDA is about 9x on a Moody's adjusted basis,
pro forma for the holdco debt exchange, and LTM EBIT to interest
is below 1x. Earnings deteriorated in Q2-2013, most notably in the
Engineered Solutions segment ("ES", 21% of 2012 sales), where
sequestration and lower U.S. operational tempo from the wind-down
of troop numbers in Afghanistan have made reset/upgrade spending
patterns choppy. Order volumes across a range of support
activities and equipment used by ground forces declined, which
affected ES; troop count will continue drawing down across 2013-
2014. Although Sotera's Technology & Intelligence Services ("TIS",
79% of 2012 sales) segment that serves the U.S. intelligence
community faces a steadier demand setting, segment performance has
also suffered of late and the earnings base against the company's
debt load seems modest. (Actual debt balance was $198.4 million at
Q2-2013, all term loan borrowings.) While TIS' backlog has held
up, total backlog has ebbed over 2013 with the ES business
decline, and total funded backlog to revenues of 78% provides only
limited revenue visibility. DoD civilian employee furloughs
through September 30th and growing likelihood that the DoD will
operate under continuing resolution authority rather than an
approved budget in FY2014-- which makes winning new contracts more
difficult - further clouds backlog prospects.
The Caa2 CFR also recognizes relatively better cash flow potential
than the weak financial leverage statistics would suggest owing to
low asset intensity and release of working capital from the ES
business contraction. Despite the covenant breach and demanding
financial covenant test thresholds ahead, the first lien credit
facility's equity cure (as defined therein) provision, low
quarterly debt amortization scheduled and Sotera's small but
material cash balance offer a few months of maneuvering room to
potentially undertake cost actions and/or win a large task order.
This maneuvering room and the aggressive operational initiatives
commenced by Sotera's recently hired CEO could boost the liquidity
view.
The Negative rating outlook considers that without significantly
higher earnings soon, the capital structure may become
unsustainable, elevating risk of a financial restructuring whereby
creditors would incur loss.
A ratings upgrade would depend on reduced potential of a financial
restructuring. Expectation of debt/EBITDA in the 7x-8x range, free
cash flow to debt of 5% or better, and near-term covenant
compliance would also likely accompany a higher rating. The
ratings would be downgraded if the likelihood of a default (in
Moody's view) were to become more certain than not.
The principal methodology used in this rating was the Global
Aerospace and Defense Industry Methodology published in June 2010.
Other methodologies used include Loss Given Default for
Speculative-Grade Non-Financial Companies in the U.S., Canada and
EMEA published in June 2009.
Sotera Defense Solutions, Inc., headquartered in Herndon,
Virginia, provides mission-critical technology-based systems,
solutions and services for national security agencies and programs
of the U.S. government. Revenues in 2012 were $356 million. The
company is majority-owned by an affiliate of Ares Management LLC.
SOUTHERN FILM: Wins Interim Approval to Use Cash Collateral
-----------------------------------------------------------
Southern Film Extruders, Inc., in early August won interim
approval to access prepetition cash collateral.
PNC Bank National Association and PNC Equipment Finance, LLC are
owed $6.74 million on an asset based loan revolver, $1.35 million
on a term-loan and $319,000 on a note for software.
Before the bankruptcy, the Debtor instituted negotiations for the
sale of its business to Epsilon Plastics, Inc. The filing of an
involuntary petition stopped the sale.
The Debtor is informed that before the filing of the voluntary
petition, Epsilon and PNC had reached an agreement as it relates
to the sale and transfer of the bank's loans to the Debtor, but
the transaction did not close. According to the Debtor, Epsilon
has indicated that if the bankruptcy court approves the use of
cash collateral, Epsilon intends to simultaneously close on its
purchase from PNC of the secured debt obligation. As the holder
of the said obligation, Epsilon has agreed that it will provide
postpetition secured financing to the Debtor.
The Debtor said it would be forced to cease operations if it's not
allowed to access cash collateral.
About Southern Film
Southern Film Extruders, Inc., is the business of developing and
manufacturing specialized film used in packaging various products.
It has two plants in High Point, North Carolina.
On July 25, 2013, an involuntary Chapter 7 petition was filed
against Southern Film. In response thereto, Southern Film filed a
Chapter 11 petition (Bankr. M.D.N.C. Case No. 13-11026) on Aug. 4,
2013.
The Debtor experienced severe cash flow issues as a result of the
loss of its largest customer prompted the bankruptcy filing.
John L. Barnes, Jr., signed the Chapter 11 petition as vice
president. The Debtor estimated assets of at least $10 million
and debts of at least $1 million. Charles M. Ivey, III, Esq., at
Ivey, McClellan, Gatton, & Talcott, LLP, represents the Debtor as
counsel.
SOUTHERN FILM: Files Schedules of Assets and Liabilities
--------------------------------------------------------
Southern Film Extruders, Inc., filed its schedules of assets and
liabilities, disclosing:
Name of Schedule Assets Liabilities
---------------- ----------- -----------
A. Real Property $640,500
B. Personal Property $15,635,502
C. Property Claimed as
Exempt
D. Creditors Holding
Secured Claims $8,418,850
E. Creditors Holding
Unsecured Priority
Claims $97,689
F. Creditors Holding
Unsecured Non-priority
Claims $8,471,306
----------- -----------
TOTAL $16,276,001 $16,987,844
A copy of the schedules is available for free at:
http://bankrupt.com/misc/Southern_Film_SALs.pdf
About Southern Film
Southern Film Extruders, Inc., is the business of developing and
manufacturing specialized film used in packaging various products.
It has two plants in High Point, North Carolina.
On July 25, 2013, an involuntary Chapter 7 petition was filed
against Southern Film. In response thereto, Southern Film filed a
Chapter 11 petition (Bankr. M.D.N.C. Case No. 13-11026) on Aug. 4,
2013.
The Debtor experienced severe cash flow issues as a result of the
loss of its largest customer prompted the bankruptcy filing.
John L. Barnes, Jr., signed the Chapter 11 petition as vice
president. The Debtor estimated assets of at least $10 million
and debts of at least $1 million. Charles M. Ivey, III, Esq., at
Ivey, McClellan, Gatton, & Talcott, LLP, represents the Debtor as
counsel.
SOUTHERN FILM: Seeks Nod to Hire Ivey McClellan as Counsel
----------------------------------------------------------
Southern Film Extruders, Inc., is asking approval from the
bankruptcy court to hire Charles M. Ivey, III, James K. Talcott
and members of the law firm of Ivey, McClellan, Gatton & Talcott,
LLLP, of Greensboro, North Carolina, to represent it in the
administration of this estate.
The firm will be compensated and reimbursed in the manner the
approved by the bankruptcy court from revenues generated during
the course of the Chapter 11 proceeding. The firm was paid a
retainer of $90,000.
Mr. Ivey avers that he and other members of his law firm have no
connection with the Debtor, its creditors or any other party-in-
interest.
About Southern Film
Southern Film Extruders, Inc., is the business of developing and
manufacturing specialized film used in packaging various products.
It has two plans in High Point, North Carolina.
On July 25, 2013, an involuntary Chapter 7 petition was filed
against Southern Film. In response thereto, Southern Film filed a
Chapter 11 petition (Bankr. M.D.N.C. Case No. 13-11026) on Aug. 4,
2013.
The Debtor experienced severe cash flow issues as a result of the
loss of its largest customer prompted the bankruptcy filing.
John L. Barnes, Jr., signed the Chapter 11 petition as vice
president. The Debtor estimated assets of at least $10 million
and debts of at least $1 million. Charles M. Ivey, III, Esq., at
Ivey, McClellan, Gatton, & Talcott, LLP, represents the Debtor as
counsel.
SOUTHERN MONTANA: Harper Hofer Increases Hourly Rates
-----------------------------------------------------
Lee A. Freeman, the Chapter 11 Trustee for Southern Montana
Electric Generation and Transmission Cooperative, Inc., notified
the U.S. Bankruptcy Court for the District of Montana of the
following proposed increase of the hourly rates for Harper Hofer &
Associates, LLC, as well as the addition of certain timekeepers:
Melinda M. Harper, Esq. $365 to $370
Mitchell S. Hoffman, Esq. $310 to $315
Kristine L. Roper, Esq. $220 to $225
Greg R. Weiss, Esq. $220 to $225
Jenna Klos, Esq. $155
Randi Morgan, Esq. $140 to $155
Leslie Ropel, Esq. $80
Deb Olson $70
Joseph V. Womack, Esq., at WALLER & WOMACK, in Billings,
Minnesota; John Cardinal Parks, Esq., Bart B. Burnett, Esq.,
Robert M. Horowitz, Esq., and Kevin S. Neiman, Esq., at HOROWITZ &
BURNETT, P.C., in Denver, Colorado, represent the Chapter 11
Trustee.
About Southern Montana Electric
Based in Billings, Montana, Southern Montana Electric Generation
and Transmission Cooperative, Inc., was formed to serve five
other electric cooperatives. The city of Great Falls later joined
as the sixth member. Including the city, the co-op serves a
population of 122,000. In addition to Great Falls, the service
area includes suburbs of Billings, Montana.
Southern Montana filed for Chapter 11 bankruptcy (Bankr. D.
Mont. Case No. 11-62031) on Oct. 21, 2011. Southern Montana
estimated assets of $100 million to $500 million and estimated
debts of $100 million to $500 million. Timothy Gregori signed the
petition as general manager.
Malcolm H. Goodrich, Esq., at Goodrich Law Firm, P.C., in
Billings, Montana, serves as the Debtor's counsel.
After filing for reorganization in October, the co-op agreed to a
request for appointment of a Chapter 11 trustee. Lee A. Freeman
was appointed as the Chapter 11 trustee in December 2011. He is
represented by Joseph V. Womack, Esq., at Waller & Womack, and
John Cardinal Parks, Esq., Bart B. Burnett, Esq., Robert M.
Horowitz, Esq., and Kevin S. Neiman, Esq., at Horowitz & Burnett,
P.C.
Harold V. Dye, Esq., at Dye & Moe, P.L.L.P., in Missoula, Montana,
represents the Unsecured Creditors' Committee as counsel.
SPENDSMART PAYMENTS: To Restate Previously Filed Interim Reports
----------------------------------------------------------------
The Board of Directors of The Spendsmart Payments Company, in
conjunction with discussions held with the Company's independent
registered public accountant, determined that it will be required
to restate the Company's financial statements for the quarterly
periods ended Dec. 31, 2011, March 31, 2012, June 30, 2012,
Dec. 31, 2012, and March 31, 2013, and the annual report on Form
10-K for the year ended Sept. 30, 2012, due to the fact that these
financial statements can no longer be relied upon. The reason for
the restatement is to adjust the volatility factor for the
Company's options, warrants and derivative liability calculations.
The Company along with its Independent Registered Public
Accountants noted an error in its calculation of its historical
volatility. The historical volatility is a key assumption and
driver in determining the valuation of its stock based
compensation and derivative liabilities. The correction of the
error will reduce the value of the derivative liabilities and the
stock based compensation for the periods impacted. The changes
indicated are non-cash in nature.
The Company intends to file restated financial statements for the
periods indicated as soon as practicable and also expects to file
its quarterly report for the period ended June 30, 2013, at that
time.
About SpendSmart
San Diego, Cal.-based The SpendSmart Payments Company is a
Colorado corporation. Through the Company's subsidiary
incorporated in the state of California, The SpendSmart Payments
Company, the Company issues and services prepaid cards marketed to
young people and their parents. The Company is a publicly traded
company trading on the OTC Bulletin Board under the symbol "SSPC."
The Company's balance sheet at March 31, 2013, showed
$2.77 million in total assets, $1.82 million in total current
liabilities, and stockholders' equity of $947,763.
SPRAJ PROPERTIES: Voluntary Chapter 11 Case Summary
---------------------------------------------------
Debtor: SPRAJ Properties, LLC
5119 Burkett Drive
Frisco, TX 75034
Bankruptcy Case No.: 13-34438
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Texas (Dallas)
Judge: Harlin DeWayne Hale
Debtor's Counsel: Herman A. Lusky, Esq.
LUSKY & ASSOCIATES, P.C.
12720 Hillcrest Road, Suite 270
Dallas, TX 75230
Tel: (972) 386-3900
Fax: (800) 208-6389
E-mail: mail@lusky.com
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The Company did not file a list of creditors together with its
petition.
The petition was signed by Atul Nanda, manager.
STELERA WIRELESS: Hires Falkenberg Capital as Broker
----------------------------------------------------
Stelera Wireless, LLC asks the U.S. Bankruptcy Court for
permission to employ Falkenberg Capital Corporation as broker to
assist in the sales of the Debtor's FCC licenses.
Brian Harvey attests that the firm is a "disinterested person" as
the term is defined in Section 101(14) of the Bankruptcy Code.
On February 20, 2013, the Debtor and the Broker entered into a
certain engagement agreement (pursuant to which the Broker agreed
to assist the Debtor with a sale of its FCC Licenses. Pursuant to
the terms of the Agreement, the Broker is entitled to this fee
structure:
Aggregate Selling Price Commission
----------------- ----------------
$0 - $1,000,000 5%
$1,000,001 - $2,000,000 $50,000 plus 4% or the aggregate
selling price from $1,000,001 to
$2,000,000
$2,000,001 - $3,000,000 $90,000 plus 3% of the aggregate
selling price from $2,000,001 to
$3,000,000
$3,000,001 - $4,000,000 $120,000 plus 2% of the aggregate
selling price from $3,000,001 to
$4,000,000
$4,000,001 and above $140,000 plus l % of the aggregate
selling price in excess of
$4,000,000
Hearing on the motion is set for Sept. 9, 2013 at 9:30 a.m. at 2nd
Floor Courtroom, 215 Dean A. McGee Avenue, Oklahoma City.
Proposed Attorneys for the Debtor can be reached at:
J. Clay Christensen, Esq.
CHRISTENSEN LAW GROUP, P.L.L.C.
700 Oklahoma Tower
210 Park Avenue
Oklahoma City, OK 73102
Tel: (405) 232-2020
Fax: (405) 236-1012
E-mail: Clay@christensenlawgroup.com
- and -
Jeffrey E. Tate, Esq.
MULINIX OGDEN HALL & LUDLAM, PLLC
210 Park Avenue, Suite 3030
Oklahoma City, OK 73102
Tel: 405-232-3800
Fax: 405-232-8999
E-mail: jtate@lawokc.com
Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013. Tim Duffy signed the
petition as chief technology officer/manager. Judge Niles L.
Jackson presides over the case. The Debtor estimated assets and
debts of at least $10 million. Christensen Law Group, PLLC,
serves as the Debtor's primary counsel. Mulinix Ogden Hall &
Ludlam, PLLC, serves as additional bankruptcy counsel.
STELERA WIRELESS: U.S. Trustee Appoints 3-Member Creditors Panel
----------------------------------------------------------------
U.S. Trustee Richard A. Wieland appointed three members to the
official committee of unsecured creditors in the Chapter 11 case
of Stelera Wireless, LLC.
The Creditors Committee members are:
Monte R. Lee and Company
100 NW 63rd Street, Ste. 100
Oklahoma City, OK 73116
Representative: Lynn R. Merrill, P.E.
Tel: 405-842-2405
- and -
NE Colorado Cellular Inc. dba Viaero Wireless
1224 W. Platte Ave.
Ft. Morgan, CO 80701
Representative: Michael Felicissimo
Tel: 970-542-3605
- and -
SBA Towers II, LLC
No address provided
Representative: Jacalyn Shapiro, Corporate Counsel
Tel: 561-226-9268
The U.S. Trustee can be reached at:
Marjorie J. Creasey, Esq.
Office of the United States Trustee
215 Dean A. McGee, Fourth Floor
Oklahoma City, OK 73102
Tel: (405) 231-4393
Fax: 231-5958
E-mail: Marjorie.Creasey@usdoj.gov
Stelera Wireless, LLC, filed a Chapter 11 petition (Bankr. W.D.
Okla. Case No. 13-13267) on July 18, 2013. Tim Duffy signed the
petition as chief technology officer/manager. Judge Niles L.
Jackson presides over the case. The Debtor estimated assets and
debts of at least $10 million. Christensen Law Group, PLLC,
serves as the Debtor's primary counsel. Mulinix Ogden Hall &
Ludlam, PLLC, serves as additional bankruptcy counsel.
STELLAR BIOTECHNOLOGIES: Plans to Sell $12 Million Units
--------------------------------------------------------
Stellar Biotechnologies, Inc., intends to close a private
placement of up to 11,428,572 units to raise gross proceeds of up
to US$12,000,000. Each Unit will have a purchase price of US$1.05
and will consist of one common share in the capital of the Company
and one-half of a transferable share purchase warrant. Each whole
Warrant will entitle the holder to purchase one additional common
share in the capital of the Company at a purchase price of US$1.35
for a period three years from the date of issuance of the
Warrants.
The Private Placement will include a brokered portion to
institutional and accredited investors and a non-brokered portion.
The Company has retained Newport Coast Securities as the exclusive
placement agent to solicit, on a "best efforts" basis,
subscription for the Brokered Offering. In consideration for its
services, the Agent will receive a cash fee equal to 7 percent of
the gross proceeds raised by the Agent in connection with the
Brokered Offering (or 3.5 percent of the gross proceeds from
excluded investors identified by the Company). The Agent will
also receive agent warrants in an amount equal to 7 percent of the
aggregate number of equity securities sold by the Agent. Each
Agent Warrant will be exercisable for a period of three years from
the date of issuance into one common share at a price equal to the
issue price of the Brokered Offering. The Company will not pay a
placement agent fee on the Non-brokered Offering.
The proceeds of the Private Placement will be used for product
research, aquaculture and KLH production development, capital
expenditures and working capital.
The securities issued will be subject to a hold period of four
months and one day. Completion of the Private Placement is
subject to the approval of the TSX Venture Exchange.
About Stellar
Port Hueneme, Cal.-based Stellar Biotechnologies, Inc.'s
business is to commercially produce and market Keyhole Limpet
Hemocyanin ("KLH") as well as to develop new technology related to
culture and production of KLH and subunit KLH ("suKLH")
formulations. The Company markets KLH and suKLH formulations to
customers in the United States and Europe.
KLH is used extensively as a carrier protein in the production of
antibodies for research, biotechnology and therapeutic
applications.
The Company's balance sheet at March 31, 2013, showed
US$1.4 million in total assets, US$4.6 million in total
liabilities, and a stockholders' deficit of US$3.2 million.
The Company reported a net loss of US$4.4 million on US$177,208 of
revenues for the six months ended Feb. 28, 2013, compared with a
net loss of US$2.1 million on US$193,607 of revenues for the six
months ended Feb. 29, 2012.
STONECREST HOSPITALITY: Case Summary & 5 Unsec. Creditors
---------------------------------------------------------
Debtor: Stonecrest Hospitality Group, LLC
285 Country Club Drive
Stockbridge, GA 30281
Bankruptcy Case No.: 13-69013
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Northern District of Georgia (Atlanta)
Debtor's Counsel: Joel M. Haber, Esq.
LAW OFFICE OF JOEL M. HABER
2365 Wall Street, Suite 120
Conyers, GA 30013
Tel: (770) 922-9080
E-mail: joel@joelhaber.com
Scheduled Assets: $2,700,000
Scheduled Liabilities: $1,532,676
A copy of the Company's list of its five unsecured creditors filed
with the petition is available for free at:
http://bankrupt.com/misc/ganb13-69013.pdf
The petition was signed by Yash Patel, manager.
THELEN LLP: Trustee Fires 6 More Clawback Suits at Ex-Partners
--------------------------------------------------------------
Law360 reported that Thelen LLP Chapter 7 trustee Yann Geron hit
six more former partners with clawback suits on Aug. 30 in an
effort to bring about $351,310 to the estate, saying they should
have known the now-defunct firm was insolvent in 2007.
According to the report, the complaints are the latest in Geron's
mission to make up for some of the firm's losses through its
former equity and partial equity partners. This particular round
names Lou A. Bevilacqua and Joseph R. Tiano who are now at
Pillsbury Winthrop Shaw Pittman LLP, the report related.
About Thelen LLP
Thelen LLP, formerly known as Thelen Reid Brown Raysman & Steiner
-- http://thelen.com/-- is a bi-coastal American law firm in
process of dissolution. It was formed as a product between two
mergers between California and New York-based law firms, mostly
recently in 2006. Its headcount peaked at roughly 600 attorneys
in 2006, and had 500 early in 2008, with offices in eight cities
in the United States, England and China.
In October 2008, Thelen's remaining partners voted to dissolve the
firm. As reported by the Troubled Company Reporter on Sept. 22,
2009, Thelen LLP filed for Chapter 7 protection. The filing was
expected due to the timing of a writ of attachment filed by one of
Thelen's landlords, entitling the landlord to $25 million of the
Company's assets. The landlord won approval for that writ in June
2009, but Thelen could void the writ by filing for bankruptcy
within 90 days of that court ruling. Thelen, according to AM Law
Daily, has repaid most of its debt to its lending banks.
THERAPEUTICSMD INC: Stockholders Elect Nine Directors
-----------------------------------------------------
At the annual meeting of stockholers of TherapeuticsMD, Inc.,
which was held on Aug. 22, 2013, the stockholders elected nine
directors, each to serve for a one-year term expiring in 2014,
namely:
(1) Tommy G. Thompson;
(2) Robert G. Finizio;
(3) John C.K. Milligan, IV;
(4) Brian Bernick, M.D.;
(5) Cooper C. Collins;
(6) Samuel A. Greco;
(7) Robert V. LaPenta, Jr.;
(8) Jules A. Musing; and
(9) Nicholas Segal.
The stockholders approved the Amended and Restated 2012 Stock
Incentive Plan. The stockholders also approved a non-binding
advisory vote on the compensation of the Company's named executive
officers for fiscal 2012 and indicated "Every Year" as the desired
frequency of future non-binding advisory votes on the compensation
of the Company's named executive officers. The appointment of
Rosenberg Rich Baker Berman & Company, an independent registered
public accounting firm, as the independent auditor of the Company
for the fiscal year ending Dec. 31, 2013, was ratified.
Based upon these results, the Company's Board of Directors has
determined to hold the non-binding advisory vote on the
compensation of the Company's named executive officers every year.
About TherapeuticsMD
Boca Raton, Florida-based TherapeuticsMD, Inc. (OTC QB: TXMD) is a
women's healthcare product company focused on creating and
commercializing products targeted exclusively for women. The
Company currently manufactures and distributes branded and generic
prescription prenatal vitamins as well as over-the-counter
vitamins and cosmetics. The Company is currently focused on
conducting the clinical trials necessary for regulatory approval
and commercialization of advanced hormone therapy pharmaceutical
products designed to alleviate the symptoms of and reduce the
health risks resulting from menopause-related hormone
deficiencies.
In the auditors' report accompanying the consolidated financial
statements for the year ended Dec. 31, 2012, Rosenberg Rich Baker
Berman & Company, in Somerset, New Jersey, expressed substantial
doubt about TherapeuticsMD's ability to continue as a going
concern, citing the Company's loss from operations of
approximately $16 million and negative cash flow from operations
of approximately $13 million.
The Company reported a net loss of $35.1 million on $3.8 million
of revenues in 2012, compared with a net loss of $12.9 million on
$2.1 million of revenues in 2011.
As of June 30, 2013, the Company had $43.06 million in total
assets, $4.59 million in total liabilities and $38.46 million i
total stockholders' equity.
THQ INC: Suspending Filing of Reports with SEC
----------------------------------------------
THQ Inc. filed a Form 15 with the U.S. Securities and Exchange
Commission to voluntarily terminate the registration of its
common stock, par value $0.01. As of Aug. 22, 2013, there was
only one holder of the common shares. As a result of the Form 15
filing, the Company will not anymore be obligated to file reports
with the SEC.
On July 17, 2013, the United States Bankruptcy Court for the
District of Delaware entered an order confirming the Second
Amended Chapter 11 Plan of Liquidation of THQ Inc. and its
affiliated Debtors, dated July 16, 2013. The Plan became
effective on Aug. 2, 2013. On the Effective Date, all shares of
common stock of the Company were cancelled pursuant to the
Confirmation Order and a single share of stock of the Company was
issued to the Stock Trust.
About THQ Inc.
THQ Inc. (NASDAQ: THQI) -- http://www.thq.com/-- was a worldwide
developer and publisher of interactive entertainment software.
The Company developed its products for all popular game systems,
personal computers, wireless devices and the Internet.
Headquartered in Los Angeles, California, THQ sold product through
its network of offices located throughout North America and
Europe.
THQ Inc. and its affiliates sought Chapter 11 protection (Bankr.
D. Del. Lead Case No. 12-13398) on Dec. 19, 2012. Michael R.
Nestor, M. Blake Cleary and Jaime Luton Chapman at Young Conaway
Stargatt & Taylor, LLP; and Oscar Garza at Gibson, Dunn & Crutcher
LLP represent the Debtors. FTI Consulting and Centerview Partners
LLC are the financial advisors. Kurtzman Carson Consultants is
the claims and notice agent.
Before the bankruptcy, Clearlake signed a contract to buy Agoura
THQ for a price said to be worth $60 million. After a 22-hour
auction with 10 bidders, the top offers brought a combined $72
million from several buyers who will split up the company. Judge
Walrath approved the sales in January. Some of the assets didn't
sell, including properties the company said could be worth about
$29 million.
Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed five
persons to serve in the Official Committee of Unsecured Creditors.
The Committee tapped Houlihan Lokey Capital as its financial
advisor and investment banker, Landis Rath & Cobb as co-counsel
and Andrews Kurth as counsel.
UNITEK GLOBAL: Ernst & Young Won't Seek Re-Appointment
------------------------------------------------------
UniTek Global Services, Inc., was informed by Ernst & Young LLP
that Ernst & Young would not, if it were asked to do so, stand for
re-appointment as the Company's independent registered public
accounting firm for the year ending Dec. 31, 2013.
The Audit Committee of the Company's Board of Directors has
commenced a process to indentify and engage an audit firm to serve
as the Company's independent registered public accounting firm for
the year ending Dec. 31, 2013. The Company will disclose its
engagement of a new independent registered public accounting firm
once it has engaged a successor firm.
The audit report of Ernst & Young on the consolidated financial
statements of the Company and subsidiaries for the fiscal years
ended Dec. 31, 2011, and 2012 did not contain an adverse opinion
or a disclaimer of opinion, and was not qualified or modified as
to uncertainty, audit scope or accounting principles.
In connection with the audits of the Company's consolidated
financial statements for each of the two fiscal years ended
Dec. 31, 2011, and 2012, and in the subsequent interim periods
through August 19, 2013, there were no disagreements with Ernst &
Young on any matters of accounting principles or practices,
financial statement disclosure, or auditing scope or procedures,
which disagreements, if not resolved to the satisfaction of Ernst
& Young, would have caused Ernst & Young to make reference to the
subject matter of the disagreement in its report on such financial
statements.
The audit report of Ernst & Young on the consolidated financial
statements of the Company and subsidiaries for the fiscal years
ended Dec. 31, 2011, and 2012 notes that "the accompanying
consolidated financial statements as of and for the year ended
December 31, 2011 have been restated to correct accounting errors
related to recognition of revenues and cost of revenues and
certain other identified errors."
The management has concluded that the Company did not maintain
effective internal control over financial reporting as of Dec. 31,
2012, as a result of the material weaknesses.
About UniTek Global Services
UniTek Global Services, Inc., based in Blue Bell, Pennsylvania,
provides fulfillment and infrastructure services to media and
telecommunication companies in the United States and Canada.
* * *
As reported by the TCR on June 11, 2013, Standard & Poor's Ratings
Services lowered its corporate credit rating on Blue Bell, Pa.-
based UniTek Global Services Inc. to 'D' from 'CCC'. "The
downgrade follows UniTek's announcement that it did not make
a scheduled interest payment on May 29, 2013, on its senior
secured term loan due 2018, which we consider to be a default
under our timeliness of payments criteria," said Standard & Poor's
credit analyst Michael Weinstein.
In the June 11, 2013, edition of the TCR, Moody's Investors
Service lowered UniTek Global Services, Inc.'s probability of
default and corporate family ratings to Ca-PD/LD and Ca,
respectively. The Ca corporate family rating reflects UniTek's
missed interest payment on the term loan which is considered a
default under Moody's definition, the heightened possibility of
another default event, continued delays in the filing of restated
financials including the last two audits, management turnover, the
potential loss of the company's largest customer and other
business and legal risks stemming from issues at the company's
Pinnacle subsidiary.
Unitek Global Services, Inc., filed with the U.S. Securities and
Exchange Commission its annual report on Form 10-K disclosing a
net loss of $77.73 million on $437.59 million of revenues for the
year ended Dec. 31, 2012, as compared with a net loss of $9.13
million on $351.45 million of revenues for the year ended Dec. 31,
2011. The Company reported $30.58 million net loss in 2011.
As of Dec. 31, 2012, the Company had $326.40 million in total
assets, $278.10 million in total liabilities and $48.30 million in
total stockholders' equity.
Bankruptcy Warning
As of Dec. 31, 2012, the Company's total indebtedness, including
capital lease obligations, was approximately $170 million. This
amount has increased to approximately $210 million as of Aug. 9,
2013, including amounts borrowed to cash collateralize letters of
credit. The Company's current debt also bears interest at rates
significantly higher than historical periods. The Company said
its substantial indebtedness could have important consequences to
its stockholders. It will require the Company to dedicate a
substantial portion of its cash flow from operations to payments
on its indebtedness, thereby reducing the availability of the
Company's cash flow to fund acquisitions, working capital, capital
expenditures and other general corporate purposes.
"An event of default under either of our credit facilities could
result in, among other things, the acceleration and demand for
payment of all the principal and interest due and the foreclosure
on the collateral. As a result of such a default or action
against collateral, we could be forced to enter into bankruptcy
proceedings, which may result in a partial or complete loss of
your investment," the Company said in its annual report for the
year ended Dec. 31, 2012.
USMART MOBILE: Philip Lo Replaces Kun Lee as CFO
------------------------------------------------
Mr. Kun Lin Lee resigned as the chief financial officer of USmart
Mobile Device Inc. due to personal reason. Man Sing Lai also
resigned as director of the Company. Messrs. Lee and Lai
confirmed that their resignations were not due to any disagreement
with the Company.
The board of directors of the Company has already begun the
process of identifying a qualified independent director candidate
to fill Mr. Lai's seat on the Board and the committees on which he
served.
On Aug. 18, 2013, the Board of the Company appointed Mr. Philip
Tsz Fung Lo as the Company's chief financial officer. Mr. Lo will
perform the services and duties that are normally and customarily
associated with the CFO position as well as other associated
duties as the Company's Board and Chief Executive Officer
reasonably determine.
Mr. Lo graduated from the University of Wollongong, NSW Australia,
in 1992 with a Bachelor of Commerce degree in Accountancy with
Merit. In 1994, Mr. Lo received his CPA Programme of Australian
Society of CPAs, and currently is a CPA member of the Certified
Public Accountants of Australia and a certified public accountant
of the Hong Kong Institute of Certified Public Accountants.
Mr. Lo is an independent non-executive director and chairman of
Audit Committee of Styland Holdings Limited (211), a company
listed on Main Board of The Stock Exchange of Hong Kong Limited,
an independent director and chairman of Audit Committee of QKL
Stores, Inc., a company listed on NASDAQ (QKLS), and an
independent director of Dragon Jade International Limited, a
company listed on OTCBB in the United States.
Mr. Lo is also the Managing Director of P&L Financial Consultancy
Limited and Shenzhen Xin Wei Management Consultancy Limited, which
are a HK private company and a PRC Company in the business of
providing financial and management consulting services. From
January 2010 to January 2012, Mr. Lo served as the Chief Financial
Officer of Wuhan General Group (China) Inc. which produces and
manufactures blower and generator in China. Also, from December
2007 to January 2009, Mr. Lo served as the Chief Financial Officer
of Wuhan Zhongye Yangluo Heavy Machinery Co., Ltd., which produces
and manufactures steel products in China.
Mr. Lo has extensive experience in the areas of corporate
management, financial accounting and auditing. He has served as
the CFO of USmart Electronic Products Limited, a subsidiary of the
Company since July 2013. Mr. Lo is fluent in English, Mandarin
and Cantonese.
Mr. Lo had served several public positions. He was a member of
the standing committee of the Guangzhou District Committee of
CPPCC in Year 2003 to 2007, the vice president of the Council of
Guangzhou Association of Enterprises with Foreign Investment in
Year 2003, and a Committee member of The Chamber of Guangzhou
Foreign Investment Enterprises in Year 2002.
In connection with the appointment, the Company entered into an
employment agreement with Mr. Lo. Pursuant to the Employment
Agreement, Mr. Lo will have a monthly base salary of HK$30,000,
Mandatory Provident Fund benefit, annual performance bonus as
approved by the Board and other staff benefit. There is no term
for the Employment Agreement. Either party can terminate the
agreement at any point with three months notice.
About USmart Mobile
Del.-based USmart Mobile, previously known as ACL Semiconductors
Inc., is currently engaged in the production, manufacturing and
distribution of smartphones, electronic products and components in
Hong Kong Special Administrative Region and the People's Republic
of China through its operating subsidiaries.
The Company's balance sheet at March 31, 2013, showed $34.14
million in total assets, $34.57 million in total liabilities and a
$430,686 total stockholders' deficit.
"As of March 31, 2013, the Company has total current assets of
$6,831,666 and current liabilities of $34,389,086. This raises
substantial doubt about the Company's ability to continue as a
going concern. We will continue to seek additional sources of
available financing on acceptable terms; however, there can be no
assurance that we will be able to obtain the necessary additional
capital on a timely basis or on acceptable terms, if at all. In
addition, if the results are negatively impacted and delayed as a
result of political and economic factors beyond management's
control, our capital requirements may increase," according to the
Company's quarterly report for the period ended March 31, 2013.
VELATEL GLOBAL: Amends Second Quarter Form 10-Q
-----------------------------------------------
Velatel Global Communications, Inc., has amended its quarterly
report on Form 10-Q for the period ended June 30, 2013, solely to
furnish the interactive data files as exhibit 101, in accordance
with Rule 405 of Regulation S-T. No other changes have been made
to the Form 10-Q, as originally filed on Aug. 19, 2013. A copy of
the amended Form 10-Q is available for free at http://is.gd/7k0399
About VelaTel Global
VelaTel acquires spectrum assets through acquisition or joint
venture relationships, and provides capital, engineering,
architectural and construction services related to the build-out
of wireless broadband telecommunications networks, which it then
operates by offering services attractive to residential,
enterprise and government subscribers. VelaTel currently focuses
on emerging markets where internet penetration rate is low
relative to the capacity of incumbent operators to provide
comparable cutting edge services, or where the entry cost to
acquire spectrum is low relative to projected subscribers.
VelaTel currently has project operations in People's Republic of
China, Croatia, Montenegro and Peru. Additional target markets
include countries in Latin America, the Caribbean, Southeast Asia
and Eastern Europe. VelaTel's administrative headquarters are in
Carlsbad, California. See http://www.velatel.com/
Velatel Global incurred a net loss of $45.60 million on $1.87
million of revenue for the year ended Dec. 31, 2012, as compared
with a net loss of $21.79 million on $0 of revenue for the year
ended Dec. 31, 2011. As of March 31, 2013, the Company had $15.77
million in total assets, $62.25 million in total liabilities and a
$46.48 million total deficiency.
Kabani & Company, Inc., in Los Angeles, California, issued a
"going concern" qualification on the consolidated financial
statements for the year ended Dec. 31, 2012. The independent
auditors noted that the Company's viability is dependent upon its
ability to obtain future financing and the success of its future
operations. The Company has incurred a net loss of $45,601,292
for the year ended Dec. 31, 2012, cumulative losses of
$298,347,524 since inception, a negative working capital of
$34,972,850 and a stockholders' deficiency of $36,566,868. These
factors raise substantial doubt as to the Company's ability to
continue as a going concern.
VERTIS HOLDINGS: Has Until Nov. 4 to File Plan
----------------------------------------------
Judge Christopher S. Sontchi of the U.S. Bankruptcy Court for the
District of Delaware extended through and including Nov. 4, 2013,
Vertis Holdings, Inc., et al.'s exclusive period for filing a plan
and through and including Jan. 6, 2014, their exclusive period for
soliciting acceptances of that plan.
About Vertis
Vertis Holdings Inc. -- http://www.thefuturevertis.com/--
provides advertising services in a variety of print media,
including newspaper inserts such as magazines and supplements.
Vertis and its affiliates (Bankr. D. Del. Lead Case No. 12-12821),
returned to Chapter 11 bankruptcy on Oct. 10, 2012, this time to
sell the business to Quad/Graphics, Inc., for $258.5 million,
subject to higher and better offers in an auction.
As of Aug. 31, 2012, the Debtors' unaudited consolidated financial
statements reflected assets of approximately $837.8 million and
liabilities of approximately $814.0 million.
Bankruptcy Judge Christopher Sontchi presides over the 2012 case.
Vertis is advised by Perella Weinberg Partners, Alvarez & Marsal,
and Cadwalader, Wickersham & Taft LLP. Quad/Graphics is advised
by Blackstone Advisory Partners, Arnold & Porter LLP and Foley &
Lardner LLP, special counsel for antitrust advice. Kurtzman
Carson Consultants LLC is the Debtors' claims agent.
Quad/Graphics is a global provider of print and related
multichannel solutions for consumer magazines, special interest
publications, catalogs, retail inserts/circulars, direct mail,
books, directories, and commercial and specialty products,
including in-store signage. Headquartered in Sussex, Wis. (just
west of Milwaukee), the Company has approximately 22,000 full-time
equivalent employees working from more than 50 print-production
facilities as well as other support locations throughout North
America, Latin America and Europe.
Vertis first filed for bankruptcy (Bankr. D. Del. Case No.
08-11460) on July 15, 2008, to complete a merger with American
Color Graphics. ACG also commenced separate bankruptcy
proceedings. In August 2008, Vertis emerged from bankruptcy,
completing the merger.
Vertis against filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y.
Case No. 10-16170) on Nov. 17, 2010. The Debtor estimated its
assets and debts of more than $1 billion. Affiliates also filed
separate Chapter 11 petitions -- American Color Graphics, Inc.
(Bankr. S.D.N.Y. Case No. 10-16169), Vertis Holdings, Inc. (Bankr.
S.D.N.Y. Case No. 10-16170), Vertis, Inc. (Bankr. S.D.N.Y. Case
No. 10-16171), ACG Holdings, Inc. (Bankr. S.D.N.Y. Case No.
10-16172), Webcraft, LLC (Bankr. S.D.N.Y. Case No. 10-16173), and
Webcraft Chemicals, LLC (Bankr. S.D.N.Y. Case No. 10-16174). The
bankruptcy court approved the prepackaged Chapter 11 plan on
Dec. 16, 2010, and Vertis consummated the plan on Dec. 21. The
plan reduced Vertis' debt by more than $700 million or 60%.
GE Capital Corporation, which serves as DIP Agent and Prepetition
Agent, is represented in the 2012 case by lawyers at Winston &
Strawn LLP. Morgan Stanley Senior Funding Inc., the agent under
the prepetition term loan, and as term loan collateral agent, is
represented by lawyers at White & Case LLP, and Milbank Tweed
Hadley & McCloy LLP.
On Jan. 16, 2013, Quad/Graphics completed the acquisition of
Vertis Holdings for a net purchase price of $170 million. This
assumes the purchase price of $267 million less the payment of
$97 million for current assets that are in excess of normalized
working capital requirements.
WATERFRONT OFFICE: Can Continue to Use Cash Collateral
------------------------------------------------------
Judge Alan H.W. Shiff of the U.S. Bankruptcy Court for the
District of Connecticut entered a ninth preliminary order
authorizing the use of rents generated from the properties which
Waterfront Office Building, LP, and Summer Office Building, LP,
assert constitute cash collateral.
In exchange for the preliminary use of rents by the Debtors, and
as adequate protection for Deutsche Genossenschafts-Hypothekenbank
AG's interests on the rents, the secured creditor is granted
replacement liens in all of the Debtors' assets and their
proceeds, excluding any bankruptcy avoidance causes of action.
A final hearing on the Debtors' request to use cash collateral
will be on Sept. 24, 2013, at 10:00 a.m. Objections are due on or
before Sept. 19.
About Waterfront Office Building &
Summer Office Building
Stamford, Conn.-based Waterfront Office Building, LP, filed a
voluntary Chapter 11 petition (Bankr. D. Conn. Case No. 12-52121)
in Bridgeport on Nov. 27, 2012, listing $50 million to $100
million in both assets and debts. The Debtor owns a 206,186
square foot multi-tenant office building on 8.1 waterfront acres
with two on site restaurants and an adjacent 71-slip marina.
Summer Office Building LP also filed for Chapter 11 (Bankr. D.
Conn. Case No. 12-52122), listing $10 million to $50 million in
assets and $50 million to $100 million in debts.
Judge Alan H.W. Shiff oversees the Chapter 11 cases. The
petitions were signed by Paul Kuehner, manager of managing member
of sole member of Debtor's GP.
Deustche Genossenschafts-Hypothekenbank AG, secured creditor to
the Debtors, has filed a Chapter 11 Plan and Disclosure Statement,
which proposes to pay all creditors in full on the plan effective
date. The DG Hyp Plan contemplates satisfaction of DG Hyp's Claim
in exchange for the Debtors' primary assets, the Properties and
amounts held in the Debtors' Accounts. Under the Plan, DG
Hyp, which holds a senior mortgage on the Properties in excess of
the Properties' appraised value, will take the Properties in
satisfaction of the mortgage. Dg Hyp will pay in full all real
estate tax claims of the City of Stamford and all Allowed General
Unsecured Claims. DG Hyp agrees to waive any distribution on
account of the DG Hyp's Deficiency Claim only in the event the DG
Hyp Plan is confirmed by the Bankruptcy Court. The Plan
designates Class 1 as Other Priority Claims, Class 2 as City of
Stamford Secured Claim, Class 3 as DG Hyp Secured Claim scheduled
at approximately $3.5 million, Class 4 as General Unsecured Claims
estimated to total $350,000, and Class 5 as Equity Interests which
are to be extinguished on the Effective Date.
DG Hyp is represented by John Carberry, Esq., at CUMMING &
LOCKWOOD LLC, in Stamford, Connecticut; and Deborah J. Piazza,
Esq., at TARTER KRINSKY & DROGIN LLP, in New York.
WAVE HOUSE: City of San Diego Withdraws Motion to Dismiss Case
--------------------------------------------------------------
Creditor City of San Diego has withdrawn its motion to dismiss or
convert Wave House Belmont Park, LLC's Chapter 11 case to one
under Chapter 7 of the Bankruptcy Code.
According to the City, pursuant to the Aug. 14, 2013 Settlement
Agreement by and between the City and the Debtor, all claims by
the City against the Debtor were withdrawn. "Thereafter, on
Aug. 19, 2013, the City filed its Withdrawal of Proof of Claim
No. 23.
"Accordingly, as the City and Debtor have resolved all pending
issues herein, and because the Debtor is currently pursuing
confirmation of a plan, the City hereby withdraws its
Motion without prejudice, and respectfully requests the Court
vacate the currently scheduled hearing on the Motion," the City
relates.
As reported in the TCR on July 1, Judge Laura Stuart Taylor
approved the First Amended Disclosure Statement describing the
Liquidation Plan of the Debtor as containing adequate information.
A hearing on the confirmation of the Plan will be held on
Sept. 11, 2013, at 9:00 a.m.
As reported in the TCR on March 22, the Liquidation Plan revolves
around the liquidation of the Debtor's remaining assets in order
to pay creditors in full.
The Debtor will press forward with its litigation against the City
of San Diego in the action styled Wave House Belmont Park, LLC, v.
The City of San Diego, Case No. 10-90553-LT.
The Plan is also hinged on separate settlement agreements with
Symphony Asset Pool XVI, LLC, and East West Bank. Under the EWB
settlement, a promissory note in the sum of $1,127,651 will
executed by EWB in favor of the Debtor.
The Plan proposes to pay holders of general unsecured claims in
full in an amount up to 100% of the amount of the general
unsecured claim with interest accruing at the current federal
short term rate of .20%. Payment to general unsecured claims is
contingent of the funds available from the proceeds of the San
Diego adversarial action and the promissory note, after payment in
full of the secured claims of Kathleen Lochtefeld and Symphony
Asset Pool XVI, LLC, and the unsecured priority claim of the
County of San Diego Treasurer-Tax Collector.
A full-text copy of the Disclosure Statement dated March 6, 2013,
is available for free at:
http://bankrupt.com/misc/WAVEHOUSEds0306.pdf
About Wave House
San Diego, California-based Wave House Belmont Park, LLC, filed
for Chapter 11 bankruptcy protection (Bankr. S.D. Cal. Case No.
10-19663) on Nov. 3, 2010. John L. Smaha, Esq., at Smaha Law
Group, APC, assists the Debtor in its restructuring effort.
Wave House, the company that operates the San Diego amusement area
Belmont Park, filed for bankruptcy protection after the city
imposed an eightfold increase in rent. The Debtor disclosed
$28.3 million in assets and $17.6 million in liabilities.
WILLIAMS SEAFOOD: Case Summary & Unsecured Creditor
---------------------------------------------------
Debtor: Williams Seafood Restaurant, Inc.
8010 Old River Road South
Savannah, GA 31410
Bankruptcy Case No.: 13-41622
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Southern District of Georgia (Savannah)
Debtor's Counsel: James L. Drake, Jr., Esq.
JAMES L. DRAKE, JR., P.C.
P.O. Box 9945
Savannah, GA 31412
Tel: (912) 790-1533
E-mail: jdrake7@bellsouth.net
Estimated Assets: $1,000,001 to $10,000,000
Estimated Debts: $1,000,001 to $10,000,000
The petition was signed by Carol Williams Schwalbe, president.
The Company's list of its largest unsecured creditors filed with
the petition contains only one entry:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Chatham County Tax Commissioner Taxes and certain $257
P.O. Box 9827 other debts owed
Savannah, GA 31412 to governmental units
WILTON BRANDS: Weak Performance Cues Moody's to Cut CFR to Caa1
---------------------------------------------------------------
Moody's Investors Service, downgraded Wilton Brands LLC's
Corporate Family Rating to Caa1 from B3 and Probability of Default
Rating to Caa1-PD from B3-PD. Concurrently, Moody's downgraded the
senior secured term loan to B3 from B1. The rating outlook is
negative.
The downgrade of the CFR to Caa1 reflects Wilton's weaker than
expected operating performance and increased leverage that is well
above Moody's expectations. Further, the lower rating also
reflects Moody's concern regarding the company's capital structure
sustainability should operating performance not improve
significantly in the near to medium term.
The following rating actions were taken:
Corporate Family Rating to Caa1 from B3;
Probability of Default Rating to Caa1-PD from B3-PD; and
Senior secured term loan to B3 (LGD3, 32%) from B1 (LGD3, 32%).
Ratings Rationale:
Wilton's Caa1 CFR reflects the challenges associated with turning
around the company's negative revenue trend, which was driven by a
sharp decline in the paper crafting category (which accounts for
roughly 20% total revenue) and softness in other product segments.
Moody's believes the discretionary nature of Wilton's main
products against the backdrop of still fragile consumer
confidence, its presence in a generally declining paper crafting
category (partly due to consumer preference shift) as well as the
threat from private label products will persist, limiting the
topline growth in the near future. While cost cutting, price
increases in some product lines, and the synergies from the
Simplicity acquisition helped improve the contribution margin,
these did not fully offset the impact on operating margin from the
revenue decline. Moody's expects the paper crafting category to
remain weak throughout 2013 and that leverage over the near term
will likely rise further despite the large mandatory amortization
on the first lien term loan.
Further, the second lien term loan (unrated) issued by the parent
company carries substantial PIK (paid-in-kind) and cash interest
that will likely more than offset the reduction in the first lien
facility and continue to increase the total debt balance. Debt-to-
EBITDA (incorporating Moody's standard adjustments and Holding
company debt) including the addition of Simplicity's full-year
EBITDA was roughly 7.0 times at June 30, 2013. Moody's also
expects interest coverage (EBITA-to-interest expense) to remain
below 1.0x and free cash flow after the mandatory debt repayment
and distributions to be weak.
The negative rating outlook reflects the severity of the recent
earnings decline, thus giving rise to Moody's concern with
earnings stabilization or improvement in the second half of 2013
and beyond that is much needed to stem further deterioration in
credit metrics. The outlook also contemplates the possibility of
an interest payment default or restructuring of the 2nd lien
Holdco debt should operating performance erode further.
Ratings could be downgraded if operating results further
deteriorate, resulting in debt-to-EBITDA above 8.0 times or weaker
liquidity. An increased probability of a potential payment default
or restructuring of the Holdco debt would also pressure the rating
downward.
An upgrade is unlikely in the near term given the capital
structure constraint. Over time, if the company is able to
stabilize its topline, grow operating profit and cash flow
significantly, leading to a lower debt-to-EBITDA sustained below
6.5 times and EBITA-to-interest expense greater than 1.1 times, a
positive rating action could be considered.
Headquartered in Woodridge, Illinois, Wilton Brands LLC. is a
leading provider of a wide range of consumer products including
specialty food and paper crafts and specialty housewares. Reported
revenue was approximately $663 million for the twelve months ended
June 30, 2013. TowerBrook Capital Partners has been the company's
controlling equity sponsor since October 2009.
The principal methodology used in this rating was the Global
Packaged Goods published in June 2013. Other methodologies used
include Loss Given Default for Speculative-Grade Non-Financial
Companies in the U.S., Canada and EMEA published in June 2009.
WINDSTREAM CORP: Moody's Affirms 'Ba3' CFR; Outlook Stable
----------------------------------------------------------
Moody's Investors Service has affirmed the ratings of Windstream
Corporation including its Ba3 Corporate Family Rating and Ba3-PD
Probability of Default Rating and all rated debt along with the
stable outlook following the company's announcement to create a
newly formed holding company at the top of its corporate
structure. The existing rated issuer, Windstream Corp., will
become a wholly owned subsidiary of the holding company with
existing debt remaining at Windstream Corp.
Issuer: Windstream Corp.
Corporate Family Rating - Affirmed Ba3
Probability of Default Rating - Affirmed Ba3-PD
Senior Secured Credit Facilities - Affirmed Ba2
Senior Unsecured Notes - Affirmed B1
Speculative Grade Liquidity Rating - Affirmed SGL-3
Outlook - Stable
Ratings Rationale:
The affirmation is based on Moody's assumption that gross debt
outstanding for Windstream's aggregate corporate family remains
unchanged as a result of the new structure. The creation of Holdco
could give the company flexibility to issue debt at Holdco which
would be structurally subordinated to existing debt at Windstream.
However, the existing ratings will not accommodate any material
increase in gross debt for Windstream as a whole.
Any change to the composition of debt in the capital structure,
even if the net debt outstanding remains unchanged, could result
in a change to the priority of claims and impact Windstream's
existing ratings. However, any debt issued solely for the purpose
of refinancing existing debt on a like-for-like basis which does
not result in a material change to the capital structure would not
impact Windstream's ratings.
Any change in the composition of restricted subsidiaries which
serve as collateral for or guarantors to existing debt at
Windstream could result in changes to the instrument ratings.
Moody's also assumes that certain shared obligations for corporate
services could be moved to Windstream from Windstream
Communications Inc. This transfer may reduce the structural
subordination of existing debt at Windstream. However, Moody's has
insufficient information to fully assess the implications of this
transfer as Windstream has not disclosed the details of these
obligations in its audited financial statements.
Windstream's Ba3 rating reflects its scale as a national wireline
operator with a stable, predictable base of recurring revenues,
offset by high leverage and weak after-dividend free cash flow.
The rating includes Moody's view that Windstream's leverage will
remain above 4x Debt to EBITDA (Moody's Adjusted) for the next
several years. The company is fully committed to its high dividend
payout, which consumes the majority of its discretionary cash
flow. Moody's believes that the high dividend has prevented
Windstream from reducing leverage and is a factor in the company's
decision to reduce capital spending.
The stable outlook reflects Moody's view that Windstream will
maintain approximately flat EBITDA and stable cash flows over the
next few years despite the margin pressure.
Moody's could raise Windstream's ratings if leverage were to be
sustained below 3.75x (Moody's adjusted) and free cash flow to
debt were in the mid-single digits percentage range.
Moody's could lower the ratings further if leverage were to exceed
4.25x (Moody's adjusted) or free cash flow turns negative, on a
sustained basis.
Windstream Corporation, Inc. is a pure-play wireline operator
headquartered in Little Rock, AR. The company was formed by a
merger of Alltel Corporation's wireline operations and Valor
Communications Group in July 2006. Windstream has continued to
grow through acquisitions and, following the acquisition of PAETEC
Holding Corp. in 2011, Windstream provides services in 48 states.
The principal methodology used in this rating was the Global
Telecommunications Industry published in December 2010. Other
methodologies used include Loss Given Default for Speculative-
Grade Non-Financial Companies in the U.S., Canada and EMEA
published in June 2009.
YOSHI'S SF: Hearing on FDC Dismissal Motion Continued to Oct. 9
---------------------------------------------------------------
The hearing to consider creditor Fillmore Development Commercial,
LLC's motion to dismiss the involuntary Chapter 11 case of Yoshi's
San Francisco is continued to Oct. 9, 2013, at 2:00 p.m.
About Yoshi's San Francisco
An involuntary Chapter 11 bankruptcy petition (Bankr. N.D. Calif.
Case No. 12-49432) was filed on Nov. 28, 2012, against Yoshi's San
Francisco, aka Yoshi's San Francisco LLC, an upscale nightclub,
music venue, and Japanese restaurant located in Oakland. The
alleged creditors are Yoshi's Japanese Restaurant, allegedly owed
$1.28 million; Apex Refrigeration Corp., owed $504; and East Bay
Restaurant Supply Inc., owed $2,707.
Judge Roger L. Efremsky oversees the case, taking over from Judge
M. Elaine Hammond. Scott H. McNutt, Esq., and Shane J. Moses,
Esq., at McNutt Law Group, represent the Debtor as counsel. YSF
opened its doors in December 2007. The project was part of a
partnership involving the City and County of San Francisco and a
real estate developer, Fillmore Development Commercial, LLC. YSF
is a California limited liability company with two members, both
of which are corporate entities. The majority member is Yoshi's
Fillmore, LLC, of which Yoshi's Japanese Restaurant in Oakland is
the principal member and manager. The minority member is Fillmore
Jazz Club, LLC, a group of investors managed by Michael Johnson,
who also manages the developer, FDC.
There is a provision in the YSF operating agreement that requires
unanimous agreement to take certain actions that have a permanent
effect on the company such as the filing of a voluntary Chapter 11
restructuring. This predictably led to acrimony and gridlock, and
prevented YSF management from taking what it believed were the
those actions necessary in the face of the company's continued
financial situation.
On Oct. 29, 2012, FDC filed a lawsuit in state court seeking
appointment of a receiver to take over control of YSF. YSF
recognized that this would be ultimately unproductive, because
it would be highly disruptive and potentially lead to loss of the
Yoshi's name, as well as the manager who has been the driving
force behind Yoshi's for 40 years.
YSF determined that the only option to allow the continued
operation of Yoshi's and protect the interests of all creditors
was for creditors of Yoshi's to file an involuntary bankruptcy
petition against YSF.
Fillmore Development Commercial, LLC, is represented by Sara L.
Chenetz, Esq., at Blank Rome LLP.
YSC INC: Case Summary & 20 Largest Unsecured Creditors
------------------------------------------------------
Debtor: YSC Inc.
dba Comfort Inn
Ramada Inn
4817 S. 283rd Place
Auburn, WA 98001
Bankruptcy Case No.: 13-17946
Chapter 11 Petition Date: August 30, 2013
Court: U.S. Bankruptcy Court
Western District of Washington (Seattle)
Judge: Marc Barreca
Debtor's Counsel: Jeffrey B. Wells, Esq.
WELLS AND JARVIS, P.S.
500 Union Street, Suite 502
Seattle, WA 98101
Tel: (206) 624-0088
E-mail: paralegal@wellsandjarvis.com
Scheduled Assets: $17,877,578
Scheduled Liabilities: $18,499,550
The petition was signed by Sang K. Yim, president.
Debtor's List of Its 20 Largest Unsecured Creditors:
Entity Nature of Claim Claim Amount
------ --------------- ------------
Ui Rye Heo -- $480,000
4817 283rd Place S.
Auburn, WA 98001
Whidbey Island Bank -- $476,946
14807 Highway 99
Lynnwood, WA 98087
Wyndham World Wide Franchisor -- $100,000
22 Sylvan Way
Parsippany, NJ 07054
US Foods -- $8,000
American Hotel Register -- $6,000
HD Supply -- $4,000
Lodge Net -- $4,000
Mt Hood -- $2,000
Simplex -- $2,000
Superior Linen Service -- $2,000
Food Services of America -- $1,500
Swisher -- $1,500
Hubert Company -- $1,300
Kone Inc. -- $600
The First Gardening -- $500
Sunset Air -- $500
Waffles NW -- $350
Courtesy Products -- $250
Brewery City Plaza -- $200
Eden -- $200
* Large Companies With Insolvent Balance Sheets
-----------------------------------------------
Total
Share- Total
Total Holders' Working
Assets Equity Capital
Company Ticker ($MM) ($MM) ($MM)
------- ------ ------ -------- -------
ABSOLUTE SOFTWRE ABT CN 126.4 (13.6) (13.3)
ABSOLUTE SOFTWRE ALSWF US 126.4 (13.6) (13.3)
ABSOLUTE SOFTWRE OU1 GR 126.4 (13.6) (13.3)
ADVANCED EMISSIO ADES US 87.0 (42.3) (18.0)
ADVANCED EMISSIO OXQ1 GR 87.0 (42.3) (18.0)
ADVENT SOFTWARE AXQ GR 824.6 (114.8) (202.7)
ADVENT SOFTWARE ADVS US 824.6 (114.8) (202.7)
AK STEEL HLDG AKS* MM 3,772.7 (181.0) 473.3
AK STEEL HLDG AKS US 3,772.7 (181.0) 473.3
ALLIANCE HEALTHC AIQ US 528.2 (131.1) 64.8
AMC NETWORKS-A AMCX US 2,460.3 (680.1) 735.0
AMC NETWORKS-A 9AC GR 2,460.3 (680.1) 735.0
AMER AXLE & MFG AYA GR 3,008.7 (101.6) 345.2
AMER AXLE & MFG AXL US 3,008.7 (101.6) 345.2
AMR CORP AAMRQ US 26,216.0 (8,216.0) (1,034.0)
AMR CORP AAMRQ* MM 26,216.0 (8,216.0) (1,034.0)
AMYLIN PHARMACEU AMLN US 1,998.7 (42.4) 263.0
ANGIE'S LIST INC ANGI US 111.8 (11.9) (9.4)
ANGIE'S LIST INC 8AL GR 111.8 (11.9) (9.4)
ANGIE'S LIST INC 8AL TH 111.8 (11.9) (9.4)
ARRAY BIOPHARMA AR2 TH 136.0 (21.9) 70.7
ARRAY BIOPHARMA AR2 GR 136.0 (21.9) 70.7
ARRAY BIOPHARMA ARRY US 136.0 (21.9) 70.7
AUTOZONE INC AZO US 6,783.0 (1,532.3) (657.7)
BERRY PLASTICS G BP0 GR 5,045.0 (251.0) 550.0
BERRY PLASTICS G BERY US 5,045.0 (251.0) 550.0
BIOCRYST PHARM BCRX US 39.9 (9.0) 21.6
BIOCRYST PHARM BO1 GR 39.9 (9.0) 21.6
BIOCRYST PHARM BO1 TH 39.9 (9.0) 21.6
BOSTON PIZZA R-U BPF-U CN 156.7 (108.0) (4.2)
BRP INC/CA-SUB V BRPIF US 1,768.0 (496.6) (21.8)
BRP INC/CA-SUB V DOO CN 1,768.0 (496.6) (21.8)
BRP INC/CA-SUB V B15A GR 1,768.0 (496.6) (21.8)
BUILDERS FIRSTSO B1F GR 505.5 (8.5) 188.3
BUILDERS FIRSTSO BLDR US 505.5 (8.5) 188.3
CABLEVISION SY-A CVC US 7,588.1 (5,565.5) (14.0)
CABLEVISION SY-A CVY GR 7,588.1 (5,565.5) (14.0)
CAESARS ENTERTAI C08 GR 26,844.8 (738.1) 833.8
CAESARS ENTERTAI CZR US 26,844.8 (738.1) 833.8
CALLIDUS SOFTWAR CALD US 123.1 (2.2) 2.8
CALLIDUS SOFTWAR CSQ GR 123.1 (2.2) 2.8
CAPMARK FINANCIA CPMK US 20,085.1 (933.1) -
CC MEDIA-A CCMO US 15,296.5 (8,289.2) 1,259.4
CENTENNIAL COMM CYCL US 1,480.9 (925.9) (52.1)
CHOICE HOTELS CZH GR 562.7 (520.0) 75.1
CHOICE HOTELS CHH US 562.7 (520.0) 75.1
CIENA CORP CIEN US 1,693.3 (97.9) 744.0
CIENA CORP CIE1 TH 1,693.3 (97.9) 744.0
CIENA CORP CIEN TE 1,693.3 (97.9) 744.0
CIENA CORP CIE1 GR 1,693.3 (97.9) 744.0
DELTA AIR LI DAL US 45,772.0 (1,184.0) (5,880.0)
DEX MEDIA INC DXM US 3,701.0 (6.0) 361.0
DIAMOND RESORTS DRII US 1,073.5 (81.3) 682.4
DIAMOND RESORTS D0M GR 1,073.5 (81.3) 682.4
DIRECTV DTV US 20,921.0 (5,688.0) (81.0)
DOMINO'S PIZZA EZV GR 468.8 (1,328.8) 73.7
DOMINO'S PIZZA EZV TH 468.8 (1,328.8) 73.7
DOMINO'S PIZZA DPZ US 468.8 (1,328.8) 73.7
DUN & BRADSTREET DB5 GR 1,902.0 (1,097.0) (194.9)
DUN & BRADSTREET DNB US 1,902.0 (1,097.0) (194.9)
DYAX CORP DYAX US 70.7 (37.0) 43.0
DYAX CORP DY8 GR 70.7 (37.0) 43.0
EVERYWARE GLOBAL EVRY US 340.7 (53.6) 134.8
FAIRPOINT COMMUN FRP US 1,606.4 (400.5) 19.6
FERRELLGAS-LP FEG GR 1,440.6 (29.0) 9.9
FERRELLGAS-LP FGP US 1,440.6 (29.0) 9.9
FIFTH & PACIFIC LIZ GR 846.2 (213.7) (64.6)
FIFTH & PACIFIC FNP US 846.2 (213.7) (64.6)
FINJAN HOLDINGS FNJND US 2.7 (2.5) (3.0)
FOREST OIL CORP FOL GR 1,913.7 (67.4) (129.4)
FOREST OIL CORP FST US 1,913.7 (67.4) (129.4)
FREESCALE SEMICO FSL US 3,129.0 (4,583.0) 1,235.0
FREESCALE SEMICO 1FS GR 3,129.0 (4,583.0) 1,235.0
GENCORP INC GY US 1,411.1 (366.9) 27.9
GENCORP INC GCY TH 1,411.1 (366.9) 27.9
GENCORP INC GCY GR 1,411.1 (366.9) 27.9
GLG PARTNERS INC GLG US 400.0 (285.6) 156.9
GLG PARTNERS-UTS GLG/U US 400.0 (285.6) 156.9
GLOBAL BRASS & C 6GB GR 576.5 (37.0) 286.9
GLOBAL BRASS & C BRSS US 576.5 (37.0) 286.9
GOLD RESERVE INC GRZ CN 78.3 (25.8) 56.9
GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5
HALOGEN SOFTWARE HGN CN 22.8 (46.2) (9.4)
HCA HOLDINGS INC HCA US 27,934.0 (7,485.0) 1,771.0
HD SUPPLY HOLDIN 5HD GR 6,459.0 (1,720.0) 1,199.0
HD SUPPLY HOLDIN HDS US 6,459.0 (1,720.0) 1,199.0
HOVNANIAN ENT-A HOV US 1,618.9 (478.5) 929.3
HOVNANIAN ENT-A HO3 GR 1,618.9 (478.5) 929.3
HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8)
HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8)
INCONTACT INC DKF GR - (86.5) -
INCONTACT INC SAAS US - (86.5) -
INCYTE CORP INCY US 334.2 (27.8) 210.4
INFOR US INC LWSN US 6,202.6 (476.4) (417.5)
INSYS THERAPEUTI INSY US 22.2 (63.5) (70.0)
INSYS THERAPEUTI NPR1 GR 22.2 (63.5) (70.0)
IPCS INC IPCS US 559.2 (33.0) 72.1
ISTA PHARMACEUTI ISTA US 124.7 (64.8) 2.2
JUST ENERGY GROU JE CN 1,505.7 (215.4) (97.4)
JUST ENERGY GROU JE US 1,505.7 (215.4) (97.4)
JUST ENERGY GROU 1JE GR 1,505.7 (215.4) (97.4)
L BRANDS INC LTD US 5,776.0 (994.0) 634.0
LIN MEDIA LLC L2M GR 1,221.8 (63.5) (97.2)
LIN MEDIA LLC LIN US 1,221.8 (63.5) (97.2)
LIN MEDIA LLC L2M TH 1,221.8 (63.5) (97.2)
LIPOCINE INC LPCN US 0.0 (0.0) (0.0)
LORILLARD INC LO US 3,335.0 (1,855.0) 1,587.0
MANNKIND CORP NNF1 TH 212.4 (152.4) (234.6)
MANNKIND CORP MNKD US 212.4 (152.4) (234.6)
MANNKIND CORP NNF1 GR 212.4 (152.4) (234.6)
MARRIOTT INTL-A MAR US 6,377.0 (1,493.0) (1,063.0)
MARRONE BIO INNO MBII US 17.8 (45.1) (21.6)
MDC PARTNERS-A MDZ/A CN 1,389.4 (16.6) (204.5)
MDC PARTNERS-A MDCA US 1,389.4 (16.6) (204.5)
MDC PARTNERS-A MD7A GR 1,389.4 (16.6) (204.5)
MEDIA GENERAL-A MEG US 739.6 (206.4) 30.6
MERITOR INC AID1 GR 2,477.0 (1,059.0) 278.0
MERITOR INC MTOR US 2,477.0 (1,059.0) 278.0
MERRIMACK PHARMA MACK US 107.3 (58.3) 28.2
MONEYGRAM INTERN MGI US 5,075.8 (148.2) 30.1
MORGANS HOTEL GR MHGC US 580.7 (163.7) 9.9
MORGANS HOTEL GR M1U GR 580.7 (163.7) 9.9
MPG OFFICE TRUST MPG US 1,280.0 (437.3) -
NATIONAL CINEMED XWM GR 831.0 (308.8) 122.2
NATIONAL CINEMED NCMI US 831.0 (308.8) 122.2
NAVISTAR INTL IHR TH 8,723.0 (3,638.0) 1,562.0
NAVISTAR INTL IHR GR 8,723.0 (3,638.0) 1,562.0
NAVISTAR INTL NAV US 8,723.0 (3,638.0) 1,562.0
NEKTAR THERAPEUT ITH GR 412.8 (40.5) 144.1
NEKTAR THERAPEUT NKTR US 412.8 (40.5) 144.1
NYMOX PHARMACEUT NY2 TH 1.8 (7.4) (1.9)
NYMOX PHARMACEUT NY2 GR 1.8 (7.4) (1.9)
NYMOX PHARMACEUT NYMX US 1.8 (7.4) (1.9)
OMEROS CORP OMER US 23.1 (12.3) 10.4
OMTHERA PHARMACE OMTH US 18.3 (8.5) (12.0)
PALM INC PALM US 1,007.2 (6.2) 141.7
PDL BIOPHARMA IN PDLI US 401.4 (1.3) 46.7
PDL BIOPHARMA IN PDL TH 401.4 (1.3) 46.7
PDL BIOPHARMA IN PDL GR 401.4 (1.3) 46.7
PHILIP MORRIS IN PM US 37,140.0 (3,929.0) 2,049.0
PHILIP MRS-BDR PHMO11B BZ 37,140.0 (3,929.0) 2,049.0
PLAYBOY ENTERP-A PLA/A US 165.8 (54.4) (16.9)
PLAYBOY ENTERP-B PLA US 165.8 (54.4) (16.9)
PLY GEM HOLDINGS PGEM US 1,102.0 (70.2) 194.4
PLY GEM HOLDINGS PG6 GR 1,102.0 (70.2) 194.4
PROTECTION ONE PONE US 562.9 (61.8) (7.6)
QUALITY DISTRIBU QLTY US 474.4 (42.0) 99.0
QUINTILES TRANSN Q US 2,426.7 (1,322.3) 217.5
REGAL ENTERTAI-A RETA GR 2,608.4 (697.9) (21.2)
REGAL ENTERTAI-A RGC US 2,608.4 (697.9) (21.2)
REGAL ENTERTAI-A RGC* MM 2,608.4 (697.9) (21.2)
RENAISSANCE LEA RLRN US 57.0 (28.2) (31.4)
RENTPATH INC PRM US 208.0 (91.7) 3.6
REVLON INC-A RVL1 GR 1,269.7 (632.4) 180.6
REVLON INC-A REV US 1,269.7 (632.4) 180.6
RITE AID CORP RAD US 6,945.4 (2,357.5) 1,822.5
RURAL/METRO CORP RURL US 303.7 (92.1) 72.4
SALLY BEAUTY HOL S7V GR 1,892.1 (280.5) 523.4
SALLY BEAUTY HOL SBH US 1,892.1 (280.5) 523.4
SILVER SPRING NE 9SI GR 506.9 (86.7) 69.5
SILVER SPRING NE SSNI US 506.9 (86.7) 69.5
SUNESIS PHARMAC SNSS US 50.6 (5.8) 15.3
SUNESIS PHARMAC RYIN TH 50.6 (5.8) 15.3
SUNESIS PHARMAC RYIN GR 50.6 (5.8) 15.3
SUNGAME CORP SGMZ US 0.2 (2.0) (2.0)
SUPERVALU INC SVU US 4,691.0 (1,084.0) 2.0
SUPERVALU INC SJ1 TH 4,691.0 (1,084.0) 2.0
SUPERVALU INC SJ1 GR 4,691.0 (1,084.0) 2.0
SUPERVALU INC SVU* MM 4,691.0 (1,084.0) 2.0
TAUBMAN CENTERS TCO US 3,369.8 (191.4) -
TAUBMAN CENTERS TU8 GR 3,369.8 (191.4) -
THRESHOLD PHARMA THLD US 104.5 (25.2) 80.0
THRESHOLD PHARMA NZW1 GR 104.5 (25.2) 80.0
TOWN SPORTS INTE CLUB US 414.5 (43.7) (14.3)
TOWN SPORTS INTE T3D GR 414.5 (43.7) (14.3)
TROVAGENE INC TROV US 9.6 (2.5) 7.1
TROVAGENE INC-U TROVU US 9.6 (2.5) 7.1
ULTRA PETROLEUM UPM GR 2,062.9 (441.1) (266.6)
ULTRA PETROLEUM UPL US 2,062.9 (441.1) (266.6)
UNISYS CORP UISEUR EU 2,275.8 (1,536.0) 412.2
UNISYS CORP UIS US 2,275.8 (1,536.0) 412.2
UNISYS CORP USY1 GR 2,275.8 (1,536.0) 412.2
UNISYS CORP UISCHF EU 2,275.8 (1,536.0) 412.2
UNISYS CORP USY1 TH 2,275.8 (1,536.0) 412.2
UNISYS CORP UIS1 SW 2,275.8 (1,536.0) 412.2
VECTOR GROUP LTD VGR US 1,069.5 (129.5) 384.8
VECTOR GROUP LTD VGR GR 1,069.5 (129.5) 384.8
VENOCO INC VQ US 695.2 (258.7) (39.2)
VERISIGN INC VRSN US 2,524.8 (273.9) 312.7
VIRGIN MOBILE-A VM US 307.4 (244.2) (138.3)
VISKASE COS I VKSC US 334.7 (3.4) 113.5
WEIGHT WATCHERS WTW US 1,310.8 (1,561.1) (84.7)
WEIGHT WATCHERS WW6 GR 1,310.8 (1,561.1) (84.7)
WEST CORP WSTC US 3,462.1 (819.5) 338.0
WEST CORP WT2 GR 3,462.1 (819.5) 338.0
WESTMORELAND COA WLB US 933.6 (281.6) (11.1)
XERIUM TECHNOLOG XRM US 600.8 (35.1) 123.8
XOMA CORP XOMA GR 76.9 (16.9) 46.5
XOMA CORP XOMA US 76.9 (16.9) 46.5
XOMA CORP XOMA TH 76.9 (16.9) 46.5
YRC WORLDWIDE IN YRCW US 2,172.5 (641.5) 105.5
*********
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.
A list of Meetings, Conferences and Seminars appears in each
Wednesday's edition of the TCR. Submissions about insolvency-
related conferences are encouraged. Send announcements to
conferences@bankrupt.com/
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.
For copies of court documents filed in the District of Delaware,
please contact Vito at Parcels, Inc., at 302-658-9911. For
bankruptcy documents filed in cases pending outside the District
of Delaware, contact Ken Troubh at Nationwide Research &
Consulting at 207/791-2852.
*********
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, Ronald C. Sy, Joel Anthony G. Lopez, Cecil R.
Villacampa, Sheryl Joy P. Olano, Ivy B. Magdadaro, Carlo
Fernandez, Christopher G. Patalinghug, and Peter A. Chapman,
Editors.
Copyright 2013. All rights reserved. ISSN: 1520-9474.
This material is copyrighted and any commercial use, resale or
publication in any form (including e-mail forwarding, electronic
re-mailing and photocopying) is strictly prohibited without prior
written permission of the publishers. Information contained
herein is obtained from sources believed to be reliable, but is
not guaranteed.
The TCR subscription rate is $975 for 6 months delivered via
e-mail. Additional e-mail subscriptions for members of the same
firm for the term of the initial subscription or balance thereof
are $25 each. For subscription information, contact Peter A.
Chapman at 215-945-7000 or Nina Novak at 202-241-8200.
*** End of Transmission ***