/raid1/www/Hosts/bankrupt/TCR

/raid1/www/Hosts/bankrupt/TCR_Public/130924.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 24, 2013, Vol. 17, No. 265 Headlines ADAMIS PHARMACEUTICALS: Amends 26.5MM Shares Resale Prospectus ADEPT TECHNOLOGIES: Cash Collateral Hearing on Sept. 30 ADEPT TECHNOLOGIES: Hearing on Plan Objections Continued to Oct 21 ADVANCED COMPUTER: Court Dismisses Chapter 11 Case AGFEED INDUSTRIES: To Auction Affiliate That Holds Chinese Assets AMERICAN AIRLINES: Merger Risk Seen Ebbing as US Airways Rallies AMERICAN AIRLINES: Demands DOJ Docs on Airline Mergers AMERICAN AXLE: S. Dauch Held 9.9% Equity Stake at Aug. 29 AMERICAN LOCKER: Has Forbearance with BofA Until Nov. 30 AMERICAN STANDARD: Inks Forbearance Agreement With Pentwater ANACOR PHARMACEUTICALS: Awaits Ruling on Valeant Arbitration ANGLO IRISH: Gets Short-Term Protection From US Suits ARMORWORKS ENTERPRISES: Blasts Request for Ch. 11 Case Trustee ATARI INC: Files Plan; French Parent to Keep Brand, Other Assets ATLANTIC COAST: Thomas Wagers Resigns From All Positions AVSTAR FUEL: IP Claims Headed to Bankruptcy Court BENTLEY PREMIER: Can Use Cash Collateral Thru October 1 BENTLEY PREMIER: Lenders Seek Trustee Appointment BENTLEY PREMIER: UST Seeks Ch. 11 Trustee Appt. or Case Conversion BENTLEY PREMIER: Files Schedules of Assets & Liabilities BION ENVIRONMENTAL: Incurs $8.2 Million Net Loss in Fiscal 2013 BOART LONGYEAR: S&P Raises Rating on New $300MM Notes to 'BB-' BON-TON STORES: Appoints a New Member to Its Board of Directors BORGER HOSPITALITY: Fredericksburg Claim Gets "Unsecured" Status BRADFORD ACADEMY: S&P Lowers Rating on 2007 & 2009 Bonds to 'D' BRAND ENERGY: S&P Puts 'B' CCR on CreditWatch Negative BROWNSVILLE MD: Taps Hire Husch Blackwell as Bankruptcy Counsel CAESARS ENTERTAINMENT: Discloses Information to Potential Lenders CANCER GENETICS: Files Copy of Investor Presentation CASH STORE: Faces $110-Mil. Lawsuit Over Alleged Loan Default CENGAGE LEARNING: Apax to Provide LBO Documents to Creditors CENTENNIAL BEVERAGE: Can Hire Montgomery Coscia as Tax Advisor CHINA CEETOP.COM: Guizhou Buys 42.5% of Equity in Hangzhou CHRYSLER GROUP: Fiat's Marchionne Turns to Union Ally Bloom CHRYSLER LLC: Files for IPO to Break Fiat-UAW Impasse on Value CNO FINANCIAL: Fitch Affirms B+ Unsecured Convertible Notes Rating CODA HOLDINGS: Disclosure Statement Hearing Resumes Tuesday COMMERCIAL MORTGAGE: Trial Against Former CEO Began Monday CONSOLIDATED CAPITAL: To Sell Highcrest for $20.2 Million COPYTELE INC: Amends July 31 Quarter Form 10-Q DAMES POINT: Parties Dispute "Bad Faith" Plan Filing DEL MONTE: Fitch Affirms 'B' Issuer Default Rating DETROIT, MI: Sewer Funds Possibly at Risk DETROIT, MI: Pension Fund Loses $40MM Claim Over CDOs DETROIT, MI: Former U.S. Auto Czar Ron Bloom to Advise Retirees DEWEY & LEBOEUF: Judge Keeps Suit Against Former Managers in Iowa DIONNE WARWICK: Seeks to Wipe Out $10.2 Million in Taxes DTS8 COFFEE: To Introduce Don Manuel(R) Coffee in China DUMA ENERGY: Steven Carter Quits as Director EARL SIMMONS: Rapper DMX Running Low on Cash EASTMAN KODAK: Contrarian Amends Report on Shares Ownership ECOSPHERE TECHNOLOGIES: Files Pro Forma Financial Statements ECOTALITY INC: Asset Sale, Ch. 11 Financing Get Green Light EDENOR SA: Board Approves Pampa's Change of Payment Proposal ELBIT IMAGING: Asks Court to Approve Adjusted Plan of Arrangement EMPIRE RESORTS: Court Dismissed Concord Lawsuit ETOYS INC: Goldman Pays $7.5MM To Exit Suit Over 1999 Toy Co. IPO EVERGREEN OIL: Hires Cohen McKeon as Litigation Counsel FAIRWAY GROUP: S&P Assigns 'B-' Corp. Credit Rating FINJAN HOLDINGS: Amends 21.5 Million Shares Resale Prospectus FIRSTFINANCIAL PLUS: Reputed Mafia Associate Cops Plea in Case FIRST NATIONAL: Annual Meeting Proposals Deadline on Oct. 14 FRIENDFINDER NETWORKS: Given Interim Use of Cash Collateral FRIENDFINDER NETWORKS: Akerman Senterfitt Hiring Approvals Sought FRIENDFINDER NETWORKS: BMC Group Hiring Approved FURNITURE BRANDS: Oct. 2 Hearing on Auction Procedures FURNITURE BRANDS: Reports Changes to DIP Terms FURNITURE BRANDS: Duke Energy, Piedmont Demand 2-Month Deposit GATEHOUSE MEDIA: Asks for Debtholders' Vote on Ch. 11 Plan GENIUS BRANDS: Barry Honig Held 7.9% Equity Stake at Sept. 6 GLOBAL AVIATION: ABI Fund Receives $210,000 From Creditors Trust GLOBALSTAR INC: Presented at Imperial Capital's Conference GREAT PLATTE: Nebraska Archway Museum Plan Confirmed GREIF INC: S&P Lowers CCR to 'BB'; Outlook Stable HARRISBURG, PA: Recovery Plan Approval Lets City Skirt Bankruptcy HILTON WORLDWIDE: S&P Retains 'BB-' Corporate Credit Rating HOSTESS BRANDS: Headed for Structured Dismissal of Ch. 11 Case HOWREY LLP: Suit v. Baker Hughes Transferred to District Court HOWREY LLP: Suit v. Ropes & Gray Transferred to District Court HOWREY LLP: Suit v. Haynes & Boone Transferred to District Court HOWREY LLP: Suit v. Hogan Lovells US Goes to District Court HOWREY LLP: Suit v. Hunton & Williams Goes to District Court HUDSON'S BAY: S&P Assigns 'B+' Corporate Credit Rating HUNTSMAN CORP: S&P Affirms 'BB' CCR & Revises Outlook to Negative INFINIA CORP: Solar Power Project Files Ch.11 to Sell to Lender INNOVIDA HOLDINGS: Exec Gets 4 Years for $40MM Scheme INSPIRATION BIOPHARMACEUTICALS: Hilco Okayed as IP Sales Agent INVESTORS CAPITAL: PBI Gets Ok to Continue Collecting Escrow Funds IOWORLDMEDIA INC: Z. McAdoo Held 18.2% Equity Stake at Sept. 2 J. CREW GROUP: S&P Affirms 'B' CCR & Revises Outlook to Stable KEYWELL LLC: To Sell Assets to Cronimet in Chapter 11 Bankruptcy KHAN FAMILY: Wants to Hire Barnes Alford as Special Counsel LIGHTSQUARED INC: Lenders Oppose Company's Auction Procedures LOCATION BASED TECHNOLOGIES: Transcript of 2013 Annual Meeting LONGVIEW POWER: Contractors Want Stay Lifted for Arbitration LLS AMERICA: Bankr. Judge Recommends Final Judgment Against Frank MAGYAR TELECOM: Obtains Consents From Senior Secured Note Holders MICROVISION INC: Obtains $6.6 Million From Securities Offering MILLER ENERGY: 6th Circ. Nixes Investor Suit Over Oil Assets MOBILEBITS HOLDINGS: Incurs $1.3-Mil. Net Loss in July 31 Quarter MONTREAL MAINE: Ch.11 Trustee Hires Verrill Dana as Counsel MONTREAL MAINE: Can Employ Verrill Dana as Counsel MOTORS LIQUIDATION: Claims Objection Deadline Moved to March 20 MOVIE GALLERY: Suit Against Collection Firm Stays in Bankr. Court MUNICIPAL MORTGAGE: SEC Suspends Trading of Securities MUSCLEPHARM CORP: Holders OK Cancellation of Preferred Shares NATIONAL HOLDINGS: To Issue 15.5 Million Shares Under 2013 Plan NELSON J. CHATELAIN: Huntsville Golf Fails to Overturn Ruling NEOMEDIA TECHNOLOGIES: Inks RRA with YA Global NESBITT PORTLAND: Seeks Nod for New Chapter 11 Plan NET TALK.COM: Shad Stastney Resigns as Director NIELSEN HOLDINGS: S&P Assigns 'BB' Rating to $500MM Senior Notes OLIVER HEIGHTS: Kansas Appeals Court Rules in "Smith" Action OPTIMUMBANK HOLDINGS: Joel Klein Buys 83,333 Common Shares OVERSEAS SHIPHOLDING: Projections for Tanker & Barge Businesses PATRIOT COAL: Has Leave to Conduct Rule 2004 Exam of Arch Coal PATRIOT COAL: UMWA Rejected Healthcare Offer Comparable to Peabody PERSONAL COMMUNICATIONS: Wants To Tap Richter as Financial Advisor PERSONAL COMMUNICATIONS: Taps BG Strategic as Investment Banker PERSONAL COMMUNICATIONS: Panel Wants Perkins Coie as Counsel PERSONAL COMMUNICATIONS: Panel Seeks to Tap FTI as Fin. Advisor PERSONAL COMMUNICATIONS: Files Schedules of Assets & Liabilities PLEASE TOUCH: S&P Lowers Rating on 2006 Revenue Bonds to 'CC' PONCE DE LEON: Taps Trans Indies Realty as Real Estate Broker QUALTEQ INC: Appeal Over Limited Privileged Waiver Dismissed RGR WATKINS: Creditor Wants Receiver to Forego Sec. 543 Compliance RGR WATKINS: Creditor Opposes Request to Use Cash Collateral RHINOCEROS VISUAL: Files to Halt Eviction RITE AID: Posts $32.8 Million Net Income for Second Quarter ROLLING MEADOWS: Fitch Affirms 'BB+' Rating on $17.85BB 2012 Bonds RURAL/METRO CORP: KPMG Hiring Approval Sought SEGA BIOFUELS: Seeks to Employ McCallar as Bankruptcy Counsel SINCLAIR BROADCAST: S&P Affirms 'BB-' Corp. Credit Rating TERRA-GEN FINANCE: S&P Affirms B CCR & Alters Outlook to Positive SPIG INDUSTRY: Seeks to Employ Copeland Law Firm as Ch. 11 Counsel STOCKTON, CA: Judge Advances City Resident's Tax Challenge SUN BANCORP: Appoints Sidney Brown as Chairman SURTRONICS INC: First-Citizens Objects to Cash Collateral Motion SURTRONICS INC: Seeks to Pay $181,000 to Critical Vendors SURTRONICS INC: Plan & Disclosure Statement Due Dec. 9 THOMAS TAFFE: Court Won't Stop Stream Hill Park Foreclosure Sale UROLOGIX INC: Incurs $4.3-Mil. Net Loss in Fiscal 2013 UNITEK GLOBAL: Amends Report on Thornton Engagement VADDA ENERGY: Incurs $444K Net Loss in First Quarter VALLEJO, CA: District Court Rules in "Wilson" Suit VIVARO CORP: Seeks Plan Filing Extension; Probes Avoidance Claims VPR CORP: Court Clears Co. to Sell Assets to COG, Stanolind WATERSTONE AT PANAMA: Withdraws Bid to Use Cash Collateral WATERSTONE AT PANAMA: Lenox Wants Exclusivity Terminated WAVE SYSTEMS: Amends At Market Sales Agreement with MLV & Co. WESTINGHOUSE SOLAR: Stockholders Elect Four Directors WESTMORELAND COAL: Copy of 2013 Investor Presentation WESTMORELAND COAL: J. Gendell Held 13.2% Equity Stake at Sept. 12 WESTWAY GROUP: S&P Rates $270MM Senior Secured Loan 'BB-' XZERES CORP: To Issue 300,000 Shares to Consultant YOUNG OIL: CEO Slapped With Mail Fraud Charges YRC WORLDWIDE: CEO James Welch to Serve as Pres. of YRC Freight Z TRIM HOLDINGS: Edward Smith Held 71% Equity Stake at Sept. 18 * No Judicial Estoppel After Chapter 13 Payments Done * JPMorgan Fined $389 Million for Deceptive Credit Card Practices * 2013 FDIC Lawsuit Filings Exceeding Levels in Prior Years * FriendFinder's Chapter 11 Pushes Global Default Tally to 58 * Road to Municipal Financial Distress Varies by City * 2nd Cir. Appoints Julie Ann Manning as D. Conn. Bankruptcy Judge * Anderson Kill Scoops Up 5 Attys From Boutique Firm * Large Companies With Insolvent Balance Sheets ********* ADAMIS PHARMACEUTICALS: Amends 26.5MM Shares Resale Prospectus -------------------------------------------------------------- Adamis Pharmaceuticals Corp has amended its registration statement relating to the resale of up to 26,499,996 shares of the Company's common stock to be offered by Brio Capital Master Fund Ltd., Midsummer Small Cap Master, Ltd., DAFNA LifeScience Select Ltd., et al., upon the conversion of outstanding secured convertible promissory notes and the exercise of outstanding common stock purchase warrants by the selling stockholders. The selling stockholders may sell shares of common stock from time to time in the principal market on which the Company's common stock is traded at the prevailing market prices or in privately negotiated transactions. The Company will not receive any of the proceeds from the sale of common stock by the selling stockholders. However, the Company will generate proceeds in the event of a cash exercise of the warrants by the selling stockholders. All expenses of registration incurred in connection with this offering are being borne by the Company. All selling and other expenses incurred by the selling stockholders will be borne by the selling stockholders. The Company's common stock is quoted on the OTCQB platform of OTC Markets, Inc., under the symbol "ADMP." On Sept. 17, 2013, the last reported sale price of the Company's common stock as reported on the OTCQB was $0.39 per share. A copy of the Form S-1/A is available for free at: http://is.gd/HZJ2Up About Adamis San Diego, Calif.-based Adamis Pharmaceuticals Corporation (OTC QB: ADMP) is a biopharmaceutical company engaged in the development and commercialization of specialty pharmaceutical and biotechnology products in the therapeutic areas of respiratory disease, allergy, oncology and immunology. The Company's balance sheet at June 30, 2013, showed $4.1 million in total assets, $9.1 million in total liabilities, and a stockholders' deficit of $5.0 million. The Company's independent registered public accounting firm has included a "going concern" explanatory paragraph in its report on the Company's financial statements for the years ended March 31, 2013, and 2012, indicating that the Company has incurred recurring losses from operations and has limited working capital to pursue its business alternatives, and that these factors raise substantial doubt about the Company's ability to continue as a going concern. ADEPT TECHNOLOGIES: Cash Collateral Hearing on Sept. 30 ------------------------------------------------------- ADEPT Technologies, LLC, asks the U.S. Bankruptcy Court for the District of Alabama for authorization to continue using cash collateral of PNC Bank until the week ended Oct. 7, 2013, pursuant to a budget. As adequate protection for the use of the cash collateral derived from the Debtor's accounts receivable and proceeds thereof, the Debtor offers to pay PNC the sum of $62,982 per month. As additional adequate protection, PNC will be granted a first priority replacement lien in all accounts and accounts receivable of the Debtor and proceeds of the same, subject and subordinate only to the carve-out for statutory fees and the aggregate allowed unpaid fees and expenses of professional persons retained by order of the Court. The Debtor's motion was prepared by: Kevin D. Heard, Esq. HEARD ARY, LLC 307 Clinton Ave. West, Suite 310 Huntsville, AL 35801 Tel: (256) 535-0817 E-mail: kheard@heardlaw.com The hearing on the motion will be held on Sept. 30, 2013 at 9:00 a.m. About ADEPT Technologies ADEPT Technologies, LLC, filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 12-83490) on Oct. 31, 2012, in Decatur, Alabama. The Debtor, which has principal assets located in Huntsville, Alabama, estimated assets of $10 million to $50 million and liabilities of up to $10 million. Judge Jack Caddell presides over the case. Kevin D. Heard, Esq., at Heard Ary, LLC, represents the Debtor as counsel. The petition was signed by Brad Fielder, managing member. ADEPT TECHNOLOGIES: Hearing on Plan Objections Continued to Oct 21 ------------------------------------------------------------------ The hearing on Birmingham City Wide Local Development Company, Inc.'s and Southern Development Council, Inc.'s objections to the confirmation of ADEPT Technologies, LLC's Chapter 11 Plan has been rescheduled for Oct. 21, 2013, at 9:00 a.m. As reported by the Troubled Company Reporter on March 27, 2013, the Court proposes a 10% recovery for allowed general unsecured claims. Under the Plan, First Volunteer Bank will retain its lien on the collateral securing the Debtor's $129,536 prepetition loan until the time the debt is paid in full, with the secured claim to be paid through monthly payments of $943 per month; (ii) PNC Bank's $6.2 million secured claim will be paid through the execution of a new promissory note to be secured by the same collateral upon which PNC had a lien prepetition according to its same priority; and (iii) the Debtor will restructure its $2.2 million and $135,078 secured debt with Southern Development Council, Inc., and will assume the debt according to the terms and conditions of the existing finance agreements in place. SDC will retain its lien on the collateral securing the debt until the time the debt is paid in full. About ADEPT Technologies ADEPT Technologies, LLC, filed a Chapter 11 petition (Bankr. N.D. Ala. Case No. 12-83490) on Oct. 31, 2012, in Decatur, Alabama. The Debtor, which has principal assets located in Huntsville, Alabama, estimated assets of $10 million to $50 million and liabilities of up to $10 million. Judge Jack Caddell presides over the case. Kevin D. Heard, Esq., at Heard Ary, LLC, represents the Debtor as counsel. The petition was signed by Brad Fielder, managing member. ADVANCED COMPUTER: Court Dismisses Chapter 11 Case -------------------------------------------------- As stated in open court on Aug. 20, 2013, Judge Brian K. Texter of the U.S. Bankruptcy Court for the District of Puerto Rico has dismissed with prejudice the Chapter 11 case of Advanced Computer Technology (Act), Inc. The Debtor is barred from refiling a bankruptcy case for a period of one year. Berrios & Longo Law Offices, in its motion to dismiss, stated that, among other things: 1. ACT has not paid all postpetition taxes. 2. ACT, its management, accountants and professionals have incurred in open breach of the duties of the DIP. 3. ACT has made unauthorized use of cash collateral. About Advanced Computer San Juan, Puerto Rico-based Advanced Computer Technology (ACT), Inc., filed a Chapter 11 petition (Bankr. D.P.R. Case No. 12- 04454) in Old San Juan on June 6, 2012. The Debtor, an information system consulting firm, disclosed $10.34 million in assets and $6.176 million in liabilities in its schedules. It said software and licenses rights are worth $6.30 million. The value of its 100% ownership of Sprinter Solutions, Inc., is unknown. The Debtor's only shareholder is Investigacion Y Programas, S.A. Its president is Jaime Romano and its secretary and chief executive officer is Osvaldo Karuzic, none of whom hold any shares in the Debtor. Bankruptcy Judge Brian K. Tester presides over the case. Charles Alfred Cuprill, Esq., at Charles A. Cuprill, PSC Law Offices, in San Juan, P.R., serves as the Debtor's counsel. William Santiago-Satre, Esq., at De Diego Law Offices, in Carolina, P.R., represents Banco Bilbao Vizcaya Argentaria Puerto Rico as counsel. AGFEED INDUSTRIES: To Auction Affiliate That Holds Chinese Assets ----------------------------------------------------------------- Marie Beaudette, writing for DBR Small Cap, reported that AgFeed Industries Inc. is seeking to auction the stock in the affiliate that holds its Chinese operations in November, with China's Ningbo Tech-Bank Co. kicking off bidding with a $50.5 million offer. BankruptcyData reported that AgFeed Industries filed with the U.S. Bankruptcy Court a motion for entry of (a) an order (i) scheduling a hearing on approval of the proposed stock purchase agreement (SPA) regarding the sale and purchase of the stock of AgFeed Industries (British Virgin Islands); (ii) approving certain bidding procedures with respect to the proposed SPA; (iii) approving the break-up fee, expense reimbursement and form and manner of notice thereof and (iv) granting related relief and (b) an order (i) authorizing and approving AgFeed Industries' sale of the stock of AgFeed Industries (British Virgin Islands), (ii) approving a certain SPA, (iii) authorizing and approving AgFeed Industries' entry into and consummation of the SPA and (iv) granting related relief. The motion states, "After consideration of the various expressions of interest, AgFeed Industries and the Proposed Purchaser entered into the SPA, pursuant to which, subject to Court approval and the auction process proposed herein, the Proposed Purchaser has agreed to purchase and AgFeed Industries has agreed to sell 100% of the outstanding shares of AgFeed Industries, Inc. (British Virgin Islands) (the 'Target Shares') for $50.5 million. AgFeed Industries has determined that the floor established by the proposed sale to the Proposed Purchaser (the 'Proposed Sale'), subject to higher and better bids with approval of the Court in an open auction process pursuant to section 363 of the Bankruptcy Code, affords AgFeed Industries the best opportunity to maximize value for their creditors... The primary purpose of the auction and sale process is to provide for a sale of the Target Shares to the party that submits the highest and best offer in accordance with the Bidding Procedures." If the Company accepts a higher and better offer for the target shares than the one proposed by Good Charm International Development (the proposed purchaser) or confirms a Plan of Reorganization that involves the disposition or revesting of the target shares, then the seller may terminate the SPA and, upon closing on any alternative transaction, pay to the proposed purchaser a break-up fee of $1,586,400 and expense reimbursement fee not to exceed an amount of $528,800. The deadline to submit qualified competing bids is November 13, 2013 and an auction, if necessary, would be conducted on November 18, 2013. A hearing to approve the sale will be held on November 21, 2013. Sale Amid Scrutiny Law360 reported that bankrupt AgFeed Industries agreed to sell its Chinese assets to a Hong Kong business for $52.8 million last week as the U.S. Trustee's Office asked a Delaware bankruptcy judge to appoint an examiner to learn more about the state of AgFeed's Chinese operations. According to the report, the stalking horse bid from Good Charm International Development Ltd. marks a loss of nearly $20 million from the $70 million the hog farming company originally invested in its Chinese operations. AgFeed went public in 2007, and raised about $95 million, the report related. About AgFeed Industries 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. The U.S. Trustee has appointed a five-member official committee of unsecured creditors to the Chapter 11 cases. The Creditors' Committee tapped Lowenstein Sandler as lead bankruptcy counsel and Greenberg Traurig, LLP, as co-counsel. CohnReznick LLP serves as the Creditors' Committee's financial advisor. A three-member official committee of equity security holders was also appointed to the Chapter 11 cases. The Equity Committee tapped Sugar Felsenthal Grais & Hammer LLP and Elliott Greenleaf as co-counsel. AMERICAN AIRLINES: Merger Risk Seen Ebbing as US Airways Rallies ---------------------------------------------------------------- Mary Schlangenstein, writing for Bloomberg News, reported that US Airways Group Inc. rose to the highest close since federal antitrust regulators sued to block the planned merger with AMR Corp.'s American Airlines, a sign of investor optimism that the deal will occur. According to the report, with Sept. 21's 1.6 percent gain to $18.97, the shares rebounded past their price on the day before the U.S. Justice Department lawsuit was filed on Aug. 13. US Airways lost as much as 18 percent of its market value in the weeks after the government's move. "The initial picture looked quite dim," said Rob Pickels, an analyst at Manning & Napier Advisors Inc., which holds US Airways shares, the report related. "But as people have dug into various precedents and the case for and against the merger, it's my sense they are becoming more optimistic that the deal actually happens." Concern that the merger will fail is ebbing as investors see better odds for a tie-up creating the world's largest carrier, according to Andrew Davis, an analyst at T. Rowe Price Group Inc., which he said held 13.4 million US Airways shares, the report said. Also boosting US Airways' stock are the outlook for continued profits, strong travel demand and falling fuel prices, he said. "People were so shocked that the lawsuit was even filed," Davis said in an interview from Pikesville, Maryland, the report further related. "Now they've gotten a little more rational and said there are a lot of scenarios that could lead to them potentially winning the case outright or reaching a settlement." The antitrust case 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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. The plan confirmation order means that if AMR and US Airways win the Justice Department lawsuit or settle with the government, the merger plan can go into effect. 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: Demands DOJ Docs on Airline Mergers ------------------------------------------------------ Law360 reported that U.S. Airways Group Inc. and American Airline Inc. asked a Washington federal judge on Sept. 20 to order the U.S. Department of Justice to hand over documents they say will help them prove their embattled $11 billion merger will actually help competition. According to the report, U.S. Airways and American's bankrupt parent company, AMR Corp., filed a motion urging the court to compel production of studies, analyses and forecasts the DOJ used in approving four airline mergers over the last decade. The case is UNITED STATES OF AMERICA et al v. COMMONWEALTH OF VIRGINIA et al., Case No. 1:13-cv-01236 (D.D.C.) before Judge Colleen Kollar-Kotelly. 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 bankruptcy judge on Sept. 12, 2013, confirmed AMR Corp.'s plan to exit bankruptcy through a merger with US Airways. By distributing stock in the merged airlines, the plan is designed to pay all creditors in full, with interest. Judge Sean Lane confirmed the Plan despite the lawsuit filed by the U.S. Department of Justice and several states' attorney general complaining that the merger violates antitrust laws. The plan confirmation order means that if AMR and US Airways win the Justice Department lawsuit or settle with the government, the merger plan can go into effect. 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 AXLE: S. Dauch Held 9.9% Equity Stake at Aug. 29 --------------------------------------------------------- In a Schedule 13G filed with the U.S. Securities and Exchange Commission, Sandra J. Dauch disclosed that as of Aug. 29, 2013, she beneficially owned 7,454,732 shares of common stock of American Axle & Manufacturing Holdings, Inc., representing 9.94 percent of the shares outstanding. A copy of the regulatory filing is available for free at http://is.gd/ApCaZl About American Axle Headquartered in Detroit, Michigan, American Axle & Manufacturing Holdings Inc. (NYSE: AXL) -- http://www.aam.com/-- manufactures, engineers, designs and validates driveline and drivetrain systems and related components and chassis modules for light trucks, sport utility vehicles, passenger cars, crossover vehicles and commercial vehicles. As of June 30, 2013, the Company had $3 billion in total assets, $3.11 billion in total liabilities and a $101.6 million total stockholders' deficit. * * * In September 2012, Moody's Investors Service affirmed the 'B1' Corporate Family Rating (CFR) and Probability of Default Rating (PDR) of American Axle. American Axle carries a 'BB-' corporate credit rating from Standard & Poor's Ratings Services. "The 'BB-' corporate credit rating on American Axle reflects the company's 'weak' business risk profile and 'aggressive' financial risk profile, which incorporate substantial exposure to the highly cyclical light- vehicle market," S&P said, as reported by the TCR on Sept. 6, 2012. As reported by the TCR on Sept. 5, 2013, Fitch Ratings has affirmed the 'B+' Issuer Default Ratings of American Axle & Manufacturing Holdings, Inc. (AXL) and its American Axle & Manufacturing, Inc. (AAM) subsidiary. The ratings and Positive Outlook for AXL and AAM are supported by Fitch's expectation that the drivetrain and driveline supplier's credit profile will strengthen over the intermediate term, despite some deterioration over the past year. AMERICAN LOCKER: Has Forbearance with BofA Until Nov. 30 -------------------------------------------------------- American Locker Group Incorporated entered into a forbearance agreement with Bank of America pursuant to which Bank of America has waived the Company's obligation to meet certain financial covenants through Nov. 30, 2013, and to forbear from enforcing its remedies against the Company with respect to its failure to comply with those financial covenants until and through the Forbearance Expiration Date. The Company and its subsidiaries had previously entered into a Loan Agreement dated Dec. 8, 2010, with Bank of America. As disclosed in the Company's quarterly reports on Form 10-Q for the quarters ended March 31, 2013, and June 30, 2013, the Company was in violation of certain financial covenants, specifically a debt service coverage ratio and a funded debt-to-EBITDA ratio, that it is required to meet pursuant to the Loan Agreement. The Company will not have the right to take any advances under any loan until various conditions contained in the Forbearance Agreement have been satisfied. In connection with the Forbearance Agreement, the Company paid Bank of America $15,200. A copy of the Forbearance Agreement is available for free at: http://is.gd/RL9buL About American Locker Group American Locker Group Incorporated (ALGI.PK) -- http://www.americanlocker.com/, http://www.canadianlocker.com; and http://www.securitymanufacturing.com-- is known for its proven reliability, durability and customer service. American Locker is the only locker company to operate a dedicated center to provide prompt and reliable service to their customers. American Locker is used by thousands of water parks, theme parks, ski resorts, retailers, law enforcement agencies, and health club operators around the world. AMERICAN STANDARD: Inks Forbearance Agreement With Pentwater ------------------------------------------------------------ American Standard Energy Corp. and each of Pentwater Capital Management, LMA SPC for and behalf of the MAP 98 Segregated Portfolio, Oceana Master Fund Ltd., Pentwater Equity Opportunities Master Fund Ltd. and PWCM Master Fund Ltd. entered into a Warrant Modification, Release and Forbearance Agreement pursuant to which the Company agreed to reduce the exercise price of outstanding warrants to purchase an aggregate of 8,410,144 shares of the Company's common stock held by Pentwater to $0.01 per share. In consideration for the reduction of the exercise price of the Pentwater Warrants, Pentwater agreed to forbear receipt of certain interest payments under a Note and Warrant Purchase Agreement dated Feb. 9, 2012, and, subject to certain conditions, terminate any rights it holds pursuant to, and release the Company from, its obligations under each of the following registration rights agreements, as each may have been amended: (i) Registration Rights Agreement, dated Jan. 26, 2011; (ii) Registration Rights Agreement, dated March 31, 2011; (iii) Registration Rights Agreement, dated July 13, 2011; and (iv) Registration Rights Agreement, dated Feb. 9, 2012. Pentwater also agreed to waive all prior defaults under any of the Registration Rights Agreements prior to Sept. 13, 2013. About American Standard Scottsdale, Ariz.-based American Standard Energy Corp. is an independent oil and natural gas production company engaged in the acquisition and development of leaseholds of oil and natural gas properties. The Company's leasehold acreage is located in the Permian Basin of West Texas and Eastern New Mexico, the Eagle Ford Shale Formation of South Texas, the Bakken Shale Formation in North Dakota, the Niobrara Shale Formation of Wyoming and Nebraska, the Eagle Bine Shale Formation in South East Texas, and the Gulf Coast of South Texas. In their report on the consolidated financial statements for the year ended Dec. 31, 2012, BDO USA, LLP, in Houston, Texas, expressed substantial doubt about American Standard Energy's ability to continue as a going concern, citing the Company's recurring losses from operations, working capital deficiency and limited cash resources. The Company reported a net loss of $93.74 million on $19.74 million of total revenues in 2012, compared with a net loss of $13.67 million on $9.80 million of total revenues in 2011. The Company's balance sheet at Dec. 31, 2012, showed $129.46 million in total assets, $45.67 million in total liabilities, and shareholders' equity of $83.79 million. ANACOR PHARMACEUTICALS: Awaits Ruling on Valeant Arbitration ------------------------------------------------------------ Anacor Pharmaceuticals, Inc., on Oct. 24, 2012, provided notice to Valeant Pharmaceuticals International, Inc., successor in interest to Dow Pharmaceutical Sciences, Inc., seeking to commence arbitration with JAMS of a breach of contract dispute under a master services agreement dated March 26, 2004, between the Company and DPS related to certain development services provided by DPS in connection with the Company's efforts to develop its topical antifungal product candidate for the treatment of onychomycosis. The Company's currently pending assertions include breach of contract, breach of implied covenant of good faith and fair dealing, misappropriation of trade secrets and unfair competition. The Company is seeking injunctive relief and damages of at least $215 million. The Company has carefully reviewed its position and believes that it has meritorious claims; however, the Company is obligated to prove those claims in the arbitration hearing. The arbitration hearing was held between Sept. 9, 2013, and Sept. 17, 2013. Under the rules of the arbitration, a ruling is expected within 30 days of the completion of the hearing. About Anacor Pharmaceuticals Palo Alto, Calif.-based Anacor Pharmaceuticals (NASDAQ: ANAC) is a biopharmaceutical company focused on discovering, developing and commercializing novel small-molecule therapeutics derived from its boron chemistry platform. Anacor has discovered eight compounds that are currently in development. Its two lead product candidates are topically administered dermatologic compounds ? tavaborole, an antifungal for the treatment of onychomycosis, and AN2728, an anti-inflammatory PDE-4 inhibitor for the treatment of atopic dermatitis and psoriasis. As reported in the TCR on Mar 25, 2013, Ernst & Young LLP, in Redwood City, California, in its report on the Company's financial statements for the year ended Dec. 31, 2012, expressed substantial doubt about the Company's ability to continue as a going concern, citing the Company's recurring losses from operations and its need for additional capital. The Company's balance sheet at June 30, 2013, showed $56.97 million in total assets, $49.56 million in total liabilities, $4.95 million of redeemable common stock, and stockholders' equity of $2.46 million. ANGLO IRISH: Gets Short-Term Protection From US Suits ----------------------------------------------------- Law360 reported that a Delaware bankruptcy judge granted a temporary stay on Sept. 20 to Chapter 15 petitioner Irish Bank Resolution Corp. Ltd., formerly known as Anglo Irish Bank, but ordered that the stay will affect those who oppose it only until a evidentiary hearing in a week. According to the report, Dublin-based IBRC, which seeks recognition of its Irish liquidation proceedings, requested provisional protection from American creditors and lawsuits early last week after saying it needed to delay consideration of it Chapter 15 petition. About Anglo Irish Anglo Irish Bank was an Irish bank headquartered in Dublin from 1964 to 2011. It went into wind-down mode after nationalization in 2009. In July 2011, Anglo Irish merged with the Irish Nationwide Building Society, with the new company being named the Irish Bank Resolution Corporation (IBRC). Standard & Poor's Ratings Services said that it lowered its long- and short-term counterparty credit ratings on Irish Bank Resolution Corp. Ltd. (IBRC) to 'D/D' from 'B-/C'. S&P also lowered the senior unsecured ratings to 'D' from 'B-'. S&P then withdrew the counterparty credit ratings, the senior unsecured ratings, and the preferred stock ratings on IBRC. At the same time, S&P affirmed its 'BBB+' issue rating on three government- guaranteed debt issues. The rating actions follow the Feb. 6, 2013, announcement that the Irish government has liquidated IBRC. The former Irish bank sought protection from creditors under Chapter 15 of the U.S. Bankruptcy Code on Aug. 26, 2013 (Bankr. D. Del., Case No. 13-12159). The former bank's Foreign Representatives are Kieran Wallace and Eamonn Richardson. Its U.S. bankruptcy counsel are Mark D. Collins, Esq., and Jason M. Madron, Esq., at RICHARDS, LAYTON & FINGER, P.A., in Wilmington, Delaware. ARMORWORKS ENTERPRISES: Blasts Request for Ch. 11 Case Trustee -------------------------------------------------------------- Law360 reported that ArmorWorks Enterprises LLC lambasted its creditors' request to appoint a Chapter 11 bankruptcy trustee on Sept. 18, claiming that such an interloper would unnecessarily disrupt reorganization efforts and lose the Arizona business millions of dollars in military contracts. According to the report, the government contractor pushed back against a motion filed last week by C Squared Partners LLC and its affiliate Anchor Management LLC, who are seeking to appoint a trustee in ArmorWorks' Chapter 11 proceedings. About ArmorWorks Enterprises Military armor systems provider ArmorWorks Enterprises, LLC, and affiliate TechFiber LLC sought Chapter 11 protection (Bankr. D. Ariz. Case Nos. 13-10332 and 13-10333) in Phoenix on June 17, 2013, along with a plan that resolves a dispute with a minority shareholder and $3.5 million of financing that would save the company from running out of cash. ArmorWorks develops advanced survivability technology and designs and manufactures armor and protective products. ArmorWorks has produced over 1.25 million ceramic armor and composite armor protection components for a variety of personnel armor, aircraft, and vehicle applications. The Debtors have tapped Todd A. Burgess, Esq., at Gallagher & Kennedy, as counsel; and MCA Financial Group, Ltd., as financial advisor. ArmorWorks estimated $10 million to $50 million in assets and liabilities. As of May 26, 2012, ArmorWorks had total assets of $30.9 million and total liabilities of $12.04 million. The Plan would resolve the ongoing dispute with C Squared by allowing ArmorWorks to redeem C Squared's 40% minority interest, or alternatively, allow C Squared to purchase the 60% majority interest of AWI. ArmorWorks and TechFiber sought and obtained an order (i) transferring the In re TechFiber, LLC chapter 11 case to the Honorable Brenda Moody Whinery, the judge assigned to the ArmorWorks Chapter 11 case, and (ii) authorizing the joint administration of the Debtors' cases. ATARI INC: Files Plan; French Parent to Keep Brand, Other Assets ---------------------------------------------------------------- Atari Inc. and its affiliated debtors, Atari Interactive, Inc., Humongous, Inc., and California U.S. Holdings, Inc., filed a Chapter 11 plan of reorganization and accompanying disclosure statement on Sept. 20. Atari proposes an Oct. 29 hearing at 10:00 a.m. to consider approval of the disclosure materials. Objections to the plan outline may be filed by Oct. 22 at 4:00 p.m. If approved, Atari will commence solicitation of plan votes on Oct. 30. Plan votes are due Nov. 25. The Debtors will then appear before the Court on Dec. 5 at 10:00 a.m. for a hearing to confirm the plan. Objections to confirmation are due Nov. 27. The Plan effectuates a restructuring transaction under which Atari S.A., the Debtors' French parent, as Sponsor will make contributions to the U.S. Debtors' Estates sufficient to ensure a meaningful recovery to holders of General Unsecured Claims. Atari S.A. is also the subject of bankruptcy proceedings in France. The Plan Proponents believe that the transaction with the French parent will maximize recoveries for stakeholders, facilitate the reorganization of the Debtors, and expedite the conclusion of these cases by avoiding the costs and expenses that would be incurred in attempting to re-market the Debtors' remaining assets. Moreover, the Plan avoids the costly, drawn-out litigation of certain issues raised by the Creditors' Committee that would otherwise need to be resolved for holders of General Unsecured Claims to receive any distributions on account of their Claims. The Plan, Atari says, embodies a negotiated compromise of these disputes that ensures a fair recovery for all creditors and parties in interest, and allows for accelerated distributions to holders of General Unsecured Claims. The terms of the Plan are supported by the Creditors' Committee as fiduciaries for holders of General Unsecured Claims. Joseph Checkler, writing for Dow Jones Newswires, reports that after reaching out to more than 180 potential purchasers from the videogame and financial worlds, Atari received only 15 preliminary bids early this year. None of those offers were deemed "acceptable" by the company, so it decided to sell off the assets in pieces. In July, the Debtors won court approval to sell seven video-game franchises for a total of about $5.1 million. Those assets include "Humongous," "Total Annihilation" and other smaller franchises. Dow Jones notes Atari failed to sell the intellectual property related to its Atari name as well as its valuable "Rollercoaster Tycoon" and "Test Drive" franchises. It had hoped to get at least $20 million for those three assets. Under the Plan, the French parent would retain "Test Drive," "Rollercoaster Tycoon" and the Atari brand. Pursuant to the Plan, Priority Non-Tax Claims in Class 1 will be paid in full, and are unimpaired. Priority Non-Tax Claims are estimated to total $171,879. Secured Tax Claims in Class 2 will also see 100% recovery of the estimated $3,591 in claims. According to Dow Jones, under the Plan, Atari will pay off the $3.8 million bankruptcy loan to lender Alden Global Capital. Alden's Secured Claim Against Atari Inc. is in Class 3. Alden will waives its rights to receive cash distributions under the Plan but will retain its lien on certain Test Drive IP owned by Atari Inc. The Alden Secured Claim is impaired and Alden is entitled to vote on the Plan. General Unsecured Claims in Class 4, estimated between $5 million and $7 million, will be paid in three installments, and are projected to see roughly 25% in total recovery. Each holder of an Allowed General Unsecured Claim will receive: -- a cash payment on the Effective Date in an amount equal to the lesser of (a) 8% of the holder's Allowed General Unsecured Claim and (b) the holder's Pro Rata share of $560,000; -- a cash payment on the first anniversary of the Plan Effective Date in an amount equal to the lesser of (a) 8% of the holder's Allowed General Unsecured Claim and (b) the holder's Pro Rata share of $560,000; and -- a cash payment on the second anniversary of the Effective Date in an amount equal to the lesser of (a) 9% of the holder's Allowed General Unsecured Claim and (b) the holder's Pro Rata share of $630,000. The recovery for each holder of an Allowed General Unsecured Claim will be reduced pro rata to the extent the General Unsecured Claim Pool exceeds $7 million. Holders of General Unsecured Claims are impaired and entitled to vote on the Plan. Dow Jones says the French parent as Sponsor will pay up to $3.4 million in cash to fund the proposal, and contribute an additional $1.75 million once the plan becomes effective. The Holder of the Allowed Sponsor Intercompany Claim, estimated to be $309,544,076, will waive its right to receive distributions in respect of the Claim. A copy of the Disclosure Statement explaining Atari's Plan is available at http://bankrupt.com/misc/AtariDS.pdf About Atari Atari -- http://www.atari.com/-- is a multi-platform, global interactive entertainment and licensing company. Atari owns and/or manages a portfolio of more than 200 games and franchises, including world renowned brands like Asteroids(R), Centipede(R), Missile Command(R), Pong(R), Test Drive(R), Backyard Sports(R), and Rollercoaster Tycoon(R). Atari Inc. and its U.S. affiliates filed for Chapter 11 bankruptcy (Bankr. S.D.N.Y. Lead Case No. 13-10176) on Jan. 21, 2013, to break away from their unprofitable French parent company and secure independent capital. A day after its American unit filed for Chapter 11 bankruptcy protection, Paris-based Atari S.A. took a similar measure under Book 6 of that country's commercial code. Atari S.A. said it was filing for legal protection because its longtime backer BlueBay has sought to sell its 29% stake and demanded repayment by March 31 on a credit line of $28 million that it cut off in December. On Feb. 15, 2013, the Court entered the order authorizing the employment and retention of Hunton & Williams LLP as counsel to the Debtors. On Feb. 5, 2013, the Debtors' board of directors was reconstituted. The reconstituted board of directors elected to retain alternate bankruptcy counsel. Hunton's retention as the Debtors' counsel terminated on Feb. 6, 2013. Ira S. Dizengoff, Esq., and Kristine G. Manoukian, Esq., at Akin Gump Strauss Hauer & Feld LLP, in New York, N.Y.; and Soctt L. Alberino, Esq., at Akin Gump Strauss Hauer & Feld, LLP, in Waqshington, D.C., represent the Debtors as counsel. BMC Group is the claims and notice agent. Guy Davis and Susan Roski -- guy.davis@protiviti.com and suzanne.roski@protiviti.com -- at Protiviti Inc. serve as financial advisors. Duff & Phelps Securities LLC serves as financial advisor to the Official Committee of Unsecured Creditors. Cathy Hershcopf, Esq., Jeffrey L. Cohen, Esq., and Robert B. Winning, Esq., at Cooley LLP serve as the Committee's counsel. Ken Coleman, Esq., and Jonathan Cho, Esq., at Allen & Overy LLP, serve as counsel to Atari S.A. ATLANTIC COAST: Thomas Wagers Resigns From All Positions -------------------------------------------------------- Thomas B. Wagers, Sr., informed the Board of Directors of Atlantic Coast Financial Corporation and the Board of Directors of Atlantic Coast Bank that he is resigning his positions as interim president, chief executive officer and chief financial officer of the Company and the Bank, effective Oct. 21, 2013, in order to take a position with another financial institution outside of the Bank's market area. Mr. Wagers' resignation is not related to any disagreement with the Company or the Board of Directors. The Company and the Bank named John K. Stephens, Jr., as president, chief executive officer and director of the Company and the Bank, contingent upon receipt of regulatory non-objection from the Federal Reserve Bank of Atlanta and the Office of the Comptroller of the Currency. The Company and the Bank have begun a search for a permanent chief financial officer. On Sept. 18, 2013, the Boards of Directors of the Company and the Bank appointed Marshall D. Stone, age 58, the controller of the Company and the Bank as interim principal accounting officer, effective Oct. 21, 2013. Mr. Stone has served as controller since 2003. About Atlantic Coast Jacksonville, Florida-based Atlantic Coast Financial Corporation is the holding company for Atlantic Coast Bank, a federally chartered and insured stock savings bank. It is a community- oriented financial institution serving northeastern Florida and southeastern Georgia markets through 12 locations, with a focus on the Jacksonville metropolitan area. The Company reported a net loss of $6.66 million on $33.50 million of total interest and dividend income for the year ended Dec. 31, 2012, as compared with a net loss of $10.28 million on $38.28 million of total interest and dividend income in 2011. The Company's balance sheet at June 30, 2013, showed $742.19 million in total assets, $711.02 million in total liabilities and $31.16 million in total stockholders' equity. McGladrey LLP, in Jacksonville, Florida, 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 from operations that have adversely impacted capital at Atlantic Coast Bank. The failure to comply with the regulatory consent order may result in Atlantic Coast Bank being deemed undercapitalized for purposes of the consent order and additional corrective actions being imposed that could adversely impact the Company's operations. This raises substantial doubt about the Company's ability to continue as a going concern. AVSTAR FUEL: IP Claims Headed to Bankruptcy Court ------------------------------------------------- Law360 reported that a federal judge ruled on Sept. 19 that a bankruptcy court should decide whether counterclaims in the Pennsylvania case that accuse aircraft parts manufacturer AVStar Fuel Systems Inc. of trademark infringement violate an injunction barring suits against AVStar during its Chapter 11 restructuring. According to the report, U.S. District Court Judge Matthew Brann stayed counterclaims accusing AVStar of infringing Precision Airmotive LLC's trademarks, until a Florida bankruptcy court decides whether the allegations are barred by an injunction staying lawsuits that stem from conduct occurring before the company's May 2 Chapter 11 filing. The case is Avco Corporation v. Precision Airmotive LLC, Case No. 4:12-cv-01313 (M.D. Pa.) before Judge Matthew W. Brann. The case was filed on July 6, 2012. BENTLEY PREMIER: Can Use Cash Collateral Thru October 1 ------------------------------------------------------- Bentley Premier Builders, LLC's authority to use the cash collateral of its lenders, The Phillip M. Pourchot Revocable Trust and/or The Starside, LLC, has been extended through Oct. 1, 2013. The Phillip M. Pourchot Revocable Trust and Starside, LLC, are represented by: JONES ALLEN & FUQUAY, LLP Laura L. Worsham, Esq. 8828 Greenville Avenue Dallas, Texas 75243 Tel No: (214) 343-7400 Fax No: (214) 343-7455 Laura L. Worsham, Esq., at Jones Allen & Fuquay, LLP, Mark E. Andrews, Esq., of 1201 Elm Street, Suite 3300, Dallas Texas, 75270, serve as attorney for the Lenders. He can be reached at tel no. (214) 698-7819 and fax no. (214) 698-7899. About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of real estate development and building custom houses. It filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. Judge Brenda Rhoades presides over the case. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as counsel. The Debtor estimated assets and debts of $10 million to $50 million. BENTLEY PREMIER: Lenders Seek Trustee Appointment ------------------------------------------------- The Phillip M. Pourchot Revocable Trust and Starside, LLC, filed an emergency motion for the appointment of a trustee in the bankruptcy case of Bentley Premier Builders, LLC. On behalf of the Pourchot Entities, Laura L. Worsham, Esq., at Jones, Allen & Fuquay, LLP, asserts that the trustee appointment is necessary to protect creditors of the estate. "The Debtor's creditors have no confidence in the Debtor's current management with GOLGART acting as the self-appointed Managing Member and refusing to allow the other 50% Member to participate in the operation of the Debtor. As a result, the Debtor has demonstrated itself to be untrustworthy and has refused to act in the best interests of creditors," says Ms. Worsham. Sandy Golgert and Phillip Pourchot are 50/50 owners of the Debtor. The Pourchot Entities also cite that multiple incidents of gross mismanagement, incompetence and/or fraud and dishonesty were testified to and/or revealed by Golgart at the Sec. 341 creditors' meeting in the case held last Sept. 6. About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of real estate development and building custom houses. It filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. Judge Brenda Rhoades presides over the case. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as counsel. The Debtor estimated assets and debts of $10 million to $50 million. BENTLEY PREMIER: UST Seeks Ch. 11 Trustee Appt. or Case Conversion ------------------------------------------------------------------ William T. Neary, the U.S. Trustee for Region 6, is asking the U.S. Bankruptcy Court to either (i) appoint a Chapter 11 trustee in the bankruptcy case of Bentley Premier Builders, LLC; (ii) convert the case into a Chapter 7 proceeding; or (iii) dismiss the case with prejudice to re-filing. "The Case appears to be a continuation of the control dispute between Golgert and Pourchot and not for any financial rehabilitative purpose," the U.S. Trustee complains. "The ongoing dispute negatively affects the creditors, the estate and the Homeowners." Sandy Golgert and Phillip Pourchot are 50/50 owners of the Debtor. They apparently were involved in a relationship and the Debtor's operations suffered when the parties' relationship deteriorated. They were subsequently involved in a state court litigation over control of the Debtor. The Phillip M. Pourchot Revocable Trust and Starside LLC then acquired and accelerated the Debtor's secured debt and initiated foreclosure actions against the Debtor. The U.S. Trustee notes that the Pourchot Entities sought dismissal of the Case, citing the filing by Golgert was without proper authorization. The Pourchot Entities later withdrew the Motion to Dismiss, but thereafter filed a Motion to Appoint a Chapter 11 Trustee. The Pourchot Entities, the U.S. Trustee, also objected to the employment of the Debtor's proposed counsel, saying that the counsel represented Golgert individually pre-bankruptcy. The U.S. Trustee adds that at the Sept. 6, 2013 creditors' meeting, Golgert admitted to signing affidavits and other documents stating all bills and invoices had been paid on certain homes when in fact all bills and invoices had not been paid and to submitting false documents and draw requests regarding certain homes. The Chapter 11 Trustee Motion is set to be heard on Sept. 27. The U.S. Trustee is represented by: Marc Salitore, Esq. Timothy W. O'Neal Asst. U.S. Trustee -- and -- Marcus F. Salitore, Esq. Trial Attorney 110 N. College Avenue, Suite 300 Tyler, Texas 75702 Tel No: (903) 590-1450 Fax No: (903) 590-1461 About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of real estate development and building custom houses. It filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. Judge Brenda Rhoades presides over the case. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as counsel. The Debtor estimated assets and debts of $10 million to $50 million. BENTLEY PREMIER: Files Schedules of Assets & Liabilities -------------------------------------------------------- Bentley Premier Builders, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of Texas its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $35,738,000.00 B. Personal Property 55,857.22 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $30,022,974,32 E. Creditors Holding Unsecured Priority Claims 129,342.67 F. Creditors Holding Unsecured Non-priority Claims 276,465.86 -------------- -------------- TOTAL $35,793,857.22 $30,428,782.85 A full-text copy of the Schedules of Assets and Debts may be accessed for free at: http://bankrupt.com/misc/BENTLEYPREMIER_Sal.PDF About Bentley Premier Bentley Premier Builders, LLC, is a Texas limited liability company in the business of real estate development and building custom houses. It filed a Chapter 11 petition (Bankr. E.D. Tex. Case No. 13-41940) on Aug. 6, 2013 in Sherman, Texas. Judge Brenda Rhoades presides over the case. Gerald P. Urbach, Esq., and Jason A. Katz, Esq., at Hiersche, Hayward, Drakeley & Urbach, P.C., in Addison, Texas, serve as counsel. The Debtor estimated assets and debts of $10 million to $50 million. BION ENVIRONMENTAL: Incurs $8.2 Million Net Loss in Fiscal 2013 --------------------------------------------------------------- Bion Environmental Technologies, Inc., filed with the U.S. Securities and Exchange Commission its annual report on Form 10-K disclosing a net loss of $8.24 million on $11,862 of revenue for the year ended June 30, 2013, as compared with a net loss of $6.46 million on $0 of revenue during the prior year. The Company's balance sheet at June 30, 2013, showed $7.50 million in total assets, $10.8 million in total liabilities, $21,400 in series B redeemable convertible preferrd stock, and a $3.40 million total deficit. GHP HORWATH, P.C., in Denver, Colorado, issued a "going concern" qualification on the consolidated financial statements for the year ended June 30, 2013. The independent auditors noted that the Company has not generated significant revenue and has suffered recurring losses from operations. These factors raise substantial doubt about its ability to continue as a going concern. A copy of the Form 10-K is available for free at: http://is.gd/1wn3o7 About Bion Environmental Bion Environmental Technologies Inc.'s patented and proprietary technology provides a comprehensive environmental solution to a significant source of pollution in US agriculture, large scale livestock facilities known as Confined Animal Feeding Operations. Bion's technology produces substantial reductions of nutrient releases (primarily nitrogen and phosphorus) to both water and air (including ammonia, which is subsequently re-deposited to the ground) from livestock waste streams based upon the Company's operations and research to date (and third party peer review). BOART LONGYEAR: S&P Raises Rating on New $300MM Notes to 'BB-' -------------------------------------------------------------- Standard & Poor's Ratings Services said that it raised its issue- level rating on Boart Longyear Management Pty Ltd.'s proposed $300 million notes offering to 'BB-' from 'B+' and revised its recovery rating on the notes to '1' from '2'. The revision of the recovery rating reflects our understanding that the entire $300 million notes offering will be secured. The issue-level rating is two notches higher than the 'B' corporate credit rating on Boart Longyear Ltd., in line with S&P's notching guidelines for a '1' recovery rating. Ratings List Boart Longyear Ltd. Corporate Credit Rating B/Negative/-- Rating Raised; Recovery Rating Revised TO FROM Boart Longyear Management Pty Ltd. $300 mil nts BB- B+ Recovery Rating 1 2 BON-TON STORES: Appoints a New Member to Its Board of Directors --------------------------------------------------------------- The Bon-Ton Stores, Inc.'s Board of Directors has unanimously elected Steven Silverstein to its Board, effective immediately. Mr. Silverstein will serve on the Human Resources and Compensation Committee. Mr. Silverstein, 53, has been president and chief executive officer of Spencer Spirit Holdings, Inc., since 2003. The company operates two main retail brands, Spencer Gifts and Spirit Halloween. Spencer Gifts is an iconic specialty retailer that focuses on delivering humor and entertainment products for its targeted customers, operating over 600 retail locations in the United States and Canada. Spencer Gifts serves individuals between the ages of 18 and 25. Spirit Halloween operates over 1,000 seasonal, mainly big box, Halloween stores throughout the United States and Canada. From 1992 to 2003, Mr. Silverstein served in positions of increasing responsibility at Linens 'n Things, Inc., including President. Prior to that, Mr. Silverstein served as a Divisional Merchandise Manager of Bloomingdale's, Inc. He began his retail career at Macy's, Inc. in 1981. Mr. Silverstein received an M.B.A. from The Wharton School of the University of Pennsylvania and a B.S. in Economics from Cornell University. Tim Grumbacher, Chairman of the Board, stated, "We are very pleased to welcome Steven as a member of our Board of Directors. Steven possesses extraordinary experience in the retail and apparel industries and I believe his expertise and vast knowledge will be invaluable to Bon-Ton. We welcome Steven's insight and counsel as we continue to execute our business strategies for profitable growth and increased shareholder value." About Bon-Ton Stores The Bon-Ton Stores, Inc., with corporate headquarters in York, Pennsylvania and Milwaukee, Wisconsin, operates 273 department stores, which includes 11 furniture galleries, in 24 states in the Northeast, Midwest and upper Great Plains under the Bon-Ton, Bergner's, Boston Store, Carson Pirie Scott, Elder-Beerman, Herberger's and Younkers nameplates and, in the Detroit, Michigan area, under the Parisian nameplate. Bon-Ton Stores disclosed a net loss of $21.55 million for the year ended Feb. 2, 2013, as compared with a net loss of $12.12 million for the year ended Jan. 28, 2012. The Company's balance sheet at Aug. 3, 2013, showed $1.58 billion in total assets, $1.53 billion in total liabilities and $49.70 million in total shareholders' equity. * * * As reported by the TCR on May 15, 2013, Moody's Investors Service upgraded The Bon-Ton Stores, Inc.'s Corporate Family Rating to B3 from Caa1 and its Probability of Default Rating to B3-PD from Caa1-PD. "The upgrade of Bon-Ton's Corporate Family Rating considers the company's ability to drive modest same store sales growth as well as operating margin expansion beginning in the second half of 2012 and that these positive trends have continued, with the company reporting that its same store were positive, and EBITDA margins expanded, in the first fiscal quarter of 2013," said Moody's Vice President Scott Tuhy. As reported by the TCR on May 17, 2013, Standard & Poor's Ratings Services affirmed the 'B-' corporate credit rating on The Bon-Ton Stores Inc. BORGER HOSPITALITY: Fredericksburg Claim Gets "Unsecured" Status ---------------------------------------------------------------- Bankruptcy Judge Robert L. Jones classified New Fredericksburg, Inc.'s $274,000 claim [Proof of Claim No. 23-1] in Borger Hospitality, Inc.'s case as an unsecured claim, and overruled claim objections filed by Stiles Livestock Co., Ltd., William G. Stiles, and Robert W. Stiles. The stated basis for the claim was a loan made by New Fredericksburg to BHI. Harish Patel, the principal of BHI at the time of its bankruptcy filing, signed the proof of claim as president of New Fredericksburg. The proof of claim was not supported with any documentation evidencing the claim. The Stiles entities argued that New Fredericksburg's "loans" should be recharacterized as investments or capital contributions and thus, presumably, subject to subordination. A copy of the Court's Sept. 6, 2013 Memorandum Opinion is available at http://is.gd/a6IMjXfrom Leagle.com. Borger Hospitality, Inc., filed for Chapter 11 bankruptcy (Bankr. N.D. Tex. Case No. 10-20170) in Amarillo on March 12, 2010. Harish Patel was the principal of BHI at the time of its filing. According to Patel, the company was formed in either 2006 or early 2007; he and Chetan Parikh were the shareholders of BHI at the time of its formation. BHI was created for the purpose of constructing and operating two hotels, one in Snyder, Texas, and the other in Stanton, Texas. BHI entered into a contract with Auer Corporation as general contractor for the construction of the hotels. Both the Snyder Hotel and the Stanton Hotel were to be operated as "Baymont Inn & Suites" under a franchise agreement with Baymont Franchise Systems, Inc. BRADFORD ACADEMY: S&P Lowers Rating on 2007 & 2009 Bonds to 'D' --------------------------------------------------------------- Standard & Poor's Ratings Services lowered its rating to 'D' from 'CCC+' on the Michigan Public Educational Facilities Authority's series 2007 and 2009 bonds issued for Bradford Academy. "The rating action reflects our view of the trustee's nonpayment of principal to bondholders on Sept. 1, 2013," said Standard & Poor's credit analyst Chris Littlewood. BRAND ENERGY: S&P Puts 'B' CCR on CreditWatch Negative ------------------------------------------------------ Standard & Poor's Ratings Services placed all its ratings on Brand Energy & Infrastructure Services, including the 'B' corporate credit rating, on CreditWatch with negative implications. The CreditWatch listing follows Brand's announcement that it has entered into an agreement for purchase by Clayton, Dubilier & Rice LLC from First Reserve and a separate transaction involving its merger with Harsco Corp.'s infrastructure business. The transactions are subject to certain regulatory approvals and are expected to close during the fourth quarter of 2013. "We believe that the transactions, if completed as planned, could worsen the leverage and free operating cash flow metrics from levels that we previously assumed for Brand for 2014," said credit analyst Nishit Madlani. This is because Harsco's infrastructure division's profitability has been challenged over the past three years and has not meaningfully contributed to its cash flows; moreover, additional risks persist from economic uncertainty in its European end-markets. Still, as a result of restructuring initiatives implemented in prior years and its exit from unprofitable operations in 2012, this business has gradually improved. At the same time, the proposed combination, albeit with some integration risk, could offset the above risks for Brand, given that the expansion of its specialty services and improved scale and geographic diversity could support pro forma credit metrics that would be consistent with Brand's current stand-alone operations. This includes leverage (debt to EBITDA) remaining less than 6.0x and free operating cash flow remaining positive on a sustained basis. S&P expects to resolve the CreditWatch listing after it discusses with Brand's management and financial sponsor the business strategy, growth, profitability, and cash flow prospects for the combined businesses, as well as the capital structure and financial policy under the new owner. S&P will consider how these factors may affect its assessment of the company's business and financial risk profiles. S&P could lower the ratings if the transactions would likely increase leverage (debt to EBITDA) toward 6.5x over a sustained period with no positive free operating cash flow prospects over the next two years. This could occur as a result of continued weak prospects for Harsco's infrastructure business relative to Brand's current operations or if S&P identifies significant integration or other risks associated with the transactions. S&P could affirm the ratings if it regards the transactions as beneficial to Brand's business risk profile, and pro forma credit measures do not weaken from current levels. BROWNSVILLE MD: Taps Hire Husch Blackwell as Bankruptcy Counsel --------------------------------------------------------------- Brownsville MD Ventures, LLC, seeks bankruptcy court permission to employ Husch Blackwell LLP of Austin, Texas, as its bankruptcy counsel. Kell C. Mercer will serve as attorney in charge. Prior to the Petition Date, the firm received an initial retainer of $25,000. Shortly before the filing of the case, the retainer was replenished by $4,503.16 to $25,000. The Debtor assures the Court that Husch Blackwell does not represent any interest adverse to the Debtor, or the Estate, and is a "disinterested party" pursuant to Section 327 of the Bankruptcy Code. Brownsville MD Ventures, LLC, filed a Chapter 11 petition (Bankr. S.D. Tex. Case No. 13-10341) on Aug. 26, 2013, in Brownsville, Texas. Chester Gonzalez signed the petition as chairman of the board of managers. The Debtor estimated assets and debts of at least $10 million. Kell Corrigan Mercer, Esq., -- E-mail: kell.mercer@huschblackwell.com -- at Husch Blackwell, LLP, in Austin, Texas, serves as the Debtor's counsel. Judge Richard S. Schmidt presides over the case. CAESARS ENTERTAINMENT: Discloses Information to Potential Lenders ----------------------------------------------------------------- Caesars Entertainment Corporation previously announced that certain of its subsidiaries launched the syndication of $3,269.5 million of new senior secured credit facilities, consisting of a $3,000 million term loan facility and a $269.5 million revolving credit facility. Caesars disclosed with the U.S. Securities and Exchange Commission certain information which has not been previously reported. Such information was provided on Sept. 19, 2013, to potential lenders for the proposed Senior Facilities. A copy of the disclosure is available for free at: http://is.gd/wDTynm About Caesars Entertainment Caesars Entertainment Corp., formerly Harrah's Entertainment Inc. -- http://www.caesars.com/-- is one of the world's largest casino companies, with annual revenue of $4.2 billion, 20 properties on three continents, more than 25,000 hotel rooms, two million square feet of casino space and 50,000 employees. Caesars casino resorts operate under the Caesars, Bally's, Flamingo, Grand Casinos, Hilton and Paris brand names. The Company has its corporate headquarters in Las Vegas. Harrah's announced its re-branding to Caesar's on mid-November 2010. The Company incurred a net loss of $1.49 billion on $8.58 billion of net revenues for the year ended Dec. 31, 2012, as compared with a net loss of $666.70 million on $8.57 billion of net revenues during the prior year. As of June 30, 2013, the Company had $26.84 billion in total assets, $27.58 billion in total liabilities and a $738.1 million total deficit. * * * Caesars Entertainment carries a 'CCC' long-term issuer default rating, with negative outlook, from Fitch and a 'Caa1' corporate family rating with negative outlook from Moody's Investors Service. As reported in the TCR on Feb. 5, 2013, Moody's Investors Service lowered the Speculative Grade Liquidity rating of Caesars Entertainment Corporation to SGL-3 from SGL-2, reflecting declining revolver availability and Moody's concerns that Caesars' earnings and cash flow will remain under pressure causing the company's negative cash flow to worsen. In the May 7, 2013, edition of the TCR, Standard & Poor's Ratings Services said that it lowered its corporate credit ratings on Las Vegas-based Caesars Entertainment Corp. (CEC) and wholly owned subsidiary Caesars Entertainment Operating Co. (CEOC) to 'CCC+' from 'B-'. "The downgrade reflects weaker-than-expected operating performance in the first quarter, and our view that Caesars' capital structure may be unsustainable over the next two years based on our EBITDA forecast for the company," said Standard & Poor's credit analyst Melissa Long. CANCER GENETICS: Files Copy of Investor Presentation ---------------------------------------------------- Cancer Genetics, Inc., intends, from time to time, to present or distribute to the investment community and utilize at various industry and other conferences a slide presentation. The slide presentation entitled "Empowering Personalized Cancer Treatment" is available for free at http://is.gd/YcC3xE About Cancer Genetics Rutherford, N.J.-based Cancer Genetics, Inc., is an early-stage diagnostics company focused on developing and commercializing proprietary genomic tests and services to improve and personalize the diagnosis, prognosis and response to treatment (theranosis) of cancer. The Company's balance sheet at June 30, 2013, showed $6.4 million in total assets, $13.3 million in total liabilities, and a stockholders' deficit of $6.9 million. "The Company has suffered recurring losses from operations, has negative working capital and a net capital deficiency that raise substantial doubt about its ability to continue as a going concern," according to the Company's quarterly report for the period ended March 31, 2013. CASH STORE: Faces $110-Mil. Lawsuit Over Alleged Loan Default ------------------------------------------------------------- Assistive Financial Corp. has commenced an action in the Court of Queens's Bench of Alberta against Cash Store Financial and certain of its officers and affiliates, including The Cash Store Australia Holdings Inc. and RTF Financial Holdings Inc.(the "Affiliates") seeking repayment of certain funds advanced for the Affiliates by Assistive. The claim seeks, among other things, damages equivalent to $110,000,000, together with interest thereon at the rate of 17.5 percent per year. Cash Store Financial believes the action is wholly without merit and intends to vigorously defend itself. The Company maintains that it is not in default of any contractual obligations to Assistive and that this development is not expected to materially impact the financial position or results of operations of Cash Store Financial. Assistive is a privately-held third-party lender that provides advances to the Company's customers. Following written notification from Assistive on Sept. 3, 2013, Cash Store Financial suspended brokering advances to consumers on behalf of Assistive. Cash Store Financial has continued to broker payday loans and lines of credit on behalf of its other third-party lenders. As of Sept. 3, 2013, Assistive had made available less than 2 percent of total consumer funding provided by all of the Company's third- party lenders. The Company will provide further updates to this matter as material developments occur. About Cash Store Financial Headquartered in Edmonton, Alberta, The Cash Store Financial is the only lender and broker of short-term advances and provider of other financial services in Canada that is listed on the Toronto Stock Exchange (TSX: CSF). Cash Store Financial also trades on the New York Stock Exchange (NYSE: CSFS). Cash Store Financial operates 512 branches across Canada under the banners "Cash Store Financial" and "Instaloans". Cash Store Financial also operates 25 branches in the United Kingdom. Cash Store Financial is a Canadian corporation that is not affiliated with Cottonwood Financial Ltd. or the outlets Cottonwood Financial Ltd. operates in the United States under the name "Cash Store". Cash Store Financial does not do business under the name "Cash Store" in the United States and does not own or provide any consumer lending services in the United States. Cash Store Financial employs approximately 1,900 associates. The Company's balance sheet at June 30, 2013, showed $192.73 million in total assets, $171.47 million in total liabilities and $21.25 million in shareholders' equity. * * * As reported in the Feb. 8, 2013 edition of the TCR, Standard & Poor's Ratings Services lowered its issuer credit rating on Cash Store Financial (CSF) to 'CCC+' from 'B-'. The outlook is negative. "The downgrades follow a proposal by the payday loan registrar in Ontario to revoke CSF's payday lending licenses and CSF's announcement that it has discontinued its payday loan product in the region," said Standard & Poor's credit analyst Igor Koyfman. The company's businesses in Ontario, which account for approximately one-third of its store count, will begin offering a new line of credit product to its customers. S&P believes this is to offset the loss of its payday lending product; however, this is a relatively new product, and S&P believes that it will be challenging for the company to replace its lost earnings from the payday loan product. S&P also believes that the registrar's proposal could lead to similar actions in other territories," the Company said. As reported by the TCR on May 22, 2013, Moody's Investors Service downgraded the Corporate Family Rating and senior unsecured debt rating of Cash Store Financial Services to Caa1 from B3 and assigned a negative outlook. According to Moody's, CSFS remains unprofitable on both the pretax and net income lines and prospects for return to profitability are unclear. CENGAGE LEARNING: Apax to Provide LBO Documents to Creditors ------------------------------------------------------------ Stephanie Gleason, writing for Daily Bankruptcy Review, reported that Cengage Learning Inc. equity owner Apax Partners LP agreed on Sept. 19 to provide a trove of documents to the committee representing unsecured creditors relating to the firm's 2007 leveraged buyout of Cengage and controversial debt buys. 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. CENTENNIAL BEVERAGE: Can Hire Montgomery Coscia as Tax Advisor -------------------------------------------------------------- Centennial Beverage Group, LLC, sought and obtained permission from the U.S. Bankruptcy Court for the Northern District of Texas to employ Montgomery Coscia Greilich LLP as tax advisor. Montgomery Coscia will prepare the Debtor's federal tax returns for the year ended Dec. 31, 2012, and prepare the combined Texas franchise tax return for the Debtor and related entities for the year ended Dec. 31, 2012. The Debtor also seeks to retain Montgomery Coscia to provide tax advisory services as needed. Montgomery Coscia will receive $7,500 for preparing the federal tax returns for the Debtor for the year ended Dec. 31, 2012, and will receive $1,250 for the preparation of combined Texas franchise tax return for the Debtor and related entities for the year ended Dec. 31, 2012. The engagement letter provides that Montgomery Coscia will be compensated on an hourly basis for tax advisory services apart from the preparation of the Debtor's tax returns. Standard hourly rates vary by personnel but are in this range: Partner $295-$350 Principal/Sr. Manager $220-$250 Manager $180-$210 Senior $150-$165 Staff $125-$140 Montgomery Coscia has agreed to charge the Debtor 75% of the standard hourly rates. Matt Coscia, co-managing partner and lead tax partner of Montgomery Coscia, attests to the Court that the firm is a "disinterested" person as such term is defined in Section 101(14) of the Bankruptcy Code. About Centennial Beverage Centennial Beverage Group LLC, a chain of 23 liquor stores in Texas, filed a petition for Chapter 11 reorganization (Bankr. N.D. Tex. Case No. 12-37901) amid lower sales brought by competition from big-box retailers. The 75-year-old-company once had 70 stores throughout Texas. They are now concentrated in the Dallas-Fort Worth area. Sales for the year ended in November 2012 were $158 million. Year-over-year, revenue was down 50%, according to a court filing. In its schedules, the Debtor disclosed $24,053,049 in assets and $48,451,881 in liabilities as of the Petition Date. Robert Dew Albergotti, Esq., and Ian T. Peck, Esq., at Haynes and Boone, LLP, in Dallas, serve as counsel to the Debtor. M. Jack Martin, III, Esq., at Jack Martin & Associates, in Austin, Tex., serves as special counsel. RGS LLC serves as the Debtor's financial advisor. BYGH Tax Consulting is property tax consultant to the Debtor. The Official Committee of Unsecured Creditors has retained Munsch Hardt Kopf & Harr, P.C. as its attorneys, and Lain, Faulkner & Co., P.C. as financial advisors. CHINA CEETOP.COM: Guizhou Buys 42.5% of Equity in Hangzhou ---------------------------------------------------------- Guizhou Ceetop Network and Technology Co. Ltd., the subsidiary of China Ceetop.com, Inc., entered into a Capital Investment and Share Expansion Agreement with Hangzhou Ruanjing Information Technology Co., Ltd. Hangzhou, located in Hangzhou, Zhejiang Province, China, is an enterprise focusing on e-commerce, supply chain information systems development, maintenance and support. Pursuant to the Agreement, in exchange for 8,500,000 yuan, Guizhou acquired 42.5 percent of the equity in Hangzhou. On Sept. 12, 2013, the Company filed with the State of Oregon an amendment to its Articles of Incorporation to change the name of the Company to Ceetop, Inc. About China Ceetop.com Shenzhen, China-based China Ceetop.com, Inc., is an Oregon- registered corporation. Before 2013 the company owned and operated the online retail platform, http://www.ceetop.com/ Due to excessive competition in online retail, the Company has transformed itself into an integrated supply chain services provider, and focuses on Business to Business "B to B" supply chain management and related value-added services among enterprises. The Company' balance sheet at June 30, 2013, showed $3.5 million in total assets, $4.0 million in total liabilities, and a stockholders' deficit of $463,482. Going Concern Uncertainty "For the year ended Dec. 31, 2012, our independent auditors, in their report on the financial statements, have indicated that the Company has experienced recurring losses from operations and may not have enough cash and working capital to fund its operations beyond the very near term, which raises substantial doubt about our ability to continue as a going concern. Management has made a similar note in the financial statements. As indicated herein, we must raise capital for the implementation of our business plan, and we will need additional capital for continuing our operations. We do not have sufficient revenues to pay our expenses of operations. Unless the Company is able to raise working capital, it is likely that the Company either will have to cease operations or substantially change its methods of operations or change its business plan," the Company said in its quarterly report for the period ended June 30, 2013. CHRYSLER GROUP: Fiat's Marchionne Turns to Union Ally Bloom ----------------------------------------------------------- Sharon Terlep, writing for The Wall Street Journal, reported that Fiat SpA Chief Executive Sergio Marchionne has tapped a longtime union ally who helped engineer the Obama administration's auto- industry bailout to aid Fiat in its battle with the United Auto Workers over the future of Chrysler Group LLC. According to the report, Ron Bloom, the former U.S. auto czar who is a vice chairman at Lazard, has been serving as an adviser for Mr. Marchionne in efforts to get the lowest price possible for the UAW's stake in Chrysler, according to people familiar with the discussions. Mr. Marchionne, who also leads Chrysler, wants to own Chrysler outright and merge the two companies into a single, global auto maker, the report related. To do that, Fiat needs to acquire shares held by the health-care trust affiliated with the UAW. That Voluntary Employee Benefits Association, or VEBA, trust, took a minority stake in Chrysler as part of the auto maker's 2009 government-led bankruptcy restructuring. The two have been haggling over the price of the shares for more than a year, the report said. If they can't agree, the UAW would sell its shares in an initial public offering, a scenario Mr. Marchionne hopes to avoid by buying out the union trust's holdings in a private deal. Paperwork for such an offering is expected to be filed soon. J.P. Morgan Chase & Co. has been tapped to lead an initial public offering of Chrysler if Fiat and the union fail to reach a deal on price and one becomes necessary, people familiar with that decision said, the report further related. About Chrysler Group Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). The U.S. and Canadian governments provided Chrysler LLC with $4.5 billion to finance its bankruptcy case. In connection with the bankruptcy filing, Chrysler reached an agreement to sell all assets to an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC in June 2009, formally sold substantially all of its assets to the new company, named Chrysler Group LLC. * * * Chrysler has a 'B1' corporate family rating from Moody's. Moody's upgraded the rating from 'B2' to 'B1' in February 2013. In May 2013, Standard & Poor's Ratings Services affirmed its ratings, including the 'B+' corporate credit rating, on Chrysler Group. At the same time, S&P revised its outlook to positive from stable. CHRYSLER LLC: Files for IPO to Break Fiat-UAW Impasse on Value -------------------------------------------------------------- Christina Rogers, writing for The Wall Street Journal, reports that Chrysler Group LLC on Sept. 23 filed for an initial public offering, a move forced by the failure of the auto maker's Italian majority owner, Fiat SpA, and its main union, the United Auto Workers union health trust, to agree on the company's value. Fiat SpA owns 58.5% of Chrysler. The United Auto Workers union health trust holds a 41.5% stake. According to WSJ, Fiat doesn't want a share sale and is eager to own the company outright. The UAW meanwhile has demanded that its shares be offered to the public after negotiations to sell them to Fiat stalled. According to WSJ, Chrysler warned in Monday's filing that if Fiat can't get control, Fiat could turn its back on Chrysler, unwinding a deal that was a centerpiece of the Obama administration's 2009 auto industry rescue. WSJ notes analysts and others familiar with the situation say Fiat will likely now redouble efforts to reach a private deal with the UAW. Analysts estimate Chrysler could be worth between $10 billion and $11 billion, depending upon market conditions. An IPO, the report notes, follows General Motors Co.'s record- breaking offering in November 2010, which at $23.1 billion was the world's largest at the time. About Chrysler Group Chrysler Group LLC, formed in 2009 from a global strategic alliance with Fiat Group, produces Chrysler, Jeep(R), Dodge, Ram Truck, Mopar(R) and Global Electric Motorcars (GEM) brand vehicles and products. Headquartered in Auburn Hills, Michigan, Chrysler Group LLC's product lineup features some of the world's most recognizable vehicles, including the Chrysler 300, Jeep Wrangler and Ram Truck. Fiat will contribute world-class technology, platforms and powertrains for small- and medium-sized cars, allowing Chrysler Group to offer an expanded product line including environmentally friendly vehicles. Chrysler LLC and 24 affiliates on April 30, 2009, sought Chapter 11 protection from creditors (Bankr. S.D.N.Y (Mega-case), Lead Case No. 09-50002). The U.S. and Canadian governments provided Chrysler LLC with $4.5 billion to finance its bankruptcy case. In connection with the bankruptcy filing, Chrysler reached an agreement to sell all assets to an alliance between Chrysler and Italian automobile manufacturer Fiat. Under the terms approved by the Bankruptcy Court, the company formerly known as Chrysler LLC in June 2009, formally sold substantially all of its assets to the new company, named Chrysler Group LLC. * * * Chrysler has a 'B1' corporate family rating from Moody's. Moody's upgraded the rating from 'B2' to 'B1' in February 2013. Moody's said that the upgrade reflects Moody's expectation that Chrysler will be able to sustain the progress it has made during the past 18 months in strengthening its competitive position in North America. CNO FINANCIAL: Fitch Affirms B+ Unsecured Convertible Notes Rating ------------------------------------------------------------------ Fitch Ratings has affirmed the ratings assigned to CNO Financial Group, Inc.'s insurance subsidiaries and debt issues. The Rating Outlook is Stable. Key Rating Drivers The affirmation of all ratings reflects Fitch's view that the company's balance sheet fundamentals and operating performance through the first half of 2013 remain in line with expectations. The Stable Outlook is driven by Fitch's expectations of continued sustainable solid core operating and investment performance for 2013. Fitch believes that the pressure on profitability and capital driven by an extended low interest rate scenario and future investment losses is manageable in the context of the company's capital position and improved financial flexibility. CNO Financial's pre-tax operating earnings for the first six months of 2013 increased 20.5% to $182 million versus the same period for 2012. Pre-tax operating earnings are adjusted for the impact of losses on extinguishment of debt, changes in its deferred tax valuation allowance, equity in earnings of certain non-strategic investments, earning attributable to non-controlling interests and the fair value of embedded derivatives. Net income declined to $89 million for the first six months of 2013 from $125 million for the prior year period, negatively affected by $64 million loss on extinguishment of debt. Investment related performance is steady and credit related impairments have been minimal in 2013. CNO Financial reported strong first half 2013 statutory results and profitability measures. Net income increased to $228.4 million versus $198.1 million in the prior period and operating return on total adjusted capital (TAC) improved to 23% vs. 21% respectively. Total adjusted capital increased 4.6% to $1.9 billion through the first six months of 2013. CNO's reported consolidated RBC ratio improved to 376% at June 30, 2013 from 367% at year-end 2012. While the company's capital profile is at the upper end of the range of companies in its current rating level, Fitch believes CNO requires more capital than an insurer whose liabilities are more heavily weighted toward traditional life products. The company consolidated RBC target is 350%. Operating leverage declined to 12.8.0x at June 30, 2013 from 13.2x at year-end 2012. Fitch believes the company will continue to make incremental improvements in capital as it generates good statutory earnings. Fitch considers CNO's financial leverage and total financing and commitment (TFC) ratios to be moderate. CNO's financial leverage declined modestly to 19% for June 30, 2013 from 21% at Dec. 31, 2012. Leverage has decreased since year-end 2012 due mainly to the repurchase of debt. Financial leverage was favorably affected in the third quarter of 2013 by the conversion of $25.7 million of the $29.2 million of 7% senior convertible debentures due 2016 to approximately 4.7 million common shares. The company's total financings and commitments (TFC) ratio is slightly above average at 0.72 at June 30, 2013. Most of the TFC is derived from CNO Financial's use of $1.85 billion in Federal Home Loan Bank borrowing to generate investment income from a spread income program. Fitch views CNO's debt service capabilities to be adequate as GAAP interest coverage improved to 5.6x through the first six months of 2013 versus 2.1x for full year 2012. Fixed charge coverage benefited from reduced interest expense and improving profitability. Coverage for both periods was negatively affected by charges for the extinguishment of debt. Fitch expects interest coverage to remain above 5x excluding unusual items. Rating Sensitivies: Key rating triggers that could lead to an upgrade include: -- Continued generation of stable earnings free of significant special charges; -- Expansion of margin versus existing covenant requirements; -- GAAP interest coverage ratio and NAIC risk based capital (RBC) above 6x and 350%, respectively. Key rating triggers that could lead to a downgrade include: -- Combined NAIC RBC ratio less than 300% and operating leverage above 20x; -- Deterioration in operating results; -- Significant increase in credit-related impairments; -- Financial leverage above 30% and TFC ratio above 0.65x. Fitch expects that over the next few years, CNO Financial will attempt to migrate its capital structure away from secured debt to unsecured senior debt. During this transition, the mix of secured versus unsecured debt may fluctuate. Fitch does not expect to change its current notching of CNO Financial's secured and unsecured debt relative to the Issuer Default Rating (IDR) in reaction to such fluctuations in the secured and unsecured mix. Currently, CNO's secured debt benefits by one notch, and the unsecured debt is lower by one notch, compared to how Fitch would traditionally rate unsecured senior debt when there is no secured debt in the capital structure. At the end of this transition, Fitch will revisit its debt issue notching. In addition, Fitch does not anticipate any further changes in CNO Financial's IDR based on changes in the company's mix of secured and unsecured debt outstanding. Fitch has affirmed the following ratings: CNO Financial Group, Inc. -- IDR at 'BB' -- $293 million 7% senior unsecured convertible note ($29.2 million outstanding at June 30, 2013) due Dec. 30, 2016 at 'B+'; -- Senior secured bank credit facility (Tranches of $250 million and $425 million due Sept. 30, 2016 and 2018, respectively) at 'BB'; -- $275 million senior secured note 6.375% due Oct. 1, 2020 at 'BB'. Bankers Life and Casualty Company Bankers Conseco Life Insurance Company Colonial Penn Life Insurance Company Washington National Insurance Company -- Insurer Financial Strength (IFS) at 'BBB'. Conseco Life Insurance Company -- IFS at 'BB+'. The Rating Outlook for all the above ratings is Stable. CODA HOLDINGS: Disclosure Statement Hearing Resumes Tuesday ----------------------------------------------------------- Adoc Holdings Inc. et al., formerly known as Coda Holdings Inc., will return to the Bankruptcy Court in Wilmington, Delaware, today, Sept. 24, 2013, for the hearing to approve the disclosure statement explaining the Debtors' plan of liquidation. The Plan was filed Aug. 2. The hearing was originally scheduled for Sept. 9, but was adjourned to Tuesday afternoon at 2:00 p.m. As reported by the Troubled Company Reporter on Aug. 22, 2013, Coda's Plan contemplates the establishment of a liquidation trust to liquidate the Debtors' assets, including certain Causes of Action. It also provides for the treatment of claims against and equity interests in the Debtors. Counsel to the Debtors, Jeffrey M. Schlerf, Esq., of Fox Rothshild, LLP, reveals that the Plan is the product of negotiations between the Debtors, the Official Committee of Unsecured Creditors and secured parties to maximize recoveries to the Debtors' creditors and provide for a fair allocation of the Debtors' remaining Assets as a consequence of the asset sale transaction with the DIP Lenders, as stalking horse bidder. A Plan Settlement provides that the Stalking Horse Bidder acquired certain of the Debtors' assets for $25 million, $1.7 million of which was paid in cash with the remainder received in the form of a credit bid of the entire DIP Facility and a portion of the Priority Enhanced Notes. In addition, the full $5 million of availability under the DIP Facility was made available to fund the administrative expenses of the Estates as the Debtors pursued confirmation of a liquidation plan that conformed to the terms of the Plan Settlement. Under the Plan, Class 1 Priority Claims and Class 2 Other Secured Claims will be paid in full. Class 3 Deficiency Claims will receive their pro rata share of the Lender Beneficial Interests and will receive Liquidating Trust distributions. Class 4 General Unsecured Claims will also receive their pro rata share of the GUC Beneficial Interests. Class 5 Electing WARN Claims, to the extent not yet satisfied, will receive an appropriate distribution. Class 6 Equity Interests will be cancelled on the Effective Date. Class 7 Subordinated Claims will not receive any Liquidating Trust distribution. Full-text copies of the Plan and Disclosure Statement dated Aug. 2, 2013 are available for free at: http://bankrupt.com/misc/CODAHOLDINGS_PlanDSAug2.pdf Co-counsel for the Creditors' Committee are Brown Rudnick LLP, Seven Times Square, New Yok, New York 10036, Attn: William R. Baldiga, Esq.; and Morris Nichols Arhst & Tunnell, LLP, 1201 North Market Street, Suite 1600, P.O. Box 1347, Wilmington, Delaware 19899, Attn: Gregory W. Werkheiser, Esq. Counsel to certain lenders are Sidley Austin LLP, 555 West 5th Street, Suite 4000, Los Angeles, California 90013, Attn: Jeremy E. Rosenthal, Esq.; and DLA Piper LLP (US), 2000 University Boulevard, East Palo Alto, California 94303, Attn: Bradley J. Gersich. Counsel to the Office of the U.S. Trustee, District of Delaware, J. Caleb Boggs Federal Building, 844 King Street, Suite 2207, Wilmington, Delaware 19801, Attn: David Buchbinder, Esq. About CODA Holdings Los Angeles, California-based CODA Energy -- http://www.codaenergy.com-- made an electric auto that was a commercial failure. The company marketed the Coda Sedan, which sold only 100 copies. It was an electrically powered version of the Hafei Saibao, made in China. After bankruptcy, Los Angeles- based Coda intends to concentrate on making stationery electric- storage systems. CODA Holdings, Inc., Coda Energy LLC and three other affiliates filed for Chapter 11 bankruptcy (Bankr. D. Del. Lead Case No. 13-11153) on May 1, 2013, to enable the Company to complete a sale, confirm a plan, and emerge from bankruptcy in a stronger position to execute its new business plan. The Company expects the sale process to take 45 days to complete. FCO MA CODA Holdings LLC, an affiliate of Fortress Investment Group, is leading a consortium of lenders intending to provide DIP financing to enable the Company's energy storage business to remain fully operational during the restructuring process. The consortium, or its designee, will also as stalking horse bidder to acquire the Company post-bankruptcy. In addition, the Company will seek to monetize value of its existing automotive business assets. CODA disclosed assets of $10 million to $50 million and liabilities of less than $100 million. Coda Automotive Inc., disclosed $24,950,641 in assets and $95,859,413 in liabilities as of the Chapter 11 filing. The Debtors have incurred prepetition a significant amount of secured indebtedness: secured notes of with principal in the amount of $59.1 million; term loans in the principal amount of $12.6 million; and a bridge loan with $665,000 outstanding. FCO and other bridge loan lenders have "enhanced priority" over other secured noteholders that did not participate in the bridge loans, pursuant to the intercreditor agreement. Jeffrey M. Schlerf, Esq., John H. Strock, Esq., and L. John Bird, Esq., at Fox Rothschild LLP are the proposed counsel for the Debtors. CODA's legal advisor in connection with the restructuring is White & Case LLP. Emerald Capital Advisors serves as its chief restructuring officer and restructuring advisor, and Houlihan Lokey serves as its investment banker for the restructuring. Sidley Austin LLP is serving as FCO MA CODA Holdings LLC's legal advisor. Brent T. Robinson, Esq., at Robinson, Anthon & Tribe represents the Debtors in their restructuring efforts. The Committee tapped Brown Rudnick as its counsel and Deloitte Financial Advisory Services LLP as its financial advisor. COMMERCIAL MORTGAGE: Trial Against Former CEO Began Monday ---------------------------------------------------------- Alex Gary, writing for Rockford Register Star reports that the federal trial of Anthony D'Agostino, former CEO of Commercial Mortgage & Finance, who is charged with operating a Ponzi scheme that cost investors at least $20 million in losses, is scheduled to begin at 9 a.m. Monday, Sept. 23. He was charged in December with 17 counts of mail fraud, one count of wire fraud and one count of securities fraud. Commercial Mortgage & Finance, founded in 1929, collapsed in October 2008; it had 1,400 investors who were owed more than $63 million. According to the report, U.S. Magistrate Judge Fred Kapala is hearing the case. He asked that opening statements be submitted in advance so the prosecution may begin calling witnesses Monday. Chicago lawyer Scott R. Lassar, Esq., is representing Mr. D'Agostino. Bradley Koch, Esq., a lawyer for Holmstrom & Kennedy who is representing Commercial Mortgage & Finance's creditors in bankruptcy court, said the government has been able to recover and return 20 to 25 percent of the $63 million owed. About Commercial Mortgage Rockford, Illinois-based Commercial Mortgage & Finance Co. offers promissory notes to customers on a nine- or 12-month term as an investment opportunity. The company filed for Chapter 11 protection on Oct. 7, 2008. Gregory J. Jordan, Esq., at Polsinelli Shalton Flanigan Suelthaus PC, represents the Debtor in its restructuring effort. The company estimated both assets and debts below $50,000. CONSOLIDATED CAPITAL: To Sell Highcrest for $20.2 Million --------------------------------------------------------- Consolidated Capital Institutional Properties/2, LP, and Laramar Kona Real Estate Associates, LLC, entered into a First Amendment to the Purchase and Sale Contract, pursuant to which the Company will sell Highcrest for a total sales price of $20,175,000. Consolidated Capital owns a 100 percent interest in CCIP/2 Highcrest, L.L.C. The Company owns Highcrest Townhomes, a 176- unit apartment complex located in Woodridge, Illinois. In accordance with the amendment, (i) the Purchaser will have the option to extend the closing date from Oct. 14, 2013, to Nov. 14, 2013, by providing written notice to the Company by Oct. 7, 2013, and (ii) deliver an additional deposit of $250,000 to the escrow agent, which will be treated as a part of the deposit under the Purchase Agreement. A copy of the Amended Agreement is available for free at: http://is.gd/T3pMXo Greenville, South Carolina-based Consolidated Capital Institutional Properties/2, LP's investment property consists of one apartment complex in Wood Ridge, Illinois. The general partner of the Partnership is ConCap Equities, Inc. The Partnership's balance sheet at June 30, 2013, showed $8.75 million in total assets, $11.59 million in total liabilities, and a partners' deficit of $2.84 million. COPYTELE INC: Amends July 31 Quarter Form 10-Q ---------------------------------------------- Copytele, Inc., has amended its quarterly report on Form 10-Q for the period ended July 31, 2013, to furnish the Interactive Data File exhibits required by Item 601(b)(101) of Regulation S-K. No other changes have been made to the Form 10-Q and this amendment has not been updated to reflect events occurring subsequent to the filing of the Form 10-Q. A copy of the Form 10-Q/A is available for free at http://is.gd/TcXhBx About CopyTele Melville, N.Y.-based CopyTele, Inc.'s principal operations include the development, production and marketing of thin flat display technologies, including low-voltage phosphor color displays and low-power passive E-Paper(R) displays, and the development, production and marketing of multi-functional encryption products that provide information security for domestic and international users over several communications media. Copytele Inc. incurred a net loss of $4.25 million for the year ended Oct. 31, 2012, compared with a net loss of $7.37 million during the prior fiscal year. The Company's balance sheet at July 31, 2013, showed $5.30 million in total assets, $8.54 million in total liabilities and a $3.23 million total shareholders' deficiency. KPMG LLP, in Melville, New York, issued a "going concern" qualification on the consolidated financial statements for the fiscal year ended Oct. 31, 2012. The independent auditors noted that the Company has suffered recurring losses from operations, has negative working capital, and has a shareholders' deficiency that raise substantial doubt about its ability to continue as a going concern. DAMES POINT: Parties Dispute "Bad Faith" Plan Filing ---------------------------------------------------- Debtor Dames Point Holdings, LLC, f/k/a B & B Properties, objects to P&B Marina Development, LLC's Plan of Reorganization for the Debtor, saying the Plan was filed in bad faith. P&B, which was formed by Philip D. Tingle on Sept. 28, 2008, owns a 40% interest in the Debtor; while Dames Point Marina, Inc. ("DPM"), which was formed by William F. Shafnacker on Feb. 19, 2008, owns a 60% interest. The Debtor says in papers filed with the Court on Sept. 12, 2013, that: -- Mr. Tingle & P&B continue to represent themselves inaccurately as "creditors." -- P&B purposely delayed court ordered mediation and then intentionally filed a plan of reorganization in bad faith prior to mediation. -- P&B's plan of reorganization converts the Chapter 11 case into a Chapter 7 by immediately liquidating the land and Marina. -- P&B's plan of reorganization asks for a 95/5% split increasing its ownership 55% for investing a small amount of money. -- P&B's plan of reorganization requests $50,000 for legal fees to be paid to the minority debtor's counsel and only $3,500 for fees to be paid to the majority owner's counsel, despite being the Debtor's counsel. -- P&B is essentially raiding its own corporation after acting in bad faith allowing a tax issue to increase over 10 fold from $12,189.67 to over $140,000 over the course of five (5) years. -- P&B is using its legal knowledge and financial resources to act adversely to the Debtor when in fact they are co-debtors. The objection to P&B's Plan was submitted by: Gust G. Sarris, Esq. AFFINITY LAW FIRM, p.l. 11718 Alexander Court Jacksonville, FL 32225 Tel: (904) 398-9510 Fax: (904) 398-9512 P&B's Response According to P&B, the Debtor objects solely on the ground that P&B's Plan was not filed in good faith. "Debtor does so without filing a ballot voting for or against the Plan and without filing a plan during its exclusivity period or through the date of this response. P&B, however, has not acted in bad faith, but been left with no choice but to advance a plan. It has done so in good faith. In fact, none of Debtor's allegations, even if true, demonstrate bad faith. As such, this Court should confirm the Plan, P&B avers. A copy of P&B's response is available at: http://bankrupt.com/misc/damespoint.doc137.pdf The Chapter 11 Plan As reported in the TCR on Sept. 4, 2013, the U.S. Bankruptcy Court for the Middle District of Florida entered on Aug. 14, 2013, an order conditionally approving the disclosure statement explaining P&B Marina Development, LLC's Plan of Reorganization for Dames Point Holdings, LLC, dated Aug. 6, 2013. The proponent is an unsecured creditor and partial owner of Debtor. According to P&B Marina's disclosure statement, proponent will contribute substantial new equity capital to the Debtor, subordinate to the Debtor's creditors, and the Debtor's ownership structure will be correspondingly restructured. The proponent will assume management of Post-Confirmation Debtor, cease current active marina operations, and use the new equity contributions to effectuate a deliberate, marketed sale of the Debtor's assets, allowing for flexibility to also assess the appropriate market conditions to effectuate a sale or multiple sales. A copy of the Disclosure Statement is available for free at http://bankrupt.com/misc/DAMES_POINT_ds.pdf About Dames Point Holdings, LLC P&B Marina Development, LLC filed an involuntary Chapter 11 case against Jacksonville, Florida-based Dames Point Holdings, LLC (Bankr. M.D. Fla. Case No. 13-00501) on Jan. 29, 2013. Scott A. Underwood, Esq., at Fowler White Boggs, P.A. represented the petitioners. On March 12, 2013, the Court entered an order vacating the Feb. 28, 2013 order for relief in involuntary Chapter 11 case. The Court has consolidated the involuntary Chapter 11 case for all purposes with the voluntary case of William F. Shafnacker. Gust G. Sarris, Esq., represents the Debtor in its restructuring effort. The U.S. Trustee for Region 21 has informed the Bankruptcy Court that until further notice, it will not appoint a committee of creditors in the Chapter 11 case of Dames Point Holdings because of an insufficient number of unsecured creditors willing or able to serve on an unsecured creditors committee. DEL MONTE: Fitch Affirms 'B' Issuer Default Rating -------------------------------------------------- Fitch Ratings has affirmed Del Monte Corporation's ratings as follows: -- Long-term Issuer Default Rating (IDR) at 'B'; -- $750 million asset-based loan (ABL) revolver at 'BB/RR1'; -- $2.6 billion secured term loan B at 'BB-/RR2'; -- $1.3 billion unsecured notes at 'CCC+/RR6'. The Rating Outlook has been revised to Stable from Negative. At July 28, 2013, Del Monte had approximately $3.9 billion of total debt. Key Rating Drivers: Leverage Improvement in 2014: Del Monte's 'B' IDR and Stable Outlook reflect that the company has shown modest deleveraging in fiscal 2014 with moderation in commodity costs, price realization and the $74.5 million excess cash flow payment made in June 2013. Per Fitch, total debt-to- operating EBITDA was 6.5 times (x), operating EBITDA-to-gross interest expense was 2.4x, and funds from operations (FFO) fixed charge coverage was 1.8x for the latest 12 month (LTM) period ended July 28, 2013. This improvement is balanced with the fact that Del Monte's deleveraging is taking longer than Fitch had anticipated at the time of the $5.3 billion March 8, 2011 leveraged buyout (LBO). Per Fitch, total debt to EBITDA was nearly 7x in fiscal 2013, driven by Del Monte's $100 million term loan increase offsetting its $91.1 million mandatory term loan repayment. Meaningful FCF: Fitch believes Del Monte can generate over $150 million of free cash flow (FCF) per year, after producing an average of nearly $190 million annually during the past 10 years. Despite higher costs for marketing initiatives to re-launch the Del Monte brand and Del Monte's hefty interest expense payments, cost-reduction efforts and higher operating earnings are expected to support cash flow. LTM FCF was $142.3 million. Del Monte generates most of its FCF during the second half of its fiscal year because of seasonal working capital requirements. Well Known Brands Del Monte's ratings reflect the company's high financial leverage, good cash flow generation, ample liquidity, and competitive market position. Del Monte has well-known brands, many of which hold No. 1 and No. 2 market share positions, in categories facing favorable demographic trends. Pet food/snacks is benefiting from significant household dog and cat ownership while processed produce is supported by growing demand for healthier food. Del Monte is committed to driving innovation and investing behind its brands, which in addition to namesake Del Monte include Milk-Bone, Meow Mix, 9 Lives, Kibbles 'n Bits, Milo's Kitchen, Contadina and College Inn. Shift Toward Higher Margin Pet: The Pet Products segment has increased to 52% of sales in fiscal 2013, up from 46% in 2009. Del Monte's profitability benefits from the diversification provided by its high-margin pet food business. Fitch is concerned about declining profitability in Consumer Products, which includes processed produce and broth, but views the offset by Pet Products favorably. Fitch expects innovation, price realization and the shift to Pet Products to support mid- teens EBITDA margins over the long term. Liquidity, Refinancing Risk: Although leverage is high, liquidity is adequate and Del Monte does not have refinancing risk over the intermediate term. Del Monte's $624 million liquidity at July 28, 2013 is down from more than $700 million of liquidity maintained since its LBO. The company used cash on hand for its $337.5 million net acquisition price of Natural Balance Pet Foods in July 2013. The company's asset-based loan (ABL) revolver expires March 2016, $2.6 billion of term loans mature March 2018, and $1.3 billion of 7.625% notes are due in February 2019. Annual term loan amortization payments of $26.4 million are due in fiscal 2015 through fiscal 2017. The company is subject to mandatory term loan debt prepayment with up to 50% of excess cash flow, as defined by the company's credit agreement. The requirement steps down to 25% if leverage is less than or equal to 5.5x or 0% if leverage is less than or equal to 4.5x. Recovery and Covenants: Del Monte's ABL revolver has a first-priority lien on accounts receivable, inventory and cash (ABL Priority Collateral) which are more liquid assets. The ABL revolver has a second-priority lien on substantially all of Del Monte's other assets. The company's secured term loan has a first-priority lien on substantially all other assets and a second-priority lien on ABL Priority Collateral. Fitch's recovery analysis assumes revolver capacity, based on a historical average of a company's ABL borrowing base, would be fully drawn if a company was in distress. All of Del Monte's debt is guaranteed by domestic operating subsidiaries. The ABL facility is bound by a springing fixed-charge coverage ratio of 1.0x. Del Monte is not subject to a maximum leverage or minimum EBITDA covenant. Material divestitures would result in mandatory prepayment of debt, per Del Monte's debt agreements, and could affect recovery. The 'RR1' Recovery Rating on Del Monte's ABL revolver indicates that Fitch views recovery prospects on these obligations as outstanding at 91% or better. The 'RR2' rating on the secured term loan reflects Fitch's opinion that recovery would be superior in the 71% - 90% range. The 'RR6' rating on Del Monte's 7.625% notes reflects Fitch's opinion that recovery for unsecured bondholders could be poor at 10% or less if there were a restructuring event. Recent Operating Performance: Del Monte's fiscal first quarter sales rose 0.3% to $823.9 million from the prior year period. Net higher pricing in Pet Products drove the increase, offset by lower sales of existing products in both segments. The Natural Balance Pet acquisition also contributed $12 million of sales in approximately the last two weeks of the quarter. Operating income increased 87.3% versus the year ago period. The improvement resulted from higher pricing, lower marketing spending and lower costs due to a facility closure. Fitch expects the operating environment to remain competitive but Del Monte should benefit from moderation in cost inflation offset by cogs productivity. Also, the company expects stronger Pet Products innovation as well as price realization in the Consumer segment in the second half of fiscal 2014. Rating Sensitivities Future developments that may, individually or collectively, lead to a negative rating action include: Significant margin compression, materially lower than expected cash flow, or increases in debt such that total debt to operating EBITDA is sustained above 7.0x, could result in a downgrade. Large debt-financed acquisitions or dividends paid to Del Monte's private equity sponsors, particularly during difficult operating environments, would likely result in a rating downgrade. A considerable loss of market share, possibly from a widespread food scare or competitive pricing, would be viewed negatively. Future developments that may, individually or collectively, lead to a positive rating action include: Conversely, leverage sustainable below 6.0x due to operating income growth and debt reduction, as well as continued strong FCF, could result in an upgrade. DETROIT, MI: Sewer Funds Possibly at Risk ----------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Detroit's emergency manager said in an examination under oath that the city theoretically might use money held aside for water and sewer system improvements to pay creditors. He also said the sewer-bond indenture and court rulings may preclude use of the funds. According to the report, the manager's deposition was taken by creditors preparing to challenge the city's eligibility for Chapter 9 municipal debt adjustment. The trial is next month. 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. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Pension Fund Loses $40MM Claim Over CDOs ----------------------------------------------------- Law360 reported that an arbitration panel on Sept. 18 struck down a $40 million claim brought by the pension fund for Detroit's police and firefighters against Citigroup Global Markets Inc. and Morgan Stanley brokers, finding that the banks didn't mislead the fund about investing in certain derivatives. The Police and Fire Retirement System of the City of Detroit lost its claims over certain collateralized debt obligations, according to documents filed Wednesday with the Financial Industry Regulatory Authority. Reuters reported that the arbitration panel denied fraud claims against Citigroup Global Markets, Morgan Stanley & Co and others brought by Detroit's Police and Fire Retirement System, which was seeking $39.9 million in damages. According to Reuters, the three-member panel of the Financial Industry Regulatory Authority, an independent regulator of U.S. securities firms, denied and dismissed on Sept. 18 all of the claims the pension fund filed against the banks in May 2010. The fund accused the banks of fraud and breaching contracts and their fiduciary duty over their recommendations to invest in various collateralized debt obligation funds, the report related. The pension fund, which reported net assets of $2.9 billion at the end of fiscal 2012, sought $39.9 million in actual and compensatory damages. Also named in the complaint were GSC Partners CDO Investors; GSC CDO Fund, Ltd.; GSCP L.P.; and two employees of Smith Barney and Morgan Stanley, who the arbitration panel determined did nothing wrong in their dealings with the pension fund, the report said. Officials at the pension fund were not immediately available for comment, the Reuters report further related. 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. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DETROIT, MI: Former U.S. Auto Czar Ron Bloom to Advise Retirees --------------------------------------------------------------- Joseph Lichterman, writing for Reuters, reported that Detroit's retirees have bolstered their defenses against benefit cuts in the city's bankruptcy case by hiring Ron Bloom, a chief architect of the Obama administration's 2009 U.S. auto bailout and long-time adviser to unions in industry shake-ups. According to the report, Lazard Ltd., where Bloom is now vice chairman, said it will advise a nine-member committee that represents 23,500 public sector retirees facing cuts to their healthcare and pension benefits after Detroit's Chapter 9 Bankruptcy filing on July 18. Benefits consulting firm The Segal Company was also hired to assist the committee, two people familiar with the matter said, declining to be named because the details are confidential, the report related. Detroit is the largest city in U.S. history to seek bankruptcy protection and its emergency manager, Kevyn Orr, has said retiree benefits could be cut as the city struggles to pare down more than $18 billion in debt, the report noted. Roughly half of its liabilities stem from retirement benefits, including $5.7 billion for healthcare and other obligations, and $3.5 billion involving pensions, the report said. 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. A nine-member official committee of retired workers was appointed in the case. The Retirees' Committee is represented by Dentons US LLP. DEWEY & LEBOEUF: Judge Keeps Suit Against Former Managers in Iowa ----------------------------------------------------------------- Joseph Checkler, writing for Daily Bankruptcy Review, reported that a federal judge rejected a bid by defunct law firm Dewey & LeBoeuf's former managers to move a lawsuit accusing them of violating securities laws to New York from Iowa. About Dewey & LeBoeuf Dewey & LeBoeuf LLP sought Chapter 11 bankruptcy (Bankr. S.D.N.Y. Case No. 12-12321) to complete the wind-down of its operations. The firm had struggled with high debt and partner defections. Dewey disclosed debt of $245 million and assets of $193 million in its chapter 11 filing late evening on May 29, 2012. Dewey & LeBoeuf LLP operated as a prestigious, New York City- based, law firm that traced its roots to the 2007 merger of Dewey Ballantine LLP -- originally founded in 1909 as Root, Clark & Bird -- and LeBoeuf, Lamb, Green & MacCrae LLP -- originally founded in 1929. In recent years, more than 1,400 lawyers worked at the firm in numerous domestic and foreign offices. At its peak, Dewey employed about 2,000 people with 1,300 lawyers in 25 offices across the globe. When it filed for bankruptcy, only 150 employees were left to complete the wind-down of the business. Dewey's offices in Hong Kong and Beijing are being wound down. The partners of the separate partnership in England are in process of winding down the business in London and Paris, and administration proceedings in England were commenced May 28. All lawyers in the Madrid and Brussels offices have departed. Nearly all of the lawyers and staff of the Frankfurt office have departed, and the remaining personnel are preparing for the closure. The firm's office in Sao Paulo, Brazil, is being prepared for closure and the liquidation of the firm's local affiliate. The partners of the firm in the Johannesburg office, South Africa, are planning to wind down the practice. The firm's ownership interest in its practice in Warsaw, Poland, was sold to the firm of Greenberg Traurig PA on May 11 for $6 million. The Pension Benefit Guaranty Corp. took $2 million of the proceeds as part of a settlement. Judge Martin Glenn oversees the case. Albert Togut, Esq., at Togut, Segal & Segal LLP, represents the Debtor. Epiq Bankruptcy Solutions LLC serves as claims and notice agent. The petition was signed by Jonathan A. Mitchell, chief restructuring officer. JPMorgan Chase Bank, N.A., as Revolver Agent on behalf of the lenders under the Revolver Agreement, hired Kramer Levin Naftalis & Frankel LLP. JPMorgan, as Collateral Agent for the Revolver Lenders and the Noteholders, hired FTI Consulting and Gulf Atlantic Capital, as financial advisors. The Noteholders hired Bingham McCutchen LLP as counsel. The U.S. Trustee formed two committees -- one to represent unsecured creditors and the second to represent former Dewey partners. The creditors committee hired Brown Rudnick LLP led by Edward S. Weisfelner, Esq., as counsel. The Former Partners hired Tracy L. Klestadt, Esq., and Sean C. Southard, Esq., at Klestadt & Winters, LLP, as counsel. FTI Consulting, Inc. was appointed secured lender trustee for the Secured Lender Trust. Alan Jacobs of AMJ Advisors LLC, was named Dewey's liquidation trustee. Scott E. Ratner, Esq., Frank A. Oswald, Esq., David A. Paul, Esq., Steven S. Flores, Esq., at Togut, Segal & Segal LLP, serve as counsel to the Liquidation Trustee. Dewey's liquidating Chapter 11 plan was approved by the bankruptcy court in February 2013 and implemented in March. The plan created a trust to collect and distribute remaining assets. The firm estimated that midpoint recoveries for secured and unsecured creditors under the plan would be 58.4 percent and 9.1 percent, respectively. DIONNE WARWICK: Seeks to Wipe Out $10.2 Million in Taxes -------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that singer Dionne Warwick, who filed bankruptcy in March, sued the Internal Revenue Service and California taxing authorities for a declaration that $10.2 million in taxes have been extinguished. According to the report, Ms. Warwick, whose first major hit was "Walk on By" in 1964, filed a Chapter 7 bankruptcy petition in Newark, New Jersey, near her home in South Orange. In June, she received a general discharge of her debt. Taxing authorities filed claims for tax years between 1990 and 2008, contending the claims were secured and thus would survive bankruptcy. The report notes that in her lawsuit, Ms. Warwick, 72, contended that the tax claims were wiped out by the discharge because the taxes were assessed more than three years before bankruptcy. The tax claims amounted to most of the $10.7 million in claims listed in her bankruptcy papers. Ms. Warwick listed assets of $25,500 and monthly income of about $21,000, the largest a $14,000 monthly pension. She also receives $2,200 in Social Security. She listed monthly expenses that include $9,000 for housekeeping and a personal assistant. The case is In re Warwick, 13-bk-15875, U.S. Bankruptcy Court, District of New Jersey (Newark). DTS8 COFFEE: To Introduce Don Manuel(R) Coffee in China ------------------------------------------------------- DTS8 Coffee Company, Ltd., is a sponsor and will introduce the Don Manuel(R) brand of 100 percent Colombian coffee for sale in the Shanghai market at the 6th Annual Maple Leaf Ball on Sept. 21, 2013, hosted by the Canadian Chamber of Commerce at the Grand Hyatt hotel in Shanghai, China. Andrew Gordon, president and CEO of Coffee Holding Company, Inc., said, "We are excited about this opportunity to partner with DTS8 Coffee in expanding our Don Manuel 100% Colombian coffee into the developing coffee markets of the Pacific Rim. We believe that through DTS8 Coffee's innate experience in these markets they will be able to introduce this premium coffee to a host of new coffee drinkers which will, in the long run, create an enormous loyal customer base for our brand." Don Manuel(R) coffee is artisan roasted by DTS8 under strict standards, ensuring that every cup offers a rich, full bodied coffee with chocolate flavours, sweet-toned syrupy notes, and a smooth, clean finish. Sean Tan, CEO of DTS8 stated, "China is an emerging market for gourmet coffee and demand is growing. Increasing disposable income among the young urban population and adoption of the affluent lifestyle, are key drivers behind the growing demand for premium fresh roasted coffees like Don Manuel(R), an upscale quality product in United States." DTS8 holds an exclusive license from Coffee Holdings Co. Ltd., (JVA), to roast, market, and sell this legendary 100 percent Colombian Arabica coffee in China, as well as in Taiwan, Hong Kong, Macau, Malaysia, Singapore, Brunei, Thailand, Vietnam, Cambodia, Laos, Philippines, Myanmar, Indonesia and East Timor. About DTS8 Coffee DTS8 Coffee Company, Ltd. (previously Berkeley Coffee & Tea, Inc.) was incorporated in the State of Nevada on March 27, 2009. Effective Jan. 22, 2013, the Company changed its name from Berkeley Coffee & Tea, Inc., to DTS8 Coffee Company, Ltd. On April 30, 2012, the Company acquired 100 percent of the issued and outstanding capital stock of DTS8 Holdings Co., Ltd., a corporation organized and existing since June 2008 under the laws of Hong Kong and which owns DTS8 Coffee (Shanghai) Co., Ltd. DTS8 Holdings, through its subsidiary DTS8 Coffee, is a gourmet coffee roasting company established in June 2008. DTS8 Coffee's office and roasting factory is located in Shanghai, China. DTS8 Coffee is in the business of roasting, marketing and selling gourmet roasted coffee to its customers in Shanghai, and other parts of China. It sells gourmet roasted coffee under the "DTS8 Coffee" label through distribution channels that reach consumers at restaurants, multi-location coffee shops, and offices. As of April 30, 2013, the Company had $4.60 million in total assets, $755,882 in total liabilities and $3.84 million in total shareholders' equity. Malone & Bailey, PC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended April 30, 2013. The independent auditors noted that the Company has suffered recurring losses from operations, which raises substantial doubt about its ability to continue as a going concern. DUMA ENERGY: Steven Carter Quits as Director -------------------------------------------- The board of directors of Duma Energy Corp. accepted the resignation of Steven Carter as a director of the board of directors of the Company, effective as of Sept. 17, 2013. As a result, the Company's current directors and Executive Officers are as follows: Name Position ---- -------- Jeremy Glenn Driver President, Chief Executive Officer, Chairman and a director John E. Brewster, Jr. Director Leonard Garcia Director Chris Herndon Director Sarah Berel-Harrop Secretary, Treasurer and Chief Financial Officer On Sept. 17, 2013, the board of directors of the Company approved an amendment and restatement of the Company's Bylaws in their entirety, effective as of that date. The only substantive change to the Company's Bylaws is that a new Article II, Section 14 was added as follows: "ACTION WITHOUT MEETING. No action shall be taken by the stockholders except at an annual or special meeting of stockholders called in accordance with these Bylaws, or by the unanimous written consent of the stockholders in accordance with Chapter 78 of the Nevada Revised Statutes." Previously, the Company's Bylaws did not provide requirements for action by stockholders without a meeting. Under Nevada corporate law, unless otherwise provided in a company's articles of incorporation or bylaws, any action required or permitted to be taken at a meeting of the stockholders may be taken without a meeting if, before or after the action, a written consent thereto is signed by stockholders holding at least a majority of the voting power. About Duma Energy Corpus Christi, Tex.-based Duma Energy Corp. -- http://www.duma.com/-- formerly Strategic American Oil Corporation, is a growth stage oil and natural gas exploration and production company with operations in Texas, Louisiana, and Illinois. The Company's team of geologists, engineers, and executives leverage 3D seismic data and other proven exploration and production technologies to locate and produce oil and natural gas in new and underexplored areas. Duma Energy incurred a net loss of $4.57 million for the year ended July 31, 2012, compared with a net loss of $10.28 million during the prior fiscal year. For the nine months ended April 30, 2013, the Company incurred a net loss of $39.23 million on $5.10 million of revenues. As of April 30, 2013, the Company had $25.78 million in total assets, $15.47 million in total liabilities and $10.30 million in total stockholders' equity. EARL SIMMONS: Rapper DMX Running Low on Cash -------------------------------------------- Jacqueline Palank, writing for The Wall Street Journal, reported that in a real-life situation that sounds more like a tired old country song than the latest hip-hop single, rapper DMX has $50 in his pockets and nothing in the bank. According to the report, new court filings in the bankruptcy case of Earl Simmons, aka DMX, show the rapper has little to report in the way of assets as well as expenses that exceed his monthly income. One of the top-selling hip-hop artists ever, DMX now says he's down to $50 cash on hand, the report related. Not only does he report, under penalty of perjury, that he has zero dollars in the bank, but he also denies having any personal property of value -- no electronic equipment, no jewelry, no clothes and no cars. Besides the $50 cash, DMX says the rest of the $1.4 million in assets to his name are tied to pending litigation and other claims, the report related. The rapper's debts include more than $1 million in unpaid domestic-support obligations that, as Bankruptcy Beat readers will recall, precipitated his Chapter 11 bankruptcy filing in July, as well as more than $453,000 owed on a mortgage to a property in Mount Kisco, N.Y., the report further related. His unsecured creditors are owed another $479,000. The case is In re Earl Simmons, Case No. 13-23254 (Bankr. S.D.N.Y.). The Chapter 11 Petition was filed July 29, 2013. EASTMAN KODAK: Contrarian Amends Report on Shares Ownership ----------------------------------------------------------- Contrarian Capital Management, L.L.C., and Contrarian Capital Fund I, L.P., filed with the U.S. Securities and Exchange Commission an amended Scheduled 13G to correct a clerical error relating to the beneficial ownership of common stock of Eastman Kodak Company reported on the Schedule 13G dated Sept. 13, 2013. The amended Schedule reflects that Contrarian Capital Fund I, L.P., held 2,576,793 common shares or 7.2 percent equity stake as of Sept. 3, 2013, not 2,289,933 shares as originally reported. The Contrarian Capital Management beneficially owned 4,330,835 shares of common stock of Eastman Kodak Company representing 12.1 percent of the shares outstanding as of Sept. 3, 2013. A copy of the regulatory filing is available for free at: http://is.gd/m7deJ1 About Eastman Kodak Rochester, New York-based Eastman Kodak Company and its U.S. subsidiaries on Jan. 19, 2012, filed voluntarily Chapter 11 petitions (Bankr. S.D.N.Y. Lead Case No. 12-10202) in Manhattan. Subsidiaries outside of the U.S. were not included in the filing and are expected to continue to operate as usual. Kodak, founded in 1880 by George Eastman, was once the world's leading producer of film and cameras. Kodak sought bankruptcy protection amid near-term liquidity issues brought about by steeper-than-expected declines in Kodak's historically profitable traditional businesses, and cash flow from the licensing and sale of intellectual property being delayed due to litigation tactics employed by a small number of infringing technology companies with strong balance sheets and an awareness of Kodak's liquidity challenges. Attorneys at Sullivan & Cromwell LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. FTI Consulting, Inc., is the restructuring advisor. Lazard Freres & Co. LLC, is the investment banker. Kurtzman Carson Consultants LLC is the claims agent. The Official Committee of Unsecured Creditors has tapped Milbank, Tweed, Hadley & McCloy LLP, as its bankruptcy counsel. Michael S. Stamer, Esq., David H. Botter, Esq., and Abid Qureshi, Esq., at Akin Gump Strauss Hauer & Feld LLP, represent the Unofficial Second Lien Noteholders Committee. The Retirees Committee has hired Haskell Slaughter Young & Rediker, LLC, and Arent Fox, LLC as Co-Counsel; Zolfo Cooper, LLC, as Bankruptcy Consultants and Financial Advisors; and the Segal Company, as Actuarial Advisors. Robert J. Stark, Esq., Andrew Dash, Esq., and Neal A. D'Amato, Esq., at Brown Rudnick LLP, represent Greywolf Capital Partners II; Greywolf Capital Overseas Master Fund; Richard Katz, Kenneth S. Grossman; and Paul Martin. Eastman Kodak emerged from bankruptcy after its First Amended Joint Chapter 11 Plan of Reorganization became effective on Sept. 3, 2013. Kodak reorganized the business by keeping its commercial printing business and selling various assets. Kodak completed the $527 million sale of digital-imaging technology in February 2013. Kodak also spun off its personalized imaging and document Imaging businesses to Kodak Pension Plan, a longstanding pension plan of Kodak's U.K. subsidiary. Kodak filed a proposed reorganization plan offering 85 percent of the stock to holders of the remaining $375 million in second-lien notes. The other 15 percent is for unsecured creditors with $2.7 billion in claims and retirees who have a $635 million claim from the loss of retirement benefits. ECOSPHERE TECHNOLOGIES: Files Pro Forma Financial Statements ------------------------------------------------------------ Ecosphere Technologies, Inc., on May 24, 2013, sold 12 percent of Fidelity National Environmental Solutions, LLC, formerly Ecosphere Energy Services, LLC, to Fidelity National Financial, Inc., an existing EES member, for $6 million under a Unit Purchase Agreement. In consideration for facilitating the transaction, ETI transferred an additional 1.5 percent interest of FNES to an existing EES member. As a result, ETI and FNF now own 39 percent and 31 percent of FNES, respectively. Additionally, for a 90-day period, FNF was granted an option to purchase an additional 8% of FNES from ETI for $4 million. FNF exercised this option on July 31, 2013. In 2012, FNES unaudited revenues and net income were approximately $11.7 and $3.8 million, respectively. ETI and FNES also entered into a Master Manufacturing Agreement which provides for ETI to be the exclusive manufacturer of all equipment and products for FNES that use ETI's water treatment technologies, for energy applications as required by FNES for a two-year period. ETI and the other EES members also entered into a Second Amended and Restated Limited liability Company Agreement. Effective May 24, 2013, ETI will account for its investment in FNES using the equity method of accounting. The Company filed with the U.S. Securities and Exchange Commission pro-forma presentations that reflect ETI's condensed balance sheet for the three months ended March 31, 2013, as if the FNF transaction and corresponding deconsolidation and equity method accounting occurred on March 31, 2013. The Company also filed a pro-forma presentation which reflects ETI's pro forma condensed statement of operations for the year ended Dec. 31, 2012, and for the three months ended March 31, 2013, as if the FNF transaction and corresponding deconsolidation and equity method accounting occurred at the beginning of each period. A copy of the Form 8-K Report is available for free at: http://is.gd/VKiIRv About Ecosphere Technologies Stuart, Florida-based Ecosphere Technologies (OTC BB: ESPH) -- http://www.ecospheretech.com/-- is a water engineering, technology licensing and environmental services company that designs, develops and manufactures wastewater treatment solutions for industrial markets. Ecosphere, through its majority-owned subsidiary Ecosphere Energy Services, LLC, provides energy exploration companies with an onsite, chemical free method to kill bacteria and reduce scaling during fracturing and flowback operations. Ecosphere disclosed net income of $1.05 million on $31.13 million of total revenues for the year ended Dec. 31, 2012, as compared with a net loss of $5.86 million on $21.08 million of total revenues for the year ended Dec. 31, 2011. The Company's balance sheet at March 31, 2013, showed $9.66 million in total assets, $6.45 million in total liabilities, $3.65 million in total redeemabable convertible cumulative preferred sotck, and a $453,324 total deficit. Salberg & Company, P.A., in Boca Raton, Florida, 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 seen a recent significant decline in its working capital primarily relating to delays in receiving additional purchase orders and related funding from a significant customer. This matter raises substantial doubt about the Company's ability to continue as a going concern. ECOTALITY INC: Asset Sale, Ch. 11 Financing Get Green Light ----------------------------------------------------------- Law360 reported that Ecotality Inc., a U.S.-backed maker of electric-car charging stations, on Sept. 19 received approval from an Arizona bankruptcy judge to sell off its assets at an auction next month and to obtain $1.25 million in debtor-in-possession financing. According to the report, U.S. Bankruptcy Judge Randolph J. Haines set an auction date for Oct. 8, and gave the green car services company leave to enter into deals with one or more stalking horse bidders by Sept. 30. San Francisco-based Ecotality plans to unload all of its assets at the sale, including equipment, the report related. Ecotality Inc., a developer of charging systems for electric vehicles, filed a petition for Chapter 11 protection on Sept. 16 (Case No. 13-16126, Bankr. D. Ariz.), and wants the bankruptcy judge in Phoenix to sell the business at auction on Oct. 9. The case is assigned to Chief Judge Randolph J. Haines. The Debtors' lead counsel are Charles R. Gibbs, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in Dallas, Texas; and David P. Simonds, Esq., and Arun Kurichety, Esq., at AKIN GUMP STRAUSS HAUER & FELD LLP, in Los Angeles, California. The Debtors' local counsel is Jared G. Parker, Esq., at PARKER SCHWARTZ, PLLC, in Phoenix, Arizona. The Debtors' claims & noticing agent is KURTZMAN CARSON CONSULTANTS LLC. EDENOR SA: Board Approves Pampa's Change of Payment Proposal ------------------------------------------------------------ Edenor disclosed in a regulatory filing with the U.S. Securities and Exchange Commission that at the meeting held on September 17, the Company's Board of Directors resolved to accept the proposal received on Sept. 5, 2013, from Pampa Energia S.A. in connection with the sale of Emdersa Generacion Salta S.A. (EGSSA) made in October, 2011. Said proposal includes a change in the means of payment of the price balance. Also at the meeting, the Company's Board of Directors approved the delivery to Energia Riojana S.A. (ERSA), in its capacity as purchaser and assignee, and to the Government of the Province of La Rioja, in its capacity as the purchaser's controlling shareholder, an irrevocable offer to (i) sell EDENOR's indirect shareholding in Empresa Distribuidora Electrica Regional S.A. (EMDERSA), which is Empresa Distribuidora de Electricidad de La Rioja (EDELAR)'s parent company, and (ii) assign for a valuable consideration certain EDENOR's receivables in relation to EMDERSA and EDELAR. The effective term of this offer is 10 business days as from its date of receipt by the intended addressee. About Edenor SA Headquartered in Buenos Aires, Argentina, Edenor S.A. (NYSE: EDN; Buenos Aires Stock Exchange: EDN) is the largest electricity distribution company in Argentina in terms of number of customers and electricity sold (both in GWh and Pesos). Through a concession, Edenor distributes electricity exclusively to the northwestern zone of the greater Buenos Aires metropolitan area and the northern part of the city of Buenos Aires. Edenor S.A. disclosed a loss of ARS1.01 billion on ARS3.72 billion of revenue from sales for the year ended Dec. 31, 2012, as compared with a net loss of ARS291.38 million on ARS2.80 billion of revenue from sales for the year ended Dec. 31, 2011. The Company's balance sheet at June 30, 2013, showed Ps.7.21 billion in total assets, Ps.5.47 billion in total liabilities and Ps.1.74 billion in total equity. ELBIT IMAGING: Asks Court to Approve Adjusted Plan of Arrangement ----------------------------------------------------------------- Elbit Imaging Ltd. submitted to Court a motion to approve an adjusted plan of arrangement of its unsecured financial debt. The material adjustments to the Original Arrangement set forth in the Adjusted Arrangement include but are not limited to the following: New Notes The aggregate principal amount of the two series of new notes that will be issued pursuant to the Adjusted Arrangement will be increased from NIS 570 million (approximately $161.15 million) to NIS 666 million (approximately $188.30 million). The principal amount of the first series of new notes will be increased to NIS 448 million (approximately $126.66 million), repayable in a single payment at the end of four and half years from the date of issuance thereof (rather than at the end of six years as provided in the Original Arrangement). The principal amount of the second series of new notes will be increased to NIS 218 million (approximately $61.63 million), repayable in a single payment at the end of six years from the date of issuance thereof (rather than at the end of eight years as provided in the Original Arrangement). Both series of the new notes will bear interest at the rate of 6 percent per annum but notwithstanding the provisions of the Original Arrangement, each of the two series of the new notes will be linked to the consumer price index. Articles of Association Pursuant to the terms of the Adjusted Arrangement, the Company will amend its Articles of Association such that it will include the following Article: 61. Special Tender Offer In the event a person is required to conduct a "Special Tender Offer" pursuant to the provisions of Part 8, Chapter 2 of the Companies Law as a result of an acquisition of Ordinary Shares that will cause that person to become a holder of 25 percent or more of the voting rights at a general meeting of shareholders (a "baal dvukat shlita"), that person will offer to acquire Ordinary Shares representing at least 10 percent of the voting rights in the Company in that Special Tender Offer, provided, however, that the minimum required to be acquired pursuant to Section 332 of the Companies Law (currently 5 percent) will remain unchanged. To remove doubt, if offerees holding more than 5 percent of the voting rights in the Company accepted the Special Tender Offer, the Offeror shall be obligated to purchase from such offerees the lower of (i) the number of Ordinary Shares representing the amount of the voting rights in the Company for which the Offeror tendered, or (ii) the number of Ordinary Shares with respect to which offerees have accepted the Special Tender Offer. 62. Special Approval for New Fields of Business Notwithstanding Article 32(b) above, a decision by the Company to engage in a new field of business which is material to the Company, in which neither the Company nor any of its subsidiaries is engaged and which new field of business is not complementary to the business of the Company or its subsidiaries, will require the unanimous approval of all of the members of the Company's board of directors present and lawfully entitled to vote at the relevant meeting. Management Compensation Pursuant to the terms of the Adjusted Arrangement, the provisions referring to Management Compensation will be deleted in their entirety. Conditions Precedent The Adjusted Arrangement includes an additional condition precedent to the consummation of the plan, pursuant to which the Company and Bank Hapoalim B.M. will have reached an agreement or a Court order will have been issued, pursuant to either of which, for so long as (i) the Company is paying all amounts due in accordance with the payment schedule under the existing agreements between the Company and its subsidiaries and the Bank, and (ii) the Company will have paid within seven days from the closing of the Adjusted Arrangement all amounts in arrears under such original payment schedule that should have been paid to the Bank until such date, if any, then the Bank will not be entitled to demand immediate repayment of the entire amounts owed by the Company and its subsidiaries to the Bank. As an alternative condition, the Bank and the Company will have entered into any other agreement with respect to the Company's loan agreement with the Bank, subject to the approval of the Company's unsecured financial creditors by a simple majority of the Company's unsecured financial debt. A copy of the press release is available for free at: http://is.gd/sloBbe About Elbit Imaging Tel-Aviv, Israel-based Elbit Imaging Ltd. (TASE, NASDAQ: EMITF) hold investments in real estate and medical companies. The Company, through its subsidiaries, also develops shopping and entertainment centers in Central Europe and invests in and manages hotels. Elbit Imaging disclosed a loss of NIS455.50 million on NIS671.08 million of total revenues for the year ended Dec. 31, 2012, as compared with a loss of NIS247.02 million on NIS586.90 million of total revenues for the year ended Dec. 31, 2011. Brightman Almagor Zohar & Co., in Tel-Aviv, Israel, expressed substantial doubt about Elbit Imaging's ability to continue as a going concern following the financial results for the year ended Dec. 31, 2012. The Certified Public Accountants noted that in the period commencing Feb. 1, 2013, through Feb. 1, 2014, the Company is to repay its debenture holders NIS 599 million (principal and interest). "Said amount includes NIS 82 million originally payable on Feb. 21, 2013, that its repayment was suspended following a resolution of the Company's Board of Directors. The Company's Board also resolved to suspend any interest payments relating to all the Company's debentures. In addition, as of Dec. 31, 2012, the Company failed to comply with certain financial covenants relating to bank loans in the total amount as of such date of NIS 290 million. As of June 30, 2013, the Company had NIS5.80 billion in total assets, NIS5.19 billion in total liabilities and NIS613.57 million in shareholders' equity. EMPIRE RESORTS: Court Dismissed Concord Lawsuit ----------------------------------------------- The United States District Court for the Southern District of New York granted Motions to Dismiss filed by Empire Resorts, Inc., and all other defendants in Concord Associates, L.P. v. Entertainment Properties Trust. This lawsuit was originally filed by Concord Associates, L.P., and associates in March 2012 and asserted in an amended complaint various federal antitrust claims against Empire and its wholly- owned subsidiary, Monticello Raceway Management, Inc., Entertainment Properties Trust and its wholly-owned subsidiary, EPT Concord II, LLC, Genting NY LLC and Kien Huat Realty III Limited. The claims arose out of the Company's exclusivity agreement and option agreement with EPR to develop the site of the former Concord Resort located in Sullivan County, New York. Concord Associates brought federal antitrust claims against the Company for conspiracy in restraint of trade, conspiracy to monopolize and monopolization. Concord Associates also brought state law claims for tortious interference with contract and business relations. Concord Associates sought damages in an amount to be determined at trial but not less than $500 million, unspecified punitive damages and permanent injunctive relief. In its decision, the Court dismissed Concord Associates' federal antitrust claims with prejudice, meaning that they are dismissed on the merits subject to Concord Associates' right to appeal, and the Court dismissed Concord Associates' state law claims without prejudice, meaning they could be further pursued in a state court. About Empire Resorts Based in Monticello, New York, Empire Resorts, Inc. (NASDAQ: NYNY) -- http://www.empireresorts.com/-- owns and operates Monticello Casino & Raceway, a video gaming machine and harness racing track and casino located in Monticello, New York, 90 miles northwest of New York City. Empire Resorts reported a net loss applicable to common shares of $2.26 million in 2012, as compared with a net loss applicable to common shares of $1.57 million in 2011. As of June 30, 2013, the Company had $60.48 million in total assets, $51.51 million in total liabilities and $8.96 million in total stockholders' equity. ETOYS INC: Goldman Pays $7.5MM To Exit Suit Over 1999 Toy Co. IPO ----------------------------------------------------------------- Law360 reported that Goldman Sachs Group Inc. on Sept. 19 reportedly obtained approval of a $7.5 million settlement of a suit brought by creditors of defunct online toy retailer eToys Inc. that accused Goldman of breaching its fiduciary duty to the company by undervaluing its $178 million initial public offering. According to the report, the deal, which was greenlighted by a federal judge, ends litigation pending for more than a decade in courts in New York and Delaware over the 1999 Goldman-led IPO, which creditors said enriched the investment bank and its investor clients. Headquartered in Lone Tree, Colorado, eToys Direct 1 LLC -- http://www.etoys.com/-- sells toys and video games. The Company and 10 of its affiliates filed for Chapter 11 protection on December 28, 2008 (Bankr. D. Del. Lead Case No. 08-13412). Laura Davis Jones, Esq., and Michael Seidl, Esq., at Pachulski Stang Ziehl Young Jones, represent the Debtors in their restructuring effort. When the Debtors sought bankruptcy protection form their creditors, they listed $20,633,447 in total assets and $35,722,280 total debts. EVERGREEN OIL: Hires Cohen McKeon as Litigation Counsel ------------------------------------------------------- Evergreen Oil Inc. et al. ask the U.S. Bankruptcy Court for permission to employ Cohen McKeon LLP as special insurance litigation counsel. The Debtors seek to employ the Cohen Firm to represent them in connection with lawsuit(s) to be commenced against the insurance companies based upon the insurance companies' denial and/or underpayment of benefits. Michael L. Cohen, Esq., attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The Cohen Firm will be entitled to a contingent fee, payable only if there is a recovery from the Insurance Claims (through settlement, judgment, or in any other manner) and which will be structured as: 30% of all sums recovered up to $6,000,000, 35% of all sums recovered from $6,000,001 to $14,000,000, and 37.5% of all sums recovered above $14,000,000. Holdings will provide a deposit of $10,000 to pay for Litigation Expenses to the Cohen Firm, and shall replenish such deposit each month to maintain the balance of the deposit at $10,000. The amount of the deposit shall be increased to $35,000 (with such deposit to be funded solely by Holdings) at least 45 days before the deadline for designating experts, with the balance of the deposit to be maintained at $35,000 until the entry of judgment after trial. Attorneys for the Debtors can be reached at: David L. Neale, Esq. Juliet Y. OH, Esq. Lindsey L. Smith, Esq. LEVENE, NEALE, BENDER, YOO & BRILL L.L.P. 10250 Constellation Boulevard, Suite 1700 Los Angeles, CA 90067 Tel: (310) 229-1234 Fax: (310) 229-1244 Email: dln@lnbyb.com jyo@lnbyb.com lls@lnbyb.com About Evergreen Oil Headquartered in Irvine, California, with facilities located in Newark and Carson, California, Evergreen Oil Inc. is one of the largest waste oil collectors in California, and the only oil re-refining operation in California. Founded in 1984, EOI is also a major provider of hazardous waste services, offering customers across California a full range of environmental services to handle all of their waste management needs. Evergreen Oil and its parent, Evergreen Environmental Holdings, Inc., sought Chapter 11 protection (Bankr. C.D. Cal. Case Nos. 13-13163 and 13-13168) on April 9, 2013, in Santa Ana California. The Debtors have tapped Levene, Neale, Bender, Yoo & Brill L.L.P. as bankruptcy counsel; Jeffer, Mangels Butler & Mitchell L.L.P. as special corporate counsel effective; and Cappello Capital Corp. as exclusive investment banker. The Debtors disclosed $83,739,748 in assets and $89,302,759 in liabilities as of the Chapter 11 filing. The Official Committee of Unsecured Creditors is represented by Alan I. Nahmias, Esq., at Mirman, Bubman & Nahmias, LLP represents the Committee. Bank of the West is represented by William B. Freeman, Esq., at Katten Muchin Rosenman LLP. FAIRWAY GROUP: S&P Assigns 'B-' Corp. Credit Rating --------------------------------------------------- Standard & Poor's Ratings Services said it assigned its 'B-' corporate credit rating to New York City-based grocery store operator Fairway Group Holdings Corp. and the coborrower of its debt, Fairway Group Acquisition Co. The rating outlook is stable. At the same time, S&P assigned a 'B-' issue rating to the company's $315 million senior secured credit facilities, consisting of, a $275 million senior secured U.S. dollar tranche term loan and a $40 million revolver. S&P assigned a '3' recovery rating to the senior secured credit facilities to indicate its expectation that lenders would receive meaningful (50%-70%) recovery in the event of a payment default. "The ratings on Fairway reflect Standard & Poor's view of the company's business risk profile as "weak", based on its small, but growing market share in the competitive and fragmented food retailing industry, geographic concentration of stores in the greater New York City metropolitan area, and very broad merchandise selection and a focus on perishables that helps it differentiate it from its competitors," said credit analyst Kristina Koltunicki. "It also incorporates our view that the company will continue on its high growth trajectory over the next few years." The outlook is stable. Despite S&P's view that the company will manage its rapid growth, it expects credit protection measures will continue to be highly leveraged since minimal free cash flow will be available for debt reduction and new store leases will partly offset new store EBITDA. S&P also anticipates that liquidity will remain adequate over the next 12 months. S&P could lower the rating if operating performance deteriorates from its forecast if the company experiences lower sales and uses cash due to execution missteps from new store growth. Under this scenario, an inability to manage its growth causes liquidity to become constrained. At that point, S&P would revise its liquidity assessment to "less than adequate". This scenario could occur if covenant cushion headroom declines below 15%. Given S&P's forecast, it believes the company will remain highly leveraged with thin credit protection metrics and do not believe an upgrade is likely over the next year. Any consideration for an upgrade would be predicated on leverage approaching the low-6x area. For this to occur, EBITDA would need to increase by more than 60%, debt would need to decrease by about $225 million, or some consideration of the two. S&P views this as unlikely since it would imply a far greater rate of store growth then it thinks is reasonable. FINJAN HOLDINGS: Amends 21.5 Million Shares Resale Prospectus ------------------------------------------------------------- Finjan Holdings, Inc., has amended its registration statement relating to the offer and resale or other disposition from time to time by BCPI I, L.P., Israel Seed IV, L.P., HarbourVest International Private Equity Partners IV Direct Fund L.P., et al., of up to 21,556,447 shares of the common stock, par value $0.0001 per share, of the Company. The Company will not receive any proceeds from the sale of shares held by the selling stockholders. The Company's common stock is quoted on the OTC Bulletin Board and OTC Markets - OTCQB tier under the symbol "FNJN." The Company amended this registration statement to delay its effective date until the Company will file a further amendment which specifically states that this registration statement will thereafter become effective in accordance with Section 8(a) of the Securities Act of 1933 or until the Registration Statement will become effective on that date as the Commission, acting pursuant to said Section 8(a), may determine. A copy of the Form S-1/A is available for free at: http://is.gd/DsQUvi About Finjan Finjan, formerly known as Converted Organics, is a leading online security and technology company which owns a portfolio of patents, related to software that proactively detects malicious code and thereby protects end-users from identity and data theft, spyware, malware, phishing, trojans and other online threats. Founded in 1997, Finjan is one of the first companies to develop and patent technology and software that is capable of detecting previously unknown and emerging threats on a real-time, behavior-based basis, in contrast to signature-based methods of intercepting only known threats to computers, which were previously standard in the online security industry. Converted Organics disclosed a net loss of $8.42 million in 2012, as compared with a net loss of $17.98 million in 2011. The Company's balance sheet at June 30, 2013, showed $31.84 million in total assets, $1.16 million in total liabilities and $30.67 million total stockholders' equity. Moody, Famiglietti & Andronico, LLP, in Tewksbury, Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing recurring losses and negative cash flows from operations and an accumulated deficit that raises substantial doubt about the Company's ability to continue as a going concern. FIRSTFINANCIAL PLUS: Reputed Mafia Associate Cops Plea in Case -------------------------------------------------------------- Law360 reported that the cousin of reputed mafia figure Nicodemo Scarfo pled guilty on Sept. 18 in New Jersey federal court to conspiring to fraudulently apply for a mortgage, settling allegations that he participated in a scheme in which Scarfo allegedly drained $12 million from a bankrupt mortgage company. According to the report, John Parisi pled guilty before U.S. District Judge Robert B. Kugler to a superseding charge of conspiracy to commit wire fraud for his alleged role in helping others submit false or fraudulent information to secure a mortgage for a property. The case is USA v. SCARFO et al., Case No. 1:11-cr-00740 (D.N.J.). About FirstPlus Financial Based in Beaumont, Texas, FirstPlus Financial Group, Inc. (Pink Sheets: FPFX) -- http://www.firstplusgroup.com/-- was a diversified company that provided commercial loan, consumer lending, residential and commercial restoration, facility (janitorial and maintenance) services, insurance adjusting services, construction management services and a facilities and restoration franchise business. The Company had three direct subsidiaries, Rutgers Investment Group, Inc., FirstPlus Development Company and FirstPlus Enterprises, Inc. In turn, FirstPlus Enterprises, Inc., had three of its own direct subsidiaries, FirstPlus Restoration Co., LLC, FirstPlus Facility Services Co., LLC and The Premier Group, LLC. FirstPlus Restoration and FirstPlus Facility jointly owned FirstPlus Restoration & Facility Services Company. Additionally, FirstPlus Development had one direct subsidiary FirstPlus Acquisitions-1, Inc. A subsidiary of FirstPlus Financial Group -- FirstPlus Financial Inc. -- filed for Chapter 11 bankruptcy in March 1999 before the U.S. Bankruptcy Court for the Northern District of Texas, Dallas Division, amid turmoil in the asset-backed securitization markets and the lack of a reliable, committed secondary take-out source for high LTV loans. A modified third amended reorganization plan was confirmed in that case in April 2000. FirstPLUS Financial Group filed for Chapter 11 protection (Bankr. N.D. Tex. Case No. 09-33918) on June 23, 2009. Aaron Michael Kaufman, Esq., and George H. Tarpley, Esq., at Cox Smith Matthews Incorporated, served as counsel. The Debtor had total assets of $15,503,125 and total debts of $4,539,063 as of June 30, 2008. FirstPLUS Financial Group disclosed $1,264,637 in assets and $10,347,448 in liabilities as of the Chapter 11 filing. Matthew D. Orwig was appointed as the Chapter 11 trustee in the Debtor's cases. He is represented by Peter A. Franklin, Esq., and Erin K. Lovall, Esq., at Franklin Skierski Lovall Hayward LLP. Franklin Skierski was elevated to lead counsel from local counsel in the stead of Jo Christine Reed and SNR Denton US LLP, due to the maternity leave of Ms. Reed. Kurtzman Carson Consultants served as notice and balloting agent. FIRST NATIONAL: Annual Meeting Proposals Deadline on Oct. 14 ------------------------------------------------------------ First National Community Bancorp, Inc., reported with the U.S. Securities and Exchange Commission that the Board of the Company had approved Dec. 23, 2013, as the date for the Annual Meeting of Shareholders of the Company for 2013 as well as other information related to the Annual Meeting. On Sept. 20, 2013, the Company amended the report to provide notice that shareholder proposals made outside of Rule 14a-8 under the Securities Exchange Act of 1934, as amended, must be received no earlier than the close of business on Sept. 24, 2013, and not later than the close of business on Oct. 14, 2013, in order to be considered at the Annual Meeting. Those proposals must be delivered to the Corporate Secretary at 102 E. Drinker Street, Dunmore, PA 18512 and must also comply with all other requirements set forth in the Company's Amended and Restated Bylaws and other applicable laws. About First National Headquartered in Dunmore, Pa., First National Community Bancorp, Inc., is a Pennsylvania corporation, incorporated in 1997 and is registered as a bank holding company under the Bank Holding Company Act ("BHCA") of 1956, as amended. The Company became an active bank holding company on July 1, 1998, when it acquired ownership of First National Community Bank (the "Bank"). The Bank is a wholly-owned subsidiary of the Company. The Company's primary activity consists of owning and operating the Bank, which provides customary retail and commercial banking services to individuals and businesses. The Bank provides practically all of the Company's earnings as a result of its banking services. First National disclosed a net loss of $13.71 million on $37.02 million of total interest income for the year ended Dec. 31, 2012, as compared with a net loss of $335,000 on $42.93 million of total interest income in 2011. The Company's balance sheet at June 30, 2013, showed $938.25 million in total assets, $906.71 million in total liabilities and $31.53 million in total shareholders' equity. Regulatory Matters The Bank is under a Consent Order from the Office of the Comptroller of the Currency dated Sept. 1, 2010. The Company is also subject to a Written Agreement with the Federal Reserve Bank of Philadelphia dated Nov. 24, 2010. The Bank, pursuant to a Stipulation and Consent to the Issuance of a Consent Order dated Sept. 1, 2010, without admitting or denying any wrongdoing, consented and agreed to the issuance of the Order by the OCC, the Bank's primary regulator. The Order requires the Bank to undertake certain actions within designated timeframes, and to operate in compliance with the provisions thereof during its term. The Order is based on the results of an examination of the Bank as of March 31, 2009. Since the examination, management has engaged in discussions with the OCC and has taken steps to improve the condition, policies and procedures of the Bank. Compliance with the Order is monitored by a committee of at least three directors, none of whom is an employee or controlling shareholder of the Bank or its affiliates or a family member of any such person. The Committee is required to submit written progress reports on a monthly basis to the OCC and the Agreement requires the Bank to make periodic reports and filings with the Federal Reserve Bank. The members of the Committee are John P. Moses, Joseph Coccia, Joseph J. Gentile and Thomas J. Melone. Banking regulations also limit the amount of dividends that may be paid without prior approval of the Bank's regulatory agency. At Dec. 31, 2012, the Company and the Bank are restricted from paying any dividends, without regulatory approval. FRIENDFINDER NETWORKS: Given Interim Use of Cash Collateral ----------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that FriendFinder Networks Inc., the operator of adult social networking websites, received interim approval from the bankruptcy court Sept. 18 to use cash representing collateral for secured lenders' claims. The final cash-use hearing will take place Oct. 11. About FriendFinder Networks FriendFinder Networks (formerly Penthouse Media Group) owns and operates a variety of social networking Web sites, including FriendFinder.com, AdultFriendFinder.com, Amigos.com, and AsiaFriendFinder.com. In total, its Web sites are offered in 12 languages to users in some 170 countries. The company also publishes the venerable adult magazine PENTHOUSE, and produces adult video content and related images. The Company is based in Boca Raton, Florida. FriendFinder Networks reported a net loss of $49.44 million in 2012, a net loss of $31.14 million in 2011, and a net loss of $43.15 million in 2010. FriendFinder Networks and affiliates, including lead debtor PMGI Holdings Inc., sought bankruptcy protection (Bankr. D. Del. Lead Case No. 13-12404) on Sept. 17, 2013, estimating assets of $465.3 million and debt totaling $662 million. FRIENDFINDER NETWORKS: Akerman Senterfitt Hiring Approvals Sought ----------------------------------------------------------------- BankruptcyData reported that FriendFinder Networks filed with the U.S. Bankruptcy Court a motion to retain Akerman Senterfitt (Contact: Bradley D. Houser) as special corporate and conflicts counsel at hourly rates ranging from $220 to 695 for paralegal through attorney. The motion explains, "Because of Akerman's extensive experience and knowledge in the fields of corporate law, business litigation and bankruptcy, Akerman is well-suited for the type of representation that the Debtors require. Greenberg and Akerman will carefully coordinate their efforts and clearly delineate their duties to prevent any duplication of efforts. The Debtors believe that rather than resulting in extra expense to their estates, the efficient coordination of efforts between Akerman and Greenberg will greatly add to the effective administration of these Chapter 11 cases. Thus, the Debtors believe that Akerman's employment is in best interest of the debtors, their estates, and their creditors." FRIENDFINDER NETWORKS: BMC Group Hiring Approved ------------------------------------------------ BankruptcyData reported that FriendFinder Networks filed with the U.S. Bankruptcy Court a motion to retain BMC Group (Contact: Bradford Daniel) as administrative advisor. The motion explains, "To help manage administrative tasks with respect to the thousands of creditors, equity security holders and other parties in interest that are expected to be involved in the Debtor's Chapter 11 Cases in a cost-efficient manner, the Debtors require the specialized services that BMC offers. BMC has the expertise, experience and personnel to assist the Debtors in managing the administrative tasks that flow from such large and complex cases." The Court subsequently approved FriendFinder Networks' motion to retain BMC Group as claims and noticing agent. FURNITURE BRANDS: Oct. 2 Hearing on Auction Procedures ------------------------------------------------------ Furniture Brands International Inc. before filing for bankruptcy arranged a contract for Oaktree Capital Management LP to buy the business for $166 million in a bankruptcy court-sanctioned auction. There will be an Oct. 2 hearing for approval of auction and sale procedures testing if Oaktree's is the best offer. The bankruptcy court already gave interim approval for $115 million from a $140 million loan provided by Oaktree. About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. The company has an official creditor's committee with seven members. The creditors' panel includes the Pension Benefit Guaranty Corp., Milberg Factors Inc. and five suppliers. FURNITURE BRANDS: Reports Changes to DIP Terms ---------------------------------------------- Pursuant to an order of the Bankruptcy Court, dated Sept. 11, 2013, Furniture Brands International, Inc., et al., were authorized to enter into and immediately draw upon the $140 million DIP Financing Agreement OCM FB Holdings CTB, Ltd., as lender, on an interim basis. On that date, the parties also agreed to amend certain terms of the DIP Financing Agreement including the following: (i) a reduction in the interest rate for borrowings under the DIP Financing from 6.5 percent to 3.0 percent, all of which will be payable in kind; (ii) a reduction in the amount of fees payable on account of the DIP Financing; (iii) the removal of certain cross-defaults; and (iv) the elimination of the obligation to make certain interest payments in cash on account of prepetition secured indebtedness and instead permitting such interest to paid entirely in kind. The remaining portion of the revolving commitment ($25 million) will become available upon entry of the final order of the Bankruptcy Court approving the DIP Financing. The proceeds of the DIP Financing will be used by the Company for: (i) refinancing all outstanding obligations under the Credit Agreement, dated Sept. 25, 2012, as amended, by and among the Company, Broyhill Furniture Industries, Inc., HDM Furniture Industries, Inc., Lane Furniture Industries, Inc., Maitland-Smith Furniture Industries, Inc., and Thomasville Furniture Industries, Inc., the other Credit Parties named therein, the lenders party thereto, General Electric Capital Corporation, as administrative agent, and General Electric Capital Corporation, Bank of America, N.A. and Wells Fargo Bank, National Association, as co- collateral agents; (ii) ongoing debtor-in-possession working capital purposes as approved in a budget acceptable to Oaktree; (iii) the payment of fees and expenses in connection with the transactions related thereto; and (iv) general corporate purposes as approved in the Budget. The maturity date of the loans made under the DIP Financing is the earliest to occur of: (i) the date of the closing of the Bankruptcy Sale (as such term is defined in the DIP Financing Agreement), (ii) 150 days from the Petition Date and (iii) the occurrence of an event of default under the DIP Financing Agreement. Pursuant to the terms of the DIP Financing Agreement, the domestic subsidiaries of the Borrowers will guarantee the obligations of the Borrowers under the DIP Financing. Subject to certain exceptions, the DIP Financing will be secured by a first priority perfected priming security interest in all of the assets of each Credit Party. The security interests and liens are subject only to certain carve-outs and certain permitted liens, as set forth in the DIP Financing Agreement. The DIP Financing is subject to certain customary covenants and events of default as set forth in the DIP Financing Agreement. About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. FURNITURE BRANDS: Duke Energy, Piedmont Demand 2-Month Deposit -------------------------------------------------------------- Richard Craver, writing for The Winston-Salem Journal, reports that Duke Energy Carolinas and Piedmont Natural Gas on Monday requested that Furniture Brands International Inc. be required to put down a two-month deposit for its utility costs as part of exiting Chapter 11 bankruptcy protection. Duke Energy said in a filing it wants a combined deposit of $663,740 made for its 63 accounts with Furniture Brands, while Piedmont wants a combined $219,466 for its 36 accounts. According to the report, eight East Coast-based utilities altogether want a combined $949,205 in deposits for Furniture Brands. The other utilities have a combined 13 accounts. On Sept. 12, Furniture Brands said a judge had granted it immediate access to $25 million in funding from Oaktree Capital Management LP. The $25 million will allow Furniture Brands "to operate business uninterrupted and continue to meet its post- petition financial obligations, including the payment of employee wages and benefits, timely payment of supplier invoices, continued servicing of customer orders and shipments, and other obligations," the company stated. Furniture Brand's petition requires it to put $852,000 into the bank account, with nearly $98,000 designated for utilities that are not parties to the utilities' complaint. The report notes Furniture Brands is seeking Court approval to establish a new bank account from which to pay ongoing costs, such as utility bills. The account would contain funds for two weeks? worth of utilities charges at any time, according to the utilities. The utilities said that the bank-account proposal "is unacceptable and should not be considered relevant by this court because . . . it does not allow the debtors to establish the form or amount of adequate assurance of payment." The utilities said the debtor-in-possession loans are projected to last Furniture Brands through Jan. 24, around the potential timeframe for the auction of Furniture Brands' assets. About Furniture Brands Furniture Brands International (NYSE:FBN) -- http://www.furniturebrands.com-- engages in the designing, manufacturing, sourcing and retailing home furnishings. Furniture Brands markets products through a wide range of channels, including company owned Thomasville retail stores and through interior designers, multi-line/ independent retailers and mass merchant stores. Furniture Brands serves its customers through some of the best known and most respected brands in the furniture industry, including Thomasville, Broyhill, Lane, Drexel Heritage, Henredon, Pearson, Hickory Chair, Lane Venture, Maitland-Smith and LaBarge. On Sept. 9, 2013, Furniture Brands International, Inc. and 18 affiliated companies sought Chapter 11 protection (Bankr. D. Del. Lead Case No. 13-12329). Attorneys at Paul Hastings LLP and Young Conaway Stargatt & Taylor, LLP, serve as counsel to the Debtors. Alvarez and Marsal North America, LLC, is the restructuring advisors. Miller Buckfire & Co., LLC is the investment Banker. Epiq Systems Inc. dba Epiq Bankruptcy Solutions is the claims and notice agent. Furniture Brands' balance sheet at June 29, 2013, showed $546.73 million in total assets against $550.13 million in total liabilities. GATEHOUSE MEDIA: Asks for Debtholders' Vote on Ch. 11 Plan ---------------------------------------------------------- Law360 reported that community newspaper publisher GateHouse Media Inc. has asked for a vote from all holders of its outstanding debt on whether to accept a prepackaged Chapter 11 plan, the company said in a Sept. 20 regulatory filing. According to the report, the Perinton, N.Y.-based media company said if it receives the requisite 67 percent support of its debtholders, it will file for Chapter 11 protection. Pension, trade and other unsecured claims of GateHouse won't be affected by the reorganization plan, so their votes aren't being solicited, according to the U.S. Securities and Exchange Commission filing, the report related. About GateHouse Media GateHouse Media, Inc. -- http://www.gatehousemedia.com/-- headquartered in Fairport, New York, is one of the largest publishers of locally based print and online media in the United States as measured by its 97 daily publications. GateHouse Media currently serves local audiences of more than 10 million per week across 21 states through hundreds of community publications and local Web sites. As of June 30, 2013, the Company had $433.70 million in total assets, $1.28 billion in total liabilities and a $848.85 million total stockholders' deficit. GENIUS BRANDS: Barry Honig Held 7.9% Equity Stake at Sept. 6 ------------------------------------------------------------ In a Schedule 13G filed with U.S. Securities and Exchange Commission, Barry Honig disclosed that as of Sept. 6, 2013, he beneficially owned 6,188,119 shares of common stock of Genius Brands International, Inc., representing 7.9 percent based on 78,123,888 shares outstanding as of Sept. 6, 2013. A copy of the regulatory filing is available for free at http://is.gd/eX9eW4 San Diego, Calif.-based Genius Brands International, Inc., creates and distributes music-based products which it believes are entertaining, educational and beneficial to the well-being of infants and young children under its brands, including Baby Genius and Little Genius. The Company's balance sheet at June 30, 2013, showed $1.88 million in total assets, $3.26 million in total liabilities, and a stockholders' deficit of $1.38 million. GLOBAL AVIATION: ABI Fund Receives $210,000 From Creditors Trust ---------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that an American Bankruptcy Institute endowment fund will end up getting $210,000 originally earmarked for unsecured creditors of Global Aviation Holdings Inc., the parent of World Airways Inc. and North American Airlines Inc. According to the report, Global Aviation in February implemented a Chapter 11 reorganization plan that was approved by the bankruptcy court in Brooklyn, New York, in December. The plan was made possible by a settlement in favor of second-lien creditors and the unsecured creditors' committee. The plan set aside $210,000 for unsecured creditors whose claims turned out to total $450 million. Were the money distributed without reducing claims, the recovery would have been 0.04 percent. The report notes that the cost of reducing the claims would have consumed the entire $210,000. To avoid that, the agent for the creditors' trust arranged a hearing in bankruptcy court where the judge authorized turning the money over to the ABI's Anthony H.N. Schnelling Endowment Fund. The fund sponsors research and analytical investigations into individual and business bankruptcy. The plan gave 75 percent ownership and a $40 million junior note to senior secured noteholders. About Global Aviation Global Aviation Holdings Inc., based in Peachtree City, Ga., is the parent company of North American Airlines and World Airways. Global is the largest commercial provider of charter air transportation for the U.S. military, and a major provider of worldwide commercial global passenger and cargo air transportation services. North American Airlines, founded in 1989 and based in Jamaica, N.Y., operates passenger charter flights using B757-200ER and B767-300ER aircraft. World Airways, founded in 1948 and based in Peachtree City, Ga., operates cargo and passenger charter flights using B747-400 and MD-11 aircraft. Global Aviation, along with affiliates, filed Chapter 11 petitions (Bankr. E.D.N.Y. Case No. 12-40783) on Feb. 5, 2012. Global's lead counsel in connection with the restructuring is Kirkland & Ellis LLP and its financial advisor is Rothschild. Kurtzman Carson Consultants LLC is the claims agent. The Debtors disclosed $589.8 million in assets and $493.2 million in liabilities as of Dec. 31, 2011. Liabilities include $146.5 million on 14% first-lien secured notes and $98.1 million on a second-lien term loan. Wells Fargo Bank NA is agent for both. Global used the Chapter 11 to shed 16 of 30 aircraft, and negotiate new collective bargaining agreements with its unions and deal with liabilities on multi-employer pension plans. On Feb. 13, 2012, the U.S. Trustee for Region 2 appointed a seven- member official committee of unsecured creditors in the case. The Committee tapped Lowenstein Sandler PC as its counsel, and Imperial Capital, LLC as its financial advisor. The Debtors had a court-approved Chapter 11 plan, thanks to a settlement with second-lien creditors and the unsecured creditors' committee. The Debtor negotiated a plan with senior lenders where secured noteholders owed $111.4 million were to receive 75% ownership of the reorganized company. Unsecured creditors and second-lien noteholders originally were to receive nothing. Global Aviation's plan was approved by the Bankruptcy Court on Dec. 6, 2012. The plan became effective on Feb. 13 allowing the Company to complete its financial restructuring and emerge from Chapter 11. GLOBALSTAR INC: Presented at Imperial Capital's Conference ---------------------------------------------------------- Globalstar, Inc., participated in Imperial Capital's Global Opportunities Conference in New York, NY. Jay Monroe, CEO of Globalstar, Inc., presented at 9:30am EDT on Thursday, Sept. 19, 2013. A copy of the presentation is available for free at: http://is.gd/Yb7PYf 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 June 30, 2013, showed $1.37 billion in total assets, $953.44 million in total liabilities and $421.25 million in total stockholders' equity. 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." GREAT PLATTE: Nebraska Archway Museum Plan Confirmed ---------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the Great Platte River Road Archway, a tourist attraction spanning Interstate Highway 80 near Kearney, Nebraska, is set to emerge from Chapter 11 reorganization under a plan paying $50,000 to holders of $20 million in bonds. According to the report, unsecured creditors with $100,000 in claims are splitting another $50,000. Creditors voted overwhelmingly in favor of the plan and a bankruptcy judge in Lincoln, Nebraska, approved it by signing a confirmation order on Sept. 18. The plan is largely funded by contributors who pledged $132,000 on the condition that it be approved by the court. The report discloses that the museum said it expects attendance and revenue to increase when a long-planned exit from the highway is built near the attraction. About Great Platte The Great Platte River Road Memorial Foundation owns the Platte River Road Archway, an eight-story tall museum that was built in 2000 with $60 million in industrial revenue bonds. The museum is 129 miles (208 kilometers) west of Lincoln, Nebraska, and 317 miles east of Cheyenne, Wyoming. Admission is $12 for adults and between $8 and $5 for children. The attraction never generated enough income to cover operating expenses and debt service. The first default occurred in 2002 when the outstanding amount on the bonds was reduced to $22 million. Great Platte River sought Chapter 11 protection (Bankr. D. Neb. Case No. 13-40411) on March 6, 2013. T. Randall Wright, Esq., at Baird Holm, LLP, in Omaha, Nebraska. The Debtor estimated assets of $100,001 to $500,000 and debts of $10 million to $50 million. GREIF INC: S&P Lowers CCR to 'BB'; Outlook Stable ------------------------------------------------- Standard & Poor's Ratings Services lowered its corporate credit rating on Greif Inc. to 'BB' from 'BB+'. S&P also lowered the issue-level ratings on the company's senior unsecured debt to 'BB-' from 'BB'. The recovery ratings remain unchanged at '5', indicating S&P's expectation for modest (10% to 30%) recovery for noteholders in the event of a payment default. The outlook is stable. "The rating action reflects our view that the company's key credit protection measures are unlikely to improve to levels appropriate for the 'BB+' rating, given the sluggish macroeconomic environment and lack of free cash flow available for debt reduction," said Standard & Poor's credit analyst Liley Mehta. The ratings on Greif Inc. reflect Standard & Poor's assessment of the company's business risk profile as "fair" and financial risk profile as "significant". Greif has defensible positions, with a 30% global market share, in the competitive global industrial packaging sector. The company has broadened its product portfolio and improved its cost structure through the implementation of a number of lean manufacturing initiatives through its Greif Business System. Although Greif has leading positions in its niche markets, it competes in cyclical, commodity-like sectors that can face intense pricing pressures. The outlook is stable. S&P expects modest improvement in operating performance to result in credit measures remaining in the appropriate range for the ratings. S&P could lower the ratings if Greif engages in large debt- financed acquisition activity, or if its business performance materially weakens. This could occur if, for example, FFO-to- total debt falls below 20%, without prospects for a sustainable recovery. While S&P don't expect to do so within the next year, it could raise the ratings if its view of the company's business risk profile improves (possibly through broadened scale and scope of operations) and it pursues an "intermediate" financial risk profile. This would support credit measures appropriate for a higher rating, such as FFO-to-total debt consistently in the 25% to 30% range. HARRISBURG, PA: Recovery Plan Approval Lets City Skirt Bankruptcy ----------------------------------------------------------------- Law360 reported that a judge in Pennsylvania's Commonwealth Court said on Sept. 20 that she would approve a financial recovery plan aimed at bringing the state's beleaguered capital city out from under the shadow of hundreds of millions of dollars in debt and allowing it to avoid formal bankruptcy proceedings. According to the report, Judge Bonnie Leadbetter said the plan, which provides for the sale of a debt-laden trash-to-energy incinerator facility and the monetization of city parking facilities by leasing them to a private company, presented Harrisburg with its best chance to settle its debts. About Harrisburg, Pennsylvania The city of Harrisburg, in Pennsylvania, is coping with debt related to a failed revamp of an incinerator. The city is $65 million in default on $242 million owing on bonds sold to finance an incinerator that converts trash to energy. The Harrisburg city council voted 4-3 on Oct. 11, 2011, to authorize the filing of a Chapter 9 municipal bankruptcy (Bankr. M.D. Pa. Case No. 11-06938). The city claims to be insolvent, unable to pay its debt and in imminent danger of having tax revenue seized by holders of defaulted bonds. Judge Mary D. France presided over the Chapter 9 case. Mark D. Schwartz, Esq. and David A. Gradwohl, Esq., served as Harrisburg's counsel. The petition estimated $100 million to $500 million in assets and debts. Susan Wilson, the city's chairperson on Budget and Finance, signed the petition. Harrisburg said in court papers it is in imminent jeopardy through six pending legal actions by creditors with respect to a number of outstanding bond issues relating to the Harrisburg Materials, Energy, Recycling and Recovery Facilities, which processes waste into steam and electrical energy. The owner and operator of the incinerator is The Harrisburg Authority, which is unable to pay the bond issues. The city is the primary guarantor under each bond issue. The lawsuits were filed by Dauphin County, where Harrisburg is located, Joseph and Jacalyn Lahr, TD Bank N.A., and Covanta Harrisburg Inc. The Commonwealth of Pennsylvania, the County of Dauphin, and Harrisburg city mayor Linda D. Thompson and other creditors and interested parties objected to the Chapter 9 petition. The state later adopted a new law allowing the governor to appoint a receiver. Kenneth W. Lee, Esq., Christopher E. Fisher, Esq., Beverly Weiss Manne, Esq., and Michael A. Shiner, Esq., at Tucker Arensberg, P.C., represented Mayor Thompson in the Chapter 9 case. Counsel to the Commonwealth of Pennsylvania was Neal D. Colton, Esq., Jeffrey G. Weil, Esq., Eric L. Scherling, Esq., at Cozen O'Connor. In November 2011, the Bankruptcy Judge dismissed the Chapter 9 case because (1) the City Council did not have the authority under the Optional Third Class City Charter Law and the Third Class City Code to commence a bankruptcy case on behalf of Harrisburg and (2) the City was not specifically authorized under state law to be a debtor under Chapter 9 as required by 11 U.S.C. Sec. 109(c)(2). Dismissal of the Chapter 9 petition was upheld in a U.S. District Court. That same month, the state governor appointed David Unkovic as receiver for Harrisburg. Mr. Unkovic is represented by the Municipal Recovery & Restructuring group of McKenna Long & Aldridge LLP, led by Keith Mason, Esq., co-chair of the group. Mr. Unkovic resigned as receiver March 30, 2012. Mr. Unkovic was replaced by William Lynch as receiver. HILTON WORLDWIDE: S&P Retains 'BB-' Corporate Credit Rating ----------------------------------------------------------- Standard & Poor's Ratings Services said that the following ratings on Hilton Worldwide Holdings Inc. are unchanged after the company announced revisions to its debt structure: -- S&P's 'BB-' corporate credit rating on Hilton is unchanged, reflecting that Hilton's aggregate borrowings are unchanged. -- S&P's 'BB' senior secured issue-level rating and '2' recovery rating on Hilton's proposed $1 billion revolver due 2018 are unchanged. -- S&P's 'BB' senior secured issue-level rating and '2' recovery rating on Hilton's proposed upsized $7.6 billion term loan B-2 due 2020 are unchanged. The additional amount of senior secured debt in the capital structure is a relatively moderate $500 million and results in similar recovery prospects to the previous senior secured debt structure, which is substantial recovery (70% to 90%) for lenders in the event of a payment default. -- S&P's 'B' senior unsecured issue-level rating and '6' recovery rating on Hilton's proposed upsized $1.5 billion notes due 2021 are unchanged, reflecting its expectation of negligible recovery (0% to 10%) for lenders in the event of a payment default. The following ratings were withdrawn following their elimination in the revised debt structure: -- S&P withdrew its 'BB' issue-level rating and '2' recovery rating on Hilton's previously proposed $850 million term loan B-1 due 2018. -- S&P withdrew its 'BB' issue-level rating and '2' recovery rating on Hilton's previously proposed $1.25 billion senior secured notes due 2021. -- S&P withdrew its 'B' issue-level rating and '6' recovery rating on Hilton's previously proposed $1 billion senior unsecured notes due 2023. RATINGS LIST Ratings Unchanged Hilton Worldwide Holdings Inc. Corporate Credit Rating BB-/Stable/-- Hilton Worldwide Finance LLC Senior Secured $1B revolver due 2018 BB Recovery Rating 2 $7.6B term B-2 loan due 2020 BB Recovery Rating 2 Hilton Worldwide Finance Corp. Hilton Worldwide Finance LLC Senior Unsecured $1.5B nts due 2021 B Recovery Rating 6 Ratings Withdrawn To From Hilton Worldwide Finance LLC $850M term B-1 loan due 2018 NR BB Recovery Rating NR 2 Hilton Worldwide Finance LLC Hilton Worldwide Finance Corp. $1.25B 1st-priority nts due 2021 NR BB Recovery Rating NR 2 $1 B sr unsd debt due 2023 NR B Recovery Rating NR 6 HOSTESS BRANDS: Headed for Structured Dismissal of Ch. 11 Case -------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that the former owner of Wonder bread appears headed for a structured dismissal of its Chapter 11 reorganization because it won't be able to pay secured creditors in full, leaving many bankruptcy expenses and all unsecured claims unpaid. According to the report, Hostess Brands Inc. halted operations and sold its assets after a bakery workers' strike triggered liquidation in November. Operating assets generated $855 million, while the remaining real estate, machinery, equipment and trucks brought in $62.5 million. By the end of last week, $222.6 million remained unpaid on fourth- lien debt. The company was holding $72.2 million not earmarked for specific purposes. Consequently, the company said in a court filing, it's "unlikely" the fourth-lien debt will be paid in full. As a result, Old HB "anticipates" there will be no funds to pay expenses incurred during the Chapter 11 case that weren't included in the budget when the liquidation began last year. Pre- bankruptcy unsecured creditors therefore stand to have no recovery, no matter how the bankruptcy plays out. The report says that pushing through even a liquidating Chapter 11 plan doesn't seem in the cards because Chapter 11 expenses must be paid in full. The possible alternatives are converting the Chapter 11 case to Chapter 7, in which a trustee completes the liquidation, or a structured dismissal, whereby the court approves how to distribute remaining funds before dismissing the Chapter 11 case entirely. The report discloses that liquidation proceeds enabled the company to pay off $50 million outstanding on an asset-backed loan when bankruptcy began, the $75 million in bankruptcy financing, a $30 million loan from a liquidator, $405 million on the first-lien term loan, and $172 million on a third-lien term loan. So far, $8.2 million has been paid on the fourth-lien loan, leaving $222.6 million. About Hostess Brands Founded in 1930, Irving, Texas-based Hostess Brands Inc., is known for iconic brands such as Butternut, Ding Dongs, Dolly Madison, Drake's, Home Pride, Ho Hos, Hostess, Merita, Nature's Pride, Twinkies and Wonder. Hostess has 36 bakeries, 565 distribution centers and 570 outlets in 49 states. Hostess filed for Chapter 11 bankruptcy protection early morning on Jan. 11, 2011 (Bankr. S.D.N.Y. Case Nos. 12-22051 through 12-22056) in White Plains, New York. Hostess Brands disclosed assets of $982 million and liabilities of $1.43 billion as of the Chapter 11 filing. The bankruptcy filing was made two years after predecessors Interstate Bakeries Corp. and its affiliates emerged from bankruptcy (Bankr. W.D. Mo. Case No. 04-45814). In the new Chapter 11 case, Hostess has hired Jones Day as bankruptcy counsel; Stinson Morrison Hecker LLP as general corporate counsel and conflicts counsel; Perella Weinberg Partners LP as investment bankers, FTI Consulting, Inc. to provide an interim treasurer and additional personnel for the Debtors, and Kurtzman Carson Consultants LLC as administrative agent. Matthew Feldman, Esq., at Willkie Farr & Gallagher, and Harry Wilson, the head of turnaround and restructuring firm MAEVA Advisors, are representing the Teamsters union. Attorneys for The Bakery, Confectionery, Tobacco Workers and Grain Millers International Union and Bakery & Confectionery Union & Industry International Pension Fund are Jeffrey R. Freund, Esq., at Bredhoff & Kaiser, P.L.L.C.; and Ancela R. Nastasi, Esq., David A. Rosenzweig, Esq., and Camisha L. Simmons, Esq., at Fulbright & Jaworski L.L.P. The official committee of unsecured creditors selected New York law firm Kramer Levin Naftalis & Frankel LLP as its counsel. Tom Mayer and Ken Eckstein head the legal team for the committee. Hostess Brands in mid-November 2012 opted to pursue the orderly wind down of its business and sale of its assets after the Bakery, Confectionery, Tobacco and Grain Millers Union (BCTGM) commenced a nationwide strike. The Debtor failed to reach an agreement with BCTGM on contract changes. Hostess Brands sold its businesses and most of the plants to five different buyers for an aggregate of $860 million. Hostess still has some plants, depots and other facilities the buyers didn't acquire. The bankruptcy estate has changed its name to Old HB Inc. HOWREY LLP: Suit v. Baker Hughes Transferred to District Court -------------------------------------------------------------- Venue of the lawsuit filed by the Chapter 11 Trustee for Howrey LLP against Baker Hughes Incorporated has been transferred to the federal district court in Oakland, California. Baker filed the Motion for Withdrawal of Reference. District Judge Saundra Brown Armstrong, in a Sept. 4 order available at http://is.gd/R8P8SX from Leagle.com, held that any party objecting to withdrawal of the reference must file its opposition, with the District Court by Sept. 18, 2013. Any party supporting withdrawal of reference must file a reply brief by Oct. 2. The briefs must not exceed then 10 pages. No hearing on the motion will be held unless the District Court issues an Order setting a date and time. The case before the District Court is, ALLAN B. DIAMOND, Chapter 11 Trustee for Howrey LLP, Plaintiff, v. BAKER HUGHES INCORPORATED, Defendant, Case No. C-13-3900 SBA (N.D. Calif.). Allan B. Diamond, Esq., represented by: Eric Albert Nyberg, Esq. Chris David Kuhner, Esq. KORNFIELD NYBERG BENDES & KUHNER, P.C. 1970 Broadway, Suite 225 Oakland, CA 94612 Tel: 510-763-1000 Fax: 510-273-8669 Defendant Baker Hughes is represented by: Gregg M. Ficks, Esq. David Mehretu, Esq. COBLENTZ PATCH DUFFY AND BASS LLP One Ferry Building, Suite 200 San Francisco, CA 94111-4213 Tel: 415-772-5779 E-mail: gficks@coblentzlaw.com dmehretu@coblentzlaw.com - and - Phil Snow, Esq. SNOW SPENCE GREEN LLP 2929 Allen Parkway, Suite 4100 Houston, TX 77019 Tel: (713) 335-4802 E-mail: philsnow@snowspencelaw.com 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. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HOWREY LLP: Suit v. Ropes & Gray Transferred to District Court -------------------------------------------------------------- Venue of the lawsuit filed by the Chapter 11 Trustee for Howrey LLP against Ropes & Gray LLP has been transferred to the federal district court in Oakland, California. Ropes & Gray LLP filed the Motion for Withdrawal of Reference. District Judge Saundra Brown Armstrong, in a Sept. 4 order available at http://is.gd/VrePsO from Leagle.com, held that any party objecting to withdrawal of the reference must file its opposition, with the District Court by Sept. 18, 2013. Any party supporting withdrawal of reference must file a reply brief by Oct. 2. The briefs must not exceed then 10 pages. No hearing on the motion will be held unless the District Court issues an Order setting a date and time. The case before the District Court is, ALLAN B. DIAMOND, Chapter 11 Trustee for Howrey LLP, Plaintiff, v. ROPES & GRAY LLP and JAMES R. BATCHELDER, Defendants, Case No. C-13-3902 SBA (N.D. Calif.). Allan B. Diamond, Esq., represented by: Eric Albert Nyberg, Esq. KORNFIELD NYBERG BENDES & KUHNER, P.C. 1970 Broadway, Suite 225 Oakland, CA 94612 Tel: 510-763-1000 Fax: 510-273-8669 E-mail: info@kornfieldlaw.com - and - Andrew Baxter Ryan, Esq. Stephen Todd Loden, Esq. DIAMOND McCARTHY LLP Renaissance Tower 1201 Elm Street, 34th Floor Dallas, TX 75270 Tel: (214) 389-5303 E-mail: aryan@diamondmccarthy.com sloden@diamondmccarthy.com Defendant Ropes & Gray LLP is represented by: Cecily A. Dumas, Esq. Robert Edward Clark, Esq. DUMAS & CLARK LLP 150 California Street, Suite 2200 San Francisco, CA 94111 Tel: 415-762-1640 - and - Eric R. Hubbard, Esq. Steven T. Hoort, Esq. ROPES & GRAY LLP Prudential Tower 800 Boylston Street Boston, MA 02199-3600 Tel: 617-951-7470 E-mail: Steven.Hoort@ropesgray.com Defendant James R. Batchelder is represented by: G. Larry Engel, Esq. Kristin A. Hiensch, Esq. Vincent J. Novak, Esq. MORRISON AND FOERSTER LLP 425 Market Street San Francisco, CA 94105-2482 Tel: (415) 268-7000 Fax: (415) 268-7522 E-mail: lengel@mofo.com khiensch@mofo.com vnovak@mofo.com 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. HOWREY LLP: Suit v. Haynes & Boone Transferred to District Court ---------------------------------------------------------------- Venue of the lawsuit filed by the Chapter 11 Trustee for Howrey LLP against Haynes and Boone LLP has been transferred to the federal district court in Oakland, California. The Defendant sought Withdrawal of Reference. District Judge Saundra Brown Armstrong, in a Sept. 4 order available at http://is.gd/caoD4q from Leagle.com, held that any party objecting to withdrawal of the reference must file its opposition, with the District Court by Sept. 18, 2013. Any party supporting withdrawal of reference must file a reply brief by Oct. 2. The briefs must not exceed then 10 pages. No hearing on the motion will be held unless the District Court issues an Order setting a date and time. The case before the District Court is, ALLAN B. DIAMOND, Chapter 11 Trustee for Howrey LLP, Plaintiff, v. HAYNES AND BOONE LLP, Defendant, Case No. C-13-3905 SBA (N.D. Calif.). Haynes and Boone LLP, is represented by: Scott William Everett, Esq. Robin Eric Phelan, Esq. Stephen James Manz, Esq. HAYNES AND BOONE, LLP 2323 Victory Avenue, Suite 700 Dallas, TX 75219 Tel: 214-651-5053 Fax: 214-200-0612 E-mail: scott.everett@haynesboone.com robin.phelan@haynesboone.com stephen.manz@haynesboone.com - and - Alan Robert Wechsler, Esq. HAYNES AND BOONE, LLP 18100 Von Karman Avenue, Suite 750 Irvine, CA 92612 Tel: 949-202-3051 Fax: 949-202-3151 E-mail: alan.wechsler@haynesboone.com 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. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HOWREY LLP: Suit v. Hogan Lovells US Goes to District Court ------------------------------------------------------------ Venue of the lawsuit filed by the Chapter 11 Trustee for Howrey LLP against Hogan Lovells US LLP has been transferred to the federal district court in Oakland, California. The Defendant sought Withdrawal of Reference. District Judge Saundra Brown Armstrong, in a Sept. 4 order available at http://is.gd/qHYuv0 from Leagle.com, held that any party objecting to withdrawal of the reference must file its opposition, with the District Court by Sept. 18, 2013. Any party supporting withdrawal of reference must file a reply brief by Oct. 2. The briefs must not exceed then 10 pages. No hearing on the motion will be held unless the District Court issues an Order setting a date and time. The case before the District Court is, ALLAN B. DIAMOND, Chapter 11 Trustee for Howrey LLP, Plaintiff, v. HOGAN LOVELLS US LLP, Defendant, Case No. C-13-3911 SBA (N.D. Calif.). Hogan Lovells US LLP is represented by: Diana Donohoe DiGennaro, Esq. Jonathan W. Hughes, Esq. Pamela Phillips, Esq. ARNOLD & PORTER LLP E-mail: Diana.DiGennaro@aporter.com Jonathan.Hughes@aporter.com Pamela.Phillips@aporter.com 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. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HOWREY LLP: Suit v. Hunton & Williams Goes to District Court ------------------------------------------------------------ Venue of the lawsuit filed by the Chapter 11 Trustee for Howrey LLP against Hunton & Williams LLP has been transferred to the federal district court in Oakland, California. The Defendant sought Withdrawal of Reference. District Judge Saundra Brown Armstrong, in a Sept. 4 order available at http://is.gd/v2xft7 from Leagle.com, held that any party objecting to withdrawal of the reference must file its opposition, with the District Court by Sept. 18, 2013. Any party supporting withdrawal of reference must file a reply brief by Oct. 2. The briefs must not exceed then 10 pages. No hearing on the motion will be held unless the District Court issues an Order setting a date and time. The case before the District Court is, ALLAN B. DIAMOND, Chapter 11 Trustee for Howrey LLP, Plaintiff, v. HUNTON & WILLIAMS LLP, Defendant, Case No. C-13-3907 SBA (N.D. Calif.). Hunton & Williams LLP is represented by: Benjamin C. Ackerly, Esq. H. Allison Elmore, Esq. Justin F. Paget, Esq. M. Christine Klein, Esq. Matthew Alan Mannering, Esq. HUNTON & WILLIAMS LLP E-mail: backerly@hunton.com aelmore@hunton.com jpaget@hunton.com cklein@hunton.com mmannering@hunton.com 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. He is represented by Andrew Baxter Ryan, Esq., and Stephen Todd Loden, Esq., at Diamond McCarthy LLP as counsel. HUDSON'S BAY: S&P Assigns 'B+' Corporate Credit Rating ------------------------------------------------------ Standard & Poor's Ratings Services said it assigned its 'B+' long- term corporate credit rating and stable outlook to Hudson's Bay Co. (HBC). At the same time, Standard & Poor's raised its long-term corporate credit rating on HBC's subsidiary, Lord & Taylor Holdings LLC, to 'B+' from 'B', as the subsidiary rating is linked directly to S&P's rating on HBC. Standard & Poor's also lowered its long-term corporate credit rating on Saks Inc. to 'B+' from 'BB', reflecting the strong likelihood of the company's ultimate 100% ownership by HBC. The ratings on Saks have also been removed from CreditWatch, where they were placed with negative implications July 22, 2013. The outlook on Lord & Taylor and Saks is stable. Finally, Standard & Poor's assigned its 'BB' issue-level rating and '1' recovery rating to HBC's proposed US$1.9 billion term loan B, reflecting very high (90%-100%) recovery in a default scenario. "The ratings on HBC reflect what we view as the company's weak business profile, characterized by competitive conditions for department stores in North America that have contributed to weak and volatile profitability," said Standard & Poor's credit analyst Donald Marleau. "On the other hand, HBC benefits from good diversity in Canada and the U.S., as well as attractive market positions for its key banners," Mr. Marleau added. HBC's "aggressive" financial profile (as S&P defines the term) is characterized by its high pro forma debt leverage and thin cash flow coverage. S&P believes that deleveraging prospects rely heavily on the company's synergy targets. Upon completing the acquisition of Saks in late 2013, HBC will operate the Hudson's Bay and Home Outfitters banners in Canada, and the Saks and Lord & Taylor banners in the U.S. After incorporating the Saks acquisition, HBC will have good geographic diversity, with almost 300 stores across Canada and the U.S. The stable outlook on HBC reflects S&P's expectation that the company will generate fully adjusted leverage of 5.0x-5.5x over the next 12-18 months, potentially improving thereafter if it achieves its US$100 million synergy targets. S&P views the company's large unencumbered real estate holdings as an important support for the aggressive financial profile, offsetting somewhat the combined risks of intense competition, the Saks integration, and the company's large debt burden. S&P could lower the rating if HBC's fully adjusted leverage increased to more than 6x, which S&P believes could occur amid flat comparable sales growth and a 50-basis-point decline in reported EBITDA margin from about 8% pro forma for the Saks acquisition. S&P could raise the rating on HBC if the company achieves its synergy and debt reduction targets, potentially boosting margins to about 9% and lowering fully adjusted leverage to below 4.5x in fiscal 2015. HUNTSMAN CORP: S&P Affirms 'BB' CCR & Revises Outlook to Negative ----------------------------------------------------------------- Standard & Poor's Ratings Services affirmed its 'BB' corporate credit ratings on Huntsman Corp. and its wholly owned subsidiary, Huntsman International LLC. However, S&P is revising the outlook to negative from stable. At the same time, S&P is affirming its 'BB+' issue-level rating on Huntsman's senior secured debt; the recovery rating on this debt remains '2'. S&P is also affirming its 'B+' issue-level rating its subordinated debt; the recovery rating remains '6'. S&P is placing its 'BB-' senior unsecured rating on CreditWatch with negative implications. If Huntsman consummates the transaction at the agreed-upon price and it is funded entirely with senior secured debt, S&P would likely lower the senior unsecured debt rating by one notch to 'B+' and revise the recovery rating to '6' from '5' based on worse recovery prospects for senior unsecured creditors. S&P expects to resolve the CreditWatch when terms and conditions of the acquisition financing are finalized. "The outlook revision followed Huntsman's announcement that it plans to acquire Rockwood Specialties Inc.'s TiO2 and performance additives businesses in a debt-financed transaction for $1.1 billion in cash and the assumption of about $225 million of unfunded pension liabilities," said Standard & Poor's credit analyst Cynthia Werneth. The purchase price (including the assumed pension liabilities on a tax-effected basis) represents about 6x estimated cycle-average EBITDA of about $200 million, before synergies. The parties expect the transaction, which is subject to customary closing conditions, to close in the first half of 2014. At this time, S&P is not factoring into its ratings Huntsman's plan to take the combined pigments business (consisting of its existing TiO2 business and most of the acquired operations) public within two years of completing this acquisition. S&P expects to resolve the CreditWatch listing pertaining to the senior unsecured debt in coming weeks after terms and conditions of the acquisition financing have been determined. "The outlook is negative. Our base case suggests that successful integration of the acquired operations, a cyclical upturn in TiO2, moderate global economic growth during the next few years, and benefits from Huntsman's ongoing restructuring should keep credit metrics in line with our expectations at the rating, including FFO to debt approaching 20% within the next two years. However, we see a fair amount of execution risk in this transaction, given continuing difficult economic conditions in Europe, where the preponderance of the acquired operations is located, management's large synergy target, and meaningful outlays to achieve it. There is little leeway for adverse market conditions or operational surprises because our base case already anticipates modest discretionary cash generation during the next two years. As a result, we see a one-in-three chance that earnings and cash flow will fall short of our expectations. We could lower the ratings within the next year if, pro forma for the acquisition, FFO to ebt declines below 15% and debt to EBITDA exceeds 4.5x without any prospects for near-term improvement. A downgrade would also occur if we come to regard liquidity as less than adequate for any reason," S&P noted. INFINIA CORP: Solar Power Project Files Ch.11 to Sell to Lender --------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Infinia Corp. and subsidiary Powerplay Solar I LLC, the owners of a solar generation project in Yuma, Arizona, filed for Chapter 11 protection on Sept. 17 in Salt Lake City, aiming to sell the facility to the lender by November. According to the report, the Ogden, Utah-based companies signed lender Atlas Global Asset Holdings LP to buy the project, mostly in exchange for debt. The contract with Atlas calls for setting aside $150,000 to manage the bankruptcy after the sale, plus $100,000 for unsecured creditors. The report discloses that Infinia proposed that the bankruptcy judge hold a hearing on Oct. 7 to approve sale procedures. If the judge agrees, competing bids would be due Oct. 31, followed by an auction on Nov. 1 and a hearing for sale approval on Nov. 4. The petition showed assets and debt both more than $10 million. The case is In re Infinia Corp., 13-bk-30688, U.S. Bankruptcy Court, District of Utah (Salt Lake City). INNOVIDA HOLDINGS: Exec Gets 4 Years for $40MM Scheme ----------------------------------------------------- Law360 reported that a Miami Beach-area executive was sentenced Friday to four years in prison and ordered to pay $3.3 million in restitution for his role in a scheme conning investors in bankrupt manufacturing company InnoVida Holdings LLC out of $40 million. U.S. District Judge William P. Dimitrouleas sentenced InnoVida CFO Craig Stanley Toll, who was convicted July 12 by a federal jury on charges including conspiracy and wire fraud, to 48 months in prison just two days after the judge handed down a 12.5-year sentence to InnoVida CEO. The case is USA v. Eleazar Osorio et al., Case No. 1:12-cr-20901 (S.D. Fla.). INSPIRATION BIOPHARMACEUTICALS: Hilco Okayed as IP Sales Agent -------------------------------------------------------------- The U.S. Bankruptcy Court for the District of Massachusetts authorized Inspiration Biopharmaceuticals, Inc., on September 18, 2013, to employ Hilco Streambank as its exclusive agent to market and sell its internet domain names and trademarks. As reported in the Troubled Company Reporter on September 9, 2013, Hilco will be paid a commission based on a percentage of aggregate gross proceeds generated from the sale, assignment, license, or other dispositions of the intellectual property equal to 10% of aggregate Gross Proceed generated from the sale, assignment, license, or other disposition of the Intellectual Property, which will be paid in full immediately only upon the successful consummation of any transaction. The firm will also be reimbursed for all reasonable expenses incurred. 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. INVESTORS CAPITAL: PBI Gets Ok to Continue Collecting Escrow Funds ------------------------------------------------------------------ Investors Capital Partners II LP and PBI Bank, Inc. have stipulated and agreed that: a. the Debtor borrowed the original principal sum of approximately $9.5 million from PBI prepetition b. PBI asserts, and the Debtor agrees, that the Loans are secured by a mortgage on certain real property owned by the Debtor and a related assignment of rents, among other things; c. in conjunction with the Loans and the assignment of rents, the Debtor and PBI entered into an Escrow Agreement in October 2010 pursuant to which rent, income, and other monies owed to the Debtor in connection with the Debtor's real property would be deposited into an escrow account at PBI; d. the Escrow Agreement provides that PBI has the right to use the Escrow Funds to pay the costs of any and all operating expenses for the Debtor's real property, including, but not limited to rent, common area maintenance fees, utilities, taxes, repairs and maintenance, insurance and legal fees, and any costs of collection; e. since at least October 2010, PBI has been collecting all rental monies owed to the Debtor relating to the Debtor's real property, escrowing those monies pursuant to the Escrow Agreement, and using the Escrow Funds to pay Property Costs, with the remainder of said Funds having accumulated in the Escrow Account; f. the Debtor and PBI continued the Escrow Account and Escrow Funds expense payments postpetition, with the monthly expense payments being disclosed in the Debtor's monthly operating reports; and g. PBI requested, and the Debtor agreed, that the Debtor begin to pay monthly adequate protection payments to PBI in exchange for its agreement to further continue the Escrow Agreement and payment of ongoing Property Costs pending consideration of the proposed Plan and during the time from the date of the parties' agreement through the completion of the plan confirmation process. The U.S. Bankruptcy Court authorized PBI to continue collecting the Escrow Funds through the date of entry of an order confirming a Chapter 11 plan in this bankruptcy case, in accordance with the terms set forth, which Escrow Funds constitutes "cash collateral" as that term is used in 11 U.S.C. Sec. 363. Within seven days of PBI's receipt of a Bill, PBI will pay the expense stated thereon in full by using the Escrow Funds on hand. On a monthly basis, beginning with the month of August 2013, within seven business days following the end of each calendar month, PBI will provide the Debtor with a schedule of rental income received and expenses paid by PBI in the prior month, along with the adequate protection for the month. The Debtor will then use this information to timely complete its monthly operating reports and file same with the Bankruptcy Court as a record of the Debtor's income and expenses each month. As adequate protection for its use of the Escrow Funds to pay ordinary course property expenses, the remaining balance of the rental income received for the same month, beginning with the month of August 2013, after the payment of all submitted expenses in any given calendar month, will be paid to PBI towards its claims against the Debtor in whatever method it chooses, be it principal or interest on any portion of the indebtedness. The payment will constitute adequate protection paid by the Debtor to PBI as that term is used in 11 U.S.C. Sec. 361 and 363(e). Counsel for the Debtors can be reached at: Amelia Martin Adams, Esq. Laura Day DelCotto, Esq. 200 North Upper Street Lexington, KY 40507 Tel: (859) 231-5800 Fax: (859) 281-1179 E-mail: aadams@dlgfirm.com ldelcotto@dlgfirm.com Counsel for PBI Bank can be reached at: Bradley Salyer, Esq. 601 West Main Street Louisville, KY 40202 Tel: (502) 560-6762 E-mail: bss@morganandpottinger.com About Investors Capital II Brentwood, Tennessee-based Investors Capital Partners II, LP and two affiliates sought Chapter 11 protection (Bankr. W.D. Ky. Case Nos. 12-11575 to 11677) in Bowling Green, Kentucky, on Dec. 19, 2012. ICP II estimated assets of at least $10 million and liabilities of less than $10 million. It owns a 35-acre commercial development near Glasgow, Kentucky. The ICP II property is home to a Marquee Cinema, Dollar Tree, and Aaron's Rents and also consists of seven parcels of undeveloped land. Debtor-affiliate Investors Capital Partners I, LP owns multiple parcels of undeveloped land near Nolensville, Tennessee. Investors Land Partners II, LP owns partially developed land, consisting of six adjoining parcels of real property, near Nashville, Tennessee. Travis Kent Barber, Esq., and Laura Day DelCotto, at DelCotto Law Group, PLLC, represent the Debtor as counsel. In court filings, the Debtors said their lenders have attempted to foreclose against the Debtors' assets, and the Debtors have been unable to reach agreements with their lenders that would allow the Debtors to reorganize their debts in an orderly manner; thus, the Debtors have little option except for the development of a joint plan to reorganize operations and restructure debts for the benefit of all creditors and parties in interest. IOWORLDMEDIA INC: Z. McAdoo Held 18.2% Equity Stake at Sept. 2 -------------------------------------------------------------- In an amended Schedule 13G filed with the U.S. Securities and Exchange Commission, Zachary McAdoo and his affiliates disclosed that as of Sept. 2, 2013, they beneficially owned 32,718,364 shares of common stock of IoWorldmedia, Incorporated, representing 18.2 percent of the shares outstanding. Mr. McAdoo previously reported beneficial ownership of 40,218,364 shares of common stock or 17.3 percent equity stake as of June 20, 2013. A copy of the regulatory filing is available for free at http://is.gd/VGCbZs About ioWorldMedia Tampa, Fla.-based ioWorldMedia, Incorporated, operates three primary internet media subsidiaries: Radioio, ioBusinessMusic, and RadioioLive. ioWorldMedia disclosed a net loss of $746,619 in 2012, as compared with a net loss of $954,652 in 2011. The Company's balance sheet at June 30, 2013, showed $1.73 million in total assets, $1.88 million in total liabilities, $5.77 million in preferred stock, and a $5.92 million total stockholders' deficit. Patrick Rodgers, CPA, PA, in Altamonte Springs, FL, 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 minimum cash balance available for payment of ongoing expenses, a negative working capital balance, has incurred losses and negative cash flow from operations for the past two years, and it does not have a source of revenue sufficient to cover its operating costs. These factors raise substantial doubt about the Company's ability to continue as a going concern. J. CREW GROUP: S&P Affirms 'B' CCR & Revises Outlook to Stable -------------------------------------------------------------- Standard & Poor's Ratings Services said it revised its rating outlook on New York City-based J. Crew Group Inc. to stable from positive. At the same time, S&P affirmed all of its ratings on the company, including its 'B' corporate credit rating. "The outlook revision reflects the moderating performance during the first half of the year and our forecast that the second half will be more difficult than previously expected" said credit analyst David Kuntz. "We expect weak traffic trends and an increase in promotional activity to weigh on operations, resulting in no meaningful improvement to credit metrics from current levels." The stable outlook reflects S&P's view that performance will be relatively flat over the next few quarters as modest margin erosion offsets revenue growth from new stores. S&P believes that the apparel retail environment during the second half of the year will be characterized by weak consumer spending and an increase in promotional activity. As a result, S&P do not believe there will be any meaningful improvement in the company's credit protection measures in the next few quarters. S&P could raise the rating if the company performs ahead of its expectations with sales per sq. ft. in the mid-single digits while margins are about 100 basis points (bps) above its forecast. This would indicate that the company is able to drive increased revenues without resorting to promotional activity. Under this scenario, leverage would be around 5x and interest coverage would be about 3x. S&P could lower the rating if performance erodes due to meaningfully lower consumer spending or merchandise issues. Under this scenario, sales per sq. ft. decline in the mid-single digits and margins would fall by more than 200 bps. At that time, leverage would approach the 7x area and interest coverage would be about 2x. Additionally, any meaningful dividend activity that erodes credit protection measures could have a negative effect on the rating or outlook. KEYWELL LLC: To Sell Assets to Cronimet in Chapter 11 Bankruptcy ---------------------------------------------------------------- American Metal Market's amm.com reports that Keywell LLC, a specialty steel recycler, has agreed to sell a "substantial portion" of its assets to processor Cronimet Corp. The agreement will see Keywell filing for Chapter 11 bankruptcy "within the next few days to commence the sale process," according to a statement. In July, amm.com reported that Keywell suspended payments at all of its yards for scrap deliveries received on or before June 26, and has hired an investment banker to pursue partners, financing, or equity contributions. KHAN FAMILY: Wants to Hire Barnes Alford as Special Counsel ----------------------------------------------------------- Kahn Family, LLC, seeks permission from the U.S. Bankruptcy Court for the District of South Carolina to employ David G. Wolff, Esq., and the firm of Barnes, Alford, Stork & Johnson, LLP, to serve as its special counsel, to be paid these rates: David G. Wolff, Attorney $255/hr. Senior Partners $255/hr. Junior Partners $225/hr. New Associates $185/hr. Paralegals $115/hr. Law Clerks $90/hr. Mr. Wolff attests that his firm is a "disinterested person" as defined in 11 U.S.C. Section 101(14). Mr. Wolff may be reached at: Barnes, Alford, Stork & Johnson, LLP 1613 Main Street (29201) Post Office Box 8448 Columbia, SC 29202 Tel: (803) 799-1111 Fax: (803) 254-1335 Counsel for the Kahn Family, LLC can be reached at: R. Geoffrey Levy LEVY LAW FIRM, LLC 2300 Wayne Street Columbia, SC 29201 Tel: (803) 256-4693 Fax: (803) 799-5245 The Court issued a notice of possible hearing on the request to October 10, 2013, at 10:00 a.m. Objections are due Sept. 23, 2013. Kahn Family, LLC, and Kahn Properties South, LLC, filed bare-bones Chapter 11 petitions (Bankr. D. S.C. Case Nos. 13-02354 and 13-02355) on April 22, 2013. Kahn Family disclosed $50 million to $100 million in assets and liabilities. R. Geoffrey Levy, Esq., at Levy Law Firm, LLC, serves as the Debtors' counsel. Bill Quattlebaum, CPA of Elliott Davis, LLC, serves as its accountant. LIGHTSQUARED INC: Lenders Oppose Company's Auction Procedures ------------------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that secured lenders to LightSquared Inc. claim that auction procedures proposed by the developer of a satellite-based wireless communications system could preclude a $2.2 billion bid from their preferred buyer Dish Networks Corp. According to the report, the bankruptcy court will hold a hearing on Sept. 24 to decide on auction and sale procedures. The company and the lenders are proposing competing sale procedures. They and others are proposing competing reorganization plans. There will be a hearing on Sept. 30 for approval of disclosure statements so creditors can vote for the plan they prefer. 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: Transcript of 2013 Annual Meeting -------------------------------------------------------------- Location Based Technologies Inc. filed with the U.S. Securities and Exchange Commission a copy of a transcript of its 2013 Annual Shareholder's Meeting, which discloses the following information: * LBT is currently working with the Department of Energy on integrating the DOE's severe weather tracking technology onto LBT's GPS platform. The objective is to enable utility companies across the country to use the Company's devices to locate and track their assets and key personnel. With the DOE's weather tracking technology integrated into the Company's platform, these utility companies can watch storm data in real time and allocate people and assets more effectively. * LBT recently became an authorized reseller of Iridium satellite technology and we are developing a duel Iridium/GSM GPS device. This project has been undertaken at the request of the US military. The Company may even have its first military purchaser order before the Company has a working prototype. * LBT is in the process of developing a 3G version of its PocketFinder, which will enable the Company to sell through AT&T's retail stores and through other territories which only support 3G like Australia and Hong Kong. * LBT is currently working with Telcel to bring its products to market in Mexico, and at one time Telcel indicated they could "sell millions of [PocketFinder devices]". * Based on the Company's anticipated fiscal Q4 performance for 2013, the Company believes total revenues for fiscal year 2013 should come in somewhere between $1,555,000 and $1,900,000. Device sales will also increase over 150 percent from fiscal year 2012 to fiscal year 2013. * LBT will not reach profitability in its fiscal 4th quarter. The Company had a pending order for 10,000 devices from an international corporation that would have made it cash flow positive for the quarter had the LOI closed. * LBT has been told that AT&T will place another product order for 886 devices. AT&T is planning to install its devices on all of their new emergency equipment. The Company is going to send its devices directly to the equipment manufacturer so the Company's LBT-886 will be part of the OEM process. * There are a number of other divisions within AT&T that are also evaluating the Company's products. This includes their commercial division, which is evaluating the Company's 3G products for resale to commercial customers. The Company may be able to get an order from one of these other divisions before the end of this calendar year. * LBT is working on an attachment to the Company's 886 device which would enable it to sense and transmit light, temperature and relative humidity data. The FBI has expressed interest in the Company's devices is currently testing a prototype. * LBT is developing a relationship with Australia's largest carrier, Telstra. The Company isn't sure what a relationship will look like but it could be a licensing agreement or a reseller agreement. The Company believes there's a chance of getting something done with Telstra this fiscal year. * LBT is working on consummating a strategic partnership which would include a capital investment and business relationship with the new partner. A copy of the transcript is available for free at: http://is.gd/BwnnIQ 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. LONGVIEW POWER: Contractors Want Stay Lifted for Arbitration ------------------------------------------------------------ Law360 reported that contractors involved in a long-running dispute with Longview Power LLC over its troubled $2 billion coal plant urged a Delaware bankruptcy judge on Sept. 18 to let them resume ongoing arbitration and stop the company from drawing on $59 million in disputed letters of credit. According to the report, in separate filings, Siemens Energy Inc., Foster Wheeler North America Corp. and Kvaerner North American Construction Inc. asked the court to lift the automatic stay so they can continue arbitration aimed at resolving a host of issues. Longview Power, LLC, filed a Chapter 11 (Bank. D. Del. Lead Case. 13-12211) on Aug. 30, 2013. The petitions were signed by Jeffery L. Keffer, the Company's chief executive officer, president, treasurer and secretary. The Debtor estimated assets and debts of more than $1 billion. Judge Brendan Linehan Shannon presides over the case. Kirkland & Ellis LLP and Richards, Layton & Finger, P.A., serve as the Debtors' counsel. Lazard Freres & Company LLC acts as the Debtors' investment bankers. Alvarez & Marsal North America, LLC, is the Debtors' restructuring advisors. Ernst & Young serves as the Debtors' accountants. The Debtors' claims agent is Donlin, Recano & Co. Inc. LLS AMERICA: Bankr. Judge Recommends Final Judgment Against Frank ----------------------------------------------------------------- Bankruptcy Judge Patricia C. Williams issued a Report and Recommendation that a final judgment be entered against defendant Terrence Frank in the case, BRUCE P. KRIEGMAN, solely in his capacity as court-appointed Chapter 11 Trustee for LLS America, LLC, Plaintiff(s), v. TERRENCE FRANK, Defendant(s), Adv. Proc. No. 11-80147-PCW11 (Bankr. E.D. Wash.). Specifically, Mr. Kriegman is awarded judgment against Mr. Frank in the amount of C$220,389.49 and US$186,046.87, plus post-judgment interest at the rate of 0.11 percent per annum. The final judgment is based upon the court's Order Granting Motion for Summary Judgment, which was entered Aug. 19, 2013 due to defendant's failure to appear at the status conference regarding the motion or otherwise respond to the motion. A copy of Judge Williams' Sept. 6, 2013 Report and Recommendation Re: Final Judgment is available at http://is.gd/5V2Nobrom Leagle.com. About Little Loan Shoppe LLS America LLC, doing business as Little Loan Shoppe, operated an online payday loan business. Affiliate Team Spirit America provided the manpower, management and equipment for Little Loan Shoppe. The companies are among a multitude of Canadian and American business entities owned and operated by Doris E. Nelson, a/k/a Dee Nelson, a/k/a Dee Foster. Investors claimed Ms. Nelson operated a Ponzi scheme. Ms. Nelson allegedly told investors they could earn as much as 60% on money her companies used to make payday loans to consumers. American and Canadian investors bought notes worth US$29 million and another C$26,000,000. However, the investors received no payments after March 2009. One investor group placed a related company, LLS-A LLC, into bankruptcy in July 10, 2009. LLS America LLC filed for bankruptcy (Bankr. D. Nev. Case No. 09-23021) on July 21, 2009, before Judge Linda B. Riegle. Gregory E. Garman, Esq., at Gordon Silver, served as the Debtor's counsel. In its petition, the Debtor disclosed $2,661,584 in assets and $24,013,837 in debts. The petition was signed by Ralph Gamble, CEO of the Company. The case was subsequently moved to Washington state (Bankr. E.D. Wash. Case No. 09-06194). Charles Hall was appointed as examiner in the case. MAGYAR TELECOM: Obtains Consents From Senior Secured Note Holders ----------------------------------------------------------------- Magyar Telecom B.V. on Sept. 23 disclosed that the Company has obtained consents from holders of a majority in aggregate principal amount of its 9.50% Senior Secured Notes due 2016 to certain proposed amendments and waivers of certain provisions of the indenture governing the Existing Notes. The Consents were obtained pursuant to a solicitation of consents from holders of Existing Notes launched on September 9, 2013. The Amendments and Waivers facilitate the implementation of the restructuring set out in the restructuring agreement dated July 15, 2013 between the Company and holders of over 70% of the Existing Notes, and became effective on the execution of a supplemental indenture dated September 20, 2013. About Magyar Telecom B.V. Magyar Telecom B.V. is a private company with limited liability incorporated in the Netherlands and registered at the Chamber of Commerce (Kamer van Koophandel) for Amsterdam with number 33286951 and registered as an overseas company at Companies House in the UK with UK establishment number BR016577 and its address at 6 St Andrew Street, London EC4A 3AE, United Kingdom (telephone:+44 (0)207 832 8936, Fax: +44 (0)207 832 8950). * * * As reported by the Troubled Company Reporter-Europe on July 19, 2013, Moody's Investors Service downgraded the corporate family rating of Magyar Telecom B.V. to Ca from Caa3, and the probability of default rating to Ca-PD/LD from Caa3-PD. Concurrently, Moody's downgraded Invitel's EUR350 million 9.5% senior secured notes due 2016 to Ca from Caa3. Moody's said the outlook on the ratings remains negative. MICROVISION INC: Obtains $6.6 Million From Securities Offering -------------------------------------------------------------- MicroVision, Inc., has completed the sale of 3,492,000 shares of common stock and warrants to acquire up to an aggregate of 2,095,200 shares of common stock to Crede CG III, Ltd., and other investors for gross proceeds of approximately $6.6 million in a registered direct offering. The price per share was determined by the closing bid price on Sept. 18, 2013, as reported on the Nasdaq stock exchange. The warrants are exercisable at a price of $2.444 per share. The company retained Dawson James Securities, Inc., as placement agent for a portion of the offering. MicroVision intends to use the net proceeds of the offering to fund the continued development and commercialization of its PicoP(R) display technology under its ingredient brand licensing strategy. A copy of the press release is available for free at: http://is.gd/AJ01OP About Microvision Headquartered in Redmond, Washington, MicroVision, Inc. (NASDAQ: MVIS) is the creator of PicoP(R) display technology, an ultra- miniature laser projection solution for mobile consumer electronics, automotive head-up displays and other applications. The Company reported a net loss of $7.09 million on $3.67 million of total revenue for the six months ended June 30, 2013, compared with a net loss of $14.77 million on $3.03 million of total revenue for the corresponding period of 2012. The Company's balance sheet at June 30, 2013, showed $10.6 million in total assets, $10.4 million in total liabilities, and stockholders' equity of $202,000. MILLER ENERGY: 6th Circ. Nixes Investor Suit Over Oil Assets ------------------------------------------------------------ Law360 reported that the Sixth Circuit on Sept. 19 tossed a derivative suit accusing Miller Energy Resources Inc. of overvaluing assets it bought for $2.25 million during a rival company's Chapter 11 proceeding, ruling the shareholder failed to demand that the Tennessee oil and natural gas company's board take corrective action. According to the report, the Sixth Circuit said Patrick P. Lukas failed to first make the written demand required under state law asking Miller's nine directors to pursue the suit on behalf of the company or take other suitable corrective action. The case is Patrick Lukas v. Merrill McPeak, et al., Case No. 12- 6285 (6th Cir.). The case was filed Oct. 22, 2012. MOBILEBITS HOLDINGS: Incurs $1.3-Mil. Net Loss in July 31 Quarter ----------------------------------------------------------------- MobileBits Holdings Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $1.3 million on $284,056 of revenues for the three months ended July 31, 2013, compared with a net loss of $2.3 million on $97,907 of revenues for the three months ended July 31, 2012. The Company reported a net loss of $4.1 million on $1.5 million of revenues for the nine months ended July 31, 2013, compared with a net loss of $9.8 million on $386,887 of revenues for the nine months ended July 31, 2012. The Company's balance sheet at July 31, 2013, showed $25.5 million in total assets, $5.6 million in total current liabilities, and stockholders' equity of $19.9 million. "As reflected in the accompanying consolidated financial statements, the Company has suffered recurring losses from operations. The Company has a net loss of $4,120,986, a working capital deficit of $4,695,351 and net cash used in operations of $1,489,592 for the nine months ended July 31, 2013; and an accumulated deficit of $20,292,682 at July 31, 2013. In addition, the Company has not completed its efforts to establish a stable recurring source of revenues sufficient to cover its operating costs for the next twelve months. These factors raise substantial doubt regarding the Company's ability to continue as a going concern." A copy of the Form 10-Q is available at http://is.gd/JmMRKo Sarasota, Florida-based MobileBits Holdings Corporation offers consumer retail businesses a mobile marketing and loyalty network solution called SAMY that provides enterprise software tools to merchants and retailers brands. SAMY enables any merchant the ability to create and manage mobile campaigns, deals, offers, loyalty/rewards, social media and commerce to a subscribed consumer through their mobile devices resulting in increased in- store purchases at the brick and mortar store locations and continued engagement when the consumer is away from the physical store. MONTREAL MAINE: Ch.11 Trustee Hires Verrill Dana as Counsel ----------------------------------------------------------- Robert J. Keach, the chapter 11 trustee of Montreal, Maine & Atlantic Railway Ltd., asks the U.S. Bankruptcy Court for permission to employ Verrill Dana LLP as special counsel to perform necessary legal services on his behalf during the Case. The Chapter 11 Trustee attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. The Chapter 11 Trustee's attorneys can be reached at: Michael A. Fagone, Esq. D. Sam Anderson, Esq. BERNSTEIN, SHUR, SAWYER &NELSON 100 Middle Street P.O. Box 9729 Portland, ME 04104-5029 Tel: (207) 774-1200 Fax: (207) 774-1127 About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., the railway company that operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec, sought bankruptcy protection in U.S. Bankruptcy Court in Bangor, Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., has been named as chapter 11 trustee. His firm serves as his chapter 11 bankruptcy counsel. Development Specialists, Inc., serves as his financial advisor. U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the U.S. case. The Maine law firm of Verrill Dana serves as counsel to MM&A. Justice Martin Castonguay oversees the case in Canada. MONTREAL MAINE: Can Employ Verrill Dana as Counsel -------------------------------------------------- Montreal, Maine & Atlantic Railway Ltd. early this month sought and obtained approval from the U.S. Bankruptcy Court to employ Verrill Dana LLP as its counsel. The Debtor desires to employ Verrill Dana LLP, including the firm's Roger A. Clement, Jr., Esq. and Nathaniel R. Hull, Esq., and such other Verrill Dana attorneys and paraprofessionals as are appropriate as its counsel in this case. Such employment is necessary because the Debtor requires specialized legal knowledge, experience, and capability in bankruptcy, including, specifically, railroad bankruptcies, and non-bankruptcy matters related to this case and believes that Counsel is able to meet these needs. The Debtor attests that the firm is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code. Prior to the Petition Date in connection with this matter, the Debtor paid Verrill Dana a total of $225,000. The Debtor paid Verrill Dana $20,000 on July 18, 2013, $25,000 on July 19, 2013, $50,000 on July 29, 2013, $25,000 on July 30, 2013, $25,000 on July 31, 2013, and $55,000 on August 5, 2013. As of the Petition Date, the Debtor has been billed and paid a total of $70,415.24 for services rendered and expenses incurred prior to the Petition Date. Post-petition, it was necessary for the Debtor to employ Verrill Dana to render the foregoing professional services. As of the Petition Date, Verrill Dana held a retainer in the amount of $154,584.76. Verrill Dana holds a security interest in the Retainer, and will apply the Retainer as necessary to satisfy Court-approved fees in this case. The firm can be reached at: Roger A. Clement, Jr., Esq. Nathaniel R. Hull, Esq. VERRILL DANA LLP One Portland Square P.O. Box 586 Portland, ME 04112-0586 Tel: 207-774-4000 Fax: 207-774-7499 E-mail: rclement@verrilldana.com nhull@verrilldana.com bankr@verrilldana.com About Montreal Maine Montreal, Maine & Atlantic Railway Ltd., the railway company that operated the train that derailed and exploded in July 2013, killing 47 people and destroying part of Lac-Megantic, Quebec, sought bankruptcy protection in U.S. Bankruptcy Court in Bangor, Maine (Case No. 13-10670) on Aug. 7, 2013, with the aim of selling its business. Its Canadian counterpart, Montreal, Maine & Atlantic Canada Co., meanwhile, filed for protection from creditors in Superior Court of Quebec in Montreal. Robert J. Keach, Esq., at Bernstein, Shur, Sawyer, and Nelson, P.A., has been named as chapter 11 trustee. His firm serves as his chapter 11 bankruptcy counsel. Development Specialists, Inc., serves as his financial advisor. U.S. Bankruptcy Judge Louis H. Kornreich has been assigned to the U.S. case. The Maine law firm of Verrill Dana serves as counsel to MM&A. Justice Martin Castonguay oversees the case in Canada. MOTORS LIQUIDATION: Claims Objection Deadline Moved to March 20 --------------------------------------------------------------- The Bankruptcy Court entered an order extending the trust administrator's deadline to file objections to unsecured claims asserted in the bankruptcy cases of Motors Liquidation Company and its affiliated debtors to March 20, 2014. The Claims Objection Deadline may in the future be extended beyond March 20, 2014, by further order of the Bankruptcy Court. The agreement governing the GUC Trust provides that the trust administrator and trustee of the GUC Trust has the authority to file objections to unsecured claims asserted in the bankruptcy cases of Motors Liquidation Company and its affiliated debtors. The GUC Trust Agreement further provides a deadline by which the GUC Trust Administrator must file all objections to Disputed General Unsecured Claims, which deadline may be extended by order of the bankruptcy court for the Southern District of New York. About Motors Liquidation General Motors Corporation and three of its affiliates filed for Chapter 11 protection (Bankr. S.D.N.Y. Lead Case No. 09-50026) on June 1, 2009. The Honorable Robert E. Gerber presides over the Chapter 11 cases. Harvey R. Miller, Esq., Stephen Karotkin, Esq., and Joseph H. Smolinsky, Esq., at Weil, Gotshal & Manges LLP, assist the Debtors in their restructuring efforts. Al Koch at AP Services, LLC, an affiliate of AlixPartners, LLP, serves as the Chief Executive Officer for Motors Liquidation Company. GM is also represented by Jenner & Block LLP and Honigman Miller Schwartz and Cohn LLP as counsel. Cravath, Swaine, & Moore LLP is providing legal advice to the GM Board of Directors. GM's financial advisors are Morgan Stanley, Evercore Partners and the Blackstone Group LLP. Garden City Group is the claims and notice agent of the Debtors. The U.S. Trustee appointed an Official Committee of Unsecured Creditors and a separate Official Committee of Unsecured Creditors Holding Asbestos-Related Claims. Lawyers at Kramer Levin Naftalis & Frankel LLP served as bankruptcy counsel to the Creditors Committee. Attorneys at Butzel Long served as counsel on supplier contract matters. FTI Consulting Inc. served as financial advisors to the Creditors Committee. Elihu Inselbuch, Esq., at Caplin & Drysdale, Chartered, represented the Asbestos Committee. Legal Analysis Systems, Inc., served as asbestos valuation analyst. The Bankruptcy Court entered an order confirming the Debtors' Second Amended Joint Chapter 11 Plan on March 29, 2011. The Plan was declared effect on March 31. On Dec. 15, 2011, Motors Liquidation Company was dissolved. On the Dissolution Date, pursuant to the Plan and the Motors Liquidation Company GUC Trust Agreement, dated March 30, 2011, between the parties thereto, the trust administrator and trustee -- GUC Trust Administrator -- of the Motors Liquidation Company GUC Trust, assumed responsibility for the affairs of and certain claims against MLC and its debtor subsidiaries that were not concluded prior to the Dissolution Date. MOVIE GALLERY: Suit Against Collection Firm Stays in Bankr. Court ----------------------------------------------------------------- District Judge James R. Spencer of the Eastern District of Virginia denied Credit Control Services, Inc.'s Motion for Withdrawal of Reference of the lawsuit commenced against it by Corliss Moore & Associates, LLC, the liquidating truste for Movie Gallery, Inc., Hollywood Entertainment Corporation, Movie Gallery US, LLC, MG Real Estate, LLC, and HEC Real Estate, LLC. The Bankruptcy Court confirmed the Debtors' Joint Plan of Liquidation on Oct. 2, 2010. After the Plan was proposed, but before it was approved, the Debtors contracted with CCS to pursue collection of outstanding customer accounts. The Liquidating Trustee subsequently filed an adversary proceeding complaint in bankruptcy court, naming CCS as defendant for breach of the Collection Agreement. CCS asked the District Court to withdraw the reference of the contract action to the bankruptcy court pursuant to 28 U.S.C. Sec. 157(d), Federal Rule of Bankruptcy Procedure 5011, and Local Bankruptcy Rule 5011-1. A copy of the District Court's Sept. 4 Memorandum Opinion is available at http://is.gd/QdsB5Gfrom Leagle.com. Corliss Moore & Associates, LLC, is represented by Mark J. Krudys, Esq., at Phelan Krudys Petty PLC. Credit Control Services, Inc., is represented by Mark Richard Colombell, Esq., William Daniel Prince, IV, Esq., Christopher M. Malone, Esq., and David Richard Ruby, Esq., at Thompson McMullan PC. About Movie Gallery Based in Wilsonville, Oregon, Movie Gallery, Inc., was the second largest North American video and game rental company behind Blockbuster Inc. Movie Gallery operated stores in the U.S. and Canada under the Movie Gallery, Hollywood Video and Game Crazy brands. Movie Gallery first filed for Chapter 11 bankruptcy protection (Bankr. E.D. Va. Case Nos. 07-33849 to 07-33853) on Oct. 16, 2007. Kirkland & Ellis LLP and Kutak Rock LLP represented the Debtors. The Company emerged from bankruptcy on May 20, 2008, with private- investment firms Sopris Capital Advisors LLC and Aspen Advisors LLC as its principal owners. William Kaye was appointed plan administrator and litigation trustee. Movie Gallery returned to Chapter 11 (Bankr. E.D. Va. Case No. 10- 30696) on Feb. 3, 2009. Attorneys at Sonnenschein Nath & Rosenthal LLP and Kutak Rock LLP represented the Debtors in their second restructuring effort. Kurtzman Carson Consultants served as claims and notice agent. In October 2010, a federal bankruptcy judge approved Movie Gallery's liquidation plan, wherein most assets would go to secured creditors, $5 million would go to unsecured creditors, and shareholders would be wiped out. The Plan had the support of the Official Committee of Unsecured Creditors. MUNICIPAL MORTGAGE: SEC Suspends Trading of Securities ------------------------------------------------------ The Securities and Exchange Commission issued two orders with respect to Municipal Mortgage & Equity, LLC: (1) an order suspending trading of the Company's securities; and (2) an order instituting administrative proceedings and notice of hearing pursuant to Section 12(j) of the Securities and Exchange Act of 1934. As of Sept. 19, 2013, the Company has not received the written Orders from the SEC, but the Orders are accessible on the SEC's Web site, www.sec.gov. Under the Trading Suspension Order, the SEC temporarily suspended trading in the Company's securities from 9:30 a.m., Eastern Time, on Sept. 18, 2013, until 11:59 p.m., Eastern Time, on Oct. 1, 2013. Pursuant to the Order Instituting Administrative Proceedings, the SEC commenced an administrative proceeding to suspend the registration of the Company's common shares under Section 12(g) of the Securities Exchange Act of 1934, or alternatively to revoke that registration. The Orders relate to the Company's past filing delinquencies for quarterly reports on Form 10-Q for the periods ended June 30, 2006, through Sept. 30, 2010, as well as certain deficiencies with respect to the Company's annual report on Form 10-K for the year ended Dec. 31, 2010. The Company previously disclosed the risk of SEC proceedings of this nature as a material risk to its business under Item 1A, Risk Factors, of its Annual Report on Form 10-K for each of the years ended Dec. 31, 2012, 2011 and 2010. Notwithstanding the Company's past filing delinquencies and deficiencies, the Company has remained timely with its SEC reporting obligations since the filing of its 2010 Form 10-K in early 2011 and it has been a current filer, as required for use or reliance upon certain of the SEC's forms and rules, since November 2011. The Company intends to continue filing future Annual, Quarterly and Current Reports with the SEC as and when they become due. The Company intends to respond to the SEC within the timeframe prescribed in the Order Instituting Administrative Proceedings and work vigorously to permit trading to resume on the Over-the-Counter Link marketplace as promptly as possible. About Municipal Mortgage Baltimore, Md.-based Municipal Mortgage & Equity, LLC (Pink Sheets: MMAB) -- http://www.munimae.com/-- was organized in 1996 as a Delaware limited liability company and is classified as a partnership for federal income tax purposes. When the Company became a publicly traded company in 1996, it was primarily engaged in originating, investing in and servicing tax- exempt mortgage revenue bonds issued by state and local government authorities to finance affordable multifamily housing developments. Since then, the Company made several acquisitions that significantly expanded its business. However, in 2008, due to the financial crisis, the Company began contracting its business. The Company has sold, liquidated or closed down all of its different businesses except for its bond investing activities and certain assets and residual interests related to the businesses and assets that the Company sold due to its liquidity issues. The Company has a majority position in International Housing Solutions S.a.r.l., a partnership that was formed to promote and invest in affordable housing in overseas markets. In addition, at Dec. 31, 2010, the Company has an unfunded equity commitment of $5.1 million, or 2.67% of total committed capital with respect to its role as the general partner to the South Africa Workforce Housing Fund SA I ("SA Fund"). The SA Fund was formed to invest directly or indirectly in housing development projects and housing sector companies in South Africa. A portion of the funding of SA Fund is participating debt provided by the United States Overseas Private Investment Corporation, a federal government entity, and the remainder is equity primarily invested by institutional and large private investors. The Company expects to continue this business. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, KPMG LLP, in Baltimore, Maryland, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has been negatively impacted by the deterioration of the capital markets and has liquidity issues which have resulted in the Company having to sell assets and work with its creditors to restructure or extend its debt arrangements. The Company's balance sheet at June 30, 2013, showed $1.74 billion in total assets, $1.06 billion in total liabilities and $679.70 million in total equity. MUSCLEPHARM CORP: Holders OK Cancellation of Preferred Shares ------------------------------------------------------------- The holders of MusclePharm Corporation's Series B Preferred Stock (i) voluntarily waived all of their rights as holders of the Series B Preferred Stock, and (ii) agreed to cancel all of their shares of the Company's Series B Preferred Stock. About MusclePharm Headquartered in Denver, Colorado, MusclePharm Corporation (OTC BB: MSLP) -- http://www.muslepharm.com/-- is a healthy life- style company that develops and manufactures a full line of National Science Foundation approved nutritional supplements that are 100 percent free of banned substances. MusclePharm is sold in over 120 countries and available in over 5,000 U.S. retail outlets, including GNC and Vitamin Shoppe. MusclePharm products are also sold in over 100 online stores, including bodybuilding.com, Amazon.com and Vitacost.com. The Company reported a net loss of $23.28 million in 2011, compared with a net loss of $19.56 million in 2010. The Company's balance sheet at June 30, 2013, showed $23.25 million in total assets, $10.64 million in total liabilities and $12.61 million in total stockholders' equity. In the auditors' report accompanying the consolidated financial statements for the year ended Dec. 31, 2011, Berman & Company, P.A., in Boca Raton, Florida, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has a net loss of $23,280,950 and net cash used in operations of $5,801,761 for the year ended Dec. 31, 2011; and has a working capital deficit of $13,693,267, and a stockholders' deficit of $12,971,212 at Dec. 31, 2011. NATIONAL HOLDINGS: To Issue 15.5 Million Shares Under 2013 Plan --------------------------------------------------------------- National Holdings Corporation registered with the U.S. Securities and Exchange Commission 15.5 million shares of common stock issuable under the 2013 Omnibus Incentive Plan. The proposed maximum aggregate offering price is $8.65 million. A copy of the Form S-8 prospectus is available for free at http://is.gd/aZRJ8P About National Holdings New York, N.Y.-based National Holdings Corporation is a financial services organization, operating primarily through its wholly owned subsidiaries, National Securities Corporation, Finance Investments, Inc., and EquityStation, Inc. The Broker-Dealer Subsidiaries conduct a national securities brokerage business through their main offices in New York, New York, Boca Raton, Florida, and Seattle, Washington. The Company incurred a net loss of $1.93 million for the year ended Sept. 30, 2012, compared with a net loss of $4.71 million during the prior year. The Company's balance sheet at March 31, 2013, showed $23.85 million in total assets, $12.88 million in total liabilities and $10.97 million in total stockholders' equity. Sherb & Co., LLP, in Boca Raton, Florida, issued a "going concern" qualification on the consolidated financial statements for the year ended Sept. 30, 2012. The independent auditors noted that the Company has incurred significant losses and has a working capital deficit as of Sept. 30, 2012, that raise substantial doubt about the Company's ability to continue as a going concern. Bankruptcy Warning "Our independent public accounting firm has issued an opinion on our consolidated financial statements that states that the consolidated financial statements were prepared assuming we will continue as a going concern and further states that our recurring losses from operations, stockholders' deficit and inability to generate sufficient cash flow to meet our obligations and sustain our operations raise substantial doubt about our ability to continue as a going concern. Our future is dependent on our ability to sustain profitability and obtain additional financing. If we fail to do so for any reason, we would not be able to continue as a going concern and could potentially be forced to seek relief through a filing under the U.S. Bankruptcy Code," the Company said in its annual report for the year ended Sept. 30, 2012. NELSON J. CHATELAIN: Huntsville Golf Fails to Overturn Ruling ------------------------------------------------------------- District Judge Virginia Emerson Hopkins in Alabama denied the Motion For Stay Pending Appeal filed by Huntsville Golf Development, Inc., related to a 1992 bankruptcy case that was reopened last year. On Nov. 23, 1993, the U.S. Bankruptcy Court for the Northern District of Alabama filed an order confirming the "Debtor's Plan" in In re Nelson J. Chatelain and Charlene J. Chatelain, Case No. 92-81161. On Dec. 29, 1993, the court closed the case and entered a final decree. Whitney Bank moved to reopen the case on Dec. 2, 2011. The bankruptcy court entered an order re-opening the case on Jan. 11, 2012. Under this order, the bankruptcy court instructed Huntsville Golf to escrow $510,000 into its attorney's trust account subject to the court's further orders. On Feb. 20, 2013, the court granted Whitney's "Motion for Payment of Claims And Appointing a Disbursing Agent." The court sua sponte appointed a Chapter 11 Trustee to determine the unsecured creditors' claims. It also ordered HGD's counsel to transfer the escrow funds to this Trustee. On Feb. 25, 2013, the bankruptcy court denied HGD's Motion for Reconsideration. It specifically appealed the court's orders on (1) Whitney's Payment Motion and (2) HGD's Motion to Reconsider. On March 29, HGD petitioned the bankruptcy court for a stay pending appeal. On April 1, the court denied HGD's request. HGD filed a Notice of Appeal on April 11. According to the District Court, the bankruptcy court below did not abuse its discretion in denying HGD's Motion; and HGD has not met its burden of showing the likelihood of its success on appeal. The case before the District Court is HUNTSVILLE GOLF DEVELOPMENT, INC. Appellant, v. WHITNEY BANK, Appellee, No. 5:13-CV-671-VEH (N.D. Ala.). A copy of the District Court's Sept. 6, 2013 Memorandum Opinion and Order is available at http://is.gd/AmnWmC from Leagle.com. Huntsville Golf Development, Inc., is represented by: Kevin D. Heard, Esq. HEARD ARY LLC 303 Williams Avenue Park Plaza, Suite 921 Huntsville, AL 35801 Tel: 256-715-5184 Toll free: 800-276-7716 Fax: 256-535-0818 Whitney Bank is represented by: Kevin C. Gray, Esq MAYNARD, COOPER & GALE, P.C. 2400 Regions/Harbert Plz. 1901 Sixth Ave. N Birmingham, AL Trustee Stuart M Maples may be reached at: Stuart M. Maples, Esq. MAPLES & RAY PC 401 Holmes Ave. NE, Suite H Huntsville, AL 35801 Tel: 256-489-9779 Fax: 256-489-9720 E-mail: smaples@maplesandray.com NEOMEDIA TECHNOLOGIES: Inks RRA with YA Global ---------------------------------------------- NeoMedia Technologies, Inc., on Sept. 16, 2013, entered into a Reaffirmation and Ratification Agreement with YA Global Investments, L.P. In connection with the amendment, restatement and consolidation of the Prior Debentures and issuance of the Consolidated Debentures, the RRA summarizes and affirms all amounts presently outstanding and owed by the Company to YA under all of the outstanding financing documents and debentures issued by the Company to YA. Pursuant to the RRA, the Company: (i) ratified the terms of the Financing Documents and agreed that they remain in full force and effect; (ii) confirmed that the collateral rights granted to YA under the Financing Documents secure the obligations created thereunder; (iii) confirmed that the occurrence of an "event of default" under any of the Financing Documents would constitute an "event of default" under all of the Financing Documents; and (iv) agreed to execute and deliver to YA all those additional documents as reasonably required by YA to correct any document deficiencies, or to vest or perfect the Financing Documents and the collateral granted therein, and authorized YA to file any financing statements and take any other actions necessary to perfect YA's security interests in any such collateral. Consolidated Debentures On Sept. 16, 2013, the Company issued six amended, restated and consolidated secured convertible debentures to YA. The Consolidated Debentures consolidated the principal and interest amounts outstanding under all of the outstanding secured convertible debentures previously issued by the Company to YA, such that, upon the issuance of the Consolidated Debentures and cancellation of the Prior Debentures, the amount of outstanding debentures of the Company issued to YA decreased from 27 to six. All of the Consolidated Debentures have a maturity date of Aug. 1, 2015, and all are substantially similar in form and substance with each other, and substantially similar to the common form and substance in which the Prior Debentures were originally issued. Each of the Consolidated Debentures is convertible into shares of the Company's common stock, at the option of the holder, at the lower of a fixed conversion price per share or a percentage of the lowest volume-weighted average price for a specified number of days prior to the conversion. That conversion is limited such that the holder cannot exceed 9.99 percent ownership of the outstanding common stock, unless the holder waives their right to such limitation. All of the Consolidated Debentures are secured according to the terms of the RRA and other security and patent security agreements which provide YA with a security interest in substantially all of the Company's and its subsidiaries' assets. All of the Consolidated Debentures contain provisions for acceleration of principal and interest upon default. Regarding the Consolidated Debentures: (1) Consolidated Debenture No. NEOM-42, in the principal amount of $4,795,185 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. CCP-1, CCP-2 and NEOM 4-1; (2) Consolidated Debenture No. NEOM-43 in the principal amount of $1,368,840 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. CCP-1 and CCP-2; (3) Consolidated Debenture No. NEOM-44 in the principal amount of $939,540 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. CCP-2 and NEOM 4-1; (4) Consolidated Debenture No. NEOM-45 in the principal amount of $17,547,522 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. NEOM 4-1, NEOM-1- 1, NEOM-2008-1, NEOM-2008-2, NEOM-2008-3, NEOM-2008-4, NEOM-9-1, NEOM-9-2, NEOM-9-4, NEOM-9-5, NEOM-9-6, NEOM-9-7, NEOM-10-1, NEOM- 10-2, NEOM-10-3, NEOM-10-4, NEOM-10-5, NEOM-11-1, NEOM-11-2, NEOM- 12-2, NEOM-12-3, and NEOM-12-4; (5) Consolidated Debenture No. NEOM-46 in the principal amount of $6,132,262 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. NEOM 4-1, NEOM-1-1, NEOM-2008-1, NEOM-2008-2, NEOM-2008-3, NEOM-2008-4, and NEOM-9-1; and (6) Consolidated Debenture No. NEOM-47 in the principal amount of $3,858,742 was issued in exchange, transfer and replacement of portions of Prior Debenture Nos. NEOM-9-1, NEOM-9-2, NEOM-9-4, NEOM-9-5, NEOM-9-6, NEOM-10-1, NEOM-10-2, NEOM-10-3, NEOM-10-4, NEOM-10-5, NEOM-11-1, NEOM-11-2, NEOM-CF, NEOM-11-12, NEOM-12-2, NEOM-12-3, NEOM-12-4, and NEOM-12- 6. About NeoMedia Technologies Atlanta, Ga.-based NeoMedia Technologies provides mobile barcode scanning solutions. The Company's technology allows mobile devices with cameras to read 1D and 2D barcodes and provide "one click" access to mobile content. After auditing the 2011 results, Kingery & Crouse, P.A, in Tampa, FL, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring losses from operations and has ongoing requirements for additional capital investment. NeoMedia reported a net loss of $19.38 million in 2012 and a net loss of $849,000 in 2011. As of June 30, 2013, the Company had $5.79 million in total assets, $92.13 million in total liabilities, all current, $4.81 million in series C convertible preferred stock, $348,000 in series D convertible preferred stock, and a $91.51 million total shareholders' deficit. NESBITT PORTLAND: Seeks Nod for New Chapter 11 Plan --------------------------------------------------- Law360 reported that a collection of Embassy Suites hotel operators and their secured lender submitted an amended Chapter 11 reorganization plan on Sept. 18 that calls for the sale of several hotels, urging a California bankruptcy judge to confirm the plan over the objection of Hilton Worldwide Inc. According to the report, submitted jointly by the debtors -- eight companies owned by real estate manager Patrick Nesbitt and his Santa Monica, Calif.-based Windsor Capital Group Inc. -- and secured lender U.S. Bank NA, the amended plan calls for the sale of seven Embassy Suites hotels. About Nesbitt Portland Property et al. Windsor Capital Group Inc. CEO Patrick M. Nesbitt sent hotel- companies to Chapter 11 bankruptcy to stop a receiver named by U.S. Bank National Association from taking over eight hotels, seven of which are operated as Embassy Suites brand hotels. The eighth hotel, located in El Paso, Texas, was previously operated as an Embassy Suites hotel, but lost its franchise agreement. The eight hotels were pledged by the Debtors as collateral for the loans with U.S. Bank. According to http://www.wcghotels.com/Santa Monica-based Windsor Capital owns and/or operates 23 branded hotels in 11 states across the U.S. Windsor Capital is the largest private owner and operator of Embassy Suites hotels. In the case U.S. Bank vs. Nesbitt Bellevue Property LLC, et al. (S.D.N.Y. 12 Civ. 423), U.S. Bank obtained approval from the district judge in June to name Alan Tantleff of FTI Consulting, Inc., as receiver for: * Embassy Suites Colorado Springs in Colorado; * Embassy Suites Denver Southeast in Colorado; * Embassy Suites Cincinnati - Northeast in Blue Ash, Ohio; * Embassy Suites Portland - Washington Square in Tigard, Oregon; * Embassy Suites Detroit - Livornia/Novi in Michigan; * Embassy Suites El Paso in Texas; * Embassy Suites Seattle - North/Lynwood in Washington; and * Embassy Suites Seattle - Bellevue in Washington The receiver obtained district court permission to engage Crescent Hotels and Resorts LLC to manage the eight hotels. But before Mr. Adam could take physical possession of the properties and take control of the Hotels, the eight borrowers filed Chapter 11 petitions (Bankr. C.D. Cal. Lead Case No. 12-12883) on July 31, 2012, in Santa Barbara, California. The debtor-entities are Nesbitt Portland Property LLC; Nesbitt Bellevue Property LLC; Nesbitt El Paso Property, L.P.; Nesbitt Denver Property LLC; Nesbitt Lynnwood Property LLC; Nesbitt Colorado Springs Property LLC; Nesbitt Livonia Property LLC; and Nesbitt Blue Ash Property LLC. Bankruptcy Judge Robin Riblet presides over the cases. The Jonathan Gura, Esq., and Peter Susi, Esq., at Susi & Gura, PC; and Joseph M. Sholder, Esq., at Griffith & Thornburgh LLP, represent the Debtor as counsel. Alvarez & Marsal North American, LLC, serves as financial advisors. Attorneys at Kilpatrick Townsend & Stockton LLP represented the Debtors in the receivership case. U.S. Bank National Association, as Trustee and Successor in Interest to Bank of America, N.A., as Trustee for Registered Holders of GS Mortgage Securities Corporation II, Commercial Mortgage Passthrough Certificates, Series 2006-GG6, acting by and through Torchlight Loan Services, LLC, as special servicer, are represented in the case by David Weinstein, Esq., and Lawrence P. Gottesman, Esq., at Bryan Cave LLP. On Sept. 5, 2012, the Debtors filed with the Court their schedules of assets and liabilities. Nesbitt Portland scheduled $29.4 million in assets and $192.3 million in liabilities. Nesbitt Portland's hotel property is valued at $27.19 million, and secures a $191.9 million debt to U.S. Bank. NET TALK.COM: Shad Stastney Resigns as Director ----------------------------------------------- Shad Stastney resigned as a director of Net Talk.com, Inc. The resignation did not arise from a disagreement with the Company on any matter relating to the operations, policies or practices of the Company. About Net Talk.com Based in Miami, Fla., Net Talk.com, Inc., is a telephone company, that provides, sells and supplies commercial and residential telecommunication services, including services utilizing voice over internet protocol technology, session initiation protocol technology, wireless fidelity technology, wireless maximum technology, marine satellite services technology and other similar type technologies. Net Talk.com incurred a net loss of $14.71 million on $5.79 million of total revenue for the year ended Dec. 31, 2012, as compared with a net loss of $26.17 million on $2.72 million of total revenue for the year ended Sept. 30, 2011. For the three months ended Dec. 31, 2011, the Company reported a net loss of $3.44 million on $1.29 million of total revenue. As of Dec. 31, 2012, the Company had $5.64 million in total assets, $22.87 million in total liabilities, $6.37 million in redeemable preferred stock, and a $23.60 million total stockholders' deficit. Thomas Howell Ferguson P. A., in Tallahassee, Florida, 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 significant recurring losses from operations its total liabilities exceeds its total assets, and is dependent on outside sources of funding for continuation of its operations. These factors raise substantial doubt about the Company's ability to continue as a going concern. On May 26, 2011, the Company's Board of Directors approved a change in the Company's fiscal year end from September 30, to December 31, effective Dec. 31, 2011. Bankruptcy Warning "We have not sustained profits and our losses could continue. Without sufficient additional capital to apply to repay our indebtedness, we may be required to significantly scale back our operations, significantly reduce our headcount, seek protection under the provisions of the U.S. Bankruptcy Code, and/or discontinue many of our activities which could negatively affect our business and prospects. Our current capital raising efforts may not be successful in raising additional capital on favorable terms, or at all," the Company said in its annual report for the year ended Dec. 31, 2012. NIELSEN HOLDINGS: S&P Assigns 'BB' Rating to $500MM Senior Notes ---------------------------------------------------------------- Standard & Poor's Ratings Services assigned The Nielsen Co. (Luxembourg) S.ar.L's proposed $500 million senior notes due 2021 an issue-level rating of 'BB', with a recovery rating of '3', indicating S&P's expectation for meaningful (50%-70%) recovery for lenders in the event of a payment default. Nielsen Co. (Luxembourg) S.ar.l is a wholly owned subsidiary of New York City- based global information and measurement company Nielsen Holdings N.V. (Nielsen). The company will use proceeds from the proposed term loan to redeem Nielsen's outstanding 11.625% senior notes due 2014 and for general corporate purposes. While leverage will rise modestly, the increase is already factored into S&P's 'BB' corporate credit rating. "Our ratings on Nielsen reflect a "satisfactory" business risk profile and an "aggressive" financial risk profile, based on our criteria. As the leading global provider of media measurement and retail sales and market share data, Nielsen benefits from strong market positions in its two principal businesses. Nielsen's television audience measurement service is the industry standard in the U.S. and is unlikely to be displaced over our ratings horizon. We expect that Nielsen's operating performance will remain stable, given that a high proportion of sales is under multiyear contracts and that it has strong renewal rates (over 70% of "Watch" and "Buy" business segment revenues are recurring). We believe that Arbitron, the leading radio audience measurement service in the U.S., which Nielsen has a definitive agreement to acquire, has similar characteristics. We assess Nielsen's management and governance as "fair" under our criteria," S&P said. "We view Nielsen's financial risk profile as aggressive because of its still elevated leverage, which we estimate to be slightly below 5x by the end of 2013, and our expectation that leverage will remain above 4x through 2014. We estimate that leverage was 4.3x as of June 30, 2013," S&P added. RATINGS LIST Nielsen Holdings N.V. Corporate Credit Rating BB/Stable/-- New Rating The Nielsen Co. (Luxembourg) S.ar.L $500M senior notes due 2021 BB Recovery Rating 3 OLIVER HEIGHTS: Kansas Appeals Court Rules in "Smith" Action ------------------------------------------------------------ Oliver Heights, LLC entered into an installment contract for sale of real estate with James and Sharon Smith. Less than 2 years later, Oliver Heights filed for Chapter 11 bankruptcy, and a reorganization plan was confirmed by the bankruptcy court. Subsequently, the Smiths filed a foreclosure action in state court alleging that Oliver Heights defaulted under the terms of both the installment contract and the reorganization plan. After a bench trial, the district court found that Oliver Heights was in default, that the Smiths had given adequate notice of the default to Oliver Heights, and that the Smiths had not waived their rights by accepting an untimely payment. Moreover, the district court ordered that possession of the real property be immediately returned to the Smiths and granted a judgment for damages against Oliver Heights in the amount of $3,000. Oliver Heights timely appealed. On appeal, the Court of Appeals of Kansas finds substantial evidence to support the district court's findings on the issues of default, notice, and waiver. But the Appeals Court found that the confirmed reorganization plan created an equitable mortgage, which is subject to foreclosure and a right of redemption under Kansas law. Accordingly, the Appeals Court affirmed the district court's decision in part, reversed it in part, and remanded this case to the district court for further proceedings. The case is, JAMES and SHARON SMITH, Appellees, v. OLIVER HEIGHTS, LLC, Appellant, and BOARD OF COUNTY COMMISSIONERS, ATCHISON COUNTY, KANSAS, Appellee, No. 108,758 (Kan. App. Ct.). A copy of the Kansas Appeals Court's Sept. 6, 2013 decision is available at http://is.gd/chxEKSfrom Leagle.com. The appellate court panel consists of Bruns, P.J., Hill, J., and Ernest L. Johnson, District Judge Retired. Judge Bruns wrote the opinion. Charles T. Engel, Esq., and Gage A. Rohlf, Esq., at Engel Law, P.A., of Topeka, for appellant. John W. Fresh, Esq., at Larry R. Mears, Chartered, of Atchison, for appellees James and Sharon Smith. Oliver Heights LLC filed for Chapter 11 bankruptcy (Bankr. D. Kan. Case No. 10-42158) on Dec. 1, 2010, listing under $1 million in both assets and debts. OPTIMUMBANK HOLDINGS: Joel Klein Buys 83,333 Common Shares ---------------------------------------------------------- Optimumbank Holdings, Inc., on Sept. 13, 2013, Moishe Gubin and Joel Klein entered into a letter agreement, pursuant to which Mr. Gubin assigned to Joel Klein the right to purchase 83,333 shares of Company's common stock under the Amended and Restated Stock Purchase Agreement dated March 22, 2013, between the Company and Mr. Gubin. Both Mr. Gubin and Mr. Klein are directors of the Company. Under the Purchase Agreement, Mr. Gubin agreed to purchase 1,833,333 shares of Company common stock, $0.01 par value, at a price of $1.20 per share. Under the Letter Agreement, Mr. Klein agreed to assume the obligation to purchase 83,333 of these shares. Mr. Klein completed the purchase of the shares on Sept. 13, 2013, and paid the purchase price of $100,000 to the Company. As a result of Mr. Klein's purchase, the remaining number of shares to be purchased by Mr. Gubin under the Purchase Agreement has been reduced to 1,750,000 shares. The proceeds from the sale to Mr. Klein will be utilized by the Company to meet its working capital obligations. 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. OVERSEAS SHIPHOLDING: Projections for Tanker & Barge Businesses --------------------------------------------------------------- Overseas Shipholding Group, Inc., disclosed summary projections for its International and US Flag tanker and barge businesses to facilitate discussions among constituents in the Chapter 11 reorganization. By providing guidance with respect to management's current view of the business outlook, the Company believes it will more rapidly be able to coalesce constituents around a viable restructuring plan for the Company. The Presentation is available for free at http://is.gd/qQag1r About Overseas Shipholding Overseas Shipholding Group, Inc., headquartered in New York, is one of the largest publicly traded tanker companies in the world, engaged primarily in the ocean transportation of crude oil and petroleum products. OSG owns or operates 111 vessels that transport oil and petroleum products throughout the world. Overseas Shipholding Group and 180 affiliates filed voluntary Chapter 11 petitions (Bankr. D. Del. Lead Case No. 12-20000) on Nov. 14, 2012, disclosing $4.15 billion in assets and $2.67 billion in liabilities. Greylock Partners LLC Chief Executive John Ray serves as chief reorganization officer. James L. Bromley, Esq., and Luke A. Barefoot, Esq., at Cleary Gottlieb Steen & Hamilton LLP serve as OSG's Chapter 11 counsel. Derek C. Abbott, Esq., Daniel B. Butz, Esq., and William M. Alleman, Jr., at Morris, Nichols, Arsht & Tunnell LLP, serve as local counsel. Chilmark Partners LLC serves as financial adviser. Kurtzman Carson Consultants LLC is the claims and notice agent. The Export-Import Bank of China, owed $312 million used for the construction of five tankers, is represented by Louis R. Strubeck, Jr., Esq., and Kristian W. Gluck, Esq., at Fulbright & Jaworski LLP in Dallas; David L. Barrack, Esq., and Beret Flom, Esq., at Fulbright & Jaworski in New York; and John Knight, Esq., and Christopher Samis, Esq., at Richards Layton & Finger PA. Chilmark Partners, LLC serves as financial and restructuring advisor. Akin Gump Strauss Hauer & Feld LLP, and Pepper Hamilton LLP, serve as co-counsel to the official committee of unsecured creditors. FTI Consulting, Inc., is the financial advisor and Houlihan Lokey Capital, Inc., is the investment banker. PATRIOT COAL: Has Leave to Conduct Rule 2004 Exam of Arch Coal -------------------------------------------------------------- Pursuant to a stipulated order entered Sept. 19, 2013, by and between Patriot Coal Corp., et al., the Official Committee of Unsecured Creditors and Arch Coal, Inc., the U.S. Bankruptcy Court for the Eastern District of Missouri approved on Sept. 20, 2013, the debtors for leave to conduct discovery of Arch Coal. Pursuant to Rule 2004 filed on Sept. 3, 2013, the Motion will be resolved in this manner: * The Debtors and the Committee are granted leave to propound discovery upon Arch pursuant to Federal Rule of Bankruptcy Procedure 2004 ("Rule 2004"), in the form of a subpoena duces tecum substantially in the form of Appendix A attached to the Motion (the "Subpoena"). The Movants will serve the Subpoena by email to counsel for Arch, which has been authorized to accept such service. * Arch will respond to the Subpoena. Subject to negotiations on the scope of the Subpoena and any Arch objections to the Subpoena, Arch will respond to the Subpoena in accordance with the requirements of Rule 2004 and Rule 45(d)(1) of the Federal Rules of Civil Procedure ("FRCP"). Arch will produce documents on a rolling basis and will use reasonable efforts to complete the production within 90 days after the scope of discovery has been agreed upon or otherwise determined. An objection to one aspect of discovery will not stay the time for producing discovery that is not subject to any objection. Under no circumstances will Arch be obligated to commence the production of documents until seven business days after a protective order governing Arch's production has been entered by the Court. If Arch withholds subpoenaed information under a claim that such information is privileged or subject to protection as trial-preparation material, Arch will prepare a privilege log, in accordance with FRCP 45(d)(2) and applicable local rules. * The order is without prejudice to Arch's right to object to the scope of the Subpoena based on FRCP 45(c)(2)(B) and, if such objection cannot be resolved following the requisite meet and confer, to move to quash or modify the Subpoena pursuant to FRCP 45(c)(3). * The order is without prejudice to the Debtors' and the Committee's rights to move to compel production by Arch pursuant to Rule 2004 and FRCP 45 if such dispute cannot be resolved. * Prior to the filing of a motion related to a dispute concerning the Subpoena, or the subsequent document production, the parties agree to meet and confer in an effort to resolve the dispute without Court intervention. If the parties cannot resolve the dispute within five calendar days of the initial meet and confer, then (i) any Party may file a motion and such motion will be scheduled for a hearing and (ii) the Party may request that the Court hear such dispute on an expedited basis. * The order is without prejudice to the Debtors and the Committee's rights to seek other and/or further discovery pursuant to Rule 2004 in connection with these Chapter 11 cases. * Documents or information produced by Arch in any proceedings in this Court relating to these Chapter 11 cases, including, but not limited to, any request or motion made pursuant to Rule 2004, litigation, mediation, dispute, contested matter or adversary proceeding (collectively, the "Proceedings") and documents and information relating to Arch and its affiliates produced by third parties in the Proceedings (collectively, "Arch Material"), may be disclosed to Committee member the United Mine Workers of America (the "UMWA") for use in furtherance of its fiduciary duties as a Committee member only as follows: to (a) Frederick Perillo, outside counsel for the UMWA, and his law firm, and any successor outside counsel for the UMWA in this case and his or her law firm, which successor outside counsel and successor outside counsel's law firm will not have had any previous involvement in the litigation against Arch captioned Lowe v. Peabody Holding Co. LLC, No. 12-cv-06925 (the "West Virginia Action"); (b) the UMWA's outside financial advisors in this case; and (c) Grant Crandall, general counsel of the UMWA (collectively, the "UMWA Recipients"). * The UMWA Recipients will not share or use Arch Material with (i) any members, employees or board members of the UMWA, (ii) any person or entity, including, without limitation, any UMWA counsel and advisors, participating in the West Virginia Action, and (iii) any other person or entity who is not entitled to receive Arch Material pursuant to the terms of this Order; and the UMWA will not use Arch Material outside the Proceedings, including, without limitation, in connection with the West Virginia Action; provided, however, that this paragraph will not apply to Arch Material that (1) is lawfully known to the UMWA at the time of disclosure, without obligation of confidentiality, (2) is independently developed by the UMWA without reference to or use of the Arch Material, (3) becomes known to the UMWA on a non-confidential basis from another source, unless (A) the UMWA knows or reasonably believes that such other source was subject to a confidentiality restriction at that time or (B) that source acquired such Arch Materials through discovery in the Proceedings, (4) is or becomes part of the public domain through no wrongful act of the UMWA or the UMWA Recipients, or (5) is disclosed publicly pursuant to any judicial request or order, subpoena of any kind, or formal regulatory request. * As a condition to receipt of Arch Material, the UMWA Recipients will not (a) work on, participate in, or otherwise be involved in the West Virginia Action, including without limitation counseling or advising the UMWA, or (b) be party to or involved with discussions or other communications about the West Virginia Action with or among persons with any involvement in the West Virginia Action on behalf of the UMWA. Probe on Magnum Transactions As reported in the TCR on Sept 5, 2013, the Debtors and the Committee are investigating the formation and sale of Magnum Coal Company and Patriot's 2008 acquisition of Magnum to determine, inter alia, the impact of the assets and liabilities acquired in the Merger on Patriot's financial condition. According to papers filed with the Court, investigation of the assets and liabilities of the Debtors' estates would remain incomplete without discovery from Arch Coal, Inc., and its subsidiaries. "While Patriot is a creation of Peabody Energy Corporation, a portion of its current assets and liabilities originated with Arch and came to Patriot through the Merger," the Movants relate. Thus, according to the Movants, understanding Arch's role in the creation of Magnum, and Arch's process of selecting the assets and liabilities the Debtors later acquired in the Merger, is essential to an understanding of the Debtors' estates and potential causes of action, whether arising from Peabody's 2007 spinoff of Patriot or from the Merger". The Debtors and the Committee therefore ask the Bankruptcy Court to grant them leave to propound requests for documents from Arch Coal. The motion is scheduled for hearing on Sept. 24, 2013, at 10:00 a.m. A copy of the Arch Rule 2004 Motion is available at: http://bankrupt.com/misc/patriotcoal.doc4576.pdf About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP serves as lead restructuring counsel. Bryan Cave LLP serves as local counsel to the Debtors. Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. HoulihanLokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. Patriot Coal Corporation on Sept. 6 filed a Plan of Reorganization with the U.S. Bankruptcy Court for the Eastern District of Missouri as contemplated by the terms of Patriot's Debtor-in- Possession financing. The Disclosure Statement is expected to be filed on or before Oct. 2, 2013, and the approval hearing is currently scheduled for Nov. 6, 2013. PATRIOT COAL: UMWA Rejected Healthcare Offer Comparable to Peabody ------------------------------------------------------------------ Peabody Energy on Sept. 23 disclosed that the United Mine Workers of America had previously rejected an offer in settlement of all claims with the UMWA, payable over 15 years, which could also have been used to provide 3,100 Patriot Coal retirees with lifetime healthcare benefits comparable to those of Peabody's active corporate employees. Senior Vice President of Global Investor and Corporate Relations Vic Svec said that the settlement offer could have been used to fund the newly-established Voluntary Employee Beneficiary Association that will provide healthcare benefits to retirees in the wake of Patriot's bankruptcy. "UMWA President Cecil Roberts claims to be concerned about his members," said Mr. Svec. "So why did he not accept a settlement amount large enough to provide 3,100 retirees with lifetime healthcare benefits comparable with those of Peabody's active corporate employees? The UMWA retirees who have been traveling to St. Louis to rally for healthcare benefits have a right to know that a good faith settlement offer was on the table, and that union leadership rejected it." Since Patriot's launch in 2007, Peabody has been funding Patriot's healthcare obligations for some 3,100 retirees under contractual agreement. The mid-August offer was to settle all claims with the UMWA and the union would not accept these terms, despite the fact that Peabody's contractual obligation, at any level, has been relieved by new agreements between Patriot Coal and the UMWA. About Peabody Energy Peabody Energy -- http://www.PeabodyEnergy.com-- is the world's largest private-sector coal company and a global leader in sustainable mining and clean coal solutions. The company serves metallurgical and thermal coal customers in more than 25 countries on six continents. About Patriot Coal St. Louis-based Patriot Coal Corporation (NYSE: PCX) is a producer and marketer of coal in the eastern United States, with 13 active mining complexes in Appalachia and the Illinois Basin. The Company ships to domestic and international electricity generators, industrial users and metallurgical coal customers, and controls roughly 1.9 billion tons of proven and probable coal reserves. Patriot Coal and nearly 100 affiliates filed voluntary Chapter 11 petitions in U.S. bankruptcy court in Manhattan (Bankr. S.D.N.Y. Lead Case No. 12-12900) on July 9, 2012. Patriot said it had $3.57 billion of assets and $3.07 billion of debts, and has arranged $802 million of financing to continue operations during the reorganization. Davis Polk & Wardwell LLP serves as lead restructuring counsel. Bryan Cave LLP serves as local counsel to the Debtors. Blackstone Advisory Partners LP is serving as financial advisor, and AP Services, LLC is providing interim management services to Patriot in connection with the reorganization. Ted Stenger, a Managing Director at AlixPartners LLP, the parent company of AP Services, has been named Chief Restructuring Officer of Patriot, reporting to the Chairman and CEO. GCG, Inc. serves as claims and noticing agent. The U.S. Trustee appointed a seven-member creditors committee. Kramer Levin Naftalis & Frankel LLP serves as its counsel. HoulihanLokey Capital, Inc., serves as its financial advisor and investment banker. Epiq Bankruptcy Solutions, LLC, serves as its information agent. On Nov. 27, 2012, the New York bankruptcy judge moved Patriot's bankruptcy case to St. Louis. The order formally sending the reorganization to Missouri was signed December 19 by the bankruptcy judge. The New York Judge in a Jan. 23, 2013 order denied motions to transfer the venue to the U.S. Bankruptcy Court for the Southern District of West Virginia. Patriot Coal Corporation on Sept. 6 filed a Plan of Reorganization with the U.S. Bankruptcy Court for the Eastern District of Missouri as contemplated by the terms of Patriot's Debtor-in- Possession financing. PERSONAL COMMUNICATIONS: Wants To Tap Richter as Financial Advisor ------------------------------------------------------------------ Personal Communications Devices, LLC, et al., ask the Bankruptcy Court to permit them to employ Richter Consulting, Inc., as financial advisor nunc pro tunc to the Petition Date. Richter has been actively involved in the negotiation of the specific terms for a prospective sale of the Debtors' assets, including the extensive analysis the Debtors performed regarding the Asset Purchase Agreement executed with Quality One Wireless, LLC and Q1W Newco, LLC. Richter has provided certain budgeting and financial analysis of the Debtors' cash flows, analyses of the implications of various bids, negotiations of bids, including analyses used as the basis for the existing Quality One bid. Prior to the Petition Date, the Debtors paid Richter $3,785,033. The Debtors have agreed that the balance of the Retainers of $613,508 is to be held by Richter as security during the pendency of these Chapter 11 cases. The customary hourly rates of Richter's professionals are: Partner $575 to 675 Principal/Vice-President $425 to 525 Senior Associate $375 to 425 Associate/Analyst $275 to 375 The Debtors will reimburse Richter for its necessary and actual expenses related to the services to be rendered. The Debtors believe that Richter (i) has no connection with the Debtors, their creditors or other parties-in-interest in the case except as may be set forth in the Barbieri Declaration, (ii) does not hold any interest adverse to the Debtors' estate, and (iii) is a "disinterested person" as defined within Sec. 101(14) of the Bankruptcy Code. About Personal Communications Personal Communications Devices LLC and an affiliate, Personal Communications Devices Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013, in Central Islip, N.Y., estimating between $100 million and $500 million in both assets and liabilities. Bankruptcy Judge Alan S. Trust oversees the case. The petitions were signed by Raymond F. Kunzmann as chief financial officer. Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP serve as counsel to the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. BG Strategic Advisors, LLC, is the financial advisor. Richter Consulting, Inc., is the investment banker. PCD is advised in this transaction by Richter Consulting Inc., BG Strategic Advisors, and Goodwin Procter LLP. Q1W is advised by Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr, P.C. A three-member official committee of unsecured creditors was appointed in the Chapter 11 case. PCD -- http://www.pcdphones.com-- provides both carriers and manufacturers an array of product life cycle management services that includes planning and development; inventory; technical testing; quality control; forward and reverse logistics; sell-in and sell-thru, marketing & warranty support. Its extensive portfolio of high-quality and versatile wireless devices includes feature phones, smart phones, tablets, mobile hotspots, modems, routers, fixed wireless, M2M, GPS, and other innovative wireless connectivity devices and accessories. PCD is based in Hauppauge, New York; and maintains operations facilities in Brea, California; and Toronto, CA. PERSONAL COMMUNICATIONS: Taps BG Strategic as Investment Banker --------------------------------------------------------------- Personal Communications Devices, LLC, et al., are seeking bankruptcy court authority to employ BG Strategic Advisors, LLC, as investment banker nunc pro tunc to the Petition Date to assist in the sale of their assets. More specifically, BG Advisors has rendered and will continue to render to the Debtors these services: 1) identify prospective domestic and/or international buyers for the Debtors; 2) coordinate the information flow, on-site visits and due diligence activities with interested parties; and 3) negotiate favorable Transaction terms other than those terms negotiated by Richter Consulting, Inc., the Debtors' financial advisors. The Debtors propose to pay BG Advisors a one-time $100,000 work fee for August 2013. They also propose a bonus fee for the firm: In the event Quality One or Brighstar completes a transaction with the Debtors, BG Advisors will be paid a fee of $1.8 million (the Flat Success Fee) at closing. In the event a party other than Quality One or Brightstar completes a transaction with the Debtors, then BG Advisors will be paid the Flat Success Fee and an Additional Bonus equal to 12.5% of the Total Valuation in excess of the Quality One Stalking Horse Bid. In the event the Debtors become obligated to pay the break-up fee and expense reimbursement to Quality One (in accordance with the terms of the Stalking Horse APA), then BG Advisors will forgo the Additional Bonus it would be due for the first $5 million of Total Valuation. BG Advisors will be entitled to reimbursement for all reasonable and pre-approved travel expenses and other reasonable out-of- pocket expenses incurred in connection with its retention. The Debtors also seek to entitle BG Advisors to a $250,000 break- up fee if the Debtors execute a letter of intent and then allow the letter of intent to lapse or terminate with the potential buyer. Before the Petition Date, BG Advisors received $600,000 as compensation for its services. David Saperstaein, vice president of BG Advisors, assures the Court that his firm does not hold or represent any interest adverse to the Debtors' estates and that it is a "disinterested person" as defined in Sec. 101(14) of the Bankruptcy Code. About Personal Communications Personal Communications Devices LLC and an affiliate, Personal Communications Devices Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013, in Central Islip, N.Y., estimating between $100 million and $500 million in both assets and liabilities. Bankruptcy Judge Alan S. Trust oversees the case. The petitions were signed by Raymond F. Kunzmann as chief financial officer. Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP serve as counsel to the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. BG Strategic Advisors, LLC, is the financial advisor. Richter Consulting, Inc., is the investment banker. PCD is advised in this transaction by Richter Consulting Inc., BG Strategic Advisors, and Goodwin Procter LLP. Q1W is advised by Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr, P.C. A three-member official committee of unsecured creditors was appointed in the Chapter 11 case. PCD -- http://www.pcdphones.com-- provides both carriers and manufacturers an array of product life cycle management services that includes planning and development; inventory; technical testing; quality control; forward and reverse logistics; sell-in and sell-thru, marketing & warranty support. Its extensive portfolio of high-quality and versatile wireless devices includes feature phones, smart phones, tablets, mobile hotspots, modems, routers, fixed wireless, M2M, GPS, and other innovative wireless connectivity devices and accessories. PCD is based in Hauppauge, New York; and maintains operations facilities in Brea, California; and Toronto, CA. PERSONAL COMMUNICATIONS: Panel Wants Perkins Coie as Counsel ------------------------------------------------------------ The Official Committee of Unsecured Creditors seeks the Bankruptcy Court's permission to retain Perkins Coie LLP as counsel in all matters related to Personal Communications Devices, LLC, et al.'s Chapter 11 cases, nunc pro tunc to Aug. 26, 2013. Essentially, Perkins Coie will assist, advise and represent the Committee in its consultation with the Debtors relative to the administration of the Chapter 11 cases. Perkins Coie will charge for its legal services on an hourly basis and for its actual and reasonable out-of-pocket disbursements incurred. It is anticipated that the primary attorneys who will represent the Committee are Schuyler G. Carrol, whose current hourly rate is $825; Tina N. Moss, whose current hourly rate is $750; Gary F. Eisenberg, whose current hourly rate is $645; and Charles R. Gibbs, Jr., whose current hourly rate is $340. Other Perkins Coie attorneys and paraprofessionals may also provide legal services on behalf of the Committee. Their hourly rates are: Partners and Of Counsel $490 to $895 Associates $315 to $550 Paraprofessionals $215 to $245 To the best of the Committee's knowledge, Perkins Coie is a "disinterested person" as the phrase is defined in Sec. 101(14) of the Bankruptcy Code. None of the firm's attorneys hold or represent any interest adverse to the Committee, the Debtors, or any other party-in-interest. The employment application was made by HTC America, Inc., solely in its capacity as Committee Chair. Counsel to HTC America are: REED SMITH LLP John L. Scott, Esq. Edward J. Estrada, Esq. 559 Lexington Avenue 22nd Floor New York, New York 10022 jlscott@reedsmith.com eestrada@reedsmith.com About Personal Communications Personal Communications Devices LLC and an affiliate, Personal Communications Devices Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013, in Central Islip, N.Y., estimating between $100 million and $500 million in both assets and liabilities. Bankruptcy Judge Alan S. Trust oversees the case. The petitions were signed by Raymond F. Kunzmann as chief financial officer. Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP serve as counsel to the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. BG Strategic Advisors, LLC, is the financial advisor. Richter Consulting, Inc., is the investment banker. PCD is advised in this transaction by Richter Consulting Inc., BG Strategic Advisors, and Goodwin Procter LLP. Q1W is advised by Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr, P.C. A three-member official committee of unsecured creditors was appointed in the Chapter 11 case. PCD -- http://www.pcdphones.com-- provides both carriers and manufacturers an array of product life cycle management services that includes planning and development; inventory; technical testing; quality control; forward and reverse logistics; sell-in and sell-thru, marketing & warranty support. Its extensive portfolio of high-quality and versatile wireless devices includes feature phones, smart phones, tablets, mobile hotspots, modems, routers, fixed wireless, M2M, GPS, and other innovative wireless connectivity devices and accessories. PCD is based in Hauppauge, New York; and maintains operations facilities in Brea, California; and Toronto, CA. PERSONAL COMMUNICATIONS: Panel Seeks to Tap FTI as Fin. Advisor --------------------------------------------------------------- The Official Committee of Unsecured Creditors in the cases of Personal Communications Devices, LLC, et al., seeks authority from the Bankruptcy Court to retain FTI Consulting, Inc., as financial advisor nunc pro tunc to Aug. 26, 2013. Among other things, FTI will provide financial advisory services in the review of financial related disclosures; the analyses of proposed financing or cash collateral use; the monitoring of the Debtors' short term cash flow, liquidity and operating results; and the analysis of avoidance actions. FTI will be compensated on an hourly fee basis, plus reimbursement of actual and necessary expenses incurred. The customary hourly rates, subject to periodic adjustments, charged by FTI professionals anticipated to be assigned to the case are: Senior Managing Directors $780 to 895 Directors/Managing Directors $570 to 755 Consultants/Senior Consultants $290 to 540 Administrative/Paraprofessionals/ Associates $120 to 250 Conor P. Tully assures the Court that his firm does not hold or represent any interest adverse to the Debtors' estates. About Personal Communications Personal Communications Devices LLC and an affiliate, Personal Communications Devices Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013, in Central Islip, N.Y., estimating between $100 million and $500 million in both assets and liabilities. Bankruptcy Judge Alan S. Trust oversees the case. The petitions were signed by Raymond F. Kunzmann as chief financial officer. Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP serve as counsel to the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. BG Strategic Advisors, LLC, is the financial advisor. Richter Consulting, Inc., is the investment banker. PCD is advised in this transaction by Richter Consulting Inc., BG Strategic Advisors, and Goodwin Procter LLP. Q1W is advised by Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr, P.C. A three-member official committee of unsecured creditors was appointed in the Chapter 11 case. PCD -- http://www.pcdphones.com-- provides both carriers and manufacturers an array of product life cycle management services that includes planning and development; inventory; technical testing; quality control; forward and reverse logistics; sell-in and sell-thru, marketing & warranty support. Its extensive portfolio of high-quality and versatile wireless devices includes feature phones, smart phones, tablets, mobile hotspots, modems, routers, fixed wireless, M2M, GPS, and other innovative wireless connectivity devices and accessories. PCD is based in Hauppauge, New York; and maintains operations facilities in Brea, California; and Toronto, CA. PERSONAL COMMUNICATIONS: Files Schedules of Assets & Liabilities ---------------------------------------------------------------- Personal Communications Devices, LLC, filed with the U.S. Bankruptcy Court for the Eastern District of New York its schedules of assets and liabilities, disclosing: Name of Schedule Assets Liabilities ---------------- ----------- ----------- A. Real Property $0 B. Personal Property $247,952,684 C. Property Claimed as Exempt D. Creditors Holding Secured Claims $107,049,999 E. Creditors Holding Unsecured Priority Claims Undetermined F. Creditors Holding Unsecured Non-priority Claims $117,049,999 ----------- ------------ TOTAL $247,952,684 $284,985,134 A copy of the Schedule of Assets & Debts is available for free at: http://bankrupt.com/misc/PERSONALCOMMUNICATIONS_sal.pdf About Personal Communications Personal Communications Devices LLC and an affiliate, Personal Communications Devices Holdings, LLC, filed for Chapter 11 bankruptcy (Bankr. E.D.N.Y. Case No. 13-74303) on Aug. 19, 2013, in Central Islip, N.Y., estimating between $100 million and $500 million in both assets and liabilities. Bankruptcy Judge Alan S. Trust oversees the case. The petitions were signed by Raymond F. Kunzmann as chief financial officer. Attorneys at Goodwin Procter, LLP and Togut, Segal & Segal, LLP serve as counsel to the Debtors. Epiq Bankruptcy Solutions, LLC, is the claims and notice agent. BG Strategic Advisors, LLC, is the financial advisor. Richter Consulting, Inc., is the investment banker. PCD is advised in this transaction by Richter Consulting Inc., BG Strategic Advisors, and Goodwin Procter LLP. Q1W is advised by Raymond James and Associates, Inc. and Munsch Hardt Kopf & Harr, P.C. A three-member official committee of unsecured creditors was appointed in the Chapter 11 case. PCD -- http://www.pcdphones.com-- provides both carriers and manufacturers an array of product life cycle management services that includes planning and development; inventory; technical testing; quality control; forward and reverse logistics; sell-in and sell-thru, marketing & warranty support. Its extensive portfolio of high-quality and versatile wireless devices includes feature phones, smart phones, tablets, mobile hotspots, modems, routers, fixed wireless, M2M, GPS, and other innovative wireless connectivity devices and accessories. PCD is based in Hauppauge, New York; and maintains operations facilities in Brea, California; and Toronto, CA. PLEASE TOUCH: S&P Lowers Rating on 2006 Revenue Bonds to 'CC' ------------------------------------------------------------- Standard & Poor's Ratings Services has lowered its long-term rating to 'CC' from 'BB-' on the Philadelphia Authority for Industrial Development, Pa.'s series 2006 revenue bonds, issued for the Please Touch Museum (PTM). The outlook is negative based on S&P's opinion that PTM could default within one year. S&P understands that PTM management did not make the scheduled Sept. 1, 2013, bond payment to the Trustee, which led the Trustee to use the debt service reserve (DSR) to pay bondholders. "We believe that PTM's decision to not make the debt service payment from available resources on Sept. 1, 2013, reflects management's unwillingness to make full and timely payments of future debt service, despite the presence of available resources," said Standard & Poor's credit analyst Nick Waugh. S&P estimates that the DSR currently holds $2.076 million and that $3.6 million is in the trustee-held collateral fund. The escrow held resources (DSR and collateral fund) would cover debt service through March 1, 2015, according to S&P's estimate, but the resources are not sufficient to cover the Sept. 1, 2015, payment. Management provided Standard & Poor's the DSR and collateral fund levels as of Aug. 31, 2013; the trustee-held resources through Sept. 1, 2015, are based on S&P's estimates. In addition, S&P believes that PTM has approximately $10.5 million in its Museum fund, but management has not confirmed this amount. PTM's decision to withhold debt service for the recent payment leads S&P to believe that management will not make future debt service payments in full. S&P estimates that PTM has approximately $58 million in debt outstanding. S&P's belief that PTM will ultimately default on its obligation led to the revision to the 'CC' rating, which reflects S&P's expectation of a future default, regardless of the timing of the default. Management has not shared information with Standard & Poor's regarding its intentions to seek a negotiated settlement with bondholders. The negative outlook reflects S&P's expectation that PTM could seek and reach a negotiated settlement with bondholders for an amount less than par within the next year. S&P could revise the outlook and raise the rating if management resumes paying full debt service, however, S&P believes that is an unlikely scenario given currently available information. PONCE DE LEON: Taps Trans Indies Realty as Real Estate Broker ------------------------------------------------------------- Ponce De Leon 1043, Inc. seeks authority from the U.S. Bankruptcy Court for the District of Puerto Rico to employ Trans Indies Realty & Investment Corporation, as its real estate broker, and act as exclusive Sales and/or Leasing Agent of its commercial space located at Metro Plaza Building, at the intersection of Ponce de Leon Avenue and Villamil Street, San Juan, Puerto Rico. The firm will: * offer the property for sale in accordance with established practices; * assist the Debtors in any negotiations for the sale/leasing of the property; * advertise and offer the property at its own expense; * perform all duties of a real estate broker with respect to the property; and * provide the Debtor with information concerning the person and/or entities to which the Broker has offered the property. In case of the sale of the property, TIRI will receive a commission fee of five percent of the sale amount payable upon the execution of the corresponding deed of sale. In case of a lease, TIRI will receive a commission equal to the amount of one month's rent for the first year lease and one half of one month for the additional year of lease. In case of renewal of lease agreement, TIRI will receive a commission fee of one half of one month's rent for each year of lease. If a deposit is forfeited, TIRI will receive one half of the total amount deposited as liquidated damages. If within six months after the expiration of the contract, the property be rented to a client that has seen it through the efforts of TIRI, TIRI will receive the commission at the time that the lease agreement is signed. The firm's Adalgisa Gambedotti Carrasquillo assures the Court that TIRI is a "disinterested person" and does not hold or represent an interest adverse to the estate. The Debtor's counsel may be reached at: Carmen Conde Torres, Esq., C. Conde & Assoc. 254 San Jose Street, 5th Floor Old San Juan, PR 00901 Tel: (787) 729-2900 Fax: (787) 729-2203 E-mail: condecarmen@microjuris.com About Ponce De Leon San Juan, P.R.-based Ponce De Leon 1403, Inc., developed, constructed, and operates the Metro Plaza Tower condominium and commercial property project in Santurce, Puerto Rico. The Metro Plaza Tower project consists of two 15-story towers atop a base structure that serves as a parking garage, common area, and retail space. Each tower houses 87 residential units. The base structure provides approximately 567 parking spaces and has approximately 14,000 square feet of commercial space available for lease. The common areas of the project include a swimming pool, a gym, gardens and a gazebo. Ponce De Leon 1403 Inc. filed for Chapter 11 protection (Bank. D. P.R. Case No. 11-07920) on Sept. 19, 2011. The Debtor estimated both assets and debts of between US$10 million and US$50 million. Carmen Conde Torres, Esq., and Luisa S. Valle Castro, at C. Conde & Assoc., in Old San Juan, Puerto Rico, represent the Debtor as counsel. QUALTEQ INC: Appeal Over Limited Privileged Waiver Dismissed ------------------------------------------------------------ District Judge Amy J. St. Eve for the Northern District of Illinois granted the request of Development Specialists, Inc. -- solely in its capacity as liquidator in the bankruptcy case of Qualteq Inc., d/b/a/ VCT New Jersey, Inc., et al. -- dismissing a pending appeal by Goldstein & McClintock LLLP. On May 8, 2013, Goldstein & McClintock filed an appeal disputing the Bankruptcy Court for the Northern District of Illinois' order which granted the Chapter 11 trustee's Motion to Authorize Limited Waiver of Privilege. G&M described the issue on appeal as follows: "Whether the Bankruptcy Court erred in concluding that granting the [C]hapter 11 trustee's motion requesting authorization to execute a limited privileged waiver was in the best interests of the estate." G&M is the former bankruptcy counsel for the debtors. DSI, as liquidator, has been conducting an investigation into G&M's conduct and the fees that G&M incurred. In furtherance of that investigation, DSI's predecessor, Fred C. Caruso, waived the attorney-client privilege held by the debtors prior to his appointment as trustee for the debtors. Mr. Caruso "concluded that the Waiver would facilitate an investigation of potential claims for disgorgement or other causes of action against the [G&M and others] that would maximize the value of the estates." The Trustee also concluded that the Waiver would assist with the U.S. Attorney's pending investigation into related matters as well. The Trustee effectuated the Waiver by executing the Limited Waiver of Privilege, dated May 3, 2013. On April 18, 2013, before he effectuated the Waiver, the Trustee filed the Waiver Motion with the Bankruptcy Court to obtain its approval of the Waiver. On April 30, after hearing argument, including from G&M, the Bankruptcy Court granted the Waiver Motion. The Bankruptcy Court then entered the Waiver Order that is the subject of G&M's appeal. The Waiver became effective on May 22. A copy of the Court's Sept. 3, 2013 Memorandum Opinion and Order is available at http://is.gd/aTRvU5from Leagle.com. Qualteq, Inc., is represented on appeal by Jeffrey M. Schlerf, Esq., and Samuel Israel, Esq., at Fox Rothschild LLP; and Matthew E. McClintock, Esq., at Goldstein & McClintock. Development Specialists, Inc., solely in its capacity as Liquidator in the Chapter 11 cases of Qualteq, Inc., is represented by Micah R. Krohn, Esq. -- mkrohn@fgllp.com -- at FrankGecker LLP. Trustee Fred C. Caruso is represented by Frances Gecker, Esq., Joseph Daniel Frank, Esq., and Reed Heiligman, Esq. -- jfrank@fgllp.com , rheiligman@fgllp.com and fgecker@fgllp.com -- at FrankGecker LLP; and Ryan Preston Dahl, Esq., at Kirkland & Ellis LLP. About QualTeq Inc. South Plainfield, New Jersey-based QualTeq, Inc., engages in the design, manufacture, and personalization of plastic cards in the United States. The company manufactures magnetic, contact, and dual interface smart cards. Qualteq Inc. and 17 affiliated companies filed for Chapter 11 bankruptcy protection (Bankr. D. Del. Lead Case No. 11-12572) on Aug. 14, 2011. Eric Michael Sutty, Esq., and Jeffrey M. Schlerf, Esq., at Fox Rothschild LLP, serve as local counsel to the Debtors. K&L Gates LLP is the general bankruptcy counsel. Eisneramper LLP is the accountants and financial advisors. Scouler & Company is the restructuring advisors. Lowenstein Sandler PC is counsel to the Committee. Avadamma LLC disclosed $38,491,767 in assets and $36,190,943 in liabilities as of the Petition Date. Roberta A. DeAngelis, U.S. Trustee for Region 3, appointed four unsecured creditors to serve on the Official Committee of Unsecured Creditors. Lowenstein Sandler PC represents the Committee. Eisneramper LLP serves as its accountants and financial advisors. In November 2012, the Qualteq trustee completed the sale of the business for $51.2 million to Valid USA Inc. The price included $46.1 million in cash plus the assumption of liabilities. At the request of Bank of America NA, the bankruptcy judge appointed a Chapter 11 trustee in May 2012. The case was transferred to Chicago from Delaware in February 2012. Fred C. Caruso, the Chapter 11 Trustee, tapped Hilco Real Estate, LLC, as real estate advisors. The Debtors' Third Amended Joint Plan of Reorganization provides that on or after the Confirmation Date, the applicable Debtors or Reorganized Debtors may enter into Restructuring Transactions and may take actions as the Debtors or the Reorganized Debtors determine to be necessary or appropriate to (i) effect a corporate restructuring of their respective businesses; (ii) to simplify the overall corporate structure of the Reorganized Debtors; or (iii) to preserve the value of any available net operating losses and other favorable tax attributes; or (iv) to maximize the value of the Reorganized Debtors, all to the extent not inconsistent with any other terms of the Plan or existing law. RGR WATKINS: Creditor Wants Receiver to Forego Sec. 543 Compliance ------------------------------------------------------------------ CJUF III Atlas Portfolio LLC, as successor in interest to CSMI Investors, LLC, as successor in interest to Bank of America, N.A., asks the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division, to issue an order excusing Richard A. DeLisle, in his capacity as Court-appointed receiver for RGR Watkins, LLC, from compliance with the turnover requirements of Sections 543(a) and (b) of the Bankruptcy Code and to establish the powers and duties of the receiver in the Chapter 11 case nunc pro tunc as to the Petition Date. Denise D. Dell-Powell, Esq. -- denise.dellpowell@burr.com -- at Burr & Forman LLP, in Orlando, Florida, representing CJUF, asserts that putting the property back under the control of the Debtor and its principal would undo many of the advances made by the Receiver, would be highly disruptive to the tenants, and is not in the best interest of creditors. According to Ms. Dell-Powell, over the last 20 months, the receiver has stabilized the property, evicted problem tenants, increased the occupancy, restricted leasing to zoning-compliant tenants who pass background checks, fixed the dilapidated state of the property, and used the rents to reinvest in the property, not to pay fees to insiders. During those 20 months, the receiver has taken the property from a state of disarray and dysfunction to an operative commercial center, she adds. CJUF is also represented by Michael A. Nardella, Esq. -- mnardella@burr.com -- at BURR & FORMAN LLP, in Orlando, Florida. RGR Watkins, LLC, filed a petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 13-bk-12147) on Sept. 12, 2013, in Tampa, Florida. The petition was signed by Robert G. Roskamp as manager. The Debtor estimated assets and debts of at least $10 million. The Debtor is represented by Elena P. Ketchum, Esq. -- eketchum.ecf@srbp.com -- and Amy Denton Harris, Esq. -- aharris.ecf@srbp.com -- at Stichter, Riedel, Blain & Prosser, P.A., in Tampa, FL, as counsel. RGR WATKINS: Creditor Opposes Request to Use Cash Collateral ------------------------------------------------------------ CJUF III Atlas Portfolio LLC, as successor in interest to CSMI Investors, LLC, as successor in interest to Bank of America, N.A., opposes RGR Watkins, LLC's motion for authority to use cash collateral, complaining that the Debtor has provided no proposed budget together with the motion and CJUF has no indication what expenses the Debtor proposes to pay and how the Debtor proposes to adequately protect CJUF. CJUF, however, tells the Court that it consents to the use of the cash collateral by the Receiver in accordance with the Receiver's ordinary course of operations and in accordance with a budget approved by the U.S. Bankruptcy Court for the Middle District of Florida, Tampa Division. CJUF is represented by Denise D. Dell-Powell, Esq., and Michael A. Nardella, Esq., at BURR & FORMAN LLP, in Orlando, Florida. RGR Watkins, LLC, filed a petition for Chapter 11 protection (Bankr. M.D. Fla. Case No. 13-bk-12147) on Sept. 12, 2013, in Tampa, Florida. The petition was signed by Robert G. Roskamp as manager. The Debtor estimated assets and debts of at least $10 million. The Debtor is represented by Elena P. Ketchum, Esq. -- eketchum.ecf@srbp.com -- and Amy Denton Harris, Esq. -- aharris.ecf@srbp.com -- at Stichter, Riedel, Blain & Prosser, P.A., in Tampa, FL, as counsel. RHINOCEROS VISUAL: Files to Halt Eviction ----------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that Rhinoceros Visual Effects & Design LLC, a producer of computer animation for advertisers, filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 13-13016) on Sept. 17 to prevent eviction from offices on Madison Avenue in Manhattan. Rebranded three years ago as Gravity, the company listed assets of $723,000 and debt totaling $9.1 million. According to the report, the landlord claims being owed $465,000 and is holding a $350,000 security deposit. The company said the landlord didn't live up to an oral agreement to lower rent and take back a floor that wasn't being used. Otherwise, the company said the business is "fundamentally strong." The report notes that Bank Hapaolim BM has a secured claim for $1.1 million. Israel Discount Bank of New York claims $583,000, according to a court filing. RITE AID: Posts $32.8 Million Net Income for Second Quarter ----------------------------------------------------------- Rite Aid Corporation reported net income of $32.82 million on $6.27 billion of revenues for the 13 weeks ended Aug. 31, 2013, as compared with a net loss of $38.76 million on $6.23 billion of revenues for the 13 weeks ended Sept. 1, 2012. For the 26 weeks ended Aug. 31, 2013, the Company reported net income of $122.48 million on $12.57 billion of revenues as compared with a net loss of $66.85 million on $12.69 billion of revenues for the 26 weeks ended Sept. 1, 2012. The Company's balance sheet at Aug. 31, 2013, showed $7.16 billion in total assets, $9.48 billion in total liabilities and a $2.31 billion total stockholders' deficit. "We posted excellent results in the second quarter, highlighted by another quarter of net income and an all-time company record for second-quarter Adjusted EBITDA," said Rite Aid chairman and CEO John Standley. "As we continue to improve our operational and financial performance, we are also making tremendous progress in transforming our more than 4,600 stores into true neighborhood destinations for health and wellness, as indicated by our successful launch of the wellness 65+ loyalty program for seniors, a strong start to our flu immunization campaign and the completion of our 1,000th wellness store remodel." A copy of the press release is available for free at: http://is.gd/JDSFXg About Rite Aid Corp. Drugstore chain Rite Aid Corporation (NYSE: RAD) -- http://www.riteaid.com/-- based in Camp Hill, Pennsylvania, is one of the nation's leading drugstore chains with 4,626 stores in 31 states and the District of Columbia. Rite Aid disclosed net income of $118.10 million on $25.39 billion of revenue for the year ended March 2, 2013, as compared with a net loss of $368.57 million on $26.12 billion of revenue for the year ended March 2, 2012. * * * As reported by the TCR on March 1, 2013, Moody's Investors Service upgraded Rite Aid Corporation's Corporate Family Rating to B3 from Caa1 and Probability of Default Rating to B3-PD from Caa1-PD. At the same time, the Speculative Grade Liquidity rating was revised to SGL-2 from SGL-3. This rating action concludes the review for upgrade initiated on Feb. 4, 2013. Rite Aid carries a 'B-' corporate credit rating from Standard & Poor's Ratings Services. ROLLING MEADOWS: Fitch Affirms 'BB+' Rating on $17.85BB 2012 Bonds ------------------------------------------------------------------ Fitch Ratings has affirmed the 'BB+' rating on the $17,850,000 series 2012 bonds issued by Red River Health Facilities Development Corporation, TX on behalf of Wichita Falls Retirement Foundation Project, doing business as Rolling Meadows. The Rating Outlook is Stable. Security The bonds are secured by a Gross Revenues pledge and a mortgage. In addition there is a Debt Service Reserve Fund, funded from proceeds. Key Rating Drivers Solid Operating Performance: Rolling Meadows' operating ratio has averaged 88.8% over the last four audited years. While operations softened in 2012, with the operating ratio rising to 91.2%, due in part to lower independent living (IL) occupancy, the operating performance improved in the interim and remains a credit strength at the current rating level. Small Revenue Base: With total revenue of $8.8 million in 2012, Rolling Meadows has the smallest revenue base among Fitch's rated senior living credits. At this small size, volatility in operating performance can occur from even the small changes in occupancy. Elevated Debt Burden: Maximum annual debt service (MADS) as a percentage of revenue is high at 13.8%, and compares unfavorably with the 'BBB' rating category median of 12.9%. MADS coverage in 2012 of 1.4x was thin but improved to 2.0x in the six months ended June 30, 2013, above the 'BBB' median of 1.8x. Continued Liquidity Growth: At June 30, 2013, all of Rolling Meadow's liquidity ratios where above Fitch's 'BBB' category medians, with liquidity increasing steadily over the past five and a half years. Resurgence In IL Occupancy: IL occupancy, historically above 90%, dropped to 86% in 2011 due to the departure of Rolling Meadows' long-time marketing director and a higher level of turnovers. However, with a new marketing director in place, IL occupancy has been on a positive trend and reached 91.2% at June 30, 2013. Rating Sensitivities Maintenance of Historical Performance: Fitch expects that Rolling Meadows will sustain levels of occupancy necessary to produce strong levels of operating results and debt service coverage. While some of Rolling Meadows' ratios are at or above the investment grade levels, Fitch would want to see many of these ratios exceed the medians to provide a level of financial cushion to offset the risks associated with Rolling Meadows' small revenue base. The pressure to maintain occupancy levels at 90% or above to produce coverage remains a credit concern. Credit Profile Located in Wichita Falls, TX, Rolling Meadows is a type-D (rental) continuing care retirement community with 170 independent living units (ILUs) and 82 skilled nursing facility (SNF) beds in a gated community on 25.2 acres of land. Rolling Meadows has its own home health agency for residents, which provides assisted living services for a fee. Strong Operating Performance Rolling Meadows' operating profile has historically been characterized by good operating performance driven by strong occupancy. The operating ratio has averaged 88.8% over the last four audited years and stood at 81.3% and 83.1% in the six month interim periods ending June 30, 2012 and 2013, respectively. Although the operating ratio did deteriorate somewhat, from 85.3% in 2009 to a still strong 91.2% in 2012, reflecting some recent softness in IL occupancy, it is still extremely favorable to the 'BBB' rating median of 97.2%. Increases in IL occupancy through the six month June interim periods account for the strong interims operating ratios. Margins have been at or above the 'BBB' rating category median, with net operating margins mostly 22% and higher (with a dip to 17.3% in 2012), compared to the median of 9.5%, and operating margins and excess margins at healthy levels in periods in which good occupancy supported earnings. However, excess margins did suffer in 2011 and 2012 as expenses, apparently unable to be flexed down, continued to grow at 6% and 7%, while revenues, impacted by the drop in occupancy, rose only 2% and 3%. During those years Rolling Meadows produced excess margins of 2.6% and 1.4%, unfavorable to the 5.5% 'BBB' rating median. Capital Update Rolling Meadow completed a major renovation project of its central building entrance, which is a three-story, vaulted ceiling atrium that receives lots of sunlight. The project included the rebuilding of the main dining room, the addition of a separate coffee bar and lounge, and other upgrades to the main entrance, as well as a handful of smaller projects around the campus. The projects came in on time and on budget. Completion of the new entrance is expected to aid marketing. No additional debt is expected in the next two to three years. Solid Liquidity Unrestricted cash and investments have grown by 64% to $9.77 million over the past four and a half years. Part of the growth in cash may be attributed to the generally low levels of capital spending, which ranged between 9% and 26% of depreciation expense until the recent front entrance project, which lifted capital spending in 2012 and 2013 to nearly one times depreciation. As cash and investments have grown, cash-related metrics have reached and surpassed the 'BBB' rating medians. In 2012, days cash on hand (DCOH) rose to 369.2 days, up from 361.4 days in 2011. Most recently, as of June 2013 DCOH hit 489.2 days, with cash to debt reaching 54.5%, and the cushion ratio 8.0x, both above their receptive 'BBB' medians of 50.9% and 6.6x. These figures help mitigate some of the concerns over Rolling Meadows' small revenue base. Resurgence in IL Occupancy Occupancy has historically been a strength, with IL occupancy generally above 90%, but the departure of a long time marketing director, who was well known in the community and handled much of Rolling Meadows' advertising, coupled with higher than normal turnover, caused occupancy to dip below 90% in 2011, to 86%. However, with a new marketing director in place, and some changes in marketing practices, for example, expanding advertising to neighboring communities that had not been previously targeted, occupancy has risen to 91.2% in the 2013 six month interim period. Small Revenue Base Rolling Meadows' small revenue base is a primary credit concern. With total revenue of $8.8 million in 2012, Rolling Meadows has the smallest revenue bases among Fitch's rated senior living credits; Fitch's median revenue size for standalone continuing care retirement communities is $23.6 million. The small revenue size was felt as Rolling Meadows experienced flat resident revenue growth over the last two years (just 3.3% over the two years) as a result of a 6% drop in the number of occupied IL units in 2011 (from 162 to 152) and flat occupancy in 2012. Elevated Debt Burden and Thin 2012 Coverage Rolling Meadows' debt burden is high, with MADS as a percentage of revenue at 13.8% in the six month interim period ending June 30, 2013, although this is an improvement from the even higher 16.4% in 2008. Driven by the declining occupancy and hence slower revenue growth, debt service coverage of 1.4x MADS was thin in 2012, and unfavorable to the 'BBB' rating median of 1.8x MADS. As occupancy improved in the six month 2013 interim period MADS coverage improved as well, rising to 2.0x. Outstanding Debt Profile Rolling Meadows has $17.85 million of traditional fixed-rate bonds outstanding (series 2012). There are no swaps. Disclosure: Rolling Meadows covenants to deliver to EMMA audited financial statements and utilization within 150 days of fiscal year end, quarterly unaudited financial statements and utilization within 45 days of quarter end. RURAL/METRO CORP: KPMG Hiring Approval Sought --------------------------------------------- BankruptcyData reported that Rural/Metro filed with the U.S. Bankruptcy Court a motion to retain KPMG (Contact: Melinda A. Xanthos) as independent auditor at the following hourly rates: partner at $450 to 625, director/senior manager at 375 to 575, manager at 300 to 450, senior associate at 200 to 350 and associate at 150 to 250. The motion explains, "The Debtors have selected KPMG as their independent auditors because of the firm's diverse experience and extensive knowledge in the fields of accounting and bankruptcy. KPMG has significant qualifications and experience as auditors. The firm's experience in audit is widely recognized, and it regularly provides such services to large and complex business entities. Significantly, KPMG has extensive experience in delivering audit services in Chapter 11 cases." 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. SEGA BIOFUELS: Seeks to Employ McCallar as Bankruptcy Counsel ------------------------------------------------------------- SEGA Biofuels, LLC, seeks authority from the U.S. Bankruptcy Court for the Southern District of Georgia, Waycross Division, to employ McCallar Law Firm as counsel. C. James McCallar, Jr., Esq. -- mccallar@mccallarlawfirm.com -- will be paid $450 per hour, while Tiffany E. Caron, Esq. -- tiffany.caron@mccallarlawfirm.com -- will be paid $350 per hour. The firm assures the Court that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. Sega Biofuels LLC, the owner of a wood-pellet plant in Nahunta, Georgia, filed a petition for Chapter 11 protection (Bankr. S.D. Ga. 13-50694) on Sept. 11 in Waycross, Georgia. The Company listed assets worth $10.6 million and debt totaling $13.7 million. SINCLAIR BROADCAST: S&P Affirms 'BB-' Corp. Credit Rating --------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed the 'BB-' corporate credit rating on Hunt Valley, Md.-based U.S. TV broadcaster Sinclair Broadcast Group Inc. (Sinclair). The outlook is stable. At the same time, S&P affirmed its 'BB+' issue-level ratings on Sinclair Television Group Inc.'s senior secured debt. This includes the proposed $1.25 billion of add-on senior secured incremental term loans, which consist of a $50 million revolver due 2018, a $200 million term loan A due 2018, and a $1 billion term loan B due 2020. The recovery rating of '1' indicates S&P's expectation for very high (90% to 100%) recovery for lenders in the event of a payment default. Sinclair Television Group is a wholly owned subsidiary of Sinclair Broadcast Group Inc. S&P expects Sinclair will use the proceeds from the incremental term loans to fund its acquisitions of assets from Allbritton Communications Co. and for general corporate purposes. "The ratings on Sinclair reflect a "satisfactory" business risk profile and an "aggressive" financial risk profile. We view Sinclair's business risk profile as satisfactory, according to our criteria, because of its significant size, scale, and diversity as one of the largest independent TV broadcasters, good EBITDA margin, and strong conversion of EBITDA to discretionary cash flow," said credit analyst Naveen Sarma. "The rating also reflects the long term structural changes in the consumption of media, with viewers shifting to alternative media for news and entertainment." The stable rating outlook reflects S&P's expectation that barring a significant decline in core revenue growth and profitability, Sinclair will maintain debt to average eight-quarter EBITDA below our threshold of 5.5x for the 'BB-' rating over the intermediate term. S&P could lower the rating if Sinclair adopts a more aggressive financial policy that increases leverage through large debt- financed acquisitions, shareholder-favoring measures, or investment losses. More specifically, S&P could lower the rating if Sinclair's debt to average eight-quarter EBITDA rises above 5.5x on a sustained basis. An upgrade, which S&P views as unlikely over the intermediate term, would entail a less aggressive financial policy and consistently lower leverage. TERRA-GEN FINANCE: S&P Affirms B CCR & Alters Outlook to Positive ----------------------------------------------------------------- Standard & Poor's Ratings Services said it affirmed its 'B' corporate credit rating on Terra-Gen Finance LLC (TG Finance), and revised the outlook to positive from stable. S&P also affirmed the rating on the company's $250 million secured term loan due 2017 (roughly $194 million outstanding) and secured $60 million working capital facility due 2016 (with $35.3 million drawn as of Aug. 31, 2013). The recovery rating on the term loan and working capital facility remains '2', indicating expectations for substantial (70% to 90%) recovery of principal if a payment default occurs. "The outlook change reflects our view that the company could continue to perform well above our current base case, which is based on a conservative P90 projection for TG Finance's predominately wind-based generating facilities," said Standard & Poor's credit analyst Trevor D'Olier-Lees. Performance for the past 18 months, driven by wind production above P90 projections and an upturn in short-run-avoided-cost (SRAC) pricing, has exceeded S&P's expectations. SRAC power prices are set by a formula based on natural gas prices, and 380 megawatts owned by TG Finance, accounting for 21% of distributions through the debt term are exposed. Total distributions in 2012 from TG Finance's underlying assets were 33% above S&P's base case, with CFADS-to-interest expense coverage of 2.84x compared with its expectation of 1.41x. With wind production continuing to track above P90 levels and even more favorable SRAC prices due to upward trending natural gas prices, 2013 performance has improved markedly, with distributions from projects 82% above S&P's expectations. This has led to trailing-12-month (TTM) CFADS-to- interest coverage as of June 2013 of 3.49x compared with S&P's expectation of 1.94x. The strong performance has led to much larger cash sweeps toward the term loan, reducing future interest burden and outstanding principal. The paydown of debt results in meaningful improvement in credit measures, even if there is downturn in future performance. The positive outlook reflects the possibility that distributions from the underlying projects could continue to outperform S&P's base case, which would result in further paydown of the term loan and improved credit measures. Stronger-than-expected distributions could be a result of wind generation above P90 projections and a continued increase or stabilization of SRAC pricing. If performance improves to the point where CFADS-to- interest coverage through the debt term is 1.75x, S&P would likely upgrade the rating. S&P would lower the ratings if CFADS-to- interest coverage falls below 1.1x. This would most likely be driven by a sustained drop in wind resource across the portfolio, but could also stem from higher O&M costs or lower SRAC pricing due to the fact that the projects exposed represent about 21% of distributable SPIG INDUSTRY: Seeks to Employ Copeland Law Firm as Ch. 11 Counsel ------------------------------------------------------------------ Spig Industry, LLC, seeks authority from the U.S. Bankruptcy Court for the Western District of Virginia, Roanoke Division, to employ Copeland Law Firm, P.C., as attorney. Robert T. Copeland, Esq., a member of Copeland Law Firm, P.C., will take a primary role in representing the Debtor. Mr. Copeland will be paid $300 per hour for his services. He will be assisted by paralegals to be paid $75 per hour. Mr. Copeland assures the Court that it is a "disinterested person" as the term is defined in Section 101(14) of the Bankruptcy Code and does not represent any interest adverse to the Debtor and its estate. The firm has received an advance fee in the amount of $7,700, plus costs of $1,213 for the filing fee on Sept. 11, 2013. Of the advance fee, $1,162 have been charged and paid for prepetition services. SPIG Industry, LLC, filed a Chapter 11 petition (Bankr. W.D. Va. Case No. 13-71469) on Sept. 11, 2013. The Debtor is represented by Robert Copeland, Esq., at COPELAND LAW FIRM, P.C., in Abingdon, Virginia. STOCKTON, CA: Judge Advances City Resident's Tax Challenge ---------------------------------------------------------- Katy Stech, writing for Daily Bankruptcy Review, reported that the federal judge in charge of Stockton, Calif.'s bankruptcy case said that a resident who wants to start a fight over a proposed tax increase, which is on the city's November ballot, doesn't need to ask him for permission first. About Stockton, Cal. The City of Stockton, California, filed a Chapter 9 petition (Bankr. E.D. Cal. Case No. 12-32118) in Sacramento on June 28, 2012, becoming the largest city to seek creditor protection in U.S. history. The city was forced to file for bankruptcy after talks with bondholders and labor unions failed. Stockton estimated more than $1 billion in assets and in excess of $500 million in liabilities. The city, with a population of about 300,000, identified the California Public Employees Retirement System as the largest unsecured creditor with a claim of $147.5 million for unfunded pension costs. In second place is Wells Fargo Bank NA as trustee for $124.3 million in pension obligation bonds. The list of largest creditors includes $119.2 million owing on four other series of bonds. The city is being represented by Marc A. Levinson, Esq., and John W. Killeen, Esq., at Orrick, Herrington & Sutcliffe LLP. The petition was signed by Robert Deis, city manager. Mr. Levinson also represented the city of Vallejo, Cal. in its 2008 bankruptcy. Vallejo filed for protection under Chapter 9 (Bankr. E.D. Cal. Case No. 08-26813) on May 23, 2008, estimating $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Vallejo Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. Bankruptcy Judge Michael McManus released Vallejo from bankruptcy on Nov. 1, 2011. The bankruptcy judge on April 1, 2013, ruled that the city of Stockton is eligible for municipal bankruptcy in Chapter 9. SUN BANCORP: Appoints Sidney Brown as Chairman ----------------------------------------------- Sun Bancorp, Inc., appointed Sidney R. Brown as Chairman of both the Company and Sun National Bank. Sidney Brown replaces Bernard A. Brown, who was the Bank's founding Chairman and who retired, effective as of the date of the Company's annual meeting in May of this year. Sidney Brown previously held the positions of vice chairman of the Board of Directors of the Company and treasurer and secretary of the Company. He had served as treasurer and secretary of the Company since 1990 and has been a director of the Company since 1990. He has served as a director of the Bank since May 2002. Sidney Brown currently serves as Chair of the Executive Committee and a member of the ALCO/Investment Committee of both the Company and the Bank. Sidney Brown is also on the Technology Committee of the Bank. Sidney Brown is chief executive officer of NFI, a premier integrated supply chain solutions company. Bernard Brown retired as Chairman of the Board and a director of the Company and the Bank in May of this year and was subsequently appointed Director Emeritus of the Bank (with the title Chairman Emeritus). Bernard Brown was Chairman of the Board of Directors of the Company and the Bank since the Bank's inception in 1985 and has guided the Company and the Bank to a multi-billion dollar financial services company. Bernard Brown also serves as the Chairman of the Board of Directors of NFI and President of Vineland Construction Company. About Sun Bancorp Sun Bancorp, Inc. (NASDAQ: SNBC) is a $3.23 billion asset bank holding company headquartered in Vineland, New Jersey, with its executive offices located in Mt. Laurel, New Jersey. Its primary subsidiary is Sun National Bank, a full service commercial bank serving customers through more than 60 locations in New Jersey. On April 15, 2010, Sun National Bank entered into a written agreement with the OCC which contained requirements to develop and implement a profitability and capital plan which provides for the maintenance of adequate capital to support the Bank's risk profile in the current economic environment. As of June 30, 2013, the Company had $3.20 billion in total assets, $2.94 billion in total liabilities and $261.66 million in total shareholders' equity. SURTRONICS INC: First-Citizens Objects to Cash Collateral Motion ---------------------------------------------------------------- First-Citizens Bank & Trust Company objects to Surtronics, Inc.'s motion for authority to allow use of cash collateral, asking the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to deny the relief requested by the Debtor. First-Citizens, a duly-scheduled creditor, asserts that the protection offered by the cash collateral provisions are intended to recognize the unique nature of cash collateral, and the risk to the entity with an interest in the collateral, arising from the dissipation or consumption of the collateral in a rehabilitative effort in bankruptcy. Provision of adequate protection is a condition precedent to the use of cash collateral. The Bank is represented by Paul A. Fanning, Esq. -- paf@wardandsmith.com -- and Tyler J. Russell, Esq. -- tjr@wardandsmith.com -- at Ward and Smith, P.A., in Greenville, North Carolina. Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11 bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C. Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics is in the business of providing electroplating and anodizing services to base-metal alloys for use across various industries, including but not limited to aerospace, defense, medical, telecommunications, and automotive. Surtronics' primary production facility and corporate office are located in a series of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road, Raleigh, North Carolina. The Debtor is represented by David A. Matthews, Esq., at SHUMAKER, LOOP & KENDRICK, LLP, in Charlotte, North Carolina. SURTRONICS INC: Seeks to Pay $181,000 to Critical Vendors --------------------------------------------------------- Surtronics, Inc., seeks authority from the U.S. Bankruptcy Court for the Eastern District of North Carolina, Raleigh Division, to make prepetition payments totaling approximately $181,000 to vendors which provide goods and services necessary to operate its business on a day to day basis. Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11 bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C. Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics is in the business of providing electroplating and anodizing services to base-metal alloys for use across various industries, including but not limited to aerospace, defense, medical, telecommunications, and automotive. Surtronics' primary production facility and corporate office are located in a series of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road, Raleigh, North Carolina. The Debtor is represented by David A. Matthews, Esq., at SHUMAKER, LOOP & KENDRICK, LLP, in Charlotte, North Carolina. SURTRONICS INC: Plan & Disclosure Statement Due Dec. 9 ------------------------------------------------------ Surtronics, Inc., is required to file a Chapter 11 Plan and accompanying disclosure statement by Dec. 9, 2013. A status hearing will be held on Sept. 12, at 11:30 AM. Raleigh, North Carolina-based Surtronics, Inc., filed a Chapter 11 bankruptcy petition in Wilson, North Carolina (Bankr. E.D.N.C. Case No. 13-05672) on Sept. 9, 2013. Founded in 1965, Surtronics is in the business of providing electroplating and anodizing services to base-metal alloys for use across various industries, including but not limited to aerospace, defense, medical, telecommunications, and automotive. Surtronics' primary production facility and corporate office are located in a series of buildings at 4001 and 4025 Beryl Drive, and 508 Method Road, Raleigh, North Carolina. The Debtor is represented by David A. Matthews, Esq., at SHUMAKER, LOOP & KENDRICK, LLP, in Charlotte, North Carolina. THOMAS TAFFE: Court Won't Stop Stream Hill Park Foreclosure Sale ---------------------------------------------------------------- Bankruptcy Judge Gary Sprake denied the request of Thomas Michael Taffe and Devony Louise Lehner for a stay pending their appeal from the Bankruptcy Court's grant of relief from the automatic stay, which allowed secured creditor First National Bank Alaska to foreclose on the debtors' properties. The Debtors owned real property in Homer, Alaska, known as Stream Hill Park. Stream Hill Park was envisioned as a planned community with 72 residential lots and several common interest ownership tracts dedicated to equestrian, dog park, hiking, and other uses. FNBA funded the project through various phases, and after its loan went into default, it scheduled a nonjudicial foreclosure sale for the property. The debtors express-mailed their chapter 11 bankruptcy petition (Bankr. D. Alaska Case No. 13-00199) to the court one day prior to the scheduled sale. The petition was not delivered to the court until shortly after the foreclosure sale had been conducted. FNBA purchased the property through an offset bid, but the debtor's bankruptcy petition was docketed before a trustee's deed to FNBA could be executed. FNBA sought, and was granted, relief from stay so that it could cause the execution and delivery of a trustee's deed of sale and otherwise enforce its security interest in the Homer property. The debtors filed their notice of appeal after unsuccessfully seeking reconsideration from the bankruptcy court. A copy of the Court's Sept. 5, 2013 Memorandum is available at http://is.gd/XZNDIPfrom Leagle.com. UROLOGIX INC: Incurs $4.3-Mil. Net Loss in Fiscal 2013 ------------------------------------------------------ Urologix, Inc., filed on Sept. 20, 2013, its annual report on Form 10-K for the fiscal year ended June 30, 2013. Baker Tilly Virchow Krause, LLP, in Minneapolis, Minnesota, expressed substantial doubt about the Company's ability to continue as a going concern. The independent auditors noted that the Company has suffered recurring operating losses and negative cash flows from operations, and needs additional working capital to support future operations. The Company reported a net loss of $4.3 million on $16.6 million of sales in fiscal 2013, compared with a net loss of $4.7 million on $17.0 million of sales in fiscal 2012. The Company's balance sheet at June 30, 2013, showed $12.5 million in total assets, $12.1 million in total liabilities, and stockholders' equity of $420,000. A copy of the Form 10-K is available at http://is.gd/NSXcok Urologix, Inc., Urologix develops, manufactures, and markets non- surgical, office-based therapies for the treatment of the symptoms and obstruction resulting from non-cancerous prostate enlargement also known as benign prostatic hyperplasia (BPH). UNITEK GLOBAL: Amends Report on Thornton Engagement --------------------------------------------------- UniTek Global Services, Inc., filed with the U.S. Securities and Exchange Commission an amended report disclosing that, during the Company's two most recent fiscal years and through the date of the appointment of Grant Thornton LLP, neither the Company nor anyone on its behalf consulted Grant Thornton regarding: (A) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered on the Company's financial statements, and no written report or oral advice was provided to the Company that Grant Thornton concluded was an important factor considered by the Company in reaching a decision as to the accounting, auditing or financial reporting issue; or (B) any matter that was the subject of a "disagreement" or "reportable event" (within the meaning of Item 304(a) of Regulation S-K and Item 304(a)(1)(v) of Regulation S-K, respectively). The engaged Grant Thornton as its independent registered public accounting firm to audit the Company's 2013 financial statements. 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. Unitek incurred a net loss of $77.73 million in 2012, as compared with a net loss of $9.13 million 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 the 2012 annual report. * * * 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. VADDA ENERGY: Incurs $444K Net Loss in First Quarter ---------------------------------------------------- Vadda Energy Corporation filed its quarterly report on Form 10-Q, reporting a net loss of $443,934 on $65,293 of revenues for the three months ended March 31, 2013, compared with net income of $649,188 on $2.7 million of revenues for the same period last year. "Total revenues decreased $2,678,801 to $65,293 for the first three months of 2013 from $2,744,094 for the 2012 quarter, due to the recognition of turnkey drilling revenue during the first quarter of 2012, and to decreased natural gas and oil sales. "The total net loss of $443,934 for the first quarter of 2013 represents a consolidated net loss, which includes a net loss of $152,928 attributable to Mieka LLC. The net income for the 2012 quarter was attributable to net turnkey drilling income recognized on two wells drilled by two joint ventures and a third party. That 2012 total net income of $649,188 represents a consolidated net income that includes net income of $377,628 attributable to Mieka LLC. Mieka LLC is a variable interest entity that is not owned by the Company, but which shares common control. Due to Mieka LLC's ownership and dependence upon the Company and its subsidiaries for its cash flows, its financial information is required to be consolidated with Vadda's and Mieka's financial statements under variable interest entity accounting." The Company's balance sheet at March 31, 2013, showed $4.6 million in total assets, $7.2 million in total liabilities, and a stockholders' deficit of $2.6 million. As of March 31, 2013, the Company had a working capital deficit of $5,465,531, a working capital deficit of $4,965,172, and an accumulated deficit of $8,503,694. The Company had negative cash flows from operating activities of $279,023 for the three months of 2013, compared to $368,355 for the three months ended March 31, 2012. A copy of the Form 10-Q is available at http://is.gd/znBqD3 Flower Mound, Texas-based Vadda Energy Corporation (OTC US: VDDA) is an independent developer and producer of natural gas and oil, with operations in Pennsylvania, Kentucky, and New York. VALLEJO, CA: District Court Rules in "Wilson" Suit -------------------------------------------------- District Judge John A. Mendez for the Eastern District of California granted, in part, and denied, in part, the motion for judgment on pleadings filed by defendants City of Vallejo, Robert Nichelini, M. Thompson, D. Joseph, M. Nicol, J. Jaksch, and B. Clark in the lawsuit brought by TOBY WILSON, Plaintiff, v. CITY OF VALLEJO; M. THOMPSON; D. JOSEPH; M. NICOL; J. JAKSCH; B. CLARK; ROBERT NICHELINI, and DOES 1-15, inclusive, Defendants, No. 2:12- cv-00547-JAM-CKD (E.D. Calif.). The Defendants argue they are entitled to judgment because Plaintiff Toby Wilson's lawsuit is barred by the City's Chapter 9 bankruptcy case. The Plaintiff opposes the motion. The action arises from the Plaintiff's allegations that the Defendants deprived him of his constitutional rights in violation of 42 U.S.C. Sec. 1983. The Plaintiff's claims arise out of events that occurred on July 17, 2010. The City filed for bankruptcy on May 23, 2008. The Bankruptcy Court ordered that Aug. 16, 2010, would be the deadline by which any proofs of claim against the City needed to be filed to be timely. On Aug. 4, 2011, the Bankruptcy Court approved the City's plan for adjustment of debts. The effective date for the plan was Nov. 1, 2011. The Plaintiff filed the Complaint in the District Court on Feb. 29, 2012. The District Court held that the Defendants' Motion for Judgment on the Pleadings is granted as to the Plaintiff's claims against the City and the officers in their official capacities. Those claims are dismissed with prejudice. The Defendants' motion is denied to the extent it seeks to dismiss the claims against the officers in their individual capacities. Plaintiff Toby Wilson is represented by Dewitt Marcellus Lacy, Esq., and John L. Burris, Esq., at Law Offices of John L Burris. The Defendants are represented by Furah Z. Faruqui, Esq., City of Vallejo; and Mark A. Jones, Esq., at Jones & Dyer. A copy of Judge Mendez's Sept. 5 order is available at http://is.gd/yMX4xDfrom Leagle.com. About Vallejo, California Vallejo -- http://www.ci.vallejo.ca.us/-- is a city in Solano County, California in the United States. As of the 2000 census, the city had a total population of 116,760. It is located in the San Francisco Bay Area on the northern shore of San Pablo Bay. It was named for General Mariano Guadalupe Vallejo. Vallejo filed for protection under Chapter 9 of the U.S. Bankruptcy Code (Bankr. E.D. Calif. Case No. 08-26813) on May 23, 2008, after it was unable to persuade labor unions to accept salary concessions as the recession began cutting into local government tax collections nationwide. Marc A. Levinson, Esq., and Norman C. Hile, Esq., at Orrick, Herrington & Sutcliffe LLP in Sacramento, California, represented the City. The city estimated $500 million to $1 billion in assets and $100 million to $500 million in debts in its petition. According to Vallejo's comprehensive annual report for the year ended June 30, 2007, the city has $983 million in assets and $358 million in debts. In August 2011, Vallejo was given green light to exit the municipal reorganization. The Chapter 9 plan restructures $50 million of publicly held debt secured by leases on public buildings. Although the Plan doesn't affect pensions, it adjusts the claims and benefits of current and former city employees. A federal judge released the city of Vallejo from bankruptcy on Nov. 1, 2011. VIVARO CORP: Seeks Plan Filing Extension; Probes Avoidance Claims ----------------------------------------------------------------- Vivaro Corp. et al ask the U.S. Bankruptcy Court to further extend their exclusive periods to file and solicit plan votes to Dec. 29, 2013 and Feb. 28, 2014, respectively, without prejudice to seek further extensions of the Exclusive Periods. Since the entry of the Third Exclusivity Extension Order, the Debtors, in close consultation with the Committee, have continued the task of transitioning their business to the purchaser of their assets pursuant to the terms of a transition services agreement. The transitioning of the business has been subject to the Purchaser's negotiations with the Federal Communications Commission. Those discussions have been ongoing. There are numerous valuable assets remaining with the Debtors' estates following the Asset Sale, including half of the net proceeds of a $2.35 million note, accounts receivable litigation with claims totaling approximately $16.5 million, and avoidance actions, including a total of $51.5 million in potentially preferential transfers made in the 90 days prior to the Petition Date and approximately $34 million in transfers made while the Debtors were insolvent. Now that the Asset Sale has been consummated, the Debtors are focused on the monetization of the Remaining Assets. In particular, the Debtors have settled, subject to Court approval, certain of the A/R Litigations through the use of mediation on terms very favorable to the Debtors and their estates, and the Debtors are hopeful that the remaining A/R Litigations, which are currently in various stages of mediation, will result in similarly favorable results at minimal expense to the Debtors' estates. Since the entry of the Third Exclusivity Order, the Debtors have also sent out demand letters seeking the return of preferential transfers and have settled, subject to Court approval, several such matters on terms favorable to the Debtors and their estates. In addition, the Debtors and the Committee are scheduled to meet with the target of the largest Avoidance Action in the hope of obtaining a swift and beneficial resolution to that claim. The Debtors anticipate that the monetization of the Remaining Assets will result in sufficient proceeds to fund a liquidating plan, but the monetization of the Remaining Assets, particularly the litigations, will take time. Absent the monetization of most of the Remaining Assets, the Debtors will not have sufficient funds to confirm a plan. In light of the Debtors' substantial progress to date towards monetizing their assets, and in accordance with the various factors considered by the courts, the Debtors said ample cause exists to further extend the Exclusive Periods and the extensions are in the best interests of the Debtors' estates. About Vivaro Corp. Vivaro Corp., which specializes in the sale of international calling cards in the U.S., filed a Chapter 11 petition (Bankr. S.D.N.Y. Case No. 12-13810) on Sept. 5, 2012, together with six other related companies, including Kare Distribution Inc. The Debtor is represented by Frederick E. Schmidt, Esq., at Hanh V. Huynh, Esq., at Herrick, Feinstein LLP. Garden City Group Inc. is the claims and notice agent. A five-member official committee of unsecured creditors has been appointed in the case. VPR CORP: Court Clears Co. to Sell Assets to COG, Stanolind ----------------------------------------------------------- Marie Beaudette, writing for DBR Small Cap, reported that a bankruptcy judge has cleared oil and gas driller VPR Corp. to sell its assets to two buyers who are paying a total of $25 million. About VPR Operating VPR Operating, LLC, and three related entities sought Chapter 11 protection (Bankr. W.D. Tex. Lead Case No. 13-10599) in Austin on March 29, 2013. Brian John Smith, Esq., at Patton Boggs LLP, serves as the Debtor's counsel. Judge Craig A. Gargotta presides over the case. The Debtor disclosed $13,400,000 in assets and $11,119,045 in liabilities as of the Chapter 11 filing. Privately owned VPR is an oil and gas company focused on acquiring and developing assets in the domestic onshore basins of the United States. It has 53 producing wells, which generate revenue of approximately $375,000 per month on average after royalty payments. VPR was founded in 2008, and maintains producing oil and gas properties in Oklahoma and New Mexico. The U.S. Trustee appointed five entities to an official committee of creditors. Kell C. Mercer, Esq., at Brown McCarroll, L.L.P. represents the Official Committee of Creditors. WATERSTONE AT PANAMA: Withdraws Bid to Use Cash Collateral ---------------------------------------------------------- Waterstone at Panama City Apartments, LLC, has withdrawn its request to extend the order authorizing the limited use of cash collateral and granting adequate protection. As reported in the Troubled Company Reporter on Sept. 9, 2013, Waterstone at Panama City Apartments, LLC, asked the U.S. Bankruptcy Court for the District of Nebraska to further extend the order authorizing the Debtor to use the cash collateral securing its prepetition indebtedness to Lenox Mortgage XVIII, LLC. Omaha, Nebraska-based Waterstone at Panama City Apartments, LLC, filed for Chapter 11 protection (Bankr. D. Neb. Case No. 13-80751) on April 9, 2013. Bankruptcy Judge Timothy J. Mahoney presides over the case. William L. Biggs, Jr., Esq., at Gross & Welch, P.C., L.L.O., represents the Debtor in its restructuring efforts. The Debtor disclosed $26,159,064 in assets and $26,120,989 in liabilities as of the Chapter 11 filing. The petition was signed by Edward E. Wilczewski, manager. WATERSTONE AT PANAMA: Lenox Wants Exclusivity Terminated -------------------------------------------------------- Secured creditor Lenox Mortgage XVIII LLC objects to Waterstone at Panama City Apartments, LLC's request for extension of the Debtor's exclusive periods to file a disclosure statement and plan. Motions to extend exclusivity should not be granted routinely nor cavalierly but only when extraneous factors make the exclusive period insufficient. The party requesting an extension of the exclusivity period has the burden of establishing good cause. For an extension to be granted, the movant must show some special circumstances which merit an extension of time beyond Congressional policy, according to Lenox. In this case, Lenox continued, most of the relevant factors dictate that the Debtor is not entitled to an extension of the exclusivity period. Also, the Debtor cannot meet its burden of establishing good cause warranting an extension of the exclusivity period, and there are no special circumstances in this case which merit an extension. Lenox also argues that the Debtor is not a large entity with a complex financial structure. To the contrary, this is a single asset real estate case, and the Debtor merely owns one apartment complex in Florida. The Debtor has no employees, and there are no stockholders. This case is essentially a two-party dispute between the Debtor and Lenox, and there are no other significant creditors in this case other than Lenox. Lenox also contends there has been no good faith progress toward reorganization, and in the four months after the Petition Date (the Debtor's statutory exclusivity period), there have been virtually no efforts to formulate a plan of reorganization. Based on the Debtor's counsel's fee applications filed in the case, the Debtor and its counsel spent only 1.7 total hours on the Debtor's plan and disclosure statement through the month of July 2013. In its Motion to Extend Exclusivity, the Debtor and its counsel suggest that they have been spending their time on cash collateral issues and Lenox's motion to dismiss. These suggestions are meritless. Lenox pointed out it resolved its cash collateral issues with the Debtor on April 30, 2013. Also, while Lenox did file its Motion to Dismiss on July 8, Lenox only took four depositions in connection with its Motion to Dismiss, and two of the depositions were of Tapestry's directors who have no involvement in the Debtor's reorganization strategy. The Debtor's counsel only took one deposition in connection with Lenox's Motion to Dismiss. Lenox said the Debtor has had ample time over the past five months to prepare a disclosure statement and plan, and the cash collateral issues early in the case and Lenox's Motion to Dismiss are no excuse for the Debtor's complete lack of effort to formulate a plan of reorganization. Lenox also pointed out that the Debtor is and always has been operating at a significant net loss. To compound the Debtor's cash flow difficulties, it has not made any attempts to obtain cash from any third parties and, in fact, cannot accept funds from any investors because the Debtor would lose its real estate tax exemption. The Debtor's pre-petition financials and post-petition operating reports show that the Debtor does not generate income sufficient to pay all required operating expenses and necessary capital expenditures, let alone fund a Chapter 11 plan of reorganization which pays all administrative expenses and provides a dividend to the Debtor's unsecured creditors. Lenox also contends that the Debtor's apartment complex is being grossly mismanaged. Due to the Debtor's inadequate income, the Debtor is failing to pay necessary expenses to properly maintain and improve its property, including but not limited to maintenance, landscaping, exterminating, and marketing expenses. Moreover, the Debtor has failed to adequately insure its property, and the property is currently underinsured by approximately $7,000,000 pursuant to the Debtor's contractual obligations owed to Lenox. There is no creditors' committee in this case. Likewise, there are no unresolved contingencies which could affect the Debtor's disclosure statement and/or plan, Lenox said. A Telephonic Hearing on the motion to extend exclusivity period and the objection is set for Oct. 7, 2013 at 10:00 a.m. Omaha, Nebraska-based Waterstone at Panama City Apartments, LLC, filed for Chapter 11 protection (Bankr. D. Neb. Case No. 13-80751) on April 9, 2013. Bankruptcy Judge Timothy J. Mahoney presides over the case. William L. Biggs, Jr., Esq., at Gross & Welch, P.C., L.L.O., represents the Debtor in its restructuring efforts. The Debtor disclosed $26,159,064 in assets and $26,120,989 in liabilities as of the Chapter 11 filing. The petition was signed by Edward E. Wilczewski, manager. WAVE SYSTEMS: Amends At Market Sales Agreement with MLV & Co. ------------------------------------------------------------- Wave Systems Corp., entered into an amendment to its At Market Issuance Sales Agreement with MLV & Co., dated Jan. 30, 2012, pursuant to which the Company, from time to time, may issue and sell through MLV, acting as the Company's sales agent, shares of the Company's Class A common stock. The Amendment was entered into in connection with the Company's filing of a new Registration Statement on Form S-3, which was declared effective on Sept. 12, 2013. The Company's board of directors has authorized the issuance and sale of shares of the Company's Class A common stock under the Sales Agreement for aggregate gross sales proceeds of up to $15,000,000. On Sept. 16, 2013, the Company entered into a software development and license agreement with a counterparty, pursuant to which the Company acquired a license of certain software and related intellectual property rights from the Licensor. Upon execution of the License Agreement, and as part of the consideration payable by the Company under the License Agreement, the Company issued to the Licensor 372,578 unregistered shares of the Company's Class A common stock. About Wave Systems Lee, Massachusetts-based Wave Systems Corp. (NASDAQ: WAVX) -- http://www.wave.com/-- develops, produces and markets products for hardware-based digital security, including security applications and services that are complementary to and work with the specifications of the Trusted Computing Group, an industry standards organization comprised of computer and device manufacturers, software vendors and other computing products manufacturers. For the 12 months ended Dec. 31, 2012, the Company incurred a net loss of $33.96 million, as compared with a net loss of $10.79 million in 2011. The Company's balance sheet at June 30, 2013, showed $10.28 million in total assets, $20.06 million in total liabilities and a $9.77 million total stockholders' deficit. KPMG LLP, in Boston Massachusetts, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that Wave Systems Corp. has suffered recurring losses from operations and has an accumulated deficit that raise substantial doubt about its ability to continue as a going concern. WESTINGHOUSE SOLAR: Stockholders Elect Four Directors ----------------------------------------------------- Westinghouse Solar, Inc., held its annual meeting of stockholders on Sept. 19, 2013, at which the stockholders: (1) elected Edward L. Bernstein, Mark L. Kalow, Ron Kenedi and Edward Roffman as directors, to serve until the 2014 Annual Meeting of Stockholders or their successors are elected and qualified; (2) approved and adopted an amendment to the Company's Certificate of Incorporation to change the name of the Company from "Westinghouse Solar, Inc." to "Andalay Solar, Inc."; (3) approved and adopted an amendment to the Company's Certificate of Incorporation to increase the number of authorized shares of Common Stock from 100 million to 500 million; (4) approved and adopted an amendment to the Company's 2006 Incentive Stock Plan to increase the number of shares of Company common stock reserved for issuance under the Plan from 3,000,000 to 50,000,000; (5) ratified and approved the appointment of Burr Pilger Mayer, Inc., as the Company's independent registered public accounting firm for the year ending Dec. 31, 2013; (6) approved the executive compensation of the Chief Executive Officer; and (7) approved a three year frequency of conducting future advisory votes on executive compensation. After considering the preferences expressed at the annual meeting, the Company's Board of Directors may determine to hold future non- binding, advisory votes on executive compensation every three years, so that the next such vote will be held at its 2016 Annual Meeting of Stockholders. Under section 14A(a)(2) of the Securities Exchange Act of 1934, as amended, the Company will hold another vote on the frequency of stockholder votes on the compensation of executives no later than its 2019 Annual Meeting of Stockholders. A copy of the Form 8-K is available for free at: http://is.gd/5p30vk About Westinghouse Campbell, Cal.-based Westinghouse Solar, Inc., is a designer and manufacturer of solar power systems and solar panels with integrated microinverters. The Company designs, markets and sells these solar power systems to solar installers, trade workers and do-it-yourself customers in the United States and Canada through distribution partnerships, the Company's dealer network and retail outlets. Burr Pilger Mayer, Inc., in San Francisco, California, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012, citing significant operating losses and negative cash flow from operations that raise substantial doubt about its ability to continue as a going concern. Westinghouse Solar disclosed a net loss of $8.62 million on $5.22 million of net revenue in 2012, as compared with a net loss of $4.63 million on $11.42 million of net revenue in 2011. As of June 30, 2013, the Company had $3.04 million in total assets, $5.30 million in total liabilities, $247,761 in series C convertible redeemable preferred stock, $545,000 in series D convertible redeemable preferred stock, and a $3.05 million total stockholders' deficit. WESTMORELAND COAL: Copy of 2013 Investor Presentation ----------------------------------------------------- Westmoreland Coal Company filed with the U.S. Securities and Exchange Commission a copy of an investor presentation containing, among other things, an overview of the Company, Company timeline and investment highlights. The 2013 Investor Presentation is available for free at http://is.gd/qdjyhk About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss of $13.66 million in 2012, a net loss of $36.87 million in 2011, and a net loss of $3.17 million in 2010. The Company's balance sheet at March 31, 2013, showed $943.01 million in total assets, $1.22 billion in total liabilities and a $286.53 million total deficit. * * * As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Englewood, Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'. "The upgrade reflects our view that WLB is less vulnerable to default after successfully negotiating less restrictive covenant requirements for an unrated $110 million term loan due 2018," said credit analyst Gayle Bowerman. "Our assessment of WLB's business risk profile as 'vulnerable' and financial risk profile as 'highly leveraged' are unchanged. We also revised our liquidity score to 'adequate' based on the covenant relief and additional liquidity provided under the company's new $20 million asset-based loan (ABL) facility from 'less than adequate'." Westmoreland Coal carries a Caa1 corporate family rating from Moody's Investors Service. WESTMORELAND COAL: J. Gendell Held 13.2% Equity Stake at Sept. 12 ----------------------------------------------------------------- In a Schedule 13D filed with the U.S. Securities and Exchange Commission, Jeffrey L. Gendell and his affiliates disclosed that as of Sept. 12, 2013, they beneficially owned 1,922,713 shares of common stock of Westmoreland Coal Company representing 13.2 percent of the shares outstanding. Mr. Gendell previously reported beneficial ownership of 2,173,224 common shares or 14.9 percent equity stake as of Aug. 9, 2013. A copy of the regulatory filing is available for free at http://is.gd/ydXQik About Westmoreland Coal Colorado Springs, Colo.-based Westmoreland Coal Company (NYSE AMEX: WLB) -- http://www.westmoreland.com/-- is the oldest independent coal company in the United States. The Company's coal operations include coal mining in the Powder River Basin in Montana and lignite mining operations in Montana, North Dakota and Texas. Its power operations include ownership of the two-unit ROVA coal-fired power plant in North Carolina. Westmoreland Coal incurred a net loss of $13.66 million in 2012, a net loss of $36.87 million in 2011, and a net loss of $3.17 million in 2010. The Company's balance sheet at March 31, 2013, showed $943.01 million in total assets, $1.22 billion in total liabilities and a $286.53 million total deficit. * * * As reported by the TCR on Nov. 6, 2012, Standard & Poor's Ratings Services raised its corporate credit rating on Englewood, Co.-based Westmoreland Coal Co. (WLB). to 'B-' from 'CCC+'. "The upgrade reflects our view that WLB is less vulnerable to default after successfully negotiating less restrictive covenant requirements for an unrated $110 million term loan due 2018," said credit analyst Gayle Bowerman. "Our assessment of WLB's business risk profile as 'vulnerable' and financial risk profile as 'highly leveraged' are unchanged. We also revised our liquidity score to 'adequate' based on the covenant relief and additional liquidity provided under the company's new $20 million asset-based loan (ABL) facility from 'less than adequate'." Westmoreland Coal carries a Caa1 corporate family rating from Moody's Investors Service. WESTWAY GROUP: S&P Rates $270MM Senior Secured Loan 'BB-' --------------------------------------------------------- Standard & Poor's Ratings Services assigned its 'BB-' rating to New Orleans-based Westway Group LLC's $270 million senior secured term loan B due 2020 and a $30 million revolving credit facility due 2018. S&P also assigned its '3' recovery rating to the senior secured debt. The outlook is stable. "We view the project's liquidity features as 'adequate' to support overall funding needs," said Standard & Poor's credit analyst Nora Pickens. Westway is a limited-purpose entity that provides bulk liquid storage, with a focus on agricultural and chemical end markets. Westway is 100% indirectly owned by EQT, a EUR19 billion private equity manager with industrial-focused investments. The project is capitalized with $179 million of equity and $270 milion of debt. Westway operates 19 bulk liquid storage terminals across a geographically diverse footprint, primarily with a focus on niche commodities including biodiesel, agricultural products, and chemicals. The recovery rating of '3' on the secured term loan indicates that S&P expects a meaningful recovery, between 50% and 70%, if a default occurs. The stable outlook on the rating reflects S&P's expectation that the market for Westway's storage products will remain stable for the next 12 to 18 months. S&P could raise the rating if the project signs new, longer-dated storage agreements with creditworthy counterparties such that contracted cash flow raises DSCRs above 3x. S&P could lower the rating if sector fundamentals deteriorate or competition from regional or overseas facilities erode storage pricing significantly, such that DSCRs fall below 1.5x, thus increasing the risk of refinancing when the term loan comes due in 2020. XZERES CORP: To Issue 300,000 Shares to Consultant -------------------------------------------------- Xzeres Corp. registered with the U.S. Securities and Exchange Commission 300,000 shares of common stock issuable under its Consulting Agreement with Bryan Clark. The Company's common stock is quoted on the OTCQB under the symbol "XPWR" and the last reported sale price of the Company's common stock on Sept. 18, 2013, was $0.56 per share. A copy of the Form S-8 registration statement is available at: http://is.gd/VGL69p About XZERES Corp. Headquartered in Wilsonville, Oregon, XZERES Corp. designs, develops, and markets distributed generation, wind power systems for the small wind (2.5kW-100kW) market as well as power management solutions. Xzeres incurred a net loss of $7.59 million on $4.51 million of gross revenues for the year ended Feb. 28, 2013, as compared with a net loss of $8.60 million on $3.96 million of gross revenues for the year ended Feb. 28, 2012. As of May 31, 2013, the Company had $4.88 million in total assets, $8.25 million in total liabilities and a $3.37 million total stockholders' deficit. Silberstein Ungar, PLLC, in Bingham Farms, Michigan, issued a "going concern" qualification on the consolidated financial statement for the year ended Feb. 28, 2013. The independent auditors noted that the Company has incurred losses from operations, has negative working capital, and is in need of additional capital to grow its operations so that it can become profitable. These factors raise substantial doubt about the Company's ability to continue as a going concern. YOUNG OIL: CEO Slapped With Mail Fraud Charges ---------------------------------------------- The Times Union reports that Anthony L. Young, the CEO of Young Oil, a bankrupt southern Kentucky oil company, has been charged with scamming investors into giving him money for three oil partnerships in Kentucky and Tennessee. Mr. Young is accused of soliciting $750,000 from investors for a trio of oil drilling partnerships -- identified as Prospects 54, 55 and 56 -- with three potential wells in each prospect. According to the report, the charges are the latest in a long- running legal saga enveloping the businessman and his company. The latest case charges Young with mail fraud and using the mail to employ deceptive devices in connection with the purchase and sale of a security. The charges stem from allegations that Young coerced an investor in North Carolina to send $30,000 in September 2008 to help offset the $750,000 cost of drilling the wells. Prosecutors say Young never invested the money in the wells. Young Oil Corporation sought chapter 11 protection (Bankr. W.D. Ky. Case No. 09-10907) on May 19, 2009, is represented by Scott A. Bachert, Esq., in Bowling Green, Ky., and estimated less than $10 million in assets and more than $50 million in debts in its Chapter 11 petition. YRC WORLDWIDE: CEO James Welch to Serve as Pres. of YRC Freight --------------------------------------------------------------- YRC Worldwide Inc. announced that in addition to his responsibilities as chief executive officer of YRC, James Welch will assume the responsibilities as president of YRC Freight. He succeeds Jeff Rogers, who is no longer with the company. "On behalf of the entire YRCW Board of Directors, management team and entire employee base, I want to thank Jeff for his service at Holland and YRC Freight," said Welch. Mr. Welch has served as CEO of YRCW since July 2011 and has a history with YRCW that spans more than 30 years. He began his career at Yellow Transportation, the predecessor company of YRC Freight, where he served for 29 years, the last seven as president and CEO. During his leadership, Yellow Transportation grew from $2.5 billion in revenue to $3.5 billion. "While the regional companies (Holland, Reddaway and New Penn) continue to provide best-in-class service and more than market competitive margins, we recognize that we have additional work to do at YRC Freight and we are committed to taking the necessary steps to move our business forward. Our first priority will be working through the recent optimization of the YRC Freight network, which was designed to enhance the consistent, reliable, quality service that our customers expect and deserve," Mr. Welch stated. Under Mr. Welch's direction, YRCW has returned to its North American, less-than-truckload roots, nearly doubled its adjusted EBITDA, continued to de-risk the company's balance sheet through letter of credit reductions, and has substantially grown into its capital structure. "From our drivers to our office personnel, I have gotten to know many of the YRC Freight team members on a personal basis through the years. I am eager to work with the team as we continue to build a company focused on safety, customer service and profitability. Now it is time to strengthen our commitment to our customers and deliver on our promise to further enhance and improve our service," said Mr. Welch. About YRC Worldwide Headquartered in Overland Park, Kan., YRC Worldwide Inc. (NASDAQ: YRCW) -- http://www.yrcw.com/-- is a holding company that offers its customers a wide range of transportation services. These services include global, national and regional transportation as well as logistics. After auditing the 2011 results, the Company's independent auditors expressed substantial doubt about the Company's ability to continue as a going concern. KPMG LLP, in Kansas City, Missouri, noted that the Company has experienced recurring net losses from continuing operations and operating cash flow deficits and forecasts that it will not be able to comply with certain debt covenants through 2012. For the year ended Dec. 31, 2012, the Company incurred a net loss of $136.5 million on $4.85 billion of operating revenue, as compared with a net loss of $354.4 million on $4.86 billion of operating revenue during the prior year. As of June 30, 2013, the Company had $2.17 billion in total assets, $2.81 billion in total liabilities and a $641.5 million total shareholders' deficit. * * * As reported by the TCR on Aug. 2, 2013, Moody's Investors Service affirmed the rating of YRC Worldwide, Inc., corporate family rating at Caa3. The ratings outlook is has been changed to positive from stable. "The positive ratings outlook recognizes the important progress that YRCW has made in restoring positive operating margins through implementation of yield management initiatives, during a period of stabilizing demand in the less than truckload ('LTL') segment," the report stated. In August 2011, Standard & Poor's Ratings Services raised its corporate credit rating on YRC Worldwide Inc. to 'CCC' from 'SD' (selective default), after YRC completed a financial restructuring. Outlook is stable. "The ratings on Overland Park, Kan.-based YRCW reflect its participation in the competitive, capital-intensive, and cyclical trucking industry," said Ms. Ogbara, "as well as its meaningful off-balance-sheet contingent obligations related to multiemployer pension plans." "YRCW's substantial market position in the less- than-truckload (LTL) sector, which has fairly high barriers to entry, partially offsets these risk factors. We categorize YRCW's business profile as vulnerable, financial profile as highly leveraged, and liquidity as less than adequate." Z TRIM HOLDINGS: Edward Smith Held 71% Equity Stake at Sept. 18 --------------------------------------------------------------- In an amended Schedule 13D filed with the U.S. Securities and Exchange Commission, Edward B. Smith, III, and his affiliates disclosed that as of Sept. 18, 2013, they beneficially owned 33,151,284 shares of common stock of Z Trim Holdings, Inc., representing 71 percent of the shares outstanding. Mr. Smith previously reported beneficial ownership of 32,448,427 shares or 69.9 percent equity stake as of Aug. 20, 2013. A copy of the regulatory filing is available at http://is.gd/1YJyBk About Z Trim Mundelein, Ill.-based Z Trim Holdings, Inc., is a functional food ingredient company which provides custom product solutions that help answer the food industry's problems. Z Trim's revolutionary technology provides value-added ingredients across virtually all food industry categories. Z Trim's all-natural products, among other things, help to reduce fat and calories, add fiber, provide shelf-stability, prevent oil migration, and add binding capacity -- all without degrading the taste and texture of the final food products. Z Trim Holdings disclosed a net loss of $9.58 million in 2012 following a net loss of $6.94 million in 2011. The Company's balance sheet at March 31, 2013, showed $5.60 million in total assets, $8.85 million in total liabilities and a $3.25 million total stockholders' deficit. M&K CPAS, PLLC, in Houston, Texas, issued a "going concern" qualification on the consolidated financial statements for the year ended Dec. 31, 2012. The independent auditors noted that the Company had a working capital deficit and reoccurring losses as of Dec. 31, 2012. These conditions raise substantial doubt about its ability to continue as a going concern. * No Judicial Estoppel After Chapter 13 Payments Done ----------------------------------------------------- Bill Rochelle, the bankruptcy columnist for Bloomberg News, reports that if a cause of action accrues after an individual completes payments under a Chapter 11 plan, the doctrine of judicial estoppel doesn't apply even though the claim arose before the discharge was granted, according to U.S. District Judge Curtis L. Collier in Chattanooga, Tennessee. According to the report, the relevant events played out as follows: Chapter 13 plan confirmed; payments completed; bankrupt injured at work one month later; bankrupt fired by employer; discharge granted; lawsuit filed against employer. The report notes that the employer sought dismissal of the suit on grounds of judicial estoppel, for failure to have listed the claim among assets in the bankruptcy. In his Sept. 18 opinion, Judge Collier said the bankrupt "could not have benefited from concealing this claim." The report discloses that indeed, he was unable to modify the plan because payments already had been made before the injury giving rise to the potential claim against the employer. Because payments were completed before the claim arose, judicial estoppel didn't apply, Collier ruled. The case is Crankshaw v. CSX Transportation Inc., 11-cv-00377, U.S. District Court, Eastern District of Tennessee (Chattanooga). * JPMorgan Fined $389 Million for Deceptive Credit Card Practices ----------------------------------------------------------------- Danielle Douglas, writing for The Washington Post, reported that federal regulators on Sept. 19 slapped JPMorgan Chase with $389 million in penalties for deceiving millions of customers into buying costly and unneeded services when they signed up for credit cards. According to the report, the nation's largest bank will pay $309 million to reimburse about 2.1 million consumers who were duped into paying for credit monitoring and other add-ons between October 2005 and June 2012. Those consumers enrolled in and paid for identity theft protection products but did not receive the full benefit of the products, according to the Office of the Comptroller of the Currency. The bank regulator hit JPMorgan with an additional $60 million civil penalty based, in part, on the scope and duration of the violations, the report related. The OCC also is requiring the bank to take a number of corrective measures, including developing a better risk-management program for consumer products marketed or sold by JPMorgan or its vendors. In coordination with the OCC, the Consumer Financial Protection Bureau levied a separate $20 million penalty in the case, the report added. "We continue to be vigilant in pursuit of those who deceive consumers or treat them unfairly," Richard Cordray, director of the CFPB, said in a statement, the report further related. "Consumers deserve better, and we intend to help them achieve that." * 2013 FDIC Lawsuit Filings Exceeding Levels in Prior Years ----------------------------------------------------------- This year's Federal Deposit Insurance Corporation litigation activity associated with failed financial institutions is already exceeding that of the previous three years. According to Characteristics of FDIC Lawsuits against Directors and Officers of Failed Financial Institutions?September 2013, a new report by Cornerstone Research, the FDIC has filed at least 32 D&O lawsuits as of August 8, 2013, compared with annual totals of 26 in 2012, 16 in 2011, and two in 2010. This year's increase in lawsuits stems from financial institution failures between the third quarter of 2009 and the third quarter of 2010, when failures were most common. Of the 32 lawsuits filed so far in 2013, nine were against institutions that failed in 2009 and the remaining 23 were against institutions that failed in 2010. Additional lawsuits are expected to be filed through the rest of the year, given the three-year statute of limitations for tort lawsuits and the likely existence of tolling agreements allowing the FDIC additional time to determine if it will file a lawsuit. "As expected, the FDIC's filing of D&O lawsuits has picked up this year," said Catherine J. Galley, a senior vice president of Cornerstone Research and one of the report's authors. "Of the institutions that failed in 2009 and 2010?the peak years of the FDIC's seizures?the directors and officers of nearly one third have been sued or negotiated settlements with the FDIC prior to the filing of a lawsuit. We expect this will increase as the year progresses." Key Findings: � * Of the 76 filed lawsuits, 10 have settled and one has resulted in a jury verdict. Three settlements have occurred this year, with four in 2012, and three in 2011. � * Chief executive officers continue to be the most commonly named defendants. They have been named in 88 percent of all filed complaints and 28 of the 32 lawsuits in 2013. Filed complaints named outside directors, along with inside directors, in 75 percent of all filed complaints and 24 of the 32 lawsuits filed in 2013. � * To date, the FDIC has claimed damages of $3.6 billion in the 69 lawsuits that have specified a damages amount. Average damages amounted to $53 million, with a median value of $27 million. Lawsuits filed in 2013 have had a lower average claim than lawsuits filed in 2011 and 2012. In the aggregate, the largest claims have related to the failure of California institutions, while the largest number of D&O lawsuits have targeted failed institutions in Georgia. � * The directors and officers of 57, or 41 percent, of the financial institutions that failed in 2009 either have been the subject of FDIC lawsuits or have settled claims with the FDIC prior to the filing of a lawsuit. That compares with 39, or 25 percent, so far for institutions that failed in 2010. � * FDIC seizures of financial institutions continued to decline in 2013 compared with 2012. After only four seizures in the first quarter of 2013, there were 12 in the second quarter and four in the third quarter through August 27, 2013. In total, the FDIC has seized 20 institutions so far in 2013 compared with 51 in 2012. Since 2007, 488 financial institutions have failed. * FriendFinder's Chapter 11 Pushes Global Default Tally to 58 ------------------------------------------------------------- Marie Beaudette, writing for DBR Small Cap, reported that the global tally of corporate defaults rose to 58 issuers last week after Penthouse magazine publisher FriendFinder Networks Inc. filed for Chapter 11 bankruptcy protection, according to Standard & Poor's Ratings Services. * Road to Municipal Financial Distress Varies by City ----------------------------------------------------- Reuters reported that Detroit, Chicago and three other U.S. cities fell into financial distress for a variety of reasons, according to analyses of financial data released on Thursday. According to the report, the Center for State and Local Government Leadership at Virginia's George Mason University examined a handful of the most troubled cities, along with Baltimore, which despite a population drop and high poverty levels is on a solid financial footing. Detroit, which made the biggest municipal bankruptcy filing in U.S. history on July 18, wound up in bankruptcy court due largely to its steep population drop, cuts in state aid and collapsing real estate values, the report said. Chicago's issues leading to steep cuts to its credit ratings are rooted in large measure in its high labor costs, while San Bernardino in California is seeing tight times chiefly because of a flawed city charter and inhospitable state politics, the study found. Detroit wound up in bankruptcy court because, while its revenue is higher than other Michigan cities on a per capita basis, there was not enough cash to cover services. High debt and pension costs also contributed. * 2nd Cir. Appoints Julie Ann Manning as D. Conn. Bankruptcy Judge ------------------------------------------------------------------ The Second Circuit Court of Appeals appointed Bankruptcy Judge Julie Ann Manning to a fourteen-year term of office in the District of Connecticut, effective September 9, 2013 (vice, Murphy-Weil, retired). Honorable Julie Ann Manning U.S. Bankruptcy Court Connecticut Financial Center 157 Church Street, 18th Floor New Haven, CT 06510 Telephone: 203-773-2717 Fax: 203-773-2079 Kathleen S. Mooney Judicial Assistant Telephone: 203-773-2717 Donna-Marie J. Woodstock Law Clerk Telephone: 203-773-2717 Term expiration: September 8, 2027 * Anderson Kill Scoops Up 5 Attys From Boutique Firm ---------------------------------------------------- Anderson Kill on Sept. 16 announced that four partners and one associate from Deeb Blum Murphy Frishberg & Markovich, P.C., a boutique law firm with offices in Philadelphia, PA and Princeton, NJ, are joining the firm's Philadelphia office. The DBMFM attorneys offer a blend of litigation, transactional and estate and tax counsel, serving a variety of entrepreneurs and local and national entities in a broad range of industries, including financial, energy, retail, construction, manufacturing, and communications. Known for their personal service and strategic counsel, the partners joining Anderson Kill have won numerous honors and recognition from their peers and community. Peter J. Deeb is a trial attorney with a sterling track record representing clients in all facets of commercial litigation, employment litigation, and tort defense. For more than 25 years, he has served as counsel for leasing companies, banks, corporations, and other business entities, including individual entrepreneurs. He has represented clients in breach of contract, interference with contract, unjust enrichment, and fraud litigation, and in employment matters including restrictive covenants such as non-compete and non-solicitation clauses and discrimination claims. While focused primarily on litigation, Mr. Deeb also counsels clients in the review and revision of employment agreements, portfolio purchase agreements, program agreements, and master lease agreements. Stephen H. Frishberg concentrates his practice in the areas of estate planning and administration, corporate, real estate, and tax planning. Mr. Frishberg is AV Preeminent Peer Review rated by Martindale-Hubbell and has served as Chair of the Pennsylvania Bar Association's Montgomery County Orphans' Court Rules Committee, and also as chair of its Probate and Tax Section. He is a past board member of the Philadelphia Estate Planning Council and recipient of their 2003 Mordecai Gerson Meritorious Service Award. Inez M. Markovich concentrates her practice in business reorganization and bankruptcy, commercial finance transactions, debt restructuring, creditors' rights, and financial services regulation. Ms. Markovich represents commercial banks, leasing companies, and other financial institutions in all aspects of secured lending, asset-based lending, syndicated lending, commercial leasing, credit enhancement transactions, and bank regulatory matters. She has also played significant roles representing secured and unsecured creditors in a variety of complex bankruptcy matters. Ms. Markovich was named a Super Lawyers "Rising Star" in multiple years, most recently 2013. She was also named a "Person to Watch," as one of 10 young community leaders making an impact on the Philadelphia region, by Inside magazine; as a "40 Under 40" winner by Philadelphia Business Journal; and as a "Lawyer on the Fast Track" by The Legal Intelligencer. Frank G. Murphy represents businesses in transactional matters as well as in commercial litigation on behalf of banks, construction companies, real estate developers, municipalities, and many other businesses and organizations. He is an experienced litigator who aggressively represents clients in breach of contract, non- compete, mechanics liens, and workout litigation in State and Federal Court. Mr. Murphy's transactional practice includes the negotiation and documentation of loan deals, leases, and real estate matters. His municipal representation covers land development as well as general transactional and litigation matters. Mr. Murphy has served as a member of the Board of Directors of a municipal authority, is the Solicitor for the Parking Authority of the City of Chester, Delaware County, and has served as an elected municipal official. One DBMFM associate is also joining Anderson Kill. Kevin G. McDonald focuses on commercial litigation and bankruptcy and reorganization in state and federal court. "We have great esteem for the work of the DBMFM attorneys, who are known as exceptional litigators while offering clients the kind of in-depth counsel and personal attention that clients seek in a boutique," said Pamela Hans, managing shareholder of Anderson Kill's Philadelphia office. "Their work in the financial, energy and construction industries in particular is a great fit with our client base, and they add impressive depth and versatility to our Philadelphia team." "We're thrilled to be joining Anderson Kill, which shares our culture of client service and close collaboration among practices while providing the national reach and practice depth that will enable us to take our service to clients to new levels," said Peter Deeb. The DBMFM attorneys begin work at Anderson Kill on October 1st. About Anderson Kill Anderson Kill practices law in the areas of Insurance Recovery, Commercial Litigation, Environmental Law, Estate, Trusts and Tax Services, Corporate and Securities, Antitrust, Bankruptcy, Real Estate and Construction, Public Law, Government Affairs, Anti- Counterfeiting, Employment and Labor Law, Captives, Intellectual Property, Corporate Tax, and Health Reform. Recognized nationwide by Chambers USA for Client Service and Commercial Awareness, and best-known for its work in insurance recovery, the firm represents policyholders only in insurance coverage disputes - with no ties to insurance companies and has no conflicts of interest. Clients include Fortune 1000 companies, small and medium-sized businesses, governmental entities, and nonprofits as well as personal estates. Based in New York City, the firm also has offices in Ventura, CA, Stamford, CT, Washington, DC, Newark, NJ, and Philadelphia, PA. For more information, please contact: Carol A. Ueckerman Anderson Kill Communications/Marketing Manager cueckerman@andersonkill.com (212) 278-1339 * 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) ACCELERON PHARMA XLRN US 48.4 (19.9) 6.2 ADVANCED EMISSIO OXQ1 GR 87.0 (42.3) (18.0) ADVANCED EMISSIO ADES US 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) AIR CANADA-CL A AC/A CN 9,238.0 (3,470.0) (452.0) AIR CANADA-CL A AIDIF US 9,238.0 (3,470.0) (452.0) AIR CANADA-CL B AC/B CN 9,238.0 (3,470.0) (452.0) AIR CANADA-CL B AIDEF US 9,238.0 (3,470.0) (452.0) AK STEEL HLDG AKS US 3,772.7 (181.0) 473.3 AK STEEL HLDG AK2 TH 3,772.7 (181.0) 473.3 AK STEEL HLDG AKS* MM 3,772.7 (181.0) 473.3 AK STEEL HLDG AK2 GR 3,772.7 (181.0) 473.3 ALLIANCE HEALTHC AIQ US 528.2 (131.1) 64.8 AMC NETWORKS-A 9AC GR 2,460.3 (680.1) 735.0 AMC NETWORKS-A AMCX US 2,460.3 (680.1) 735.0 AMER AXLE & MFG AXL US 3,008.7 (101.6) 345.2 AMER AXLE & MFG AYA GR 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 ARRY US 136.0 (21.9) 70.7 ARRAY BIOPHARMA AR2 GR 136.0 (21.9) 70.7 ARRAY BIOPHARMA AR2 TH 136.0 (21.9) 70.7 AUTOZONE INC AZO US 6,783.0 (1,532.3) (657.7) AUTOZONE INC AZ5 GR 6,783.0 (1,532.3) (657.7) AUTOZONE INC AZ5 TH 6,783.0 (1,532.3) (657.7) BENEFITFOCUS INC BNFT US 54.8 (43.9) (3.6) BENEFITFOCUS INC BTF GR 54.8 (43.9) (3.6) BERRY PLASTICS G BERY US 5,045.0 (251.0) 550.0 BERRY PLASTICS G BP0 GR 5,045.0 (251.0) 550.0 BIOCRYST PHARM BO1 GR 39.9 (9.0) 21.6 BIOCRYST PHARM BO1 TH 39.9 (9.0) 21.6 BIOCRYST PHARM BCRX US 39.9 (9.0) 21.6 BOSTON PIZZA R-U BPZZF US 156.7 (108.0) (4.2) BOSTON PIZZA R-U BPF-U CN 156.7 (108.0) (4.2) BROOKLINE BANCRP BB3 GR 5,150.5 (8.5) - BROOKLINE BANCRP BRKL US 5,150.5 (8.5) - BRP INC/CA-SUB V B15A GR 1,768.0 (496.6) (21.8) 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) 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 CZR US 26,844.8 (738.1) 833.8 CAESARS ENTERTAI C08 GR 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 CHH US 562.7 (520.0) 75.1 CHOICE HOTELS CZH GR 562.7 (520.0) 75.1 CIENA CORP CIE1 GR 1,727.4 (83.2) 763.4 CIENA CORP CIE1 TH 1,727.4 (83.2) 763.4 CIENA CORP CIEN TE 1,727.4 (83.2) 763.4 CIENA CORP CIEN US 1,727.4 (83.2) 763.4 COMVERSE INC CNSI US 844.8 (9.4) (6.1) COMVERSE INC CM1 GR 844.8 (9.4) (6.1) CONATUS PHARMACE CNAT US 5.3 (2.5) 1.0 DELTA AIR LI DAL US 45,772.0 (1,184.0) (5,880.0) DELTA AIR LI OYC GR 45,772.0 (1,184.0) (5,880.0) DELTA AIR LI DAL* MM 45,772.0 (1,184.0) (5,880.0) DENDREON CORP DNDN US 576.9 (100.5) 246.8 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 DIG1 GR 20,921.0 (5,688.0) 622.0 DIRECTV DTV US 20,921.0 (5,688.0) 622.0 DIRECTV DTV CI 20,921.0 (5,688.0) 622.0 DOMINO'S PIZZA DPZ US 468.8 (1,328.8) 73.7 DOMINO'S PIZZA EZV GR 468.8 (1,328.8) 73.7 DOMINO'S PIZZA EZV TH 468.8 (1,328.8) 73.7 DUN & BRADSTREET DB5 GR 1,838.5 (1,188.4) (174.3) DUN & BRADSTREET DB5 TH 1,838.5 (1,188.4) (174.3) DUN & BRADSTREET DNB US 1,838.5 (1,188.4) (174.3) 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 FGP US 1,440.6 (29.0) 9.9 FERRELLGAS-LP FEG GR 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) FIREEYE INC FEYE US 139.5 (45.0) (13.1) 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 1FS GR 3,129.0 (4,583.0) 1,235.0 FREESCALE SEMICO FSL US 3,129.0 (4,583.0) 1,235.0 GENCORP INC GCY GR 1,411.1 (366.9) 27.9 GENCORP INC GCY TH 1,411.1 (366.9) 27.9 GENCORP INC GY US 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 GDRZF US 78.3 (25.8) 56.9 GOLD RESERVE INC GRZ CN 78.3 (25.8) 56.9 GRAHAM PACKAGING GRM US 2,947.5 (520.8) 298.5 HCA HOLDINGS INC HCA US 27,934.0 (7,485.0) 1,771.0 HCA HOLDINGS INC 2BH GR 27,934.0 (7,485.0) 1,771.0 HCA HOLDINGS INC 2BH TH 27,934.0 (7,485.0) 1,771.0 HD SUPPLY HOLDIN 5HD GR 6,587.0 (753.0) 1,281.0 HD SUPPLY HOLDIN HDS US 6,587.0 (753.0) 1,281.0 HOVNANIAN ENT-A HOV US 1,664.1 (467.2) 950.2 HOVNANIAN ENT-A HO3 GR 1,664.1 (467.2) 950.2 HUGHES TELEMATIC HUTCU US 110.2 (101.6) (113.8) HUGHES TELEMATIC HUTC US 110.2 (101.6) (113.8) IMMUNE PHARMACEU IMNP TQ 1.0 (16.2) (8.9) INCONTACT INC DKF GR - (86.5) - INCONTACT INC SAAS US - (86.5) - INCYTE CORP ICY TH 334.2 (27.8) 210.4 INCYTE CORP ICY GR 334.2 (27.8) 210.4 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 US 1,505.7 (215.4) (97.4) JUST ENERGY GROU JE CN 1,505.7 (215.4) (97.4) JUST ENERGY GROU 1JE GR 1,505.7 (215.4) (97.4) L BRANDS INC LTD GR 6,072.0 (861.0) 613.0 L BRANDS INC LTD TH 6,072.0 (861.0) 613.0 L BRANDS INC LTD US 6,072.0 (861.0) 613.0 LIN MEDIA LLC L2M GR 1,221.8 (63.5) (97.2) LIN MEDIA LLC LIN US 1,221.8 (63.5) (97.2) LIPOCINE INC LPCN US 0.0 (0.0) (0.0) LORILLARD INC LO US 3,335.0 (1,855.0) 1,587.0 LORILLARD INC LLV TH 3,335.0 (1,855.0) 1,587.0 LORILLARD INC LLV GR 3,335.0 (1,855.0) 1,587.0 MANNKIND CORP MNKD US 212.4 (152.4) (234.6) MANNKIND CORP NNF1 TH 212.4 (152.4) (234.6) MANNKIND CORP NNF1 GR 212.4 (152.4) (234.6) MARRIOTT INTL-A MAQ TH 6,377.0 (1,493.0) (1,063.0) MARRIOTT INTL-A MAR US 6,377.0 (1,493.0) (1,063.0) MARRIOTT INTL-A MAQ GR 6,377.0 (1,493.0) (1,063.0) MARRONE BIO INNO MBII US 25.6 (47.8) (12.8) MDC PARTNERS-A MD7A GR 1,389.4 (16.6) (204.5) MDC PARTNERS-A MDCA US 1,389.4 (16.6) (204.5) MDC PARTNERS-A MDZ/A CN 1,389.4 (16.6) (204.5) MEDIA GENERAL-A MEG US 739.6 (206.4) 30.6 MERITOR INC MTOR US 2,477.0 (1,059.0) 278.0 MERITOR INC AID1 GR 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 M1U GR 580.7 (163.7) 9.9 MORGANS HOTEL GR MHGC US 580.7 (163.7) 9.9 MPG OFFICE TRUST MPG US 1,280.0 (437.3) - NANOSTRING TECHN NSTG US 30.5 (2.0) 10.9 NATIONAL CINEMED XWM GR 952.5 (224.6) 128.8 NATIONAL CINEMED NCMI US 952.5 (224.6) 128.8 NAVISTAR INTL IHR GR 8,241.0 (3,933.0) 1,329.0 NAVISTAR INTL IHR TH 8,241.0 (3,933.0) 1,329.0 NAVISTAR INTL NAV US 8,241.0 (3,933.0) 1,329.0 NEKTAR THERAPEUT NKTR US 412.8 (40.5) 144.1 NEKTAR THERAPEUT ITH GR 412.8 (40.5) 144.1 NYMOX PHARMACEUT NYMX US 1.8 (7.4) (1.9) NYMOX PHARMACEUT NY2 GR 1.8 (7.4) (1.9) NYMOX PHARMACEUT NY2 TH 1.8 (7.4) (1.9) ODYSSEY MARINE OMEX US 29.2 (5.6) (16.0) OMEROS CORP 3O8 GR 23.1 (12.3) 10.4 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 PDL TH 401.4 (1.3) 46.7 PDL BIOPHARMA IN PDL GR 401.4 (1.3) 46.7 PDL BIOPHARMA IN PDLI US 401.4 (1.3) 46.7 PHILIP MORRIS IN 4I1 TH 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PMI SW 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PM1CHF EU 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PM US 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PM1 TE 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PM FP 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN PM1EUR EU 37,140.0 (3,929.0) 2,049.0 PHILIP MORRIS IN 4I1 GR 37,140.0 (3,929.0) 2,049.0 PHILIP MRS-BDR PHMO34 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 QTS GR 2,426.7 (1,322.3) 217.5 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* MM 2,608.4 (697.9) (21.2) REGAL ENTERTAI-A RGC US 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 REV US 1,269.7 (632.4) 180.6 REVLON INC-A RVL1 GR 1,269.7 (632.4) 180.6 RITE AID CORP RAD US 7,169.0 (2,317.9) 1,943.6 RITE AID CORP RTA GR 7,169.0 (2,317.9) 1,943.6 RURAL/METRO CORP RURL US 303.7 (92.1) 72.4 SALLY BEAUTY HOL SBH US 1,925.8 (294.4) 503.5 SALLY BEAUTY HOL S7V GR 1,925.8 (294.4) 503.5 SILVER SPRING NE 9SI TH 506.9 (86.7) 69.5 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 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 US 4,691.0 (1,084.0) 2.0 SUPERVALU INC SVU* MM 4,691.0 (1,084.0) 2.0 TAUBMAN CENTERS TU8 GR 3,369.8 (191.4) - TAUBMAN CENTERS TCO US 3,369.8 (191.4) - THRESHOLD PHARMA NZW1 GR 104.5 (25.2) 80.0 THRESHOLD PHARMA THLD US 104.5 (25.2) 80.0 TOWN SPORTS INTE T3D GR 414.5 (43.7) (14.3) TOWN SPORTS INTE CLUB US 414.5 (43.7) (14.3) TROVAGENE INC-U TROVU US 9.6 (2.5) 7.1 ULTRA PETROLEUM UPL US 2,062.9 (441.1) (266.6) ULTRA PETROLEUM UPM GR 2,062.9 (441.1) (266.6) UNISYS CORP UISCHF EU 2,275.8 (1,536.0) 412.2 UNISYS CORP UIS1 SW 2,275.8 (1,536.0) 412.2 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 USY1 TH 2,275.8 (1,536.0) 412.2 VECTOR GROUP LTD VGR GR 1,069.5 (129.5) 384.8 VECTOR GROUP LTD VGR US 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 VERISIGN INC VRS TH 2,524.8 (273.9) 312.7 VERISIGN INC VRS GR 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 WW6 GR 1,310.8 (1,561.1) (84.7) WEIGHT WATCHERS WTW US 1,310.8 (1,561.1) (84.7) WEST CORP WT2 GR 3,462.1 (819.5) 338.0 WEST CORP WSTC US 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 TH 76.9 (16.9) 46.5 XOMA CORP XOMA GR 76.9 (16.9) 46.5 XOMA CORP XOMA US 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 ***